Texas Capital Bancshares, Inc. (NASDAQ: TCBI), the parent company
of Texas Capital Bank, N.A., announced that it has priced an
underwritten public offering of $375,000,000 aggregate principal
amount of 4.000% Fixed-to-Fixed Rate Subordinated Notes due 2031
(the “Notes”) at a price to the public of 100% of their face value.
Interest on these Notes will accrue at a rate equal to (i) 4.000%
per annum from the original issue date to, but excluding, May 6,
2026, the reset date, and (ii) a fixed rate per annum equal to the
five-year U.S. Treasury rate as of the reset date, plus 3.150% per
annum, from the reset date, to and including, May 6, 2031.
Interest on the Notes will be payable
semi-annually in arrears, on May 6 and November 6 of each year,
beginning on November 6, 2021. The offering of the Notes is
expected to close on May 6, 2021, subject to the satisfaction of
customary closing conditions.
The Notes are intended to qualify as Tier 2
capital for regulatory purposes. Texas Capital Bancshares, Inc.
intends to use the net proceeds from this offering for general
corporate purposes, which may include, among other uses, redeeming
in whole or in part Texas Capital Bancshares, Inc.’s 6.50%
Subordinated Notes due 2042 (the “2042 Notes”).
J.P. Morgan Securities LLC and Goldman Sachs
& Co. LLC acted as joint book-running managers for the
offering.
The offering is being made pursuant to an
effective shelf registration statement, including a prospectus and
prospectus supplement, filed by Texas Capital Bancshares, Inc. with
the Securities and Exchange Commission (“SEC”). Investors should
read the prospectus together with the documents incorporated by
reference and the applicable prospectus supplement carefully before
investing in the securities described in the applicable prospectus
supplement. These documents may be obtained for free by visiting
the SEC website at www.sec.gov. You may also request these
documents from Texas Capital Bancshares, Inc. by telephone at (214)
932-6600 or in writing at: Texas Capital Bancshares, Inc.,
Attention: Investor Relations, 2000 McKinney Avenue, Suite 700,
Dallas, Texas 75201; J.P. Morgan Securities LLC (Attention:
Investment Grade Syndicate Desk, 383 Madison Avenue, New York, NY
10179 (telephone: 1-212-834-4533)); and Goldman Sachs & Co. LLC
(Prospectus Department, 200 West Street, New York, NY 10282,
Telephone: (212) 902-1171 or by email
at prospectus-ny@ny.email.gs.com).
This press release is for informational purposes
only and shall not constitute an offer to sell, or the solicitation
of an offer to buy, these securities, nor shall there be any sale
of these securities in any jurisdiction in which such offer or sale
is not permitted. Statements of intent in this press release do not
constitute a notice of redemption of the 2042 Notes. Any such
notice, if made, will only be made in accordance with the terms of
the 2042 Notes.
About Texas Capital Bancshares,
Inc.
Texas Capital Bancshares, Inc. (NASDAQ®: TCBI),
a member of the Russell 2000® Index and the S&P MidCap 400®, is
the parent company of Texas Capital Bank, N.A., a commercial bank
that delivers highly personalized financial services to businesses
and entrepreneurs. Headquartered in Dallas, the bank has
full-service locations in Austin, Dallas, Fort Worth, Houston and
San Antonio. Member FDIC.
Forward Looking Statements
This communication contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995
regarding our financial condition, results of operations, business
plans and future performance. These statements are not historical
in nature and can generally be identified by such words as
“believe,” “expect,” “estimate,” “anticipate,” “plan,” “may,”
“will,” “forecast,” “could,” “should,” “projects,” “targeted,”
“continue,“ “intend” and similar expressions.
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. A number of
factors, many of which are beyond our control, could cause actual
results to differ materially from future results expressed or
implied by such forward looking statements. These factors include,
but are not limited to, (1) the credit quality of our loan
portfolio, (2) general economic conditions in the United States,
globally and in our markets and the impact they may have on us and
our customers, including the continued impact on our customers from
volatility in oil and gas prices, (3) the material risks and
uncertainties for the US and world economies, and for our business,
resulting from the ongoing COVID 19 pandemic and any other
pandemic, epidemic or health related crisis, (4) expectations
regarding rates of default and credit losses, (5) volatility in the
mortgage industry, (6) our business strategies, (7) our
expectations about future financial performance, future growth and
earnings, (8) the appropriateness of our allowance for credit
losses and provision for credit losses, (9) our ability to
identify, employ and retain qualified employees, (10) the impact of
changing regulatory requirements and legislative changes on our
business, (11) increased competition, (12) interest rate risk, (13)
greater than expected costs or difficulties related to the
integration and development of new lines of business, new products
or service offerings and new technologies, (14) technological
changes, (15) the cost and effects of cyber incidents or other
failures, interruptions or security breaches of our systems or
those of third party providers and (16) our success at managing the
risk and uncertainties involved in the foregoing factors. In
addition, statements about the effects of the COVID 19 pandemic on
the firm’s business, results, financial position, liquidity and
results of operations may constitute forward looking statements and
are subject to the risk that the actual impact may differ, possibly
materially, from what is currently expected.
These and other factors that could cause results
to differ materially from those described in the forward looking
statements, as well as a discussion of the risks and uncertainties
that may affect our business, can be found in our Annual Report on
Form 10-K, our Quarterly Reports on Form 10-Q and in other filings
we make with the Securities and Exchange Commission. The
information contained in this communication speaks only as of its
date. Except to the extent required by applicable law or
regulation, we disclaim any obligation to update such factors or to
publicly announce the results of any revisions to any of the
forward looking statements included herein to reflect future events
or developments.
INVESTOR CONTACT
Jamie Britton, 214.932.6721
jamie.britton@texascapitalbank.com
MEDIA CONTACT
Shannon Wherry, 469.399.8527
shannon.wherry@texascapitalbank.com
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