NMI HOLDINGS, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
Item 1.01. Entry into a Material Definitive Agreement.
On
and Restated Credit Agreement (the "Credit Agreement" with the lenders party
thereto and
The Credit Agreement provides for a revolving credit facility (the "Revolving
Credit Facility") in an aggregate principal amount of up to
matures on
Credit Agreement) remain outstanding on
Facility will mature on such date. As of the date hereof, no borrowings have
been made under the Revolving Credit Facility.
The Company's obligations under the Credit Agreement are guaranteed (the
"Guarantee") by its wholly owned subsidiary,
"Guarantor"). The Company's and the Guarantor's obligations under the Credit
Agreement and the Guarantee, respectively, are secured by first-priority liens
on substantially all the assets of the Company and the Guarantor, respectively,
subject to certain exceptions.
Under the Amended Credit Agreement, the margin for borrowings under the
Revolving Credit Facility ranges from 1.375% to 2.875% per annum for Term
Benchmark loans and 0.375% to 1.875% per annum for Base Rate loans, in each case
based on the Company's credit ratings. Unused commitments under the Revolving
Credit Facility are subject to a commitment fee accruing at a rate that ranges
from 0.175% to 0.525% per annum based on the Company's credit ratings.
Under the Revolving Credit Facility, the Company may not permit (i) the debt to
total capitalization ratio of the Company and its subsidiaries to exceed 35% as
of the last day of any fiscal quarter, (ii) the statutory capital of
Mortgage Insurance Corporation
("NMIC"), to be less than
quarter, or (iii) the consolidated net worth of the Company to be, as of the
last day of any fiscal quarter, less than the sum of (A)
(B) 50% of cumulative consolidated net income of the Company and its
subsidiaries for each fiscal quarter of the Company (beginning with the fiscal
quarter ending
positive, plus (C) 50% of any increase in the consolidated net worth of the
Company after
or capital contributions to the Company or its subsidiaries. In addition, under
the Revolving Credit Facility, NMIC must remain at all times in compliance with
all applicable "financial requirements" imposed pursuant to the Private Mortgage
Insurer Eligibility Requirements, subject to any allowed transition period or
forbearance thereunder.
The Credit Agreement also contains customary negative and affirmative covenants
including covenants that limit, among other things, the ability of the Company
and its subsidiaries to (i) incur indebtedness, (ii) incur liens on their
property, (iii) pay dividends or make other distributions, (iv) sell their
assets, (v) make certain loans or investments, (vi) merge or consolidate and
(vii) enter into transactions with affiliates, in each case subject to certain
exceptions. The Credit Agreement contains customary events of default.
The foregoing summary of the Credit Agreement does not purport to be complete
and is subject to, and qualified in its entirety by, the full text of the Credit
Agreement, which is attached hereto as Exhibits 10.1 and is incorporated herein
by reference.
Item 8.01. Other Events
On
into the Credit Agreement. A copy of the press release is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits. (d) Exhibits.
Exhibit No. Description
10.1 Amended and Restated Credit Agreement, dated
among the Company, the lender parties thereto and
administrative agent
99.1 Press release, dated
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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