- Current report filing (8-K)
February 23 2009 - 5:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
February 17, 2009
(Date of earliest event reported)
TEAM
FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
KANSAS
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000-26335
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48-1017164
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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8 West Peoria, Suite 200, Paola, Kansas, 66071
(Address of principal executive offices) (Zip Code)
Registrants telephone, including area code:
(913) 294-9667
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
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))
SECTION 1
REGISTRANTS BUSINESS AND OPERATIONS
ITEM
1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On
February 17, 2009, Team Financial, Inc., as borrower (the Registrant)
and U.S. Bank N.A. (U.S. Bank) entered into an Amendment to the Revolving
Credit Agreement and Note effective as of January 31, 2009 (the Amendment). The Amendment extends the Notes previous
expiration date of January 31, 2009 to March 6, 2009. All other terms remain consistent with the
previously disclosed terms. The
Registrant continues to be in default of the Revolving Credit Agreement due to
TeamBank, N.A. (TeamBank) and Colorado National Bank having not fully
complied with the requirements of the September 2, 2009 and September 3,
2009 Consent Orders (Consent Order), respectively, entered into with the
Office of the Comptroller of the Currency.
The Registrant currently has drawn down on the entire $4 million
available.
SECTION 8
OTHER EVENTS
ITEM
8.01 OTHER EVENTS
The following information in this
report is being furnished, not filed, for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, and will not be incorporated by
reference into any filing under the Securities Act of 1933, as amended.
On
February 11, 2009, the Registrants subsidiary bank, TeamBank received a
formal notice from the Office of the Comptroller of the Currency notifying
TeamBank that based on its current capital adequacy ratios, it is currently
undercapitalized. Accordingly, TeamBank
is subject to mandatory requirements under prompt corrective action provisions,
and as such, TeamBank is required to submit an acceptable capital restoration
plan no later than March 2, 2009.
Failure of TeamBank to submit an acceptable capital restoration plan by March 2,
2009 will result in TeamBank being treated as if it were significantly
undercapitalized. TeamBanks lack of compliance with its Consent Order subjects
it to the possibility of further enforcement actions, which could include
placing the bank into receivership, in which case the ability of the Registrant
to continue operations would be extremely doubtful.
The
Registrants other subsidiary bank, Colorado National Bank, also received a
letter on February 11, 2009 from the Office of the Comptroller of the
Currency stating that Colorado National Bank is adequately capitalized for
purposes of prompt corrective action provisions and is subject to the
requirements of those provisions including restrictions on brokered deposits
and prohibition of payment of excessive interest rates on deposits.
In
addition, since September 30, 2008, the Registrant has continued to
experience further deterioration in its financial condition, specifically with
regard to the Registrants loan portfolio.
As a result, the Registrant expects to report a net loss for the twelve
months ended December 31, 2008 of not less than $44.2 million, or $12.32
per share. The loss was driven by $28.5
million in loan loss provisions, $10.7 million in goodwill impairment, $5.5
million in other than temporary impairment of securities, and changes in its
valuation allowance for deferred tax assets of $10.4 million.
SECTION 9
FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL
STATEMENTS AND EXHIBITS.
(a)
Financial statements of
businesses acquired:
Not
applicable.
2
(b)
Pro forma financial
information:
Not
applicable.
(c)
Shell company transactions:
Not
applicable.
(d)
Exhibits:
Not applicable.
3
SIGNATURE
Pursuant to the
requirement 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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TEAM
FINANCIAL, INC.
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By:
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/s/
Sandra J. Moll
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Sandra
J. Moll,
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Principal
Executive Officer
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Date:
February 23, 2009
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