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Published on 8/1/2008 in the Prospect News Convertibles Daily.

New Issue: TowneBank upsizes 8% convertible preferred stock to $55 million

New York, Aug. 1 - TowneBank upsized to $55 million from $25 million its offering of convertible non-cumulative preferred stock.

The Hampton Roads, Va.-based community bank said it was increasing the amount because of the "overwhelming" response of shareholders and members.

By 4 p.m. ET on Aug. 1, it had $43.4 million of subscriptions. TowneBank will continue to accept orders through the close of business on Aug. 8 or until it reaches the maximum size. That is an earlier close than the original deadline of Aug. 15.

The deal is priced at par with a dividend of 8%.

The issuer is making the preferreds available to current shareholders and depositors exclusively.

There was originally a $5 million greenshoe.

The stock is being issued at a par price of $100 per share and will be convertible at the option of the holder based on the minimum share price of $15 per share.

If the closing price of Towne common stock is more than $15 per share when the offering closes, then the conversion price will be adjusted to equal the higher closing price.

The preferreds are non-callable for three years and then provisionally callable for two years, subject to a 120% pricing hurdle, with forced conversion after five years.

Issuer:TowneBank
Issue:Convertible non-cumulative preferred stock
Amount:$55 million
Preferred shares:250,000
Maturity:2013
Dividend:8%
Price:Par of $100
Conversion price:$15.00
Calls:Non-callable for three years and provisionally callable for two years at 120% hurdle
Pricing date:July 23

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