The Firm is representing The Carlyle Group in its investment in the common stock of Hampton Roads Bankshares, Inc. The Carlyle Group and another anchor investor, Anchorage Advisors, L.L.C., will each invest approximately $73 million in Hampton Roads as part of $255 million capital raise by Hampton Roads. Hampton Roads also plans to conduct a $20 million rights offering that will allow existing shareholders to purchase additional common stock. As part of the transaction, the Company will conduct an exchange offer to exchange Series A and Series B preferred stock for common shares and will, subject to shareholder approval, amend the terms of the Series A and Series B preferred stock. Additionally, the United States Department of Treasury, subject to conditions to be set forth in agreements to be entered with the Company, has indicated its intent to exchange the shares of Series C preferred stock it purchased in 2008 as part of the Capital Purchase Program for common shares. The investment and related transactions are subject to regulatory and shareholder approval and other conditions.
Hampton Roads Bankshares, Inc. is a Virginia corporation which operates sixty banking offices in Virginia, North Carolina and Maryland. It plans to use the proceeds of the investment and the rights offering to make capital contributions to and strengthen the balance sheets of its subsidiary banks and for other general corporate purposes.
The Simpson Thacher team for the transaction includes Lee Meyerson, Maripat Alpuche, William Freiberg, Ignacio De La Huerta, Brandon Neal and Solomon Bashi (M&A); Gary Rice and Mark Chorazak (Bank Regulatory); Greg Grogan, Jeanne Annarumma and Jennifer Pepin (Executive Compensation and Employee Benefits); Gary Mandel, Jon Goldstein and Drew Purcell (Tax); and Barrie Covit (Funds). Paralegal Dara Kanowitz also provided valuable assistance.