UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Wesbanco, Inc. (“Wesbanco”) renewed an existing line of credit through the execution of an Amended and Restated Revolving Line of Credit Note dated August 27, 2022 (the “Note”) and Amendment to Loan Documents dated August 25, 2022 (the “Facility”) with PNC Bank, N.A. (“PNC”) renewing a line of credit for general corporate purposes up to $30.0 million with an expiration date of August 26, 2023. This Note amends and restates, and is in substitution for, that certain Committed Line of Credit Note in the original principal amount of $30.0 million and dated August 30, 2019.
The Facility provides for revolving advances. Wesbanco may borrow, repay and reborrow hereunder and PNC may advance and readvance from time to time until the Expiration Date, subject to the terms and conditions of the Facility and at no time can the amount exceed $30.0 million in aggregate.
Under the Facility, each advance outstanding will bear interest at a rate or rates per annum as may be selected by Wesbanco from the interest rate options set forth in Exhibit 10.2, a copy of which has been filed as an exhibit to this current report on Form 8-K and is incorporated herein by reference. Wesbanco may select different options to apply simultaneously to different portions of the advances and may select up to three (3) different interest rates to apply simultaneously to different portions of the advances bearing interest under the Fixed Rate Option(s).
The foregoing description of the terms and conditions of the Facility is not complete and is qualified in all respects by the actual provisions of the Facility, a copy of which has been filed as an exhibit to this Current Report on Form 8-K and is 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 information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
10.1 – Amendment to Loan Documents between Wesbanco, Inc. and PNC Bank, National Association
104 – Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURE
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 thereunto duly authorized.
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Wesbanco, Inc. |
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Date: |
August 29, 2022 |
By: |
/s/ Daniel K. Weiss, Jr. |
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Daniel K. Weiss, Jr. |