Bridgewater Bancshares Inc. (BWB) Prices 2.4M Depositary Share Offering

Bridgewater Bancshares, Inc. (Nasdaq: BWB), the parent company of Bridgewater Bank, today announced the pricing of its underwritten public offering of 2,400,000 depositary shares, each representing a 1/100th ownership interest in a share of 5.875% Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share (the “Series A Preferred Stock”), with a liquidation preference of $2,500 per share (equivalent to $25.00 per depositary share) for gross proceeds of $60.0 million. Bridgewater also granted the underwriters a 30-day option to purchase up to 360,000 additional depositary shares. Bridgewater intends to use the net proceeds from the offering for general corporate purposes, including support for organic growth plans, support for bank level capital ratios and possible redemption or repurchase of currently outstanding indebtedness. Bridgewater has applied to list the depositary shares on the Nasdaq Capital Market under the symbol “BWBP”. The offering is subject to customary closing conditions and is expected to close on or about August 17, 2021.

Dividends will be payable on the Series A Preferred Stock if, as and when declared by Bridgewater’s Board of Directors on a non-cumulative basis on March 1st, June 1st, September 1st and December 1st of each year, commencing on December 1, 2021 at a per annum rate of 5.875%.

D.A. Davidson & Co. is acting as the lead book-running manager and Performance Trust Capital Partners, LLC is acting as joint lead book-running manager for the offering.

The offering is being made pursuant to a prospectus supplement and accompanying prospectus filed as part of an effective shelf registration statement filed with the Securities and Exchange Commission on Form S-3 (File No. 333-230533). Prospective investors should read the prospectus supplement and accompanying prospectus in the registration statement and other documents that Bridgewater has filed or will file with the SEC for more complete information about Bridgewater and the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer or sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The offering of the depositary shares is being made only by means of a prospectus supplement and accompanying prospectus, copies of which, when available, can be obtained for free by visiting EDGAR on the SEC’s website at www.sec.gov or by contacting D.A. Davidson & Co. at 8 Third Street North, Great Falls, MT 59401, or by emailing [email protected], or calling 1-800-322-5915; or by contacting Performance Trust Capital Partners, LLC at 500 W. Madison Ave, Suite 450, Chicago IL 60661, or by emailing [email protected], or by calling (321) 521-1638.

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