UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
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Emerging growth company
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MID PENN BANCORP, INC.
FORM 8-K
Item 8.01 Other Events.
On May 4, 2021, Mid Penn Bancorp, Inc. (the “Company”) completed its underwritten public offering of 2,990,000 shares of the Company’s common stock at a price to the public of $25.00 per share, before underwriting discounts, including 390,000 additional shares of common stock upon the exercise in full by the underwriters of their option to purchase additional shares. The aggregate gross proceeds were $74.75 million. The net proceeds of the offering after deducting the underwriting discount and other estimated offering expenses are expected to be approximately $70.2 million.
A copy of the press release issued by the Company announcing the closing of the offering is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. |
Description | |
| 99.1 | Press Release dated May 4, 2021 | |
| 104 | Cover Page Interactive Date File (embedded within the XBRL document) | |
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.
| MID PENN BANCORP, INC. | ||||
| Date: May 4, 2021 | /s/ Rory G. Ritrievi | |||
| Rory G. Ritrievi | ||||
| President and Chief Executive Officer | ||||
Exhibit 99.1
MID PENN BANCORP, INC. ANNOUNCES CLOSING OF PUBLIC OFFERING OF COMMON STOCK
May 4, 2021 – Millersburg, PA – Mid Penn Bancorp, Inc. (“Mid Penn” or the “Company”) (NASDAQ: MPB), the parent company of Mid Penn Bank, announced today that it has completed its underwritten public offering of 2,990,000 shares of common stock at a price of $25.00 per share, before underwriting discounts, including 390,000 additional shares of common stock upon the exercise in full by the underwriters of their option to purchase additional shares. The aggregate gross proceeds of the offering were $74.75 million. The net proceeds of the offering after deducting the underwriting discount and other estimated offering expenses are expected to be approximately $70.2 million. The Company intends to use the net proceeds of the offering to increase its capital structure, to fund future organic growth and for working capital and other general corporate purposes. The Company may also use a portion of the net proceeds for future acquisitions, although the Company has no present commitments or agreements to do so.
Piper Sandler & Co. and Stephens Inc. served as joint book-running managers for the offering. Mid Penn was represented by Pillar Aught LLC. The underwriters were represented by Holland & Knight LLP.
The offering was made by means of an effective shelf registration statement, including a preliminary prospectus supplement and final prospectus supplement, copies of which may be obtained by contacting Piper Sandler & Co., 1251 Avenue of the Americas, 6th Floor, New York, New York 10020, or by phone at 1-866-805-4128 or Stephens Inc., 111 Center Street, Little Rock, AR 72201, or by phone at 1-800-643-9691.
This announcement is for informational purposes only and is not an offer to sell or the solicitation of an offer to buy any securities of the Company, which is made only by means of a prospectus supplement and related base prospectus, nor will there be any sale of these securities in any state 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.
About Mid Penn Bancorp, Inc.
Mid Penn Bancorp, Inc. (NASDAQ: MPB) is the holding company for Mid Penn Bank, a Pennsylvania bank and trust company headquartered in Millersburg, Pennsylvania, that has been serving the community since 1868. Mid Penn Bank operates retail locations throughout the Commonwealth of Pennsylvania and has total assets of approximately $3 billion. Its footprint includes Berks, Bucks, Chester, Cumberland, Dauphin, Fayette, Lancaster, Luzerne, Montgomery, Northumberland, Schuylkill and Westmoreland counties. The Bank offers a comprehensive portfolio of products and services to meet the banking needs of the communities it serves.
SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS
This press release, and oral statements made regarding the subjects of this release, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s current views and expectations about new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by such forward-looking terminology as “continues,” “expect,” “look,” “believe,” “anticipate,” “may,” “will,” “should,” “projects,” “strategy” or similar statements. Actual results may differ materially from such forward-looking statements, and no reliance should be placed on any forward-looking statement. Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; prepayment speeds, loan originations, credit losses and market values on loans, collateral securing loans, and other assets; sources of liquidity; common shares outstanding; common stock price volatility; the length and extent of the COVID-19 pandemic; fair value of and number of stock-based compensation awards to be issued in future periods; the impact of changes in market values on securities held in Mid Penn’s portfolio; the success and timing of PPP loan repayment and forgiveness; legislation affecting the financial services industry as a whole, and Mid Penn and Mid Penn Bank individually or collectively, including tax legislation; results of the regulatory examination and supervision process and oversight, including changes in monetary policy and capital requirements; changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or regulatory agencies; increasing price and product/service competition by competitors, including new entrants; rapid technological
developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products/services; containing costs and expenses; governmental and public policy changes; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; the outcome of future litigation and governmental proceedings, including tax-related examinations and other matters; continued availability of financing; the availability of financial resources in the amounts, at the times and on the terms required to support Mid Penn and Mid Penn Bank’s future businesses; and material differences in the actual financial results of merger, acquisition and investment activities compared with Mid Penn’s initial expectations, including the full realization of anticipated cost savings and revenue enhancements.
For a more detailed description of these and other factors which would affect our results, please see Mid Penn’s filings with the SEC, including those risk factors identified in the “Risk Factors” section and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2020. The statements in this press release are made as of the date of this press release, even if subsequently made available by Mid Penn on its website or otherwise. Mid Penn assumes no obligation for updating any such forward-looking statements at any time, except as required by law.
Document and Entity Information |
May 04, 2021 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | MID PENN BANCORP INC |
| Amendment Flag | false |
| Entity Central Index Key | 0000879635 |
| Document Type | 8-K |
| Document Period End Date | May 04, 2021 |
| Entity Incorporation State Country Code | PA |
| Entity File Number | 1-13677 |
| Entity Tax Identification Number | 25-1666413 |
| Entity Address, Address Line One | 349 Union Street |
| Entity Address, City or Town | Millersburg |
| Entity Address, State or Province | PA |
| City Area Code | 1.866 |
| Local Phone Number | 642.7736 |
| Entity Address, Postal Zip Code | 17061 |
| Security 12b Title | Common Stock, $1.00 par value per share |
| Trading Symbol | MPB |
| Security Exchange Name | NASDAQ |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |