Blue Ridge Bankshares, Inc. Announces the Signing, Closing and Funding of Amended and Restated Definitive Purchase Agreements for $150 Million in a Private Placement of Common and Preferred Stock

Capital expected to allow the bank to reposition business lines, support organic growth and further enhance capital levels of the core community bank

CHARLOTTESVILLE, Va., April 3, 2024 /PRNewswire/ — Blue Ridge Bankshares, Inc. (the “Company” or “Blue Ridge”) (NYSE American: BRBS), the holding company of Blue Ridge Bank, National Association (“Blue Ridge Bank“) and BRB Financial Group, Inc. (“BRB Financial Group“), has closed on definitive securities purchase agreements for gross proceeds of $150 ,000,000 in a private placement of Blue Ridge’s common and preferred stock (the “Private Placement”).

This Private Placement supersedes and replaces the $150 million purchase, offering and sale of Blue Ridge common stock that was announced on December 22, 2023 (the “Previous Transaction”), for which all closing conditions were not satisfied.

Blue Ridge intends to use the capital to propel its near-term strategic initiatives, which include repositioning business lines, supporting organic growth, and further enhancing the core community bank’s capital levels, including complying with the capital ratios set forth in the previously disclosed Consent Order issued by the Office of the Comptroller of the Currency to Blue Ridge Bank.

“Although we believe we had nearly satisfied the appropriate closing conditions of the Previous Transaction, we received a shareholder inquiry that has raised questions about how votes were tabulated by an outside party on the articles amendment proposal at the shareholders meeting that made it difficult to move forward in a timely fashion, so we felt the best path was to adjust the offering structure,” said President and CEO, G. William “Billy” Beale. “We appreciate the commitment of the investors from the Previous Transaction to Blue Ridge as this continues to represent a significant step for our Virginia-based community bank to build a stronger platform for growth and shareholder value.”

The Private Placement

Pursuant to the securities purchase agreements, the Company has issued 3.4 million new common shares at a price of $2.50 per share, 14,150 shares of convertible Series B or Series C preferred stock, and 7,383 warrants to purchase convertible Series B or Series C preferred stock of Blue Ridge. Each share of convertible Series B and Series C preferred stock represents the equivalent of 4,000 shares of Blue Ridge common stock.

Upon receipt of requisite shareholder approvals for both the (i) issuance of common shares in the…