ATLANTA, Sept. 23, 2020 /PRNewswire/ -- Ameris Bancorp
(Nasdaq: ABCB), the parent holding company of Ameris Bank, announced today that it has priced
the underwritten public offering of $110
million aggregate principal amount of its 3.875%
Fixed-to-Floating Rate Subordinated Notes due 2030 (the "Notes").
The Notes will initially bear a fixed interest rate of 3.875% per
year. Commencing on October 1, 2025,
the interest rate on the Notes will be a floating per annum rate
equal to the Benchmark rate (which is expected to be Three-Month
Term SOFR) (each as defined in the Notes) plus 375.3 basis points,
payable quarterly in arrears. The offering is expected to fund on
September 28, 2020, subject to the
satisfaction of customary closing conditions.
Ameris Bancorp expects to use the net proceeds of this offering
for general corporate purposes.
Keefe, Bruyette & Woods, A Stifel Company, and
Piper Sandler & Co. are joint
book-running managers for the offering.
The Notes will be issued pursuant to an effective shelf
registration statement (File No. 333-248945) Ameris Bancorp has
filed with the Securities and Exchange Commission (the "SEC") and
only by means of a prospectus supplement and accompanying
prospectus. Ameris Bancorp has filed a preliminary prospectus
supplement with the SEC for the offering to which this
communication relates. Prospective investors should read the
preliminary prospectus supplement and the accompanying prospectus
and other documents Ameris Bancorp has filed with the SEC for more
complete information about Ameris Bancorp and the offering.
You may access these documents for free by visiting EDGAR on
the SEC's website at www.sec.gov. Alternatively, Ameris
Bancorp, the underwriters or any dealer participating in the
offering will arrange to send you the preliminary prospectus
supplement and the accompanying prospectus if you request it by
calling Keefe, Bruyette & Woods, A Stifel Company, at
(800) 966-1559 or e-mailing USCapitalMarkets@kbw.com or by calling
Piper Sandler & Co. at (866)
805-4128 or emailing fsg-dcm@psc.com.
No Offer or Solicitation
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any offer or sale of any securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful.
About Ameris Bancorp
Ameris Bancorp is a bank holding company headquartered in
Atlanta, Georgia. Ameris Bancorp's
banking subsidiary, Ameris Bank, has
170 locations in Georgia,
Alabama, Florida and South
Carolina.
Ameris Bancorp's common stock trades on the Nasdaq Global Select
Market under the symbol "ABCB."
Forward-Looking Statements
Certain statements contained in this news release that are not
statements of historical fact constitute "forward-looking
statements" within the meaning of the federal securities laws.
These forward-looking statements reflect Ameris Bancorp's current
views with respect to, among other things, future events and Ameris
Bancorp's future financial performance. Such statements are
typically, but not exclusively, identified by the use in the
statements of words or phrases such as "aim," "anticipate,"
"estimate," "expect," "goal," "guidance," "intend," "is
anticipated," "is estimated," "is expected," "is intended,"
"objective," "plan," "projected," "projection," "will affect,"
"will be," "will continue," "will decrease," "will grow," "will
impact," "will increase," "will incur," "will reduce," "will
remain," "will result," "would be," variations of such words or
phrases (including where the word "could," "may" or "would" is used
rather than the word "will" in a phrase) and similar words and
phrases indicating that the statement addresses some future result,
occurrence, plan or objective. Because forward-looking statements
relate to future results and occurrences, they are subject to
inherent uncertainties, risks and changes in circumstances that are
difficult to predict. Ameris Bancorp's actual results may
differ materially from those contemplated by the forward looking
statements, which are neither statements of historical fact nor
guarantees or assurances of future performance. Many possible
events or factors could affect Ameris Bancorp's future financial
results and performance and could cause those results or
performance to differ materially from those expressed in the
forward-looking statements. These possible events or factors
include, but are not limited to: (i) the risks of any
acquisitions, mergers or divestitures which Ameris Bancorp may
undertake in the future, including, without limitation, the related
time and costs of implementing such transactions, integrating
operations as part of these transactions and possible failures to
achieve expected gains, revenue growth, expense savings and/or
other results from such transactions; (ii) the effects of future
economic, business and market conditions and changes, including,
without limitation, seasonality; (iii) legislative and regulatory
changes, including, without limitation, changes in banking,
securities and tax laws, regulations and policies and their
application by Ameris Bancorp's regulators; (iv) changes in
accounting rules, practices and interpretations; (v) the risks of
changes in interest rates on the levels, composition and costs of
deposits, loan demand, and the values and liquidity of loan
collateral, securities and interest-sensitive assets and
liabilities; (vi) changes in borrower credit risks and payment
behaviors; (vii) changes in the availability and cost of credit and
capital in the financial markets; (viii) changes in the prices,
values and sales volumes of residential and commercial real estate;
(ix) the effects of concentrations in Ameris Bancorp's loan
portfolio; (x) Ameris Bancorp's ability to resolve nonperforming
assets; (xi) the failure of assumptions and estimates underlying
the establishment of reserves for possible loan losses and other
estimates and valuations; (xii) changes in technology or products
that may be more difficult, more costly or less effective than
anticipated; (xiii) uncertainty from the expected discontinuation
of the London Inter-Bank Offered Rate ("LIBOR"), and the potential
transition away from LIBOR toward a new interest rate benchmark;
(xiv) Ameris Bancorp's ability to successfully remediate the
identified material weakness in Ameris Bancorp's internal controls
over financial reporting, and the potential adverse impact on
Ameris Bancorp's ability to prepare Ameris Bancorp's consolidated
financial statements in a timely and accurate manner if Ameris
Bancorp's remediation efforts are insufficient to address such
weakness; (xv) the effects of war or other conflicts, acts of
terrorism, hurricanes, floods, tornados or other catastrophic
events, including, without limitation, the novel coronavirus
("COVID-19"), that may affect economic conditions; and (xvi)
adverse effects due to COVID-19 on Ameris Bancorp, including Ameris
Bancorp's business, financial position, liquidity and results of
operations, and on Ameris Bancorp's customers, employees and
business partners.
For a discussion of some of the other risks and other factors
that may cause such forward-looking statements to differ materially
from actual results, please refer to Ameris Bancorp's filings with
the SEC, including Ameris Bancorp's Annual Report on Form 10-K for
the year ended December 31, 2019, as
amended, and its subsequently filed periodic reports and other
filings. Forward-looking statements speak only as of the date they
are made, and Ameris Bancorp undertakes no obligation to update or
revise forward-looking statements.
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SOURCE Ameris Bancorp