Needham’s mail carriers worked a bit harder this week delivering hundreds — if not thousands — of copies of the 235-page prospectus detailing Needham Bank’s initial public offering (IPO) as it transitions to a publicly traded company.
The mailing went to all Needham Bank depositors eligible to purchase shares of the new stock, which will be listed on the NASDAQ exchange under the ticker symbol NBBK. Shares of common stock can be purchased at the pre-IPO price of $10 with a required minimum purchase of 25 shares and a maximum of 80,000.
Depositors of record as of March 31 of this year with a balance of more than $50 received the mailings. They will have top priority in buying shares before they become available to the general public. This period of exclusivity ends Nov. 14 at 4 p.m.
The bank filed its plan with the U.S. Securities and Exchange Commission on June 9. The process required the bank to obtain approval from a majority of its more than 50,000 depositors for the IPO to go forward.
That approval was obtained at a daylong special meeting held July 26. The plan then went through a review by state and federal regulators, including the Massachusetts Commissioner of Banks and the Board of Governors of the Federal Reserve System.
In response to the Observer’s public information request in August for all comments submitted on the application, the state Division of Banks provided correspondence from fewer than a half-dozen individuals who wrote in opposition to the plan.
Once the Nov. 14 deadline for bank depositors passes, next in line for stock purchases will be depositors of record as of June 9, followed by the bank’s own employee benefit plans.
The bank’s employees, officers, directors and corporators of the bank who do not have a higher purchase priority will be the last cohort eligible to buy pre-IPO shares before the offering opens to the general public.
The bank’s directors and executive officers, together with their associates, have declared their intentions to subscribe for 762,500 shares ($7,625,000) of common stock in the offering, or 3% of the shares to be sold at the minimum of the offering range.
Six bank officials plan to subscribe for the maximum 80,000 shares.
The prospectus notes “directors and executive officers will pay the same $10.00 per share price for the common stock as all other subscribers in the offering. Purchases of the common stock by our directors and executive officers are for investment purposes for these individuals and not with a view towards resale.”
“Our directors and executive officers generally will not be permitted to sell any shares of the common stock that they purchase in the offering for a period of at least one year.”
Due to the U.S. Securities and Exchange Commission “quiet period” restrictions, bank management and marketing teams cannot share opinions or additional information about the offering.
Depositors who have questions about the process can call the bank’s Stock Information Center at 844-305-2265, Monday through Friday between 10 a.m. and 4 p.m.
Save as PDF