Section 1.01 Entering into a Material Definitive Agreement.
Amendment to JPMorgan’s Senior Credit Facility to Refinance and Replace Related Class B Mezzanine Lenders
The Amendment, among other things, replaces Related Class B Mezzanine Lenders (whose loans have been fully refinanced) that were parties to the Amended Loan Agreement with unrelated Third Party Class B Mezzanine Lenders and changes certain class B lead and concentration limits.
The foregoing does not purport to be a complete description of the terms of the Amendment and that description is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Amended and restated senior secured and mezzanine credit facilities
The foregoing does not purport to be a complete description of the terms of the SPVBorrower1 Amendment and that description is qualified in its entirety by reference to the SPVBorrower1 Amendment, a copy of which is filed as Schedule 10.2 hereto and is incorporated herein. by reference.
Amended and Restated Mezzanine Credit Facility
(collectively, the “PHX1/TPA1 Borrowers”), as borrower, each an indirect wholly-owned subsidiary of the Company, have entered into a second amended and restated Mezzanine Loan and Guarantee Agreement (the ” Amendment PHX1/TPA1”), which amends and recalls that certain amended and restated loan and guarantee agreements, dated
The foregoing does not purport to be a complete description of the terms of Amendment PHX1/TPA1 and this description is qualified in its entirety by reference to Amendment PHX1/TPA1, a copy of which is filed as Schedule 10.3 hereto. and is incorporated herein. by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under a
Off-balance sheet arrangement of a registrant.
The information included in Section 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Section 8.01 Other Events
capacity (of which
Item 9.01 Financial statements and supporting documents.
(d) Exhibits. Exhibit Number Description of Exhibits 10.1* Amendment No. 1 dated
December 16, 2021, to the Loan and Security Agreement, dated September 10, 2021, among JPMorgan Chase Bank, N.A., as Administrative Agent, the lenders party thereto, Offerpad SPE Borrower A, LLC, as initial borrower, and Wells Fargo Bank, National Association, as Paying Agent and Calculation Agent. 10.2* Sixth Amended and Restated Loan and Security Agreement, dated as of December 16, 2021, by and among Offerpad (SPVBorrower1), LLC, LL Private Lending Fund, L.P., LL Private Lending Fund II, L.P.and LL Funds, LLC. 10.3* Second Amended and Restated Mezzanine Loan and Security Agreement, dated as of December 16, 2021, by and among OP SPE Borrower Parent, LLC, OP SPE PHX1, LLC, OP SPE TPA1, LLCand LL Private Lending Fund II, L.P.104 Cover page Interactive Data File (embedded within the Inline XBRL document)
* Certain exhibits and annexes have been omitted in accordance with
Article 601(a)(5) of the regulations SK. A copy of any schedule or parts omitted
will be provided to
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