Saturday 6 June 2015

Customers Bancorp to Price Public Offering of Preferred Stock

Customers Bancorp, of which Mr. Bhanu Choudhrie is a director, announced the pricing of its public offering of 2,000,000 shares of the Company’s Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, the “Series C Preferred Stock” at a price of $25.00 per share. The promoters have been given a 30-day option to purchase additional shares up to 300,000 of the Preferred Stock from the Company at the public offering price minus the underwriting discount. Dividends on the Series C Preferred Stock will accrue and be payable quarterly in deficits, at a fixed rate of 7.00% per annum from the original issue date to, excluding June 15, 2020, and thereafter at a floating rate per annum equal to three-month LIBOR on the related dividend determination date plus a spread of 5.30% per annum.




With the offering expected to close on May 18, 2015, subject to customary closing conditions; the Company intends to receive net proceeds of $48,425,000 from the offering or even $55,688,750 (after deducting the underwriting discount) if the underwriters exercise their option and purchase the additional shares. According to plan, approximately one-half of the net proceeds will be contributed to Customers Bank and Customers Bancorp will retain half. The Company expects to use the net proceeds for general corporate purposes, which may include working capital and the funding of organic growth at Customers Bank.

The Company also intends to list the shares of this C Preferred Stock on the New York Stock Exchange under the symbol “CUBIPrC.” If approved for listing, trading of the Series C Preferred Stock on the New York Stock Exchange is expected to commence within 30 days after the shares are first issued.

Morgan Stanley & Co. LLC and UBS Securities LLC are acting as joint book-running managers for the offering. Janney Montgomery Scott LLC is acting as co-manager. A shelf registration statement on Form S-3 (File No. 333-188040) relating to the offering was filed previously with the Securities and Exchange Commission (“SEC”) and is effective. An introductory prospectus supplement related to the offering has also been filed with the SEC. Copies of the shelf registration statement (including the base prospectus), the introductory prospectus supplement and other documents that the Company has filed with the SEC and incorporated by reference into the registration statement are available at nil charges if you visit EDGAR on the SEC’s website located at www.sec.gov. A final prospectus supplement will be filed with the SEC and will be available on its website soon. The offering may be made only by means of a prospectus and a related prospectus supplement, copies of which may be obtained, when available, by contacting: Morgan Stanley & Co. LLC (Tel: 866-718-1649) or UBS Securities LLC (Tel: 888-827-7275). This announcement further shall not constitute an offer to sell or the solicit an offer to buy any securities of the Company, nor shall there be any offer or sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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