ldi-20230413

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (or date of earliest event reported): April 13, 2023

_____________________

(Exact Name of Registrant as Specified in its Charter)

_____________________

Delaware

001-40003

85-3948939

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

6561 Irvine Center Drive

Irvine, California 92618

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (888) 337-6888

_____________________

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Class A Common Stock, $0.001 Par Value

LDI

New York Stock Exchange

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. o

Item 1.01. Entry into a Material Definitive Agreement.

Seventeenth Amendment to Credit and Security Agreement with NexBank

On April 13, 2023, loanDepot.com, LLC, a Delaware limited liability company and an indirect subsidiary of loanDepot, Inc. (the “Company”), as borrower, entered into the Seventeenth Amendment (“Amendment No, 17”) to the Credit and Security Agreement, dated as of October 29, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “NexBank Credit Agreement”) with NexBank, as lender (“NexBank”) pursuant to which NexBank has extended a revolving line of credit available to the Company that is secured by certain of the Company’s mortgage servicing rights under the servicing agreement with Freddie Mac and other collateral listed in the NexBank Credit Agreement. The primary purposes of Amendment No.17 are to: (a) effect a permanent reduction of the “Maximum Facility Amount” and “Commitment” such that the Commitment shall be $185,000,000, as well as to change the definition of “Revolving Credit Note” to reference the Twentieth Amended and Restated Promissory Note, dated as of April 13, 2023, in the amount of $185,000,000, made by the Company in favor of NexBank and (b) amend certain provisions of the Nexbank Credit Agreement and certain other ancillary agreements to release NexBank’s security interest in the excess yield of certain mortgage loans in order to permit the Company to effectuate a sale and securitization of the excess yield.

The foregoing description of Amendment No.17 does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment No.17, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Amendment Number Two to Credit and Security Agreement with Flagstar Bank, National Association

On April 13, 2023, the Company, as borrower, entered into Amendment Number Two (“Amendment No 2”) to the Credit and Security Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Flagstar Credit Agreement”) with Flagstar Bank, National Association, as purchaser of the rights and obligations of Signature Bank, and as administrative agent on behalf of the lenders and as a lender (“Flagstar”), pursuant to which Flagstar provides the Company with a revolving line of credit of $300 million, with an option to increase up to $500 million upon mutual consent, that is secured by certain of the Company’s mortgage servicing rights under the servicing agreement with Freddie Mac and other collateral listed therein. The primary purpose of Amendment No. 2 is to amend certain provisions of the Flagstar Credit Agreement and certain other ancillary agreements to release Flagstar’s security interest in the excess yield of certain mortgage loans in order to permit the Company to effectuate a sale and securitization of the excess yield.

The foregoing description of Amendment No. 2 does not purport to be complete and is qualified in its entirety by reference to the full text of Amendment No. 2, a copy of which is attached hereto as Exhibit 10.2 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

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.



loanDepot, Inc.

By:			/s/ Patrick Flanagan
Name: Patrick Flanagan
Title: Chief Financial Officer

Date: April 19, 2023


Exhibit No.			Description
10.1			Seventeenth Amendment to Credit and Security Agreement, dated as of April 13, 2023, between loanDepot.com , LLC and NexBank.
10.2			Second Amendment to Credit and Security Agreement, dated as of April 13, 2023, between loanDepot.com , LLC and Flagstar Bank , National Association .
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)