Attached files
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EX-10.33 - EX-10.33 - MINISTRY PARTNERS INVESTMENT COMPANY, LLC | c130-20150408ex103346858.htm |
EX-10.34 - EX-10.34 - MINISTRY PARTNERS INVESTMENT COMPANY, LLC | c130-20150408ex1034477ce.htm |
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): April 3, 2015
MINISTRY PARTNERS INVESTMENT COMPANY, LLC
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(Exact name of registrant as specified in its charter)
California 333-04028LA 26-3959348
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(State of Incorporation) (Commission File Number) (IRS Employer Identification No.)
915 West Imperial Highway Suite 120, Brea, CA 92821
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(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (714) 671-5720
[ ] 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))
Item 1.01 Entry Into a Material Definitive Agreement
On April 3, 2015, Ministry Partners Investment Company, LLC (the “Company”) received written notice from the National Credit Union Administration Board as Liquidating Agent of Members United Corporate Federal Credit Union and Western Corporate Federal Credit Union (“Lender”) confirming that an Amendment to Loan and Security Agreement had been entered into with Lender for its two primary credit facilities. On November 4, 2011, the Company and Lender entered into a $87.3 million credit facility refinancing transaction which amended and restated the original $100 million credit line the Company entered into with Members United, a federally chartered credit union located in Warrenville, Illinois (“Members United”). On that same date, the Company entered into a $23.5 million credit facility which amended and restated its original credit facility entered into with Western Corporate Federal Credit Union, a federally chartered credit union (“WesCorp”). Both Members United and WesCorp have been closed by the NCUA and are in liquidation.
With the adoption of Amendment to the Loan and Security Agreement Facility for each of the Members United and WesCorp credit facilities, the Company will be able to more effectively
manage its mortgage loan investments, reduce the amount of excess collateral it will be required to maintain with Lender, generate cash proceeds from the sale of certain loans and use the proceeds from such sales to invest in new loans for which the Company can sell loan participations on a servicing retained basis.
Under the Amendment to Loan and Security Agreement for each of the Company’s primary credit facilities, the following changes were made:
Members United and WesCorp Credit Facilities |
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Previous |
Amended Facility |
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Minimum collateralization ratio and minimum combined collateralization ratio |
128% on the Members United facility and 150% on the Wescorp facility |
110% on each facility and 120% combined portfolio |
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Loan to value ratio at time loan is pledged. Combined loan to value which does not cause combined weighted average loan portfolio ratio to exceed a specified amount |
80% No requirement |
80% 70% |
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Debt service coverage ratio at time loan is pledged. Combined weighted average portfolio debt service coverage ratio to meet a minimum specified amount. |
110% No requirement |
110% 110% on each facility and 115% on combined portfolio |
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Permit cash collateral substitution |
Not available |
Yes, at 1:1 ratio |
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Maximum weighted average risk rating of notes held as collateral |
No requirement |
3.0 on each facility and 2.85 on combined portfolio |
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If Company receives proceeds from the sale of a collateral loan, it will be required to prepay note in amount sufficient to meet minimum collateralization ratio and combined minimum collateralization ratio |
Company must meet the minimum collateralization ratio for each facility |
Company must meet the minimum collateralization ratio requirement and combined minimum collateralization ratio requirement |
Ability to substitute Collateral |
Ability to substitute mortgage collateral |
Ability to substitute cash in addition to mortgage collateral |
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Credit Manager’s Report |
No requirement |
On a quarterly basis, the Company must deliver a credit manager’s report |
With the adoption of these amendments, the Company will be able to (i) substitute cash as collateral for a mortgage loan as pledged collateral, thereby enabling the Company to more quickly fund new loans and loan participations rather than waiting until a substitute loan can be pledged as collateral; and (ii) reduce the minimum loan collateralization ratio that the Company will be required to maintain with Lender under each of its credit facilities. Based upon the outstanding principal amount of our credit facilities with the Lender, we expect that approximately $8.6 million in loans will be released to the Company under the terms of amendments entered into with the Lender.
The foregoing description of these credit facilities is subject to, and qualified in its entirety by reference to, the full text of the respective Amendment to Loan and Security Agreement pertaining to the Members United credit facility, and the Amendment to Loan and Security Agreement pertaining to the WesCorp credit facility, each of which are filed as an exhibit hereto and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under "Item 1.01. Entry into a Material Definitive Agreement" of this Report is hereby incorporated by reference in this Item 2.03.
Exhibit Index
Exhibit 10.33 |
Amendment to Loan and Security Agreement by and between The National Credit Union Administration Board As Liquidating Agent of Members United Corporate Federal Credit Union and Ministry Partners Investment Company, LLC dated March 30, 2015. |
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Exhibit 10.34 |
Amendment to Loan and Security Agreement by and between The National Credit Union Administration Board As Liquidating Agent of Western Corporate Federal Credit Union and Ministry Partners Investment Company, LLC dated March 30, 2015. |
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, thereunto duly authorized.
MINISTRY PARTNERS INVESTMENT
COMPANY, LLC
/s/ James H. Overholt
James H. Overholt
President