Latest / The Money and Banking Law Podcast with Joe Silvia / Understanding How Financial Institutions Raise Capital with Matt Shields
Transcript
- 0:01Hello and welcome to the Money in Banking Law
- 0:03Podcast with Joe Silvia, brought to you by Duane
- 0:05Morris, an international law firm with roughly
- 0:0830 offices and 1 ,000 lawyers all over the world.
- 0:11I'm your host, Joe Silvia. I'm a former Federal
- 0:13Reserve lawyer who represents banks, fintechs,
- 0:16and financial services clients on M &A, payments,
- 0:19and regulatory matters at Duane Morris. I'm also
- 0:22a core member of our banking, fintech, and digital
- 0:24assets and blockchain practices. Now, while we
- 0:27can't provide legal, financial, investment, or
- 0:29tax advice on the podcast, our goal for the Money
- 0:32in Banking Law podcast is to inform and educate
- 0:34our clients and friends on both the fundamental
- 0:37concepts and structure of the banking ecosystem,
- 0:39as well as critical developments in the law and
- 0:41regulation of money in banking. Thanks for joining
- 0:43us today. As always, if you have any questions
- 0:45from any of our podcast episodes, please reach
- 0:48out to me at jsylvia at dwaynemorris .com. On
- 0:52this episode, we're talking about capital raising
- 0:54for financial institutions with Matt Shields,
- 0:57who joins us from Performance Trust. Welcome,
- 1:12Matt. Great to have you. I really appreciate
- 1:14you being here. It's good to have another great
- 1:15friend on. Can you start by giving the audience
- 1:19a little bit of your background, where you came
- 1:21from, what you're focused on, and what you're
- 1:23doing with Performance Trust? Absolutely. Thank
- 1:26you, Joe, for having me on. Excited to share
- 1:28kind of what we're seeing in the market today.
- 1:31Backing up a bit for me, I started my career
- 1:33working with community banks in 2004. I had the
- 1:37pleasure of working at Fig Partners for 10 years,
- 1:39then had a stint of about five years at Hubdy
- 1:42Group. and now I've been at Performance Trust
- 1:44for almost nine years. Most of my time today
- 1:47is spent raising capital in the forms of debt,
- 1:50equity, or preferred for financial institutions.
- 1:54Primarily that means community banks, but we
- 1:57have worked with other companies outside the
- 1:58world of community banking as well. That's great.
- 2:02I really appreciate it. So where do you think
- 2:04things sit early in 2026? What do you have generally
- 2:11as an expectation for this year and, you know,
- 2:15whether it's different from the past? But what
- 2:17are you looking at for this year as expectations?
- 2:21Yeah, 2026, I think the expectations are high
- 2:24in a positive way. You know, 2025, we really
- 2:27saw a rebirth of, first and foremost, subordinated
- 2:30debt, which was extremely robust. You know, myself
- 2:34and you have worked on a handful of deals over
- 2:35the years. We were extremely busy in 2020, 21,
- 2:3922. Those markets kind of quieted down after
- 2:42the initial rate shock we all experienced and
- 2:45really came back to life in 2025. And so as we
- 2:48start out 2026, I think a lot of that momentum
- 2:51that we saw in 2025 is carried into 2026. And
- 2:54I'll add, outside of just the subdebt world,
- 2:56it's really expanded to common equity as well.
- 3:00Bank valuations in general have moved up pretty
- 3:03nicely, the back half of 25 and into 26. So for
- 3:07many years, we were limited mostly to subordinated
- 3:10debt because equity valuations were so depressed.
- 3:12And now with most or many bank stocks trading
- 3:15at healthier levels, it affords us the conversation
- 3:17to bring common equity to the table as well.
- 3:20So when we're working with our banks, it's really
- 3:22talking a lot about subdebt and probably a little
- 3:24bit more than we have in the past about common
- 3:25equity when that makes sense for the conversation
- 3:27as well. Yeah, absolutely. Are those conversations
- 3:31about the equity side of things, are those coming
- 3:35from the banks themselves or are they more performance
- 3:40trust saying this is also an option that maybe
- 3:43you haven't thought of in the past five or six
- 3:46or seven years because of the valuation metrics,
- 3:49because of other things? Is it more from the
- 3:52banks that are starting to think about the equity
- 3:53side as opposed to debt or is it just another
- 3:56option for them? Yeah, I'd say the fastball for
- 4:00us at PT are banks $5 billion and below. So we've
- 4:03spent years and years educating banks, not only
- 4:05on sub -debt, but now kind of limping into common
- 4:08equity as part of that conversation as well.
