ArrowMark Financial Corp. Announces $14.9 Million Registered Direct Offering

Rhea-AI Summary

ArrowMark Financial Corp (Nasdaq: BANX) announced a registered direct offering of 673,249 common shares at a purchase price of $22.28 per share, for expected gross proceeds of $14,999,987.72.

The Fund reported a NAV of $22.20 at the time of the transaction and described the offering as accretive to current shareholders. The shares are being offered under a shelf registration (File No. 333-281004) originally filed July 24, 2024 and declared effective February 18, 2025; a prospectus supplement will be filed with the SEC.

Positive

• $14.999M gross proceeds expected from offering
• 673,249 common shares to be issued in the offering
• Offering price $22.28 versus NAV $22.20 (accretive)
• Securities offered under an effective shelf registration (Feb 18, 2025)

Negative

• Net proceeds reduced by unspecified legal and administrative expenses

News Market Reaction – BANX

+0.31%

+0.31% Session close to close

In the Dec 19 session, BANX gained 0.31%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement details a registered direct offering of 673,249 shares at $22.28, slightly above t...

Analysis

This announcement details a registered direct offering of 673,249 shares at $22.28, slightly above the reported Net Asset Value of $22.20, for expected gross proceeds of about $15M. Management indicated that proceeds will be invested in line with the existing strategy. With BANX trading above its 200-day MA but below its 52-week high, investors may watch subsequent disclosures on capital deployment and any impact on income generation and NAV trends.

Key Figures

Shares Offered: 673,249 shares Offering Price: $22.28 per share Net Asset Value: $22.20 per share +4 more

7 metrics

Shares Offered 673,249 shares Registered direct offering size

Offering Price $22.28 per share Purchase price in registered direct offering

Net Asset Value $22.20 per share NAV at time of transaction

Gross Proceeds $14,999,987.72 Expected proceeds from offering before expenses

SEC File Number File No. 333-281004 Registration statement reference for the securities

Shelf Filing Date July 24, 2024 Date registration statement originally filed with SEC

Effective Date February 18, 2025 Date registration statement declared effective by SEC

Key Terms

registered direct offering, securities purchase agreement, registration statement, prospectus supplement

4 terms

registered direct offering financial

"shares of common stock, in a registered direct offering."

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

securities purchase agreement financial

"entered into a securities purchase agreement with investors to purchase"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

registration statement regulatory

"pursuant to a “shelf” registration statement (File No. 333-281004)"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

prospectus supplement regulatory

"A prospectus supplement and the accompanying prospectus relating to the offering"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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DENVER, Dec. 18, 2025 (GLOBE NEWSWIRE) -- ArrowMark Financial Corp. (Nasdaq: BANX) (“ArrowMark” or the “Fund”) today announced that it has entered into a securities purchase agreement with investors to purchase 673,249 of its shares of common stock, in a registered direct offering. The purchase price for one share of common stock was $22.28. The Net Asset Value at the time of the transaction was $22.20. The registered direct offering is accretive to current shareholders.

The proceeds from the registered direct offering are expected to be $14,999,987.72, exclusive of legal and administrative expenses associated with the transaction. ArrowMark anticipates that the net proceeds will be invested in accordance with its investment strategy.

The securities described above are being offered pursuant to a “shelf” registration statement (File No. 333-281004) originally filed with the Securities and Exchange Commission (SEC) on July 24, 2024 and declared effective on February 18, 2025. Such securities may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement and the accompanying prospectus relating to the offering of the securities will be filed with the SEC. Electronic copies of the prospectus supplement and the accompanying prospectus relating to the offering of the securities may be obtained, when available, on the SEC's website at http://www.sec.gov or by contacting Investor Relations at (877) 855-3434 or 100 Fillmore Street, Suite 325, Denver, CO 80206.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor are there any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About ArrowMark Financial Corp.

ArrowMark Financial Corp. is an SEC registered non-diversified, closed-end fund listed on the NASDAQ Global Select Market under the symbol “BANX.” Its investment objective is to provide shareholders with current income. The Fund pursues its objective by investing primarily in regulatory capital securities of financial institutions. ArrowMark Financial is managed by ArrowMark Asset Management, LLC. To learn more, visit ir.arrowmarkfinancialcorp.com or contact the Fund’s secondary market service agent at 877-855-3434.

Disclaimer and Risk Factors:

There is no assurance that ArrowMark Financial will achieve its investment objective. ArrowMark Financial is subject to numerous risks, including investment and market risks, management risk, income and interest rate risks, banking industry risks, preferred stock risk, convertible securities risk, debt securities risk, liquidity risk, valuation risk, leverage risk, non-diversification risk, credit and counterparty risks, market at a discount from net asset value risk and market disruption risk. Shares of closed-end investment companies may trade above (a premium) or below (a discount) their net asset value. Shares of ArrowMark Financial may not be appropriate for all investors. Investors should review and consider carefully ArrowMark Financial's investment objective, risks, charges and expenses. Past performance does not guarantee future results.

The Annual Report, Semi-Annual Report and other regulatory filings of the Fund with the SEC are accessible on the SEC's website at www.sec.gov and on the Fund’s website at ir.arrowmarkfinancialcorp.com. 

Contact:

Investor Relations
BANX@destracapital.com
Destra Capital Advisors LLC 
(877) 855-3434

FAQ

How many shares did ArrowMark (BANX) sell in the December 18, 2025 offering?

ArrowMark sold 673,249 common shares in the registered direct offering.

What were the proceeds and price per share for BANX's December 18, 2025 offering?

The purchase price was $22.28 per share for expected gross proceeds of $14,999,987.72.

Was the BANX registered direct offering accretive to shareholders on Dec 18, 2025?

Yes; the company described the offering as accretive since the offering price exceeded the reported NAV of $22.20.

Where can investors find the prospectus for ArrowMark's (BANX) registered direct offering?

A prospectus supplement will be filed with the SEC and will be available on www.sec.gov when available.

Under what registration was BANX able to execute the December 18, 2025 offering?

The securities were offered under a shelf registration (File No. 333-281004), declared effective on February 18, 2025.