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EX-10.33 - EX-10.33 - MINISTRY PARTNERS INVESTMENT COMPANY, LLCc130-20150408ex103346858.htm
EX-10.34 - EX-10.34 - MINISTRY PARTNERS INVESTMENT COMPANY, LLCc130-20150408ex1034477ce.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

 

Previous

Amended Facility

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

 

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%

 

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

 

 

Permit cash collateral substitution

 

Not available

 

Yes, at 1:1 ratio

 

Maximum weighted average risk rating of notes held as collateral

 

No requirement

 

3.0 on each facility and 2.85 on combined portfolio

 

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

 

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.

 

 

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