On September 28, 2023, Republic First Bancorp, Inc announced that on September 27, 2023 the Company and George E. Norcross, III, Gregory B. Braca, Philip A. Norcross and affiliates (collectively, the Norcross Braca Group), announced the signing of a non-binding Letter of Intent(LOI) that includes a significant investment by the Norcross Braca Group as part of a capital raise totaling at least $75 million and provides for the reconstitution of the Company?s board of directors and the departure of a majority of legacy directors, among other provisions. The Company added that under the LOI, the Norcross Braca Group will make a new investment of at least $35 million in the Company and stated that as a condition to the investment, the Company will raise at least $40 million of additional capital from third-party investors. The Company mentioned that it anticipates that the proceeds of the capital raise will be used to strengthen the Company?s financial position and improve its operations, all with the goal of enhancing shareholder value.

Further, the Company stated that upon the consummation of the capital raise, the Company?s board would consist of 9 members, including 2 directors designated by the Norcross Braca Group, 2 candidates put forth by the Additional Investors, 2 new independent directors, the Company?s Chief Executive Officer and 2 legacy independent director and mentioned that in the interim, with the execution of a definitive agreement for the capital raise, the Norcross Braca Group will have the right to appoint two non-voting observers to the board. In addition, pursuant to the LOI, upon the execution of a definitive agreement for the Capital Raise, the Norcross Braca Group will dismiss all litigation against the Company and cease its proxy solicitation efforts and upon the consummation of the capital raise, the Company will pay certain fees and expenses of the Norcross Braca Group and assume certain investment banking and legal expenses.