A gust of stock offerings is expected this fall from community banks, some bracing for heightened capital standards, others seeking to repay government capital and a few chasing acquisitions.

"We're picking up a new client almost every week, which is startling," said Alex Cappello, the chairman and chief executive of Cappello Capital Corp., an investment bank in Santa Monica, Calif.

"It's like night and day" compared with last year, he said, when the industry was still "shell-shocked" by low stock prices and bank failures.

Experts point to an increase in the number of offerings this year and warn not to be fooled by a recent seasonal slowdown.

The number of stock offerings announced each month by community banks (those with less than $10 billion of assets) reached the mid-30s range in May and June before falling to 27 in July, according to SNL Financial LC. Another decline is expected in August.

But analysts and investment bankers predicted the summer swoon would be temporary. Aside from investors' summer vacations, banks tend to wait to announce an offering until they post quarterly financial results, to avoid uncertainty about their condition.

"You're likely to see an acceleration [of offerings] in early September," said Mark Fitzgibbon, the director of research at Sandler O'Neill & Partners LP.

Many offerings will fly below the radar, though, because private placements have become a preferred method.

A "fair number" of the offerings in the last three or four months have been private placements, Fitzgibbon said. "Quite frankly, the private deals are easier to do" for midsize and smaller banks.

More than half of the 199 offerings announced so far this year were private placements, according to SNL. (This could be an undercount since not all private placements are publicized.)

Seventeen private placements were announced in July. This included Renasant Corp. in Tupelo, Miss., which said July 23 that it had raised nearly $55 million in capital through a private placement of 3.9 million shares. The company is the parent of the $3.6 billion-asset Renasant Bank, which bought the failed Crescent Bank and Trust in Jasper, Ga., from the Federal Deposit Insurance Corp. the same day.

About 95% of the banks with less than $10 billion of assets are raising capital almost exclusively through private placements, said Walter Moeling 4th, a partner at the Bryan Cave law firm in Atlanta.

These offerings do not have to be registered with the Securities and Exchange Commission, making them hard to track.

Moeling said banks with less than $1 billion of assets can typically save about 75% of the cost of a public offering by doing a private placement instead.

Many analysts say this is just the beginning of a wave of stock offerings as community banks seek more capital for a greater variety of reasons than recently. These include meeting capital deadlines imposed by regulators or stemming from concerns that regulators will formally increase capital-ratio requirements soon.

"The regulators are requiring banks to raise capital. That is the No. 1 reason for us" and for most banks, said Lowell Dansker, the chairman of Intervest Bancshares Corp. in New York.

The company said on Aug. 2 that it had begun a $40 million public offering to recapitalize its Intervest National Bank. The $2.1 billion-asset bank was well capitalized, with a 12.05% total risk-based capital ratio at June 30.

Some banks may be considered well-capitalized yet "know they will not have enough for the regulatory changes" ahead, said Andy Stapp, an analyst at B. Riley & Co. Inc.

As an example, he pointed to First Commonwealth Financial Corp. in Indiana, Pa., which announced a $75 million public offering Aug. 2.

The $6.1 billion-asset parent company of First Commonwealth Bank said it would use the money "for working capital and general corporate purposes." The bank exceeded current "well-capitalized" regulatory standards, with an 11.39% total risk-based capital ratio at June 30.

"They knew they wouldn't have enough capital once the regulators decide what the new capital ratios will be," Stapp said.

"A lot of people are saying the new capital ratio requirements will be 200 basis points over what the current standards are," he said. (Attempts to reach First Commonwealth for comment were unsuccessful.)

A bank's total risk-based capital ratio is required to be at least 10% for it to be considered well-capitalized.

Some community banks are shopping for capital to repay the Tarp investments in their stock, which will probably motivate most offerings in the near future.

"The big story continues to be their ability to pay off Tarp," Stapp said.

WSFS Financial Corp. in Wilmington, Del., is one such example. It said Monday that it had raised $50 million in a public offering that was started last week.

The company's chief financial officer, Steve Fowle, said WSFS wanted to complete the capital raising before August — when many investors are away from their offices and those who are working are waiting to digest all the earnings reports — but that it was also "the right time to pay back Tarp."

The $3.8 billion-asset parent company of Wilmington Savings Fund Society got $52.6 million in Tarp funds in 2009.

Fowle said the company also felt a greater urgency to raise capital after announcing its deal to buy a competitor, Christiana Bank and Trust Co. in Greenville, Del.

A small but growing segment of community banks has been raising capital for acquisitions — either to finance them or to prevent themselves from becoming targets.

"You're either going to be eaten or be the one eating," Cappello said. "If you don't want to be acquired, then you better raise capital."

The amounts of capital that community banks are trying to raise are also steadily increasing, often beyond the amounts needed to repurchase Tarp shares.

The average gross amount offered by a bank rose from $45 million in January to a high of $134 million in May. The first two deals announced in the first week of August averaged $59.4 million in capital.

Not every bank will succeed in raising capital, observers said.

"There is more money available now than there was a year or two ago, … but it's got to be a really clean, really safe and a fairly large bank," Moeling said.

Cappello said he is finding that investors are more interested in banks that will clean up their problem assets before receiving an injection of funds because the investors are more wary about the prospects of the assets' recovering.

"Up until recently, many investors viewed nonperforming assets as recoveries for the future that would reap future earnings," he said. Now, "the big equity funds seem to be more interested if the bank cleans its book first."

Concern about problem assets continues to weigh on offerings' price per share, despite a pickup in investor interest since last year.

"The most important issue for investors is: 'Has the bleeding stopped, and is there more to come?' " Cappello said. "That is the biggest issue when they do their due diligence."

"Most banks that are recapitalizing are doing so at a fraction of what they were worth," Dansker said. At his company's height, Intervest shares were trading at $48. Now, they fetch about $3.

"It's painful, but it is necessary" to raise capital at such levels, he said. "On the plus side, it is attractive for" the investors.

Register or login for access to this item and much more

All Bank Investment Consultant content is archived after seven days.

Community members receive:
  • All recent and archived articles
  • Conference offers and updates
  • A full menu of enewsletter options
  • Web seminars, white papers, ebooks

Don't have an account? Register for Free Unlimited Access