The Community Financial Corporation Announces $10.8 Million Private Placement of Common Stock

WALDORF, Md., Dec. 31, 2019 (GLOBE NEWSWIRE) -- The Community Financial Corporation, (NASDAQ: TCFC) (the “Company”), the holding company for Community Bank of the Chesapeake (the “Bank”) announced today that it has completed a private placement of 312,747 shares of its common stock.  For shares issued to non-insiders of the Company, the number of shares of common stock issued in the private placement was determined based on a price of $34.28 per share, which represents the thirty-day average closing price of the Company’s common stock ending on December 17, 2019.  For insiders of the Company, as required by NASDAQ market rules, the amount of common stock issued in the private placement was determined based on a price of $35.43 per share, which represents the consolidated closing bid price per share immediately preceding the time the Company entered into a binding agreement to issue the securities.  There were no underwriting discounts or commissions.

The Company's President and Chief Executive Officer, William J. Pasenelli, stated, “We are very pleased to announce the completion of a community offering of $10.8 million of our common stock which was completed today. Through this offering, we wanted to provide residents of the communities we serve, including our customers and business partners, as well as our officers and directors, with the opportunity to invest in the Company. Our plan is to use the proceeds of the offering as part of the overall redemption of the Company’s outstanding $23.0 million of 6.25% fixed-to-floating rate subordinated notes that are due on February 15, 2025. We are currently seeking regulatory approval to redeem the subordinated notes.”

The Company expects, subject to the receipt of regulatory approval, to use proceeds from the sale of the common stock to redeem a like amount of its outstanding unsecured 6.25% fixed-to-floating rate subordinated notes due February 15, 2025 on or after the date such subordinated notes first become callable on February 15, 2020. To the extent the proceeds are not used to redeem the subordinated notes, the proceeds from the offering will be used for general corporate purposes. General corporate purposes may include working capital, repurchasing shares of our common stock, paying dividends, providing capital to support the organic growth of the Bank, funding the opportunistic acquisition of similar or complementary financial service organizations, financing investments and capital expenditures, and for investments in the Bank as regulatory capital.