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Mercantil Bank Holding Corp Form S-1/A Filed 2018-12-18

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Mercantil Bank Holding Corp Form S-1/A Filed 2018-12-18 SECURITIES AND EXCHANGE COMMISSION FORM S-1/A General form of registration statement for all companies including face-amount certificate companies [amend] Filing Date: 2018-12-18 SEC Accession No. 0001193125-18-351573 (HTML Version on secdatabase.com) FILER Mercantil Bank Holding Corp Mailing Address Business Address 220 ALHAMBRA CIRCLE 220 ALHAMBRA CIRCLE CIK:1734342| IRS No.: 650032379 | State of Incorp.:FL | Fiscal Year End: 1231 CORAL GABLES FL 33134 CORAL GABLES FL 33134 Type: S-1/A | Act: 33 | File No.: 333-227744 | Film No.: 181239480 (305)460-4038 SIC: 6021 National commercial banks Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents As filed with the U.S. Securities and Exchange Commission on December 18, 2018 Registration No. 333-227744 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MERCANTIL BANK HOLDING CORPORATION (Exact name of registrant as specified in its charter) Florida 6021 65-0032379 (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 220 Alhambra Circle Coral Gables, Florida 33134 (305) 460-8728 (Address, including zip code, and telephone number, including area code, of registrants principal executive offices) Millar Wilson Chief Executive Officer Mercantil Bank Holding Corporation 220 Alhambra Circle Coral Gables, Florida 33134 (305) 460-8728 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Ralph F. MacDonald III Nicholas A. Kronfeld Jones Day John Banes 1420 Peachtree Street, N.E., Suite 800 Davis Polk & Wardwell LLP Atlanta, Georgia 30309 450 Lexington Avenue (404) 521-3939 New York, New York 10017 (212) 450-4000 Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration statement. If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: ☐ If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐ Accelerated filer ☐ Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Non-accelerated filer ☒ Smaller reporting company ☐ Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐ CALCULATION OF REGISTRATION FEE Proposed Amount of Title of Each Class of Maximum Aggregate Registration Securities to be Registered Offering Price(1)(2) Fee(3) Class A common stock, par value $0.10 per share $94,185,000 $11,415.22+ + Previously paid. (1) Includes the offering price of shares of Class A common stock that may be sold if the option to purchase additional shares of Class A common stock granted to the underwriters is exercised. (2) This amount represents the proposed maximum aggregate offering price of the securities registered hereunder to be sold by the registrant and the selling shareholder. This figure is estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act of 1933. (3) Calculated pursuant to Rule 457(o) under the Securities Act of 1933 based on an estimate of the proposed maximum offering price. The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the United States Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine. Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents The information in this preliminary prospectus is not complete and may be changed. Neither we nor the selling shareholder may offer these securities until the registration statement filed with the United States Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETION, DATED DECEMBER 18, 2018 PRELIMINARY PROSPECTUS Shares Class A Common Stock This is the initial public offering of Mercantil Bank Holding Corporations Class A common stock, which we refer to as the Offering. We are a bank holding company for Amerant Bank, N.A., a national bank headquartered in Coral Gables, Florida. We are rebranding our organization as Amerant. We are offering 1,377,523 shares of our Class A common stock. Mercantil Servicios Financieros, C.A., the selling shareholder identified in this prospectus, is offering all of its 4,922,477 shares of our Class A common stock. We will not receive any of the proceeds from the sale of the shares being sold by the selling shareholder. We currently estimate that the Offering price per share of our Class A common stock will be $13.00 per share. Our Class A common stock and our Class B common stock are listed on the Nasdaq Global Select Market under the trading symbols AMTB and AMTBB, respectively. On December 17, 2018, the last reported sales price of our Class A common stock was $10.65 per share. Our Class B common stock is not convertible into our Class A common stock and no shares of our Class B common stock are included in this Offering. Investing in our Class A common stock involves risks. See Risk Factors beginning on page 26, for a discussion of certain risks that you should consider before investing in our Class A common stock. Neither the United States Securities and Exchange Commission nor any state securities commission nor regulatory body has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. Our Class A common stock is not a deposit and is not insured or guaranteed by the FDIC or any other governmental agency. We are an emerging growth company, as defined in Section 2(a) of the Securities Act of 1933, which we refer to as the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, which we refer to as the JOBS Act. Therefore, we are allowed to provide in this registration statement, which we refer to as the Offering Registration Statement, more limited disclosures than a registrant that would not so qualify. In addition, for so long as we remain an emerging growth company, we may also take advantage of certain limited exceptions from investor protection laws such as the Sarbanes-Oxley Act of 2002, which we refer to as the Sarbanes-Oxley Act, and the Investor Protection and Securities Reform Act of 2010, for limited periods. See Emerging Growth Company Status below. Per Share Total Offering price $ $ Underwriting discount (1) $ $ Proceeds to us before expenses $ $ Proceeds to selling shareholder before expenses $ $ (1) See Underwriting for additional information regarding the underwriting discounts and commissions and certain expenses payable to the underwriters by us. The underwriters have an option for a period of 30 days to purchase up to an additional 945,000 shares of our Class A common stock from us at the Offering price less the underwriting discount. The underwriters expect to deliver the shares of our Class A common stock to purchasers on or about , 2018 through the book-entry facilities of The Depository Trust Company. RAYMOND JAMES KEEFE, BRUYETTE & WOODS A Stifel Company Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document STEPHENS INC. SUNTRUST ROBINSON HUMPHREY FIG PARTNERS, LLC The date of this prospectus is , 2018 Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of
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