Colony Bankcorp Completes $40 Million Subordinated Note Offering

Staff Report

Tuesday, May 24th, 2022

Colony Bankcorp, the parent company of Colony Bank, announced today the completion of its private placement of $40 million in fixed-to-floating rate subordinated notes due 2032 (the “Notes”) on May 20, 2022. The Notes will bear a fixed rate of 5.25% for the first five years and will reset quarterly thereafter to then current three-month Secured Overnight Financing Rate, as published by the Federal Reserve Bank of New York, plus 265 basis points for the five year floating term. The Company is entitled to redeem the Notes, in whole or in part, on any interest payment date on or after May 20, 2027, or at any time, in whole but not in part, upon certain other specified events.

The Notes are intended to qualify as Tier 2 capital for the Company for regulatory capital purposes. The Company intends to use the net proceeds for general corporate purposes including supporting ongoing growth.

Commenting on the announcement, Heath Fountain, President and Chief Executive Officer, said, “We were pleased with the market interest in this offering and we believe this capital provides both offensive and defensive support, depending on future needs of the Company, in a cost-effective manner. We also view this raise as an appropriate addition to the capital stack after our common equity raise in February. We now have the capital structure to efficiently address the tactical and strategic opportunities in front of us.”

Performance Trust Capital Partners, LLC served as the sole placement agent for the offering. Alston & Bird LLP served as legal counsel to the Company and Fenimore Kay Harrison LLP served as legal counsel to the placement agent.

This press release is for informational purposes only and shall not constitute an offer to sell, a solicitation of an offer to sell, or the solicitation of an offer to buy the Notes, nor shall there be any sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.