Item 1.01. Entry into a Material Definitive Agreement

On December 31, 2020, JMP Holding LLC (the "Borrower"), a wholly owned subsidiary of JMP Group LLC (the "Company"), entered into an Amendment Number Eight (the "Eighth Amendment") to that certain Second Amended and Restated Credit Agreement dated April 30, 2014 among the Borrower, the lenders from time to time party thereto (the "Lenders") and City National Bank, a national banking association ("CNB"), as administrative agent for the Lenders (as amended, the "Credit Agreement"). Capitalized terms used below have the meanings set forth in the Credit Facility.

The Eighth Amendment extended the outside maturity date of the Revolving Loan under the Credit Facility from December 31, 2020 to December 31, 2022 and removed the mechanism whereby the Revolving Loan would convert into a term loan for 12 months after the revolving period ends.

The Eighth Amendment removed the Senior Leverage Ratio financial covenant and reduced the Minimum Net Asset Value to Value to Total Funded Debt covenant from 1.35:1.00 to 1.00:1.00.

The Eighth Amendment introduced a definition of "Borrowing Base", which is a sum of certain assets of the Loan Parties, and added a provision that caps the total amount that can be borrowed under the Revolving Loan to the amount of the Borrowing Base if the Borrowing Base is lower than the Maximum Revolver Amount of $25 million. As of December 31, 2020, the Borrowing Base exceeds $25 million

The Eighth Amendment also added an Interest Coverage Ratio test which goes into effect if the amount borrowed under the Credit Facility exceeds 80% of the Maximum Revolver Amount of $25 million or 80% of the Borrowing Base, whichever is lower (a period when such a condition is met is referred to as a Covenant Testing Period). The Interest Coverage Ratio would test the ratio of EBITDA to Interest Expense for a trailing twelve month period and requires an Interest Coverage Ratio of 1.00 to 1.00 for any Covenant Testing Period that commences or is continuing during the period from December 31, 2020 to and including March 30, 2021, and an Interest Coverage Ratio of 1.25 to 1.00 during any Covenant Testing Period that commences or is continuing on March 31, 2021 or thereafter. As of December 31, 2020, the Interest Coverage Ratio is not in effect.

The descriptions of the Eighth Amendment contained in this Current Report on Form 8-K do not purport to be complete and are qualified in their entirety by reference to the underlying agreement, attached hereto as an exhibit and incorporated into this Current Report on Form 8-K by reference.

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

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.




Item 9.01   Financial Statements and Exhibits



(d) Exhibits



  Exhibit No.    Description

     10.38         Amendment Number Eight to Second Amended and Restated Credit
                 Agreement dated as of December 31, 2020, by and between JMP
                 Holding LLC, as Borrower, the lenders party thereto and City
                 National Bank, a national banking association, as the
                 administrative agent for the lenders.

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