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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 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)
July 15, 2022
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CONSUMER PORTFOLIO SERVICES, INC. |
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(Exact Name of Registrant as Specified in Charter) |
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| california |
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1-11416 |
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33-0459135 |
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(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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3800 Howard Hughes Pkwy, Suite 1400, Las Vegas, NV 89169 |
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(Address of Principal Executive Offices) (Zip Code) |
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Registrant's telephone number, including area code
(949) 753-6800
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Not Applicable |
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(Former name or former address, if changed since last report) |
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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 (see General Instruction A.2.
below):
☐ 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 |
| Common Stock, no par value |
CPSS |
The Nasdaq Stock Market LLC (Global Market) |
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. ☐
Item 1.01. Entry into a Material
Definitive Agreement.
The information contained in Item 2.03 of
this report is hereby incorporated by reference into this Item 1.01. The registrant disclaims any implication that the agreements relating
to the transactions described in this report are other than agreements entered into in the ordinary course of its business.
Warehouse Credit Facility Amended and Renewed
On July 15, 2022, Consumer Portfolio Services,
Inc. ("CPS" or the "Company") and its wholly-owned subsidiary Page Eight Funding LLC (the “Borrower”)
amended and renewed a revolving credit agreement (the "Credit Agreement") and related agreements, all of which have been in
place since May 2012, and most recently renewed on December 18, 2020. The agent to act on behalf of the several lenders (“Lenders”)
under the Credit Agreement is Citibank, N.A.. Loans under the amended Credit Agreement are to be secured by automobile receivables that
CPS now holds or may purchase in the future from dealers, which receivables CPS would then sell or contribute to the Borrower.
Under the Credit Agreement, and subject
to its terms and conditions, the Lenders have increased the capacity from $100 million and agreed to lend from time to time prior to the
funding termination date up to a maximum of $200 million to be outstanding at any time. The advance percentage is dependent on characteristics
of the pledged receivables, the terms of future term securitizations executed by CPS, and on performance of receivables purchased by CPS
within the preceding three years, as to which there can be no assurance. The funding termination date is July 15, 2024 or earlier upon
the occurrence of defined funding termination events. The amounts outstanding could become due at an earlier date, if any of certain defined
events of default were to occur.
Loans under the Credit Agreement bear interest
at a floating rate set as a margin above the secured overnight financing rate. In connection with amendment and renewal of the Credit
Agreement, CPS has paid a closing fee of approximately $1,800,000.
Affiliates of Citibank, N.A. have also performed
investment banking and advisory services for CPS from time to time, for which they have received customary fees and expenses. Additional
information regarding transactions and relationships between CPS and affiliates of Citibank, N.A. is set forth in CPS’s Form 10-K/A
filed May 2, 2022, under the caption “Item 13. Certain Relationships and Related Transactions, and Director Independence” which
information is 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 provided in response to item
1.01 is incorporated herein by reference.
Warehouse Credit Facility
CPS first incurred indebtedness under the
revolving credit agreement in May 14, 2012. CPS intends to incur indebtedness from time to time as it purchases motor vehicle receivables
from dealers. CPS does not undertake to provide updates regarding the amount of indebtedness outstanding from time to time, and no inference
should be drawn that such indebtedness has not changed.
Item 9.01. Financial Statements and
Exhibits.
Neither financial statements nor pro
forma financial information are filed with this report.
One exhibit is included with this report:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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CONSUMER PORTFOLIO SERVICES, INC. |
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| Dated: July 21, 2022 |
By: /s/ Jeffrey P. Fritz |
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Jeffrey P. Fritz
Executive Vice President and
Chief Financial Officer
Signing on behalf of the registrant |
