Union Bankshares Enters $40M At-the-Market Equity Distribution Agreement With Piper Sandler For Potential Common Stock Sales
Benzinga Newsdesk 1 year ago
NewsOfferings
On May 20, 2025, Union Bankshares, Inc. (the "Company") and its wholly-owned subsidiary, Union Bank (the "Bank"), entered into an Equity Distribution Agreement (the "Agreement") with Piper Sandler & Co. as sales
On May 20, 2025, Union Bankshares, Inc. (the "Company") and its wholly-owned subsidiary, Union Bank (the "Bank"), entered into an Equity Distribution Agreement (the "Agreement") with Piper Sandler & Co. as sales agent (the "Agent"), pursuant to which the Company may sell from time to time through the Agent, shares of the Company's common stock, par value $2.00 (the "Common Stock"), having an aggregate gross sale price of up to $40,000,000 (the "Offering"). Sales of Common Stock, if any, under the Agreement may be made in any transactions that are deemed to be "at the market offerings" as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the "Securities Act"). In addition, with our prior consent and subject to the terms we may establish, the Agent may also sell the Common Stock by any other method permitted by law, including privately negotiated transactions.
Under the Agreement, the Company will set the parameters for the sale of the Common Stock from time to time, including the number of shares to be issued, the time period during which sales are requested to be made, limitations on the number of shares that may be sold by the Agent in any one trading day and any minimum price below which sales may not be made. The Company has agreed to pay the Agent a commission equal to 3% of the gross sales price of the Common Stock sold in the Offering. The Agent has agreed to use its commercially reasonable efforts to sell the shares of common stock in the Offering, subject to the terms of the Agreement.
The Agreement contains customary representations, warranties and covenants of the Company and the Bank, and conditions to the Agent's obligations to sell the Common Stock in the Offering. The Company and the Bank have agreed jointly and severally to provide to the Agent customary indemnification and contribution rights. The Company will also reimburse the Agent for certain specified expenses in connection with establishing and maintaining the Offering.
The Company has no obligation to sell any Common Stock under the Agreement, and may at any time suspend solicitation and sales in the Offering. The Agreement may be terminated at any time, for any reason, by either the Company or the Agent upon prior notice to the other party.