Peoples Bancorp Inc. Announces Full Redemption Of Trust Preferred
Securities
MARIETTA, Ohio, Nov. 19, 2012 /PRNewswire/ -- Peoples
Bancorp Inc. (NASDAQ: PEBO) ("Peoples") today announced the Board
of Directors approved actions that will result in the full
redemption of the $23.0 million
outstanding Series B 8.62% Capital Securities issued by PEBO
Capital Trust I, an affiliated Delaware trust, (the "Trust Preferred
Securities") currently held by institutional investors,
$7.0 million of Trust Preferred
Securities and all of the common securities issued by PEBO Capital
Trust I and currently held by Peoples.
As part of this transaction, Peoples has submitted a notice of
prepayment to the property trustee for the entire outstanding
Series A 8.62% Junior Subordinated Deferrable Interest
Debenture due May 1, 2029, having an aggregate liquidation
value of $928,000, and the entire
outstanding Series B 8.62% Junior Subordinated Deferrable
Interest Debenture due May 1, 2029, having an aggregate
liquidation value of $30,000,000
(collectively the "Junior Subordinated Debentures"), currently held
by PEBO Capital Trust I.
The prepayment of the Junior Subordinated Debentures and related
redemption of the Trust Preferred Securities are scheduled to occur
on December 19, 2012, at an amount
equal to 103.017% of their liquidation amounts, plus accumulated
and unpaid distributions to, but not including, the date of
redemption. As a result, Peoples will recognize a pre-tax
loss of approximately $1.0 million
(or $0.06 per diluted common share
after-tax) during the fourth quarter of 2012. This amount
represents the early repayment premium plus the remaining
unamortized issuance costs.
Peoples intends to fund the redemption using proceeds to be
received immediately prior to the redemption from a term loan with
an unaffiliated financial institution at a lower rate of interest
than the Junior Subordinated Debentures. As a result, this
transaction should enhance Peoples' 2013 net interest income by
approximately $1.1 million, or 5
basis points of net interest margin.
The Junior Subordinated Debentures currently qualify as Tier 1
capital under the risk-based capital standards for bank holding
companies. After completion of this transaction, Peoples'
Tier 1 and total risk-based capital ratios are expected to be
approximately 13.6% and 14.9%, compared to 15.73% and 17.05%,
respectively, at September 30, 2012,
and the current well capitalized minimums of 6% and 10%,
respectively.
The Trust Preferred Securities are held only in book-entry form
through The Depository Trust Corporation ("DTC"). DTC will
redeem the Trust Preferred Securities in accordance with its
procedures and notify the holders. Holders of the Trust
Preferred Securities need not take any action to receive payment of
the redemption price.
Peoples Bancorp Inc. is a diversified financial services holding
company with $1.9 billion in total
assets, 46 locations and 43 ATMs in Ohio, West
Virginia and Kentucky.
Peoples makes available a complete line of banking, investment,
insurance and trust solutions through its subsidiaries - Peoples
Bank, National Association and Peoples Insurance Agency, LLC.
Peoples' common shares are traded on the NASDAQ Global Select
MarketĀ® under the symbol "PEBO", and Peoples is a member of the
Russell 3000 index of US publicly-traded companies. Learn more
about Peoples at www.peoplesbancorp.com.
Safe Harbor Statement:
This news release contains certain statements that are not
historical facts and thus "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933, as amended,
Section 21E of the Securities Exchange Act of 1934, as amended, and
the Private Securities Litigation Reform Act of 1995.
In particular, this news release includes forward-looking
statements regarding the potential financing of the Junior
Subordinated Notes prepayment and the potential impact the
prepayment could have on Peoples' future results of operations and
financial condition. These statements are subject to certain risks
and uncertainties including Peoples' ability to satisfy the terms
and conditions of participation in the Capital Purchase Program,
Peoples' ability to deploy any capital received through the Capital
Purchase Program and the other risks set forth in Peoples' filings
with the Securities and Exchange Commission, including those risk
factors included in the disclosure under the heading "ITEM 1A. RISK
FACTORS" of Part I of Peoples' Annual Report on Form 10-K for the
fiscal year ended December 31,
2011. As a result, actual results may differ materially from
the forward-looking statements in this news release.
Peoples encourages readers of this news release to understand
forward-looking statements to be strategic objectives rather than
absolute targets of future performance. Peoples undertakes no
obligation to update these forward-looking statements to reflect
events or circumstances after the date of this news release or to
reflect the occurrence of unanticipated events, except as required
by applicable legal requirements. Copies of documents filed
with the SEC are available free of charge at the SEC's website at
http://www.sec.gov and/or from Peoples' website.
SOURCE Peoples Bancorp Inc.