BancTrust Financial Group, Inc. Announces Modification of Loan Agreement and Delay in Filing Annual Report on Form 10-K
29 Março 2012 - 6:30PM
Business Wire
BancTrust Financial Group, Inc. (NASDAQ: BTFG) (the “Company” or
“BancTrust”) today announced that it has entered into a
Modification of Loan Documents with the Federal Deposit Insurance
Corporation, as Receiver of Silverton Bank, National Association,
as lender, that amends the Loan Agreement and related Promissory
Note dated October 16, 2007, between the Company and The Bankers
Bank, N.A. (whose name changed to Silverton Bank, National
Association), which were previously modified on October 28, 2009,
November 10, 2010, April 18, 2011, and January 5, 2012. The loan
being modified is secured by all of the outstanding common stock of
BankTrust, the Company’s wholly owned banking subsidiary, and
currently has an outstanding principal balance of $20 million.
The modification relieves the Company from having to make any
principal payments under the note prior to maturity, which is April
16, 2013, or such earlier date as the Company completes a
transaction of the type requiring the lender’s consent pursuant to
Section 5.04 of the Loan Agreement, such as a merger,
consolidation, sale of substantially all of the Company’s assets or
a similar transaction. This modification also increases the
interest rate on the loan from one-month LIBOR plus 5% to one-month
LIBOR plus 7%; however, it fixes the amount of quarterly interest
payments that the Company is required to make until maturity of the
loan at $270,000 each. Accrued but unpaid interest, which will
include the difference between quarterly interest accruals and the
fixed quarterly payments, together with a fee of $200,000, is to be
paid to the lender upon maturity of the note. The modification also
requires the Company to establish an escrow account with the lender
in the amount of $1,080,000 to fund the first four quarterly
payments following the execution and delivery of the Modification
of Loan Documents.
The Company also today announced its intention to file a Form
12b-25 notification of late filing with the Securities and Exchange
Commission with respect to its Annual Report on Form 10-K for the
year ended December 31, 2011, which is due March 30, 2012. The
reason for the delay in filing the Form 10-K is that, as announced
in a press release issued by the Company on March 21, 2012,
management of the Company has recently concluded, in consultation
with its registered independent public accounting firm and with the
concurrence of the Audit Committee of the Company’s Board of
Directors, that certain asset quality indicators and the expected
liquidation horizon of nonperforming assets warrant an increase in
its provision for loan losses and a decrease in the carrying value
of certain other real estate owned, and that these matters should
be included in the results of operations for the fourth quarter of
2011. The Company has also elected to expense, in the quarter ended
December 31, 2011, certain previously deferred costs
associated with a planned capital raise. The 2011 adjustments
require the Company to establish a valuation allowance for its net
deferred tax asset.
Additional time is required by the Company and its registered
public accounting firm to finalize the effects of the recently
identified changes to its 2011 financial statements, to accomplish
the loan modification described above, to appropriately incorporate
these matters into its 2011 Form 10-K and to perform the necessary
audit work, and, as a result, the Company will be unable to file
its Form 10-K until after the due date. The Company currently
intends and expects to file its Form 10-K on or before the extended
deadline set forth in Rule 12b-25 of April 16, 2012.
About BancTrust Financial Group, Inc.
BancTrust Financial Group, Inc. is a registered bank holding
company headquartered in Mobile, Alabama. The Company provides an
array of traditional financial services through 41 bank offices in
the southern two thirds of Alabama and nine bank offices
in northwest Florida. BancTrust’s common stock is listed on the
NASDAQ Global Select Market under the symbol BTFG. Additional
information concerning BancTrust can be accessed at
www.banktrustonline.com by following the link to investor
relations.
Forward-Looking Statements
This press release includes forward-looking statements within
the meaning and subject to the protection of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. These statements can be identified by the use of
words such as “expect,” “may,” “could,” “intend,” “project,”
“hope,” “schedule,” “outlook,” “estimate,” “anticipate,” “should,”
“will,” “plan,” “believe,” “continue,” “predict,” “contemplate” and
similar expressions. Our ability to accurately project results
or predict the future effects of our plans and strategies is
inherently limited. Although we believe that the expectations
reflected in our forward-looking statements are based
on reasonable assumptions, actual results and performance
could differ materially from those set forth in the
forward looking statements. Our forward-looking statements are
based on information presently available to management and are
subject to various risks and uncertainties, in addition to the
inherent uncertainty of predictions, including, without limitation,
risks described below. Statements as to the anticipated amount and
effect of accounting entries related to the matters described in
this press release, which cannot be known until the final
determination is made, are forward-looking. The risks which may
render our forward-looking statements inconsistent with our actual
results and performance, include, without limitation, risks that
the Company’s current estimates may be inaccurate; that the Company
or its independent registered public accounting firm may determine
that a different accounting treatment than that presently
contemplated is proper or more appropriate; that competitive
pressures among depository and other financial institutions may
increase significantly; changes in the interest rate environment
may reduce margins; general economic conditions may be less
favorable than expected, resulting in, among other things, a
further deterioration in credit quality and/or a reduction in
demand for credit; legislative or regulatory changes,
including changes in accounting standards and changes resulting
from the Emergency Economic Stabilization Act of 2008, American
Recovery and Reinvestment Act of 2009, Dodd-Frank Wall Street
Reform and Consumer Protection Act of 2010 and programs enacted by
the U.S. Treasury and BancTrust’s regulators to address capital and
liquidity concerns in the financial system, may adversely affect
the business in which BancTrust is engaged; BancTrust may be
unable to obtain required shareholder or regulatory
approval or financing for any proposed acquisition or
other strategic or capital raising transactions; costs or
difficulties related to the integration of BancTrust’s
businesses may be greater than expected; deposit attrition,
customer loss or revenue loss following acquisitions may be
greater than expected; competitors may have greater financial
resources and develop products that enable these competitors
to compete more successfully than BancTrust can compete; and the
other risks described in BancTrust’s SEC reports and filings
under “Cautionary Note Concerning Forward-Looking Statements” and
“Risk Factors.” You should not place undue reliance on
forward-looking statements, since the statements speak only as of
the date that they are made. BancTrust has no obligation and does
not undertake to publicly update, revise or correct any of its
forward-looking statements after the date of this press release, or
after the respective dates on which such statements otherwise are
made, whether as a result of new information, future events or
otherwise.
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