- 4:10And for many of the institutions, they've taken
- 4:12advantage of the years of subordinated debt,
- 4:14and maybe they continue to have opportunities
- 4:16on the M &A side, on growth side, organically,
- 4:20lift outs of teams, or for whatever reason, they
- 4:22might need more capital. And for some banks,
- 4:26that are tapped out on sub -debt and maybe can't
- 4:27issue more. Common equity can maybe be the right
- 4:30capital alternative for them. So there's education
- 4:32on that front. We continue to see liquidity needs
- 4:36for shareholders. It is always a topic of conversation,
- 4:40and oftentimes that can be rectified through
- 4:42common equity. That might be just an uplisting
- 4:45to OTC. It could be a full IPO, or it could be
- 4:48some sort of private placement that provides
- 4:50liquidity to shareholders. So there's a lot of
- 4:53education occurring. I think a lot of banks,
- 4:56need to get smart and getting smarter around
- 4:59the Russell. And when it makes sense to uplist
- 5:02from the OTC and into the NASDAQ and does common
- 5:04equity, new common equity come alongside of that?
- 5:07Those are all healthy conversations we're having
- 5:09for banks today that maybe sub debt is or isn't
- 5:12the right answer for them. That's a great point.
- 5:14So stepping back a little bit, you mentioned
- 5:18kind of the education of banks and boards of
- 5:21directors and so forth. Where do Where do some
- 5:26of your conversations start when someone is affirmatively
- 5:30looking to raise money? What are those initial
- 5:35steps that you and or the banks should really
- 5:41be thinking about in getting ready for a capital
- 5:44raise? Yes, I think PT is a little bit unique
- 5:48in our process. We tell banks and investors that
- 5:52we are as much an education company as we are
- 5:54an investment bank. Yes, we provide investment
- 5:57banking services, balance sheet strategies, asset
- 5:59liabilities, enterprise risk, you name it. A
- 6:02lot of the things that banks need to be successful
- 6:04participants in their community. But I think
- 6:06what we do is we start out by understanding who
- 6:08the institution is and making sure we understand
- 6:11the strategies that they want to take and make
- 6:13sure they understand who they are. In most of
- 6:15those conversations, I think oftentimes if it's
- 6:18balance sheet specific, it might have historically
- 6:20started with the treasurer. But today, as our
- 6:23expertise has matured, most of those conversations
- 6:25really start and end with the CEO and the CFO.
- 6:29And then when it comes time to really hit yes
- 6:31or no, the board is brought in. But most of the
- 6:34education is brought up through the CFO and the
- 6:37CEO, making sure they understand what types of
- 6:40capital are afforded to them. Because just because
- 6:42you're a bank that's... a billion or two billion,
- 6:45common equity may or may not be the right answer,
- 6:47or it might not even be available to you if you're
- 6:49a private institution, depending on the shareholder
- 6:51makeup, and what management is willing to commit
- 6:54to potentially new investors. So again, we like
- 6:57to start out by understanding who they are, what
- 6:59they want to be, understand who that bank is
- 7:02and how it acts in multiple rate scenarios. That's
- 7:04one thing we preach a lot, is understanding what
- 7:07your bank does and how it reacts, whether interest
- 7:09rates go up or down. That's important clarity
- 7:11that any investor is going to want. Once we have
- 7:14that framework and that discussion head, it leads
- 7:16to capital and then understanding what type of
- 7:18capital best suits the needs of the company and
- 7:20the strategies that they have. Yeah, that's great.
- 7:22You mentioned taking steps to come off the OTC
- 7:28market and look at the Russell and otherwise.
- 7:31Are there specific... metrics that you typically
- 7:35will look at for that with respect to an institution,
- 7:38whether it's outstanding shares, capital, liquidity
- 7:42issues, or is it something different that maybe
- 7:46banks need to be thinking about? Yeah, I think
- 7:49the OTC is a great interim step for banks that
- 7:52want to kind of limp into being a public company.
- 7:54It absolutely provides them a public ticker.
