EQUITY BANCSHARES, INC. (NASDAQ:EQBK) Files An 8-K Entry into a Material Definitive Agreement

0

EQUITY BANCSHARES, INC. (NASDAQ:EQBK) Files An 8-K Entry into a Material Definitive Agreement

Item1.01

Entry Into a Material Definitive Agreement.

On December19, 2016 (the Effective Date), Equity
Bancshares, Inc. (the Company) and certain selling
stockholders of the Company, who are funds affiliated with
Patriot Financial Partners, L.P. and Endicott Management Company
(the Selling Stockholders), severally and not jointly and
severally, entered into a Securities Purchase Agreement (the
Purchase Agreement) with certain institutional and
accredited investors (the Investors). to the Purchase
Agreement, the Investors agreed to purchase an aggregate of
1,090,000 shares (the Shares) of the Companys ClassA
common stock, par value $0.01 per share (ClassA common
stock
), at a purchase price of $32.50 per share which
consisted of (i) 770,000 shares of ClassA common stock that were
issued by the Company and (ii) 320,000 shares of the Companys
ClassB common stock, par value $0.01 per share, which were
converted into an equal number of shares of ClassA common stock
upon transfer to the Investors. The transactions contemplated by
the Purchase Agreement closed on December20, 2016. The gross
proceeds to the Company were approximately $25.0million and will
be used by the Company to repay debt under its line of credit and
to provide working capital for the Companys growth strategies.
The Company will not receive any of the proceeds from the sale of
shares by the Selling Stockholders.

The Purchase Agreement contains representations and warranties
and covenants of the Company, the Selling Stockholders and the
Investors that are customary in private placement transactions.
The provisions of the Purchase Agreement also include agreements
by the Company and the Selling Stockholders to, severally and not
jointly and severally, indemnify the Investors and each other
against certain liabilities.

In connection with the Purchase agreement, the Company entered
into a Registration Rights Agreement (the Registration Rights
Agreement
) between the Company and each of the Investors.
Under the Registration Rights Agreement, the Company agreed to
use commercially reasonable efforts to file a registration
statement with the Securities and Exchange Commission (the
SEC) within 30 days after the Effective Date covering the
sale or distribution by the Investors, on a delayed or continuous
basis to Rule 415 of the Securities Act of 1933 (the
Securities Act) of all of the Shares, and to use
commercially reasonable efforts to cause such registration
statement to be declared effective by the SEC as promptly as is
reasonably practicable after the filing thereof.

The foregoing description of the Purchase Agreement and the
Registration Rights Agreement does not purport to be complete and
is qualified in its entirety by reference to the full text of the
Purchase Agreement and the Registration Rights Agreement in the
forms filed as Exhibit 10.1 and Exhibit 10.2, respectively, which
are incorporated herein by reference.

Item3.02 Unregistered Sales of Equity Securities.

The information regarding the private placement by the Company
set forth under Item 1.01 is incorporated by reference into this
Item 3.02. The issuance of shares of ClassA common stock by the
Company to the Purchase Agreement to the institutional and
accredited investors (as that term is defined under Rule 501 of
Regulation D) is exempt from registration under the Securities
Act, in reliance upon Section 4(a)(2) of the Securities Act and
Regulation D Rule 506, as a transaction by an issuer not
involving a public offering.

Item7.01 Regulation FD Disclosure.

On December20, 2016, the Company issued a press release
announcing the closing of the private placement. A copy of the
press release is furnished as Exhibit 99.1 to this Current Report
on Form 8-K and incorporated herein by reference.

In connection with the private placement, the Company delivered
an investor presentation to certain prospective investors. A copy
of investor presentation is attached hereto as Exhibit 99.2 and
incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1 and
Exhibit 99.2, is being furnished to Item 7.01 of Form 8-K and
shall not be deemed filed for purposes of Section18 of the
Securities Exchange Act of 1934, as amended (the Exchange Act),
or otherwise subject to liabilities of that section, nor shall it
be deemed incorporated by reference into any filing under the
Securities Act or the Exchange Act, unless specifically
identified therein as being incorporated therein by reference.

Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1

Form of Securities Purchase Agreement, dated as of
December19, 2016.

10.2 Form of Registration Rights Agreement, dated as of
December19, 2016.
99.1 Press Release, dated December20, 2016.
99.2 Investor Presentation, dated December6, 2016.


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.

EQUITY BANCSHARES, INC. (NASDAQ:EQBK) Recent Trading Information

EQUITY BANCSHARES, INC. (NASDAQ:EQBK) closed its last trading session up +0.27 at 33.98 with 8,690 shares trading hands.