UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
(
Current Report
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Item 8.01. Other Events
The Bancorp, Inc. (the “Company”) is providing an update on the pending disposition of a certain real estate bridge lending asset. As previously disclosed, the majority of the Company’s “Other Real Estate Owned” property is comprised of an apartment complex. The underlying loan balance for this property is $42.9 million as of May 15, 2025, and the property is under an agreement of sale.
On May 23, 2025, the agreement of sale was amended (the “Amendment”). Among other things, the Amendment: (1) extended the closing date to May 30, 2025, with options for an additional 30-day extension and 60-day extension in exchange for additional consideration of $1.0 million per extension; and (2) increased the purchaser’s anticipated additional investments in the property by $500,000, such that the total additional investments by the applicable closing date would not exceed $2.4 million.
On May 30, 2025, the purchaser failed to consummate the closing or secure a closing extension pursuant to the terms of the Amendment. Absent satisfactory cure by the purchaser, the agreement of sale will terminate. In the event of termination, the Company would retain all earnest money deposits received to date, totaling $3.0 million, as well as any additional property investments made by the purchaser through the termination date.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K/A may contain “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Forward-looking statements provide management’s current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements. Forward-looking statements in this Current Report are based on management’s current expectations and assumptions about future events that involve inherent risks and uncertainties and may concern, among other things, the Company’s expectations related to the purchaser’s ability to cure and/or extend the agreement of sale or the termination of the agreement. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory, and other risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. The Company undertakes no obligation to review or update any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 30, 2025 | The Bancorp, Inc. | |
| By: | /s/ Erika Caesar | |
| Name: | Erika Caesar | |
| Title: | EVP, General Counsel and Corporate Secretary | |