Abacus Life Files 8-K on Material Agreement

TL;DR

Abacus Life signed a big deal, check the 8-K for details.

AI Summary

On December 10, 2024, Abacus Life, Inc. entered into a material definitive agreement related to the creation of a direct financial obligation. The company also issued a Regulation FD disclosure and filed financial statements and exhibits as part of this 8-K filing.

Why It Matters

This filing indicates Abacus Life has entered into a significant financial agreement, which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial obligations can introduce financial risks and operational changes for a company.

Key Numbers

• 001-39403 — SEC File Number (Identifies the company's filing history with the SEC.)
• 85-1210472 — IRS Number (Company's Employer Identification Number.)

Key Players & Entities

• Abacus Life, Inc. (company) — Registrant
• December 10, 2024 (date) — Date of earliest event reported
• East Resources Acquisition Co (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — ich registered Common stock, par value $0.0001 per share ABL The NASDAQ Capital Market
• $11.50 — of common stock at an exercise price of $11.50 per share ABLLW The NASDAQ Capital Mark
• $150.0 million — for a senior secured term loan of up to $150.0 million (the "2024 Credit Facility" and such ag
• $100.0 million — vided into an initial facility of up to $100.0 million available on the Closing Date ("Closing
• $50.0 million — d delayed draw term loan facility up to $50.0 million available to be drawn after the Closing
• $1.0 million — ay be prepaid at any time in amounts of $1.0 million or greater, subject to a premium equal

Filing Documents

• abl-20241210.htm (8-K) — 44KB
• exhibit101creditagreement.htm (EX-10.1) — 1339KB
• exhibit102securityagreement.htm (EX-10.2) — 250KB
• exhibit103guaranty.htm (EX-10.3) — 92KB
• exhibit991debtfinancingpre.htm (EX-99.1) — 14KB
• 0001628280-24-050657.txt ( ) — 2231KB
• abl-20241210.xsd (EX-101.SCH) — 3KB
• abl-20241210_def.xml (EX-101.DEF) — 16KB
• abl-20241210_lab.xml (EX-101.LAB) — 28KB
• abl-20241210_pre.xml (EX-101.PRE) — 17KB
• abl-20241210_htm.xml (XML) — 5KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On December 10, 2024 (the "Closing Date"), Abacus Life, Inc. (the "Company"), as Borrower, entered into a credit agreement providing for a senior secured term loan of up to $150.0 million (the "2024 Credit Facility" and such agreement, the "2024 Credit Agreement") with affiliates of Sagard Senior Lending Partners Holdings II LP and Vrde Partners, as lenders, and GLAS USA LLC, as Administrative Agent and Collateral Agent. The 2024 Credit Facility is divided into an initial facility of up to $100.0 million available on the Closing Date ("Closing Date Facility") and an additional committed delayed draw term loan facility up to $50.0 million available to be drawn after the Closing Date subject to certain conditions ("DDTL Facility"). The Company intends to use the net proceeds that it receives from the primary offering for its operations, including the purchase of life settlement policies, to support its overall business strategy, for working capital purposes, and for general corporate purposes, which may include funding previously announced and future acquisitions and repayment and refinancing of its indebtedness. The parties fully drewdown the funds available under the Closing Date Facility on Closing Date. The 2024 Credit Facility matures on the sixth anniversary of the date of initial funding (the "Maturity Date"), with quarterly amortization payments of (i) 1% per annum of the aggregate principal amount of the Closing Date Facility outstanding as of the Closing Date and Delayed Draw Facility to the extent borrowed and (ii) additional amortization payments based on the Company's Consolidated Adjusted EBITDA, in each case with the remaining outstanding principal amount due on the Maturity Date. Principal amounts drawn under the 2024 Credit Facility bear interest at a fixed rate of 5.25% per annum for SOFR Loans and 4.25% for Base Rate Loans with a stepdown to 5.00% and 4.00% respectively if the Company achieves

03 Creation of a Direct Financial Obligation

Item 2.03 Creation of a Direct Financial Obligation The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure The information set forth in (and incorporated by reference into) this Item 7.01 shall not be deemed "filed" for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that Section. The information set forth in (and incorporated by reference into) this Item 7.01 shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. On December 10, 2024, the Company issued a press release announcing the execution of the 2024 Credit Facility. The press release is attached as Exhibit 99.1 hereto and is incorporated in this Item 7.01 by reference.

01. Financial Statement and Exhibits

Item 9.01. Financial Statement and Exhibits (d) Exhibits Exhibit Number Exhibit Description 10.1 Credit Agreement, dated as of December 10 , 2024, by and among Abacus Life, Inc. as the Borrower, GLAS USA LLC, as the Administrative Agent, GLAS AMERICAS LLC, as the Collateral Agent and the Lenders from time to time party thereto. 10.2 Security Agreement, dated as of December 10 , 2024, by and among the Grantors party thereto and GLAS USA LLC as Collateral Agent. 10.3 Guaranty, dated as of December 10 , 2024 among Abacus Life, Inc. the Guarantors party thereto, and GLAS USA LLC as Administrative Agent . 99.1 Press Release, dated December 10, 2024, announcing the 2024 Credit Facility. 104 Cover Page Interactive Data File (formatted as inline XBRL).

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K and certain of the materials furnished or filed herewith contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including, without limitation, statements regarding Abacus' acquisition. The words "may," "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," "estimate," "predict," "project," "potential," "continue," "target" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Any forward-looking statements are based on management's current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially from those expressed or implied by any forward-looking statements. These and other risks and uncertainties are described in greater detail in the section entitled "Risk Factors" in Abacus' most recent annual report on Form 10-K, as amended, and quarterly reports on Form 10-Q filed with the SEC, as well as discussions of potential risks, uncertainties, and other important factors in Abacus' other filings with the SEC. Any forward-looking statements represent Abacus' views only as of the date hereof and should not be relied upon as representing its views as of any subsequent date. Abacus explicitly disclaims any obligation to update any forward-looking statements, except as required by law.

SIGNATURES

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. Abacus Life, Inc. (Registrant) Date: December 10, 2024 By: /s/ Jay Jackson Name: Jay Jackson Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR