Item 8.01. Other Events.
On
Pursuant to the Exchange Offer, on
The Company intends to cancel the Trust Preferred Securities acquired in the Exchange Offer. Following the Exchange Offer, there were no outstanding Trust Preferred Securities that had not been required by the Company.
The shares of our common stock issued by the Company are not deposits or savings
accounts, are not insured by the
The shares were issued to five accredited investors who held Trust Preferred
Securities. The persons receiving shares included entities controlled by two of
the Company's directors, consisting of an entity controlled by
The shares of the Company's common stock issued in the Exchange Offer were
issued in reliance on the exemption from registration contained in Section
4(a)(2) of the Securities Act of 1933, as amended. The shares of common stock
may not be offered or resold in
A copy of the press release is attached hereto as Exhibit 99.1.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements as that term is defined in the federal securities laws. The events described in forward-looking statements contained in this Current Report on Form 8-K may not occur. Generally, these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of the Company's plans or strategies, financing plans, projected or anticipated benefits from acquisitions that the Company may make, or projections involving anticipated revenues, earnings or other aspects of the Company's operating results or financial position, and the outcome of any contingencies. Any such forward-looking statements are based on current expectations, estimates and projections of management. The Company intends for these forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements. Words such as "may," "will," "expect," "believe," "anticipate," "project," "plan," "intend," "estimate," and "continue," and their opposites and similar expressions are intended to identify forward-looking statements. The Company cautions you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond the Company's control, that may influence the accuracy of the statements and the projections upon which the statements are based. All cautionary statements made in this Current Report on Form 8-K should be read as being applicable to all related forward-looking statements wherever they appear.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 99.1 Press Release ofOptimumBank Holdings, Inc. datedJuly 30, 2021
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