Business Context and Reporting Period
This Form 8-K Current Report was filed by Associated Banc-Corp on September 7, 2011. The filing discloses two significant capital raising events: a depositary share offering of preferred stock and a senior notes offering.
Key Financial Metrics and Capital Structure
- Preferred Stock Offering: Issuance of 2,600,000 depositary shares, each representing a 1/40 interest in a share of 8.00% Perpetual Preferred Stock, Series B. The liquidation preference is $1,000 per share.
- Senior Notes Offering: Issuance of $130,000,000 aggregate principal amount of 5.125% senior notes due 2016.
- Underwriters: Citigroup Global Markets Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (Preferred Stock); Goldman, Sachs & Co. (Senior Notes).
Material Changes and Transaction Details
The Preferred Stock Offering was executed on September 7, 2011. The Senior Notes Offering was executed on September 8, 2011, representing a qualified re-opening of the $300,000,000 aggregate principal amount of 5.125% senior notes due 2016 originally issued on March 28, 2011. The new notes will trade interchangeably with the outstanding notes.
The filing text does not provide specific revenue, profit, cash flow, or margin figures, as this report focuses on the execution of underwriting agreements rather than periodic financial performance.
Guidance, Outlook, and Risks
The filing incorporates the underwriting agreements by reference into the Company's Registration Statement on Form S-3. No specific management commentary, forward-looking guidance, or risk factors are detailed within the body of this specific 8-K text beyond the description of the transactions.
Investor Verification Checklist
- Verify the final net proceeds from the Preferred Stock and Senior Notes offerings by reviewing the attached underwriting agreements (Exhibits 1.1 and 1.2).
- Confirm the total outstanding principal amount of the 5.125% senior notes due 2016 following the $130 million re-opening.
- Review the prospectus supplement dated September 7, 2011, for detailed terms of the Preferred Stock Offering.
- Check subsequent filings for the impact of these capital raises on the company's leverage ratios and liquidity position.