SAN RAMON, Calif.--(BUSINESS WIRE)--Tri-Valley Bank (OTC:TRVB) (the “Bank”) announced that it has entered into definitive agreements to sell 7,575,758 million shares of its common stock to Stephen S. Taylor Jr. and two other individual investors through a private placement offering for a total of $2.5 million.
The Bank has agreed to sell 6,060,606 shares and warrants to purchase an additional 2,020,202 shares to Mr. Taylor for aggregate proceeds of $2.0 million. The warrants, which will be exercisable for four years following the date of issuance, will entitle the holder to purchase shares of the Bank’s common stock at the price of $0.33 per share. The Bank separately agreed to sell an additional 1,515,152 shares of common stock without warrants for $500,000, which is $0.33 per share, to two other individuals, including a member of the bank’s Board of Directors. The Bank’s Tier 1 leverage ratio is expected to exceed 10% after the close of the private placement.
After the investment, Mr. Taylor will hold approximately 18% of the Bank’s outstanding common stock and the right to purchase an additional 5.8% upon exercise of the warrants.
The Bank’s book value was $0.31 per share at September 30, 2014.
“This investment signals a vote of confidence in the future of the Bank,” said Arnold Grisham, the Bank’s Chairman, President and Chief Executive Officer. “This capital increase will improve our regulatory capital levels and help us better serve our customer’s borrowing needs as we continue to focus on providing banking services to our local market with great customer service.”
The private placement, which has been approved by the Bank’s Board of Directors, is subject to regulatory approvals and other customary closing conditions. The sale of securities, including the sales of 2,954,545 shares to Mr. Taylor for proceeds of $975,000 and 1,515,152 shares to the two other investors for proceeds of $500,000 in an initial closing, is subject to the Bank’s receipt of a stock permit from the California Department of Business Oversight. The sale of the remaining 3,106,061 shares and all of the warrants to Mr. Taylor for proceeds of $1,025,000 in a second closing is further subject to Mr. Taylor’s receipt of required regulatory approvals.
Tri-Valley Bank cautions investors that “forward-looking statements” in this press release are subject to risk and uncertainties. Forward-looking statements include non-historical statements about the Bank’s plans or expectations, including expectations about the completion of the private placement. Investors should not to place undue reliance on any forward-looking statements, which speak only as of the date made, and advises investors that various factors, including the timing and receipt of required regulatory approvals may affect or delay the completion of the private placement and could affect the Bank’s financial performance, could cause the Bank’s actual results for future periods to differ materially from those anticipated or projected. The Bank does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements.