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): March 25, 2015
Walker & Dunlop, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 001-35000 | 80-0629925 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 7501 Wisconsin Avenue Suite 1200E Bethesda, MD |
20814 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (301) 215-5500
Not applicable
(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:
| ¨ | 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.
Bank of America Warehousing Agreement Temporary Commitment Increase
On March 25, 2015, Walker & Dunlop, LLC, an operating subsidiary of Walker & Dunlop, Inc. (the “Company”), entered into a Temporary Commitment Increase Agreement (the “Increase Agreement”) with Bank of America, N.A., as credit agent and lender (“Bank of America”). The Increase Agreement increases the warehousing credit limit under that certain Warehousing Credit and Security Agreement, dated as of September 4, 2012, by and among Walker & Dunlop, LLC, Bank of America and the lenders party thereto (as amended from time to time, the “Warehousing Agreement”) to $1,095,000,000 for the period from the Specified Portfolio Closing Date, as defined in the Increase Agreement, through the Temporary Commitment Increase Termination Date, as defined in the Increase Agreement, after which the warehousing credit limit will return to $425,000,000. The increased warehousing credit limit provides Walker & Dunlop, LLC with additional borrowing capacity to finance the origination of a $670,000,000 mortgage loan portfolio. The Increase Agreement also contains customary representations and warranties of Walker & Dunlop, LLC.
The foregoing description of the Increase Agreement does not purport to be complete and is qualified in its entirety by reference to the Increase Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Bank of America and its affiliates have various relationships with the Company and its affiliates involving the provision of financial services, including other credit facilities with the Company and its affiliates, cash management, investment banking, trust and other services.
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 |
Description | |
| 10.1 | Temporary Commitment Increase Agreement, dated as of March 25, 2015, by and between Walker & Dunlop, LLC, as borrower, and Bank of America, N.A., as credit agent and lender. | |
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: March 30, 2015 | By: | /s/ Stephen P. Theobald | ||||||
| Name: | Stephen P. Theobald | |||||||
| Title: | Executive Vice President, Chief Financial Officer & Treasurer | |||||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 10.1 | Temporary Commitment Increase Agreement, dated as of March 25, 2015, by and between Walker & Dunlop, LLC, as borrower, and Bank of America, N.A., as credit agent and lender. | |