Sec Form 13G Filing - EJF Capital LLC filing for BAY BANKS OF VIRGINIA INC (BAYK) - 2021-02-11

 

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	EJF Sidecar Fund, Series LLC – Small Financial Equities Series
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) ☐
	(b) ☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			840,197
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			840,197
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	840,197
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	6.3% (1)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

 

 

100 South Main Street

Kilmarnock, Virginia  22482

EJF Sidecar Fund, Series LLC – Small Financial Equities Series was the record owner of the number of shares of Common Stock shown on Item 9 of its respective cover page.

EJF Capital LLC is the managing member of EJF Sidecar Fund, Series LLC – Small Financial Equities Series and the investment manager of an affiliate thereof, and may be deemed to have had shared beneficial ownership of the shares of Common Stock of which EJF Sidecar Fund, Series LLC – Small Financial Equities Series was the record owner.

Emanuel J. Friedman is the controlling member of EJF Capital LLC and may be deemed to have had shared beneficial ownership of the shares of Common Stock over which EJF Capital LLC may have had shared beneficial ownership.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than  five percent of the class of securities, check the following [X].

As reflected in its Form 8-K filed on February 1, 2021, the Issuer completed a merger (the “Merger”) with Blue Ridge Bankshares, Inc. (“Blue Ridge”) on January 31, 2021 (the “Closing Date”), pursuant to which the Issuer’s shareholders received, in exchange for each share of the Issuer’s Common Stock, 0.5000 shares of Blue Ridge common stock, no par value (“Blue Ridge Common Stock”), plus cash in lieu of any fractional shares (the “Merger Consideration”).  On the Closing Date, the Issuer merged with and into Blue Ridge, with Blue Ridge continuing as the surviving corporation.  As a result of the Merger, each share of the Issuer’s Common Stock issued and outstanding immediately prior to such time was automatically cancelled and converted into the right to receive the Merger Consideration.  As a result of the cancellation of the Issuer’s Common Stock, the Reporting Persons no longer beneficially own more than 5% of the Issuer’s Common Stock.

In addition, as reflected in the Form 8-K filed by Blue Ridge on January 29, 2021, there were 5,718,621 shares of Blue Ridge Common Stock outstanding at December 31, 2020.  In addition, as reflected on Blue Ridge’s website, an additional 6,664,848 shares of Blue Ridge Common Stock were issued in connection with the Merger.  Based on the number of shares of Blue Ridge Common Stock outstanding at December 31, 2020, together with the additional Blue Ridge Common Stock issued in connection with the Merger, the Reporting Persons do not beneficially own more than 5% of the outstanding shares of Blue Ridge Common Stock.

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	EJF CAPITAL LLC
	By:	/s/ David Bell
		Name:	David Bell
		Title:	General Counsel

	EMANUEL J. FRIEDMAN
	By:	/s/ Emanuel J. Friedman
		Name:	Emanuel J. Friedman

	EJF SIDECAR FUND, SERIES LLC – SMALL FINANCIAL EQUITIES SERIES
	By: Its:	EJF CAPITAL LLC Managing Member
	By:	/s/ David Bell
		Name:	David Bell
		Title:	General Counsel

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