Section 1.01 Entering into a Material Definitive Agreement.
The agreement provides for a floating interest rate equal to the Wall Street Journal prime rate plus -1.000% and a floor of 2.250% per annum. The Company may prepay the Term Loan in whole or in part at any time; however, any prepayment in whole or in part under refinancing with another institution is subject to a prepayment premium as described in the Agreement.
Under the terms of the agreement, the Company is required to pay quarterly interest on the outstanding principal balance of the term loan. The Company is required to make quarterly capital repayments commencing on
The Company’s obligations under the Agreement are secured by a first ranking lien on the entire share capital of the Company’s banking subsidiary,
The agreement, promissory note and pledge agreement contain the customary representations, warranties and covenants for a term loan, including certain financial covenants and capital ratio requirements. The financial covenants of the agreement include, among others, covenants requiring that (a) the Bank maintain a minimum Common Equity Tier 1 capital of at least
The Agreement, Promissory Note and Pledge Agreement also provide for certain events of default, including, but not limited to, default in payment, breach of representations and warranties and bankruptcy or insolvency proceedings, the occurrence, after any applicable relief period, would allow the Lender, among other things, to expedite payment of all amounts unpaid under the Agreement and the Promissory Note, as the case may be, and to exercise its remedies at the in respect of shares in the capital stock of the Bank subject to the pledge agreement.
The foregoing descriptions of the Agreement, Promissory Note and Pledge Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Agreement, Promissory Note and Pledge Agreement. pledge, which are filed as Exhibits 10.1, 10.2 and 10.3, respectively, to this current report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set out in Section 1.01 is incorporated by reference into this Section 2.03 in its entirety.
Item 9.01 Financial statements and supporting documents.
(d) Exhibits 10.1 Credit Agreement, dated as of
December 15, 2021, by and between West Bancorporation, Inc.and National Exchange Bank & Trust10.2 Promissory Note, dated as of December 15, 2021, made by West Bancorporation, Inc., to and in favor of National Exchange Bank & Trust10.3 Commercial Pledge Agreement, dated as of December 15, 2021, by and between West Bancorporation, Inc.and National Exchange Bank & Trust104 Cover Page Interactive Data File (embedded within the inline XBRL document)
© Edgar Online, source