EX-10.1



 Exhibit 10.1 
 JOINDER, EXTENSION AND THIRD AMENDMENT 
 TO 

FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT 

This Joinder, Extension and Third Amendment to the Fourth Amended and Restated Loan and Security Agreement (this “Amendment”)
is made as of May 13, 2013, among Regional Management Corp., Regional Finance Corporation of South Carolina, Regional Finance Corporation of Georgia, Regional Finance Corporation of Texas, Regional Finance Corporation of North Carolina,
Regional Finance Corporation of Alabama, Regional Finance Corporation of Tennessee, Regional Finance Company of New Mexico, LLC, Regional Finance Company of Oklahoma, LLC, Regional Finance Company of Missouri, LLC, Regional Finance Company of
Georgia, LLC, RMC Financial Services of Florida, LLC, Regional Finance Company of Louisiana, LLC, Regional Finance Company of Mississippi, LLC, Regional Finance Company of Kentucky, LLC and Regional Finance Company of Virginia, LLC (each
individually a “Borrower” and collectively the “Borrowers”), the financial institutions listed therein (such financial institutions, together with their respective successors and assigns, are referred to hereinafter each
individually as a “Lender” and collectively as the “Lenders”) and Bank of America, N.A. as agent for the Lenders (in its capacity as agent, the “Agent”). 

RECITALS 

WHEREAS, the Borrowers (other than Regional Finance Company of Kentucky, LLC and Regional Finance Company of Virginia, LLC), Lenders and
Agent are parties to that certain Fourth Amended and Restated Loan and Security Agreement dated as of January 18, 2012 and amended as of July 31, 2012 and March 29, 2013 (as may be further amended, restated, modified, substituted,
extended, or renewed from time to time, and together with all of its exhibits, schedules and attachments thereto, collectively the “Agreement” or the “Loan Agreement”); 

WHEREAS, the Borrowers acknowledge that as of the close of business on May 10, 2013, there is currently outstanding the aggregate
principal amount of $285,274,493.49 under the revolving credit facility. 
 WHEREAS, the Borrowers have requested that the
Lenders modify certain provisions of the Agreement and the Lenders are willing to do so on the terms and conditions as hereinafter set forth, including but not limited to the conditions that Regional Finance Company of Kentucky, LLC and Regional
Finance Company of Virginia, LLC (collectively, the “Additional Borrowers”) become a party to the Loan Agreement, each as a Borrower. 







 AGREEMENT 
 NOW, THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto
hereby agree as follows: 
  

	 	1.	The Borrowers, Lenders and Agent agree that the Recitals above are a part of this Amendment. Unless otherwise expressly defined in this Amendment, terms defined in the
Loan Agreement shall have the same meaning under this Amendment. 

  

	 	2.	The Borrowers represent and warrant to the Lenders as follows: 

 (a) Each Borrower is a corporation or limited liability company, as applicable, and is duly organized and validly existing in good standing under the laws of the state in which it is incorporated or
organized, as applicable. 
 (b) Each Borrower has the power and authority to execute and deliver this Amendment and perform its
obligations hereunder and has taken all necessary and appropriate corporate or limited liability company, as applicable, action to authorize the execution, delivery and performance of this Amendment. 

(c) The Loan Agreement, as amended by this Amendment, the Fourth Amended and Restated Pledge Agreement (as previously amended by that
certain First Amendment to Fourth Amended and Restated Pledge Agreement dated October 29, 2012, that certain Second Amendment to Fourth Amended and Restated Pledge Agreement dated as of March 29, 2013 and that certain Third Amendment to
Fourth Amended and Restated Pledge Agreement dated of even date herewith) and each of the other Loan Documents are each hereby ratified, remain in full force and effect, and each constitutes the valid and legally binding obligation of each Borrower,
enforceable in accordance with its terms. 
 (d) All of the Borrowers’ representations and warranties contained in the Loan
Agreement and the other Loan Documents are true and correct on and as of the date of the Borrowers’ execution of this Amendment. 
 (e) No Event of Default and no event which, with notice, lapse of time or both would constitute an Event of Default have occurred and are continuing under the Loan Agreement or the other Loan Documents.

  

	 	3.	The Loan Agreement is hereby amended as follows: 

  

	 	(a)	Section 1.1 of the Agreement is hereby amended by adding the following proviso to the end of the definition of “Bank Products”:


 “provided that Bank Products shall not include its Excluded Swap Obligations.” 

 

	 	(b)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Bank Product Provider: (a) Bank of America or any of its Affiliates; and (b) any other Lender or Affiliate of a
Lender that is providing a Bank 

  
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Product, provided such provider delivers written notice to Agent, in form and substance satisfactory to Agent, within 10 days following the later of the Closing Date or creation of the Bank
Product, (i) describing the Bank Product and setting forth the maximum amount to be secured by the Collateral and the methodology to be used in calculating such amount, and (ii) agreeing to be bound by the Loan Documents, and to indemnify
and hold harmless Agent against all claims in connection with such provider’s Bank Product Obligations.” 
  

	 	(c)	Section 1.1 of the Agreement is hereby amended by deleting the definition of “Borrower” and “Borrowers” and replacing it with the
following: 

 “Borrower” and “Borrowers” shall mean Regional Management Corp.,
Regional Finance Corporation of South Carolina, Regional Finance Corporation of Georgia, Regional Finance Corporation of Texas, Regional Finance Corporation of North Carolina, Regional Finance Corporation of Alabama, Regional Finance Corporation of
Tennessee, Regional Finance Company of New Mexico, LLC, Regional Finance Company of Missouri, LLC, Regional Finance Company of Oklahoma, LLC, Regional Finance Company of Georgia, LLC, RMC Financial Services of Florida, LLC, Regional Finance Company
of Louisiana, LLC, Regional Finance Company of Mississippi, LLC, Regional Finance Company of Kentucky, LLC and Regional Finance Company of Virginia, LLC (each individually a “Borrower” and collectively the “Borrowers”)

  

	 	(d)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Borrower Materials: Borrowing Base Certificates, and other information, reports, financial statements and other materials
delivered by Borrowers hereunder, as well as other Reports and information provided by Agent to Lenders.” 
  

	 	(e)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Change in Law shall mean the occurrence, after the date hereof, of (a) the adoption, taking effect or phasing in of any
law, rule, regulation or treaty; (b) any change in any law, rule, regulation or treaty or in the administration, interpretation or application thereof by any Governmental Authority; or (c) the making, issuance or application of any
request, guideline, requirement or directive (whether or not having the force of law) by any Governmental Authority; provided, however, that “Change in Law” shall include, regardless of the date enacted, adopted or issued,
all requests, rules, guidelines, requirements or directives (i) under or relating to the Dodd-Frank Wall Street Reform and Consumer Protection Act, or 

  
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(ii) promulgated pursuant to Basel III by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any similar authority) or any other Governmental Authority.”

  

	 	(f)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Commodity Exchange Act shall mean the Commodity Exchange Act (7 U.S.C. § 1 et seq.).” 

 

	 	(g)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Designated Jurisdiction means any country or territory that is the subject of any Sanction.” 

 

	 	(h)	Section 1.1 of the Agreement is hereby amended by deleting subsection (l) of the definition of “Eligible Contracts” and replacing it with the
following: 

 “(l) the Contract Debtor is not the subject of a bankruptcy or insolvency proceeding, is not
subject to Sanctions and is not on any specially designated nationals list maintained by OFAC;” 
  

	 	(i)	Section 1.1 of the Agreement is hereby amended by deleting subsection (q) of the definition of “Eligible Contracts” and replacing it with the
following: 

 “(q) such Contract, if an automobile purchase financing contract or loan, has an original term
of not more than 72 months; provided, that no more than 15% of the aggregate value of all Eligible Contracts may have an original term of more than 60 months;” 

 

	 	(j)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“ERISA Event means (a) with respect to a Pension Plan, any of the events set forth in Section 4043(c) of ERISA,
other than events for which the 30 day notice period has been waived; (b) a withdrawal by any Borrower or guarantor or ERISA Affiliate from a Pension Plan subject to Section 4063 of ERISA during a plan year in which it was a substantial
employer (as defined in Section 4001(a)(2) of ERISA) or a cessation of operations that is treated as such a withdrawal under Section 4062(e) of ERISA; (c) a complete or partial withdrawal by any Borrower or guarantor or ERISA
Affiliate from a Multiemployer Plan or notification that a Multiemployer 

  
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Plan is in reorganization; (d) the filing of a notice of intent to terminate, the treatment of a Plan amendment as a termination under Section 4041 or 4041A of ERISA, or the
commencement of proceedings by the PBGC to terminate a Pension Plan or Multiemployer Plan; (e) the determination that any Pension Plan or Multiemployer Plan is considered an at risk plan or a plan in critical or endangered status under the
Code, ERISA or the Pension Protection Act of 2006; (f) an event or condition which constitutes grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Pension Plan or Multiemployer
Plan; or (g) the imposition of any liability under Title IV of ERISA, other than for PBGC premiums due but not delinquent under Section 4007 of ERISA, upon any obligor or ERISA Affiliate.” 

 

	 	(k)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Excluded Swap Obligation shall mean with respect to an obligor, each Swap Obligation as to which, and only to the extent
that, such obligor’s guaranty of or grant of a Lien as security for such Swap Obligation is or becomes illegal under the Commodity Exchange Act because the obligor does not constitute an “eligible contract participant” as defined in
the act (determined after giving effect to any keepwell, support or other agreement for the benefit of such obligor and all guarantees of Swap Obligations by other obligors) when such guaranty or grant of Lien becomes effective with respect to the
Swap Obligation. If a Hedge Agreement governs more than one Swap Obligation, only the Swap Obligation(s) or portions thereof described in the foregoing sentence shall be Excluded Swap Obligation(s) for the applicable obligor.” 

 

	 	(l)	Section 1.1 of the Agreement is hereby amended by deleting the definition of “FATCA” and replacing it with the following:


 “FATCA shall mean Sections 1471 through 1474 of the Code (including any amended or successor
version if substantively comparable and not materially more onerous to comply with), and any agreements entered into pursuant to Section 1471(b)(1) of the Code.” 

 

	 	(m)	Section 1.1 of the Agreement is hereby amended by deleting the definition of “Fee Letters” and replacing it with the following:


 “Fee Letters shall mean those certain letter agreements dated the date hereof, July 31, 2012
and May 13, 2013 with respect to certain fees payable to Agent and/or Lenders.” 

  
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	 	(n)	Section 1.1 of the Agreement is hereby amended by deleting the definition of “Hedge Agreement” and replacing it with the following:


 “Hedge Agreement shall mean: 

(i) any agreement, including the terms and conditions incorporated by reference in such agreement, which is (a) an interest rate
swap, option, future, or forward agreement, including a rate floor, rate cap, rate collar, cross-currency rate swap, and basis swap; (b) a spot, same day-tomorrow, tomorrow-next, forward, or other foreign exchange, precious metals, or other
commodity agreement; (c) a currency swap, option, future, or forward agreement; (d) an equity index or equity swap, option, future, or forward agreement; (e) a debt index or debt swap, option, future, or forward agreement; (f) a total
return, credit spread or credit swap, option, future, or forward agreement; (g) a commodity index or a commodity swap, option, future, or forward agreement; (h) a weather swap, option, future, or forward agreement; (i) an emissions
swap, option, future, or forward agreement; or (j) an inflation swap, option, future, or forward agreement; (ii) any agreement or transaction that is similar to any other agreement or transaction referred to in this paragraph and that
(x) is of a type that has been, is presently, or in the future becomes, the subject of recurrent dealings in the swap or other derivatives markets (including terms and conditions incorporated by reference therein); and (y) is a forward,
swap, future, option, or spot transaction on one or more rates, currencies, commodities, equity securities, or other equity instruments, debt securities or other debt instruments, quantitative measures associated with an occurrence, extent of an
occurrence, or contingency associated with a financial, commercial, or economic consequence, or economic or financial indices or measures of economic or financial risk or value; (iii) any combination of agreements or transactions referred to in
this subparagraph; (iv) any option to enter into an agreement or transaction referred to in this subparagraph; (v) a master agreement that provides for an agreement or transaction referred to in clauses (i), (ii), (iii), or (iv) of
this paragraph, together with all supplements to any such master agreement, and without regard to whether the master agreement contains an agreement or transaction that is not a swap agreement under this paragraph, except that the master agreement
shall be considered to be a swap agreement under this paragraph only with respect to each agreement or transaction under the master agreement that is referred to in clauses (i), (ii), (iii), or (iv) of this paragraph; or (vi) any security
agreement or arrangement or other credit enhancement related to any agreements or transactions referred to in clauses (i) through (v), including any guarantee or reimbursement obligation by or to a swap participant or financial participant in
connection with any agreement or transaction referred to in any such clause, but not to exceed the damages in connection with any such agreement or transaction, measured in accordance with section 562 of the Bankruptcy Code, 11 U.S.C.
§§101 et seq., as amended from time to time.” 

  
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	 	(o)	Section 1.1 of the Agreement is hereby amended by adding the following proviso to the end of the definition of “Obligations”:


 “provided, that Obligations shall not include Excluded Swap Obligations.” 

 

	 	(p)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“OFAC means Office of Foreign Assets Control of the U.S. Treasury Department.” 

 

	 	(q)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Platform has the meaning set forth in Section 13.5(c) hereof.” 

 

	 	(r)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Qualified ECP means an obligor with total assets exceeding $10,000,000, or that constitutes an “eligible contract
participant” under the Commodity Exchange Act and can cause another Person to qualify as an “eligible contract participant” under Section 1a(18)(A)(v)(II) of such act.” 

 

	 	(s)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Sanction means any international economic sanction administered or enforced by the United States Government (including
OFAC), the United Nations Security Council, the European Union, Her Majesty’s Treasury or other relevant sanctions authority.” 
  

	 	(t)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Specified Obligor means an obligor that is not then an “eligible contract participant” under the Commodity
Exchange Act (determined prior to giving effect to Section 13.7 hereof.” 
  

	 	(u)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Swap Obligation shall mean, with respect to an obligor, its obligations under a Hedge Agreement that constitutes a
“swap” within the meaning of Section 1a(47) of the Commodity Exchange Act.” 

  
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	 	(v)	Section 1.1 of the Agreement is hereby amended by deleting the definition of “Total Credit Facility” and replacing it with the following:


 “Total Credit Facility shall mean $500,000,000.00” 

 

	 	(w)	Section 1.1 of the Agreement is hereby amended by adding the following definition in alphabetical order to such section: 


“Unfunded Pension Liability means the excess of a Pension Plan’s benefit liabilities under Section 4001(a)(16) of
ERISA, over the current value of that Pension Plan’s assets, determined in accordance with the assumptions used for funding the Pension Plan pursuant to the Code, ERISA or the Pension Protection Act of 2006 for the applicable plan year.”

  

	 	(x)	Section 1.1 of the Agreement is hereby amended by deleting the definition of “Unused Letter of Credit Subfacility” and replacing it with the
following: 

 “Unused Letter of Credit Subfacility shall mean an amount equal to $3,000,000.00
minus the sum of (a) the aggregate undrawn amount of all outstanding Letters of Credit plus (b) the aggregate unpaid reimbursement obligations with respect to all Letters of Credit.” 

 

	 	(y)	Section 2.8 of the Agreement is hereby deleted in its entirety and replaced with the following: 


“Unused Line Fee. Borrowers agree to pay, on the fifteenth day of each month and on the Maturity Date, to Agent, for the
account of Lenders, in accordance with their respective Pro Rata Shares, an unused line fee (the “Unused Line Fee”) at the rates per annum set forth below opposite the applicable amounts under the column entitled “Average Daily
Amount”. Such “Average Daily Amount” shall be an amount by which the Total Credit Facility exceeds the sum of (i) the average daily outstanding amount of Revolving Loans and (ii) the average daily undrawn face amount of
outstanding Letters of Credit during the immediately preceding month or shorter period if calculated on the Maturity Date. The Unused Line Fee shall be computed on the basis of a 360-day year for the actual number of days elapsed. All payments
received by Agent shall be deemed to be credited to Borrowers’ Loan Account immediately upon receipt for purposes of calculating the Unused Line Fee pursuant to this Paragraph 2.8. 

  
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	Average Daily Amount	  	Unused Line Fee Rate	 
		
	 If >$125,000,000.00
	  	 	0.50	% 
		
	 If £$125,000,000.00
	  	 	0.375	%” 

  

	 	(z)	Section 2.13(a)(i) of the Agreement is hereby deleted in its entirety and replaced with the following: 


“(the introduction of or any Change in Law after the Closing Date or” 

 

	 	(aa)	Section 2.13(b) of the Agreement is amended by deleting the “or” prior to “(iv)” and adding the following words at the end of subsection
(iv) and prior to the word “affects”: “or (v) a Change in Law...” 

  

	 	(bb)	Section 2.22 of the Agreement is hereby amended by deleting the reference to “$400,000,000 (total commitments)” and replacing it with “$600,000,000
(total commitments)”. 

  

	 	(cc)	Section 3.1 of the Agreement is hereby deleted in its entirety and replaced with the following: 


“Term of Agreement and Loan Repayment. This Agreement shall have a term commencing on the date this Agreement becomes
effective, and ending on May 13, 2016, or such earlier date by acceleration or otherwise (“Maturity Date”). The Loan shall be due and payable in full on the Maturity Date without notice or demand and shall be repaid to Agent,
for the account of Lenders, by a wire transfer of immediately available funds. Borrowers may terminate this Agreement prior to the Maturity Date by: (a) giving Agent and Lenders at least thirty (30) days prior notice of intention to
terminate this Agreement; (b) paying and performing, as appropriate, all Obligations on or prior to the effective date of termination (other than indemnification and other contingent obligations for which no amount is due and owing and for
which no claim has been made); (c) paying to Agent, for the account of the Lenders, an early termination fee equal to (i) one percent (1.00%) of the outstanding Obligations in the event the effective date of termination occurs at any
time on or prior to May 13, 2014, and (ii) one-half of one percent (0.50%) of the outstanding Obligations in the event the effective date of termination occurs at any time after May 13, 2014 and prior to the Maturity Date; and
(d) with respect to any LIBOR Revolving Loans prepaid in connection with such termination prior to the expiration date of the Interest Period applicable thereto, the payment of the amounts described in Paragraph 2.14. Notwithstanding the
foregoing, upon the occurrence of an Event of Default, Agent may (and shall, at the direction 

  
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of Majority Lenders) immediately accelerate the Maturity Date and terminate further performance under this Agreement without notice or demand. For the avoidance of doubt, the amendment and
restatement of the Existing Agreement shall not constitute a termination of the Existing Agreement for purposes of Section 3.1 thereof.” 
  

	 	(dd)	The following sentence is added to the end of Section 6.1(d) of the Agreement: 


“In no event shall the grant of any Lien under any Loan Document secure an Excluded Swap Obligations of the granting obligor.”

  

	 	(ee)	Section 7.25 is hereby deleted in its entirety and replaced with the following: 


“OFAC. No Borrower or Subsidiary, nor to the knowledge of any Borrower or Subsidiary, any director, officer, employee, agent,
affiliate or representative thereof, is an individual or entity currently the subject of any Sanctions. No Borrower or Subsidiary is located, organized or resident in a Designated Jurisdiction.” 

 

	 	(ff)	The following sentence is added to the end of Section 7.26 of the Agreement: 


“No Borrower, or any of its Subsidiaries has Unfunded Pension Liability.” 

 

	 	(gg)	Section 9.2 is hereby amended by deleting the reference to $850 and substituting $1,000.00 therefor and by deleting the reference to $75,000 and substituting
$100,000.00 therefor. 

  

	 	(hh)	Section 10.1(p) of the Agreement is deleted in its entirety and replaced with the following: 


“(p) ERISA Event. An ERISA Event has occurred.” 

  
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	 	(ii)	Section 10.2(a) of the Agreement is hereby amended by deleting the first sentence in its entirety and replacing it with the following: 


“(a) Acceleration of Obligations: Right to Dispose of Collateral. Upon the occurrence and during the continuance of an Event
of Default as provided in Paragraph 10.1 above, all of the Obligations (except Bank Product Obligations as to which all applicable notice and cure periods shall have to have elapsed) due from Borrowers to Agent and Lenders, at the option of
Majority Lenders, and upon written notice thereof to Borrowers by Agent or any Lender, shall accelerate and become at once due and payable and the Commitments shall immediately terminate; Borrowers shall forthwith pay to Agent, in addition to any
and all sums and charges due, the entire principal of and accrued interest on the Notes and all other Obligations; provided, however, that upon the occurrence of any Event of Default described in subparagraph 10.1(e), the
Commitments shall automatically and immediately expire and all Obligations shall automatically become immediately due and payable without notice or demand of any kind.” 

 

	 	(jj)	Section 10.2(a) of the Agreement is hereby amended by adding the following sentence to the end of such subsection: 


“In no event shall proceeds obtained from one or more Borrowers be applied to its Excluded Swap Obligations.” 

 

	 	(kk)	Section 12.9 of the Agreement is hereby amended by adding the following paragraph to the end of such section: 


“If payment of an Obligation to a Lender would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to
fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the Code), such Lender shall deliver to Borrowers and Agent at the time(s) prescribed by law and otherwise as
reasonably requested by Borrowers or Agent such documentation prescribed by Applicable Law (including Section 1471(b)(3)(C)(i) of the Code) and such additional documentation reasonably requested by Borrowers or Agent as may be necessary for
them to comply with their obligations under FATCA and to determine that such Lender has complied with its obligations under FATCA or to determine the amount to deduct and withhold from such payment. Solely for purposes of this Section 12.9,
“FATCA” shall include any amendments made to FATCA after the date hereof.” 

  
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	 	(ll)	Section 12.15 is hereby deleted in its entirety and replaced with the following: 


“Field Audit and Examination Reports; Disclaimer by Lenders. By signing this Agreement, each Lender: 

(a) is deemed to have requested that Agent furnish such Lender, promptly after it becomes available, a copy of each field audit or
examination report (each a “Report” and collectively, “Reports”) prepared by Agent or other Borrower Materials provided to Agent; 
 (b) expressly agrees and acknowledges that neither Bank of America nor Agent (i) makes any representation or warranty as to the accuracy of any Report or other Borrower Materials, or (ii) shall
be liable for any information contained in any Report or other Borrower Materials; 
 (c) expressly agrees and
acknowledges that the Reports are not comprehensive audits or examinations, that Agent or Bank of America or other party performing any audit or examination will inspect only specific information regarding Borrowers and will rely significantly upon
Borrowers’ books and records, as well as on representations of Borrowers’ personnel and other Borrower Materials; 

(d) agrees to keep all Reports and other Borrower Materials confidential and strictly for its internal use, and not to distribute except
to its participants, or use any Report or other Borrower Materials in any other manner; 
 (e) agrees that Reports and other
Borrower Materials may be made available to Lenders by providing access to them on the Platform, but Agent shall not be responsible for system failures or access issues that may occur from time to time; and 

(f) without limiting the generality of any other indemnification provision contained in this Agreement, agrees: (i) to hold Agent
and any such other Lender preparing a Report harmless from any action the indemnifying Lender may take or conclusion the indemnifying Lender may reach or draw from any Report in connection with any loans or other credit accommodations that the
indemnifying Lender has made or may make to Borrower, or the indemnifying Lender’s participation in, or the indemnifying Lender’s purchase of, a loan or loans of Borrower; and (ii) to pay and protect, and indemnify, defend and hold
Agent and any such other Lender preparing a Report harmless from and against, the claims, actions, proceedings, damages, costs, expenses and other amounts (including Attorney Costs) incurred by Agent and any such other Lender preparing a Report as
the direct or indirect result of any third parties who might obtain all or part of any Report through the indemnifying Lender.” 
  

	 	(mm)	A new Section 12.17 of the Agreement is hereby added as follows: 

 “Bank Product Providers. Each Bank Product Provider, by delivery of a notice to Agent of a Bank Product, agrees to be bound by the Loan Documents, including Sections 2.4. Each Bank Product
Provider shall indemnify and hold harmless 

  
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each Indemnified Person, to the extent not reimbursed by Borrowers or Guarantor, against all claims that may be incurred by or asserted against any Indemnified Person in connection with such
provider’s Bank Product Obligations.” 
  