- 7:57It provides their shareholders access through
- 7:59online brokerage systems. It gives them a more
- 8:02formalized professional. way to exchange shares.
- 8:05That being said, there's a segment of investors
- 8:08that can and cannot participate on OTC. And so
- 8:12when you think about maximizing the liquidity
- 8:14of your company, of your stock, NASDAQ and NYSE
- 8:18have really become the de facto exchanges for
- 8:20community banks. Now, for most community banks,
- 8:23I'd say the conversation seems to come up most
- 8:25frequently for banks when they start getting
- 8:27around that level of, can you be added to the
- 8:30Russell Index? And that Russell index is oftentimes
- 8:32a catalyst for liquidity. And so of late, that
- 8:36market cap has been, when you're around $150
- 8:39-ish million in market cap, having a conversation
- 8:41about going from the OTC to NASDAQ or from the
- 8:44OTC going to NYC or going from being a private
- 8:47company to a full -blown public company can make
- 8:50a lot of sense. That market cap seems to be an
- 8:53appropriate size to attract good institutional
- 8:56following, if that's part of your strategy. good
- 8:58institutional interest for new investors, and
- 9:01provide enough liquidity to make it worth your
- 9:04while, the costs associated with being a public
- 9:05company and providing enough liquidity in the
- 9:07marketplace for investors to buy and sell over
- 9:10time. Yeah. Is there anything that you would
- 9:15specifically advise a bank that's either on the
- 9:25OTC or not currently publicly traded in terms
- 9:30of preparation for becoming a more full blown
- 9:35publicly traded company? Is it, I mean, I'm imagining
- 9:39it's some, some combination of good governance,
- 9:44good documentation, get your house in order kind
- 9:47of things, disclosures and so forth. But is there
- 9:51anything from maybe more of the financial side
- 9:54that that you look to in educating these clients
- 9:58to understand what it means to become public
- 10:01and what it will look like going forward? What
- 10:05do they need to do to prepare for that? Yeah,
- 10:08I mean, they need to first and foremost make
- 10:10sure they have a good regulatory partner like
- 10:12yourself, someone that's been there, done that.
- 10:14As you think about filing Ks and Qs. It's a heavy
- 10:16lift, and a CFO that wears many hats in a community
- 10:20bank, anywhere from being the CFO to the janitor
- 10:23to HR, it gets a lot harder as a public company
- 10:26with quarterly filings. As you mentioned, you
- 10:30need to make sure your board is knowledgeable
- 10:32about what it means to them to be a public company
- 10:35and what type of information they can share in
- 10:38and around the community that maybe they could
- 10:39share in the past as a private company versus
- 10:41as a public company. So there's no shortage of
- 10:44disclosure and education from an accounting standpoint.
- 10:47It's typically six months to a year to make sure
- 10:50your balance sheet and audited financials are
- 10:52clean and in a manner that can be digested kind
- 10:55of in a public venue. And then you kind of have
- 10:57to rinse and repeat every quarter that comes
- 10:59about with earnings. You have to get educated
- 11:02and practice around telling your story to the
- 11:05institutional marketplace. As a public company,
- 11:08what you say and do will be seen most likely
- 11:11by the public. So non -deal roadshows, getting
- 11:15on the road, telling your story, attending conferences,
- 11:17and being able to tell your story in a professional
- 11:22and clean manner to investors that might want
- 11:25to invest in your company are all kind of practices
- 11:27and procedures that a company would have to take
- 11:29on if they really want to become a fully -blown
- 11:31public company. That's great. Let's kind of move
- 11:35back into the market trends, what you're seeing.
