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CoastalSouth Bancshares, Inc.
CIK: 0001297107  ·  File(s): 333-287854, 377-07765  ·  Started: 2025-06-17  ·  Last active: 2025-06-30
Response Received 3 company response(s) High - file number match
UL SEC wrote to company 2025-06-17
CoastalSouth Bancshares, Inc.
Risk Disclosure Financial Reporting Regulatory Compliance
File Nos in letter: 333-287854
CR Company responded 2025-06-24
CoastalSouth Bancshares, Inc.
Regulatory Compliance Risk Disclosure Financial Reporting
References: June 17, 2025
CR Company responded 2025-06-30
CoastalSouth Bancshares, Inc.
Offering / Registration Process
File Nos in letter: 333-287854
CR Company responded 2025-06-30
CoastalSouth Bancshares, Inc.
Offering / Registration Process
File Nos in letter: 333-287854
References: June 24, 2025
CoastalSouth Bancshares, Inc.
CIK: 0001297107  ·  File(s): 377-07765  ·  Started: 2025-04-01  ·  Last active: 2025-04-01
Awaiting Response 0 company response(s) High
UL SEC wrote to company 2025-04-01
CoastalSouth Bancshares, Inc.
DateTypeCompanyLocationFile NoLink
2025-06-30 Company Response CoastalSouth Bancshares, Inc. N/A N/A
Offering / Registration Process
Read Filing View
2025-06-30 Company Response CoastalSouth Bancshares, Inc. N/A N/A
Offering / Registration Process
Read Filing View
2025-06-24 Company Response CoastalSouth Bancshares, Inc. N/A N/A
Regulatory Compliance Risk Disclosure Financial Reporting
Read Filing View
2025-06-17 SEC Comment Letter CoastalSouth Bancshares, Inc. N/A 377-07765
Risk Disclosure Financial Reporting Regulatory Compliance
Read Filing View
2025-04-01 SEC Comment Letter CoastalSouth Bancshares, Inc. N/A 377-07765 Read Filing View
DateTypeCompanyLocationFile NoLink
2025-06-17 SEC Comment Letter CoastalSouth Bancshares, Inc. N/A 377-07765
Risk Disclosure Financial Reporting Regulatory Compliance
Read Filing View
2025-04-01 SEC Comment Letter CoastalSouth Bancshares, Inc. N/A 377-07765 Read Filing View
DateTypeCompanyLocationFile NoLink
2025-06-30 Company Response CoastalSouth Bancshares, Inc. N/A N/A
Offering / Registration Process
Read Filing View
2025-06-30 Company Response CoastalSouth Bancshares, Inc. N/A N/A
Offering / Registration Process
Read Filing View
2025-06-24 Company Response CoastalSouth Bancshares, Inc. N/A N/A
Regulatory Compliance Risk Disclosure Financial Reporting
Read Filing View
2025-06-30 - CORRESP - CoastalSouth Bancshares, Inc.
CORRESP
 1
 filename1.htm

 CORRESP

 June 30, 2025   VIA EDGAR CORRESPONDENCE   U.S. Securities and Exchange Commission Division of Corporate Finance Office of Finance 100 F Street, NE Washington, D.C. 20549

 Attention:
 Lory Empie

 William Schroeder

 Robert Arzonetti

 Todd Schiffman

 Re:
 CoastalSouth Bancshares, Inc. Registration Statement on Form S-1, as amended (File No. 333-287854) Request for Acceleration of Effective Date

 Ladies and Gentlemen:   Pursuant to the provisions of Rule 461 under the Securities Act of 1933, as amended, CoastalSouth Bancshares, Inc., a Georgia corporation (the “ Registrant ”), hereby respectfully requests that the effective date of the Registration Statement be accelerated so that it will be declared effective at 4:01 p.m., Washington, D.C. time, on July 1, 2025, or as soon as thereafter practicable, or at such later time as the Registrant or its outside counsel, Alston & Bird LLP, may orally request via telephone call to the staff of the U.S. Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Alston & Bird LLP, by calling Will Hooper at (404) 881-4697.   Thank you for your assistance in this matter.       [Signature Page Follows]

 Very truly yours,

 COASTALSOUTH BANCSHARES, INC.

