Item 1.01 Entry into a Material Definitive Agreement

On June 10, 2020, GreenSky Holdings, LLC ("Holdings"), a subsidiary of GreenSky, Inc. (the "Company"), and certain other subsidiaries of the Company entered into Amendment No. 2 to Credit Agreement (the "Credit Agreement Amendment") with JPMorgan Chase Bank, N.A. ("JPMorgan"), as administrative agent, collateral agent, lead arranger and bookrunner. The Credit Agreement Amendment provides a $75 million incremental Term Loan B facility, the proceeds of which will be used for general corporate purposes and the enhancement of the Company's overall liquidity position. The incremental term loan, priced at LIBOR plus 450 basis points, with a 1% LIBOR floor, has the same security, maturity, principal amortization, prepayment, and covenant terms as the existing term loan under Holdings' senior secured term loan facility (the "Term Loan B Credit Facility"). The Term Loan B Credit Facility matures on March 29, 2025.

On June 10, 2020, the Company issued a press release announcing the Credit Agreement Amendment. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

The Company and its affiliates have engaged in, and may, in the future, engage in, other commercial dealings with JPMorgan and its affiliates in the ordinary course of business. JPMorgan or its affiliates served as a joint lead book running manager for the Company's initial public offering; served as exclusive agent in connection with the Company's 10b5-1 repurchase program; serve as an administrative agent, collateral agent, issuing bank, joint lead arranger and joint lead bookrunner for the Term Loan B Credit Facility; serve as an administrative agent and lender for an asset-backed revolving credit facility established by a subsidiary of the Company; and serve as a financial advisor to the Company's Board of Directors in connection with its strategic alternatives review. JPMorgan has received, and may, in the future, receive, customary fees and commissions for these transactions and facilities.

The foregoing description of the Credit Agreement Amendment is qualified in its entirety by reference to such agreement, which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ending June 30, 2020.




Item 9.01   Financial Statements and Exhibits



(d) Exhibits
Exhibit No.        Description
  99.1             Press release, dated June 10, 2020
104                Cover Page Interactive Data File (embedded within the Inline XBRL document)

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