- 11:38Are there any trends that you're seeing for 2026
- 11:43that either are new or somewhat unique with respect
- 11:48to capital raising or what some of the clients
- 11:50might be thinking about or asking you as their
- 11:53financial advisor? Yeah, the greatest trends
- 11:57we've been experiencing for really the better
- 11:59part of a year or so is subordinated debt. As
- 12:02I mentioned, if we look back to 2020, 21, 22,
- 12:05billions and billions of dollars were issued
- 12:08by community banks in the form of subordinated
- 12:10debt. Most of that are 10 -year notes with a
- 12:13five -year non -call provision, which means after
- 12:17that five -year anniversary, most of those institutions
- 12:19are going to think about, hey, should I refinance
- 12:21this subdebt? Should I pay it off? Should I let
- 12:24it float? And so those decisions are being had
- 12:27all over the place with banks of all shapes and
- 12:29all sizes. For performance trust alone, if I
- 12:32look at the amount of banks that we've issued
- 12:34capital for and how many of those banks issued
- 12:36five years ago, and so are really having those
- 12:39conversations today, for us, it's about a billion
- 12:41to $2 billion worth of sub -debt we issued around
- 12:442021 alone. And so those banks, now the five
- 12:48-year anniversary is coming up, whether it be
- 12:49this month, next month, or later this year, are
- 12:51starting to run the math and think about what
- 12:53should we do with that. Should we let it float?
- 12:55For many banks, they are fortunate to issue at
- 12:58kind of really tight spreads. And so the back
- 13:01end floating rate might be lower than where we
- 13:03can issue for them today. I'd say today, as it
- 13:06relates to rates, we're issuing anywhere from
- 13:08the low sixes to kind of the mid sevens, depending
- 13:11on the bank. And that's all pre -tax. So very
- 13:14attractive levels today for banks to issue capital
- 13:17that will most likely feel like tier one of the
- 13:18bank and be durable for five years with no covenants,
- 13:22no collateral. There's just a lot of subordinated
- 13:24debt that can and probably will be refinanced.
- 13:27In addition to that, there's a lot of liquidity
- 13:29coming back on the balance sheets of both banks
- 13:32and institutional investors. And bank subdebt
- 13:34has been a place that's been a really great place
- 13:36to be, with the exception of a couple of hiccups
- 13:38we've seen over the past couple of years. Absolutely.
- 13:42And I know from our time working together on
- 13:45some of these deals, there's very... generalized
- 13:49types of disclosures as to what the money is
- 13:51going to be used for, right? What are the notes
- 13:53going to be used for? How's the debt going to
- 13:55be spent? Has that changed or is that changing
- 14:00in your mind? Are people focusing more on using
- 14:03the debt for acquisitions? Is it going to be
- 14:05this refinance type of scenario more than anything
- 14:08you think? I mean, what are you seeing out there
- 14:11for the market participants in using capital?
- 14:16The refinance is a big part of the story. And
- 14:18most of the companies that are refinancing today
- 14:20are bigger, stronger, faster than they were five
- 14:22years ago. So they might have $20 million outstanding
- 14:24and they might want to refinance and do a little
- 14:26bit more just to give them a little bit more
- 14:28dry powder. They have more equity capital. They
- 14:30have a larger balance sheet. They have more opportunities.
- 14:33The refinance is certainly one. As M &A continues
- 14:36to be active and continues to heat up, we think
- 14:39in 2026, subordinated debt for a lot of banks
- 14:42is a great way to fund that acquisition or to
- 14:44buffer capital ratios. And then just general
- 14:46corporate general corporate purposes, as you
- 14:48mentioned, organic growth. Things have been strong
- 14:51and continue to be strong. And sub debt is a
- 14:53very inexpensive way to fund that growth. So
- 14:55those are really the three areas that we're seeing
- 14:57most conversations around sub debt today. That's
- 15:01fascinating. I remember some of the rates that
- 15:05we would. lock in for clients back in 21 and
- 15:0820 and 2020 and they were uh kind of like having
- 15:11a mortgage rate at two and a half or three percent
- 15:13it's like you don't want to get rid of it but
- 15:14uh at some point things change yep but it's interesting
- 15:19that's a great point and we talk about that a
- 15:21lot with our clients to say man i wish i had
- 15:23issued at three and a half or i think the lowest
- 15:25we ever did was maybe three percent um you know
- 15:28five or so years ago but as you look at spreads
- 15:30today and you think about a bank that issued
- 15:33sub -debt at the tightness of spreads five years
- 15:36ago at 3%, there really weren't a lot of options
- 15:39to redeploy that capital. Loan growth was quiet.
- 15:42The securities market was extremely low. So your
- 15:46ability to lever that capital was really tough.
