Republic First Bancorp, Inc. Announces Pricing of $50 Million Preferred Stock Offering
August 19 2020 - 1:17PM
Republic First Bancorp, Inc. (NASDAQ: FRBK), the holding company
for Republic Bank, today announced that it has priced an offering
of $50 million of preferred stock.
The terms of the preferred stock offering are as follows: |
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Perpetual noncumulative preferred stock Series A ($0.01 par
value) |
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Dividend rate of 7.0% payable on a quarterly basis |
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Convertible into share of the Company’s common stock at a price of
$3.00 per share |
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The sale was completed through a registered direct offering to
certain investors |
Vernon W.
Hill, II, Chairman of Republic First Bancorp said:
“This offering provides us with the capital
resources to continue with our growth strategy. In recognition of
our unwavering commitment to extraordinary customer service and
convenience our FANS responded to a recent Forbes survey and
Republic was ranked as America’s #1 Bank for
Service. The goal of our model is to create FANS NOT
CUSTOMERS, who join our brand, remain loyal and refer family and
friends. Republic Bank continues to demonstrate strong
results with deposit growth of 28% and loan growth of 25% excluding
the impact of the PPP loan program as of June 30, 2020.”
Additional Information Regarding the
Offering
The Company expects to close the transaction,
subject to customary closing conditions, on August 26, 2020 and
expects to use the proceeds for general corporate purposes.
Keefe, Bruyette & Woods, Inc. and Piper Sandler & Co. acted
as placement agents for the offering.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy shares of Series A
Preferred Stock, nor shall there be any sale of the securities in
any state or other jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. The shares of
Series A Preferred Stock being offered have not been approved or
disapproved by any regulatory authority, nor has any such authority
passed upon the accuracy or adequacy of the prospectus supplement
or the shelf registration statement or prospectus relating
thereto.
The offering will be made only by means of a
prospectus supplement and accompanying base prospectus.
Republic First Bancorp, Inc. has filed a registration statement
(File No. 333-228279) and a preliminary prospectus supplement to
the prospectus contained in the registration statement with the
U.S. Securities and Exchange Commission for the Series A Preferred
Stock to which this communication relates and will file a final
prospectus supplement relating to the Series A Preferred Stock.
Prospective investors should read the prospectus supplement and
base prospectus in the registration statement and other documents
that Republic First Bancorp, Inc. has filed or will file with the
Commission for more complete information about Republic First
Bancorp, Inc. and the offering. You may obtain these documents for
free by visiting EDGAR on the Commission’s website at
http://www.sec.gov. Electronic copies of the preliminary prospectus
supplement and the accompanying base prospectus may be obtained by
contacting KBW (kbwsyndicatedesk@kbw.com) or Piper Sandler
(fsg-dcm@psc.com) or by telephone at (800) 966-1559.
About Republic Bank
Republic Bank, a subsidiary of Republic First
Bancorp, Inc., is a full-service, state-chartered commercial bank,
whose deposits are insured up to the applicable limits by the
Federal Deposit Insurance Corporation (FDIC). The Bank provides
diversified financial products through its thirty stores located in
Greater Philadelphia, Southern New Jersey and New York City.
Republic Bank stores are open 7 days a week, 361 days a year,
with extended lobby and drive-thru hours providing customers with
some of the most convenient hours compared to any bank in its
market. The Bank offers free checking, free coin counting,
ATM/Debit cards issued on the spot and access to more than 55,000
surcharge free ATMs worldwide via the Allpoint Network. The Bank
also offers a wide range of residential mortgage products through
its mortgage division which does business under the name of Oak
Mortgage Company. For more information about Republic Bank, visit
www.myrepublicbank.com.
Forward Looking Statements
The Company may from time to time make written
or oral "forward-looking statements", including statements
contained in this release and in the Company’s filings with the
Securities and Exchange Commission. The forward-looking statements
contained herein, are subject to certain risks and uncertainties
that could cause actual results to differ materially from those
projected in the forward-looking statements. For example,
risks and uncertainties can arise as a result of the negative
impacts and disruptions of the COVID-19 pandemic and measures taken
to contain its spread on our employees, customers, business
operations, credit quality, financial position, liquidity and
results of operations; the length and extent of the economic
contraction as a result of the COVID-19 pandemic; continued
deterioration in general economic conditions; changes in customer
behavior; changes in the adequacy of our allowance for loan losses
and our methodology for determining such allowance; adverse changes
in our loan portfolio and credit risk-related losses and expenses;
changes in concentrations within our loan portfolio, including our
exposure to commercial real estate loans, and to our primary
service area; changes in interest rates; our ability to identify,
negotiate, secure and develop new store locations and renew,
modify, or terminate leases or dispose of properties for existing
store locations effectively; business conditions in the financial
services industry, including competitive pressure among financial
services companies, new service and product offerings by
competitors, price pressures and similar items; changes in deposit
flows and loan demand; the regulatory environment, including
evolving banking industry standards, changes in legislation or
regulation; our securities portfolio and the valuation of our
securities; changes in accounting principles, policies and
guidelines as well as estimates and assumptions used in the
preparation of our financial statements; operational risks
including, but not limited to, cybersecurity incidents, fraud,
natural disasters and future pandemics; litigation liabilities,
including costs, expenses, settlements and judgments; and other
economic, competitive, governmental, regulatory and technological
factors affecting our operations, pricing, products and
services. You should carefully review the risk factors
described in the Annual Report on Form 10-K for the year ended
December 31, 2019, our Quarterly Report for the quarters ended
March 31, 2020 and June 30, 2020, and other documents we file from
time to time with the Securities and Exchange Commission. The words
"would be," "could be," "should be," "probability," "risk,"
"target," "objective," "may," "will," "estimate," "project,"
"believe," "intend," "anticipate," "plan," "seek," "expect" and
similar expressions or variations on such expressions are intended
to identify forward-looking statements. All such statements are
made in good faith by us pursuant to the "safe harbor" provisions
of the U.S. Private Securities Litigation Reform Act of 1995. We do
not undertake to update any forward-looking statement, whether
written or oral, that may be made from time to time by or on behalf
of us, except as may be required by applicable law or
regulations.
Source:
Republic First Bancorp, Inc.
Contact:
Frank A. Cavallaro, CFO
(215)
735-4422
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