• Powered by Crown Equity Holdings Inc.
      • crown-logo

        Crown Equity Holdings Inc. is publicly traded with the symbol CRWE. The Company primarily provides and offers advertising, branding, marketing solutions and services to boost customer awareness, as well as merchant visibility as a worldwide online multi-media publisher. For list of services offered click here

Post on CRWE World Login
logo San Diego, UNITED STATES
header-img
  • Home
  • News
  • World
      • World News
      • Español
  • Politics
      • U.S. Legislators
      • Political News
  • Sports
  • Business
      • Markets
      • Hottest Stocks Today
      • CRWEWorld Stocks
      • Blockchain
      • Regulatory
      • Accounting
      • Fundraising Campaigns
      • IPOs
      • Money
      • Career
  • Tech
      • Tech
      • Science
  • Living
      • Arts & Entertainment
      • Family
      • Food
      • Pets
      • Seniors
      • Fashion/Fitness
      • Home & Garden
  • Health
      • Health
      • Pharma & Biotech
  • Opinion
      • Finance
      • Law
      • Healthcare
      • Cannabidiol (CBD)
      • Fashion
      • Podcasts
      • Tech
      • Music
  • Travel
  • Local
      • News
      • Trending Now
      • Real Estate
      • Coupons & Deals
      • Business Directory
  • Jobs
  • More
      • Business 2 Business
      • Press Releases
      • Press Releases Pricing
      • News from GlobeNewswire
      • News from PR Newswire
      • News from Business Wire
      • News from Accesswire
      • Video Channels
      • Beauty
      • Business
      • Comedy
      • Entertainment
      • Fashion
      • Featured
      • Health
      • Instructional
      • News
      • Politics
      • Sports
      • Technology
      • Entertainment
      • Horoscope
      • Sudoku
      • Crossword
      • Games
      • Chat
      • Affiliate | How It Works
      • Join CRWE WORLD Affiliate Program
      • CRWE WORLD Advertising Services Rate
      • Crown Equity Holdings' Overview
      • CRWEWorld Real-Time Global Visitors
      • Content Delivery Solution
        • Contact Us
  • More

Change City


-- OR --
load
load
/assets/img/hottest3.png
/assets/img/hottest3.png

/assets/img/reef2.png
/assets/img/red-line.jpg
/assets/img/reef.png
  • Home
  • Articles
  • News Provided by Accesswire
21ьз╕ Cweather-icon
/assets/img/hottest3.png
/assets/img/hottest3.png

/assets/img/reef2.png
/assets/img/red-line.jpg
/assets/img/reef.png

BV Financial, Inc. Announces Adoption of Plan of Conversion and Reorganization to Undertake Second Step Conversion

News Provided by Accesswire2023-01-22
0 Views

BALTIMORE, MD / ACCESSWIRE / January 19, 2023 /BV Financial, Inc. (OTC Pink:BVFL) (the "Company"), the holding company for BayVanguard Bank (the "Bank"), announced today that the Board of Directors of its parent mutual holding company, Bay-Vanguard, M.H.C., Inc. (the "MHC"), has adopted a Plan of Conversion and Reorganization pursuant to which the MHC will undertake a "second step" conversion from the mutual holding company structure to the stock holding company structure.

The MHC, which was formed in connection with the reorganization of the Bank into the mutual holding company structure and the related initial public offering by the Company in January 2005, currently owns approximately 86.6% of the outstanding shares of common stock of the Company.

As part of the conversion, the MHC will merge into the Company and will cease to exist. Each share of common stock of the Company owned by persons other than the MHC (the "minority stockholders") will be exchanged for new shares of the Company's common stock pursuant to an exchange ratio established at the completion of the proposed transaction. The exchange ratio is designed to preserve the same aggregate percentage ownership interest that the minority stockholders will have in the Company immediately before the completion of the proposed transaction, exclusive of the purchase of any additional shares of common stock of the Company by minority stockholders in the stock offering and the effect of cash received in lieu of issuance of fractional shares of common stock of the Company, and adjusted to reflect certain assets held by the MHC.