	 	(nn)	Section 13.5(c) is hereby renumbered Section 13.5(d). 

  

	 	(oo)	A new Section 13.5(c) is hereby added as follows: 

 “Platform. Borrower Materials shall be delivered pursuant to procedures approved by Agent, including electronic delivery (if possible) upon request by Agent to an electronic system maintained
by Agent (“Platform”). Borrowers shall notify Agent of each posting of Borrower Materials on the Platform and the materials shall be deemed received by Agent only upon its receipt of such notice. Borrower Materials and other
information relating to this credit facility may be made available to Lenders on the Platform, and Borrowers and Lenders acknowledge that “public” information is not segregated from material non-public information on the Platform. The
Platform is provided “as is” and “as available.” Agent does not warrant the accuracy or completeness of any information on the Platform nor the adequacy or functioning of the Platform, and expressly disclaims liability for any
errors or omissions in the Borrower Materials or any issues involving the Platform. NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY
RIGHTS, OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY AGENT WITH RESPECT TO BORROWER MATERIALS OR THE PLATFORM. Parties acknowledge that Borrower Materials may include material non-public information of Borrowers and Affiliates of
Borrowers and should not be made available to any personnel who do not wish to receive such information or who may be engaged in investment or other market-related activities with respect to any securities of Borrowers and Affiliates of Borrowers.
Neither Agent nor Indemnified Person related to Agent shall have any liability to Borrowers, Lenders or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) relating to use by any
Person of the Platform or delivery of Borrower Materials and other information through the Platform or over the internet.” 
  

	 	(pp)	Section 13.17(a) of the Agreement is hereby deleted in its entirety and replaced with the following: 


“(a) Each Borrower agrees that it is jointly and severally, directly and primarily liable to Agent and Lenders for payment in full
of the Obligations, except its Excluded Swap Obligations, and that such liability 

  
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is independent of the duties, obligations, and liabilities of the other Borrowers. Agent or any Lender may bring a separate action or actions on each, any, or all of the Obligations against any
Borrower, whether action is brought against the other Borrower(s).” 
  

	 	(qq)	A new Section 13.17(l) is added to the Agreement as follows: 

 “(l) Each Obligor that is a Qualified ECP when its guaranty of or grant of Lien as security for a Swap Obligation becomes effective hereby jointly and severally, absolutely, unconditionally and
irrevocably undertakes to provide funds or other support to each Specified Obligor with respect to such Swap Obligation as may be needed by such Specified Obligor from time to time to honor all of its obligations under the Loan Documents in respect
of such Swap Obligation (but, in each case, only up to the maximum amount of such liability that can be hereby incurred without rendering such Qualified ECP’s obligations and undertakings under this Section voidable under any applicable
fraudulent transfer or conveyance act). The obligations and undertakings of each Qualified ECP under this Section shall remain in full force and effect until full payment of all Obligations. Each obligor intends this Section to constitute, and this
Section shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support or other agreement” for the benefit of, each Borrower for all purposes of the Commodity Exchange Act.” 

 

	 	(rr)	Section 13.18 of the Agreement is hereby deleted in its entirety and replaced with the following: 


“13.18 Counterparts; Execution. This Agreement may be executed in one or more counterparts, each of which when so executed
shall be deemed to be an original, but all of which when taken together shall constitute one and the same instrument. Any electronic signature, contract formation on an electronic platform and electronic record-keeping shall have the same legal
validity and enforceability as a manually executed signature or use of a paper-based recordkeeping system to the fullest extent permitted by Applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the New
York State Electronic Signatures and Records Act, or any similar state law based on the Uniform Electronic Transactions Act.” 
  

	 	(ss)	Section 13.23 of the Agreement is hereby deleted in its entirety and replaced with the following: 


“13.23 Patriot Act Notice. Agent and Lenders hereby notify Borrowers that pursuant to the Patriot Act, Agent and Lenders are
required to obtain, verify and record information that identifies each Borrower, including its legal name, address, tax ID number and other information that will allow 

  
 - 14 -









 
Agent and Lenders to identify it in accordance with the Patriot Act. Agent and Lenders will also require information regarding each personal guarantor, if any, and may require information
regarding Borrowers’ management and owners, such as legal name, address, social security number and date of birth. Borrowers shall, promptly upon request, provide all documentation and other information as Agent, Issuing Bank or any Lender may
request from time to time in order to comply with any obligations under any “know your customer,” anti-money laundering or other requirements of Applicable Law.” 

 

	 	(tt)	A new Section 13.25 of the Agreement is hereby added as follows: 

 “13.25 Confidentiality. The Agent and each Lender agrees to keep confidential any information provided by the Borrowers or their Subsidiaries, or their respective representatives, or agents,
hereunder or under any other Loan Document, to maintain procedures with respect to such information substantially comparable to those applied by the Agent and each Lender in respect of other non-public information, and not to use such information
for any purpose other than in connection with the Loans or in connection with other financial accommodations being provided or to be provided by the Agent and any Lender to any Borrower; provided that the Agent and each Lender may disclose such
information (a) to the extent required by applicable law, (b) to any Agent-Related Persons or to counsel for the Agent or Lenders or to their respective accountants, (c) to bank examiners and auditors and appropriate government
examining authorities, (d) to any actual or prospective participant in the Agent or Lenders’ interest in its Loans and other rights or obligations hereunder, provided that each such actual or prospective participant has agreed in writing,
that it will comply with the restrictions contained in this Section 13.25 to the same extent as if it were the Agent or a Lender and that such written agreement provides that (i) it can be relied upon by the Borrowers and (ii) such
information will be used by such prospective participant only in its evaluation of its participation in the credit facility, (e) in connection with the enforcement of any Borrower’s Obligations hereunder or under any other Loan Document
following the occurrence of an Event of Default or (f) in connection with any litigation relating to this Agreement or the other Loan Documents following the occurrence or during the continuance of an Event of Default.” 

 

	 	(uu)	Any references in the Agreement (or its exhibits) to a mailing address for Bank of America, N.A.(or Agent) for notice pursuant to the Agreement or otherwise are hereby
changed to the following address: 

 “Bank of America, N.A. 

Merrill Lynch, Pierce, Fenner & Smith Incorporated 

One Bryant Park, 32nd Floor 

  
 - 15 -









 Bank of America Tower 

Mail Code: NY1-100-32-03 
 New York, New York 10036” 
  

	 	(vv)	The Schedules of the Agreement are hereby deleted in their entirety and replaced with the Schedules attached hereto. 


 

	 	4.	This Amendment shall become effective when and only when (a) this Amendment shall be executed and delivered by each Borrower, the Agent and the Required Lenders,
(b) the Agent shall have received a certificate of the Secretary of each Borrower as to (x) resolutions of its board of directors, or applicable governing body, then in full force and effect authorizing the execution, delivery and
performance of this Amendment and (y) the incumbency signatures of those of its officers authorized to act with respect to this Amendment, (c) the Agent shall have received an executed Reaffirmation from the Guarantors, (d) the Agent
shall have received any Fee Letters to be executed in connection with this Amendment, (e) the Agent shall have received executed each of the Notes and the Pledge, as amended and restated, (f) the Agent shall have received opinions of
counsel, in form and content satisfactory to Agent, in connection with the Amendment and (g) the Agent shall have received such additional closing documents as it shall reasonably specify in connection with the transactions contemplated hereby.


  

	 	5.	The Borrowers hereby issue, ratify and confirm the representations, warranties and covenants contained in the Loan Agreement, as amended hereby and each of the other
Loan Documents given by the Borrowers in favor of the Lenders. The Borrowers agree that this Amendment is not intended to and shall not cause a novation with respect to any or all of the Obligations. Without limiting the generality of the foregoing,
the Additional Borrowers hereby grant to the Agent, for the benefit of the Agent and the Lenders, a continuing security interest, lien on, assignment of and right of setoff against, all Collateral of the Additional Borrowers, whether now owned or
hereafter acquired or arising, regardless of where located to secure the Obligations (as defined in the Loan Agreement). 

