OTHER BORROWINGS

Other borrowings outstanding at December 31, 2012 and 2011 were as follows, in thousands:



	2012		2011
Advances from the FHLB; weighted average call dates at December 31, 2012 and 2011 were December 2013 and September 2014, respectively; and weighted average interest rates were 3.11% and 3.33%, respectively	$	143,195	$	132,297
Wholesale repurchase agreements; weighted average call dates at December 31, 2012 and 2011 were May 2013 and August 2012, respectively; and weighted average interest rates were 3.12% and 3.12%, respectively	85,000		85,000
Trust preferred securities	108,250		113,405
Senior notes	37,500		27,500
Note payable to unaffiliated bank	13,002		14,221
Contracts payable for purchase of real estate and other assets	2,078		397
Total	$	389,025	$	372,820

The Heartland banks are members of the FHLB of Des Moines, Chicago, Dallas, San Francisco, Seattle and Topeka. The advances from the FHLB are collateralized by the Heartland banks' investments in FHLB stock of $9.6 million and $8.8 million at December 31, 2012 and 2011, respectively. In addition, the FHLB advances are collateralized with pledges of one- to four-family residential mortgages, commercial and agricultural mortgages and securities totaling $1.12 billion at December 31, 2012, and $1.01 billion at December 31, 2011. As a national association, Heritage Bank, N.A. held stock in the Federal Reserve Bank of San Francisco totaling $380 thousand at December 31, 2012.

Heartland has entered into various wholesale repurchase agreements which had balances totaling $85.0 million at December 31, 2012 and 2011. A schedule of Heartland's wholesale repurchase agreements outstanding as of December 31, 2012, were as follows, in thousands:



	Amount		Interest Rate as of 12/31/12⁽¹⁾			Issue Date	Maturity Date	Callable Date
Counterparty:
JP Morgan Chase	$	25,000	2.48	%		01/17/2008	01/17/2013	—
Citigroup Global Markets	15,000		3.32	%		04/17/2008	04/17/2015	04/17/2013
Citigroup Global Markets	20,000		3.61	%	⁽²⁾	04/17/2008	04/17/2018	04/17/2013
Barclays Capital	10,000		4.07	%		07/01/2008	07/01/2013	07/01/2013
Citigroup Global Markets	15,000		2.69	%		01/23/2009	01/23/2014	—
	$	85,000

(1) Interest rates are fixed with the exception of the interest rate on the $20.0 million transaction with Citigroup Global Markets.
(2) Interest rate resets quarterly on the 17th of January, April, July and October of each year until maturity. Embedded within the contract is a cap interest rate of 3.61%.

Heartland currently has five wholly-owned trust subsidiaries that were formed to issue trust preferred securities. The proceeds from the offerings were used to purchase junior subordinated debentures from Heartland. The proceeds are being used for general corporate purposes. Heartland has the option to shorten the maturity date to a date not earlier than the callable date. Heartland may not shorten the maturity date without prior approval of the Board of Governors of the Federal Reserve System, if required. Prior redemption is permitted under certain circumstances, such as changes in tax or regulatory capital rules. In connection with these offerings, the balance of deferred issuance costs included in other assets was $166 thousand as of December 31, 2012. These deferred costs are amortized on a straight-line basis over the life of the debentures. The majority of the interest payments are due quarterly. A schedule of Heartland’s trust preferred offerings outstanding as of December 31, 2012, were as follows, in thousands:

Amount

Issued

Interest

Rate

Interest Rate as of 12/31/12 ⁽¹⁾

Maturity

Date

Callable

Date

Heartland Financial Statutory Trust III

20,619

8.25%

8.25

10/10/2033

03/31/2013

Heartland Financial Statutory Trust IV

25,774

2.75% over LIBOR

3.30

⁽²⁾

03/17/2034

03/17/2013

Heartland Financial Statutory Trust V

20,619

1.33% over LIBOR

1.73

⁽³⁾

04/07/2036

04/07/2013

Heartland Financial Statutory Trust VI

20,619

6.75%

6.75

⁽⁴⁾

09/15/2037

03/15/2013

Heartland Financial Statutory Trust VII

20,619

1.48% over LIBOR

2.01

⁽⁵⁾

09/01/2037

06/01/2013

108,250

(1) Effective weighted average interest rate as of December 31, 2012, was 5.91% due to interest rate swap transactions on the variable rate securities as discussed in Note 12 to Heartland's consolidated financial statements.

(2) Effective interest rate as of December 31, 2012, was 5.33% due to an interest rate swap transaction as discussed in Note 12 to Heartland's consolidated financial statements.

(3) Effective interest rate as of December 31, 2012, was 4.69% due to an interest rate swap transaction as discussed in Note 12 to Heartland's consolidated financial statements.

(4) Interest rate is fixed at 6.75% through June 15, 2017 then resets to 1.48% over LIBOR for the remainder of the term.

(5) Effective interest rate as of December 31, 2012, was 4.70% due to an interest rate swap transaction as discussed in Note 12 to Heartland's consolidated financial statements.

For regulatory purposes, $108.3 million and $112.7 million of the trust preferred securities qualified as Tier 1 capital as of December 31, 2012 and 2011, respectively.

During 2010, Heartland completed a private debt offering of its senior notes. The notes were sold in a private placement to various accredited investors. A total of $24.5 million was issued in five private transactions beginning on October 25, 2010, and ending on December 3, 2010. On March 11, 2011, Heartland issued an additional $3.0 million of its senior notes to one additional accredited investor. The senior notes are unsecured, bear interest at 5% per annum payable quarterly, and originally matured on December 1, 2015. There are no covenants associated with the senior notes. On January 31, 2012, Heartland issued an additional $10.0 million of its senior notes to two of the accredited investors that had purchased senior notes in 2011. Additionally, Heartland extended the maturities on a portion of the existing senior notes such that $17.5 million remained at the original maturity date of December 1, 2015; $7.0 million will mature on each of February 1, 2017, and February 1, 2018; and $6.0 million will mature on February 1, 2019. Total senior notes outstanding were $37.5 million as of December 31, 2012, and $27.5 million as of December 31, 2011.

On March 7, 2012, Heartland exercised its call option on $5.0 million of its trust preferred capital securities that were at a fixed rate of 10.60%. The prepayment fee of $238 thousand and the remaining unamortized issuance costs of $64 thousand were expensed upon redemption.

Future payments at December 31, 2012, for other borrowings follow in the table below, in thousands. Callable FHLB advances and wholesale repurchase agreements are included in the table at their call date.



2013	$	150,431
2014	21,485
2015	47,045
2016	24,367
2017	17,103
Thereafter	128,594
	$	389,025