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Avidbank Holdings, Inc. Announces Completion of $30 Million Subordinated Debt Offering

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Avidbank Holdings (NASDAQ: AVBH), the holding company for Avidbank, completed a $30 million private placement of fixed-to-floating rate subordinated notes. According to Avidbank Holdings, net proceeds are expected to be used to repurchase or redeem $22 million of existing callable subordinated notes and for general corporate purposes.

The notes mature on September 1, 2036, pay a fixed 7.00% rate for five years, then reset quarterly at three-month SOFR plus 291 bps. They are callable at the company’s option from September 1, 2031 and are intended to qualify as Tier 2 capital for regulatory purposes.

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Positive

  • Raises $30 million in long-term subordinated debt
  • Plan to refinance $22 million of existing callable subordinated notes
  • Debt designed to qualify as Tier 2 regulatory capital
  • Fixed 7.00% coupon for first five years provides rate certainty

Negative

  • New subordinated notes carry a 7.00% fixed interest cost for five years

News Explained

The completed financing adds unregistered, privately placed debt that is not FDIC-insured and carries U.S. resale restrictions.

The completed notes are debt obligations rather than deposits, and the release states that they are not insured by the FDIC or another government agency or fund.

The securities were issued through a private placement, meaning a sale to selected investors outside a public offering, and they were not registered; U.S. offers or sales therefore require registration or an applicable exemption.

Market Context

WASSON ARTHUR was the sole reported insider transaction in the 90-day record, a sale. That context f...
Analysis

WASSON ARTHUR was the sole reported insider transaction in the 90-day record, a sale. That context frames the completed debt refinancing alongside low short positioning; the registration restrictions and interest structure remain relevant terms to monitor.

Key Figures

Subordinated debt offering: $30 million Callable notes targeted: $22 million Maturity date: September 1, 2036 +3 more
6 metrics
Subordinated debt offering $30 million Private placement completed
Callable notes targeted $22 million Outstanding notes planned for repurchase and/or redemption
Maturity date September 1, 2036 Subordinated notes
Initial fixed interest rate 7.00% First five years of the notes
Floating-rate spread Three-month SOFR + 291 basis points Quarterly reset after the initial fixed-rate period
First optional redemption date September 1, 2031 Company redemption option without penalty

Historical Context

5 past events · Latest: Aug 06 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Aug 06 HOA banking launch Positive -0.3% Formed HOA banking team to expand specialized deposit and treasury management services.
Aug 03 President appointment Positive +0.4% Appointed Jonathan Dale president as part of the board's succession planning.
Jul 23 2Q26 earnings report Neutral +0.0% Reported mixed quarterly results with higher income year over year and litigation costs.
Jul 14 SBA division launch Positive -0.6% Launched SBA lending division to expand financing for small and midsized businesses.
Jul 06 2Q26 earnings scheduling Neutral -0.6% Scheduled release of second-quarter earnings results after the market close.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent history showed mixed alignment: two positive business announcements were followed by negative reactions, while the latest earnings event had no change.

Key Terms

private placement, subordinated notes, sofr, tier 2 capital, +1 more
5 terms
private placement financial
"closing of a $30 million private placement of fixed-to-floating rate subordinated notes"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
subordinated notes financial
"a $30 million private placement of fixed-to-floating rate subordinated notes"
Subordinated notes are loans companies issue that rank below other debts for repayment, meaning holders get paid only after higher-priority creditors if the issuer runs into trouble. Because they act like being farther back in line at a buffet, they usually offer higher interest to compensate for greater risk, so investors watch them for potential higher returns but also increased chance of loss and sensitivity to the issuer’s financial health.
sofr financial
"the then current three-month Secured Overnight Financing Rate ("SOFR")"
The Secured Overnight Financing Rate (SOFR) is a market benchmark that measures the cost of borrowing cash overnight using U.S. Treasury securities as collateral. Investors watch SOFR because it acts like a speedometer for short-term interest costs—affecting loan rates, bond yields and the pricing of interest-rate contracts—so movements change borrowing expenses, cash returns and the value of interest-sensitive investments.
tier 2 capital regulatory
"intended to qualify as Tier 2 capital for regulatory purposes"
Tier 2 capital is the secondary cushion a bank holds to absorb losses after its core capital is used, made up of items like long-term subordinated debt and certain reserves. Think of it as a backup battery that kicks in only after the main battery fails; it matters to investors because its size and quality affect a bank’s regulatory strength, creditworthiness, and the safety of dividends and bond payments under stress.
basis points financial
"SOFR plus 291 basis points"
Basis points are a way to measure small changes in interest rates or percentages, where one basis point equals 0.01%. For example, if a loan's interest rate increases by 50 basis points, it's gone up by 0.50%. They help people understand tiny differences in rates that can add up over time, making financial comparisons clearer.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SAN JOSE, CA / ACCESS Newswire / August 26, 2026 / Avidbank Holdings, Inc. (NASDAQ:AVBH) (or the "Company"), the holding company for Avidbank (the "Bank"), today announced the closing of a $30 million private placement of fixed-to-floating rate subordinated notes. The Company plans to use the net proceeds to repurchase and/or redeem its outstanding $22 million of callable subordinated notes and for general corporate purposes.

