UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): January
27, 2017
Howard
Bancorp, Inc.
(Exact
name of registrant as specified in its charter)
Maryland |
001-35489 |
20-3735949 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
6011 University Boulevard, Suite 370, Ellicott City, Maryland |
21043 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code (410)
750-0020
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 7 – Regulation FD
Item 7.01 Regulation
FD Disclosure.
On January 27, 2017, Howard Bancorp, Inc. issued a press release (the “Press Release”) announcing the pricing of its underwritten public offering of 2,400,000 shares of common stock at a price of $15.00 per share. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Pursuant to the rules and regulations of the Securities and Exchange Commission, the information in this Item 7.01 disclosure, including Exhibit 99.1 and the information set forth therein, is deemed to have been furnished and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended.
Section 9 – Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits.
99.1 Press release dated January 27, 2017
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HOWARD BANCORP, INC. |
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Date: |
January 27, 2017 |
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By: |
/s/ George C. Coffman |
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George C. Coffman |
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Executive Vice President and |
Chief Financial Officer |
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press release dated January 27, 2017 |
Exhibit 99.1
Howard Bancorp, Inc. Prices Upsized Public Offering of Common Stock
ELLICOTT CITY, Md.--(BUSINESS WIRE)--January 27, 2017--Howard Bancorp, Inc. (Nasdaq:HBMD) (the “Company”), the parent company of Howard Bank, today announced the pricing of an upsized underwritten public offering of 2,400,000 shares of its common stock at a public offering price of $15.00 per share, raising approximately $36.0 million in gross proceeds. The Company has granted the underwriters a 30-day option to purchase up to an additional 360,000 shares of its common stock at the public offering price, less the underwriting discount, to cover over-allotments, if any.
The Company intends to use the net proceeds from the offering for general corporate purposes, including contributing to the capital of Howard Bank to support its lending and investing activities, repayment of debt and to support or fund acquisitions of other institutions or branches as and if opportunities for such transactions become available.
Raymond James & Associates, Inc. is serving as bookrunning manager and Stephens Inc. is serving as lead manager. The closing of the transaction is subject to customary closing conditions. The shares are expected to be delivered on February 1, 2017.
A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. The offering will be made only by means of a prospectus and prospectus supplement. Copies of the prospectus and, when available, prospectus supplement for the offering may be obtained by visiting the SEC website at www.sec.gov or by contacting: Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Florida 33716, (800)-248-8863 or by email at prospectus@raymondjames.com.
About Howard Bancorp, Inc.
Howard Bancorp, Inc. is the parent company of Howard Bank, is a Maryland-chartered trust company operating as a commercial bank. Headquartered in Ellicott City, Maryland, Howard Bank operates a general commercial banking business through its 13 branches located throughout the Greater Baltimore Metropolitan Area. It had consolidated assets of approximately $1.0 billion at December 31, 2016. Additional information about Howard Bancorp, Inc. and Howard Bank are available on its Web site at www.howardbank.com.
CONTACT:
Howard Bancorp, Inc.
George C. Coffman, 410-750-0020
Chief
Financial Officer