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):
April 25, 2006
First Busey Corporation
(Exact Name of Registrant as Specified in Charter)
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| Nevada
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0-15959
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37-1078406 |
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(State or Other
Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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| 201 West Main Street, Urbana, IL
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61801 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (217) 365-4513
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 (see General
Instruction A.2. below):
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))
TABLE OF CONTENTS
Item 2.04. Triggering Events That Accelerate or Increase a
Direct Financial Obligation or an Obligation Under an Off-Balance Sheet
Arrangement
On April 25, 2006, First Busey Corporation (the “Company”), pursuant to the provisions of the
Indenture dated as of June 18, 2001 (the “Indenture”) between the Company and Wilmington Trust
Company (the “Trustee”), gave notice to the Trustee of the Company’s intention to prepay on June
19, 2006 (the “Redemption Date”) all $25,773,190 aggregate principal amount of the 9.00%
Subordinated Debentures due 2031 (the “Debentures”) held by First Busey Capital Trust I (the
“Trust”). The prepayment price is 100% of the $25,773,190 aggregate principal amount of the
Debentures plus all accrued but unpaid interest up to, but excluding the Redemption Date. The
Indenture was entered into by the Company in connection with the issuance of the Debentures and set
forth the terms of the Debentures including, but not limited to, the terms related to the issuance
and prepayment thereof, the payment, or deferral, of interest thereon, and the events constituting
an event of default thereunder.
In accordance with the Amended and Restated Declaration of Trust dated June 18, 2001 among the
Company, the Trustee, as Property trustee and Delaware trustee, and the administrative trustees
named therein (the “Declaration”) relating to the 9.00% Cumulative Trust Preferred Securities (the
“Preferred Securities”) issued by First Busey Capital Trust I (the “Trust”), the prepayment of the
Debentures will result in the redemption on the Redemption Date of all of the 2,500,000 Preferred
Securities issued by the Trust and all of the 77,319 outstanding Common Securities (the “Common
Securities”) issued by the Trust, at the redemption price of $10.00 per security, plus accrued and
unpaid distributions up to, but excluding the Redemption Date. The Common Securities are owned by
the Company. The Declaration was entered into by the Trust and the Company in connection with the
issuance of the Preferred Securities and Common Securities and sets forth the terms of such trust
securities including, but not limited to, the terms related to the issuance and redemption thereof,
the payment, or deferral, of distributions thereon, and the events constituting an event of default
thereunder.
The Company anticipates that, upon receipt of any required regulatory approval, it will
establish a new series of preferred securities in an aggregate principal amount of approximately
$30,000,000 as part of a pooled trust preferred program. The proceeds of the new issue will be
used to redeem the current Preferred Securities and to repay certain outstanding indebtedness of
the Company.
Item 7.01. Regulation FD Disclosure.
On April 26, 2006, the Company issued a press release announcing its intention to prepay the
Debentures and to redeem the Preferred Securities and Common Securities. A copy of the press
release is attached hereto as Exhibit 99.1 and incorporated by reference herein.