Item 3.02. Unregistered Sales of Equity Securities
On July 15, 2009, Superior Bancorp began closing on a private placement of its
common stock, $0.001 par value per share, pursuant to which Superior Bancorp
anticipates issuing approximately 1,700,000 shares for an aggregate price of
approximately $3,700,000. There will be no underwriting discounts or
commissions. The issuance and sale of the common stock is exempt from
registration under the Securities Act of 1933 (the "Act") in reliance on the
exemptions from the registration requirement of the Act for transactions not
involving any public offering pursuant to Section 4(2) of the Act and Rule 506
of Regulation D promulgated pursuant to the Act. The issuance and sale of the
common stock qualifies for these exemptions because the offering was made to a
limited number of sophisticated investors who were "accredited investors" within
the meaning of Regulation D.
