Northwest Bancshares, Inc. (NASDAQ-GS: NWBI), the parent company of Northwest Bank, today announced the pricing of its public offering of $125.0 million aggregate principal amount of 4.00% Fixed-to-Floating Rate Subordinated Notes due 2030. The price to the public is 100% of the principal amount of the Notes. Interest on the Notes initially will accrue at a rate equal to 4.00% per annum from and including September 9, 2020 to, but excluding, September 15, 2025 or the earlier redemption date, payable semi-annually in arrears. From and including September 15, 2025 to, but excluding, September 15, 2030 or the earlier redemption date, interest will accrue at a floating rate per annum equal to a benchmark rate, which is expected to be Three-Month Term SOFR (as defined in the indenture relating to the Notes), plus a spread of 389 basis points, payable quarterly in arrears. The Notes are intended to qualify as Tier 2 capital for regulatory purposes. The offering is expected to close on or about September 9, 2020, subject to the satisfaction of customary closing conditions.
Piper Sandler & Co. is acting as sole underwriter for the offering.
Northwest Bancshares estimates that the net proceeds of the offering will be approximately $123.8 million, after deducting underwriting discounts and commissions, but before deducting estimated transaction expenses. Northwest Bancshares intends to use the net proceeds of the offering for general corporate purposes, which may include repayment or redemption of outstanding indebtedness, the payment of dividends, providing capital to support organic growth or growth through strategic acquisitions, capital expenditures, financing investments or repurchasing shares of its common stock, and possibly for investments in Northwest Bank as regulatory capital.
Additional Information Regarding the Offering
This press release does not constitute an offer to sell or a solicitation of an offer to buy the Notes, nor shall there be any sale of the securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The Notes being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the prospectus supplement or the shelf registration statement or prospectus relating thereto.
About Northwest Bancshares, Inc.
Northwest Bancshares (NASDAQ-GS: NWBI) is the holding company of Northwest Bank. Founded in 1896, Northwest Bank is a full-service financial institution offering a complete line of business and personal banking products, employee benefits and wealth management services, as well as the fulfillment of business and personal insurance needs. Northwest Bank operates 213 branch offices and 264 ATMs in Pennsylvania, New York, Ohio and Indiana. At June 30, 2020, Northwest Bancshares had total assets of $13.845 billion, total deposits of $11.463 billion and total shareholders' equity of $1.531 billion. Additional information regarding Northwest Bancshares and Northwest Bank can be accessed online at www.northwest.com.