 By:

  /s/ Stephen R. Stone

 Name:

 Stephen R. Stone

 Title:

 President and Chief Executive Officer
2025-06-30 - CORRESP - CoastalSouth Bancshares, Inc.
Read Filing Source Filing Referenced dates: June 24, 2025
CORRESP
 1
 filename1.htm

 CORRESP

 June 30, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street N.E. Washington, D.C. 20549-6010

 Attention:
 Lory Empie

 William Schroeder

 Robert Arzonetti

 Todd Schiffman

   Re: CoastalSouth Bancshares, Inc. Registration Statement on Form S-1, as amended (File No. 333-287854) Request for Acceleration of Effective Date Ladies and Gentlemen: In connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “ Act ”), we hereby join in the request of CoastalSouth Bancshares, Inc. (the “ Registrant ”) that the effective date of the Registration Statement be accelerated so that it will be declared effective at 4:01 p.m., Washington, D.C. time, on July 1, 2025, or as soon as thereafter practicable, or at such other time as the Registrant or its outside counsel, Alston & Bird LLP, may orally request via telephone call to the staff of the U.S. Securities and Exchange Commission. Pursuant to Rule 460 under the Act, please be advised that we have distributed approximately 400 copies of the Preliminary Prospectus dated June 24, 2025 (the “ Preliminary Prospectus ”) through the date hereof, to underwriters, dealers, institutions and others. In connection with the Preliminary Prospectus distribution for the above-referenced issue, the prospective underwriters have confirmed that they are complying with the 48-hour requirement in Rule 15c2-8(b) under the Securities Exchange Act of 1934, as amended. Very truly yours, PIPER SANDLER & CO. As Representative of the several underwriters   [ Signature Pages Follow ]

 PIPER SANDLER & CO.

 By:

 /s/ Neil Riley

 Name: Neil Riley

 Title: Managing Director

 cc: David Ghegan, Troutman Pepper Locke LLP
 [ Signature Page to Acceleration Request Letter ]
2025-06-24 - CORRESP - CoastalSouth Bancshares, Inc.
Read Filing Source Filing Referenced dates: June 17, 2025
CORRESP
 1
 filename1.htm

 CORRESP

   One Atlantic Center 1201 West Peachtree Street Atlanta, GA 30309-3424 404-881-7000 | Fax: 404-881-7777
   June 24, 2025     VIA ELECTRONIC SUBMISSION   U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, N.E. Washington, D.C. 20549   Attn: Lory Empie William Schroeder Robert Arzonetti Todd Schiffman   Re: CoastalSouth Bancshares, Inc. Registration Statement on Form S-1 Submitted June 6, 2025 CIK No. 0001297107   To Whom It May Concern:   On behalf of CoastalSouth Bancshares, Inc., a Georgia corporation (the “ Company ”), we hereby respectfully respond to comments from the staff (the “ Staff ”) of the U.S. Securities and Exchange Commission (the “ Commission ”) received in a letter dated June 17, 2025, relating to the Company’s Registration Statement on Form S-1 submitted on June 6, 2025.   We are concurrently filing a Pre-Effective Amendment No. 1 to the Form S-1 (“ Amendment No. 1 ”), which reflects responses to the comments received from the Staff and certain other updated information.   Recent Developments, page 20   Comment 1:   We note in the second paragraph that you do not intend to update the preliminary estimated information. Please confirm that there have been no material changes as of the date you file your next amendment.   Response:   The Company confirms that there have been no material changes as of June 23, 2025, the date of Amendment No. 1.

 Alston & Bird LLP
  www.alston.com

 Atlanta | Brussels | Century City | Charlotte | Chicago | Dallas | London | Los Angeles | New York | Raleigh | San Francisco | Silicon Valley | Washington, D.C.

 Risk Factors   We are a bank holding company..., page 43   Comment 2: We note the final sentence indicating that all of the stock of the bank is pledged as collateral for the revolving commercial line of credit. Please discuss this in a separate risk factor.   Response:   In response to the Staff’s comment, the Company has revised the disclosure on page 44 to indicate that all of the stock of Coastal States Bank is pledged as collateral for the Company’s revolving line of credit with ServisFirst Bank.     Should you have any questions, please do not hesitate to contact us.   Very truly yours, Alston & Bird LLP   /s/ Mark C. Kanaly _____________________________ By: Mark C. Kanaly A Partner       CC: Stephen R. Stone President and Chief Executive Officer, CoastalSouth Bancshares, Inc.
2025-06-17 - UPLOAD - CoastalSouth Bancshares, Inc. File: 377-07765
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 17, 2025

Stephen R. Stone
President and CEO
CoastalSouth Bancshares, Inc.
400 Galleria Parkway, Suite 1900
Atlanta, GA 30339

 Re: CoastalSouth Bancshares, Inc.
 Form S-1 filed June 6, 2025
 File No. 333-287854
Dear Stephen R. Stone:

 We have reviewed your registration statement and have the following
comments.

 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.

