Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE DATED MAY 2, 2017 - SOUTHERN FIRST BANCSHARES INC | southern3250731-ex991.htm |
| EX-5.1 - OPINION OF NELSON MULLINS RILEY & SCARBOROUGH, LLP - SOUTHERN FIRST BANCSHARES INC | southern3250731-ex51.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC
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) April 28, 2017
| Southern First Bancshares, Inc. |
| (Exact name of registrant as specified in its charter) |
| South Carolina |
| (State or other jurisdiction of incorporation) |
| 000-27719 | 58-2459561 | |||
| (Commission File Number) | (IRS Employer Identification No.) | |||
| 100 Verdae Boulevard, Suite 100, Greenville, SC | 29607 | |||
| (Address of principal executive offices) | (Zip Code) | |||
| (864) 679-9000 | ||
| (Registrant's telephone number, including area code) | ||
| 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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b)) |
| ☐ | 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 ☐ | |
| 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. ☐ | |
Item 8.01 Other Events.
On May 2, 2017, Southern First Bancshares, Inc. (the “Company”) completed the sale of 805,000 shares of its common stock, par value $0.01 per share, at public offering price of $32.75 per share, including 105,000 shares which were sold to the underwriter, Sandler O’Neill + Partners, L.P., pursuant to an option to purchase additional shares. The option to purchase additional shares was exercised in full by the underwriter on April 28, 2017.
The net proceeds from the offering, including the shares issued pursuant to the option exercise, totaled approximately $24.7 million, after deducting the underwriting discount as well as estimated offering expenses payable by the Company.
A copy of the press release issued by the Company announcing the closing of the offering is attached to this report as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | |||
| Number | Description | ||
| 5.1 | Opinion of Nelson Mullins Riley & Scarborough, LLP. | ||
| 23.1 | Consent of Nelson Mullins Riley & Scarborough, LLP (included in Exhibit 5.1). | ||
| 99.1 | Press Release dated May 2, 2017. | ||
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.
| SOUTHERN FIRST BANCSHARES, INC. | |||
| By: | /s/ Michael D. Dowling | ||
| Name: | Michael D. Dowling | ||
| Title: | Chief Financial Officer | ||
May 2, 2017