- 15:48Today, although you're issuing at 6 .5%, 6%,
- 15:51whatever it might be, there's a lot of options
- 15:53out there to either lend at rates higher than
- 15:56that. or invest into securities of all different
- 15:58shapes and sizes that make that capital really
- 16:01easy to be leveraged. And so it feels a little
- 16:04bit less opportunistic issuing at 6 % than it
- 16:08did at 3%, but the reality is your ability to
- 16:10lever that capital in a profitable way today
- 16:12is probably easier than it would have been when
- 16:14you issued at 3%. Now, granted, if you were smart
- 16:16enough to issue a bunch at 3%, wait around and
- 16:19do nothing until rates shut up, you absolutely
- 16:20won. But that wasn't the reality of what most
- 16:23people did. Right. Yeah, that's absolutely right.
- 16:27So when you're walking clients through not only
- 16:33the structure, but the use of the capital and
- 16:36what the financials look like post -transaction,
- 16:39how far out are you typically looking in terms
- 16:42of those pro formas? like you mentioned, leveraging
- 16:45what you're acquiring in the capital raise or
- 16:48the debt that you're issuing? How far out are
- 16:50the bankers thinking about servicing that debt
- 16:53and what they're doing with it? Yeah, I'd say
- 16:56our process is probably a little bit more robust
- 16:58than most. I mean, we typically like to look
- 17:00at a bank and their balance sheet over a one
- 17:02year and a three year time horizon. And then
- 17:04we want to stress test that bank over, again,
- 17:06multiple scenarios. So we want to know what you
- 17:08look like today. And we want to know what happens
- 17:10if rates go up 200, go down 200 and everywhere
- 17:13in between. So we really have a good sense of
- 17:15how your bank is going to act in multiple scenarios,
- 17:17as well as stress testing it for credit issues.
- 17:22We haven't seen any real credit issues for quite
- 17:24some time. But that is part of banking, and we
- 17:26do expect it to kind of normalize this year and
- 17:28look into the future. So once we understand all
- 17:31that, we typically like to make sure we understand
- 17:33where the bank is going to be a year from now,
- 17:34three years from now, and then sometimes even
- 17:36longer. And that process will really help us
- 17:38illuminate what type of capital is the right
- 17:40solution for them. It might be sub -debt or it
- 17:43might be common equity, again, depending on what
- 17:44they're thinking about doing with that capital.
- 17:46And are there common touch points every quarter,
- 17:51six months, every other year that – Banks might
- 17:54reach out to you or you might be reaching back
- 17:56out to clients to touch base on how the capital
- 17:59raise went overall, how the money is being deployed
- 18:04and used. Are there regular touch points that
- 18:08you try and make sure that you hit with clients?
- 18:12Yeah, I think there's two different levels of
- 18:14touch points. If it's the world of equity capital,
- 18:17it's probably more robust. And so both performance
- 18:20trust, if we help issue for someone common equity,
- 18:22and the institutional investors or the investors
- 18:24are probably going to have more active dialogue.
- 18:26That could be quarterly or at least semi -annually
- 18:28discussing kind of what's going on in the balance
- 18:31sheet, what our earnings look like, and the like.
- 18:33Sub -debt, typically, if you're a good, strong,
- 18:36healthy community bank and you issue subordinated
- 18:37debt and you're making your payments and your
- 18:39balance sheet doesn't change dramatically, you're
- 18:42probably not going to hear from your note holders.
- 18:44We certainly keep our eyes on our issuers quarterly
- 18:47and look at their financials and make sure we
- 18:49understand what's going on. But if things are
- 18:51going as expected, there's really not many conversations
- 18:54to be had between debt issuers and, you know,
- 18:57us at Performance Trust and the note holders.
- 18:59Yeah, that makes sense. That's interesting that
- 19:05it's, I mean, I was expecting that you were going
- 19:11to have a positive outlook, right? We've heard
- 19:13a lot of folks talking about positive outlook
- 19:15for M &A, for banking generally with interest
- 19:17rates and so forth. So it's not surprising that
- 19:19you've got the positive outlook with respect
- 19:21to capital raising. And I think that's probably
- 19:23even more so the case as we hear about more M
- 19:28&A on the horizon and folks wanting to raise
- 19:30capital for that specific purpose. But I wonder.
