Market Newsdesk

BEDMINSTER, NJ, Dec. 22, 2020 (GLOBE NEWSWIRE) — via NewMediaWire — Peapack-Gladstone Financial Corporation (NASDAQ Global Select Market: PGC) (the “Company”), the holding company for Peapack-Gladstone Bank, today announced the completion of its private placement of $100.0 million in fixed-to-floating rate subordinated notes due 2030 (the “Notes”). 

The Notes are intended to qualify as Tier 2 capital for regulatory purposes.  The Notes will initially bear interest at a fixed annual rate of 3.50% for the first five years and will reset quarterly thereafter to the then current three-month SOFR rate plus 326 basis points.

The Company intends to use the net proceeds from the offering for general corporate purposes, which may include the potential redemption of existing subordinated debentures, acquisitions of wealth management firms and stock repurchases, subject to any applicable regulatory clearances.

In connection with the issuance and sale of the Notes, the Company entered into a registration rights agreement with the purchasers of the Notes pursuant to which the Company has agreed to take certain actions to provide for the exchange of the Notes for subordinated notes that are registered under the Securities Act of 1933, as amended, with substantially the same terms as the Notes.

Douglas L. Kennedy, President and CEO of the Company, commented, “We were pleased to have investment grade ratings from both Kroll and Moody’s. We believe those ratings and our ability to raise $100 million of additional Tier 2 capital at one of the lowest rates since the pandemic hit, reflects the strength and quality of our organization and management team. The proceeds of this offering will allow us to be in a position to call a portion of our outstanding debt carrying a higher rate, if we so choose, and support growth initiatives and capital management opportunities, all without dilution to existing shareholders.”

Piper Sandler & Co. and Keefe, Bruyette & Woods, A Stifel Company served as joint placement agents for the Notes offering. Luse Gorman, PC served as legal counsel to the Company and Covington & Burling LLP served as legal counsel to the placement agents.

This press release is for informational purposes only and shall not constitute an offer to sell, or the solicitation of an offer to buy the Notes, nor shall there be any sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.  The Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.  The indebtedness evidenced by the Notes is not a deposit and is not insured by the Federal Deposit Insurance Corporation or any other government agency or fund.

ABOUT PEAPACK-GLADSTONE FINANCIAL CORPORATION

Founded in 1921, Peapack-Gladstone Financial Corporation is a New Jersey bank holding company with total assets of $6.0 billion, and wealth management assets under management and/or administration of $7.6 billion as of September 30, 2020.  Peapack-Gladstone Bank is a commercial bank that provides innovative wealth management, commercial and retail solutions, including residential lending and online platforms, to businesses and consumers.  For over four generations, Peapack Private, the Bank’s wealth management division, has offered comprehensive financial, tax, fiduciary and investment advice and solutions, to individuals, families, privately held businesses, family offices and not-for-profit organizations, which help them establish, maintain and expand their legacy.  Together, Peapack-Gladstone Bank and Peapack Private offer an unparalleled commitment to client service.  Visit www.pgbank.com and www.peapackprivate.com for more information.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Securities and Exchange Act of 1934, as amended, including statements of goals, intentions, and expectations as to future trends, plans, events or results of Company operations and policies and regarding general economic conditions.  In some cases, forward-looking statements can be identified by use of words such as “may,” “will,” “anticipates,” “believes,” “expects,” “plans,” “estimates,” “potential,” “continue,” “should,” and similar words or phrases.  These statements are based upon current and anticipated economic conditions, nationally and in the Company’s market, interest rates and interest rate policy, competitive factors, and other conditions which by their nature, are not susceptible to accurate forecast, and are subject to significant uncertainty.  Because of these uncertainties and the assumptions on which this discussion and the forward-looking statements are based, actual future operations and results may differ materially from those indicated herein.  Readers are cautioned against placing undue reliance on any such forward-looking statements. The Company’s past results are not necessarily indicative of future performance.

As the result of the COVID-19 pandemic and the related adverse local and national economic consequences, we could be subject to any of the following additional risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations: 

•  demand for our products and services may decline, making it difficult to grow assets and income; 
•  if the economy is unable to substantially reopen, and high levels of unemployment continue for an extended period of time, loan delinquencies, problem assets, and foreclosures may increase, resulting in increased charges and reduced income; 
•  collateral for loans, especially real estate, may decline in value, which could cause loan losses to increase; 
•  our allowance for loan losses may have to be increased if borrowers experience financial difficulties, which will adversely affect our net income; 
•  the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us; 
•  as the result of the decline in the Federal Reserve Board’s target federal funds rate to near 0%, the yield on our assets may decline to a greater extent than the decline in our cost of interest-bearing liabilities, reducing our net interest margin and spread and reducing net income; 
•  a material decrease in net income or a net loss over several quarters could result in a decrease in the rate of our quarterly cash dividend; 
•  our wealth management revenues may decline with continuing market turmoil; 
•  a worsening of business and economic conditions or in the financial markets could result in an impairment of certain intangible assets, such as goodwill;
•  the unanticipated loss or unavailability of key employees due to the outbreak, which could harm our ability to operate our business or execute our business strategy, especially as we may not be successful in finding and integrating suitable successors;
•  we may face litigation, regulatory enforcement and reputation risk as a result of our participation in the Paycheck Protection Plan and the risk that the Small Business Administration may not fund some or all PPP loan guaranties;
•  our cyber security risks are increased as the result of an increase in the number of employees working remotely; and 
•  Federal Deposit Insurance Corporation premiums may increase if the agency experience additional resolution costs.

