0001104659-17-066356.txt : 20171106 0001104659-17-066356.hdr.sgml : 20171106 20171106171844 ACCESSION NUMBER: 0001104659-17-066356 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171106 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171106 DATE AS OF CHANGE: 20171106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Merchants Bancorp CENTRAL INDEX KEY: 0001629019 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 205747400 STATE OF INCORPORATION: IN FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38258 FILM NUMBER: 171180226 BUSINESS ADDRESS: STREET 1: 11555 NORTH MERIDIAN ST., SUITE 400 CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: 317-569-7420 MAIL ADDRESS: STREET 1: 11555 NORTH MERIDIAN ST., SUITE 400 CITY: CARMEL STATE: IN ZIP: 46032 8-K 1 a17-25159_28k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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) November 6, 2017

 


 

MERCHANTS BANCORP

(Exact name of registrant as specified in its charter)

 


 

Indiana

 

001-38258

 

20-5747400

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

11555 N. Meridian Street, Suite 400, Carmel, Indiana

 

46032

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (317) 569-7420

 

Not Applicable

(Former name or former address, if changed since last report)

 

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:

 

o       Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o       Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o       Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o       Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o

 

 

 



 

Item 8.01           Other Events

 

On November 6, 2017, Merchants Bancorp (the “Company”) announced that the underwriters for the recently completed initial public offering of the Company’s common stock exercised their option to purchase an additional 937,500 shares of the Company’s common stock. A copy of the Company’s press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

 

Item 9.01           Financial Statements and Exhibits

 

Exhibit
No.

 

Exhibit Description

 

 

 

99.1

 

Press Release, dated November 6, 2017 (filed herewith)

 

2



 

EXHIBIT INDEX

 

Exhibit

 

 

Number

 

Description

 

 

 

99.1

 

Press release, dated November 6, 2017

 

3



 

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.

 

 

MERCHANTS BANCORP

 

 

 

By:

/s/ Michael F. Petrie

 

 

Michael F. Petrie

 

 

Chairman and Chief Executive Officer

 

Date:  November 6, 2017

 

4


EX-99.1 2 a17-25159_2ex99d1.htm EX-99.1

Exhibit 99.1

 

Merchants Bancorp Announces Exercise of the Underwriters’ Option

 

Carmel, Indiana — November 6, 2017 — Merchants Bancorp (“Merchants”) (Nasdaq: MBIN), parent company and registered bank holding company of Merchants Bank of Indiana, today announced that the underwriters of its previously announced initial public offering have exercised in full their option to purchase an additional 937,500 shares of Merchants’ common stock at the public offering price of $16 per share, less customary underwriting discounts and commissions. The additional shares were delivered to the underwriters on November 6, 2017.

 

The common stock began trading on The Nasdaq Capital Market on October 27, 2017 under the symbol “MBIN.”

 

Sandler O’Neill + Partners, L.P., Stephens Inc. and Raymond James & Associates, Inc. acted as joint book-running managers for the offering. SunTrust Robinson Humphrey, Inc. acted as co-manager.

 

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission (the “SEC”) on October 26, 2017 and was amended on November 3, 2017. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

The offering of these securities was made only by means of a prospectus, copies of which may be obtained from: (i) Sandler O’Neill + Partners, L.P., Attn: Syndicate, 1251 Avenue of the Americas, 6th Floor, New York, New York 10020, by emailing syndicate@sandleroneill.com or by calling (866) 805-4128, (ii) Stephens, Inc., Attention: Prospectus, 111 Center Street, Little Rock, Arkansas 72201, by calling (800) 966-1559 or by emailing prospectus@stephens.com. Copies of the registration statement relating to these securities and the prospectus may also be obtained free of charge from the website of the SEC at http://www.sec.gov.

 

About Merchants Bancorp

 

Merchants Bancorp is a diversified bank holding company headquartered in Carmel, Indiana operating  multiple lines of business with a focus on Federal Housing Administration (“FHA”) multi-family housing and healthcare facility financing and servicing, mortgage warehouse financing, retail and correspondent residential mortgage banking, agricultural lending and traditional community banking.  Merchants Bancorp, with $3.1 billion in assets as of June 30 2017, conducts its business through its direct and indirect subsidiaries, Merchants Bank of Indiana, P/R Mortgage and Investment Corp., RICHMAC Funding LLC and Merchants Mortgage, a division of Merchants Bank of Indiana.

 

Contacts

 

Media

 

Merchants Bancorp

Rebecca Marsh, Vice President — Marketing and Communications

rmarsh@merchantsbankofindiana.com

(317) 805-4356

 

Investors

 

Merchants Bancorp

Brian J. Sullivan, Vice President — Capital Markets

bsullivan@mbi-capital.com

(317) 569-7420

 

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