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
Date of Report (Date of earliest event reported): January 26, 2012
United Fire & Casualty Company
(Exact name of registrant as specified in its charter)
Iowa | 001-34257 | 42-0644327 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
118 Second Avenue, S.E., Cedar Rapids, Iowa | 52407 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code: (319) 399-5700
_________________________________________________________________
(Former name or former address, if changed since last report.)
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. Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On December 22, 2011, United Fire & Casualty Company (the “Company” or “United Fire”), as borrower, entered into a Credit Agreement (the “Credit Agreement”) with a syndicate of financial institutions, as lenders party thereto, KeyBank National Association, as Administrative Agent, Lead Arranger, Sole Book Runner, Swingline Lender, and Letter of Credit Issuer, and Bankers Trust Company as Syndication Agent. The Credit Agreement provides for a $100.0 million four-year unsecured revolving credit facility (the “Credit Facility”), that includes a $20 million letter of credit subfacility and a swing line subfacility in the amount of up to $5 million. On January 26, 2012, United Fire and the lenders party thereto entered into a First Amendment to the Credit Agreement (the "First Amendment"). This First Amendment modifies certain sections of the Credit Agreement to facilitate the contemplated reorganization of United Fire into a holding company structure.
The foregoing summary is qualified in its entirety by reference to the First Amendment to the Credit Agreement, a copy of which is filed herewith and incorporated by reference.
Section 2 – Financial Information
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Information concerning the First Amendment to United Fire's Credit Agreement is set forth in Item 1.01, which information is incorporated herein by reference.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are furnished herewith.
Exhibit 10.1 | First Amendment to Credit Agreement dated as of January 26, 2012, amending Credit Agreement dated as of December 22, 2011, among United Fire & Casualty Company, as borrower, with a syndicate of financial institutions, as lenders party thereto, KeyBank National Association, as Administrative Agent, Lead Arranger, Sole Book Runner, Swingline Lender, and Letter of Credit Issuer, and Bankers Trust Company as Syndication Agent. |
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SIGNATURES
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 hereunto duly authorized.
United Fire & Casualty Company | ||
(Registrant) | ||
Date: January 27, 2012 | /s/ Randy A. Ramlo | |
Randy A. Ramlo, Chief Executive Officer | ||
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EXHIBIT INDEX
Exhibit Number | Description of Exhibit |
10.1 | First Amendment to Credit Agreement dated as of January 26, 2012, amending Credit Agreement dated as of December 22, 2011, among United Fire & Casualty Company, as borrower, with a syndicate of financial institutions, as lenders party thereto, KeyBank National Association, as Administrative Agent, Lead Arranger, Sole Book Runner, Swingline Lender, and Letter of Credit Issuer, and Bankers Trust Company as Syndication Agent. |
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