Independent Bank Group, Inc. (NASDAQ:IBTX) Files An 8-K Entry into a Material Definitive AgreementItem 7.01Entry into a Material Definitive Agreement
On January 18, 2018, Independent Bank Group, Inc., through a wholly owned subsidiary of Independent Bank (collectively, “Independent”), entered into a Development Management Agreement with KDC McKinney Development One LLC (the “Manager”), to which Independent engaged the Manager, as an independent contractor, to perform certain duties regarding the oversight, administration and management of the design, development and construction of Independent’s new headquarters office building in McKinney, Texas. The building is expected to consist of 165,000 rentable square feet of floor area to be constructed on land purchased by Independent in 2017. The agreement contemplates an agreement with The Smith Corporation, the project architect, and a construction agreement with Rogers-O’Brien Company, Ltd., the construction company.
Under this Development Management Agreement, Independent will pay the Manager a development fee equal to 4% of the developer guaranteed costs to be paid by Independent (estimated at approximately $50,000,000), which fee to the Manager is expected to approximate $2,000,000. The agreement includes mutual indemnity provisions and insurance requirements and certain termination provisions, including termination by Independent for breach of the agreement by the Manager and the Manager’s failure to complete project by the target completion date, and by the Manager for breach of the agreement by Independent. Independent has guaranteed the obligations of its subsidiary.
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Item 7.01 |
Regulation FD Disclosure |
On January17, 2018, Independent Bank Group, Inc. (the “Company”) issued a press release announcing the ground breaking for its new headquarters building. A copy of the press release is attached as Exhibit99.1 to this Current Report on Form8-K.
In accordance with the General InstructionB.2 of Form8-K, the information in Item 7.01 of this Current Report on Form8-K, including Exhibit99.1 hereto, which is furnished herewith to and relating to Item 7.01, shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to liability under Section18 of the Exchange Act. The information in Item 7.01 of this Current Report on Form8-K and Exhibit99.1 hereto shall not be incorporated by reference into any filing or other document filed by the Company with the Securities and Exchange Commission (the “Commission”) to the Securities Act of 1933, as amended, the rules and regulations of the Commission thereunder, the Exchange Act, or the rules and regulations of the Commission thereunder, except as shall be expressly set forth by specific reference in such filing or document.
Item 7.01Financial Statements and Exhibits.
(d)Exhibits
The following exhibit is furnished as an exhibit to this Current Report on Form 8-K:
Independent Bank Group, Inc. ExhibitEX-99.1 2 a20180117hqgroundbreakingp.htm EXHIBIT 99.1 Exhibit Exhibit 99.1Press ReleaseFor Immediate Release INDEPENDENT BANK BREAKS GROUND ONNEW CORPORATE HEADQUARTERS AT CRAIG RANCH McKinney,…To view the full exhibit click here
About Independent Bank Group, Inc. (NASDAQ:IBTX)
Independent Bank Group, Inc. is a bank holding company. Through the Company’s subsidiary, Independent Bank (the Bank), it provides a range of commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Its commercial lending products include owner-occupied commercial real estate loans, interim construction loans, commercial loans to a mix of small and midsized businesses, and loans to professionals, particularly medical practices. Its retail lending products include residential first and second mortgage loans and consumer installment loans, such as loans to purchase cars, boats and other recreational vehicles. The Company operates approximately 40 banking offices in the Dallas-Fort Worth metropolitan area, the Austin/Central Texas area, and the Houston metropolitan area. The Company also provides wealth management services to its customers, including investment advisory and other related services.