Attached files
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EX-10.2 - EXHIBIT 10.2 - MOUNTAIN NATIONAL BANCSHARES INC | c23819exv10w2.htm |
EX-10.1 - EXHIBIT 10.1 - MOUNTAIN NATIONAL BANCSHARES INC | c23819exv10w1.htm |
EX-99.1 - EXHIBIT 99.1 - MOUNTAIN NATIONAL BANCSHARES INC | c23819exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 28, 2011 (October 27, 2011)
MOUNTAIN NATIONAL BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Tennessee | 0-49912 | 75-3036312 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
300 East Main Street, Sevierville, Tennessee |
37862 |
|
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (865) 428-7990
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 obligation 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)) |
Item 1.01 Entry into a Material Definitive Agreement.
On October 27, 2011, Mountain National Bank (the Bank), a wholly-owned subsidiary of bank
holding company Mountain National Bancshares, Inc., a Tennessee corporation (the Company),
accepted a Stipulation and Consent (the Consent) of the Bank to the issuance of a Consent Order
(the Order) by the Office of the Comptroller of the Currency.
The summary description of the Order set forth below in this Item 1.01 as well as the Consent
is qualified in its entirety by reference to the Consent and the Order, copies of which are filed
herewith as Exhibit 10.1 and Exhibit 10.2, respectively, and incorporated herein by
reference.
Under the terms of the Order, the Bank has agreed to, among other things, take the following
actions:
| Maintain a Board committee to oversee the Banks compliance with the Order; |
| Develop, within 60 days of the date of the Order, a strategic plan covering at least a
three-year period that establishes objectives for the Banks overall risk profile, earnings
performance, growth, balance sheet mix, off-balance sheet activities, liability structure,
capital adequacy, reduction in volume of nonperforming assets, product line development,
and market segments that the Bank intends to promote or develop, together with strategies
to achieve those objectives; |
| Develop and implement, within 60 days of the date of the Order, a capital plan that
increases the Banks Total risk-based capital ratio and Tier 1 capital ratio to at least
12% and 9%, respectively, within 120 days of the date of the Order; |
| Prepare and submit, within 90 days of the date of the Order, a written assessment of the
capabilities of certain of the Banks officers and, if the Board determines an officers
performance needs improvement, implement a written program to improve the officers
performance, skills and abilities; |
| Ensure adherence to the Banks written program to reduce and manage the high level of
credit risk in the Bank, and at least quarterly prepare a written assessment of the Banks
credit risk and the Banks adherence to the program; |
| Implement and adhere to a written program designed to protect the Banks interest in
those assets criticized as doubtful, substandard or special mention; |
| Not extend, directly or indirectly, any additional credit to any borrower whose loans or
other extensions of credit are criticized and whose aggregate loans and extensions of
credit exceed $250,000, unless the Board makes certain determinations; |
| Establish, within 60 days of the date of the Order, an effective independent and ongoing
independent loan review program to review, at least semi-annually, the Banks loan
portfolio, to assure timely identification and categorization of problem credits; |
| Maintain and adhere to a written policy and procedures for the maintenance of an
adequate Allowance for Loan and Lease Losses; |
| Adopt, implement and ensure adherence to an independent, risk-based audit program of all
Bank operations and ensure immediate actions are undertaken to remedy deficiencies cited in
audit reports; |
| Revise and maintain, within 60 days of the date of the Order, a comprehensive liability
risk management program; and |
| Agree to certain limitations on third party contracts. |
Item 7.01 Regulation FD Disclosure.
On October 28, 2011, the Company issued the press release furnished herewith as Exhibit
99.1 announcing that the Bank had entered into the Consent and Order.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit | ||||
No. | Description | |||
10.1 | Stipulation to the Issuance of a Consent Order, dated October
27, 2011. |
|||
10.2 | Consent Order between Mountain National Bank and the Office of
the Comptroller of the Currency, dated October 27, 2011. |
|||
99.1 | Press Release, dated October 28, 2011. |
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 hereunto duly authorized.
MOUNTAIN NATIONAL BANCSHARES, INC. |
||||
By: | /s/ Dwight B. Grizzell | |||
Name: | Dwight B. Grizzell | |||
Title: | President and Chief Executive Officer |
Date: October 28, 2011
EXHIBIT INDEX
Exhibit | ||||
No. | Description | |||
10.1 | Stipulation to the Issuance of a Consent Order, dated October 27, 2011. |
|||
10.2 | Consent Order between Mountain National Bank and the Office of the
Comptroller of the Currency, dated October 27, 2011. |
|||
99.1 | Press Release, dated October 28, 2011. |