CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.
SIXTH AMENDMENT TO
FIRST AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Dated as of October 8, 2020
GUILD MORTGAGE COMPANY, as Seller
JPMORGAN CHASE BANK, N.A., as Buyer
The Parties hereby amend (for the sixth time) the First Amended and Restated Master Repurchase Agreement dated December 14, 2018 between them (the A&R MRA, as amended by that certain First Amendment to First Amended and Restated Master Repurchase Agreement date June 21, 2019, the Second Amendment to First Amended and Restated Master Repurchase Agreement dated December 13, 2019, the Third Amendment to First Amended and Restated Master Repurchase Agreement dated February 21, 2020, the Omnibus Letter Agreement dated April 30, 2020, the Fourth Amendment to First Amended and Restated Master Repurchase Agreement dated June 23, 2020 and the Fifth Amendment to the First Amended and Restated Master Purchase Agreement dated as of July 24, 2020 and as hereby and supplemented, further amended or restated from time to time, the MRA).
All capitalized terms used in the MRA and used, but not defined differently, in this amendment (this Amendment) have the same meanings here as there.
The Sections of this Amendment are numbered to correspond with the numbering of the Sections of the MRA amended hereby.
WHEREAS, Buyer and Seller are parties to the MRA, pursuant to which Buyer may, from time to time, purchase certain mortgage loans from Seller and Seller agrees to sell certain mortgage loans to Buyer under a master repurchase facility.
WHEREAS, on September 22, 2020, Guild Mortgage Company, LLC, a Delaware limited liability company (GMCLLC), changed its name to Guild Investors, LLC (GILLC).
WHEREAS, Seller and Guild Holdings Company, a Delaware corporation (GHC) intend to carry out certain internal restructuring and other transactions, including (i) the contribution (the Contribution) by GILLC of 100% of the issued and outstanding equity interests of Seller to GHC, (ii) substantially simultaneously with the Contribution, the conversion (the Conversion) of Seller from a California corporation to Guild Mortgage Company, LLC, a California limited liability company, (iii) the dissolution of GILLC, and (iv) the sale of shares of common stock of GHC to public investors.