CARMEL,
Ind., Nov. 18, 2024 /PRNewswire/
-- Merchants Bancorp ("Merchants") (Nasdaq: MBIN), a holding
company that operates through its wholly owned subsidiary,
Merchants Bank of Indiana
("Merchants Bank"), announced the pricing of an underwritten public
offering of 9,200,000 depositary shares, each representing a 1/40th
ownership interest in a share of its 7.625% Fixed Rate Series E
Non-Cumulative Perpetual Preferred Stock (the "Series E preferred
stock"), with a liquidation preference of $25.00 per depositary share.
When, as, and if declared by the board of directors of
Merchants, dividends will be payable on the Series E preferred
stock from the date of issuance at a rate of 7.625% per annum,
payable quarterly in arrears, on January
1, April 1, July 1, October 1
of each year, beginning January 1,
2025. Merchants may redeem the Series E preferred stock at
its option at a redemption price equal to $25.00 per depositary share, as described in the
prospectus supplement and accompanying prospectus relating to the
offering.
Net proceeds from the offering are expected to be used to redeem
Merchants' Series B preferred stock and for general corporate
purposes including to support balance sheet growth of Merchants
Bank.
Morgan Stanley & Co. LLC, UBS Securities LLC, Piper Sandler & Co., and Raymond James & Associates, Inc. are serving
as joint bookrunning managers for the offering.
The Company expects to close the offering, subject to customary
conditions, on or about November 25,
2024.
A shelf registration statement, including a prospectus, with
respect to the offering was previously filed by Merchants with the
Securities and Exchange Commission (the "SEC") and was declared
effective by the SEC on August 17,
2022. A preliminary prospectus supplement relating to the
offering has been filed with the SEC. The offering will be made
only by means of a prospectus supplement and accompanying
prospectus. When available, copies of the prospectus supplement and
the accompanying prospectus relating to these securities may be
obtained free of charge by visiting the SEC's website at
www.sec.gov, or may be obtained from Morgan Stanley & Co. LLC,
180 Varick Street, Second Floor, New
York, NY 10014, Attention: Prospectus Department, by
email:prospectus@morganstanley.com; UBS Securities LLC, Attention:
Prospectus Department, 1285 Avenue of the Americas, New York, NY 10019, by telephone at (888)
827-7275 or by emailing ol-prospectus-request@ubs.com; Piper Sandler & Co., Attention: Debt Capital
Markets, 1 Greenwich Plaza, 1st Floor, Suite 111, Greenwich, CT 06830, or by emailing
fsg-dcm@psc.com; Raymond James &
Associates, Inc., Attention: Equity Syndicate, 880 Carillon
Parkway, St. Petersburg, Florida
33716, by telephone at (800) 248-8863 or by emailing
prospectus@raymondjames.com.
This news release shall not constitute an offer to sell, or the
solicitation of an offer to buy any security, nor shall there be
any offer or sale of these securities in any jurisdiction in which
such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
ABOUT MERCHANTS BANCORP
Ranked as a top performing
U.S. public bank by S&P Global Market Intelligence, Merchants
is a diversified bank holding company headquartered in
Carmel, Indiana operating multiple business segments,
including Multi-family Mortgage Banking that offers multi-family
housing and healthcare facility financing and servicing (through
this segment Merchants also serves as a syndicator of low-income
housing tax credit and debt funds); Mortgage Warehouse Financing
that offers mortgage warehouse financing, commercial loans, and
deposit services; and Banking that offers portfolio lending for
multi-family and healthcare facility loans, retail and
correspondent residential mortgage banking, agricultural lending,
Small Business Administration lending, and traditional community
banking. Merchants, with $18.7
billion in assets and $12.9
billion in deposits as of September 30, 2024, conducts
its business primarily through its direct and indirect
subsidiaries, Merchants Bank of Indiana, Merchants Capital Corp., Merchants
Asset Management, LLC, Merchants Capital Investments, LLC,
Merchants Capital Servicing, LLC, and Merchants Mortgage, a
division of Merchants Bank of Indiana.
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. Forward-looking statements in this press
release include, but are not limited to, statements regarding the
offering, including the expected closing of the offering. 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 the
Company 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 the Company's 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 the
Company 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