Based on a public offering price of $25.00 per depositary share, we estimate that (i) the net proceeds from the sale of the maximum number of depositary shares that we may sell in this offering (1,000,000 depositary shares) will be approximately $23.45 million after deducting underwriting commissions and estimated offering expenses payable by us and (ii) the net proceeds from the sale of the minimum number of depositary shares that we may sell in this offering (800,000 depositary shares) will be approximately $18.65 million after deducting underwriting commissions and estimated offering expenses payable by us.
We plan to use the net proceeds of the sale of the depositary shares to redeem all of the shares of our outstanding Series A Preferred Shares which we originally issued and sold to the U.S. Treasury on January 23, 2009 in conjunction with our participation in TARP. On July 3, 2012, the U.S. Treasury completed the sale of all 23,184 of the Series A Preferred Shares to various investors pursuant to a modified Dutch auction process. The terms of the Series A Preferred Shares permit us to redeem the Series A Preferred Shares at any time, in whole or in part, at our option, subject to prior approval by the appropriate federal banking agency. The aggregate redemption price will be the approximately $23.18 million liquidation amount currently outstanding, plus accrued and unpaid dividends to but excluding the date of redemption.
We have advised our federal banking regulator, the Federal Reserve, that we intend to use the net proceeds from this offering to fund the redemption of the Series A Preferred Shares. If the net proceeds from the sale of depositary shares in this offering are less than the amount necessary to fund the redemption of all of the Series A Preferred Shares, we intend to still redeem all of the Series A Preferred Shares using the net proceeds of this offering and existing cash resources. Subject to our receipt of approval from the Federal Reserve, we intend to complete the redemption of the Series A Preferred Shares promptly following the completion of the sale of the depositary shares and prior to the increase in the dividend rate on the Series A Preferred Shares from 5% to 9% per annum beginning on February 14, 2014. To redeem the Series A Preferred Shares, we must give notice of the redemption to the holders of record of the Series A Preferred Shares not less than 30 days and not more than 60 days before the date of redemption.
Certain of our directors currently own an aggregate of 5,983 Series A Preferred Shares and would be entitled to receive redemption proceeds of $1,000 per Series A Preferred Share (plus any accrued and unpaid dividends) as a result of our redemption of the Series A Preferred Shares. See Related Party Transactions beginning on page 44 of this prospectus.
We expect to use the remainder of the net proceeds from the sale of the depositary shares, if any, for general corporate purposes, which may include:
Until we utilize the net proceeds of the offering, we expect to invest these funds temporarily in liquid, short-term high quality securities.
The precise amounts and timing of our use of the net proceeds from this offering will depend upon market conditions and the availability of other funds, among other factors. From time to time, we may engage in additional capital financings as we deem appropriate based upon our needs and prevailing market conditions. These additional capital financings may include the sale of other securities.
The above information was disclosed in a filing to the SEC. To see this filing in its entirety, click here. First Citizens Banc Corp. next reports earnings on November 11, 2013.
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Other recent filings from the company include the following:
First Citizens Banc Corp. director just picked up 200 shares - March 7, 2014
First Citizens Banc Corp. director just picked up 1,300 shares - March 7, 2014
Statement of changes in beneficial ownership of securities - March 6, 2014