VERSABANK PRICES OFFERING OF COMMON SHARES

Rhea-AI Summary

VersaBank (VBNK) has announced the pricing of its public offering of 5,660,378 common shares at US$13.25 per share, expecting to raise gross proceeds of US$75,000,009. The bank has granted underwriters a 30-day over-allotment option for an additional 15% of common shares. The offering, expected to close around December 18, 2024, will be used for general banking purposes and qualify as Common Equity Tier 1 capital. Raymond James & Associates is acting as sole bookrunning manager, with Keefe, Bruyette & Woods and Roth Canada as co-managers.

Positive

• Expected gross proceeds of US$75 million from the offering
• Proceeds will strengthen Common Equity Tier 1 capital
• Multiple established financial institutions managing the offering

Negative

• Potential dilution for existing shareholders through issuance of 5.66M new shares
• Additional dilution possible through 15% over-allotment option

Insights

Financial Analyst

VersaBank's $75M common share offering at $13.25 per share represents a significant capital raise that will bolster its Common Equity Tier 1 capital position. With 5.66M new shares being issued plus a potential 15% over-allotment option, this offering will notably dilute existing shareholders but strengthens the bank's capital base for growth. The pricing appears strategic and the involvement of Raymond James as lead bookrunner adds credibility to the offering. The timing and execution of this capital raise, expected to close around December 18, suggests the bank is positioning itself for expansion of its banking operations. This move could enhance VersaBank's competitive position but investors should monitor the dilutive impact on earnings per share.

Banking Sector Analyst

This equity raise demonstrates VersaBank's proactive approach to capital management and regulatory compliance. The decision to boost Common Equity Tier 1 capital indicates preparation for potential growth initiatives or regulatory requirements. The multi-jurisdictional offering across both U.S. and Canadian markets expands the bank's investor base and could improve stock liquidity. The pricing at $13.25 per share and the structure of the deal, including the over-allotment option, suggests strong institutional interest. However, the exclusion of Quebec from the offering territory is notable and may impact the bank's market reach in that region.

The Base Shelf Prospectus is accessible, and the Final Prospectus Supplement will be accessible within two business days, on SEDAR+ and on EDGAR

LONDON, ON, Dec. 16, 2024 /PRNewswire/ - VersaBank (Nasdaq:VBNK; TSX:VBNK) (the "Bank") today announced the pricing of its previously announced public offering of 5,660,378 common shares (the "Offering") at a price to the public of US$13.25 per share. The gross proceeds from the Offering, before underwriting discounts and offering costs, are expected to be US$75,000,009.

The Bank has also granted the Underwriters (as defined below) an over-allotment option to purchase up to an additional 15% of the common shares to be sold pursuant to the Offering (the "Over-Allotment Option"). The Over-Allotment Option is exercisable for a period of 30 days from the date of the final prospectus supplement (the "Final Prospectus Supplement") relating to the Offering.

The Bank expects that the net proceeds from the Offering will be used for general banking purposes and will qualify as Common Equity Tier 1 capital for the Bank.

The closing of the Offering is subject to a number of customary closing conditions, including the listing of the common shares on the Nasdaq and TSX, and any required approvals of each exchange, and is expected to occur on or about December 18, 2024. Raymond James & Associates, Inc. is acting as the sole bookrunning manager, and Keefe, Bruyette & Woods, A Stifel Company, and Roth Canada, Inc. are acting as co-managers for the Offering (collectively, the "Underwriters").

No securities regulatory authority has either approved or disapproved the contents of this news release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.

The Bank has filed a preliminary prospectus supplement dated December 16, 2024 (the "Preliminary Prospectus Supplement"), and will file the Final Prospectus Supplement, to its short form base shelf prospectus dated November 22, 2024 (the "Base Shelf Prospectus") with the securities regulatory authorities in each of the provinces and territories of Canada except Quebec. The Preliminary Prospectus Supplement has also been filed, and the Final Prospectus Supplement will be filed, with the U.S. Securities and Exchange Commission (the "SEC") as a supplement to the Bank's registration statement on Form F-10 (the "Registration Statement") under the U.S./Canada Multijurisdictional Disclosure System. The prospectus supplements, the Base Shelf Prospectus and the Registration Statement contain important detailed information about the Offering. Access to the Base Shelf Prospectus, the Final Prospectus Supplement, and any amendments to the documents will be provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment thereto. The Base Shelf Prospectus and the Preliminary Prospectus Supplement are, and the Final Prospectus Supplement will be (within two business days of the date hereof), accessible on SEDAR+ at www.sedarplus.ca, and copies of the Registration Statement and the Preliminary Prospectus Supplement are, and the Final Prospectus Supplement will be, accessible on EDGAR at www.sec.gov. An electronic or paper copy of the Base Shelf Prospectus, the Registration Statement, the Final Prospectus Supplement (when filed), and any amendment to the documents may be obtained without charge, from Raymond James & Associates, Inc., Attention: Equity Syndicate – 880 Carillon Parkway, St. Petersburg, Florida. Telephone: (800) 248-8863 or e-mail: prospectus@raymondjames.com by providing the contact with an email address or address, as applicable.  Prospective investors should read the Base Shelf Prospectus, the Registration Statement and the Final Prospectus Supplement (when filed) before making an investment decision.

