Contract
Exhibit
10
| GREAT RIVER BANCSHARES, INC. | ||
|
000 Xxxxx
00xx Xxxxxx
Xxxxxx, Xxxxxxxx 00000
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|
Phone (000)
000-0000
Fax (000) 000-0000
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000 Xxxxx
00xx Xxxxxx
X.X. Xxx
0000
Xxxxxx,
XX 00000-0000
Attention: Xxx
X. Xxxxxxxx
President and Chief Executive
Officer
Dear
Xxx:
This
consent letter is being provided by Great River Bancshares (the “Lender”) to
Mercantile Bancorp, Inc. (the “Borrower”) in connection with that certain Fourth
Amended and Restated Loan Agreement, dated as of April 30, 2009, as amended from
time to time (the “Loan Agreement”). Section 6.02 of the Loan
Agreement prohibits the Borrower from causing or permitting any material change
in the ownership of any Subsidiary Bank (as defined in the Loan
Agreement). The Borrower has informed the Lender that it can enter
into a stock purchase agreement to sell two of its Subsidiary Banks and an
exchange agreement to sell another Subsidiary Bank to an affiliate of the
Lender.
The
Lender hereby consents to (i) the sale of Marine Bank & Trust and Xxxxx
County State Bank to United Community Bancorp, Inc., upon the terms and
conditions set forth in that certain Stock Purchase Agreement, to be entered
into as of November 20, 2009, by and between the Borrower and United Community
Bancorp, Inc., so long as on the date such sales are consummated Borrower uses
the proceeds obtained from such sales to repay outstanding principal and
interest under the Notes (as defined in the Loan Agreement) as of the date such
sales are consummated, and (ii) the sale of HNB National Bank to R. Xxxx
Xxxxxxxx, upon the terms and conditions set forth in that certain Exchange
Agreement, to be entered into as of November 20, 2009, by and among the
Borrower, HNB Financial Services, Inc., and R. Xxxx Xxxxxxxx. The
Lender hereby agrees to provide any necessary documentation to effect these
transactions, including a release of the three Subsidiary Banks’ capital stock
from the applicable Stock Pledge Agreement or Subsidiary Stock Pledge Agreement
(each as defined in the Loan Agreement), and any other documentation reasonably
requested by the Borrower or the acquirers of the three Subsidiary
Banks.
| Sincerely, | |||
| Great River Bancshares, Inc. | |||
|
|
/s/ R. Xxxx Xxxxxxxx | ||
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By: R.
Xxxx Xxxxxxxx
Title: President and
Chairman of the Board
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