NICOLET BANKSHARES INCNIC
NICOLET BANKSHARES INC Debt Disclosure
SHORT AND LONG-TERM BORROWINGS
Junior Subordinated Debentures: Each of the junior subordinated debentures was issued to an underlying statutory trust (the “statutory trusts”), which issued trust preferred securities and common securities and used the proceeds from the issuance of the common and the trust preferred securities to purchase the junior subordinated debentures of the Company. The debentures represent the sole asset of the statutory trusts. The Company owns all of the common securities of the statutory trusts. The statutory trusts are not included in the consolidated financial statements. The net effect of all the documents entered into with respect to the trust preferred securities is that the Company, through payments on its debentures, is liable for the distributions and other payments required on the trust preferred securities. Interest on all debentures is current. Any applicable discounts (initially recorded to carry an acquired debenture at its then estimated fair value) are being accreted to interest expense over the remaining life of the debenture. All the junior subordinated debentures are currently callable and may be redeemed in part or in full, at par, plus any accrued but unpaid interest. At both December 31, 2025 and 2024, $40 million of trust preferred securities qualify as Tier 1 capital.
Short-Term Borrowings:
Short-term borrowings include any borrowing with an original contractual maturity of one year or less. The Company did not have any short-term borrowings outstanding at either December 31, 2025 or December 31, 2024.
Long-Term Borrowings:
Long-term borrowings include any borrowing with an original contractual maturity greater than one year. The components of long-term borrowings were as follows.
| (in thousands) | December 31, 2025 | December 31, 2024 | |||||||||
| FHLB advances | $ | — | $ | 5,000 | |||||||
| Junior subordinated debentures | 42,215 | 41,384 | |||||||||
| Subordinated notes | 92,645 | 115,003 | |||||||||
Total long-term borrowings | $ | 134,860 | $ | 161,387 | |||||||
FHLB Advances: The FHLB advance at December 31, 2024 had a fixed rate of 1.55%, required interest-only monthly payments, and matured in March 2025. The FHLB advance was collateralized by a blanket lien on qualifying residential first and junior mortgage loans which had a pledged balance of $865 million at December 31, 2024.
Subordinated Notes (the “Notes”): In July 2021, the Company completed the private placement of $100 million in fixed-to-floating rate subordinated notes due in 2031, with a fixed annual rate of 3.125% for the first five years, and will reset quarterly thereafter to the then current three-month Secured Overnight Financing Rate (“SOFR”) plus 237.5 basis points. The Notes due in 2031 are redeemable beginning July 15, 2026 and quarterly thereafter on any interest payment date. All outstanding Notes qualify as Tier 2 capital for regulatory purposes, and are discounted in accordance with regulations when the debt has five years or less remaining to maturity.
In December 2021, as the result of an acquisition, Nicolet assumed $22 million in fixed-to-floating rate subordinated notes due in 2030, with a fixed annual interest rate of 7.00% through June 30, 2025, at which point the interest rate would reset quarterly thereafter to the then current SOFR plus 687.5 basis points. The Notes due in 2030 were redeemed on June 30, 2025.
The following table shows the breakdown of junior subordinated debentures and subordinated notes.
As of 12/31/2025 | As of 12/31/2024 | |||||||||||||||||||||||||
| (in thousands) | Maturity Date | Interest Rate | Par | Unamortized Premium /(Discount) / Debt Issue Costs (1) | Carrying Value | Interest Rate | Carrying Value | |||||||||||||||||||
| Junior Subordinated Debentures: | ||||||||||||||||||||||||||
Mid-Wisconsin Statutory Trust I (2) | 12/15/2035 | 5.41 | % | $ | 10,310 | $ | (1,977) | $ | 8,333 | 6.05 | % | $ | 8,134 | |||||||||||||
Baylake Capital Trust II (3) | 9/30/2036 | 5.30 | % | 16,598 | (2,465) | 14,133 | 5.94 | % | 13,897 | |||||||||||||||||
First Menasha Statutory Trust (4) | 3/17/2034 | 6.76 | % | 5,155 | (356) | 4,799 | 7.40 | % | 4,755 | |||||||||||||||||
County Bancorp Statutory Trust II (5) | 9/15/2035 | 5.51 | % | 6,186 | (445) | 5,741 | 6.15 | % | 5,586 | |||||||||||||||||
County Bancorp Statutory Trust III (6) | 6/15/2036 | 5.67 | % | 6,186 | (503) | 5,683 | 6.31 | % | 5,528 | |||||||||||||||||
Fox River Valley Capital Trust (7) | 5/30/2033 | 7.89 | % | 3,610 | (84) | 3,526 | 7.89 | % | 3,484 | |||||||||||||||||
| Total | $ | 48,045 | $ | (5,830) | $ | 42,215 | $ | 41,384 | ||||||||||||||||||
| Subordinated Notes: | ||||||||||||||||||||||||||
| Subordinated Notes due 2031 | 7/15/2031 | 3.13 | % | $ | 92,750 | $ | (105) | $ | 92,645 | 3.13 | % | $ | 92,436 | |||||||||||||
| County Subordinated Notes due 2030 | 6/30/2030 | — | % | — | — | — | 7.00 | % | 22,567 | |||||||||||||||||
| Total | $ | 92,750 | $ | (105) | $ | 92,645 | $ | 115,003 | ||||||||||||||||||
1.Represents the remaining unamortized premium or discount on debt issuances assumed in acquisitions, and represents the unamortized debt issue costs for the debt issued directly by Nicolet.
2.The debentures, assumed in April 2013 as the result of an acquisition, have a floating rate of three-month SOFR plus 1.43%, adjusted quarterly. *
3.The debentures, assumed in April 2016 as a result of an acquisition, have a floating rate of three-month SOFR plus 1.35%, adjusted quarterly. *
4.The debentures, assumed in April 2017 as the result of an acquisition, have a floating rate of three-month SOFR plus 2.79%, adjusted quarterly. *
5.The debentures, assumed in December 2021 as the result of an acquisition, have a floating rate of three-month SOFR plus 1.53%, adjusted quarterly. *
6.The debentures, assumed in December 2021 as the result of an acquisition, have a floating rate of three-month SOFR plus 1.69%, adjusted quarterly. *
7.The debentures, assumed in December 2021 as the result of an acquisition, have a floating rate of 5-year swap rate plus 3.40%, which resets every five years.
* The floating rate on this debenture was originally based on three-month LIBOR. Effective with the cessation of LIBOR, the floating rate on this debenture is now based on three-month CME Term SOFR, plus the spread adjustment of 0.26161%.Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 27, 2026 | Showing above |
| 2024 | Feb 25, 2025 | |
| 2023 | Feb 28, 2024 | |
| 2022 | Feb 24, 2023 | |
| 2021 | Feb 25, 2022 | |
| 2020 | Feb 26, 2021 | |
| 2019 | Feb 28, 2020 | |
| 2018 | Mar 8, 2019 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.