3.25% fixed-to-floating rate subordinated notes due 2031
Note · CNB Financial Corporation
Reference: 3.25% fixed-to-floating rate subordinated notes due 2031
- Original principal
- USD 85,000,000
- Outstanding
- —
- Commitment
- —
- Availability
- —
- Maturity
- Jun 15, 2031
Last reported interest terms: 3.25% equal to the sum of the then current three-month average Secured Overnight Financing Rate (“SOFR”), determined on the determination date of the applicable interest period, plus 258 basis points Reported 2021-06-03 Later filings may not restate these terms; this does not confirm they still apply.
Covenant terms for this agreement are not yet verified.
Documents and filing history
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Issuance
· 2021-06-03
Original principal USD 85,000,000 Exact source document
Parent 8-K filing · 2021-06-03
On June 3, 2021, CNB Financial Corporation (the “Corporation”) entered into a Subordinated Note Purchase Agreement (the “Purchase Agreement”) with certain “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or institutional “accredited investors,” as defined in Rule 501 of Regulation D promulgated under the Securities Act (“Regulation D”), as applicable (collectively, the “Purchasers”), pursuant to which the Corporation issued and sold, at 100% of their principal amount, $85 million aggregate principal amount of the Corporation’s 3.25% fixed-to-floating rate subordinated notes due 2031 (the “Notes”).
Issuer evidence: On June 3, 2021, CNB Financial Corporation (the “Corporation”) entered into a Subordinated Note Purchase Agreement (the “Purchase Agreement”) with certain “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or institutional “accredited investors,” as defined in Rule 501 of Regulation D promulgated under the Securities Act (“Regulation D”), as applicable (collectively, the “Purchasers”), pursuant to which the Corporation issued and sold, at 100% of their principal amount, $85 million aggregate principal amount of the Corporation’s 3.25% fixed-to-floating rate subordinated notes due 2031 (the “Notes”).
Supporting evidence: The Notes have a stated maturity of June 15, 2031, and bear interest (i) at a fixed rate of 3.25% per year, from and including the original issue date to but excluding June 15, 2026 or the earlier redemption date, computed on the basis of a 360-day year consisting of twelve 30-day months and payable semiannually in arrears on June 15 and December 15 of each year, beginning December 15, 2021 and (ii) from and including June 15, 2026 to but excluding the maturity date or earlier redemption date, at the rate per year, reset quarterly, equal to the sum of the then current three-month average Secured Overnight Financing Rate (“SOFR”), determined on the determination date of the applicable interest period, plus 258 basis points, computed on the basis of a 360-day year and the actual number of days elapsed and payable quarterly in arrears on March 15, June 15, September 15 and December 15 of each year. The Notes are redeemable, in whole or in part, on any interest payment date on or after June 15, 2026, and in whole, but not in part, at any time upon the occurrence of certain events.
Supporting evidence: On June 3, 2021, CNB Financial Corporation (the “Corporation”) entered into a Subordinated Note Purchase Agreement (the “Purchase Agreement”) with certain “qualified institutional buyers,” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or institutional “accredited investors,” as defined in Rule 501 of Regulation D promulgated under the Securities Act (“Regulation D”), as applicable (collectively, the “Purchasers”), pursuant to which the Corporation issued and sold, at 100% of their principal amount, $85 million aggregate principal amount of the Corporation’s 3.25% fixed-to-floating rate subordinated notes due 2031 (the “Notes”).