The Company will offer for sale shares of its common stock, representing the MHC's ownership interest in the Company, to members of the MHC (i.e., depositors of the Bank) and others in a subscription offering and, if necessary, a community offering and/or a syndicated community offering. Eligible account holders of the Bank as of the close of business on December 31, 2021 have first priority non-transferable subscription rights to subscribe for shares of common stock of the Company. The total number of shares of common stock of the Company to be issued in the proposed stock offering will be based on the aggregate pro forma market value of the common stock of the Company, as determined by an independent appraisal.

The proposed transaction is expected to be completed in the third quarter of 2023, subject to regulatory approval, approval by the members of the MHC (i.e., depositors of the Bank), and approval by the stockholders of the Company, including by a separate vote of approval by the Company's minority stockholders. Detailed information regarding the proposed transaction, including the stock offering, will be sent to stockholders of the Company and members of the MHC following regulatory approval.

Luse Gorman, PC is serving as legal counsel to the MHC, the Company and the Bank. Performance Trust Capital Partners will act as marketing agent in the stock offering by the Company.

This press release is neither an offer to sell nor a solicitation of an offer to buy common stock. The offer is made only by the prospectus when accompanied by a stock order form. The shares of common stock to be offered for sale by the Company are not savings accounts or savings deposits and are not insured by the Federal Deposit Insurance Corporation or by any other government agency.

About BV Financial, Inc.

BV Financial, Inc. is the parent company of BayVanguard Bank. BayVanguard Bank is headquartered in Edgemere, Maryland with 15 branches in the Baltimore metropolitan area and the Eastern Shore of Maryland. BayVanguard Bank is a full-service community-oriented financial institution dedicated to serving the financial service needs of consumers and businesses within its market area.

Forward-Looking Statements

Certain statements contained herein constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words such as "may," "will," "would," "intend," "believe," "expect," "plan," "estimate," "anticipate," "continue," or similar terms or variations on those terms, or the negative of those terms. These statements are based upon the current beliefs and expectations of Company management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause such differences to exist include, but are not limited to: the failure to obtain the requisite approvals of the Company's stockholders, the MHC's members and applicable regulatory agencies for the proposed conversion and related stock offering, delays in obtaining such approvals, or adverse conditions imposed in connection with such approvals; that customary closing conditions may not be satisfied in a timely manner, if at all; and other risks described in filings the Company will make with the Securities and Exchange Commission (the "SEC"), which will be available at the SEC's website, www.sec.gov.

Important Additional Information and Where to Find It

The Company will file with the SEC a registration statement on Form S-1 that will include a proxy statement and a prospectus of the Company, as well as other relevant documents concerning the proposed transaction. STOCKHOLDERS OF THE COMPANY ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT, AND THE PROSPECTUS CAREFULLY WHEN THESE DOCUMENTS BECOME AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. When filed, these documents and other documents relating to the proposed transaction can be obtained free of charge from the SEC's website at www.sec.gov. Alternatively, these documents, when available, can be obtained free-of-charge from the Company upon written request to the Company, 7114 North Point Road, Baltimore, Maryland 21219, Attention: David M. Flair or Timothy L. Prindle, or by calling (410) 477-5000.

Contacts:

David M. Flair and Timothy L. Prindle
Co-President and Chief Executive Officers
BV Financial, Inc.
(410) 477-5000

SOURCE:BV Financial, Inc.



View source version on accesswire.com:
https://www.accesswire.com/735985/BV-Financial-Inc-Announces-Adoption-of-Plan-of-Conversion-and-Reorganization-to-Undertake-Second-Step-Conversion



© 2023 Accesswire. All Rights Reserved.

The news, reports, views and opinions of authors (or source) expressed are their own and do not necessarily represent the views of CRWE World.


