Catalyst Bancorp, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Catalyst Bancorp, Inc. on August 6, 2021. The filing discloses the entry into a Material Definitive Agreement regarding a public offering of common stock.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the terms of a new underwriting agreement.
Material Changes and Agreements
On August 6, 2021, the Company and its subsidiary, St. Landry Homestead Federal Savings Bank, entered into an Agency Agreement with Piper Sandler & Co. to assist in selling shares of common stock via subscription, community, and potential syndicated offerings.
- Subscription and Louisiana Community Offering Fee: 0.90% of the aggregate dollar amount of shares sold.
- Out-of-State Community Offering Fee: 3.0% of the aggregate purchase price of shares sold outside Louisiana.
- Syndicated Offering Fee: 5.5% of the aggregate dollar amount of shares sold.
- Expense Reimbursement: Piper Sandler & Co. will be reimbursed for reasonable out-of-pocket expenses, including legal fees, up to $100,000.
- Records Agent Fee: The Company agreed to pay up to $70,000 for records agent services.
- Exemptions: No fees are payable for shares purchased by directors, officers, employees, their families, or employee benefit plans.
Guidance, Outlook, and Risks
The offering is being conducted pursuant to a Registration Statement on Form S-1 (Registration No. 333-254200) and a related prospectus dated August 6, 2021. The filing does not contain specific management guidance, forward-looking financial outlook, or detailed risk factors beyond the standard incorporation by reference of the Agency Agreement.
Investor Verification Checklist
- Verify the final terms and pricing in the related Form S-1 Registration Statement (No. 333-254200).
- Confirm the total amount of capital raised and the number of shares issued post-offering.
- Review the full Agency Agreement (Exhibit 1.1) for additional covenants or conditions not summarized here.
- Monitor subsequent filings for the actual utilization of the expense reimbursement cap ($100,000) and records agent fees ($70,000).