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
April 18, 2002
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(Date of earliest event reported)
INDEPENDENT BANK CORP.
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(Exact name of registrant as specified in its charter)
Massachusetts 1-9047 04-2870273
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
288 Union St., Rockland, Massachusetts 02370
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(Address of principal executive offices) (Zip Code)
(781) 878-6100
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
Item 5. OTHER EVENTS
Independent Capital Trust I (the "Trust"), a wholly-owned subsidiary of
Independent Bank Corp., has notified all holders of its 9.28% Cumulative Trust
Preferred Securities (the "Trust Preferred Securities") and the holder of its
common securities (the "Trust Common Securities"), of its intention to redeem on
May 20, 2002 (the "Securities Redemption Date") all 1,150,000 of its outstanding
9.28% Trust Preferred Securities and the 35,568 outstanding Trust Common
Securities at a redemption price equal to the $25 principal amount of each
security plus all accrued and unpaid interest per security through the
Securities Redemption Date (the "Trust Redemption Price"). The Trust's action is
taken pursuant to Section 4(f) of Annex I to the Amended and Restated
Declaration of Trust of Independent Capital Trust I, dated May 19, 1997. All
interest accruing on the Trust Preferred Securities and the Trust Common
Securities will cease to accrue effective the Securities Redemption Date.
The Trust is taking such action in connection with the concurrent
redemption by Independent Bank Corp. of all of its $29,639,200 9.28% Junior
Subordinated Debentures Due 2027 (the "Debentures"), which are held exclusively
by the Trust, on May 20, 2002 (the "Debenture Redemption Date"), at a redemption
price equal to the principal outstanding amount of the Debentures plus interest
accrued on the Debentures through the Debenture Redemption Date.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) The following exhibits are included with this Report:
4.1 Indenture of Registrant relating to the 8.625% Junior
Subordinated Debentures issued to Independent Capital
Trust III
4.2 Form of Certificate of 8.625% Junior Subordinated
Debenture (included as Exhibit A to Exhibit 4.1)
4.3 Amended and Restated Declaration of Trust for
Independent Capital Trust III
4.4 Form of Preferred Security Certificate for
Independent Capital Trust III (included as Exhibit D
to Exhibit 4.3)
4.5 Preferred Securities Guarantee Agreement of
Independent Capital Trust III
4.6 Indenture of Registrant relating to the 8.375%
Junior Subordinated Debentures issued to Independent
Capital Trust IV
4.7 Form of Certificate of 8.375% Junior Subordinated
Debenture (included as Exhibit A to Exhibit 4.6)
4.8 Amended and Restated Declaration of Trust for
Independent Capital Trust IV
4.9 Form of Preferred Security Certificate for
Independent Capital Trust IV (included as Exhibit D
to Exhibit 4.8)
4.10 Preferred Securities Guarantee Agreement of
Independent Capital Trust IV
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 thereunto duly authorized.
INDEPENDENT BANK CORP.
By: /s/ Edward H. Seksay
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Edward H. Seksay
General Counsel
Date: April 18, 2002.