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 (Date of earliest event reported): June 24, 2016
TIPTREE FINANCIAL INC.
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction
780 Third Avenue, 21st Floor
New York, New York
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (212) 446-1400
(Former name or former address, if changed since last report)
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))
Entry into a Material Definitive Agreement.
On June 24, 2016, Tiptree Operating Company, LLC (“Operating Subsidiary”), the subsidiary through which Tiptree Financial Inc. ("Tiptree") conducts its operations, entered into a Fourth Amendment (the “Amendment”) to its Credit Agreement dated as of September 18, 2013 by and among Operating Subsidiary, as borrower, the lenders party thereto from time to time and Fortress Credit Corp., as administrative agent, collateral agent and lead arranger (as amended by the Amendment, the “Credit Agreement”).
The Amendment provides for additional term loans in an aggregate principal amount of $15 million (the “Incremental Term Loans”) by certain of the lenders to Operating Subsidiary. The Amendment provides that Incremental Term Loans will have the same maturity date, margin above LIBOR, principal repayment term, and conditions and covenants as the existing term loans under the Credit Agreement, subject to certain exceptions in the Amendment.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the complete text of the Amendment, a copy of which is filed as Exhibit 10.1 to this report and is incorporated herein by reference.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
Financial Statements and Exhibits.
(d) List of Exhibits:
Fourth Amendment to Credit Agreement, dated June 24, 2016, by and among Tiptree Operating Company, LLC, Fortress Credit Corp. as Administrative Agent, Collateral Agent and Lead Arranger, and the lenders party thereto.
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.
TIPTREE FINANCIAL INC.
Date: June 24, 2016
/s/ Jonathan Ilany
Name: Jonathan Ilany
Title: Chief Executive Officer