Sale price is 32% discount to stock’s closing price on Wednesday
By Susanna Moon
Chicago, Dec. 18 – Tri-Valley Bank said it arranged a $2.5 million private placement offering of common shares to Stephen S. Taylor Jr. and two other individual investors. The bank’s tier 1 leverage ratio will exceed 10% after settlement.
The bank entered into definitive agreements to sell 7,575,758 shares at $0.33 each, according to a company press release.
The share price is a 32% discount to the company’s closing price on Dec. 17.
The bank agreed to sell 6,060,606 shares and warrants to purchase an additional 2,020,202 shares to Taylor for proceeds of $2 million.
The four-year warrants are exercisable at $0.33 per share.
The bank separately agreed to sell at $0.33 per share an additional 1,515,152 shares without warrants for $500,000 to two other individuals, including a member of the bank’s board of directors.
After the investment, Taylor will hold about 18% of the bank’s outstanding common stock and the right to purchase an additional 5.8% upon exercise of the warrants.
The bank serves Alameda, Contra Costa and other contiguous northern California counties and is based in San Ramon, Calif.
| Issuer: | Tri-Valley Bank
|
| Issue: | Common stock
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| Amount: | $2.5 million
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| Shares: | 7,575,758
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| Price: | $0.33
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| Warrants: | For 2,020,202 shares
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| Warrant strike price: | $0.33
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| Warrant expiration: | Four years
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| Investors: | Stephen S. Taylor Jr. for 6,060,606 shares
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| Pricing date: | Dec. 18
|
| Stock symbol: | OTCBB: TRVB
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| Stock price: | $0.25 at close Dec. 17
|
| Market capitalization: | $7.36 million
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