Monitor the company's deployment of proceeds, particularly any common stock repurchase activity, and watch for future quarterly filings to assess whether the Tier 2 capital qualification and interest coverage remains supportive of the dividend. The notes are not listed, so secondary market liquidity will depend on underwriter market-making.
Price Chart
Executive Summary
First Merchants Corporation is issuing $100 million aggregate principal amount of 6.750% Fixed-to-Floating Rate Subordinated Notes due 2036. The net proceeds of approximately $97.95 million will be used for general corporate purposes, including potential common stock repurchases. The offering increases the company's total risk-based capital ratio from 12.98% to 13.54% on a pro forma basis, strengthening its regulatory capital position.
Key Facts
- $100 million aggregate principal amount of subordinated notes offered
- Fixed rate of 6.750% per annum until October 1, 2031, then floating at Three-Month Term SOFR plus 202 basis points
- Maturity date: October 1, 2036
- Net proceeds estimated at $97.95 million after underwriting discount and expenses
- Proceeds intended for general corporate purposes including common stock repurchases
- Pro forma total risk-based capital ratio improves from 12.98% to 13.54%
- Notes are unsecured, subordinated obligations ranking junior to senior debt and structurally subordinated to subsidiary liabilities
- Notes not listed on any exchange; no existing trading market
Financial Impact
$100 million debt issuance; net proceeds of $97.95 million; pro forma total risk-based capital ratio increases by 56 basis points to 13.54%
Risk Factors
- Notes are structurally subordinated to $18.6 billion in subsidiary liabilities, limiting recovery in insolvency
- No financial covenants or restrictions on incurring additional senior debt
- Limited acceleration rights for holders; no put option upon change of control
- Floating rate period exposes holders to SOFR benchmark transition and calculation agent discretion risks
- No established trading market; secondary market may be illiquid
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 424B5 Filing (Primary) | 0001193125-26-401178 |
| Document: d372789dexfilingfees.htm | 0001193125-26-401178 |
| Document: 0001193125-26-401178-index-headers.html | 0001193125-26-401178 |
| Document: 0001193125-26-401178-index.html | 0001193125-26-401178 |
| Document: 0001193125-26-401178.txt | 0001193125-26-401178 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 21, 2026 6d ago | 8-K | $40.83 $40.68 | ▼ −0.37% | ▲ +0.15% | $40.93 (+0.24%) |
Oct 21, 2026 6d ago | Press Release | $40.83 $40.68 | ▼ −0.37% | ▲ +0.15% | $40.93 (+0.24%) |
Oct 15, 2026 12d ago | 8-K | $39.48 $39.60 | ▲ +0.30% | ▲ +1.41% | $40.93 (+3.67%) |
Oct 15, 2026 12d ago | Press Release | $39.48 $39.60 | ▲ +0.30% | ▲ +1.41% | $40.93 (+3.67%) |
Oct 1, 2026 26d ago | 8-K | $39.58 $40.15 | ▲ +1.44% | ▲ +0.70% | $40.93 (+3.41%) |
Oct 1, 2026 26d ago | Press Release | $39.58 $40.15 | ▲ +1.44% | ▲ +0.70% | $40.93 (+3.41%) |
Sep 30, 2026 27d ago | Press Release | $39.78 | awaiting T+1 | awaiting T+1 | $40.93 (+2.89%) |
Sep 25, 2026 4w ago | 8-K | $40.71 $40.37 | ▼ −0.84% | ▼ −0.09% | $40.93 (+0.54%) |
Sep 24, 2026 4w ago | 424B5 | $40.71 $40.37 | ▼ −0.84% | ▼ −0.09% | $40.93 (+0.54%) |
Sep 23, 2026 4w ago | Press Release | $40.49 $40.71 | ▲ +0.56% | ▲ +0.01% | $40.93 (+1.10%) |
US Market Status
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