CNB Financial Corporation Announces Closing of $85 Million of 3.25% Fixed-to-Floating Rate Subordinated Notes
CNB Financial Corporation (NASDAQ: CCNE) announced the completion of an $85 million private placement of 3.25% subordinated notes due 2031. The notes will initially yield a fixed interest rate of 3.25% until June 2026, after which the rate will reset quarterly based on the Secured Overnight Financing Rate plus 258 basis points. Proceeds will be used for general corporate purposes, including potential redemption of existing debt. The notes are designed to qualify as Tier 2 capital under Federal Reserve regulations.
- Successful placement of $85 million in subordinated notes.
- Fixed interest rate of 3.25% until June 2026 enhances predictability.
- Proceeds support potential redemption of existing subordinated debt, improving capital structure.
- Notes classified as Tier 2 capital, bolstering financial position.
- Interest rate could increase after June 2026, affecting future costs.
- Dependence on Federal Reserve approval for redemption adds uncertainty.
CLEARFIELD, Pa., June 03, 2021 (GLOBE NEWSWIRE) -- CNB Financial Corporation (“CNB” or the “Corporation”) (NASDAQ: CCNE), the parent company of CNB Bank, announced today that it has completed a private placement of
Unless earlier redeemed, the Notes mature on June 15, 2031. The Notes will initially bear interest from and including the original issue date to but excluding June 15, 2026 or the earlier redemption, at a fixed rate of
The Notes were designed to qualify as Tier 2 capital under the Federal Reserve’s capital adequacy regulations. The Corporation expects to use the net proceeds of the offering for general corporate purposes, which may include the planned redemption of the Corporation’s existing
Keefe, Bruyette & Woods, A Stifel Company, acted as lead placement agent for the offering. Boenning & Scattergood, Inc. and Janney Montgomery Scott acted as co-placement agents.
The Notes sold in the offering have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any offer or sale of, any security in any jurisdiction in which such offering, solicitation or sale would be unlawful.
About CNB Financial Corporation and CNB Bank
CNB Financial Corporation is a financial holding company with consolidated assets of approximately
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to CNB’s financial condition, liquidity, results of operations, future performance and business. These forward-looking statements are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond CNB’s control). Forward-looking statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would” and “could.” CNB’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. Such known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, include, but are not limited to, (i) the duration and scope of the COVID-19 pandemic and the local, national and global impact of COVID-19; (ii) actions governments, businesses and individuals take in response to the pandemic; (iii) the speed and effectiveness of vaccine and treatment developments and deployment; (iv) the pace of recovery when the COVID-19 pandemic subsides; (v) changes in general business, industry or economic conditions or competition; (vi) changes in any applicable law, rule, regulation, policy, guideline or practice governing or affecting financial holding companies and their subsidiaries or with respect to tax or accounting principles or otherwise; (vii) adverse changes or conditions in capital and financial markets; (viii) changes in interest rates; (ix) higher than expected costs or other difficulties related to integration of combined or merged businesses; (x) the effects of business combinations and other acquisition transactions, including the inability to realize our loan and investment portfolios; (xi) changes in the quality or composition of our loan and investment portfolios; (xii) adequacy of loan loss reserves; (xiii) increased competition; (xiv) loss of certain key officers; (xv) deposit attrition; (xvi) rapidly changing technology; (xvii) unanticipated regulatory or judicial proceedings and liabilities and other costs; (xviii) changes in the cost of funds, demand for loan products or demand for financial services; and (xix) other economic, competitive, governmental or technological factors affecting our operations, markets, products, services and prices. Such developments could have an adverse impact on CNB's financial position and results of operations. For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of and the forward-looking statement disclaimers in CNB’s annual and quarterly reports.
The forward-looking statements are based upon management’s beliefs and assumptions and are made as of the date of this press release. CNB undertakes no obligation to publicly update or revise any forward-looking statements included in this press release or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur and you should not put undue reliance on any forward-looking statements.
FAQ
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