SEC Comment Letter 0000000000-24-001078 to Bancorp 34, Inc. (BCTF)
Bancorp 34, Inc.
Date: Jan. 26, 2024 · CIK: 0001668340 · Accession: 0000000000-24-001078
AI Filing Summary & Sentiment
File numbers found in text: 333-273901
Letter
United States securities and exchange commission logo January 26, 2024 James Crotty Chief Executive Officer Bancorp 34, Inc. 8777 E. Hartford Drive, Suite 100 Scottsdale, Arizona 85255 Re:Bancorp 34, Inc. Post-Effective Amendment to Form S-4 Filed January 5, 2024 File No. 333-273901 Dear James Crotty: We have reviewed your post-effective amendment and have the following comment(s). Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Post Effective Amendment No. 1 to Form S-4 Lending and Interest Rate Risks, page 43 1.Consistent with your disclosure on page 179, please add a new risk factor or update an existing risk factor to discuss that you experienced a deterioration of a large out of market commercial real estate credit, that management engaged an external party to complete a loan review of your out of market collateral portfolio, that management conducted a review of the largest out of market credits as well as those credit’s property appraisals, and that you plan to limit out of market lending moving forward. Also, discuss the possibility that you may experience material deteriorations with other existing commercial real estate loans. General 2.We note the disclosure that you will file a registration statement registering the additional shares for the increase in the exchange ratio. Please advise us on the timing of the other registration statement in relation to the timing of the merger and explain if that share
FirstName LastNameJames Crotty Comapany NameBancorp 34, Inc. January 26, 2024 Page 2 FirstName LastName James Crotty Bancorp 34, Inc. January 26, 2024 Page 2 issuance will be an exchange offer. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact John Stickel at 202-551-3324 or Susan Block at 202-551-3210 with any other questions. Sincerely, Division of Corporation Finance Office of Finance
Show Raw Text
United States securities and exchange commission logo
January 26, 2024
James Crotty
Chief Executive Officer
Bancorp 34, Inc.
8777 E. Hartford Drive, Suite 100
Scottsdale, Arizona 85255
Re:Bancorp 34, Inc.
Post-Effective Amendment to Form S-4
Filed January 5, 2024
File No. 333-273901
Dear James Crotty:
We have reviewed your post-effective amendment and have the following comment(s).
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments.
Post Effective Amendment No. 1 to Form S-4
Lending and Interest Rate Risks, page 43
1.Consistent with your disclosure on page 179, please add a new risk factor or update an
existing risk factor to discuss that you experienced a deterioration of a large out of market
commercial real estate credit, that management engaged an external party to complete a
loan review of your out of market collateral portfolio, that management conducted
a review of the largest out of market credits as well as those credit’s property
appraisals, and that you plan to limit out of market lending moving forward. Also, discuss
the possibility that you may experience material deteriorations with other existing
commercial real estate loans.
General
2.We note the disclosure that you will file a registration statement registering the additional
shares for the increase in the exchange ratio. Please advise us on the timing of the other
registration statement in relation to the timing of the merger and explain if that share
FirstName LastNameJames Crotty
Comapany NameBancorp 34, Inc.
January 26, 2024 Page 2
FirstName LastName
James Crotty
Bancorp 34, Inc.
January 26, 2024
Page 2
issuance will be an exchange offer.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact John Stickel at 202-551-3324 or Susan Block at 202-551-3210 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Finance