(Note: This is NOT an IPO. This is an uplift to the NASDAQ from the Toronto Stock Exchange. Our Common Shares are listed and posted for trading on the Toronto Stock Exchange (the “TSX”) under the symbol “VB”. On September 10, 2021, the last trading day before the filing of this preliminary form of Prospectus Supplement, the closing price of the Common Shares on the TSX was C$13.10 or US$10.37 (based on the daily exchange rate for the U.S. dollar in terms of Canadian dollars, as quoted by the Bank of Canada, of C$1.00 = US$0.7917).) 

VersaBank is a Canadian Schedule I chartered bank that has successfully leveraged its commitment to innovation to develop an efficient and effective technology-driven business-to-business banking business model that has facilitated VersaBank’s becoming one of the world’s first fully digital financial institutions. In our digital banking operations, we conduct our deposit gathering and loan origination activities predominantly through technology-enabled electronic deposit and lending solutions for financial intermediaries that we believe enable these intermediaries to excel in their core businesses. We seek to profitably and prudently address underserved segments of the Canadian and U.S. financial service markets by developing and providing innovative, technology-based deposit taking and lending solutions that enable lower-cost funding and lower-risk lending than we could otherwise achieve, in the pursuit of attractive risk-adjusted returns. Our lending business has a particular focus on point-of-sale financing. We have grown our point-of-sale loan and lease portfolio in Canada to U.S.$918 million as of July 31, 2021 by addressing an unmet market need and believe the opportunity exists to address a similar unmet need in the United States, in which the market is estimated to grow to U.S.$1.8 trillion.¹ 

Through our wholly owned subsidiary, Washington, D.C.-based DRT Cyber, Inc, we are leveraging our internally-developed IT security software and capabilities to diversify our sources of revenue and pursue what we believe are significant opportunities to offer innovative cybersecurity products and solutions designed to address the rapidly growing volume of cyber threats constantly challenging financial institutions, multi-national corporations and government entities. We believe that this combination of innovative, technology-enabled, specialty banking products and services positions VersaBank as a market-leading fully-digital bank serving clients holding or otherwise transacting in digital assets.

(Note: VersaBank upsized its NASDAQ uplift offering at pricing on Sept. 21, 2021, to price 5.5 million shares, up from 4.8 million shares, at $10 – slightly below its expected price of US$10.37 – to raise $55 million.)