Business Context and Reporting Period
Company: NICOLET BANKSHARES INC
Filing Type: Form 8-K (Current Report)
Date of Report: February 17, 2015
Event: Creation of a direct financial obligation via a private placement of subordinated notes.
Key Financial Metrics
This filing reports a specific capital transaction rather than periodic operating results. Key metrics related to the transaction include:
- Principal Amount Issued: $8 million
- Instrument Type: Subordinated Notes
- Interest Rate: 5.00% fixed per year
- Maturity Date: February 17, 2025
- Interest Payment Schedule: Quarterly (March 31, June 30, September 30, December 31)
- Regulatory Classification: Intended to qualify as Tier 2 capital
Note: The filing text does not provide clear values for revenue, net profit, operating cash flow, margins, or total liquidity positions.
Material Changes
The primary material change is the increase in long-term debt obligations by $8 million. The filing does not provide comparative financial data against prior periods to quantify changes in revenue or profitability.
Guidance, Outlook, and Use of Proceeds
Use of Proceeds: Net proceeds will be used for general corporate purposes, which may include:
- Redemption of preferred stock
- Repurchases of common stock
- Expansion of the Company's franchise through acquisition
Terms and Conditions:
- Prepayment: The Company may prepay the Notes in whole or in part without premium or penalty on or after February 17, 2020.
- Acceleration: Notes may only be accelerated in the event of receivership of a banking subsidiary or bankruptcy/reorganization of the Company.
- Conversion: The Notes are not convertible into common or preferred stock.
Investor Verification Checklist
- Verify the impact of the $8 million debt issuance on the Company's total leverage ratios and Tier 2 capital adequacy.
- Confirm the specific allocation of proceeds (e.g., whether preferred stock redemption or acquisitions are executed).
- Review the full text of the Subordinated Note (Exhibit 4.1) for detailed covenants and default provisions.
- Monitor future filings for any early prepayment activity after the February 17, 2020 date.