  

	 	6.	The Borrowers acknowledge and warrant that each Lender has acted in good faith and has conducted itself in a commercially reasonable manner in its relationships with
the Borrowers in connection with this Amendment and generally in connection with the Loan Agreement and the Obligations, the Borrowers hereby waiving and releasing any claims to the contrary. 


 

	 	7.	The Borrowers shall pay at the time this Amendment is executed and delivered (or as otherwise provided for in this Agreement) all fees, commissions, costs, charges,
taxes and other expenses incurred by the Lenders and their counsel in connection with this Amendment, including, but not limited to, reasonable fees and expenses of the Lenders’ counsel and all recording fees, taxes and charges.



  
 - 16 -










	 	8.	This Amendment is one of the Loan Documents. This Amendment may be executed in any number of duplicate originals or counterparts, each of such duplicate originals or
counterparts shall be deemed to be an original and taken together shall constitute but one and the same instrument. The parties agree that their respective signatures may be delivered by fax or PDF (via email). Any party who chooses to deliver its
signature by fax or PDF (via email) agrees to provide a counterpart of this Amendment with its inked signature promptly to each other party. 

  

	 	9.	PURSUANT TO SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW, THIS AMENDMENT, UNLESS OTHERWISE SPECIFIED, SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK,
WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW PRINCIPLES (BUT GIVING EFFECT TO FEDERAL LAWS RELATING TO NATIONAL BANKS). 

  

	 	10.	EACH PARTY HERETO WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY OF ANY CLAIM, COUNTERCLAIM, ACTION OR OTHER PROCEEDING
ARISING UNDER OR RELATING TO THIS AMENDMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY. 


  
 - 17 -









 IN WITNESS WHEREOF, the parties have entered into this Amendment as of the date first above
written. 
 BORROWERS 

REGIONAL MANAGEMENT CORP. 
 REGIONAL FINANCE
CORPORATION OF SOUTH CAROLINA 
 REGIONAL FINANCE CORPORATION OF GEORGIA 
 REGIONAL FINANCE CORPORATION OF TEXAS 
 REGIONAL FINANCE CORPORATION OF NORTH CAROLINA 

REGIONAL FINANCE CORPORATION OF ALABAMA 

REGIONAL FINANCE CORPORATION OF TENNESSEE 

REGIONAL FINANCE COMPANY OF OKLAHOMA, LLC 

REGIONAL FINANCE COMPANY OF NEW MEXICO, LLC 

REGIONAL FINANCE COMPANY OF MISSOURI, LLC 

REGIONAL FINANCE COMPANY OF GEORGIA, LLC 

REGIONAL FINANCE COMPANY OF MISSISSIPPI, LLC 

REGIONAL FINANCE COMPANY OF LOUISIANA, LLC 
 RMC
FINANCIAL SERVICES OF FLORIDA, LLC 
 REGIONAL FINANCE COMPANY OF KENTUCKY, LLC 
 REGIONAL FINANCE COMPANY OF VIRGINIA, LLC 
  

			
	By:	 	 /s/ Donald E. Thomas



			
	Name:	 	Donald E. Thomas


Title: Executive VP and CFO of each of the above-listed corporations and Executive VP and CFO of each of the above-listed limited liability companies

  

			
	AGENT
	
	 BANK OF AMERICA, N.A.,
 as Agent

		
	By:	 	 /s/ Bruce Jenks



			
	Name:	 	Bruce Jenks
	Title:	 	Vice President


  
 - 18 -










			
	LENDERS
	
	 BANK OF AMERICA, N.A.,
 as a Lender and Letter of Credit Issuer

		
	By:	 	 /s/ Bruce Jenks

	Name:	 	Bruce Jenks
	Title:	 	Vice President

  

			
	Commitment = $150,000,000.00

  

			
	 BMO HARRIS FINANCING, INC.,
 as a Lender

		
	By:	 	 /s/ Michael S. Cameli

	Name:	 	Michael S. Cameli
	Title:	 	Director

  

			
	Commitment = $80,000,000.00

 FIRST TENNESSEE BANK NATIONAL ASSOCIATION, 

			
	as a Lender
		
	By:	 	 /s/ Daniel McCarthy

	Name:	 	Daniel McCarthy
	Title:	 	Vice President

  

			
	Commitment = $35,000,000.00

  

			
	 CAPITAL ONE, N.A.,
 as a Lender

		
	By:	 	 /s/ Beverly Abrahams

	Name:	 	Beverly Abrahams
	Title:	 	Senior Vice President

  

			
	Commitment = $75,000,000.00


  
 - 19 -










			
	TEXAS CAPITAL BANK, N.A.
	as a Lender
		
	By:	 	 /s/ Stephanie Hopkins

	Name:	 	Stephanie Hopkins
	Title:	 	Senior Vice President

  

			
	Commitment = $30,000,000.00

 WELLS FARGO BANK, NATIONAL ASSOCIATION 

			
	as a Lender
		
	By:	 	 /s/ William M. Laird

	Name:	 	William M. Laird
	Title:	 	SVP

  

			
	Commitment = $130,000,000.00


  
 - 20 -









 SCHEDULE 4.4 
 LOCATIONS OF BOOKS AND RECORDS AND COLLATERAL 
 Location of
Records Concerning Collateral 
 509 West Butler Road, Greenville, South Carolina 29607 

Location of Collateral and Places of Business 
 509 West Butler Road, Greenville, South Carolina 29607, and the following branch locations: 
  

							
	 Street
	  	 City
	  	 State
	  	 Zip

	 815 West Greenwood Street, Suite 3
	  	Abbeville	  	SC	  	29620
	 1500 Hoppe Blvd., Suite 6
	  	Ada	  	OK	  	74820
	 314 Richland Avenue West
	  	Aiken	  	SC	  	29801
	 458 1st Street SW
	  	Alabaster	  	AL	  	35007
	 8144 U.S. Highway 431
	  	Albertville	  	AL	  	35950
	 5504 Menaul Blvd. NE, Suite G-East
	  	Albuquerque	  	NM	  	87110
	 5300 Sequoia Road NW, Suite L
	  	Albuquerque	  	NM	  	87120
	 792 Commerce Drive, Suite 101
	  	Alexander City	  	AL	  	35010
	 2705 North Main Street, Suite C
	  	Anderson	  	SC	  	29621
	 2705 N. Main Street, Suite G
	  	Anderson	  	SC	  	29621
	 1310 Quintard Avenue
	  	Anniston	  	AL	  	36201
	 1215 Anthony Drive, Suite G; PO Box 3225
	  	Anthony	  	NM	  	88021
	 1321 Bell Road
	  	Antioch	  	TN	  	37013
	 583 Brindlee Mountain Pkwy., PO Box 933
	  	Arab	  	AL	  	35016
	 1212 Merrick Drive, Suite 5
	  	Ardmore	  	OK	  	73401
	 840 Secretary Drive
	  	Arlington	  	TX	  	76015
	 1337 C East Dixie Drive
	  	Asheboro	  	NC	  	27203
	 473 Hendersonville Road, Suite A
	  	Asheville	  	NC	  	28803
	 920 Highway 72 E, Brookhill Plaza, PO Box 288
	  	Athens	  	AL	  	35611
	 959 Gilbert Ferry Road, SE, Suite M
	  	Attalla	  	AL	  	35954
	 2140 East University Drive, Suite E
	  	Auburn	  	AL	  	36830
	 8868 Research Blvd. Suite 705
	  	Austin	  	TX	  	78758
	 719 West William Cannon, Suite 112
	  	Austin	  	TX	  	78745
	 1016 La Posada Drive, Suite 270
	  	Austin	  	TX	  	78752
	 1231 SE Frank Phillips Blvd.
	  	Barltesville	  	OK	  	74006
	 197 Main Street
	  	Barnwell	  	SC	  	29812
	 112D West Church Street
	  	Batesburg	  	SC	  	29006
	 906 McMeans Ave., Suite B
	  	Bay Minette	  	AL	  	36507
	 2303 Boundary Street, Suite 3
	  	Beaufort	  	SC	  	29902
	 6240 Phelan Blvd.
	  	Beaumont	  	TX	  	77706
	 218 City Square
	  	Belton	  	SC	  	29627
	 145 Hwy 15 & 401 Bypass, Suite 7
	  	Bennettsville	  	SC	  	29512
	 5031 Ford Parkway, Suite 104
	  	Bessemer	  	AL	  	35020
	 1930 Edwards Lake Road, Suite 120
	  	Birmingham	  	AL	  	35235
	 981 U.S. Highway 431 South
	  	Boaz	  	AL	  	35957
	 3906 Hwy 9, Suite C
	  	Boiling Springs	  	SC	  	29316
	 1135 Volunteer Parkway, Suite 1
	  	Bristol	  	TN	  	37620









