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Merchants Bancorp Announces Redemption of Its Series A Preferred Stock

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Merchants Bancorp (MBIN) announced the redemption of its 7.00% Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock at $25.00 per share on April 1, 2024. Dividends of $0.4375 per share declared on February 14, 2024, will be paid separately. The redemption price excludes accrued dividends, ceasing all future dividends. Merchants will delist the Series A Preferred Stock voluntarily.
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The redemption of Merchants Bancorp's 7.00% Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock represents a significant capital management decision. This action indicates a liquidity position robust enough to allow for the buyback of preferred shares, which can be seen as a positive signal to the market. The company's use of cash on hand for the redemption implies confidence in its operating cash flow and financial stability.

From a financial perspective, the redemption of these preferred shares will eliminate the fixed dividend payments, which could potentially improve Merchants' earnings per share (EPS) going forward. However, it is also important to consider the cost of this redemption in terms of opportunity cost, as the cash used could have been allocated to other investments or growth opportunities.

The delisting of the Series A Preferred Stock from Nasdaq following the redemption is a move that will simplify the company's capital structure and may reduce administrative costs associated with maintaining the listing. For current holders of the preferred stock, the redemption provides a clear exit strategy but removes a fixed-income investment option from their portfolios.

It is essential to analyze the market's reaction to such redemptions, as they can often be interpreted in various ways. While some investors might view it as a sign of financial strength, others could perceive it as a reduction in the diversity of investment choices offered by Merchants Bancorp.

The process of delisting requires adherence to specific regulatory procedures, including the filing of a Notification of Removal from Listing on Form 25 with the Securities and Exchange Commission. Compliance with these procedures is critical to avoid any legal or regulatory issues. The fact that Merchants Bancorp has notified Nasdaq and intends to follow the proper channels is a testament to their commitment to regulatory compliance.

Investors and stakeholders should be aware that the delisting of securities can affect the liquidity and marketability of those securities. The company must ensure that all communications regarding the redemption and delisting are clear and transparent to avoid potential legal complications or shareholder disputes.

CARMEL, Ind., Feb. 28, 2024 /PRNewswire/ -- Merchants Bancorp ("Merchants") (Nasdaq: MBIN) today announced that on April 1, 2024 it will redeem all outstanding shares of its 7.00% Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock ("Series A Preferred Stock") (Nasdaq: MBINP) at the liquidation preference of $25.00 per share.

Dividends on the Series A Preferred Stock of $0.4375 per share that were declared and announced on February 14, 2024 will be paid separately on April 1, 2024. Accordingly, the redemption price of the Series A Preferred Stock will not include any accrued and unpaid dividends. On and after the redemption date, all dividends on the shares of Series A Preferred Stock will cease to accrue. Merchants will redeem the Series A Preferred Stock using cash on hand.

Merchants has notified Nasdaq of its intention to voluntarily delist the Series A Preferred Stock and a Notification of Removal from Listing on Form 25 will be filed with Securities and Exchange Commission on or prior to the redemption date. Merchants expects the delisting to become effective on or about April 1, 2024, from which time the Series A Preferred Stock will no longer be traded on Nasdaq.

Merchants has received all necessary regulatory approvals to redeem the Series A Preferred Stock. Payment of the redemption price for the Series A Preferred Stock will be sent to holders by the Merchants' transfer agent, Computershare Trust Company, N.A., on the redemption date. 

About Merchants Bancorp

Ranked as a top performing U.S. public bank by S&P Global Market Intelligence, Merchants Bancorp is a diversified bank holding company headquartered in Carmel, Indiana operating multiple segments, including Multi-family Mortgage Banking that offers multi-family housing and healthcare facility financing and servicing; Mortgage Warehousing that offers mortgage warehouse financing; and Banking that offers retail and correspondent residential mortgage banking, agricultural lending, and traditional community banking. Merchants Bancorp, with $17.0 billion in assets and $14.1 billion in deposits as of December 31, 2023, conducts its business primarily through its direct and indirect subsidiaries, Merchants Bank of Indiana, Merchants Capital Corp., Merchants Capital Investments, LLC, Merchants Capital Servicing, LLC, Merchants Asset Management, LLC, and Merchants Mortgage, a division of Merchants Bank of Indiana. For more information and financial data, please visit Merchants' Investor Relations page at investors.merchantsbancorp.com.

Forward-Looking Statements

This press release contains forward-looking statements which reflect management's current views with respect to, among other things, future events and financial performance. These statements are often, but not always, made through the use of words or phrases such as "may," "might," "should," "could," "predict," "potential," "believe," "expect," "continue," "will," "anticipate," "seek," "estimate," "intend," "plan," "projection," "goal," "target," "outlook," "aim," "would," "annualized" and "outlook," or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about the industry, management's beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. Accordingly, management cautions that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict. Although Merchants believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. A number of important factors could cause actual results to differ materially from those indicated in these forward-looking statements, including the impacts of factors identified in "Risk Factors" or "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Merchants' Annual Report on Form 10-K and other periodic filings with the Securities and Exchange Commission. Any forward-looking statements presented herein are made only as of the date of this press release, and Merchants does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

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SOURCE Merchants Bancorp

FAQ

When will Merchants Bancorp redeem its Series A Preferred Stock?

Merchants Bancorp will redeem its Series A Preferred Stock on April 1, 2024.

At what price will the Series A Preferred Stock be redeemed?

The Series A Preferred Stock will be redeemed at the liquidation preference of $25.00 per share.

What dividends were declared on the Series A Preferred Stock?

Dividends of $0.4375 per share were declared on the Series A Preferred Stock on February 14, 2024.

Will accrued dividends be included in the redemption price?

No, the redemption price of the Series A Preferred Stock will not include any accrued and unpaid dividends.

How will Merchants Bancorp fund the redemption of the Series A Preferred Stock?

Merchants Bancorp will fund the redemption using cash on hand.

Merchants Bancorp

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About MBIN

merchants bank of indiana focuses on several aspects of mortgage and agricultural lending and retail banking services from four central indiana locations. merchants has $3 billion in assets and 200+ employees. merchants bank of indiana owns pr mortgage & investments, a leading multi-family housing mortgage company in the midwest united states. merchants bank of indiana has been selected as one of the best places to work in indiana for 2016 and 2017. merchants was also recognized by snl financial (an offering of s&p; global intelligence) as one of the top performing community banks nationally with assets between $1 billion and $10 billion. merchants was listed as #25 in the nation, the highest rated indiana bank on the list. the indianapolis business journal (ibj) banking and finance edition in may 2017 listed merchants as the 12th largest indianapolis area bank. in july 2017, the ibj listed merchants bank of indiana as one of the fastest growing companies in the indianapolis area. merc