BLUE RIDGE BANKSHARES, INC.
For the period ended Jun 20, 2024. Filed May 7, 2024.
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Jun 20, 2024 · Filed May 7, 2024
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DEF 14A 1 d803861ddef14a.htm DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Amendment No. ___ )
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| ☒ | Definitive Proxy Statement |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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May 3, 2024
Dear Fellow Shareholders:
You are cordially invited to attend the Special Meeting of Shareholders (the “Special Meeting”) of Blue Ridge Bankshares, Inc. (the “Company”) on June 20, 2024, at 10:00 a.m.** **Eastern Time. The Company’s Board of Directors has determined that the Special Meeting will be conducted exclusively as a virtual meeting of shareholders via online live webcast. You will be able to attend and participate in the Special Meeting online by visiting meetnow.global/MV45WAH.
At the meeting, you will be asked to consider and vote on three important proposals relating to the Company’s recently announced capital raise, which closed on April 3, 2024 for gross proceeds to the Company of $150 million. These proceeds allow the Company’s subsidiary bank, Blue Ridge Bank, N.A., to comply with regulatory capital requirements and represent a significant step for the Company to build a stronger platform for growth and shareholder value. In the capital raise, the Company issued a mix of common stock and preferred stock and warrants to purchase preferred stock that are convertible or exchangeable into common stock upon shareholder approval.Your vote isveryimportant**, and the Company’s Board of Directors unanimously recommends that you vote “FOR” approval ofall proposals****.**
Proposal 1 asks for approval of the issuance of shares of the Company’s common stock upon the conversion or exchange of shares of the Company’s recently issued Series B and Series C preferred stock and the related warrants.Proposal 2 asks for approval of an amendment to the Company’s articles of incorporation to increase the number of authorized shares of the Company’s common stock from 50,000,000 to 150,000,000.Proposal 3 asks for approval to adjourn the Special Meeting to a later date or dates, if necessary, to solicit additional proxies to establish a quorum or approve Proposal 1 or Proposal 2.
Your attention is directed to the proxy statement accompanying this letter for a more complete statement of matters to be considered at the Special Meeting, and important information concerning the proposals to be considered at the meeting.
You may vote your shares through the Internet, by telephone, by regular mail, or virtually at the Special Meeting.
Please take time to vote now so that your shares are represented at the meeting, whether or not you plan to participate in the Special Meeting. We appreciate your continued support.
Sincerely,
G. William Beale
President and Chief Executive Officer
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.