Current Report Filing (8-k)
November 07 2019 - 4:31PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of
the
Securities Exchange Act of 1934
Date
of Report (date of earliest event reported): November 1, 2019
GWG
Holdings, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-36615
|
|
26-2222607
|
(State
or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification No.)
|
220 South Sixth Street, Suite 1200, Minneapolis, MN
|
|
55402
|
(Address of principal executive offices)
|
|
(Zip Code)
|
(612)
746-1944
(Registrant's
telephone number, including area code)
Not
applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
|
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
☐
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
☐
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
☐
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on which registered
|
Common
Stock
|
|
GWGH
|
|
NASDAQ
Capital Market
|
Item
1.01
|
Entry
into a Material Definitive Agreement
|
Second Amended and Restated Senior Credit
Facility with LNV Corporation
On November 1, 2019, GWG DLP Funding IV, LLC
(“DLP IV”), an indirect subsidiary of GWG Holdings, Inc. (the “Company”), entered into a Second Amended
and Restated Loan and Security Agreement with LNV Corporation, as lender, and CLMG Corp., as the administrative agent on behalf
of the lenders under the agreement (the “Second Amended and Restated Agreement”), which replaced an amended and restated
agreement dated September 27, 2017 that previously governed the Company’s senior credit facility (the “Second Amended
Facility”). The Second Amended Facility makes available a total of up to $300,000,000 in credit to DLP IV with a maturity
date of September 27, 2029. Subject to available borrowing base capacity, additional advances are available under the Second Amended
Facility at the LIBOR rate described below. Such advances are available to pay the premiums and servicing costs of pledged life
insurance policies as such amounts become due. Interest will accrue on amounts borrowed under the Second Amended Facility at an
annual interest rate, determined as of each date of borrowing or quarterly if there is no borrowing, equal to (a) 12-month LIBOR,
plus (b) 7.50% per annum.
Under the Second Amended and Restated Agreement, DLP IV has granted the administrative agent, for the benefit of the lenders under the Second Amended Facility,
a security interest in all of DLP IV’s assets.
The Company is subject to various financial
and non-financial covenants under the Second Amended and Restated Agreement, including, but not limited to, compliance with laws,
preservation of existence, financial reporting, keeping of proper books of record and account, payment of taxes, and ensuring that
neither DLP IV nor GWG Life, LLC become an investment company.
In conjunction with entering into the Second
Amended and Restated Agreement, DLP IV pledged life insurance policies having an aggregate face value of approximately
$298.3 as additional collateral and received an advance of approximately $37.1 million under the Second Amended Facility (inclusive
of certain fees and expenses incurred in connection with the negotiation and entry into the Second Amended and Restated Agreement).
After giving effect to such advance, the amount outstanding under the Second Amended Facility on November 1, 2019 was approximately
$175.5 million.
The foregoing description of the Second Amended
and Restated Agreement is qualified in its entirety by reference to the full and complete terms of the Second Amended and Restated
Agreement, which is filed as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.
|
Item
9.01
|
Financial
Statements and Exhibits.
|
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 hereunto duly authorized.
|
GWG
Holdings, Inc.
|
|
|
Date:
November 7, 2019
|
By:
|
/s/
Timothy L. Evans
|
|
|
Timothy
L. Evans
Chief Financial Officer
|
EXHIBIT
INDEX
3
GWG (NASDAQ:GWGH)
Historical Stock Chart
From Jun 2024 to Jul 2024
GWG (NASDAQ:GWGH)
Historical Stock Chart
From Jul 2023 to Jul 2024