|
|
 | | | |
- close
- close
- close
- close
These excerpts taken from the PVTB 8-K filed Jun 19, 2009. WHEREAS, as an inducement to
the Purchasers to effect a conversion of all the outstanding shares of
Series A Stock held by the Purchasers into shares of Non-voting Common
Stock of the Corporation (the “Conversion”), the
Corporation and the Purchasers desire to (i) set forth their understandings
with respect to the effect of the Conversion on certain provisions and covenants
applicable to the Corporation and the Purchasers contained in the 2007 Purchase
Agreement, including the amendment of certain provisions of the 2007 Purchase
Agreement as in effect between the Corporation and the Purchasers, and
(ii) amend the 2008 Agreement, in each case on the terms and conditions set
forth herein;
WHEREAS,
the parties to this Amendment intend for the amendments agreed to herein to be
effective as of the Effective Date, as such term is defined in the letter
agreement dated as of June 17, 2009 among the Corporation and the Majority
Holders;
This excerpt taken from the PVTB 8-K filed Feb 3, 2009. WHEREAS, the Purchase will be
governed by this Securities Purchase Agreement – Standard Terms and the Letter
Agreement, including the schedules thereto (the “Schedules”), specifying
additional terms of the Purchase. This Securities Purchase Agreement
– Standard Terms (including the Annexes hereto) and the Letter Agreement
(including the Schedules thereto) are together referred to as this
“Agreement”. All references in this Securities Purchase Agreement –
Standard Terms to “Schedules” are to the Schedules attached to the Letter
Agreement.
These excerpts taken from the PVTB 8-K filed Oct 2, 2008. WHEREAS, the Borrower has
requested the Lenders and Park National Bank, and such entities have agreed,
subject to the terms and conditions of this Agreement (and, in the case of Park
National Bank, subject to the terms and conditions of a commitment letter
between itself and the Borrower), to commit to make subordinated term loans in
an aggregate principal amount of $120,000,000, $100,000,000 of which will be
funded on the Closing Date and $20,000,000 of which are intended to be funded by
Park National Bank within 10 Business Days after the Closing Date, which are
intended to qualify as Tier 2 Capital;
WHEREAS, the Borrower has
requested the Lenders, and the Lenders have agreed, subject to the terms and
conditions of this Agreement, to establish a 364-day revolving credit facility
in an original principal amount of $20,000,000 (subject to increases not to
exceed $30,000,000 in aggregate principal amount pursuant to Section 2.18);
These excerpts taken from the PVTB 10-Q filed Aug 11, 2008. WHEREAS, the Company desires
to grant to Grantee a certain number of shares of Common Stock, subject to the
restrictions, and on the terms and conditions, set forth in the Plan and this
Agreement;
WHEREAS, the Company desires
to grant to Grantee a certain number of shares of Common Stock, subject to the
restrictions, and on the terms and conditions, set forth in the Plan and this
Agreement;
WHEREAS, the Company desires
to grant to Grantee a certain number of shares of Common Stock, subject to the
restrictions, and on the terms and conditions, set forth in the Plan and this
Agreement;
This excerpt taken from the PVTB 8-K filed Jun 11, 2008. WHEREAS, pursuant to Section
3.3(d) of the Preemptive Rights Agreement, the Purchasers have exercised their
option to purchase shares of the Corporation’s Series A Junior Nonvoting
Preferred Stock (the “Series A Stock”).
This excerpt taken from the PVTB 8-K filed May 30, 2008. WHEREAS, terms used but not
defined herein have the meanings set forth in the Declaration of
Trust;
These excerpts taken from the PVTB 8-K filed May 23, 2008. WHEREAS, as an incentive for
the Holders to purchase Preferred Securities, the Guarantor irrevocably and
unconditionally agrees, to the extent set forth herein, to pay to the Holders of
the Preferred Securities the Guarantee Payments (as defined herein) and to make
certain other payments on the terms and conditions set forth
herein.
WHEREAS, terms used but not
defined herein have the meanings set forth in the Declaration of
Trust;
| EXCERPTS ON THIS PAGE:
|
| |||||||
