First Seacoast Bancorp Announces Commencement of Stock Offering in Connection with Second Step Conversion Transaction
21 Novembro 2022 - 10:30AM
Business Wire
First Seacoast Bancorp (Nasdaq: “FSEA”), the holding company for
First Seacoast Bank, announced today that First Seacoast Bancorp,
Inc., a newly formed Maryland corporation and the proposed
successor holding company of First Seacoast Bank, is commencing its
offering of common stock in connection with the proposed conversion
of First Seacoast Bancorp, MHC from a mutual holding company to a
stock holding company.
First Seacoast Bancorp, Inc. is offering for sale, on a best
efforts basis, up to 3,795,000 shares of its common stock at a
purchase price of $10.00 per share. The shares will be offered for
sale in a subscription offering to eligible depositors and
borrowers of First Seacoast Bank and to its employee stock
ownership plan. Any shares of common stock not subscribed for in
the subscription offering may be offered for sale to the general
public in a community offering, with a first preference given to
natural persons residing in the New Hampshire counties of
Rockingham and Strafford and a second preference given to public
stockholders of First Seacoast Bancorp as of the close of business
on November 3, 2022.
All questions concerning the conversion and stock offering or
requests for stock offering materials should be directed to the
Stock Information Center at 1-(877) 892-9472 (toll-free). The Stock
Information Center will be open Monday through Friday between 10:00
a.m. and 4:00 p.m., Eastern Time, beginning on November 22, 2022
and through December 16, 2022, the scheduled expiration date of the
subscription offering. The Stock Information Center will be closed
on bank holidays.
First Seacoast Bancorp, Inc. must sell at least 2,805,000 shares
of its common stock in the stock offering in order to complete the
conversion and stock offering. Completion of the conversion and
stock offering is also subject to the receipt of final regulatory
approval, the approvals of the stockholders of First Seacoast
Bancorp and the members of First Seacoast Bancorp, MHC, and other
customary closing conditions.
Luse Gorman, PC is serving as legal counsel to First Seacoast
Bancorp, Inc., First Seacoast Bancorp, MHC, First Seacoast Bancorp
and First Seacoast Bank. Keefe, Bruyette & Woods, Inc., a
Stifel Company, is acting as marketing agent to First Seacoast
Bancorp, Inc. in connection with the stock offering.
About First Seacoast Bank
First Seacoast Bank is a federally-chartered stock savings bank
serving the financial needs of residents of the Seacoast region of
New Hampshire. First Seacoast Bank operates four full-service
offices in Strafford County, New Hampshire, and one full-service
office in Rockingham County, New Hampshire.
Forward-Looking Statements
This press release contains certain forward-looking statements
about the conversion and stock offering. Forward-looking statements
include statements regarding anticipated future events and can be
identified by the fact that they do not relate strictly to
historical or current facts. They often include words such as
"believe," "expect," "anticipate," "estimate," and "intend" or
future or conditional verbs such as "will," "would," "should,"
"could," or "may". Forward-looking statements, by their nature, are
subject to risks and uncertainties. Certain factors that could
cause actual results to differ materially from expected results
include that the proposed transaction may not be timely completed,
if at all, that required regulatory, stockholder and member
approvals are not timely received, if at all, or that other
customary closing conditions are not satisfied in a timely manner,
if at all.
Important Additional Information and Where to Find It
First Seacoast Bancorp, Inc. has filed with the Securities and
Exchange Commission (the “SEC”) a Registration Statement on Form
S-1 that includes a proxy statement of First Seacoast Bancorp and a
prospectus of First Seacoast Bancorp, Inc., as well as other
relevant documents concerning the proposed transaction.
STOCKHOLDERS OF FIRST SEACOAST BANCORP ARE URGED TO READ THE
REGISTRATION STATEMENT, THE PROXY STATEMENT, AND THE PROSPECTUS
CAREFULLY WHEN THESE DOCUMENTS BECOME AVAILABLE AND ANY OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR
SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. When filed, these documents and other documents
relating to the proposed transaction can be obtained free of charge
from the SEC’s website at www.sec.gov. Alternatively, these
documents, when available, can be obtained free-of-charge from
First Seacoast Bancorp upon written request to First Seacoast
Bancorp, 633 Central Avenue, Dover, New Hampshire 03820, Attention:
James R. Brannen, or by calling (603) 742-4680.
Participants in the Solicitation
First Seacoast Bancorp and its directors and its executive
officers may be deemed to be participants in the solicitation of
proxies with respect of the proposed transaction. Information
regarding First Seacoast Bancorp’s directors and executive officers
is available in its definitive proxy statement for its 2022 Annual
Meeting of Stockholders, filed with the SEC on April 14, 2022.
Other information regarding the participants in the proxy
solicitation will be contained in the proxy statement, the
prospectus, and other relevant materials filed with the SEC, as
described above.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the common stock of First Seacoast
Bancorp, Inc. The offer is made only by the prospectus and when
accompanied by a stock order form. The shares of common stock being
offered for sale by First Seacoast Bancorp, Inc. are not savings
accounts or deposit accounts and are not insured by the Federal
Deposit Insurance Corporation or by any other government
agency.
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version on businesswire.com: https://www.businesswire.com/news/home/20221121005034/en/
James R. Brannen President and Chief Executive Officer First
Seacoast Bancorp (603) 742-4680
First Seacoast Bancorp (NASDAQ:FSEA)
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