The notes have a maturity date of September 1, 2036, and carry a fixed rate of interest of 7.00% for the first five years. Thereafter, the notes will pay interest at a floating rate, reset quarterly, equal to the then current three-month Secured Overnight Financing Rate ("SOFR") plus 291 basis points. The notes may be redeemed at the option of the Company, without penalty, in whole or in part, on September 1, 2031 and any interest payment date thereafter, or earlier upon certain specified events. The notes are intended to qualify as Tier 2 capital for regulatory purposes.

Piper Sandler & Co. served as sole placement agent for the private offering. The Company was advised by Manatt, Phelps & Phillips, LLP and Piper Sandler & Co. was advised by Davis Polk Wardwell, LLP.

The notes have not been registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release is for informational purposes only and shall not constitute an offer to sell, or the solicitation of an offer to buy any security, nor shall there be any sale in any jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The indebtedness evidenced by the notes is not a deposit and is not insured by the Federal Deposit Insurance Corporation or any other government agency or fund.

About Avidbank Holdings

Avidbank Holdings, Inc. (NASDAQ:AVBH), headquartered in San Jose, California, offers innovative financial solutions and services. We specialize in commercial & industrial lending, venture lending, structured finance, asset-based lending, sponsor finance, fund finance, and real estate construction and commercial real estate lending. Avidbank provides a different approach to banking. We do what we say.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of U.S. federal securities laws, which involve risks and uncertainties. You should not place undue reliance on forward-looking statements because they are subject to numerous uncertainties and factors relating to our operations and business, all of which are difficult to predict and many of which are beyond our control. All statements, other than statements of historical fact, are forward-looking statements. Forward-looking statements include statements concerning our possible or assumed financial condition, results of operations, including descriptions of our business plans, strategy and expectations, capital and financing needs and liquidity and regulatory and competitive outlook. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and, in each case, their negative or other variations or comparable terminology and expressions. The results, events and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements. We caution that the forward-looking information and statements are based largely on our expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond our control. Such forward-looking statements are based on various assumptions (some of which may be beyond our control) and are subject to risks and uncertainties, which change over time, and other factors which could cause actual results to differ materially from those currently anticipated. Such risks and uncertainties include, but are not limited to: uncertain market conditions and economic trends nationally, regionally and particularly in the Bay Area (which we define as the counties of Alameda, Contra Costa, Marin, Monterey, Napa, San Francisco, San Mateo, Santa Clara, Santa Cruz, Solano and Sonoma) and California; economic conditions affecting the venture capital and private equity industries, including any decline in overall portfolio company investment, merger and acquisition activity and other liquidity events affecting venture and private equity fund and their portfolio companies; risks related to the concentration of our business in California, and specifically within the Bay Area, including risks associated with any downturn in the real estate sector; the effects of a prolonged government shutdown; the occurrence of significant natural disasters, including fires and earthquakes, geopolitical events, and acts of war or terrorism; the effects of natural or man-made disasters, including the effects of pandemic viruses; changes in market interest rates that affect the pricing of our loans and deposits and our net interest income; risks related to our strategic focus on lending to small to medium-sized businesses; the sufficiency of the assumptions and estimates we make in establishing reserves for potential loan losses and the value of loan collateral and securities; our ability to attract and retain executive officers and key employees, including their client and community relationships; our ability to successfully manage any chief executive officer transition; adverse changes in the financial performance and/or condition of our borrowers and, as a result, increased loan delinquency rates, deterioration in asset quality and losses in our loan portfolio; the costs of and effects of legal and regulatory developments, including legal proceedings and lawsuits we are or may become subject to; the results of regulatory examinations or reviews and the effect of and our ability to comply with, any regulations or regulatory orders or actions we are or may become subject to; our level of non-performing assets and the costs associated with resolving problem loans; our ability to maintain adequate liquidity and to raise necessary capital to fund our growth strategy and operations or to meet increased minimum regulatory capital levels; the effects of increased competition from a wide variety of local, regional, national and other providers of financial services; technological changes and developments; negative trends in our market capitalization and adverse changes in the price of our common stock; risks associated with unauthorized access, cyber-crime and other threats to data security; the effects of any strategic transactions we may make or evaluate, and the costs associated with any potential or actual strategic transaction; our ability to comply with various governmental and regulatory requirements applicable to financial institutions, including supervisory actions by federal and state banking agencies; the impact of recent and future legislative and regulatory changes, including changes in banking, accounting, securities and tax laws and regulations and their application by our regulators, and economic stimulus programs; governmental monetary and fiscal policies, including the policies of the Federal Reserve and policies related to tariffs; our ability to implement, maintain and improve effective internal controls; our use of the net proceeds from our recent completed public offering; and our success at managing any of the risks involved in the foregoing items. Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the Company's filings with the SEC, including the Company's most recent annual report on Form 10-K and quarterly reports on Form 10-Q under the heading "Risk Factors" therein and available at the SEC's Internet site www.sec.gov. The foregoing factors should not be considered exhaustive. New risks and uncertainties may emerge from time to time, and it is not possible for us to predict their occurrence or how they will affect us. If one or more of the factors affecting our forward-looking information and statements proves incorrect, then our actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information. Therefore, we caution you not to place undue reliance on our forward-looking information and statements. We disclaim any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

