Section 1.01 Entering into a Material Definitive Agreement
Loan and Guarantee Agreement, as amended
(i) Increase in the amount of the obligation to
available in stages as follows:
amount of commitment
(ii) Adjusted the reported annual interest rates to be:
a. Fixed rate of 5.5% for Tranche A loans;
b. Fixed rate of 7.5% for Tranche B loans; and
vs. Fixed rate of 9.5% for Tranche C loans.
(iii) modified the prior procedures; and
(iv) Obliged NextBank to deposit
*Note: To date, NextBank has only deposited
In summary, the agreement provides that loans drawn from the revolving line of credit by NextBank will be used to fund loans secured by US commercial real estate in accordance with underwriting guidelines established by NextBank. These loans, when utilized, will generate interest margins and fee income, thereby increasing NextBank’s loan portfolio, and are expected to have a favorable impact on NextBank’s revenue and cash flow, thereby benefiting the financial statements. consolidated accounts of the Company.
Accrued but unpaid interest will be due and payable, in arrears, on the third business day of each calendar month. NextBank may, at any time, prepay loans without premium or penalty and prepaid amounts may be re-borrowed before the due date.
In the event of default, an additional default rate of 5.0% per annum is payable in addition to the stated interest rate on this loan, which election may be retroactive to the date of occurrence of such event of default.
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Events of default include, among others, (i) failure to pay principal, interest or any other amount when due, (ii) breach by NextBank of any terms, conditions, covenants or representations and warranties in all material respects, (iii) the failure of liens on the Loan Security to be perfected first ranking security, (iv) judgments exceeding
In the event of default, at Lender’s option, Lender may, in addition to all other rights and remedies it may have, including as a secured party under the UCC, terminate the covenant, accelerate amounts due, charge default interest and cease funding under the agreement.
Revolving Line of Credit Note, as Amended and Restated
Concurrent with the entry into force of the Amendment, the parties entered into an Amended and Restated Revolving Line of Credit (the “Revolving Credit Note”) documenting the Revolving Loans and replacing the previous Revolving Credit Note which did not was not used.
Specifically, the revolving credit note has a principal amount of
All payments on indebtedness evidenced by the revolving credit note will be applied first to interest on the outstanding balance and the remainder to principal, unless otherwise specified in the loan agreement.
The foregoing descriptions of the material terms of the Loan and Security Agreement, Amendment and Revolving Credit Note are qualified in their entirety by the full text of these documents, copies of which are attached as exhibits. 10.1, 10.2 and 10.3, respectively, to this report, and are incorporated herein by reference.
Section 7.01 Disclosure of FD Regulations
Exhibit 99.1 contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based on assumptions about future events which may not prove to be accurate. Actual results may differ materially from what is expressed in these forward-looking statements.
The information set forth in Item 7.01 of this Current Report on Form 8-K (“Current Report”), including Exhibit 99.1 attached hereto, is provided and will not be considered “filed” for purposes of Section 18 of the Securities Exchange Act. of 1934, as amended (the “Exchange Act”), or otherwise subject to the obligations of this section. The information contained in Item 7.01 of this current report, including Exhibit 99.1, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless the language of incorporation by reference in such deposit, unless expressly stated by specific reference in such deposit. This current report shall not be taken as an admission as to the materiality of any information contained in this current report which is required to be disclosed solely by FD Regulation.
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Item 9.01 Financial statements and supporting documents
(d) Exhibits 10.1 Loan and Security Agreement, dated
May 31, 2022, by and between NextBank International, Inc.and Savi Capital Partners LLC. 10.2 First Amendment to Loan and Security Agreement, dated September 27, 2022and effective October 4, 2022, by and between NextBank International, Inc.and Savi Capital Partners LLC. 10.3 Amended and Restated Revolving Credit Note, dated September 27, 2022and effective October 4, 2022. 99.1 Press Release, dated October 11, 2022104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Exhibits and/or attachments have been omitted in accordance with Rule SK 601(a)(5). The declarant hereby agrees to provide additional copies of all omitted exhibits and schedules at the request of the
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