false 0001069533 0001069533 2023-03-24 2023-03-24

 

 

 

 

 

 

 

 

 

 

 

Registrant’s telephone number, including area code: 540-777-4427

 

 

 

 

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:

 

 

 

 

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 if the Securities Exchange Act of 1934.

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

On March 24, 2023, Roanoke Gas Company (“Roanoke”), the utility subsidiary of RGC Resources, Inc. (“Resources”), entered into a Promissory Note in the principal amount of $25,000,000 (the “Revolving Note”) with Pinnacle Bank (“Pinnacle”).  The Revolving Note will mature on March 31, 2024. The Revolving Note replaces the Revolving Line of Credit Note dated March 31, 2022 with Wells Fargo Bank, N.A., which matures on March 31, 2023. 

 

The purpose of the Revolving Note is to provide working capital financing for Roanoke's operations and bridge financing for its infrastructure enhancement and replacement projects. The Revolving Note's variable interest rate is based upon Term SOFR plus 110 basis points and multiple tier borrowing limits to accommodate seasonal borrowing demands.

 

Also, on March 24, 2023, Roanoke amended and restated the $10,000,000 Promissory Note (the “Amended Term Note”) entered on September 24, 2021 with Pinnacle.  The amendment revised the original Term Note’s interest rate from LIBOR plus 100 basis points to Term SOFR plus 100 basis points.  All other terms and requirements of the original Term Note were retained.  The effective date of the Amended Term Loan is April 1, 2023.

 

In connection with the Revolving Note and Amended Term Note, on March 24, 2023, Roanoke also amended and restated the Loan Agreement ("Amended Loan Agreement") with Pinnacle dated September 24, 2021. The amendment provides for borrowing limits on the Revolving Note that range from $4,000,000 to a maximum of $25,000,000 during it's term, requires Roanoke and Resources to establish operating accounts and treasury services with Pinnacle and amends certain financial conditions required of Roanoke and Resources. All other terms and requirements of the original Loan Agreement were retained.

 

Also, on March 24, 2023, the Guaranty Agreement previously entered into on September 24, 2021 by Resources with Pinnacle was amended and restated to reflect the Amended Loan Agreement.

 

 

 

The information required by this Item 2.03 is set forth in Item 1.01 above in respect of the Notes, which is incorporated herein by reference.

 

 

 

 

 

 

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.