Regional Management Corp. Amends Credit Facilities and Basswood Cooperation Agreement

Regional Management Corp.

Sixth Amendment reduced revolving credit facility commitments to $420 million and adjusted borrowing base to 48%-83% of eligible receivables through Jan 2023.
RMR V warehouse facility amendment extended scheduled commitment termination to Nov 28, 2024, replaced LIBOR with SOFR, and increased interest margin to 2.75%.
Letter agreement with Basswood Capital Management set minimum ownership threshold to lesser of 7.5% or 718,657 shares and extended standstill through 2024.
Added minimum total portfolio collateral performance covenant of 21% and raised collateral performance indicator to 50% for months Oct 2022 through Jan 2023.

item 1.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Regional Management Corp. amended Letter Agreement with Basswood Capital Management, L.L.C. (effective 2022-11-28).

Action: amendment
Counterparty: Basswood Capital Management, L.L.C.
Effective: 2022-11-28

Exact text from the filing

On November 28, 2022, the Company entered into a letter agreement (the “ Letter Agreement ”) with Basswood Capital Management, L.L.C. (“ Basswood ”) that amends the Cooperation Agreement, dated as of January 26, 2018, by and between Basswood and the Company (the “ Cooperation Agreement ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Regional Management Corp. amended RMR V Amendment with JPMorgan Chase Bank, N.A., as administrative agent (effective 2022-11-22).

Action: amendment
Agreement: credit facility
Counterparty: JPMorgan Chase Bank, N.A., as administrative agent
Effective: 2022-11-22

Exact text from the filing

On November 22, 2022, the Company and its wholly-owned subsidiary, Regional Management Receivables V, LLC (“ RMR V ”), entered into the Amendment No. 4 to Credit Agreement (the “ RMR V Amendment ”), by and among the Company, as servicer, RMR V, as borrower, the lenders parties thereto, JPMorgan Chase Bank, N.A., as administrative agent (the “ Administrative Agent ”), and Wells Fargo Bank, National Association, acting through its corporate trust services division, as account bank and backup servicer (the “ Account Bank ” and “ Backup Servicer ”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Regional Management Corp. amended Sixth Amendment with Wells Fargo Bank, National Association, as agent valued at $420 million (effective 2022-11-22).

Action: amendment
Agreement: credit facility
Counterparty: Wells Fargo Bank, National Association, as agent
Value: $420 million
Effective: 2022-11-22

Exact text from the filing

The Sixth Amendment amends the Loan Agreement to, among other things, (i) remove Axos Bank as a lender and reduce the commitments of the remaining lenders under the credit facility to $420 million

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Regional Management Corp. filing history →

Source: SEC EDGAR

accession 0001193125-22-294449

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