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
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Date
of Report (Date of earliest event reported)
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March
31, 2009
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MARLIN
BUSINESS SERVICES CORP.
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(Exact
name of registrant as specified in its charter)
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Pennsylvania
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000-50448
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38-3686388
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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300
Fellowship Road, Mount Laurel, NJ
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08054
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
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(888)
479-9111
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(Former
name or former address, if changed since last report.)
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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 (see General Instruction A.2.
below):
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[ ]
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01. Entry into a
Material Definitive Agreement.
On March
31, 2009, Marlin Leasing Corporation (“MLC”), a subsidiary of the Registrant,
entered into an amendment to its Series 2002-A warehouse financing facility
that, among other things, (i) extended the termination date of the facility to
March 30, 2010, (ii) converted the facility from a revolving facility to an
amortizing facility, (iii) revised the fee rate, (iv) required the Registrant to
guaranty the performance of MLC as the servicer, and (v) revised certain defined
terms and covenant provisions. Attached as Exhibit 10.1 to this
report, and incorporated herein by reference, is the Third Amendment to the
Amended and Restated Series 2002-A Supplement to the Master Lease Receivables
Asset-Backed Finance Facility Agreement, dated as of March 31, 2009, among
Marlin Leasing Corporation, Marlin Leasing Receivables Corp. II, Marlin Leasing
Receivables II, LLC, JPMorgan Chase Bank, N.A., as the agent and Wells Fargo
Bank, N.A., as the trustee.
On March
31, 2009, MLC also entered into an amendment to its revolving bank facility
that, among other things, (i) extended the termination date to June 29, 2009,
(ii) reduced the facility amount to the current outstanding balance of $4.94
million, (iii) added a base rate floor and revised the applicable margin, (iv)
revised the borrowing base calculation, and (v) revised certain other defined
terms. Attached as Exhibit 10.2 to this report, and
incorporated herein by reference, is the Sixth Amendment to the Second Amended
and Restated Warehouse Revolving Credit Facility Agreement, dated as of March
31, 2009, among Marlin Leasing Corporation, the financial institutions that are
party thereto as lenders, and National City Bank, as agent for the
lenders.
Item
9.01. Financial
Statements and Exhibits.
(d) Exhibits.
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10.1
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Third
Amendment to the Amended and Restated Series 2002-A Supplement to the
Master Lease Receivables Asset-Backed Finance Facility Agreement, dated as
of March 31, 2009, among Marlin Leasing Corporation, Marlin Leasing
Receivables Corp. II, Marlin Leasing Receivables II, LLC, JPMorgan Chase
Bank, N.A., as the agent and Wells Fargo Bank, N.A., as the
trustee.
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10.2
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Sixth
Amendment to the Second Amended and Restated Warehouse Revolving Credit
Facility Agreement, dated as of March 31, 2009, among Marlin Leasing
Corporation, the financial institutions that are party thereto as lenders,
and National City Bank, as agent for the
lenders.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
MARLIN BUSINESS SERVICES
CORP.
(Registrant)
Date:
April 1,
2009 /s/
Daniel P. Dyer
Daniel
P. Dyer
Chief
Executive Officer
INDEX
TO EXHIBITS
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10.1
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Third
Amendment to the Amended and Restated Series 2002-A Supplement to the
Master Lease Receivables Asset-Backed Finance Facility Agreement, dated as
of March 31, 2009, among Marlin Leasing Corporation, Marlin Leasing
Receivables Corp. II, Marlin Leasing Receivables II, LLC, JPMorgan Chase
Bank, N.A., as the agent and Wells Fargo Bank, N.A., as the
trustee.
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10.2
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Sixth
Amendment to the Second Amended and Restated Warehouse Revolving Credit
Facility Agreement, dated as of March 31, 2009, among Marlin Leasing
Corporation, the financial institutions that are party thereto as lenders,
and National City Bank, as agent for the
lenders.
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