Attached files
file | filename |
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EX-4.1 - KH FUNDING CO | v179017_ex4-1.htm |
EX-10.1 - KH FUNDING CO | v179017_ex10-1.htm |
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): March 10, 2010
KH
FUNDING COMPANY
(Exact
name of registrant as specified in its charter)
Maryland
|
333-106501
|
52-1886133
|
(State or
other jurisdiction of
|
(Commission
file number)
|
(IRS
Employer
|
incorporation
or organization)
|
Identification
No.)
|
10801 Lockwood Drive, Suite
370, Silver Spring, Maryland 20901
(Address
of principal executive offices) (Zip Code)
(301)
592-8100
(Registrant’s
telephone number, including area code)
N/A
(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 obligations 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))
INFORMATION
TO BE INCLUDED IN THE REPORT
|
Item
1.01.
|
Entry
into a Material Definitive
Agreement.
|
On March
10, 2010, KH Funding Company (the
“Company”) and Wells Fargo Bank,
National Association (“Wells Fargo”), as
trustee under the Company’s Indenture dated
as of August 2, 2004, entered into a
Deposit Control Agreement (the “Control Agreement”) with Sandy Spring Bank (the “Bank”) in respect of the Company’s account at the Bank (the
“Account”). Similar to the Company’s existing Deposit Account Control
Agreements, the Control Agreement grants a security interest in the Account to
Wells Fargo for the benefit of the holders of the Company’s Series 3 Senior
Secured Investment Debt Securities (the “Series 3 Notes”) and the Series 4
Subordinated Unsecured Investment Debt Securities (the “Series 4 Notes” and,
together with the Series 3 Notes, the “Notes”) issued under the Indenture and
authorizes Wells Fargo to exercise exclusive control over the
Account. A copy of the Control Agreement is filed herewith as Exhibit 10.1.
Item
3.03.
|
Material
Modification to Rights of Security
Holders.
|
On
March 26, 2010, the Company and Wells Fargo entered into a Third Supplemental
Indenture to provide for multiple trustees, a copy of which is filed herewith as
Exhibit 4.1. The supplement amends Section 7.8 of the Indenture by
permitting a trustee to resign at any time with respect to a particular series
of Notes. In the event of a resignation, the Company must promptly
appoint a successor trustee with respect to the affected series. If a
successor is not appointed within 30 days of the resignation, the Company or the
holders of at least 10% in principal amount of the then outstanding Notes of
that series may petition a court, at the expense of the Company, to appoint a
successor trustee.
The
purpose of the Third Supplemental Indenture is to eliminate any potential
conflicts of interest that Wells Fargo may have as between the holders of the
Series 3 Notes and the holders of the
Series 4 Notes given the
previously-announced acceleration of the Notes. The parties
contemplate that, once an acceptable successor trustee is identified, Wells
Fargo will resign as trustee with respect to the Series 4 Notes and that the
successor trustee will be appointed for that series.
Item
8.01.
|
Other
Events.
|
On March 12, 2010, the Company was
notified that, pursuant to the terms of the Control Agreement, Wells Fargo had
delivered notice to the Bank that it was exercising exclusive control over the
Account. As a consequence, the Company may now use funds in the
Account only to the extent approved by Wells Fargo. The Account is
the Company’s primary operating account.
Item
9.01.
|
Financial
Statements and Exhibits.
|
(d) Exhibits
The exhibits filed with this report are
listed in the Exhibit Index that immediately follows the signature page of this
report, which Exhibit Index is incorporated herein by reference.
2
SIGNATURES
Pursuant to the requirements of Section
13 or 15(d) 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.
KH FUNDING COMPANY | |||
Dated: March
29, 2010
|
By:
|
/s/ Robert L. Harris | |
Robert L. Harris | |||
President | |||
3
EXHIBIT
INDEX
Exhibit
Number
|
Description |
4.1
|
Third
Supplemental Indenture dated as of March 26, 2010 between KH Funding
Company and Wells Fargo Bank, National Association (filed
herewith)
|
10.1
|
Deposit
Account Control Agreement dated as of March 10, 2010 among Wells Fargo
Bank, National Association, KH Funding Company and Sandy Spring Bank
(filed herewith).
|
4