Borrowed Funds

12 Months Ended

Dec. 31, 2022

Notes to Financial Statements.

Borrowed Funds

10. Borrowed Funds

Borrowed funds are summarized as follows at December 31:

	2022				2021
			Weighted				Weighted
			Average				Average
	Amount		Rate		Amount		Rate
	(Dollars in thousands)
FHLB-NY advances - fixed rate:
Due in 2022	$	—	—		$	572,186	0.37
Due in 2023		815,501	4.08			39,001	0.48
Total FHLB-NY advances		815,501	4.08			611,187	0.38
Other Borrowings:
Due in 2022		—	—			25,000	0.11
Subordinated debentures
Due in 2031		123,285	3.52			122,885	3.52
Due in 2032		63,680	6.54			—	—
Total Subordinated debentures		186,965	4.55			122,885	3.52
Junior subordinated debentures - adjustable-rate due in 2037		50,507	7.44			56,472	1.74
Total borrowings	$	1,052,973	4.32	%	$	815,544	0.94	%

The FHLB-NY advances are fixed rate borrowings with no call provisions. The borrowings original terms range from one week to three years.

At December 31, 2022, the Company was able to borrow up to $3,800.1 million from the FHLB-NY in Federal Home Loan Bank advances and letters of credit. As of December 31, 2022, the Company had $1,889.2 million outstanding in combined balances of FHLB-NY advances and letters of credit. At December 31, 2022, the Company also has unsecured lines of credit with other commercial banks totaling $1,108.0 million, with none outstanding.

Subordinated Debentures

During the year ended December 31, 2022, the Holding Company issued subordinated debt with an aggregated principal amount of $65.0 million, receiving net proceeds totaling $63.6 million. The subordinated debt was issued at 6.0% fixed-to-floating rate maturing in 2032. The debt is fixed-rate for the first five years, after which it resets quarterly. Additionally, the debt is callable at par quarterly through its maturity date beginning September 1, 2027. The subordinated debentures the Company holds qualify as Tier 2 capital for regulatory purposes.

During the year ended December 31, 2021, the Holding Company issued subordinated debt with an aggregated principal amount of $125.0 million, receiving net proceeds totaling $122.8 million. The subordinated debt was issued at 3.125% fixed-to-floating rate maturing in 2031. The debt is fixed-rate for the first five years, after which it resets quarterly. Additionally, the debt is callable at par quarterly through its maturity date beginning December 1, 2026. The subordinated debentures the Company holds qualify as Tier 2 capital for regulatory purposes.

The Holding Company used $50.0 million of the proceeds from the subordinated debt issued in 2022 to increase its investment in its wholly-owned subsidiary, Flushing Bank. The remaining proceeds were maintained at the Holding Company for general use. A portion of the funds received from the subordinated debt issued in 2021 was used to call $90.3 million of previously issued and outstanding subordinated debentures. The $90.3 million was comprised of three separate issues of $75.0 million, $7.8 million and $7.5 million. All three issues were called in December 2021, with two of the issues called at par and the $7.5 million issue being called at a premium of 102.5. The premium paid upon call totaled $0.2 million and was recorded in the Consolidated Statements of Income in Other operating expenses.

Subordinated debt totaled $187.0 million at December 31, 2022, which included $3.0 million of unamortized debt issuance costs. These costs are being amortized to interest expense using the level yield method through the first call date of the subordinated debt.

The following table shows the terms of the subordinated debt issued or acquired by the Holding Company:

	Subordinated Debentures
		2022		2021
	(Dollars in thousands)
Amount	$	65,000	$	125,000
Issue Date		August 24, 2022		November 22, 2021
Initial Rate		6.000	%	3.125	%
First Reset Date		September 1, 2027		December 1, 2026
First Call Date		September 1, 2027		December 1, 2026
Holding Type		Variable		Variable
Spread over 3-month SOFR		3.130	%	2.035	%
Maturity Date		September 1, 2032		December 1, 2031

The subordinated debentures issued by the Company may not be redeemed prior to their respective first call dates, except that the Company may redeem the subordinated debentures at any time, at its option, in whole but not in part, subject to obtaining any required regulatory approvals, if (i) a change or prospective change in law occurs that could prevent the Company from deducting interest payable on the subordinated debt for U.S. federal income tax purposes, (ii) a subsequent event occurs that precludes the subordinated debt from being recognized as Tier 2 capital for regulatory capital purposes, or (iii) the Company is required to register as an investment company under the Investment Company Act of 1940, as amended, in each case, at a redemption price equal to 100% of the principal amount of the subordinated debt plus any accrued and unpaid interest through, but excluding, the redemption date..

Junior Subordinated Debentures

The Holding Company has three trusts formed under the laws of the State of Delaware for the purpose of issuing capital and common securities, and investing the proceeds thereof in junior subordinated debentures of the Holding Company. Each of these trusts issued $20.6 million of securities which had a fixed-rate for the first five years, after which they reset quarterly based on a spread over 3-month London Interbank Offered Rate (“LIBOR”). The securities were first callable at par after five years, and pay cumulative dividends. The Holding Company has guaranteed the payment of these trusts’ obligations under their capital securities. The terms of the junior subordinated debentures are the same as those of the capital securities issued by the trusts. The junior subordinated debentures issued by the Holding Company are carried at fair value in the consolidated financial statements.

The table below shows the terms of the securities issued by the trusts.

	Flushing Financial		Flushing Financial		Flushing Financial
	Capital Trust II		Capital Trust III		Capital Trust IV
Issue Date	June 20, 2007		June 21, 2007		July 3, 2007
Initial Rate	7.14	%	6.89	%	6.85	%
First Reset Date	September 1, 2012		June 15, 2012		July 30, 2012
Spread over 3-month LIBOR	1.41	%	1.44	%	1.42	%
Maturity Date	September 1, 2037		September 15, 2037		July 30, 2037

The consolidated financial statements do not include the securities issued by the trusts, but rather include the junior subordinated debentures of the Holding Company. The interest rate on junior subordinated debt will adjust in 2023 with the cessation of the publication of 3-month LIBOR to 3-month CME Term SOFR adjusted for relevant spread adjustment.