Staffing 360 Solutions (Nasdaq: STAF) Reports Third Quarter and Nine-Month 2022 Results



/assets/img/Reliance-Law-Firm.png

/assets/img/cw-stocks.png

/assets/img/wysh-jewels.png

/assets/img/Mars-Parachute-2.png

/assets/img/crweworld-podcast.jpg
Sponsored
Also read
Phreesia Life Sciences Named One of MM+M’s “Best Places to Work 2022”
GS EQUITY ALERT: Rosen Law Firm Encourages The Goldman Sachs Group, Inc. Investors to Inquire About Securities Class Action Investigation – GS
Financial Executive Alex Mandel Joins Skillz’ Board of Directors
Bronstein, Gewirtz & Grossman, LLC Notifies Affirm Holdings, Inc. (AFRM) Investors of Class Action and to Actively Participate
Ipsen Presents Phase III NAPOLI 3 Trial of Onivyde® Regimen Demonstrating Positive Survival Results in Previously Untreated Metastatic Pancreatic Ductal Adenocarcinoma at ASCO GI
Dr. Reddy’s successfully completes full set of clinical studies of its rituximab biosimilar for filing in the U.S., Europe
Capitol Federal Financial, Inc.® Announces Annual Meeting Presentation Available On Website
RPM Appoints Andrew G. Polanco as VP – Manufacturing and Announces Retirement of Gordon M. Hyde


Post on CRWE WorldSign Up for Free E-mail Updates
Signup for free email updates
/assets/img/wall-street-rect2.png
/assets/img/wall-street-sq.png



Join with us
Live Traffic Feed
About CrweWorld
  • About Us
  • Privacy Policy
  • Terms & Conditions
  • Finance Disclaimer
  • Jobs
Subscribe for newsletter
3+2
Contact Info
  • contact@crweworld.com

  • P: (702) 683-8946

  • P: (702) 810-0178

  • 11226 Pentland Downs St, Las Vegas, NV 89141

Tweets by CrweWorld
Tweets by @CrweWorld
  • © 2023 crweworld.com
ad1

/assets/images/ad/crwe_tech.jpg

Your Technology Source, Your Technology Team

Server Maintenance, Web Development, Mobile Application Solutions, SEO Services and more

Contact Us: contact@crwetech.com

www.CRWETech.com

ad2

/assets/images/ad/content-delivery-solution.jpg

 

Our content delivery solution through CRWE WORLD, CRWE Press Release and CRWE Tube gives corporations and businesses a vehicle to expand their exposure

CLICK HERE FOR MORE INFORMATION

ad3

/assets/img/crwe_info.png

CRWE Info ( CRWE.Info ) provides news and updates about Crown Equity Holdings Inc. and the CRWE World platform

www.crwe.info

ad4

/assets/images/ad/crwetube.png

Share your videos. Upload your videos for free on CRWETube

www.CRWETube.com

ad5

/assets/images/ad/ad4.png

 

Place Your Ad Here! Advertise your business online on CRWE WORLD. Your Company, product, or service in front of the world!

Contact Us: contact@crweworld.com

www.CRWEWorld.com

Advertisements

/assets/images/ad/crwe_tech.jpg

Your Technology Source, Your Technology Team

Server Maintenance, Web Development, Mobile Application Solutions, SEO Services and more

Contact Us: contact@crwetech.com

www.CRWETech.com

/assets/images/ad/content-delivery-solution.jpg

 

Our content delivery solution through CRWE WORLD, CRWE Press Release and CRWE Tube gives corporations and businesses a vehicle to expand their exposure

CLICK HERE FOR MORE INFORMATION

/assets/img/crwe_info.png

CRWE Info ( CRWE.Info ) provides news and updates about Crown Equity Holdings Inc. and the CRWE World platform

www.crwe.info

/assets/images/ad/crwetube.png

Share your videos. Upload your videos for free on CRWETube

www.CRWETube.com

/assets/images/ad/ad4.png

 

Place Your Ad Here! Advertise your business online on CRWE WORLD. Your Company, product, or service in front of the world!

Contact Us: contact@crweworld.com

www.CRWEWorld.com

CRWE WORLD Advertising Services RateJoin CRWE WORLD Affiliate Program