About VersaBank

VersaBank is a North American bank (federally chartered in Canada and the United States) with a difference. VersaBank has a branchless, digital, business-to-business model based on its proprietary state-of-the-art technology that enables it to profitably address underserved segments of the banking industry in a significantly risk mitigated manner. Because VersaBank obtains substantially all of its deposits and undertakes the majority of its lending electronically through financial intermediary partners, it benefits from significant operating leverage that drives efficiency and return on common equity. In March 2022, VersaBank launched its unique Receivable Purchase Program ("RPP") funding solution for point-of-sale finance companies, which has been highly successful in Canada for nearly 15 years, to the underserved multi-trillion-dollar U.S. market. VersaBank also owns Washington, DC-based DRT Cyber Inc., a North America leader in the provision of cyber security services to address the rapidly growing volume of cyber threats challenging financial institutions, multi-national corporations and government entities.

Forward-looking Statements

This press release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws ("forward-looking statements") including statements regarding the terms of the Offering, the expected closing of the Offering and the proposed use of proceeds. Words such as "expects", "is expected", "anticipates", "plans", "budget", "scheduled", "forecasts", "estimates", "believes", "aims", "endeavours", "projects", "continue", "predicts", "potential", "intends", or the negative of these terms or variations of such words and phrases, or statements that certain actions, events or results "may", "could", "would", "might", "will" or "should" are intended to identify forward-looking statements.

These forward-looking statements by their nature require the Bank to make assumptions and are subject to inherent risks and uncertainties that may be general or specific, including without limitation with respect to: the strength of the Canadian and U.S. economies in general and the strength of the local economies within Canada and the U.S. in which the Bank conducts operations; the effects of changes in monetary and fiscal policy, including changes in interest rate policies of the Bank of Canada and the U.S. Federal Reserve; global commodity prices; the effects of competition in the markets in which the Bank operates; inflation; capital market fluctuations; the timely development and introduction of new products in receptive markets; the impact of changes in the laws and regulations pertaining to financial services; changes in tax laws; technological changes; unexpected judicial or regulatory proceedings; unexpected changes in consumer spending and savings habits; the impact of wars or conflicts on global supply chains and markets; the impact of outbreaks of disease or illness that affect local, national or international economies; the possible effects on our business of terrorist activities; natural disasters and disruptions to public infrastructure, such as transportation, communications, power or water supply; and the Bank's anticipation of and success in managing the risks implicated by the foregoing. The foregoing list of important factors is not exhaustive.  Although the Bank believes that the assumptions underlying these forward-looking statements are reasonable, they may prove to be incorrect, and readers cannot be assured that the Offering discussed above will be completed on the terms described above. Completion of the proposed Offering is subject to numerous factors, many of which are beyond the Bank's control, including but not limited to, the failure of customary closing conditions and other important factors disclosed previously and from time to time in the Bank's filings with the SEC and the securities commissions or similar securities regulatory authorities in each of the provinces or territories of Canada. The forward-looking statements contained in this news release represent the Bank's expectations as of the date of this news release, or as of the date they are otherwise stated to be made, and subsequent events may cause these expectations to change. The Bank undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

 

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SOURCE VersaBank

FAQ

How much is VersaBank (VBNK) raising in its December 2024 share offering?

VersaBank is raising US$75,000,009 in gross proceeds through the offering of 5,660,378 common shares priced at US$13.25 per share.

What is the price per share for VBNK's December 2024 public offering?

The offering price is US$13.25 per common share.

When is VBNK's December 2024 public offering expected to close?

The offering is expected to close on or about December 18, 2024.

How will VersaBank use the proceeds from its December 2024 share offering?

The net proceeds will be used for general banking purposes and will qualify as Common Equity Tier 1 capital for the Bank.

What is the size of VBNK's over-allotment option in the December 2024 offering?

The over-allotment option allows underwriters to purchase up to an additional 15% of the common shares within 30 days from the final prospectus supplement date.