EAGLE BANCORP MONTANA, INC. (NASDAQ:EBMT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On February 13, 2017, Eagle Bancorp Montana, Inc. (the Company)
completed the issuance, through a private placement, of $10.0
million aggregate principal amount of 5.75% fixed senior
unsecured notes due February 15, 2022 (the Notes).
The Company estimates that the net cash proceeds from the sale of
the Notes will be approximately $9.8 million. The Company intends
to use the net proceeds from the offering for general corporate
purposes, including but not limited to, contribution of capital
to the Companys wholly-owned bank subsidiary, Opportunity Bank of
Montana, to support both organic growth as well as opportunistic
acquisitions, should appropriate opportunities arise.
The Notes were offered and sold by the Company to eligible
purchasers in a private offering in reliance on the exemption
from the registration requirements of Section 4(a)(2) of the
Securities Act of 1933, as amended, and the provisions of
Regulation D thereunder.
The information set forth under Item 2.03 below is incorporated
by reference into this Item 1.01.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
The information set forth in Item 1.01 above is incorporated
herein by reference in this Item 2.03.
The Notes were issued to a Purchase Agreement, dated as of
February 13, 2017, between the Company and the purchasers
identified therein. The Notes bear a fixed interest rate of 5.75%
per annum from and including February 13, 2017 to but excluding
February 15, 2022 and are payable semi-annually in arrears on
February 15 and August 15 of each year, beginning August 15,
2017. The Notes are not subject to redemption at the option of
the Company. Principal and interest on the Notes are subject to
acceleration only in limited circumstances.
The foregoing description is not intended to be complete and is
qualified in its entirety by reference to the full text of the
Notes and the Purchase Agreements, the forms of which are filed
as Exhibits 4.1 and Exhibit 10.1, respectively, to this Current
Report on Form 8-K and are incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On February 13, 2017, the Company issued a press release
announcing the completion of the Private Placement. A copy of the
press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
Information contained in Exhibit 99.1 shall not be deemed filed
for the purposes of the Securities Exchange Act of 1934, as
amended, nor shall such information and Exhibit be deemed
incorporated by reference in any filing under the Securities Act
of 1933, as amended, except as shall be expressly set forth by
specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 4.1 | Form of 5.75% Senior Note due 2022 | |
| 10.1 | Form of Purchase Agreement, dated February 13, 2017 | |
| 99.1 | Press Release, dated February 13, 2017 |
About EAGLE BANCORP MONTANA, INC. (NASDAQ:EBMT)
Eagle Bancorp Montana, Inc. is the bank holding company for Opportunity Bank of Montana (the Bank). The Bank is a Montana-chartered commercial bank. The Bank has equity investments in Certified Development Entities, which have received allocations of New Markets Tax Credits (NMTC). The Company offers wealth management services at its locations through financial advisors employed by the Bank. The Bank originates residential mortgages (one- to four-family) and commercial real estate loans, real estate construction loans, home equity loans, consumer loans and commercial loans. The Bank offers a range of deposit accounts, which include certificates of deposit accounts ranging in terms from 90 days to 5 years, as well as, checking, savings and money market accounts. Individual retirement accounts (IRAs) are included in certificates of deposit. EAGLE BANCORP MONTANA, INC. (NASDAQ:EBMT) Recent Trading Information
EAGLE BANCORP MONTANA, INC. (NASDAQ:EBMT) closed its last trading session down -0.50 at 20.80 with 5,576 shares trading hands.