Eagle Bancorp Inc - Current report filing (8-K)
August 15 2008 - 9:34AM
Edgar (US Regulatory)
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):
August 11,
2008
Eagle Bancorp, Inc.
(Exact name of registrant as specified in its
charter)
Maryland
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0-25923
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52-2061461
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(State or other jurisdiction
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(Commission file number)
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(IRS Employer
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of incorporation)
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Number)
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7815 Woodmont Avenue, Bethesda, Maryland 20814
(Address
of Principal Executive Offices) (Zip Code)
Registrants
telephone number, including area code:
301.986.1800
Check
the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (See General Instruction A.2. below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item
1.01
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Entry
into a Material Definitive Agreement
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off Balance Sheet
Arrangement of a Registrant
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On
August 11, 2008, Eagle Bancorp, Inc. (the Company) entered into a
Loan Agreement and related Stock Security Agreement and Promissory Note (the credit
facility) with United Bank, pursuant to which the Company may borrow, on a
revolving basis, up to $20 million for working capital purposes, to finance
capital contributions to its subsidiaries, EagleBank, Bethesda, Maryland and
Eagle Commercial Ventures, LLC. The
credit facility is secured by a first lien on all of the stock of EagleBank,
and bears interest at a floating rate equal to the Wall Street Journal Prime
Rate minus 0.25%. Interest is payable on a monthly basis. The term of the credit facility expires on August 31,
2010. At any time, provided no event of
default exists, the Company may term out repayment of the outstanding principal
balance of the credit facility over a five year term, based on a ten year
straight line amortization.
The credit
facility contains certain customary representations, warranties, covenants and
events of default, including the following financial covenants: (1) maintaining
an allowance for loan losses of not less than 55% of nonperforming assets (as
calculated in the Loan Agreement); (2) maintaining EagleBanks Tier 1
Capital Leverage Ratio, Total Risk Based Capital Ratio and Tier 1 Risk Based
Capital Ratio as well capitalized; (3) maintaining the Companys and
EagleBanks consolidated non-performing assets at less than 18% of primary
equity capital, as defined; (4) maintaining consolidated net income
(exclusive of extraordinary and nonrecurring items) to average total assets for
the Company and EagleBank at not less than 0.50%; and (5) maintaining a
ratio of investment in bank subsidiary to consolidated equity less goodwill of
not more than 125% as of any fiscal quarter end. Upon the occurrence of any
event of default (as defined in the Loan Agreement) which is continuing, Lender
shall have the right to declare the amount owned under the credit facility to
be immediately due and payable.
The foregoing
summary of the Loan Agreement, Stock Security Agreement and the Promissory Note
is qualified in its entirety by reference to the Loan Agreement, the Stock
Security Agreement and the Promissory Note, the forms of which of which are
attached hereto as Exhibits 10.1, 10.2 and 10.3, respectively, and incorporated
herein by reference.
The
new credit facility replaces a prior $15 million line of credit facility which
expired in July 2008. No amount is
currently outstanding under the credit facility.
Item
9.01 Financial Statements and Exhibits
(a)
Financial Statements of Business Acquired.
Not applicable.
(b)
Pro Forma Financial Information. Not
applicable.
(c)
Shell Company Transactions. Not
applicable.
(d)
Exhibits.
10.1 Loan Agreement, dated as of August 11,
2008 between Eagle Bancorp, Inc. and United Bank
10.2 Stock Security Agreement, dated as of August 11,
2008 between Eagle Bancorp, Inc. and United Bank
10.3 Promissory Note, dated as of August 11,
2008
2
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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EAGLE
BANCORP, INC.
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By:
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/s/ Ronald D. Paul
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Ronald
D. Paul, President, Chief Executive
Officer
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Dated: August 15,
2008
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3
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