Regional Management Corp. Files 8-K on New Financial Obligation

TL;DR

RMGT just signed a new deal creating a financial obligation. Keep an eye on their balance sheet.

AI Summary

On November 25, 2024, Regional Management Corp. entered into a material definitive agreement, creating a direct financial obligation. The company, headquartered in Greer, South Carolina, filed this 8-K report with the SEC detailing these events.

Why It Matters

This filing indicates a new financial commitment or obligation for Regional Management Corp., which could impact its financial health and future operations.

Risk Assessment

Risk Level: medium — Entering into new financial obligations can introduce financial risk, depending on the terms and the company's ability to manage them.

Key Players & Entities

• Regional Management Corp. (company) — Registrant
• November 25, 2024 (date) — Date of earliest event reported
• Greer, South Carolina (location) — Principal Executive Offices
• 001-35477 (other) — SEC File Number

FAQ

Key Financial Figures

• $0.10 — nge on which registered Common Stock, $0.10 par value RM New York Stock Exchang
• $250 million — ompleted a private offering and sale of $250 million principal amount of asset-backed notes
• $283.6 million — gate principal balance of approximately $283.6 million as of October 31, 2024 (the " Loans "),
• $175.84 million — 2 Securitization: Principal Amount: $175.84 million (Class A) $18.29 million (Class B) $2
• $18.29 million — pal Amount: $175.84 million (Class A) $18.29 million (Class B) $28.08 million (Class C)
• $28.08 million — on (Class A) $18.29 million (Class B) $28.08 million (Class C) $27.79 million (Class D)
• $27.79 million — (Class B) $28.08 million (Class C) $27.79 million (Class D) $250.00 million (Total) I
• $250.00 million — (Class C) $27.79 million (Class D) $250.00 million (Total) Interest Rate: 5.11% (Class
• $500 — an amount financed that is greater than $500 and less than $50,000, (ii) has an orig
• $50,000 — that is greater than $500 and less than $50,000, (ii) has an original and current annua
• $200 million — Company's private offering and sale of $200 million principal amount of asset-backed notes

Filing Documents

• rm-20241125.htm (8-K) — 101KB
• rm-ex4_1.htm (EX-4.1) — 890KB
• rm-ex10_1.htm (EX-10.1) — 3981KB
• rm-ex10_2.htm (EX-10.2) — 1125KB
• rm-ex99_1.htm (EX-99.1) — 20KB
• img126415946_0.jpg (GRAPHIC) — 25KB
• 0000950170-24-131517.txt ( ) — 7109KB
• rm-20241125.xsd (EX-101.SCH) — 24KB
• rm-20241125_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Amendment to the RMR V Warehouse Facility On November 25, 2024, Regional Management Corp. (the " Company ") and its wholly-owned subsidiary, Regional Management Receivables V, LLC (" RMR V "), entered into Amendment No. 6 to the Credit Agreement, dated as of November 25, 2024 (the " RMR V Amendment "), by and among the Company, as servicer, RMR V, as borrower, the lenders and agents party thereto, JPMorgan Chase Bank, N.A., as administrative agent (the " Administrative Agent "), and Computershare Trust Company, National Association, as successor by merger to Wells Fargo Bank, National Association, acting through its Corporate Trust Services division, as account bank and backup servicer (" CTC "). The RMR V Amendment amends the Credit Agreement, dated as of April 28, 2021 (the " RMR V Credit Agreement "), by and among RMR V, as borrower, the Company, as servicer, the lenders from time to time parties thereto, the Administrative Agent, and CTC. The RMR V Credit Agreement was previously filed with the Securities Exchange Commission (the " SEC ") by the Company as Exhibit 10.1 to the Current Report on Form 8-K dated April 28, 2021. The RMR V Amendment amends the RMR V Credit Agreement in order to, among other things, (i) address changes to the definition of "Concentration Limits," (ii) add certain additional direct and indirect subsidiaries of the Company to the definition of "Originator," (iii) extend the "Scheduled Commitment Termination Date" to November 30, 2026, (iv) address changes to reflect that the First Tier Purchase Agreements will be replaced by a First Tier Master Purchase Agreement with respect to the receivables to be sold by the Originators to the Company on and after the date thereof and that the Subservicing Agreements will be replaced by a Master Subservicing Agreement for the subservicing of the receivables by the Originators in their separate capacities as the Subservicers on and after the da

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On November 27, 2024, the Company issued a press release regarding the 2024-2 Securitization. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise subject to the liability of that section. The information in this Item 7.01 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

01 Other Events

Item 8.01 Other Events. On November 26, 2024, Regional Management Issuance Trust 2022-2B (" RMIT 2022-2B "), as issuer, exercised its option to redeem in full the notes issued under the Company's private offering and sale of $200 million principal amount of asset-backed notes (the " 2022-2B Securitization ") pursuant to the Indenture, dated as of October 20, 2022, by and among RMIT 2022-2B, as issuer, the Company, as servicer, and Computershare Trust Company, N.A., as indenture trustee and as securities intermediary, and in connection with such optional redemption, the 2022-2B Securitization was terminated. In connection with the redemption, the Company drew down on its existing senior revolving credit facility to borrow funds to pay the release price. On the Closing Date of the 2024-2 Securitization, certain of the collateral released from the 2022-2B Securitization was transferred and assigned by each related Regional Originator to the Company pursuant to the Omnibus Distribution and Assignment Agreement for inclusion in the 2024-2 Securitization.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Indenture, dated November 26, 2024, by and among Regional Management Issuance Trust 2024-2, as issuer, Regional Management Corp., as servicer, and Computershare Trust Company, N.A., as indenture trustee. 10.1 Amendment No. 6 to the Credit Agreement, dated as of November 25, 2024, by and among Regional Management Corp., as servicer, Regional Management Receivables V, LLC, as borrower, the lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Computershare Trust Company, National Association, as successor by merger to Wells Fargo Bank, National Association, acting through its Corporate Trust Services division, including its successors and permitted assigns, as account bank and backup servicer. 10.2 Sale and Servicing Agreement, dated November 26, 2024, by and among Regional Management Receivables III, LLC, as depositor, Regional Management Corp., as servicer, the subservicers party thereto, Regional Management Issuance Trust 2024-2, as issuer, and Regional Management North Carolina Receivables Trust, acting thereunder solely with respect to the 2024-2A SUBI. 99.1 Press Release, dated November 27, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. Regional Management Corp. Date: November 27, 2024 By: /s/ Harpreet Rana Harpreet Rana Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR