GREEN BAY, Wis. –– September 19, 2018 –– Associated Banc-Corp (NYSE: ASB) (“Associated”) today announced the pricing of a public offering of 4,000,000 depositary shares, or $100 million in aggregate liquidation preference, with each depositary share representing a 1/40th interest in a share of its 5.875% non-cumulative perpetual preferred stock, Series E. Each depositary share has a liquidation preference of $25 per share. The offering is expected to close on September 26, 2018, subject to customary closing conditions.
Merrill Lynch, Pierce, Fenner & Smith Incorporated and UBS Securities LLC are the joint-book running managers for the offering.
The net proceeds from the issuance and sale of the preferred stock, after deducting underwriting discount and commissions, and the payment of estimated expenses, will be approximately $97 million. Associated intends to use up to the entire net proceeds of the offering to repurchase shares of its common stock. Any net proceeds from this offering not used to repurchase common stock will be used for general corporate purposes.
On September 18, 2018, Associated’s Board of Directors authorized the repurchase of up to $200 million of Associated’s common stock. This repurchase authorization is in addition to the previously authorized repurchases. There remains approximately $39 million under the previous authorizations, such that there is now approximately $239 million authorized in the aggregate. Repurchases under such authorizations are subject to regulatory limitations and may occur from time to time in open market purchases, block transactions, private transactions, accelerated share repurchases, or similar facilities.
This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any of the securities in any 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 securities 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.
The offering is being made only by means of a prospectus supplement and accompanying base prospectus. Associated has filed a registration statement (including a base prospectus) and a preliminary prospectus supplement with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates and will file a final prospectus supplement relating to the offering. Prospective investors should read the prospectus supplement and base prospectus in that registration statement and other documents Associated has filed or will file with the SEC for more complete information about Associated and this offering. You may get these documents for free by visiting EDGAR on the SEC’s website at http://www.sec.gov. Alternatively, copies of the final prospectus supplement and the accompanying base prospectus for the offering, when available, may be obtained by contacting Merrill Lynch, Pierce, Fenner & Smith Incorporated at email@example.com or at 1-800-294-1322 or UBS Securities LLC, located at 1285 Avenue of the Americas, New York, New York 10019, at 888-827-7275.
ABOUT ASSOCIATED BANC-CORP
Associated Banc-Corp (NYSE: ASB) has total assets of nearly $34 billion and is one of the top 50, publicly traded, U.S. bank holding companies. Headquartered in Green Bay, Wisconsin, Associated is a leading Midwest banking franchise, offering a full range of financial products and services from more than 230 banking locations serving more than 110 communities throughout Wisconsin, Illinois and Minnesota, and commercial financial services in Indiana, Michigan, Missouri, Ohio and Texas. Associated Bank, N.A. is an Equal Housing Lender, Equal Opportunity Lender and Member FDIC.
FORWARD LOOKING STATEMENTS
Certain statements contained in this press release that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in the corporation’s future filings with the SEC, in press releases, and in oral and written statements made by or with the approval of the corporation that are not statements of historical fact and constitute forward-looking statements within the meaning of the Act. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, the payment or nonpayment of dividends, capital structure and other financial items; (ii) statements of plans, objectives and expectations of Associated or its management or Board of Directors, including those related to products or services; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Words such as “outlook”, “believes”, “anticipates”, “expects”, “intends”, “targeted”, “continue”, “remain”, “will”, “should”, “may”, and other similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements.
Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward-looking statements include the factors described in our Annual Report on Form 10-K for the year ended December 31, 2017 and subsequent SEC filings.
Forward-looking statements speak only as of the date on which such statements are made. The corporation undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events.