Form S-1 filed June 6, 2025
Recent Developments, page 20

1. We note in the second paragraph that you do not intend to update the
preliminary
 estimated information. Please confirm that there have been no material
changes as of
 the date you file your next amendment.
Risk Factors
We are a bank holding company..., page 43

2. We note the final sentence indicating that all of the stock of the bank
is pledged as
 collateral for the revolving commercial line of credit. Please discuss
this in a separate
 risk factor.
 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.
 June 17, 2025
Page 2

 Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

 Please contact Lory Empie at 202-551-3714 or Amit Pande at 202-551-3423
if you
have questions regarding comments on the financial statements and related
matters. Please
contact Robert Arzonetti at 202-551-8819 or Todd Schiffman at 202-551-3491 with
any other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Mark Kanaly
</TEXT>
</DOCUMENT>
2025-04-01 - UPLOAD - CoastalSouth Bancshares, Inc. File: 377-07765
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 1, 2025

Stephen R. Stone
President and CEO
CoastalSouth Bancshares, Inc.
400 Galleria Parkway, Suite 1900
Atlanta, GA 30339

 Re: CoastalSouth Bancshares, Inc.
 Draft Registration Statement on Form S-1
 Submitted March 5, 2025
 CIK No. 0001297107
Dear Stephen R. Stone:

 We have reviewed your draft registration statement and have the
following comments.

 Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. 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 the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Draft Registration Statement Form S-1
Cover Page

1. Please disclose on the cover page, and as appropriate throughout the
registration
 statement, if your offering is contingent on receipt of certification to
list on the NYSE.
 In addition, clarify when you expect to apply to list on the NYSE.
2. We note that on the cover page and elsewhere throughout the registration
statement,
 you state that you and the selling shareholders will be offering shares
of your common
 stock. We further note your disclosure on page 49 that you have both
"voting" and
 "non-voting" common stock. Please revise your disclosure on the cover
page and
 elsewhere as appropriate to clarify which type of common stock is being
offered.
 April 1, 2025
Page 2
Our Three Growth Strategies, page 3

3. Please discuss whether you have future plans for branch growth. If you
have plans,
 indicate which area you expect to focus on and whether it would be
through de novo
 branching or otherwise.
Our Competitive Advantage - Our Six Non-Financial Value Drivers, page 5

4. The disclosure in the summary should be a balanced presentation of your
business.
 Please balance the description of your competitive strengths with
equally prominent
 disclosure of the challenges you face and the risks and limitations that
could harm
 your business. For example, and without limitation, please balance your
discussion
 with a discussion of the added risks of commercial real estate lending,
that the
 majority of the comparable banks you list on page 16 have more total
assets than you
 and targeting small to medium-sized businesses as loan clients.
Prospectus Summary
Diversification, page 8

5. Please revise your disclosure here and elsewhere as appropriate to
disclose the overall
 percentage of your gross loan portfolio that is secured by commercial
real estate.
Our Community bank, page 9

6. Please indicate here and in the section beginning at the bottom of page
79, which
 market area each of your branches are located.
Cautionary Note Regarding Forward-Looking Statements, page 46

7. We note your statement that "[y]ou should not rely on any
forward-looking
 statements, which represent [y]our beliefs, assumptions and estimates
only as of the
 dates on which they were made, as predictions of future events." Such
statement may
 imply an inappropriate disclaimer of liability for such third-party
information. Please
 revise to remove any any implication that investors are not entitled to
rely on
 information in your registration statement.
Management's Discussion and Analysis
Total Assets, page 59

8. We note your disclosure on page 59 that "the increasing trend in total
assets was
 primarily attributable to an increase in gross LHFI..." Please reconcile
this
 disclosure with your disclosure on page 60 that says "Gross LHFI
remained relatively
 flat at approximately $1.4 billion as of December 31, 2024 and 2023" or
revise as
 necessary.
Liquidity, page 70

9. We note your disclosure that you monitor your liquidity position on a
continual basis.
 Please revise your filing to identify the group responsible for
monitoring your
 liquidity position and discuss in more detail any liquidity policy
guidelines and
 metrics you use to manage your liquidity, such as coverage ratios or
specific
 thresholds, as applicable, and whether you complied with your internal
guidelines
 with respect to these metrics for each of the periods presented.
 April 1, 2025
Page 3

Contractual Obligations, page 72

10. We note the contractual obligations table on page 72 does not include
other
 borrowings from the table on page F-31. Please revise your total
contractual
 obligation table to include other borrowings or tell us why you believe
other
 borrowings should not be included in that table.
Principal and Selling Shareholders, page 106

11. Please revise your disclosure here to identify the selling shareholders
and provide all
 the appropriate information required by Item 507 of Regulation S-K.
Item 16 - Exhibits and Financial Statement Schedules, page II-3

12. We note your references to employment agreements with your named
executive
 officers on pages 100 to 101. Please file these agreement as exhibits or
advise. Refer
 to Item 601(b)(10) of Regulation S-K.
 Please contact Lory Empie at 202-551-3714 or William Schroeder at
202-551-3294 if
you have questions regarding comments on the financial statements and related
matters. Please contact Robert Arzonetti at 202-551-8819 or Todd Schiffman at
202-551-
3491 with any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Mark Kanaly
</TEXT>
</DOCUMENT>