UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On September 30, 2021, Walker & Dunlop, Inc. (the “Company”) and Walker & Dunlop, LLC, the operating subsidiary of the Company (the “Seller”), entered into a Third Amendment to Master Repurchase Agreement (the “Amendment”) with JPMorgan Chase Bank, N.A. (the “Buyer”). The Amendment amends that certain Master Repurchase Agreement, dated as of August 26, 2019 (as amended by the First Amendment, dated as of August 24, 2020, and the Second Amendment, dated as of August 23, 2021, the “Repurchase Agreement”), by and among the Company, the Seller, and the Buyer to, among other things, extend the Termination Date (as defined in the Repurchase Agreement) to September 15, 2022. The Company continues to guarantee the Seller’s obligations under the Repurchase Agreement, as amended by the Amendment.
The Repurchase Agreement is supplemented by an Amended and Restated Letter (the “Side Letter”), dated as of September 30, 2021, which sets forth certain fees, commitments and pricing information relating to the Repurchase Agreement. The Side Letter amends and restates that certain Side Letter, dated as of August 26, 2019, as amended by the First Amendment to Side Letter, dated as of August 24, 2020.
The foregoing description of the Amendment and Side Letter does not purport to be complete and is qualified in its entirety by reference to the Amendment and Side Letter, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K.
The Buyer and its affiliates have various relationships with the Company involving the provision of financial services, including investment banking.
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 in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
| Exhibit Number |
Description | |
| 10.1 | Amendment No. 3 to Master Repurchase Agreement, dated as of September 30, 2021, by and among Walker & Dunlop, LLC, Walker & Dunlop, Inc., and JPMorgan Chase Bank, N.A. | |
| 10.2 | Amended and Restated Letter, dated as of September 30, 2021, by and among Walker & Dunlop, LLC, Walker & Dunlop, Inc., and JPMorgan Chase Bank, N.A. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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 hereunto duly authorized.
| Walker & Dunlop, Inc. | ||
| (Registrant) | ||
| Date: October 5, 2021 | By: | /s/ Richard M. Lucas |
| Name: Richard M. Lucas | ||
| Title: Executive Vice President, General Counsel & Secretary |
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