MVB Financial Corp. (OTCMKTS:MVBF) Files An 8-K Other EventsItem 8.01Other Events.
On December 28, 2017, MVB Financial Corp. (the “Company”) distributed a notice to each of the holders of the Company’s 7.00% and 7.50% Convertible Subordinated Promissory Notes due 2024 (the “Notes”), Convertible Noncumulative Perpetual Preferred Stock, Series B (“Class B Preferred Stock”) and Convertible Noncumulative Perpetual Preferred Stock, Series C (“Class C Preferred Stock” and, together with the Class B Preferred Stock, the “Preferred Stock”) regarding the Company’s agreement to waive certain timing requirements associated with the conversion of the Notes and the Preferred Stock.
The Notes, originally issued on June 30, 2014 (the “Note Issuance Date”), are convertible into shares of the Company’s common stock, and, to the terms of the Notes, conversion may occur on the date immediately following each of the first, second, third, fourth and fifth anniversaries of the Note Issuance Date. The Preferred Stock, originally issued on June 30, 2014 (the “Preferred Stock Issuance Date”), are convertible into shares of the Company’s common stock, and, to the Certificates of Designations establishing the Preferred Stock, conversion may occur during the 30-day periods immediately following each of the first, second, third, fourth and fifth anniversaries of the Preferred Stock Issuance Date.
The notices distributed to the respective holders of the Notes and the Preferred Stock provide that the Company has elected to waive the above referenced timing requirements associated with when a conversion may occur and, instead, the Company will accept notices of conversion at any time prior to July 1, 2019 with respect to the Notes and at any time prior to July 30, 2019 with respect to the Preferred Stock, which are the final conversion dates for the Notes and the Preferred Stock, respectively.
The foregoing description is qualified in its entirety by the notices attached to this Current Report as Exhibits 99.1 and 99.2.
Item 8.01Financial Statements and Exhibits.
(d) Exhibits.
Convertible Subordinated Promissory Notes due 2024.
Preferred Stock.
MVB FINANCIAL CORP ExhibitEX-99.1 2 exhibit99-1noticetoholders.htm EXHIBIT 99.1 Exhibit Exhibit 99.1NOTICE REGARDING CONVERSION OPTIONDecember 28,…To view the full exhibit click here
About MVB Financial Corp. (OTCMKTS:MVBF)
MVB Financial Corp. (MVB) is a financial holding company. Through its subsidiaries, MVB Bank, Inc. (the Bank), MVB Mortgage and MVB Insurance, LLC, the Company provides community banking, mortgage banking, insurance and wealth management services to individuals and corporate clients in the Mid-Atlantic region. It operates through four segments: commercial and retail banking, mortgage banking, financial holding company, and insurance services. The Bank offers its customers a range of products, such as checking accounts, negotiable order of withdrawal (NOW) accounts, money market and savings accounts, time certificates of deposit, commercial, installment, commercial real estate and residential real estate mortgage loans, debit cards, and safe deposit rental facilities. The Bank provides services through its walk-in offices, automated teller machines (ATMs), drive-in facilities, and Internet and telephone banking. The Bank also offers non-deposit investment products.
