8-K 1 doc1.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report: (Date of earliest event reported): October 17, 2003: (October 16, 2003): RAMPART CAPITAL CORPORATION (Exact name of registrant as specified in its charter)

16401 COUNTRY CLUB DRIVE CROSBY, TEXAS (Address of Registrant's principal executive offices) (713) 223-4610 (Registrant's telephone number, including area code) (NOT APPLICABLE) (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On October 16, 2003, Rampart Capital Corporation (the "Company") and certain of its subsidiaries and affiliates entered into the Sixteenth Amendment to Loan Agreement (the "Sixteenth Amendment") dated as of September 24, 2003, with Southwest Bank of Texas N.A. (the "Bank"). The Sixteenth Amendment materially amends the existing Loan Agreement, as amended through the Fifteenth Amendment, including the following items: The amount of the credit facility was increased from $3,000,000 to $4,500,000 and extended until September 23, 2004. The Company's Tangible Net Worth (on a consolidated basis) must be at least $8,500,000 instead of the prior $11,000,000. Where "Tangible Net Worth" means the sum of preferred stock (if any), par value of common stock, capital in excess of par value of common stock, cost in excess of net assets acquired, deferred development costs and all other assets as are properly classified as intangible assets. The Company must maintain (on a consolidated basis) a ratio of Adjusted Total Liabilities to Tangible Net Worth not exceeding 1.75:1.00 instead of the prior 1.50:1.00. Where "Adjusted Total Liabilities" means Total Liabilities excluding "High Yield Lending Program" notes payable and "Total Liabilities" means the sum of current liabilities plus long term liabilities, excluding any deferred income taxes. The term "Borrowing Base" was defined to be an amount at any time equal to the sum of: (a) fifty percent (50%) of the value of the six (6) specific assets pledged to the Bank set forth in Exhibit A ("Exhibit A") attached to the Sixteenth Amendment (the initial value set forth in Exhibit A is subject to adjustment if a property's value decreased per a subsequent appraisal of such property), and (b) fifty percent (50%) of the purchase price not to exceed $250,000 for new asset acquisitions without an acceptable Bank appraisal; provided, however, assets with an acceptable Bank appraised value may be granted borrowing availability of fifty percent (50%) of the appraised value at the sole discretion of the Bank. The Borrowing Base as of September 24, 2003 was $4,075,750, as set forth on Exhibit A. Charles W. Janke, the Company's Chairman of the Board and Chief Executive Officer, and J. H. Carpenter, the Company's President and Chief Operating Officer, have provided personal guaranties for the amended credit facility. Advances under the credit facility may be used for the purposes of: acquiring up to $2.6 million of the Company's capital stock (including repurchases pursuant to the Company's announced 1-for-100,000 reverse split of its common stock, subject to shareholder approval at the Company's annual shareholder meeting scheduled for November 5, 2003); acquiring assets (or making improvements to existing assets pledged to the Bank), subject to the Bank's acceptance of the related collateral; and general working capital requirements of up to $250,000 at any one time. The Sixteenth Amendment, including Exhibit A, is attached hereto as Exhibit 10.1 and incorporated herein by reference. 2 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits 10.1 Sixteenth Amendment to Loan Agreement with Southwest Bank of Texas N.A., dated as of September 24, 2003 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. Date: October 17, 2003 RAMPART CAPITAL CORPORATION By: /s/ J.H. Carpenter -------------------------------------------- J.H. Carpenter, President and Chief Operating Officer 3

RAMPART CAPITAL CORP 8-K