							
	 Street
	  	 City
	  	 State
	  	 Zip

	 806 S. Aspen Ave., Suite B
	  	Broken Arrow	  	OK	  	74012
	 857 E. Washington Street, Suite D
	  	Brownsville	  	TX	  	78520
	 3421-6 Cypress Mill Road
	  	Brunswick	  	GA	  	31525
	 1710 C, Suite 101 South Texas Avenue
	  	Bryan	  	TX	  	77802
	 2140 S. Church Street
	  	Burlington	  	NC	  	27215
	 1047 Broad Street
	  	Camden	  	SC	  	29020
	 528 Knox Abbott Drive
	  	Cayce	  	SC	  	29033
	 567 King Street
	  	Charleston	  	SC	  	29403
	 1300 Savannah Highway, Suite 12
	  	Charleston	  	SC	  	29407
	 9123 Monroe Road, Suite 100
	  	Charlotte	  	NC	  	28270
	 7309 East Independence Blvd., Suite 24
	  	Charlotte	  	NC	  	28227
	 5210 North Tryon Street, Unit B
	  	Charlotte	  	NC	  	28213
	 6407 South Blvd., Suite J
	  	Charlotte	  	NC	  	28217
	 3250 Wilkinson Blvd., Suite H
	  	Charlotte	  	NC	  	28208
	 5716 Ringgold Road, Unit 106
	  	Chattanooga	  	TN	  	37412
	 233 Second Street
	  	Cheraw	  	SC	  	29520
	 120 N. 5th Street
	  	Chickasha	  	OK	  	73018
	 220 Town Mart
	  	Clanton	  	AL	  	35045
	 1942 S. Hwy. 66
	  	Claremore	  	OK	  	74019
	 891 Keith Street, Suite 6
	  	Cleveland	  	TN	  	37311
	 6729 L Two Notch Road
	  	Columbia	  	SC	  	29223
	 810 Dutch Square Blvd., Suite 102
	  	Columbia	  	SC	  	29210
	 7509 Garners Ferry Road, Suite F
	  	Columbia	  	SC	  	29209
	 6729 Two Notch Road, Unit B
	  	Columbia	  	SC	  	29223
	 136 Bear Creek Pike, Suite E
	  	Columbia	  	TN	  	38401
	 3401 W. Davis Street, Suite A1
	  	Conroe	  	TX	  	77304
	 302 Main Street
	  	Conway	  	SC	  	29526
	 516 S. Willow Avenue
	  	Cookeville	  	TN	  	38501
	 4918 Ayers Road, Ayers Plaza, Suite 136
	  	Corpus Christi	  	TX	  	78415
	 126 Crossings Way, Suite 15
	  	Crossville	  	TN	  	38555
	 1710 2nd Avenue SW, Suite 5
	  	Cullman	  	AL	  	35055
	 3186 Alabama Highway 157
	  	Cullman	  	AL	  	35058
	 3917 W. Camp Wisdom Road, Suite 107
	  	Dallas	  	TX	  	75237
	 200 Able Drive, Suite 12
	  	Dayton	  	TN	  	37321
	 2699 Sandlin Rd., Suite B-2
	  	Decatur	  	AL	  	35601
	 2314 6th Avenue SE, Suite B PO Box 298 (35602)
	  	Decatur	  	AL	  	35601
	 2400 Veterans Blvd., Suite 10
	  	Del Rio	  	TX	  	78840
	 121 Henslee Drive, Suite H
	  	Dickson	  	TN	  	37055
	 222 East Main Street
	  	Dillon	  	SC	  	29536
	 3074 Ross Clark Circle, Suite 8
	  	Dothan	  	AL	  	36301
	 5410 NC Highway 55, Suite R
	  	Durham	  	NC	  	27713
	 220 Jefferson Street
	  	Eagle Pass	  	TX	  	78852
	 6932 Calhoun Memorial Hwy., Suite G
	  	Easley	  	SC	  	29640
	 710 South Pendleton Street
	  	Easley	  	SC	  	29640
	 229 Apple Square Plaza
	  	Edgefield	  	SC	  	29824
	 613 East University Drive
	  	Edinburg	  	TX	  	78539
	 302 W. Edmond Road
	  	Edmond    	  	OK	  	73003









							
	 Street
	  	 City
	  	 State
	  	 Zip

	 500 N. Oregon, Suite E
	  	El Paso	  	TX	  	79901
	 8720 Alameda Avenue, Suite A
	  	El Paso	  	TX	  	79907
	 3333 N. Yarbrough Drive, Suite V
	  	El Paso	  	TX	  	79925
	 9861 Dyer Street, Suite 4
	  	El Paso	  	TX	  	79924
	 6920 Delta Drive, Suite 2
	  	El Paso	  	TX	  	79905
	 1605 George Dieter Drive, Suite 302
	  	El Paso	  	TX	  	79936
	 2329 W. Willow Road
	  	Enid	  	OK	  	73703
	 1111 Ireland Drive, Suite 102
	  	Fayetteville	  	NC	  	28304
	 2801 Mall Road, Suite 9
	  	Florence	  	AL	  	35630
	 163 Cox Creek Parkway
	  	Florence	  	AL	  	35630
	 355 West Evans Street
	  	Florence	  	SC	  	29501
	 1222 West Evans Street
	  	Florence	  	SC	  	29501
	 1123 N. McKenzie Street
	  	Foley	  	AL	  	36535
	 2308 Gault Avenue North
	  	Fort Payne	  	AL	  	35967
	 1518 Pennsylvania Avenue
	  	Fort Worth	  	TX	  	76104
	 2725 NE 28th Street, Suite 130
	  	Fort Worth	  	TX	  	76111
	 449 George Wallace Drive
	  	Gadsden	  	AL	  	35903
	 515 North Limestone Street
	  	Gaffney	  	SC	  	29340
	 841 Odum Road, Suite 105
	  	Gardendale	  	AL	  	35071
	 3115 South 1st Street, Suite 300
	  	Garland	  	TX	  	75041
	 3465 West Walnut Street, Suite 107
	  	Garland	  	TX	  	75042
	 1330 Fifth Avenue, Suite 250
	  	Garner	  	NC	  	27529
	 2568 West Franklin Blvd.
	  	Gastonia	  	NC	  	28052
	 808 East Franklin Blvd.
	  	Gastonia	  	NC	  	28054
	 1113 N. Fraser Street
	  	Georgetown	  	SC	  	29440
	 134 Saint James Avenue, Suite 6
	  	Goose Creek	  	SC	  	29445
	 2080 N. Hwy. 360, Suite 140
	  	Grand Prairie	  	TX	  	75050
	 817 W. Pioneer Parkway, Suite 156
	  	Grand Prairie	  	TX	  	75051
	 2565 East Andrew Johnson Highway
	  	Greeneville	  	TN	  	37745
	 3733 B Farmington Drive
	  	Greensboro	  	NC	  	27407
	 2403 Battleground Avenue, Suite 6
	  	Greensboro	  	NC	  	27408
	 631 Willow Lane, Suite K
	  	Greenville	  	AL	  	36037
	 1414 E. Washington Street, Suite H
	  	Greenville	  	SC	  	29607
	 1414 E. Washington Street, Suite G
	  	Greenville	  	SC	  	29607
	 3405 White Horse Road, Suite C
	  	Greenville	  	SC	  	29611
	 2301 Wade Hampton Blvd., Suite 3
	  	Greenville	  	SC	  	29615
	 718A Montague Avenue
	  	Greenwood	  	SC	  	29649
	 726-A Montague Avenue
	  	Greenwood	  	SC	  	29649
	 1309 B West Poinsett Street
	  	Greer	  	SC	  	29650
	 129 Lee Avenue
	  	Hampton	  	SC	  	29924
	 318 E. Jackson Street
	  	Harlingen	  	TX	  	78550
	 587 Highway 31 NW, Suite A PO Box 788
	  	Hartselle	  	AL	  	35640
	 112 East Carolina Avenue
	  	Hartsville	  	SC	  	29550
	 475 N. Main Street, Suite D
	  	Hemingway	  	SC	  	29554
	 512 South Main Street
	  	Hendersonville	  	NC	  	28792
	 2442-B Hwy. 70 Southeast
	  	Hickory	  	NC	  	28602
	 2108 N. Centennial Street, Suite 114
	  	High Point    	  	NC	  	27265









