Item 7.01. Regulation FD Disclosure
Press Release regarding CMLA Agreement Termination and COVID-19 Response and Impact
On
Information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information and Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01. Other Events.
Modification of Federal Deposit Insurance Corporation Order and Termination of Related Agreements
On
As a result of the above-described actions, the Bank is no longer required pursuant to the CMLA Agreement to maintain a total risk-based capital ratio above 15%. Rather, the Bank must continue to maintain a total risk-based capital ratio above 10% in order to maintain "well-capitalized" status as defined by banking regulations, while the Company must continue to maintain a total risk-based capital ratio above 10.5% in order to avoid restrictions on capital returns to shareholders and certain discretionary payments such as bonuses.
As of
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release issued byMarlin Business Services Corp. onMarch 31, 2020 .
Forward Looking Statements
Certain statements in this Current Report on Form 8-K are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. Generally, forward looking-statements are not based on historical facts
but instead represent only the Company's current beliefs regarding future
events. All forward-looking statements are, by their nature, subject to risks,
uncertainties and other factors that could cause actual results, performance or
achievements to differ materially from those expressed or implied in such
forward-looking statements. Stockholders are cautioned not to place undue
reliance on these forward-looking statements. Such statements may be identified
by words such as "expects," "anticipates," "intends," "projects," "estimates,"
"plans," "may increase," "may fluctuate" and similar expressions or future or
conditional verbs such as "will," "should," "would," "may" and "could" and
include all statements regarding the financial projections for the Company
included in this Current Report on Form 8-K. Stockholders should understand that
forward-looking statements are not guarantees of performance or results and are
preliminary in nature. Economic, business, funding, market, competitive, legal
and/or regulatory factors, among others, affecting the Company's business are
examples of factors that could cause actual results to differ materially from
those described in the forward-looking statements. More detailed information
about these factors is contained under the headings "Forward-Looking Statements"
and "Risk Factors" in the Company's periodic reports filed with the
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place undue reliance on any such forward-looking statements, which speak only as of the date on which such statements were made. Except for the Company's ongoing obligations to disclose material information under the federal securities laws, applicable stock exchange listing standards and unless otherwise required by law, the Company undertakes no obligation to release publicly any updates or revisions to any forward-looking statements or to report the occurrence or non-occurrence of anticipated or unanticipated events.
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