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Borrowed Funds
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Borrowed Funds

Note 9—Borrowed Funds

Repurchase Agreements

Securities sold under agreements to repurchase generally mature within one to seven days from the transaction date. Securities underlying the repurchase agreements remain under the control of the Company. Repurchase agreements are treated as collateralized financing obligations and are reflected as a liability in the consolidated balance sheets. The carrying value of investment securities collateralizing repurchase agreements was $3.2 million and $3.3 million at March 31, 2019 and December 31, 2018, respectively.

Information concerning the Company’s securities sold under agreements to repurchase is summarized as follows:

 

 

 

 

(In thousands)

 

March 31, 2019

 

 

December 31, 2018

 

Balance at period end

 

$

1,418

 

 

$

1,106

 

Average balance during the period

 

 

13,872

 

 

 

1,630

 

Average interest rate during the period

 

 

0.13

%

 

 

0.25

%

Maximum month-end balance during the period

 

$

23,908

 

 

$

2,384

 

 

Senior and Subordinated Debt

In June 2014, the Company and the Bank completed an unregistered $245 million multi-tranche debt transaction and in March 2015, the Company completed an unregistered $50 million debt transaction. These transactions enhanced our liquidity and regulatory capital levels to support balance sheet growth.  Details of the debt transactions are as follows:

 

(In thousands)

 

March 31, 2019

 

 

December 31, 2018

 

Cadence Bancorporation:

 

 

 

 

 

 

 

 

4.875% senior notes, due June 28, 2019

 

$

145,000

 

 

$

145,000

 

5.375% senior notes, due June 28, 2021

 

 

50,000

 

 

 

50,000

 

7.250% subordinated notes, due June 28, 2029, callable in 2024

 

 

35,000

 

 

 

35,000

 

6.500% subordinated notes, due March 2025, callable in 2020

 

 

40,000

 

 

 

40,000

 

Total long-term debt—Cadence Bancorporation

 

 

270,000

 

 

 

270,000

 

Cadence Bank:

 

 

 

 

 

 

 

 

6.250% subordinated notes, due June 28, 2029, callable in 2024

 

 

25,000

 

 

 

25,000

 

Debt issue cost and unamortized premium

 

 

(1,137

)

 

 

(1,211

)

Purchased

 

 

(10,078

)

 

 

(10,078

)

Total long-term debt

 

$

283,785

 

 

$

283,711

 

 

The senior transactions were structured with 4 and 7 year maturities to provide holding company liquidity and to stagger the Company’s debt maturity profile. The $35 million and $25 million subordinated debt transactions were structured with a 15 year maturity, 10 year call options, and fixed-to-floating interest rates. These subordinated debt structures were designed to achieve full Tier 2 capital treatment for 10 years. The $40 million subordinated debt transaction has a 5 year call option.

The Company’s senior notes are unsecured, unsubordinated obligations and are equal in right of payment to all of the Company’s other unsecured debt. The Company’s subordinated notes are unsecured obligations and will be subordinated in right of payment to all of the Company’s senior indebtedness, general creditors and to depositors at the Bank. The Company’s senior notes and subordinated notes are not guaranteed by any subsidiary of the Company, including the Bank.

The Bank’s subordinated notes are unsecured obligations and are subordinated in right of payment to all of the Bank’s senior indebtedness, general creditors and to depositors of the Bank. The Bank’s subordinated notes are not guaranteed by the Company or any subsidiary of the Bank.

Payment of principal on the Company’s and Bank’s subordinated notes may be accelerated by holders of such subordinated notes only in the case of certain insolvency events. There is no right of acceleration under the subordinated notes in the case of default. The Company and/or the Bank may be required to obtain the prior written approval of the Federal Reserve, and, in the case of the Bank, the OCC, before it may repay the subordinated notes issued thereby upon acceleration or otherwise.

Junior Subordinated Debentures

In conjunction with the Company’s acquisition of Cadence Financial Corporation and Encore Bank, N.A., the junior subordinated debentures were marked to their fair value as of their respective acquisition dates. The related mark is being amortized over the remaining term of the junior subordinated debentures.  Details of the junior subordinated debt are as follows:

 

 

 

 

 

(In thousands)

 

March 31, 2019

 

 

December 31, 2018

 

Junior subordinated debentures, 3 month LIBOR plus 2.85%, due 2033

 

$

30,000

 

 

$

30,000

 

Junior subordinated debentures, 3 month LIBOR plus 2.95%, due 2033

 

 

5,155

 

 

 

5,155

 

Junior subordinated debentures, 3 month LIBOR plus 1.75%, due 2037

 

 

15,464

 

 

 

15,464

 

Total par value

 

 

50,619

 

 

 

50,619

 

Purchase accounting adjustment, net of amortization

 

 

(13,544

)

 

 

(13,666

)

Total junior subordinated debentures

 

$

37,075

 

 

$

36,953

 

 

 

 

Advances from FHLB and Borrowings from FRB

The Bank reported FHLB advances of $395 million and $150 million as of March 31, 2019 and December 31, 2018, respectively. Advances are collateralized by $2.2 billion of investment securities and commercial and residential real estate loans pledged under a blanket lien arrangement as of March 31, 2019.  

As of March 31, 2019 and December 31, 2018, the FHLB has issued for the benefit of the Bank irrevocable letters of credit totaling $445 million and $590 million, respectively. Included in the FHLB letters of credit is a $35 million of irrevocable letter of credit in favor of the State of Alabama SAFE Program to secure certain deposits of the State of Alabama. This letter of credit expires September 28, 2020 upon 45 days’ prior notice of non-renewal; otherwise it automatically extends for a successive one-year term. The Bank also has a $410 million irrevocable letter of credit to secure a large public fund treasury management deposit. Of this amount, $60 million expired in April 2019, while $350 million will expire May 26, 2021 upon 45 days’ prior notice of non-renewal; otherwise it automatically extends for a successive one-year term.

There were no borrowings from the FRB discount window as of March 31, 2019 and December 31, 2018.  Any borrowings from the FRB will be collateralized by $802.7 million in commercial loans pledged under a borrower-in-custody arrangement.

Holding Company Revolving Loan Facility

On March 29, 2019, the Company entered into a credit agreement for a revolving loan facility in the amount of $100 million. The proceeds of the revolving loans shall be used to finance general corporate purposes. There were no amounts outstanding under this line of credit at March 31, 2019.