UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
Third Amendment to Senior Revolving Credit Facility
On August 23, 2021, Regional Management Corp. (the “Company”) and certain of its subsidiaries entered into the Third Amendment to Seventh Amended and Restated Loan and Security Agreement (the “Third Amendment”), among the Company and its subsidiaries named as borrowers therein (collectively with the Company, the “Revolving Borrowers”), the financial institutions named as lenders therein (the “Revolving Lenders”), and Wells Fargo Bank, National Association, as agent (the “Revolving Agent”). The Third Amendment amends the Seventh Amended and Restated Loan and Security Agreement, dated as of September 20, 2019 (the “Loan Agreement”), among the Revolving Borrowers, the Revolving Lenders, and the Revolving Agent. The Loan Agreement was previously filed with the SEC by the Company on September 20, 2019 as Exhibit 10.1 on Form 8-K.
The Third Amendment amends the Loan Agreement to (i) permit up to $10,000,000 in additional distributions from the period commencing August 23, 2021 through September 20, 2022, (ii) remove the testing requirement for the collateral performance indicator covenant for the months ending August 31, 2021, September 30, 2021, October 31, 2021, and November 30, 2021, (iii) make certain modifications to the advance rate tied to the collateral performance indicator for the months ending August 31, 2021, September 30, 2021, October 31, 2021, and November 30, 2021 and (iv) modify the definitions of “Securitization” and “Warehouse Facility” with respect to Section 4(a)(2) private offerings of asset backed term notes.
For a complete description of the terms of the Third Amendment, see Exhibit 10.1 hereto. The foregoing description is only a summary, does not purport to be complete, and is qualified in its entirety by reference to the full text of the Third Amendment, which is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Third Amendment to Seventh Amended and Restated Loan and Security Agreement, dated as of August 23, 2021, by and among Regional Management Corp. and its subsidiaries named as borrowers therein, the financial institutions named as lenders therein, and Wells Fargo Bank, National Association, as agent. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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 hereunto duly authorized.
| Regional Management Corp. | ||||||
| Date: August 24, 2021 | By: | /s/ Harpreet Rana | ||||
| Harpreet Rana Executive Vice President and Chief Financial Officer | ||||||