Item 1.01 Entry into a Material Definitive Agreement.
On
By entering into the Facility Bank Partner Agreements, the Company extended its long-standing relationship with Synovus by an additional three years and put in place a critical component for the GreenSky program to be able to accomplish alternative funding structures. The Facility Bank Partner Agreements establish a new structure for the origination of loans by Synovus, augmenting Synovus' pre-existing funding structure, and provide a framework for the programmatic sale of loan participations and/or whole loans by Synovus to third parties, including to the previously-announced special purpose vehicle sponsored by the Company. The Company has engaged in, and may, in the future, engage in, other commercial dealings with Synovus and its affiliates in the ordinary course of business.
The Facility Bank Partner Agreements govern the origination of loans by Synovus under the new structure (with Synovus' funding commitment under the new structure and the original structure being determined on an aggregate basis), and contemplate that loans originated by Synovus under its original agreements or acquired by Synovus from other bank partners in the GreenSky program can be brought under the structure of the Facility Bank Partner Agreements upon the mutual agreement of GSLLC and Synovus. The Facility Bank Partner Agreements provide for GSLLC and its subsidiaries to service the loans owned by Synovus pursuant to the Facility Bank Partner Agreements, and set forth various other terms and conditions between GSLLC and Synovus related to those loans.
Synovus has a three-year commitment to originate loans under the Facility Bank Partner Agreements, which commitment automatically renews for additional two year periods unless either party elects not to renew. The term of the servicing relationship and other related obligations continues for the life of the loans covered by the agreements. The Facility Bank Partner Agreements contain customary termination provisions that allow Synovus to terminate the agreements, or to terminate GSLLC's and its subsidiaries' servicing of loans under the agreement, upon certain events, including, among other things, GSLLC's breach of the Facility Bank Partner Agreements, regulatory requirements or, in the case of Synovus' commitment to originate loans, underperformance of loan portfolios.
As previously disclosed in the Company's Form 8-K filed with the
The SPV Facility provides a revolving committed financing of
As disclosed in the
--------------------------------------------------------------------------------
The foregoing descriptions of the Facility Bank Partner Agreements and the
Credit Agreement are qualified in their entirety by reference to such
agreements, which will be filed as exhibits to the Company's Quarterly Report on
Form 10-Q for the quarter ending
--------------------------------------------------------------------------------
© Edgar Online, source