Newtek Business Services Corp.

09/16/2024 | Press release | Distributed by Public on 09/16/2024 10:35

Material Event Form 8 K

Item 8.01. Other Events
On September 16, 2024, NewtekOne, Inc. (the "Company") completed a registered offering of $75,000,000 aggregate principal amount of its 8.625% Fixed Rate Senior Notes due 2029 (the "Notes"). The offering was consummated pursuant to the terms of the underwriting agreement (the "Underwriting Agreement") with Morgan Stanley & Co. LLC, Keefe, Bruyette & Woods, Inc., Raymond James & Associates, Inc. and UBS Securities LLC, as representatives of the several underwriters named in Exhibit A thereto (the "Underwriters"). In addition, pursuant to the Underwriting Agreement, the Company granted an option to the Underwriters to purchase up to an additional $11,250,000 aggregate principal amount of the Notes. The Company received $72,750,000 in proceeds, before expenses, from the sale of the Notes. The Company intends to use the net proceeds from the sale of the Notes for funding of investments, repayment of existing debt and general corporate purposes.
The Notes were offered and sold pursuant to the Company's registration statement on Form S-3 (Registration No. 333-269452) filed with the Securities and Exchange Commission (the "SEC") and became effective on July 27, 2023, and a supplement to the Prospectus dated September 9, 2024.
The Notes were issued pursuant a senior debt securities indenture, dated as of August 31, 2023 (the "Base Indenture"), as supplemented by a third supplemental indenture, dated as of September 16, 2024 (the "Third Supplemental Indenture," and together with the Base Indenture, the "Indenture"), between the Company and U.S. Bank Trust Company, National Association, as trustee. The terms of the Notes are governed by the Indenture. The Third Supplemental Indenture, which includes the form of the Notes, is included as Exhibit 4.1 hereto and is incorporated herein by reference. The description of the Notes contained in this Form 8-K is qualified in its entirety by reference to the foregoing.