OPORTUN FINANCIAL CORP: Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (Form 8-K)

Item 1.01. Conclusion of a significant definitive agreement

At April 4, 2022, Financial company of Oportun (the “Company”) issued a press release announcing the sale of $228 million loans through the issuance of amortizing asset-backed notes (the “Notes”) and asset-backed certificates (the “Certificates”), both secured by a pool of its unsecured and secured personal installment loans.

Timely and funds managed by Ellington Management Group both provided guarantees and were co-sponsors of the transaction, which totaled $400 million. The Notes were priced with a weighted average fixed interest rate of 3.83% per annum. Timely also sold its share of the certificates. By selling both its notes and residual interest, Timely completed a loan sale at an aggregate yield of 6.75% on its share of the transaction. The sale was completed on March 31, 2022.

The Notes and Certificates have been issued pursuant to the Indenture dated
March 31, 2022 (the “Basic Trust Indenture 2022-1”) entered into between Oportun Funding 2022-1 as issuer (the “Issuer”) and Wilmington Trust, National Associationas trustee (in such capacity, the “Trustee”), securities intermediary (in such capacity, the “Securities Intermediary”) and custodian bank (in such capacity, the “depositary bank“), as supplemented by the Supplement to the Act Series 2022-1 (the “Supplement to the Act 2022-1” and together with the Reference Act 2022-1, the “Reference Act 2022- 1”), between the Issuer, the Trustee, the Intermediate Notes and the depositary bank. The Notes and Certificates were offered and sold pursuant to a private placement exempt from registration pursuant to the we
Securities Act of 1933, as amended.

The foregoing description of Indenture 2022-1 does not purport to be complete and is qualified in its entirety by reference to the text of Indenture 2022-1, a copy of which will be filed as an attachment to the Report. company quarterly on Form 10-Q.

A copy of the press release is attached hereto as Exhibit 99.1.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant

The information provided in Section 1.01 of this Current Report on Form 8-K is incorporated by reference into this Section 2.03.

Item 9.01. Financial statements and supporting documents

(d) Exhibits

Exhibit Number
99.1                Press Release dated April 4, 2022
                  Cover Page Interactive Data File embedded within the Inline XBRL
104               document



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Amanda P. Whitten