EQUITY BANCSHARES, INC. (NASDAQ:EQBK) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Other Events.
On October4, 2017, Equity Bancshares, Inc., a Kansas corporation (the “Company”), entered into an Exchange Agreement with Endicott Opportunity Partners III, L.P. (“Endicott”) providing for the exchange of 186,513 shares of the Company’s Class B Non-Voting Common Stock, par value $0.01 per share (the “Class B Common Stock”), for 186,513 shares of the Company’s ClassA Common Stock, par value $0.01 per share (the “Class A Common Stock”).
The Class B Common Stock was originally issued to Endicott to Stock Purchase Agreements, dated October13, 2010 and May15, 2012, in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and was issued to enable the equity ownership of Endicott to comply with applicable banking laws and regulations. The Exchange Agreements contain customary representations, warranties and covenants by Endicott and the Company.
to the terms of the Stock Purchase Agreements between the Company and Endicott, the Class B Common Stock was convertible into ClassA Common Stock, on certain conditions and subject to certain limitations.
The exchange transaction was effected because the Class B Common Stock could only be converted at the time of a transfer or sale of the Class B Common Stock that satisfied certain conditions set forth in the Stock Purchase Agreements. The ClassA Common Stock issued upon exchange of the Class B Common Stock was offered and exchanged in reliance on exemptions from registration provided by the Securities Act.
Upon completion of the exchange transactions, Endicott owns 186,513 shares of ClassA Common Stock.
A copy of the Exchange Agreement is attached as Exhibits 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Exchange Agreement is a summary and is qualified in its entirety by reference to the complete text of the Exchange Agreement.
Item 1.01.Unregistered Sales of Equity Securities
The information in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 1.01 by reference.
On October6, 2017, the Company issued to Endicott 186,513 shares of its ClassA Common Stock in exchange for 186,513 shares of Class B Common Stock held of record by Endicott in a transaction exempt from registration under Sections 3(a)(9) and 18(b)(4) of the Securities Act. The Company received no cash proceeds as a result of the exchange transaction.
Item 1.01Financial Statements and Exhibits
(d) Exhibits.
EQUITY BANCSHARES INC ExhibitEX-10.1 2 d471458dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EXCHANGE AGREEMENT by and between EQUITY BANCSHARES,…To view the full exhibit click here
About EQUITY BANCSHARES, INC. (NASDAQ:EQBK)
Equity Bancshares, Inc. is a bank holding company. The Company’s principal activity is the ownership and management of its subsidiary, Equity Bank (the Bank). The Bank provides a range of financial services primarily to businesses and business owners, as well as individuals. As of November 10, 2016, the Company operated through 34 branches located in Kansas, Missouri and Arkansas. The Company’s operations involve the delivery of loan and deposit products to its customers. The Company offers commercial banking products and other services, including lending activities, deposit products, and other products and services. It offers a suite of online banking solutions, including access to account balances, online transfers, online bill payment, and electronic delivery of customer statements and mobile banking solutions. In addition, the Company offers commercial treasury management services, wire transfer, automated clearing house (ACH) services and cash management deposit products.
