Commercial Bancgroup, Inc.
Filed Aug 26, 2025.
View on SEC.govAbout this filing
A company's registration of shares for sale to the public, often for a first offering. It describes the business, its risks and how the company plans to use the money.
period unavailable · Filed Aug 26, 2025
Contents
CAPITALIZATION
The following table shows our capitalization, including regulatory capital ratios, on a consolidated basis, as of June 30, 2025:
on an actual basis; and
on a pro forma as adjusted basis, after giving effect to (i) the issuance and sale by us of shares of our common stock in this offering at an assumed initial public offering price of $ per share, which is the midpoint of the price range on the cover page of this prospectus, after deducting estimated underwriting discounts, commissions and offering expenses, and (ii) the application of the net proceeds from this offering as described in “Use of Proceeds.”
The capitalization information below is for illustrative purposes only, and our capitalization following the completion of this offering will be adjusted based on the actual initial public offering price and other terms of our initial public offering determined at pricing. You should read the following table in conjunction with the sections titled “Summary — Selected Historical Consolidated Financial Data and Other Information,” “Use of Proceeds,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and our consolidated financial statements and related notes appearing elsewhere in this prospectus.
| Actual · Pro Forma as Adjusted | |||
|---|---|---|---|
| (Dollars in thousands) | |||
| Cash and cash equivalents(1): | $151,282 | $ | |
| Debt: | |||
| Short-term borrowings | 46,300 | ||
| Long-term borrowings | 102,209 | ||
| Total borrowings | 148,509 | ||
| Shareholders’ equity: | |||
| Preferred Stock ($0.01 par value per share), 10,000,000 shares authorized and no shares issued and outstanding (actual and pro forma, as adjusted) | — | — | |
| Common Stock ($0.01 par value per share), 50,000,000 shares authorized, [•] shares issued and outstanding (actual); and [•] shares issued and outstanding (pro forma as adjusted) | 122 | ||
| Capital surplus | 8,406 | ||
| Retained earnings | 227,900 | ||
| Accumulated other comprehensive income | (1,161) | ||
| Total shareholders’ equity | $235,267 | $ | |
| Total capitalization | $535,058 | $ | |
| Actual | Pro Forma, as Adjusted | |
|---|---|---|
| (Dollars in thousands) | ||
| Capital ratios: | ||
| Common equity Tier 1 capital ratio | 12.14% | % |
| Tier 1 leverage ratio | 10.07% | % |
| Tier 1 risk-based capital ratio | 12.44% | % |
| Total risk-based capital ratio | 13.41% | % |
(1) A $1.00 increase (decrease) in the assumed initial public offering price of $ per share (the midpoint of the price range on the cover page of this prospectus) would increase (decrease) the as adjusted amount of our cash and cash equivalents, additional paid-in-capital, total shareholders’ equity and total capitalization by $ , assuming that the number of shares offered by us, as set forth on the cover page of this prospectus, remains the same, and after deducting the estimated underwriting discounts, commissions and offering expenses.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.