Contact:

Patrick Oakes
Executive Vice President and Chief Financial Officer
408-200-7390
IR@avidbank.com

SOURCE: Avidbank Holdings, Inc.



View the original press release on ACCESS Newswire

FAQ

What did Avidbank Holdings (NASDAQ: AVBH) announce on August 26, 2026?

Avidbank Holdings announced the closing of a $30 million private placement of fixed-to-floating rate subordinated notes. According to Avidbank Holdings, these notes will provide Tier 2 regulatory capital and help fund the repurchase or redemption of $22 million of outstanding callable subordinated notes.

What are the key terms of Avidbank Holdings (AVBH) $30 million subordinated notes due 2036?

The notes mature on September 1, 2036 and pay 7.00% fixed interest for five years, then float at three-month SOFR plus 291 basis points. According to Avidbank Holdings, the interest rate resets quarterly and the notes are intended to qualify as Tier 2 capital.

How will Avidbank Holdings (NASDAQ: AVBH) use the proceeds from its $30 million subordinated debt offering?

Avidbank Holdings plans to use net proceeds to repurchase and/or redeem about $22 million of its outstanding callable subordinated notes and for general corporate purposes. According to Avidbank Holdings, the transaction supports capital management and balance sheet flexibility at the holding company level.

When can Avidbank Holdings (AVBH) redeem its $30 million subordinated notes?

Avidbank Holdings may redeem the notes, without penalty, on September 1, 2031 and on any interest payment date thereafter, or earlier upon certain specified events. According to Avidbank Holdings, redemptions can be in whole or in part, providing future capital flexibility.

Are Avidbank Holdings (NASDAQ: AVBH) subordinated notes FDIC insured or registered under the Securities Act?

The subordinated notes are not deposits, are not FDIC insured, and are not registered under the Securities Act. According to Avidbank Holdings, they were sold via private placement and cannot be offered or sold publicly without registration or an applicable exemption.

Who acted as placement agent for Avidbank Holdings (AVBH) $30 million subordinated notes offering?

Piper Sandler & Co. served as sole placement agent for the $30 million private offering of subordinated notes. According to Avidbank Holdings, Manatt, Phelps & Phillips advised the company, while Davis Polk Wardwell advised Piper Sandler on the transaction’s legal aspects.