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| WSBC > SEC Filings for WSBC > Form 8-K on 9-Sep-2009 | All Recent SEC Filings |
9-Sep-2009
Entry into a Material Definitive Agreement, Change in Directors or Principal Officer
On September 9, 2009, WesBanco, Inc. (the "Company") entered into a Letter Agreement (the "Repurchase Agreement") with the United States Department of the Treasury (the "Treasury"), pursuant to which the Company repurchased all 75,000 shares of its Fixed Rate Cumulative Perpetual Preferred Stock, Series A (the "Series A Preferred Stock"), for an aggregate purchase price of $75,250,000, which includes all accrued and unpaid dividends. Previously, on December 5, 2008, the Company issued and sold the Series A Preferred Stock, along with a warrant to purchase 439,282 shares of the Company's common stock, to the Treasury for an aggregate purchase price of $75.0 million.
Pursuant to the terms of the Repurchase Agreement, the Company has 15 days to deliver notice to the Treasury of its intent to repurchase the warrant, otherwise the Treasury will be permitted to liquidate the warrant. A copy of the Repurchase Agreement is attached as Exhibit 10.1 hereto and is incorporated by reference herein.
As a result of the repurchase by the Company of the Series A Preferred Stock, under the terms of the Executive Compensation Amendment Agreements the form of which were filed as exhibits 10.1 and 10.2 to the Company's second quarter 10-Q filed on August 10, 2009, all such Executive Compensation Amendment Agreements were automatically terminated.
The Company issued a press release dated September 9, 2009 to announce the repurchase of the Series A Preferred Stock from the Treasury. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
d) Exhibits:
10.1 - Letter Agreement, dated September 9, 2009, between the Company and the United States Department of the Treasury. with respect to the repurchase of the Series A Preferred Stock.
99.1 - Press Release of the Company dated September 9, 2009.
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