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CAPITAL TRANSACTIONS
12 Months Ended
Dec. 31, 2019
CAPITAL TRANSACTIONS  
CAPITAL TRANSACTIONS

NOTE S – CAPITAL TRANSACTIONS

Common Stock

On August 27, 2018, the Company and the Bank entered into an underwriting agreement (the “Underwriting Agreement”) with FIG Partners, LLC, as the underwriter named therein (the “Underwriter”), pursuant to which the Company agreed to issue and sell to the Underwriter and the Underwriter agreed to purchase, subject to and upon the terms and conditions of the Underwriting Agreement, an aggregate of 4,583,334 shares of the Company’s common stock, par value $1.00 per share, at a public offering price of $12.00 per share less underwriting discounts and commissions in an underwritten public offering (the “Offering”). The Company granted the Underwriter an option for a period of 30 days after the date of the Underwriting Agreement to purchase up to an additional 687,500 shares of common stock at the public offering price. The Underwriter exercised its option in full resulting in a total of 5,270,834 shares of common stock being issued and sold in the Offering. The Offering closed on August 30, 2018. The net proceeds to the Company, after deducting underwriting discounts and commissions and offering expenses, were approximately $59.8 million.

In addition to the Offering, during 2017 the capital of the Company also increased due to the acquisition of Premara and its subsidiary bank, Carolina Premier Bank, on December 15, 2017. Premara had 3,179,808 shares of common stock outstanding as of the merger closing date. Under the terms of the merger agreement, 948,080 shares of Premara common stock (equivalent to 30% of Premara’s outstanding shares of common stock as of the date of the merger agreement) were converted to the $12.65 per share cash merger consideration, for aggregate cash consideration of $11,993,212 (exclusive of cash paid-in-lieu of fractional shares). The remaining 2,231,728 Premara common shares were converted into stock consideration at the merger exchange ratio of 1.0463 shares of Company common stock for each share of Premara common stock, resulting in the issuance of 2,334,999 new shares of Company common stock in the merger.

In August of 2016 the Board of Directors approved a common stock repurchase plan in which 581,518 shares were authorized for repurchase at management’s discretion.  During the second quarter of 2019 the Company began repurchasing shares and by September 10, 2019 had repurchased all authorized shares.  On September 17, 2019 the Board of Directors approved Plan 2 which authorized the repurchase of 937,248 shares of common stock.  In the third and fourth quarters of 2019 the Company repurchased 426,742 shares and has 510,506 shares remaining in Plan 2.