VersaBank (VBNK) Launches Share Offering

VersaBank (Nasdaq: VBNK) today announced that it has filed a preliminary prospectus supplement (the "Preliminary Supplement") to its short form base shelf prospectus dated November 22, 2024 (the "Base Shelf Prospectus"). The Preliminary Supplement was filed in connection with a public offering of the Bank's common shares (the "Offering"). The Preliminary Supplement has been filed with the securities regulatory authorities in each of the provinces and territories of Canada except Quebec. The Preliminary Supplement has also been filed with the U.S. Securities and Exchange Commission (the "SEC") as part of a registration statement on Form F-10 (the "Registration Statement") under the U.S./Canada Multijurisdictional Disclosure System.

Raymond James & Associates, Inc. is acting as the sole bookrunning manager, and Keefe, Bruyette & Woods, Inc., A Stifel Company, and Roth Canada, Inc. are acting as co-managers for the Offering (collectively, the "Underwriters").

The Bank will also grant the Underwriters an over-allotment option to purchase up to an additional 15% of the common shares to be sold pursuant to the Offering (the "Over-Allotment Option"). The Over-Allotment Option will be exercisable for a period of 30 days from the date of the final prospectus supplement relating to the Offering.

The Bank expects that the net proceeds from the Offering will be used for general banking purposes and will qualify as Common Equity Tier 1 capital for the Bank.

The closing of the Offering will be subject to a number of customary closing conditions, including the listing of the common shares on the Nasdaq and TSX, and any required approvals of each exchange.

No securities regulatory authority has either approved or disapproved the contents of this news release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction. The Preliminary Supplement, the Base Shelf Prospectus and the Registration Statement contain important detailed information about the Offering.

Access to the Base Shelf Prospectus and the Preliminary Supplement, and any amendments to the documents, will be provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment. The Base Shelf Prospectus and the Preliminary Supplement are accessible on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. An electronic or paper copy of the Base Shelf Prospectus, the Registration Statement, the Preliminary Supplement, and any amendment to the documents may be obtained without charge, from Raymond James & Associates, Inc., Attention: Equity Syndicate – 880 Carillon Parkway, St. Petersburg, Florida. Telephone: (800) 248-8863 or e-mail: [email protected] by providing the contact with an email address or address, as applicable. Prospective investors should read the Base Shelf Prospectus, the Registration Statement and the Preliminary Supplement (and any final prospectus supplement, when filed) before making an investment decision.

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