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MB Financial Bank, N.A., a Wholly Owned Subsidiary of MB Financial, Inc., Announces Pricing of $175 Million of 4.00% Fixed-to-Floating Rate Subordinated Notes

By GlobeNewswire,  November 14, 2017, 07:53:00 PM EDT


CHICAGO, Nov. 14, 2017 (GLOBE NEWSWIRE) -- MB Financial Bank, N.A. ("MB Bank"), a wholly owned subsidiary of MB Financial, Inc. (the "Company" or "MB Financial") (Nasdaq:MBFI), today announced the pricing of $175 million of MB Bank's 4.00% Fixed-to-Floating Rate Subordinated Notes due 2027 (the "Subordinated Notes"). The Subordinated Notes will initially bear interest at a fixed rate of 4.00% per annum, payable semi-annually in arrears, commencing on June 1, 2018, to, but excluding, December 1, 2022, and, thereafter, quarterly in arrears, at an annual floating rate equal to the then current three-month LIBOR plus 187.3 basis points. The Subordinated Notes will mature on December 1, 2027.  The Subordinated Notes will be issued at a price of 100% of the principal amount thereof.

The Subordinated Notes are redeemable at par at MB Bank's option, in whole or in part, subject to obtaining any required regulatory approval, on December 1, 2022 and on any scheduled interest payment date thereafter.  The Subordinated Notes also are redeemable by MB Bank at par, in whole but not in part, at any time prior to that date, subject to obtaining any required regulatory approval, in the case of certain special events that could prevent MB Bank from deducting interest paid on the Subordinated Notes for U.S. Federal income tax purposes, that would result in the Subordinated Notes no longer constituting tier 2 capital for regulatory capital purposes or that would require MB Bank to register as an investment company under the Investment Company Act of 1940, as amended.  

MB Bank intends to use the net proceeds of the offering for general corporate purposes.

Sandler O'Neill & Partners, L.P. is serving as the sole book-runner; Goldman Sachs & Co. LLC, U.S. Bancorp, and Brean Capital, LLC are serving as co-managers for this offering.

The Subordinated Notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), and are being offered and sold pursuant to regulations of the Office of the Comptroller of the Currency and in reliance on an exemption from the registration requirements of the Securities Act provided by Section 3(a)(2) of the Securities Act.  The offering is being made only by means of an offering circular. Copies of the preliminary offering circular and (when available) final offering circular may be obtained by contacting Sandler O'Neill & Partners, L.P., Attn: Syndicate, 1251 Avenue of the Americas, 6th Floor, New York, NY 10020, Tel: (866) 805-4128 or Email: syndicate@sandleroneill.com

This press release is for informational purposes only and shall not constitute an offer to sell or a solicitation of an offer to buy the Subordinated Notes, nor shall there be any sale of the Subordinated Notes in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction in the absence of an applicable exemption from such registration or qualification requirements. The Subordinated Notes are not deposits and are not insured by the Federal Deposit Insurance Corporation (the FDIC) or any other governmental agency. 

MB Financial is the Chicago-based holding company for MB Bank which has approximately $20 billion in assets and a more than one hundred year history of building deep and lasting relationships with middle-market companies and individuals.  MB Financial offers a full range of powerful financial solutions and the expertise and experience of bankers who are focused on their clients' success. 

Safe Harbor Statement: Statements in this press release that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. By their nature, such statements are subject to numerous factors that could cause actual results to differ materially from those anticipated in the statements, as discussed in MB Financial's filings with the Securities and Exchange Commission. You should not place undue reliance on any forward-looking statements and the Company and MB Bank undertake no obligation to update any such statements to reflect circumstances or events that occur after the date on which the forward-looking statement is made.

For Information at MB Financial, Inc. contact:

Berry Allen - Investor Relations

E-Mail: beallen@mbfinancial.com

Source: MB Financial Bank, N.A.

This article appears in: News Headlines

Referenced Stocks: MBFI


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