							
	 Street
	  	 City
	  	 State
	  	 Zip

	 2630 S. Main Street, Suite 103
	  	High Point	  	NC	  	27263
	 306 Palisades Blvd, Suite 4
	  	Homewood	  	AL	  	35209
	 3659 Lorna Road, Suite 125
	  	Hoover	  	AL	  	35216
	 7100 Regency Square Blvd., Suite 248
	  	Houston	  	TX	  	77036
	 1804 Wirt Road
	  	Houston	  	TX	  	77055
	 5517 Airline Drive, Suite E
	  	Houston	  	TX	  	77076
	 459 Uvalde Road
	  	Houston	  	TX	  	77015
	 6003 Bellaire Blvd., Suite G
	  	Houston	  	TX	  	77081
	 4485 North Freeway
	  	Houston	  	TX	  	77022
	 4925 University Drive, Suite 110
	  	Huntsville	  	AL	  	35816
	 700 Airport Road, Suite E
	  	Huntsville	  	AL	  	35802
	 1918 North Story Road
	  	Irving	  	TX	  	75061
	 4405 N. College Avenue, Suite C
	  	Jackson	  	AL	  	36545
	 319 Vann Drive, Suite B
	  	Jackson	  	TN	  	38305
	 1811 Highway 78 East, Suite 110
	  	Jasper	  	AL	  	35501
	 800 Highway 78 East, Suite 300
	  	Jasper	  	AL	  	35501
	 3014 Bristol Highway, Suite 3
	  	Johnson City	  	TN	  	37601
	 3379 Cloverleaf Parkway
	  	Kannapolis	  	NC	  	28083
	 873 S. Mason Rd., Suite 324
	  	Katy	  	TX	  	77450
	 421 West Stone Drive, Suite 3
	  	Kingsport	  	TN	  	37660
	 200 West Mill Street
	  	Kingstree	  	SC	  	29556
	 218 E. Kleberg Avenue
	  	Kingsville	  	TX	  	78363
	 7118 Maynardville Highway
	  	Knoxville	  	TN	  	37918
	 1645 Downtown West Blvd., Unit 11
	  	Knoxville	  	TN	  	37919
	 109 East Main Street
	  	Lake City	  	SC	  	29560
	 226 S. Main Street
	  	Lancaster	  	SC	  	29720
	 502 W. Calton Road, Suite 109
	  	Laredo	  	TX	  	78041
	 1104-B North Meadow
	  	Laredo	  	TX	  	78040
	 2300 N. Main Street, Suite 205
	  	Las Cruces	  	NM	  	88001
	 507 N. Harper Street, Suite D
	  	Laurens	  	SC	  	29360
	 1915 West Gore Blvd., Suite 3
	  	Lawton	  	OK	  	73501
	 224 West Main Street, Suite D
	  	Lebanon	  	TN	  	37087
	 5175 Sunset Boulevard, Suite 4
	  	Lexington	  	SC	  	29072
	 371 West Church Street
	  	Lexington	  	TN	  	38351
	 110 E. Tyler Street
	  	Longview	  	TX	  	75601
	 348 North Highway 701, Unit 1
	  	Loris	  	SC	  	29569
	 588 Bailey Road, Suite E
	  	Lumberton	  	NC	  	28358
	 2021 Gallatin Pike North, Suite 240
	  	Madison	  	TN	  	37115
	 103 South Brooks Street
	  	Manning	  	SC	  	29102
	 1107 East Godbold Street
	  	Marion	  	SC	  	29571
	 200 E. Choctaw Avenue
	  	McAlester	  	OK	  	74501
	 1313 Dallas Street
	  	McAllen	  	TX	  	78501
	 7444 Winchester Road, Suite 104
	  	Memphis	  	TN	  	38125
	 2839 S. Douglas Blvd., Suite 103
	  	Midwest City	  	OK	  	73130
	 2708 H E. Griffin Parkway
	  	Mission	  	TX	  	78572
	 5238 U.S. Highway 90 W, Suite D
	  	Mobile	  	AL	  	36619
	 6345 Airport Boulevard, Suite G
	  	Mobile    	  	AL	  	36608









							
	 Street
	  	 City
	  	 State
	  	 Zip

	 104 Bi-Lo Way, Suite A2
	  	Moncks Corner	  	SC	  	29461
	 3306 Highway 74 West, Unit D
	  	Monroe	  	NC	  	28110
	 6144 Atlanta Highway
	  	Montgomery	  	AL	  	36117
	 2206 Village Drive
	  	Moody	  	AL	  	35004
	 639 NW 7th Street
	  	Moore	  	OK	  	73160
	 1631 E. Andrew Johnson Highway
	  	Morristown	  	TN	  	37814
	 1035 Johnnie Dodds Blvd., Suite C-7
	  	Mt. Pleasant	  	SC	  	29464
	 1636 Memorial Blvd.
	  	Murfreesboro	  	TN	  	37129
	 1208 North York Street, Suite B
	  	Muskogee	  	OK	  	74403
	 605 Broadway Street
	  	Myrtle Beach	  	SC	  	29577
	 6242 Rufe Snow Drive, Suite 230
	  	N. Richland Hills	  	TX	  	76148
	 1377 Wilson Road
	  	Newberry	  	SC	  	29108
	 2108A W. Lindsey Street
	  	Norman	  	OK	  	73069
	 404 E. Martintown Road, Suite 4
	  	North Augusta	  	SC	  	29841
	 1924 Remount Raod
	  	North Charleston	  	SC	  	29406
	 1922 Remount Road
	  	North Charleston	  	SC	  	29406
	 867 U.S. Highway 17 South
	  	North Myrtle Beach	  	SC	  	29582
	 80 McFarland Drive, Suite 2
	  	Northport	  	AL	  	35473
	 7141 S. Western Avenue, Suite C
	  	Oklahoma City	  	OK	  	73139
	 6221 N. Meridian Avenue
	  	Oklahoma City	  	OK	  	73112
	 642 John C. Calhoun Drive
	  	Orangeburg	  	SC	  	29115
	 1291 John C. Calhoun Drive
	  	Orangeburg	  	SC	  	29115
	 1225 Snow Street, Suite 4
	  	Oxford	  	AL	  	36203
	 1986 US Highway 78 East
	  	Oxford	  	AL	  	36203
	 3910 Fairmont Parkway, Suite D
	  	Pasadena	  	TX	  	77504
	 1703 Shaver Street
	  	Pasadena	  	TX	  	77502
	 2550 Broadway Street
	  	Pearland	  	TX	  	77581
	 1401 Stemley Bridge Road, Suite 13
	  	Pell City	  	AL	  	35125
	 3304 U.S. Highway 80 West, Suite E
	  	Phenix City	  	AL	  	36870
	 230 West Parker Road, Suite 190
	  	Plano	  	TX	  	75075
	 246 Interstate Commercial Park Loop
	  	Prattville	  	AL	  	36066
	 4011 Capital Blvd., Suite 123
	  	Raleigh	  	NC	  	27604
	 4761 E. Hwy. 83, Suite B, Plaza Del Mar
	  	Rio Grande City	  	TX	  	78582
	 592 N. Anderson Road
	  	Rock Hill	  	SC	  	29730
	 704-C E. Broad Avenue
	  	Rockingham	  	NC	  	28379
	 3806 Avenue I, Suite 22
	  	Rosenberg	  	TX	  	77471
	 1015 S. Mays Street, Suite 101
	  	Round Rock	  	TX	  	78664
	 811 S. Jake Alexander Blvd.
	  	Salisbury	  	NC	  	28147
	 4502 Centerview Drive, Suite 116
	  	San Antonio	  	TX	  	78228
	 1121 SW Military Drive, Suite 101
	  	San Antonio	  	TX	  	78221
	 14145 Nacogdoches Road, Suite 1
	  	San Antonio	  	TX	  	78247
	 3221 Wurzbach Road
	  	San Antonio	  	TX	  	78238
	 3655 Fredricksburg Road, Suite 119
	  	San Antonio	  	TX	  	78201
	 4525 Rigsby Avenue, Suite 106
	  	San Antonio	  	TX	  	78222
	 7500 Eckhert Road, Suite 460
	  	San Antonio	  	TX	  	78240
	 11819 West Avenue, Suite 2
	  	San Antonio	  	TX	  	78216
	 206-B West San Antonio Street
	  	San Marcos	  	TX	  	78666









