Attached files
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| EX-99 - GERMAN AMERICAN BANCORP, INC. | v203952_ex99.htm |
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
report (Date of earliest event reported):
November
23, 2010
GERMAN
AMERICAN BANCORP, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Indiana
(State or
Other Jurisdiction of Incorporation)
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001-15877
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35-1547518
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(Commission File Number)
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(IRS Employer Identification No.)
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711
Main Street
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Box
810
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Jasper,
Indiana
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47546
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(812)
482-1314
(Registrant’s
Telephone Number, Including Area Code)
Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously
satisfy the filing obligation of the registrant under any of the
following
provisions (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR
240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item
1.01. Entry into a Material Definitive Agreement.
On
November 23, 2010, German American Bancorp, Inc. (the “Company”) and JPMorgan
Chase Bank, N.A. (the “Lender”) executed and delivered to each other a Fifth
Amendment (the “Amendment”) to the Second Amended and Restated Loan
and Subordinated Debenture Purchase Agreement dated December 29, 2006, as
previously amended by four prior amendments ("Loan Agreement") between the
Lender and the Company. Under the Loan Agreement as in effect prior to the
Amendment, the Lender had made available to the Company’s parent company certain
credit facilities, in the form the Lender’s purchase of the Company’s
Subordinated Debenture in the original principal amount of $10 million, a Term
Note evidencing a term loan made by Lender to the Company in the original
principal amount of $10 million, and a Revolving Note (evidencing advances made
from time to time under a revolving line of credit) in a maximum principal
amount of $10 million.
The
Revolving Note and related revolving line of credit expired on September 30,
2010. At the time of the expiration of the revolving line of credit,
no borrowings were outstanding under the Revolving Note.
Pursuant
to the Amendment, the Lender agreed to extend the availability of the expired
line of credit in the maximum amount of $5 million principal amount outstanding
at any time (reduced from the $10 million maximum amount that was available for
borrowing under the expired line of credit) under the Loan Agreement through
September 30, 2011. The Amendment also (a) fixed new and increased rates of
interest payable to the Lender with respect to amounts borrowed by the Company
under the Term Loan and under the extended revolving line of credit from time to
time, and (b) added a new covenant requiring the Company to maintain during each
twelve-month period (tested quarterly, commencing December 31, 2010) a minimum
ratio of cash flow to fixed charges (as defined, parent company only) of 1-to-1,
and made other changes, all as set forth in the text of the Amendment which is
filed as Exhibit 99 to this Report and is incorporated herein by
reference. The remainder of the Agreement was not changed by the
Amendment in any material respect.
Item
2.03. Creation of a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of
a Registrant.
The
information reported under Item 1.01 is incorporated herein by
reference.
Item
9.01. Financial Statements And
Exhibits.
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(c)
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Exhibits
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Exhibit 99
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Fifth
Amendment to Second Amended and Restated Loan and Subordinated Debenture
Purchase Agreement dated as of November 23, 2010, by and between
JPMorgan Chase Bank, N.A., and German American Bancorp,
Inc.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Report to be signed on its behalf by the undersigned hereunto
duly authorized.
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GERMAN
AMERICAN BANCORP, INC.
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Date:
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November
29, 2010
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By:
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/s/
Mark A. Schroeder
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Mark
A. Schroeder
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President
and Chief Executive
Officer
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EXHIBIT
INDEX
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Exhibit 99
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Fifth
Amendment to Second Amended and Restated Loan and Subordinated Debenture
Purchase Agreement dated as of November 23, 2010, by and between JPMorgan
Chase Bank, N.A., and German American Bancorp,
Inc.
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