UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): December 13, 2004
Ameritrade Holding Corporation
| Delaware | 0-49992 | 82-0543156 | ||
| (State or other jurisdiction | (Commission | (I.R.S. Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 4211 South 102nd Street | ||
| Omaha, Nebraska | 68127 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (402) 331-7856
(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.):
| 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)) |
| Item 1.01 Entry into a Material Definitive Agreement, and | ||||||||
| Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | ||||||||
| SIGNATURES | ||||||||
Item 1.01 Entry into a Material Definitive Agreement, and
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
On December 13, 2004, the Registrant entered into an amendment to its revolving credit agreement to increase the credit facility to $105 million from the previous $75 million and extend the term through December 12, 2005 on substantially similar terms. The revolving credit agreement, as amended, is with a group of four banks led by First National Bank of Omaha.
The revolving credit agreement, as amended, is secured primarily by the Registrant’s stock in its subsidiaries and personal property. The interest rate on borrowings is equal to one month LIBOR (determined monthly) plus a spread (determined quarterly) of 1.75 percent or 2.00 percent based on a specified financial ratio. The spread would currently be 1.75 percent. The Registrant also pays a commitment fee of 0.25 percent of the unused credit facility through the maturity date. The revolving credit agreement, as amended, contains certain covenants and restrictions, including maintenance of a minimum level of net worth, requiring prior written consent of the revolving lenders for certain business combinations and investments, and prohibiting the payment of cash dividends to stockholders.
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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.
| Dated: December 15, 2004 | AMERITRADE HOLDING CORPORATION |
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| By: | /s/ John R. MacDonald | |||
| John R. MacDonald | ||||
| Executive Vice President, Chief Financial Officer and Treasurer |
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