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): July 31, 2020

 

 

MEDALLION FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

001-37747

(Commission File Number)

04-3291176

(IRS Employer Identification No.)

 

 

437 Madison Avenue

New York, New York 10022

(Address of principal executive offices) (Zip code)

(212) 328-2100

(Registrant’s telephone number, including area code)

 

 

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   MFIN   NASDAQ Global Select Market
9.000% Senior Notes due 2021   MFINL   NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 1.01

Entry into a Material Definitive Agreement.

The SBA committed to reserve leverage in the form of debentures in an amount equal to $25 million (the “Commitment”) to Medallion Capital, Inc. (“Medallion Capital”), a wholly-owned subsidiary of Medallion Financial Corp. (the “Company”). Medallion Capital accepted the Commitment on July 31, 2020 and paid to the SBA a leverage fee in the amount of $250,000.00. The remaining portion of the leverage fee in the amount of $500,000.00 will be deducted pro rata as Medallion Capital draws from the Commitment proceeds. Medallion Capital can draw from the Commitment proceeds, in whole or in part, until September 30, 2024, the Commitment’s termination date.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Commitment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

(d)    Exhibits

The following exhibits are being filed with this Current Report on Form 8-K:

 

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 3, 2020

 

MEDALLION FINANCIAL CORP.
By:  

/s/ Larry D. Hall

Name:   Larry D. Hall
Title:   Chief Financial Officer

 

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Exhibit 10.1

 

LOGO

U.S. SMALL BUSINESS ADMINISTRATION Office of Investment & Innova tion 409 Third St reet,S.W.-Suite 6300 Washington, DC 20416 COMMITMENT LETTER License No. 05/05-5134 Mr. Alex Travis Medallion Capital, Inc. 3000 W. County Road 42, Suite 301 Burnsv ille, MN 55337 Dear Mr. Travis, The Small Business Administration (“SBA”) is hereby committing to reserve Leverage (as defined in 13 CFR I 07.50) in the form of debentures in an amount equal to $25,000,000 to be issued by Medallion Capital, Inc. (the “Company”) on or prior to September 30.2024, subject to the terms and conditions set forth in this Commitment Letter and in 13 CFR I 07.1200-1240. As used herein, terms that are defined in 13 CFR Part 107 shall have the meanings assigned to them therein. SBA may lim it the amounts that may be drawn each year under this Commitment Letter. Each issuance of Leverage under this Commitment Letter is conditioned upon the Company’s creditworthiness (as determined by SBA) and the Company’s full compliance (as determined by SBA) with each of the other tenns and conditions set forth in 13 CFR I 07.1200-1240 This Commitment Letter shall terminate automatically at 5:00P.M. Eastern Time on September 30.2024. You must pay to SBA a non-refundable leverage fee in the amount of $250,000 by the earlier of the date that you apply to SBA to draw funds under this Commitment Letter, or thirty days from the date of this letter. The remaining portion of the leverage fee, in the amount of $500.000, will be deducted, pro rata, as commitment proceeds are drawn down. By its acceptance of this Commitment Letter, the Company agrees to pay, indemnify and hold SBA harmless from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever with respect to or arising out of this Commitment Letter. This Commitment Letter is subject to the provisions of Part I 07 of Title 13 of the Code of Federal Regulations, including without limitation 13 CFR I 07.1200-1240, which are incorporated herein by reference.

LOGO

This Commitment Letter has been issued in reliance upon the written representations and certifications made by the Com pany to SBA in connection with its application for a commitment. This Commitment Letter shall be governed by, and construed in accordance with, federal law. Please sign and date the Commitment Letter with blue ink and email a scanned PDF copy to your Financial Analyst, Lawrence K. Baltimore by the earlier of the date that you apply to SBA to draw funds under this Commitment Letter, or thirty days from the date of this letter. You must retain a copy of the signed Commitment Letter for you r records pursuant to 13 CF R I 07.600. U.S. Small Business Administration Agreed and Accepted: Medallion Capital, Inc. By: Date By: Christopher L. Weaver Christopher L. Weaver Acting Associate Administrator Office of Investment a nd Innovation