8-KMaterial AgreementsExhibits & Filings

PROGRESSIVE CORP/OH/ 8-K Report, Material Agreement (Jan 7, 2009)

Filed January 7, 2009For Securities:PGR

Summary

The Progressive Corporation filed an 8-K report on January 7, 2009, detailing the entry into a new 364-day secured liquidity credit facility with National City Bank (NCB) on December 31, 2008. This facility provides access to up to $150 million, intended to offer financial flexibility during potential disruptions in cash management, treasury operations, or broader financial market instability. The credit line is secured by U.S. government-issued or guaranteed securities, indicating a cautious approach to liquidity management amidst evolving economic conditions. This new credit facility replaces a prior demand line of credit with NCB. The terms offer flexibility in borrowing options, including Base Rate Loans and Eurodollar Loans, with interest rates tied to prime rates, federal funds rates, or LIBOR, plus specified margins. The establishment of this facility underscores Progressive's proactive strategy to ensure sufficient liquidity and operational stability, particularly relevant given the economic climate of late 2008.

Key Highlights

  • 1Progressive Corporation entered into a 364-Day Secured Liquidity Credit Facility Agreement with National City Bank (NCB) on December 31, 2008.
  • 2The credit facility provides access to up to $150 million, with an initial principal amount of $125 million.
  • 3The purpose of the credit line is to provide liquidity in the event of disruptions to normal cash management, treasury operations, or financial markets.
  • 4Borrowings under the facility are secured by a pledge of U.S. government-issued or guaranteed securities.
  • 5The new credit facility replaces a prior Commercial Note: Demand Line of Credit with NCB.
  • 6The agreement allows for revolving borrowings in the form of Base Rate Loans or Eurodollar Loans with variable interest rates.
  • 7The credit facility expires on December 31, 2009, or 364 days from the closing date, whichever comes first.

Frequently Asked Questions

The credit facility was established to ensure Progressive Corporation has access to funds in the event of disruptions to its normal cash management or treasury operations, or in the broader financial markets. This is a proactive measure to maintain liquidity and operational stability during uncertain economic times.

The credit facility has an initial principal amount of $125 million, which can be increased at Progressive's request up to a maximum aggregate principal amount of $150 million, subject to National City Bank's discretion.

All borrowings under the credit line are secured by Progressive Corporation's pledge of certain securities that are directly issued or fully guaranteed by the United States of America.

The credit facility will expire on the earlier of 364 days from the Closing Date or December 31, 2009, or upon the occurrence of certain other events as described in the Credit Agreement.