Southern States Bancshares, Inc. announced a private placement of 7% Fixed-to-Floating Rate Subordinated Notes due 2032 for gross proceeds of $40 million on October 26, 2022. The transaction included participation from Mark Chambers for $100,000 and James Henry Smith IV for $200,000 and accredited investors, as defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), and qualified institutional buyers as defined in Rule 144A under the Securities Act. The notes mature on October 26, 2032, and bear interest at an initial fixed rate of 7% per annum, payable quarterly in arrears.

From and including October 26, 2027, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to a three-month term secured overnight financing rate plus 306 basis points, payable quarterly in arrears. The company will be entitled to redeem the notes, in whole or in part, on any interest payment on or after October 26, 2027, and to redeem the notes in whole upon certain other events. The notes have been structured to qualify as Tier 2 capital for regulatory capital purposes .