By Jennifer Chiou
New York, Jan. 9 - Bank of the Ozarks, Inc. filed an S-3 registration with the Securities and Exchange Commission that will allow the U.S. Treasury to resell the $75 million series A fixed-rate cumulative perpetual preferred stock it purchased from the bank.
The non-voting preferreds initially pay dividends at 5% per year and then at 9% per year beginning Feb. 15, 2014.
The preferreds are callable at par beginning Feb. 15, 2012. Bank of the Ozarks can call them earlier if it raises at least $18.75 million of proceeds from one or more equity offerings.
As long as the preferreds remain outstanding, Bank of the Ozarks cannot pay cash dividends on its common stock or junior stock unless all dividends on the preferreds have been paid in full - dividends payable in stock are OK - and Bank of the Ozarks cannot repurchase preferreds from any other holder unless it offers to purchase the same amount from the Treasury.
Warrant
The shelf filing also covers a 10-year warrant for the purchase of 379,811 shares of common stock with an initial per-share exercise price of $29.62 for a total of $11.25 million.
If Bank of the Ozarks raises at least $75 million of equity capital by Dec. 31, 2009 and the Treasury is still the holder of the warrant, then the number of shares of Bank of the Ozarks common stock underlying the warrant will be reduced by half.
The company said the Treasury may offer the preferreds or the warrant from time to time in one or more public or private transactions. Bank of the Ozarks will not receive any proceeds from any sale.
Bank of the Ozarks is a Little Rock, Ark.-based bank holding company.
| Issuer: | Bank of the Ozarks, Inc.
|
| Issue: | Series A fixed-rate cumulative perpetual preferred stock
|
| Amount: | $75 million
|
| Maturity: | Perpetual
|
| Dividends: | 5% until Feb. 15, 2014, then 9%; payable quarterly
|
| Price: | $1,000
|
| Call option: | At par from Feb. 15, 2012 onward
|
| Warrant: | For 379,811 shares of common stock
|
| Warrant exercise price: | $29.62
|
| Warrant expiration: | Dec. 12, 2018
|
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