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Subordinated Notes and Junior Subordinated Debentures
12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Subordinated Notes and Junior Subordinated Debentures

Note 14—Subordinated Notes and Junior Subordinated Debentures

During 2020, the Company issued $75.0 million in aggregate principal amount of its fixed-to-floating subordinated notes that mature on July 1, 2030. The subordinated notes bear a fixed interest rate of 6.00% until July 1, 2025 and a floating interest rate equal to a benchmark rate, which is expected to be three-month Secured Overnight Financing Rate plus 588 basis points thereafter until maturity. The transaction resulted in debt issuance costs of approximately $1.7 million that are being amortized over 10 years.

As of December 31, 2024 and 2023, the liability outstanding relating to the subordinated notes, net of unamortized debt issuance costs, was $74.0 million and $73.9 million, respectively. The Company may, at its option, redeem the notes, in whole or in part, on a semi-annual basis beginning on July 1, 2025, subject to obtaining the prior approval of the FRB to the extent such approval is then required. The subordinated notes qualify as Tier 2 capital for regulatory purposes.

At December 31, 2024 and 2023, the Company’s junior subordinated debentures by issuance were as follows:

 

 

 

 

Aggregate Principal Amount

 

 

 

 

 

Name of Trust

 

Stated
Maturity

 

December 31, 2024

 

 

December 31, 2023

 

 

Contractual Rate at December 31, 2024

 

Interest Rate Spread(1)

Metropolitan Statutory Trust I

 

March 17, 2034

 

$

35,000

 

 

$

35,000

 

 

7.40%

 

SOFR + spread adjustment + 2.79%

First Evanston Bancorp Trust I

 

March 15, 2035

 

 

10,000

 

 

 

10,000

 

 

6.40%

 

SOFR + spread adjustment + 1.78%

AmeriMark Capital Trust I

 

April 23, 2034

 

 

5,000

 

 

 

5,000

 

 

7.64%

 

SOFR + spread adjustment + 2.75%

Inland Bancorp Trust II

 

September 15, 2035

 

 

10,000

 

 

 

10,000

 

 

6.22%

 

SOFR + spread adjustment + 1.60%

Inland Bancorp Trust III

 

December 15, 2036

 

 

10,000

 

 

 

10,000

 

 

6.27%

 

SOFR + spread adjustment + 1.65%

Inland Bancorp Trust IV

 

June 6, 2037

 

 

7,000

 

 

 

7,000

 

 

6.33%

 

SOFR + spread adjustment + 1.62%

Inland Bancorp Trust V

 

September 15, 2037

 

 

10,000

 

 

 

10,000

 

 

6.04%

 

SOFR + spread adjustment + 1.42%

Total liability, at par

 

 

 

 

87,000

 

 

 

87,000

 

 

 

 

 

Discount

 

 

 

 

(16,110

)

 

 

(16,548

)

 

 

 

 

Total liability, at carrying value

 

 

 

$

70,890

 

 

$

70,452

 

 

 

 

 

(1) SOFR is three month SOFR and the spread adjustment is 0.26161%

In 2004, the Company’s predecessor, Metropolitan Bank Group, Inc., issued $35.0 million floating rate junior subordinated debentures to Metropolitan Statutory Trust I, which was formed for the issuance of trust preferred securities. Beginning on September 14, 2023, the interest rate reset to the three-month CME Secured Overnight Financing Rate ("SOFR") plus a tenor spread adjustment of 0.26161% plus 2.79% (7.40% and 8.43% at December 31, 2024 and 2023, respectively). Interest is paid on a quarterly basis. The Company has the right to redeem the debentures, in whole or in part, on any interest payment date on or after March 2009.

As part of the acquisition of First Evanston Bancorp, Inc. ("First Evanston"), the Company assumed the obligations to First Evanston Bancorp Trust I of $10.0 million in principal amount, which was formed for the issuance of trust preferred securities. Beginning on September 15, 2023, the interest rate reset to the three-month SOFR plus a tenor spread adjustment of 0.26161% plus 1.78% (6.40% and 7.43% at December 31, 2024 and 2023, respectively), which is in effect until the debentures mature in 2035. Interest is paid on a quarterly basis. The Company has the right to redeem the debentures, in whole or in part, on any interest payment date on or after March 2010. The Company has the option to defer interest payments on the debentures from time to time for a period not to exceed five consecutive years.

As part of the Inland acquisition, the Company assumed the obligations to several trust preferred securities. Refer to Note 3—Acquisition of a Business for further details. Interest rates are calculated as the three-month SOFR plus a tenor spread adjustment of 0.26161% plus negotiated additional basis points. Refer to table above for contractual rates and interest rate spread calculation. Interest is paid on a quarterly basis.

The Trusts are not consolidated with the Company. Accordingly, the Company reports the subordinated debentures held by the Trusts as liabilities. The Company owns all of the common securities of each trust. The junior subordinated debentures qualify, and are treated as, Tier 1 regulatory capital of the Company subject to regulatory limitations. The trust preferred securities issued by each trust rank equally with the common securities in right of payment, except that if an event of default under the indenture governing the notes has occurred and is continuing, the preferred securities will rank senior to the common securities in right of payment.