Item 1.01 Material Modification to Rights of Security Holders
On
The Company intends to use the net proceeds from the offering of the 2030 Note
to redeem its existing term note in the principal amount of
The 2030 Notes were issued under the Indenture, dated as of
The 2030 Notes bear interest at a fixed rate of 6.0% per annum from and
including
The foregoing descriptions of the Indenture, the 2030 Notes, and the Note Purchase Agreement are each qualified by reference to the full text of such agreements, which are attached as Exhibits 4.1, 4.2, and 10.1, respectively, 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
The information in Item 1.01 is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
Number Description Method of Filing 4.1 Subordinated Indenture, dated as of Incorporated by Reference September 30, 2016, between First Internet Bancorp and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to current report on Form 8-K filed on September 30, 2016) 4.2 Third Supplemental Indenture, dated Filed Electronically as of October 26, 2020, between First Internet Bancorp and U.S. Bank National Association, as trustee (including form of 6.0% Fixed-to-Floating Rate Subordinated Notes due 2030) 10.1 Form of Subordinated Note Purchase Filed Electronically Agreement, dated as of October 26, 2020, between First Internet Bancorp and the purchaser thereunder 104 Cover Page Interactive Data File Filed Electronically (embedded in the cover page formatted in inline XBRL)
Cautionary Statement Regarding Forward-Looking Statements
This current report on Form 8-K contains forward-looking statements with respect
to the uses of proceeds and timing of a proposed redemption of outstanding
indebtedness. Forward-looking statements are generally identifiable by the use
of words such as "expect" and "intend," or other similar expressions.
Forward-looking statements are not a guarantee of future performance or results,
are based on information available at the time the statements are made and
involve known and unknown risks, uncertainties and other factors that could
cause actual results to differ materially from the information in the
forward-looking statements. The COVID-19 pandemic has resulted in deterioration
of general business and economic conditions and continued to impact us, our
customers, counterparties, employees, and third-party service providers.
Sustained deterioration in market conditions could adversely affect our revenues
and the values of our assets and liabilities, reduce the availability of
funding, lead to a tightening of credit and further increase stock price
volatility. In addition, changes to statutes, regulations, or regulatory
policies or practices as a result of, or in response to COVID-19, could affect
us in substantial and unpredictable ways. The ultimate magnitude and duration of
the pandemic is still unknown at this time, therefore, the extent of the impact
on our business, financial position, results of operations, liquidity and
prospects remains uncertain. Other factors that may cause such differences
include: failures or breaches of or interruptions in the communications and
information systems on which we rely to conduct our business; failure of our
plans to grow our commercial real estate, commercial and industrial, public
finance, SBA and healthcare finance loan portfolios; competition with national,
regional and community financial institutions; the loss of any key members of
senior management; fluctuations in interest rates; general economic conditions;
risks relating to the regulation of financial institutions; and other factors
identified in reports we file with the
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