- 19:35Some of the conversations that I've had over
- 19:38the past few years with especially smaller community
- 19:41banks is that they are potentially looking at
- 19:47options for shareholder liquidity. And you mentioned
- 19:50this earlier on, but options for shareholder
- 19:52liquidity because of a couple of reasons, whether
- 19:54the shareholder base is getting older, they're
- 19:57trying to plan for their estates going forward,
- 20:00or if the shareholders are in fact the C -suite
- 20:05or certain directors who are looking for a liquidity
- 20:08event because they've been involved with it for
- 20:1020 or 30 years. Has that been a robust amount
- 20:16of conversation in terms of using it for basically
- 20:20a succession planning tool in some ways? Yeah,
- 20:24absolutely. It seems like more and more banks
- 20:27that we're engaging with that maybe want to consider
- 20:30a sale or consider a significant equity offering.
- 20:35There's some liquidity that's been pent up there.
- 20:36It could have been a private investment of a
- 20:39private equity company that now is five, six,
- 20:41seven years into their investment and needs some
- 20:43liquidity. It could be an aging board that has
- 20:46no real succession plan for management. And so
- 20:49the only path there is liquidity. So IPO and
- 20:52equity offering certainly can be a path without
- 20:56liquidity for those shareholders. A sale is one
- 20:58that you know kind of gets that maximum value,
- 21:01that terminal value. So there's always a tug
- 21:03and pull between the bank remaining independent
- 21:04through maybe going public or an equity raise
- 21:07and then ultimately selling for a higher valuation.
- 21:10And I wouldn't be surprised that most of those
- 21:12folks that are liquidating or need out and want
- 21:14liquidity want to get paid as high as possible.
- 21:16And that's typically going to be through a sale
- 21:18as opposed to an equity raise. I think those
- 21:22things are accurate. And I think you talked about
- 21:23being optimistic in 2026. We certainly are optimistic
- 21:26on where the capital markets are today. I'd say
- 21:29we're equally cognizant of the fact that capital
- 21:33markets can open and close off of one bad headline.
- 21:36And so we're extremely passionate about making
- 21:38sure our clients understand the opportunities
- 21:41they have today to really issue almost any types
- 21:43of capital. The markets are open for if you're
- 21:46a good, strong, healthy bank and taking advantage
- 21:48of that window while it's open because it could
- 21:50close tomorrow as quickly as it reopens. Yeah,
- 21:54that's a good point. So I know we're getting
- 21:57short on time and I want to be respectful of
- 21:58your time, but maybe another question, but a
- 22:02different angle. Are there situations where a
- 22:07bank comes to you and says, hey, we want to raise
- 22:11capital, whether through debt or equity? And
- 22:15this is our story. And you go through everything
- 22:18and you say, you know what? I don't know that
- 22:20it makes sense for you to do this. Are those,
- 22:24I mean, I'm sure they're relatively few and far
- 22:27between, but is there any consistency as to why
- 22:31Performance Trust or any other investment bank
- 22:34would say, you know what? I don't think you're
- 22:36either not ready or it's just not appropriate
- 22:38for you or. this isn't the right story to tell.
- 22:42Is there any consistency with where you would
- 22:44say, you know what, let's hold off? On the equity
- 22:48front, absolutely. Typically, when we're working
- 22:51with equity investors, they're institutional
- 22:53investors. And there's often times where banks
- 22:55just aren't ready, aren't mature enough. don't
- 22:58understand kind of what comes along with that.
- 23:00And so an equity investment from those type of
- 23:03investors, which can be great long -term investors,
- 23:05but you really need to up your game and you need
- 23:07to know what you're getting into. So there's
- 23:08often times where through conversations with
- 23:10us, we determine that equity capital is not the
- 23:13right answer. That conversation can certainly
- 23:16go to subordinated debt. I think we've been really
- 23:19actively talking about subordinated debt for
- 23:21banks, even if they don't have a transaction
- 23:24today or even if they don't have a team they
- 23:26want to bring on today. The cost of capital and
- 23:28the spread tightening being what it is today,
- 23:30it still can be a really nice part of your capital
- 23:33stack and a really nice war chest to build. And
- 23:36so it's rare that subordinated debt doesn't fit
- 23:39a long -term strategy of a bank because it's
- 23:41a 10 -year instrument. Depending on who that
- 23:44bank is, there's usually a good opportunity over
- 23:46some period of time to capitalize on that sub
- 23:48-debt and kind of park it. while you're waiting
- 23:51to deploy it. But I'd say those conversations
- 23:53around capital not being the right option for
- 23:55you is more so around common equity and making
- 23:58sure the bank is ready for what that entails.