A discussion of these and other factors that could affect our results is included in our Securities and Exchange Commission filings, including our Annual Report on Form 10-K for the year ended December 31, 2019.  We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.

Contact:  Jeffrey J. Carfora, Senior Executive Vice President and Chief Financial Officer, [email protected], 908.719.4308, Peapack-Gladstone Financial Corporation, 500 Hills Drive, Suite 300, Bedminster, NJ 07921.

FLORHAM PARK, N.J., Dec. 22, 2020 (GLOBE NEWSWIRE) — Cellectar Biosciences, Inc. (NASDAQ: CLRB), a late-stage clinical biopharmaceutical company focused on the discovery, development and commercialization of drugs for the treatment of cancer, today announced that it intends to offer and sell shares of its common stock and common stock equivalents in an underwritten public offering. The offering is subject to market conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Concurrently with the completion of the public offering, the Company expects to sell to certain investors in a private placement, shares of common stock and convertible preferred stock at a price equal to the public offering price.

Oppenheimer & Co. Inc. is acting as the sole book-running manager in connection with the public offering.

The shares of common stock and common stock equivalents in the public offering will be issued by Cellectar pursuant to a shelf registration statement that was previously filed with, and declared effective by, the Securities and Exchange Commission (SEC) on August 20, 2020. The public offering will be made only by means of the written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and the accompanying prospectus relating to the public offering will be filed by the Company with the SEC. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the public offering may also be obtained from Oppenheimer & Co. Inc., Attention: Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY, 10004, by telephone at (212) 667-8055, or by email at [email protected].

This press release does not constitute an offer to sell or the solicitation of offers to buy any securities of Cellectar being offered in the public offering or concurrent private placement, and shall not constitute an offer, solicitation or sale of any security in the public offering or concurrent private placement in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Cellectar Biosciences, Inc.

Cellectar Biosciences is focused on the discovery, development and commercialization of drugs for the treatment of cancer. The company is developing proprietary drugs independently and through research and development collaborations. The company’s core objective is to leverage its proprietary Phospholipid Drug Conjugate™ (PDC) delivery platform to develop PDCs that specifically target cancer cells, delivering improved efficacy and better safety as a result of fewer off-target effects. The company’s PDC platform possesses the potential for the discovery and development of the next-generation of cancer-targeting treatments, and it plans to develop PDCs independently and through research and development collaborations.

The company’s lead PDC therapeutic, CLR 131, is currently in two clinical studies. The CLOVER-1 Phase 2 study and the Phase 1 pediatric safety study. The CLOVER-1 study met the primary efficacy endpoints from the Part A dose-exploration portion, conducted in r/r B-cell malignancies, and is now enrolling in expansion cohorts evaluating in triple class refractory multiple myeloma and BTK inhibitor failed Waldenstrom’s macroglobulinemia patients. The dosing regimen is designed to provide the optimal dose identified in Part A of >60 mCi total body dose. The data from the Part A portion were announced on February 19, 2020.

The Phase 1 pediatric study is an open-label, sequential-group, dose-escalation study to evaluate the safety and tolerability of CLR 131 in children and adolescents with relapsed or refractory cancers, including malignant brain tumors, neuroblastoma, sarcomas, and lymphomas (including Hodgkin’s lymphoma). The Phase 1 study is being conducted internationally at seven leading pediatric cancer centers.

The company’s product pipeline includes one preclinical PDC chemotherapeutic program (CLR 1900) and multiple partnered PDC assets.

For more information, please visit www.cellectar.com or join the conversation by liking and following us on the company’s social media channels: Twitter, LinkedIn, and Facebook.

Forward-Looking Statement Disclaimer

This news release contains forward-looking statements. You can identify these statements by our use of words such as “may,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate,” “continue,” “plans,” or their negatives or cognates. These statements are only estimates and predictions and are subject to known and unknown risks and uncertainties that may cause actual future experience and results to differ materially from the statements made. These statements are based on our current beliefs and expectations as to such future outcomes including our expectations of the impact of the COVID-19 pandemic. Drug discovery and development involve a high degree of risk. Factors that might cause such a material difference include, among others, uncertainties related to the ability to raise additional capital, uncertainties related to the disruptions at our sole source supplier of CLR 131, the ability to attract and retain partners for our technologies, the identification of lead compounds, the successful preclinical development thereof, patient enrollment and the completion of clinical studies, the FDA review process and other government regulation, our ability to maintain orphan drug designation in the United States for CLR 131, the volatile market for priority review vouchers, our pharmaceutical collaborators’ ability to successfully develop and commercialize drug candidates, competition from other pharmaceutical companies, product pricing and third-party reimbursement. A complete description of risks and uncertainties related to our business is contained in our periodic reports filed with the Securities and Exchange Commission including our Form 10-K for the year ended December 31, 2019, our Form 10-Q for the quarter ended March 31, 2020, our Form 10-Q for the quarter ended June 30, 2020 and our Form 10-Q for the quarter ended September 30, 2020. These forward-looking statements are made only as of the date hereof, and we disclaim any obligation to update any such forward-looking statements. These forward-looking statements are made only as of the date hereof, and we disclaim any obligation to update any such forward-looking statements.

Contacts

Investors:

Monique Kosse
Managing Director
LifeSci Advisors, LLC
646-915-3820
[email protected]