Carolina Trust BancShares, Inc. (NASDAQ:CART) Files An 8-K Entry into a Material Definitive Agreement

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Carolina Trust BancShares, Inc. (NASDAQ:CART) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into a Material Definitive Agreement.

On April 18, 2018, Carolina Trust BancShares, Inc. (the “Company”), entered into an underwriting agreement (the “Underwriting Agreement”) with Sandler O’Neill & Partners, L.P., as representative of the underwriters named in the Underwriting Agreement (collectively, the “Underwriters”), providing for the offer and sale in a firm commitment offering (the “Offering”) of 2,310,000 shares of the Company’s common stock, at a price to the public of $8.00 per share. The Company agreed to sell the shares to the Underwriters at a discounted price of $7.54 per share. In addition, to the terms of the Underwriting Agreement, the Company has granted the Underwriters a 30-day option to purchase up to an additional 346,500 shares of the Company’s common stock. The Company has made certain customary representations, warranties and covenants in the Underwriting Agreement concerning the Company and the registration statement related to the Offering. The Company also has agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended.

The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.01 and is incorporated herein by reference.

Item 8.01Other Events.

On April 19, 2017, theCompany announced the pricing of the Offering. A copy of the press release issued by theCompany announcing the pricing of the Offering is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits

(d)Exhibits

Exhibit No.

Description

Underwriting Agreement dated April 18, 2018

Press Release issued on April 19, 2018


Carolina Trust BancShares, Inc. Exhibit
EX-1.01 2 s002177x10_ex1-01.htm EXHIBIT 1.01 Exhibit 1.01 Execution Version 2,…
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