- 24:00Great, thanks. Is there anything else before
- 24:03we kind of wrap up here? Anything else that you
- 24:05want the audience to know about either you or
- 24:08Performance Trust or what you see on the horizon?
- 24:12Yeah, I think the one other nugget I'd talk about
- 24:14as it relates to subordinated debt, there's been
- 24:16conversations and you on the legal side might
- 24:18have more insight than me, but of the small bank
- 24:20holding company threshold lifting from $3 billion
- 24:23to something higher. Maybe that's $5, maybe that's
- 24:25$10. And so I think about all the banks that
- 24:27are currently $3 billion to, let's say, $10.
- 24:30They can't rely on sub -debt the same way the
- 24:32banks below $3 billion can. So if that regulatory
- 24:35threshold gets lifted, I do think it opens up
- 24:37the landscape for a lot of those banks to take
- 24:40advantage of sub -debt in the same way smaller
- 24:42banks are. That could really kind of shift the
- 24:44dynamic of banks that have had to focus maybe
- 24:47more on preferred capital or common equity back
- 24:50into the land of sub -debt. And so kind of maybe
- 24:53throw off kilter for a little bit, the supply
- 24:55and demand. And so again, we're really passionate
- 24:58about what the opportunity looks like today for
- 24:59community banks to issue sub -debt. If that goes
- 25:01up even higher from a $3 billion to higher, I
- 25:04think we'll see even more activity in the world
- 25:06of sub -debt from those larger banks. Yeah, I
- 25:09100 % agree. I mean, we've kind of already seen
- 25:11some of the regulators talk about community banking
- 25:14really being institutions that are under $30
- 25:17billion in assets. Wow. A lot more than the $10
- 25:21billion that we had been previously talking about.
- 25:23So upping the small bank holding company policy
- 25:27statement from $3 billion to $5 or $10 doesn't
- 25:30seem like that far -fetched of an idea, at least
- 25:32at this point to me. So I absolutely agree that
- 25:34that would be really fascinating going forward.
- 25:38Yeah, the really cool part about that, I'd say,
- 25:40is the really cool part, if that happens and
- 25:42those larger banks are able to utilize subordinated
- 25:44debt to kind of fund their business, fund their
- 25:46growth. it usually will mean those banks should
- 25:48be even more profitable, right? Because that
- 25:50cost of capital is significantly less than common
- 25:52equity or in most cases preferred. And so it
- 25:55would be great to see kind of increased profitability
- 25:57roll into some of those banks and help kind of
- 25:59the bank stock valuations that, if you look over
- 26:02like a three -year or five -year horizon, haven't
- 26:04been great. We've seen a tick up of late, but
- 26:07that could add some more kind of earnings power
- 26:10to the banks and hopefully some more momentum
- 26:11into community banking in general. Yeah, no,
- 26:14I absolutely agree. A hundred percent. Matt,
- 26:16this has been great. I really appreciate you
- 26:18being with us. I really appreciate the time for
- 26:20our audience that, that needs your support. Where,
- 26:23where can they find you professionally? Yeah,
- 26:26LinkedIn is always an easy option. I'd say my
- 26:29email, I'm pretty responsive as well. Just mshields
- 26:32at performancetrust .com or visit our website.
- 26:35There's a robust amount of connections, information,
- 26:39contact information on our website. So feel free
- 26:41to reach out with any questions. I would love
- 26:43to help in any way we can. Yeah, awesome. I really
- 26:46appreciate it again, Matt. It's been fantastic.
- 26:48Hopefully you'll come back and we can kind of
- 26:50double check on your predictions for 2026 and
- 26:52going forward. Absolutely. Thank you, Joe. Of
- 26:56course. So that's all for today. If you have
- 26:58any questions from this or any of our podcasts,
- 27:00please let me know at jsylvia .dwaynemorris .com
- 27:04or you can reach out to any of your favorite
- 27:06Dwayne Morris lawyers. Be sure to like and subscribe
- 27:08wherever you do get your podcasts. I appreciate
- 27:10everybody listening in. Stay tuned for new episodes
- 27:13coming regularly by Dwayne Morris and the Money
- 27:16and Banking Law Podcast. Thanks so much.