AMENDMENT TO
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED COMMISSION FILE NUMBER
JUNE 30, 1998 0-24630
MAHASKA INVESTMENT COMPANY
(Exact Name of Registrant as Specified in its Charter)
IOWA 42-1003699
(State of Incorporation) (I.R.S. Employer Identification No.)
222 First Avenue East, Oskaloosa, Iowa 52577
Telephone Number (515) 673-8448
Indicate by check mark whether the registrant (1) has filed all reports required
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months and (2) has been subject to such filing requirements for the
past 90 days.
Yes X No
As of August 6, 1998, there were 3,651,842 shares of common stock $5 par value
outstanding.
This amendment is being sent to include exhibits which are omitted from the June
30, 1998 Form 10Q of Mahaska Investment Company which was filed August 14, 1998.
The attached Exhibit 10.5.2 was inadvertently omitted from the Form 10Q filed
August 14, 1998. The attached Exhibit 27 - Financial Data Schedule was timely
submitted on August 14, 1998 in a separate filing due to difficulties with the
electronic filing system. This amendment will unite the Financial Data Schedule
with the main text of the Form 10Q.
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 thereunto duly authorized.
MAHASKA INVESTMENT COMPANY
(Registrant)
August 18, 1998 /s/ Charles S. Howard
Dated Charles S. Howard
President
August 18, 1998 /s/ David A. Meinert
Dated David A. Meinert
Executive Vice President and
Chief Financial Officer
(Principal Accounting Officer)
Exhibit 10.5.2
MAHASKA INVESTMENT COMPANY
FOURTH AMENDMENT TO CREDIT AGREEMENT
Harris Trust and Savings Bank
Chicago, Illinois
Ladies and Gentlemen:
Reference is hereby made to that certain Credit Agreement dated as of
January 31, 1996, as amended (the "Credit Agreement"), between the undersigned,
Mahaska Investment Company, an Iowa corporation (the "Borrower"), and you (the
"Bank"). All capitalized terms used herein without definition shall have the
same meanings herein as such terms have in the Credit Agreement.
The Borrower has requested that the Bank extend the Termination Date to
June 30, 1999, and make certain other amendments to the Credit Agreement, and
the Bank is willing to do so under the terms and conditions set forth in this
agreement (herein, the "Amendment").
1. AMENDMENTS.
Subject to the satisfaction of the conditions precedent set forth in
Section 2 below, the Credit Agreement shall be and hereby is amended as follows:
1.1 The interest rate payable under Section 2.1 of the Credit Agreement
shall be reduced and, accordingly, Section 2.1 of the Credit Agreement shall be
amended by deleting the phrase "at the rate per annum determined by subtracting
(but not below zero) 1/4 of 1% per annum from the Prime Rate as in effect from
time to time" appearing in the third and fourth lines thereof and inserting the
phrase "at the rate per annum determined by subtracting (but not below zero) 3/8
of 1% per annum from the Prime Rate as in effect from time to time" in lieu
thereof.
1.2 The definition of "Termination Date" appearing in Section 4 of the
Credit Agreement shall be amended by deleting the date "June 30, 1998" and
inserting the date "June 30, 1999" in lieu thereof.
1.3 Section 8.1(k) of the Credit Agreement shall be amended and restated in
its entirety to read as follows:
"(k) Charles Howard shall at any time and for any reason ceases to be the
Chairman, President and Chief Executive Officer of the Borrower or otherwise
ceases to be actively involved in the management of the Borrower; or"
2. CONDITIONS PRECEDENT.
The effectiveness of this Amendment is subject to the satisfaction of all
of the following conditions precedent:
(a) The Borrower and the Bank shall have executed and delivered this
Amendment.
(b) Legal matters incident to the execution and delivery of this Amendment
shall be satisfactory to the Bank and its counsel.
3. REPRESENTATIONS.
In order to induce the Bank to execute and deliver this Amendment, the
Borrower hereby represents to the Bank that as of the date hereof the
representations and warranties set forth in Section 5 of the Credit Agreement
are and shall be and remain true and correct (except that the representations
contained in Section 5.5 shall be deemed to refer to the most recent financial
statements of the Borrower delivered to the Bank) and the Borrower is in full
compliance with all of the terms and conditions of the Credit Agreement and no
Default or Event of Default has occurred and is continuing under the Credit
Agreement or shall result after giving effect to this Amendment.
4. MISCELLANEOUS.
(a) Except as specifically amended herein, the Credit Agreement shall
continue in full force and effect in accordance with its original terms.
Reference to this specific Amendment need not be made in the Credit Agreement,
the Note, or any other instrument or document executed in connection therewith,
or in any certificate, letter or communication issued or made pursuant to or
with respect to the Credit Agreement, any reference in any of such items to the
Credit Agreement being sufficient to refer to the Credit Agreement as amended
hereby.
(b) The Borrower agrees to pay on demand all costs and expenses of or
incurred by the Bank in connection with the negotiation, preparation, execution
and delivery of this Amendment, including the fees and expenses of counsel for
the Bank.
(c) This Amendment may be executed in any number of counterparts, and by
the different parties on different counterpart signature pages, all of which
taken together shall constitute one and the same agreement. Any of the parties
hereto may execute this Amendment by signing any such counterpart and each of
such counterparts shall for all purposes be deemed to be an original. This
Amendment shall be governed by the internal laws of the State of Illinois.
[Signature Page to Follow]
This Fourth Amendment to Credit Agreement is dated effective as of June 30,
1998.
MAHASKA INVESTMENT COMPANY
By /s/ David A. Meinert
Its Executive Vice President& CFO
Accepted and agreed to in Chicago, Illinois as of the date and year last
above written.
HARRIS TRUST AND SAVINGS BANK
By /s/ Patrick A. Horne
Its Vice President
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
QUARTERLY REPORT ON FORM 10-Q FOR THE FISCAL QUARTER ENDED JUNE 30, 1998 OF
MAHASKA INVESTMENT COMPANY AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
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<FISCAL-YEAR-END> DEC-31-1998 DEC-31-1997
<PERIOD-TYPE> 3-MOS 3-MOS
<PERIOD-END> JUN-30-1998 JUN-30-1997
<CASH> 13,616 9,972
<INT-BEARING-DEPOSITS> 225 748
<FED-FUNDS-SOLD> 817 675
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 0 0
<INVESTMENTS-CARRYING> 16,879 23,157
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<LOANS> 159,031 132,496
<ALLOWANCE> (1,736) (1,619)
<TOTAL-ASSETS> 276,533 254,447
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<INTEREST-TOTAL> 6,638 13,272
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<INTEREST-INCOME-NET> 4,105 8,227
<LOAN-LOSSES> 177 287
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<INCOME-PRETAX> 2,142 4,388
<INCOME-PRE-EXTRAORDINARY> 1,374 2,804
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<CHARGE-OFFS> 316 381
<RECOVERIES> (3) (14)
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