Quarterly report [Sections 13 or 15(d)]

SUBSEQUENT EVENTS

v3.25.1
SUBSEQUENT EVENTS
3 Months Ended
Mar. 31, 2025
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

15. SUBSEQUENT EVENTS

The Company’s management has evaluated subsequent events through May 7, 2025, the date the financial statements were issued.

Acquisition of Sandy Spring

On April 1, 2025, the Company completed its merger with Sandy Spring. As of March 31, 2025, Sandy Spring had total assets of approximately $13.8 billion, total loans of approximately $11.4 billion, and total deposits of approximately $11.2 billion. Under the terms of the Sandy Spring merger agreement, at the effective time of the merger, each outstanding share of Sandy Spring common stock, other than shares of restricted Sandy Spring common stock and shares of Sandy Spring common stock held by the Company or Sandy Spring, was converted into the right to receive 0.900 shares of the Company’s common stock, with cash to be paid in lieu of fractional shares, resulting in the Company issuing 41.0 million shares of its common stock, valued at approximately $1.3 billion as of March 31, 2025, which was the last trading day before the consummation of the acquisition.

Forward Sale Agreements

Also on April 1, 2025, the Company physically settled in full the Forward Sale Agreements by delivering 11,338,028 shares of the Company’s common stock to the Forward Purchaser. The Company received net proceeds from such sale of shares of the Company’s common stock and full physical settlement of the Forward Sale Agreements, before expenses, of approximately $385.0 million.

Dividends

On May 6, 2025, the Company’s Board of Directors declared a quarterly dividend on the outstanding shares of its Series A preferred stock. The Series A preferred stock is represented by depositary shares, each representing a 1/400th ownership interest in a share of Series A preferred stock. The dividend of $171.88 per share (equivalent to $0.43 per outstanding depositary share) is payable on June 2, 2025 to preferred shareholders of record as of May 16, 2025.

The Company’s Board of Directors also declared a quarterly dividend of $0.34 per share of common stock. The common stock dividend is payable on June 6, 2025 to common shareholders of record as of May 23, 2025.