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): June 4, 2013
United Fire Group, Inc.
(Exact name of registrant as specified in its charter)
Iowa | 001-34257 | 45-2302834 | ||
(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)) | |
Item 1.01. Entry into a Material Definitive Agreement
On December 22, 2011, United Fire & Casualty Company entered into a certain Credit Agreement with a syndicate of lenders led by KeyBank National Association as administrative agent, lead arranger, sole book runner, swingline lender and letter of credit issuer (the "Credit Agreement"). The four-year Credit Agreement provides for a $100.0 million unsecured revolving credit facility that includes a $20.0 million letter of credit subfacility and a swingline subfacility in the amount of up to $5.0 million.
On June 4, 2013, United Fire & Casualty Company, United Fire Group, Inc. and the syndicated lenders entered into an Assignment, Joinder, Assumption, and Release Agreement (the "Joinder Agreement") transferring the obligations under the Credit Agreement from United Fire & Casualty Company to United Fire Group, Inc. Effective with the execution of the Joinder Agreement, United Fire & Casualty Company was released from any further obligations under the Credit Agreement.
The foregoing summary is qualified in its entirety by reference to the Joinder Agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 1.02. Termination of a Material Definitive Agreement
Upon entry into the Joinder Agreement on June 4, 2013, United Fire & Casualty Company's obligations under the Credit Agreement originally entered into on December 22, 2011, were assumed by United Fire Group, Inc. and United Fire & Casualty Company was released from further obligation.
A copy of the Joinder Agreement is filed herewith as Exhibit 10.1 and 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
Information concerning the Company’s assumption of its subsidiary's, United Fire & Casualty Company's, Credit Agreement is set forth in Item 1.01, which information is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) None.
(b) None.
(c) None.
(d) Exhibits.
The following exhibits are furnished herewith.
Exhibit 10.1 | Assignment, Joinder, Assumption, and Release Agreement dated as of June 4, 2013, among United Fire & Casulty Company, United Fire Group, Inc., a syndicate of financial institutions, as lenders party thereto, and KeyBank National Association, as Administrative Agent, Lead Arranger, Sole Book Runner, Swingline Lender, and Letter of Credit Issuer |
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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 Group, Inc. | |||
(Registrant) | |||
Dated: | June 5, 2013 | /s/ Randy A. Ramlo | |
Randy A. Ramlo, Chief Executive Officer | |||
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EXHIBIT INDEX
Exhibit Number | Description of Exhibit |
10.1 | Assignment, Joinder, Assumption, and Release Agreement dated as of June 4, 2013, among United Fire & Casulty Company, United Fire Group, Inc., a syndicate of financial institutions, as lenders party thereto, and KeyBank National Association, as Administrative Agent, Lead Arranger, Sole Book Runner, Swingline Lender, and Letter of Credit Issuer |
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