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

Date of Report (Date of earliest event reported)

~~August~~September 212, 2020

On Deck Capital, Inc.

(Exact name of registrant as specified in its charter)



Delaware	001-36779	42-1709682
(State or other jurisdiction of incorporation)	(Commission File Number)	(I. R. S. Employer Identification No.)

1400 Broadway, 25th Floor

New York, New York 10018

(Address of principal executive offices, including ZIP code)

(888) 269-4246

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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:



☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.005 per share	ONDK	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§ 240.12b–2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 1.01	Entry into a Material Definitive Agreement.

~~Corporate~~LAOD Facility Amendment

On ~~August~~September 212, 2020, Loan Assets of OnDeck, LLC ( “LAOD”), a wholly-owned subsidiary of On Deck Capital, Inc. (the “Company”) ~~entered~~amended ~~into an amendment~~ (the “LAOD Amendment”) its asset-backed revolving debt facility to further modify the Credit Agreement, dated as of April 13, 2018 (the “~~Corporate~~LAOD ~~Facility~~ Agreement”), ~~dated~~by asand ofamong ~~January~~LAOD, 28as Borrower, ~~2019~~the Lenders party thereto from time to time, ~~among~~20 ~~the~~Gates ~~Company~~Management LLC, as ~~borrower,~~Administrative Agent for the ~~lenders~~Class ~~party~~A ~~thereto~~Lenders, and ~~Truist~~Deutsche Bank Trust Company Americas, as ~~Administrative~~Paying Agent and as Collateral Agent.

Pursuant to the LAOD Amendment, the ~~required~~end ~~monthly~~of ~~principal repayment amount will be $13.125 million until~~ the ~~loans~~Amendment ~~under~~Period ~~the~~(as ~~Corporate~~such ~~Facility~~term ~~Agreement~~is ~~are~~defined ~~repaid~~ in ~~full. The total outstanding principal balance of~~ the ~~loans~~LAOD ~~as of the date of the~~ Amendment) iswas ~~$65.625~~extended ~~million. In~~from ~~addition~~September 3, ~~the~~2020 ~~lenders have agreed~~ to ~~waive~~October ~~the~~23, ~~increased~~2020. As ~~monthly~~previously ~~principal~~disclosed ~~repayments~~in ofconnection ~~$21~~with ~~million triggered by~~ the ~~Asset~~amendment ~~Performance~~entered ~~Payout~~into ~~Event (“APPE”) (Level 2) that occurred~~ on ~~June~~April 1727, 2020, ~~including~~no ~~the~~Borrowing ~~previously~~Base ~~deferred~~Deficiency ~~incremental~~shall ~~principal~~be ~~amounts~~deemed ~~totaling~~to ~~$15.75~~occur ~~million~~under ~~that~~the ~~would~~LAOD ~~have~~Facility ~~otherwise~~during ~~been~~the ~~payable~~Amendment onPeriod. In ~~July 17~~addition, ~~2020~~no ~~and~~portfolio ~~August~~performance ~~17,~~tests ~~2020. The~~in ~~Amendment also modifies~~ the ~~borrowing~~LAOD ~~base~~Facility ~~calculation~~shall tobe ~~include~~tested ~~eligible~~until ~~equipment~~the ~~finance~~first ~~loans~~Interest atPayment anDate ~~advance~~occurring ~~rate~~following ~~of 70% and does not result in any changes to~~ the ~~current~~Amendment ~~interest rate or the January 2021 maturity date~~Period. ~~Other~~During ~~modifications under~~ the Amendment ~~include~~Period, ~~among~~the ~~other~~Lenders ~~things,~~are ~~certain~~not ~~mandatory~~obligated ~~prepayment requirements, additional reporting requirements, revisions~~ to ~~financial~~make ~~covenants,~~any ~~modifications~~loans to ~~lender and borrower consent thresholds~~LAOD, ~~adjustments~~LAOD tois ~~certain~~restricted ~~events~~from ofpurchasing ~~default~~receivables ~~and~~from ~~changes to certain covenants, including to further limit~~ the Company’s ~~and certain subsidiaries’ ability to, among~~ (other ~~things,~~than ~~incur~~certain ~~liens~~subsequent ~~and~~line ~~additional~~of ~~indebtedness,~~credit ~~make~~advances) ~~restricted payments, sell assets,~~ and ~~make~~any ~~investments,~~cash ~~subject~~remaining ~~to customary carveouts. Certain capitalized terms not defined~~ in ~~this section of~~ the ~~report~~LAOD ~~are~~Facility ~~used~~is ~~with~~not ~~the~~permitted ~~meanings ascribed~~ to ~~them~~be indistributed ~~the~~to ~~Corporate Facility Agreement as amended by prior amendments thereto and~~ the ~~Amendment~~Company.

The foregoing description of the LAOD Amendment does not purport to be complete and is qualified in its entirety by reference to (i) the ~~full~~LAOD ~~text of the~~ Amendment, which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ending September 30, 2020 and (ii) the ~~definitive~~LAOD ~~Corporate~~Agreement, ~~Facility~~and ~~Agreement~~prior amendments thereto, which ~~was~~were filed as ~~Exhibit~~Exhibits 10.3127, 10.28 and 10.29 to Company’s Annual Report on Form 10-K for the year ended December 31, 2019, asExhibit ~~modified~~10.1 byto the ~~Lender~~Company’s ~~Joinder~~Quarterly ~~Agreement,~~Report ~~which~~on ~~was~~Form ~~filed~~10-Q asfor the quarter ending March 31, 2020 and Exhibit 10.23 to the Company’s Quarterly Report on Form 10-Q for the quarter ~~ended~~ending ~~September~~June 30, ~~2019~~2020.

Safe Harbor Statement.

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other legal authority. Forward-looking statements can be identified by words such as "will," "enables," “targets,” "expects," "intends," "may," "allows," “plans,” "continues," "believes," "anticipates," "estimates" or similar expressions. Forward-looking statements are neither historical facts nor assurances of future performance. They are based only on our current beliefs, expectations and assumptions regarding the future of our business, anticipated events and trends, the economy, the COVID-19 pandemic and other future conditions. As such, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and in many cases outside our control. Therefore, you should not rely on any of these forward-looking statements.

Our expected results may not be achieved, and actual results may differ materially from our expectations. Important factors that could cause or contribute to such differences include risks relating to: cure deficiencies under our ~~ability~~other debt facilities or obtain additional waivers or amendments to ~~meet~~avoid the ~~conditions~~risk of default; and other risks, including those described in Part II - Item 1A. Risk Factors in our Form 10-Q for the quarter ended March 31, 2020 and ~~remain~~June 30, 2020, Part I - Item 1A. Risk Factors in ~~compliance~~our Annual Report on Form 10-K for the year ended December 31, 2019 and other documents that we file with the Securities and Exchange Commission, or SEC, from time to time which are or will be available on the ~~terms~~SEC ofwebsite at www.sec.gov.

the Corporate Facility Amendment, cure deficiencies under our other debt facilities or obtain additional waivers or amendments to avoid the risk of default; and other risks, including those described in Part II - Item 1A. Risk Factors in our Form 10-Q for the quarter ended March 31, 2020 and June 30, 2020, Part I - Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2019 and other documents that we file with the Securities and Exchange Commission, or SEC, from time to time which are or will be available on the SEC website at www.sec.gov.

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.

Date: August 24, 2020						On Deck Capital, Inc.
Date: September 9, 2020						On Deck Capital, Inc.
						/s/ Kenneth A. Brause
						Kenneth A. BrauseChief Financial Officer

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