By Stephanie N. Rotondo
Portland, Ore., Jan. 27 - Taylor Capital Group Inc. said Friday it had entered into definitive agreements with a group of existing investors to sell $25 million of 8% convertible preferred shares.
The investor group includes "substantial investments" from certain directors, including Harrison I. Steans, chairman; Jennifer Steans; and Bruce Taylor. Tom Brown is also making an investment on behalf of Second Curve Capital, according to an 8-K filed with the Securities and Exchange Commission.
The Chicago-based bank holding company for Cole Taylor Bank is selling 1 million of the 8% series F non-cumulative, non-voting, contingent convertible preferred stock at $25.00 per share. The preferreds carry a liquidation preference of $25.00 per share.
Upon receiving shareholder approval, the preferreds can be converted to common stock at a conversion price of $10.00 per share. Approval will be sought at the company's 2011 annual meeting, to be held in the second quarter.
If approval is not secured by July 15, the preferred shares will bear non-cumulative dividends on a quarterly basis.
"Jennifer and I welcome the opportunity to demonstrate through this investment our confidence and strong support for Mark Hoppe and the rest of his management team as they lead Taylor Capital in implementing its strategic plan," said Harrison I. Steans in a statement.
Settlement is expected by the end of the first quarter.
Proceeds will be used to provide additional capital to the company and Cole Taylor Bank and for general corporate purposes.
Also on Friday, Taylor Capital released its fourth-quarter results, which showed a $36 million net loss for the quarter.
| Issuer: | Taylor Capital Group Inc.
|
| Issue: | Series F non-cumulative, non-voting, contingent convertible preferred stock
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| Amount: | $25 million (or 1 million preferred shares)
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| Dividend: | 8%
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| Price: | Par of $25.00 per share
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| Call: | $25.00 per share
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| Investors: | Group including Harrison I. Steans, chairman; Jennifer Steans and Bruce Taylor; Tom Brown, on behalf of Second Curve Capital
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| Pricing date: | Jan. 27
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| Stock symbol: | Nasdaq: TAYC
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| Stock price: | $11.75 at close on Jan. 26
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| Market capitalization: | $184.12 million
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