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Civista Bancshares, Inc. (Nasdaq: CIVB) has launched a fully underwritten public offering of 3,294,120 common shares at $21.25 per share, representing a 14% discount to the July 9 closing price ($24.72). Gross proceeds will total $70.0 million; net proceeds after underwriting fees and estimated expenses are projected at $65.5 million (or $75.5 million if the 30-day 15% overallotment option is exercised). Management intends to deploy the capital for general corporate purposes, organic growth and potential strategic transactions, but no specific use has been committed.

The share issuance will increase outstanding shares from 15.52 million to 18.81 million (up 21%), with a corresponding rise in tangible capital from $312.2 million to $378.5 million. Pro-forma Tier 1 leverage at the holding company is estimated to improve roughly 70 bp to ~9.4%.

FSB acquisition framework. On July 10, 2025 Civista signed a merger agreement for The Farmers Savings Bank (FSB) for $34.9 million in cash plus ~1.43 million CIVB shares (value ~$30.4 million at the offer price). FSB holds $285 million in assets and $233 million in deposits across two northeast-Ohio branches. The deal is expected to close 4Q25, pending regulatory and shareholder approvals. Importantly, the equity raise is not contingent on the merger, and vice-versa.

Preliminary 2Q25 operating outlook (results to be released July 24):

• Total assets ~$4.2 billion; net loans ~$3.1 billion; deposits ~$3.2 billion.
• Net income projected at $10.3-$11.1 million, equal to diluted EPS of $0.67-$0.72.
• Net interest margin expected between 3.63%-3.69%.
• Non-performing assets anticipated at $24 million, down $7.2 million versus 1Q25; net charge-offs ~$1.0 million (vs. $0.6 million in 1Q25).
• Tier 1 leverage ratio forecast ~8.85% pre-offering; pro-forma post-offering ratio rises to the low-9% range.

Book value dilution is partially offset by stronger regulatory capital and prospective earnings accretion once proceeds are deployed. Shareholders face customary 90-day lock-ups, while major FSB owners are subject to additional six-month sell-down restrictions post-merger.

Royal Bank of Canada (RY) has filed a Rule 424(b)(2) pricing supplement for a small, $325,000 issuance of Barrier Digital Notes linked to the Class A common stock of The Trade Desk, Inc. (TTD).

Key structural terms:

• Digital Return: 44% fixed payout if TTD鈥檚 final price on 10 July 2028 is 鈮� the Barrier Value ($37.82, 50% of the $75.63 initial price).
• Principal at risk: If TTD closes below the barrier, redemption falls dollar-for-dollar with the percentage decline in TTD (e.g., a 60% drop returns $400 per $1,000).
• No coupons; payment only at maturity; notes are senior unsecured obligations of RBC.
• Tenor: 3-year term (Issue 14 Jul 2025 鈥� Maturity 13 Jul 2028).
• Initial estimated value: $973.94 per $1,000 (鈮�2.6% below issue price), reflecting dealer margin and hedging costs.
• Liquidity: Unlisted; secondary market, if any, will be solely through RBC affiliates.
• Fees: 2.50% underwriting discount; net proceeds $316,875.

Risk highlights include total loss of principal below the barrier, limited upside capped at 44%, exposure to RBC credit, potential tax uncertainty (Section 871(m)), and likely wide bid鈥揳sk spreads.

Investor suitability: The product may appeal to investors with a moderately bullish to mildly bearish outlook on TTD who are willing to accept credit and liquidity risk in exchange for a fixed 44% payoff if TTD does not fall more than 50% over three years. It is not a short-term trading instrument and offers no participation beyond the digital return.