SOUTH STATE CORPORATION (NASDAQ:SSB) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On November 15, 2016, South State Corporation (the Company)
entered into a fourth amendment to the Credit Agreement (the
Agreement) with U.S. Bank National Association (the Lender) dated
October 28, 2013.The Agreement provides for a $10 million
unsecured line of credit by the Lender to the Company. The
maturity date of the Agreement is November 15, 2017, provided
that the Agreement may be extended subject to the approval of the
Lender.
Borrowings by the Company under the Agreement will bear interest
at a rate per annum equal to 1.75% plus the one-month LIBOR rate
quoted by the Lender from Reuters Screen LIBOR01 Page or any
successor thereto, as described in further detail in the
Agreement.For a period of not less than 30 consecutive days
during each 12-month period of the Agreement, the Company must be
prepay so much of the aggregate outstanding principal amount of
loans as is necessary to reduce the aggregate outstanding amount
of loans to an amount equal to $0 at all times during such 30-day
period. The Company currently has no outstanding loans under the
Agreement.
Under the terms of the Agreement, each quarter the Company is
required pay an unused commitment fee based upon the average
principal balance outstanding during any calendar quarter.As the
average balance outstanding increases, the unused commitment fee
decreases.Assuming the entire line of credit remains unused for
the period of this agreement (365 days), the Company would pay
the Lender $27,500 in an unused fee.This would be the maximum
paid annually.
The Agreement contains customary representations, warranties,
covenants and events of default, including, without limitation,
financial covenants requiring that the Company maintain (i) a
total risk-based capital ratio not less than 11.5% as of the last
day of any fiscal quarter, (ii) a well-capitalized status at all
times, (iii) a non-performing assets to tangible capital ratio
equal to or less than 18%, and (iv) net income, excluding gains
or losses resulting from the sale of investments or other capital
assets (other than transactions in the ordinary course of
business) and excluding gains or expenses on acquisitions arising
from the acquisition method of accounting for business
combinations, of at least $10.0 million for each fiscal quarter
thereafter.
The foregoing summary of the amendment does not purport to be
complete and is subject to, and qualified in its entirety by, the
full text of the Agreement filed as Exhibit 10.1 to this Current
Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant
The relevant disclosure set forth in Item 1.01 above is
incorporated herein by reference in response to this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
|
Exhibit No. |
Description |
|
10.1 |
Credit Agreement, dated as of October 28, 2013, by and |
|
10.2 |
Amendment No. 1, dated as of October 27, 2014, to Credit |
|
10.3 |
Amendment No. 2, dated November 5, 2015, executed an |
|
10.4 |
Amendment No. 3, dated as of November 16, 2015, to Credit |
2
|
10.5 |
Amendment No. 4, dated as of November 15, 2016, to |
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About SOUTH STATE CORPORATION (NASDAQ:SSB)
SOUTH STATE CORPORATION (NASDAQ:SSB) Recent Trading Information
SOUTH STATE CORPORATION (NASDAQ:SSB) closed its last trading session down -0.10 at 83.30 with 144,510 shares trading hands.
