Oportun Financial Corp Files 8-K: Material Agreement & Financial Update

Ticker: OPRT · Form: 8-K · Filed: Oct 29, 2024 · CIK: 1538716

Sentiment: neutral

Topics: material-agreement, financial-results, 8-k

Related Tickers: OPRT

TL;DR

OPRT filed an 8-K detailing a material agreement and financial results.

AI Summary

Oportun Financial Corporation (OPRT) announced on October 23, 2024, that it entered into a material definitive agreement. The company also disclosed its results of operations and financial condition, along with a Regulation FD disclosure. This filing includes financial statements and exhibits related to these events.

Why It Matters

This 8-K filing signals significant corporate activity for Oportun, potentially impacting its financial strategy and investor outlook.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial condition updates can introduce uncertainty and affect stock price.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Oportun Financial Corporation?

The filing indicates the entry into a material definitive agreement but does not specify its nature in the provided text.

When was the date of the earliest event reported in this 8-K filing?

The date of the earliest event reported is October 23, 2024.

What are the main items covered in this 8-K filing?

The filing covers entry into a material definitive agreement, results of operations and financial condition, Regulation FD disclosure, and financial statements and exhibits.

What is Oportun Financial Corporation's principal executive office address?

Oportun Financial Corporation's principal executive office is located at 2 Circle Star Way, San Carlos, CA 94070.

Under which section of the Securities Exchange Act of 1934 is this 8-K filed?

This 8-K is filed pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934.

Filing Stats: 1,600 words · 6 min read · ~5 pages · Grade level 13.4 · Accepted 2024-10-29 17:29:28

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement Credit Agreement On October 23, 2024 , Oportun Financial Corporation (the "Company") entered into a Credit Agreement (the "Credit Agreement") with the Company's wholly-owned subsidiary Oportun, Inc., as borrower (the "Borrower"), certain affiliates of Castlelake L.P. ("Castlelake") and funds managed by Neuberger Berman ("Neuberger") as lenders, and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent, pursuant to which the Company will borrow $235 million of senior secured term loans (the "Loans" ). The funding of the Loans (the "Closing") shall be subject to customary closing conditions, including the repayment of the Company's existing senior secured term loans and certain other existing debt, and is conditioned upon the consummation of the transaction previously disclosed by the Company on September 25, 2024, pursuant to the Receivables Purchase and Sale Agreement, in which the buyer has agreed to purchase, and the Company has agreed to sell, the Company's credit card portfolio. The Closing is currently anticipated to be consummated during the week of November 11, 2024. The Credit Agreement contains customary representations, warranties and covenants, as well as indemnification obligations, in respect of the Company, the Borrower and certain of their subsidiaries, subject to specified exceptions and qualifications contained in the Credit Agreement. The Loans will bear interest at an amount equal to 15% per year, of which 2.5% may be payable in-kind at the Borrower's election. The Loans are scheduled to mature four years from the date of the Closing . Under the Credit Agreement, the Borrower will be required to repay $12.5 million of the Loans on or prior to July 31, 2025 and an additional $27.5 million of the Loans on or prior to January 31, 2026. In addition, the Borrower has the flexibility to make additional prepayments of $10 million at any time, and an additional $1

02. Results of Operations and Financial Condition

Item 2.02. Results of Operations and Financial Condition On October 29, 2024, the Company issued a press release announcing certain preliminary unaudited financial information for the third quarter ended September 30, 2024. A copy of the Company's press release is attached hereto as Exhibit 99.1 to this report. The information in this Form 8-K and the Exhibit attached hereto are being furnished pursuant to Item 2.02 of Form 8-K and therefore shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure On October 29, 2024, the Company issued a press release announcing the Credit Agreement. A copy of the press release is attached as Exhibit 99.1 hereto. On October 29, 2024, the Company issued an investor presentation providing a business update. A copy of the investor presentation is attached as Exhibit 99.2 hereto. The information provided pursuant to this Item 7.01 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section and shall not be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing. The furnishing of the information provided pursuant to this Item 7.01 is not intended to, and does not, constitute a determination or admission by the Company that the information provided pursuant to this Item 7.01 is material or complete, or that investors should consider such information before making an investment decision with respect to any security of the Company.

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K may be deemed to contain forward-looking statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including statements as to the expected terms, timing, completion, and effects of the Credit Agreement. Such forward-looking statements often contain words such as "assume," "will," "anticipate," "believe," "predict," "project," "potential," "contemplate," "plan," "forecast," "estimate," "expect," "intend," "is targeting," "may," "should," "would," "could," "goal," "seek," "hope," "aim," "continue" and other similar words or expressions or the negative thereof or other variations thereon. Statements regarding future events are based on the parties' current expectations and are necessarily subject to associated risks related to, among other things, conditions to the Closing may not be satisfied or waived in a timely manner or at all and the occurrence of any event, change or other circumstances that could give rise to the termination of the Credit Agreement. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. For information regarding other related risks, see the "Risk Factors" section of the Company's most recent annual reports on Form 10-K and quarterly reports on Form 10-Q. The forward-looking statements included herein are made only as of the date hereof, and the Company undertakes no obligation to revise or update any forward-looking statements for any reason.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit Number 10.1 Credit Agreement, dated as of October 23, 2024, by and among Oportun Financial Corporation, Oportun, Inc., Wilmington Savings Fund Society, FSB, and the Lenders party thereto. *^ 99.1 Press Release dated October 29, 2024 99.2 Investor Presentation 104 Cover Page Interactive Data File embedded within the Inline XBRL document * Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementally to the SEC a copy of any omitted schedule or exhibit upon request by the SEC. ^ Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K by means of marking such portions with asterisks because the registrant has determined that the information is not material and would likely cause competitive harm to the registrant if publicly disclosed. SIGNATURE 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 thereunto duly authorized. OPORTUN FINANCIAL CORPORATION (Registrant) Date: October 29, 2024 By: /s/ Jonathan Coblentz Jonathan Coblentz Chief Financial Officer and Chief Administrative Officer (Principal Financial Officer)

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