Business Context and Reporting Period
Company: Blue Ridge Bankshares, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: June 13, 2024
Event: Completion of a private placement transaction involving the issuance of common stock, preferred stock, and warrants to a shareholder.
Key Financial Metrics
Transaction Proceeds: Approximately $11.6 million in gross proceeds.
Securities Issued:
- 290,000 shares of Common Stock at $2.39 per share.
- 1,140 shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, at $9,566.13 per share.
- One warrant to purchase 607 shares of Series B Preferred Stock at an exercise price of $10,000.00 per share.
Material Changes
The primary material change is the capital raise via the Private Placement closed on June 13, 2024. This follows a Securities Purchase Agreement entered into on June 7, 2024, with Richard T. Spurzem, a shareholder of the Company. The transaction resulted in the immediate issuance of equity securities and a warrant.
Guidance, Outlook, and Risks
Management Commentary: The filing confirms the execution of previously disclosed terms regarding the Securities Purchase Agreement, Warrant, and Registration Rights Agreement.
Risks and Contingencies:
- The securities sold were unregistered under Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D.
- The securities are subject to resale restrictions under the Securities Act and may not be offered or sold absent registration or an applicable exemption.
- The filing explicitly states it does not constitute an offer to sell securities in any jurisdiction where such an offer would be unlawful.
Investor Verification Checklist
- Verify the exact terms of the Warrant and Registration Rights Agreement filed as Exhibits 4.1 and 10.1.
- Confirm the impact of the $11.6 million capital raise on the company's balance sheet and liquidity position in subsequent filings.
- Review the June 11, 2024 Form 8-K for the full background of the Securities Purchase Agreement.
- Monitor for any future registration statements required to lift resale restrictions on the issued securities.