Item 1.01 Entry into a Material Definitive Agreement.
On January 26, 2021, First Mid Bancshares, Inc. (the "Company") entered into a
Second Amendment (the "Amendment") to its Sixth Amended and Restated Credit
Agreement, dated as of April 12, 2019, as amended, with The Northern Trust
Company evidencing a $15 million revolving loan. Pursuant to the Amendment, The
Northern Trust Company consented to certain matters related to the Company's
pending acquisition via merger of LINCO Bancshares, Inc., a Missouri
corporation. A copy of the Amendment is attached hereto as Exhibit 10.1 and
incorporated into this Item 1.01 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 provided in Item 1.01 of this Current Report on Form 8-K is
hereby incorporated into this Item 2.03 by reference.
Forward Looking Statements
This document may contain certain forward-looking statements about First Mid
Bancshares, Inc. ("First Mid") and LINCO Bancshares, Inc., a Missouri
corporation ("LINCO"), such as discussions of First Mid's and LINCO's pricing
and fee trends, credit quality and outlook, liquidity, new business results,
expansion plans, anticipated expenses and planned schedules. First Mid and LINCO
intend such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1955. Forward-looking statements, which are based on
certain assumptions and describe future plans, strategies and expectations of
First Mid and LINCO, are identified by use of the words "believe," "expect,"
"intend," "anticipate," "estimate," "project," or similar expressions. Actual
results could differ materially from the results indicated by these statements
because the realization of those results is subject to many risks and
uncertainties, including, among other things, the possibility that any of the
anticipated benefits of the proposed transactions between First Mid and LINCO
will not be realized or will not be realized within the expected time period;
the risk that integration of the operations of LINCO with First Mid will be
materially delayed or will be more costly or difficult than expected; the
failure to satisfy other conditions to completion of the proposed transactions,
including receipt of required regulatory and other approvals; the failure of the
proposed transactions to close for any other reason; the effect of the
announcement of the transaction on customer relationships and operating results;
the possibility that the transaction may be more expensive to complete than
anticipated, including as a result of unexpected factors or events; changes in
interest rates; general economic conditions and those in the market areas of
First Mid and LINCO; legislative/regulatory changes; monetary and fiscal
policies of the U.S. Government, including policies of the U.S. Treasury and the
Federal Reserve Board; the quality or composition of First Mid's and LINCO's
loan or investment portfolios and the valuation of those investment portfolios;
demand for loan products; deposit flows; competition, demand for financial
services in the market areas of First Mid and LINCO; and accounting principles,
policies and guidelines. Additional information concerning First Mid, including
additional factors and risks that could materially affect First Mid's financial
results, are included in First Mid's filings with the Securities and Exchange
Commission (the "SEC"), including its Annual Reports on Form 10-K.
Forward-looking statements speak only as of the date they are made. Except as
required under the federal securities laws or the rules and regulations of the
SEC, we do not undertake any obligation to update or review any forward-looking
information, whether as a result of new information, future events or otherwise.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
10.1 Second Amendment to Sixth Amended and Restated Credit Agreement by
and between First Mid Bancshares, Inc. and The Northern Trust Company,
dated as of January 26, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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