							
	 Street
	  	 City
	  	 State
	  	 Zip

	 305 W. Taft Road, Ste A
	  	Sapulpa	  	OK	  	74066
	 6409 Abercorn street
	  	Savannah	  	GA	  	31405
	 1605 S. Broad Street
	  	Scottsboro	  	AL	  	35768
	 211 Oconee Square Drive
	  	Seneca	  	SC	  	29678
	 1510 N. Kickapoo Avenue, Suite 1
	  	Shawnee	  	OK	  	74804
	 2400 Herodian Way SE, Suite 147N
	  	Smyrna	  	GA	  	30080
	 10755 N. Loop, Suite P
	  	Socorro	  	TX	  	79927
	 195A S. Converse Street
	  	Spartanburg	  	SC	  	29306
	 110 Garner Road, Suite 10, Merchants Plaza
	  	Spartanburg	  	SC	  	29303
	 5015 FM 2920 Road, Suite B
	  	Spring	  	TX	  	77388
	 12220 Murphy Road, Suite H
	  	Stafford	  	TX	  	77477
	 11925 Southwest Freeway, Suite 6
	  	Stafford	  	TX	  	77477
	 230 Signal Hill Drive
	  	Statesville	  	NC	  	28625
	 701 N. Main Street
	  	Stillwater	  	OK	  	74075
	 115 E. Richardson Avenue
	  	Summerville	  	SC	  	29483
	 251 Broad Street
	  	Sumter	  	SC	  	29150
	 708 Bultman Drive
	  	Sumter	  	SC	  	29150
	 1209 N. Main Avenue
	  	Sylacauga	  	AL	  	35150
	 513 East Battle Street
	  	Talladega	  	AL	  	35160
	 2314 W. Adams Avenue, Suite C
	  	Temple	  	TX	  	76504
	 2506 25th Ave. North, Suite #2
	  	Texas City	  	TX	  	77590
	 33208 Highway 43, Suite A
	  	Thomasville	  	AL	  	36784
	 1237 Highway 231 South
	  	Troy	  	AL	  	36081
	 3202 S. Memorial Drive, Suite 7A
	  	Tulsa	  	OK	  	74145
	 2001 Skyland Blvd. East, Suite C-1
	  	Tuscaloosa	  	AL	  	35405
	 2523 East Fifth Street
	  	Tyler	  	TX	  	75701
	 410 N. Duncan Bypass, Suite D
	  	Union	  	SC	  	29379
	 2912 N. Laurent Street
	  	Victoria	  	TX	  	77901
	 1615 N. Valley Mills Drive, Suite 1615
	  	Waco	  	TX	  	76710
	 110A N. Memorial Avenue
	  	Walterboro	  	SC	  	29488
	 1025 North Texas Blvd., Suite 17
	  	Weslaco	  	TX	  	78596
	 622 Twelfth Street
	  	West Columbia	  	SC	  	29169
	 420 Eastwood Road, Suite 101
	  	Wilmington	  	NC	  	28403
	 153 N. Congress Street
	  	Winnsboro	  	SC	  	29180
	 3193-D Peters Creek Parkway
	  	Winston-Salem	  	NC	  	27127
	 4964 Martin View Lane
	  	Winston-Salem	  	NC	  	27104
	 902 N. Main Street
	  	Woodruff	  	SC	  	29388
	 710 E Liberty Street, Suite 102
	  	York	  	SC	  	29745
	 1300 West Vandament Avenue, Suite 2301
	  	Yukon	  	OK	  	73099








 SCHEDULE 7.6 
 GAAP EXCEPTIONS 
 None. 







 SCHEDULE 7.9 
 PERMITTED LIENS 
 Liens created by the following documents and any financing statements
now existing or hereafter filed related thereto: 
 Business Loan Agreement dated on or about January 9, 2012, made by Regional with
Wells Fargo Bank, National Association (“Wells Fargo”), allowing Regional to borrow up to $1,500,000 on a revolving basis. As an inducement, Wells Fargo required the execution of a Promissory Note by Regional in favor of Wells Fargo
(as identified in Schedule 8.6) related to certain real and personal property (as described therein) located at 507 and 509 W. Butler Road, Mauldin, South Carolina, as the same has been amended, modified or extended. 







 SCHEDULE 7.10 
 LICENSES 
 None. 







 SCHEDULE 7.13 
 COMPLIANCE WITH LAWS 
 None. 







 SCHEDULE 7.16 
 SUBSIDIARIES 
 Each of the entities listed below is a direct or indirect wholly owned
subsidiary of Regional Management Corp. 
  

	
	Regional Finance Corporation of Alabama
	Regional Finance Corporation of Georgia
	Regional Finance Corporation of North Carolina
	Regional Finance Corporation of South Carolina
	Regional Finance Corporation of Tennessee
	Regional Finance Corporation of Texas
	Regional Finance Company of Oklahoma, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	Regional Finance Company of New Mexico, LLC (wholly-owned by Regional Finance Corporation of South Carolina)
	Regional Finance Company of Missouri, LLC
	Regional Finance Company of Louisiana, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	Regional Finance Company of Mississippi, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	RMC Financial Services of Florida, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	Regional Finance Company of Georgia, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	Regional Finance Company of Kentucky, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	Regional Finance Company of Virginia, LLC (wholly-owned by Regional Finance Corporation of North Carolina)
	Upstate Motor Company
	Credit Recovery Associates, Inc.
	RMC Reinsurance, LTD








 SCHEDULE 7.19 
 BANK ACCOUNTS 
  

													
	 Bank Name
	 	 Account Number
	 	 City
	 	 State
	 	 Purpose
	 	 Company Name/DBA
	 	 Sweep Account

	 Arvest Bank
	 	XXXXXXXXXX	 	Bartlesville	 	OK	 	Depository	 	Regional Finance Co. of OK	 	
	 BB & T
	 	XXXXXXXXXX	 	Winston Salem	 	NC	 	Depository	 	Regional Management Corp.	 	
	 BB & T
	 	XXXXXXXXXX	 	Winston Salem	 	NC	 	Depository	 	Regional Finance Corp. of TN	 	
	 Compass Bank
	 	XXXXXXXXXX	 	Birmingham	 	AL	 	Depository	 	Regional Finance Corp. of TX	 	
	 Compass Bank
	 	XXXXXXXXXX	 	Birmingham	 	AL	 	Depository	 	Regional Finance Corp. of TX	 	
	 First Bank
	 	XXXXXXXXXX	 	Dickson	 	TN	 	Depository	 	Regional Finance Corp. of TN	 	
	 First Citizens
	 	XXXXXXXXXX	 	Columbia	 	SC	 	Depository	 	Regional Finance Corp. of SC	 	
	 First Citizens
	 	XXXXXXXXXX	 	Columbia	 	SC	 	Depository	 	Regional Finance Corp. of SC	 	
	 First National
	 	XXXXXXXXXX	 	Edinburgh	 	TX	 	Depository	 	Regional Finance Corp. of TX	 	
	 First National Bank
	 	XXXXXXXXXX	 	Taladega	 	AL	 	Depository	 	Regional Finance Corp. of AL	 	
	 First National Bank of TN
	 	XXXXXXXXXX	 	Livingston	 	TN	 	Depository	 	Regional Finance Corp. of TN	 	
	 First Tennessee Bank
	 	XXXXXXXXXX	 	Memphis	 	TN	 	Depository	 	Regional Finance Corp. of TN	 	
	 International Bank and Commerce
	 	XXXXXXXXXX	 	Laredo	 	TX	 	Depository	 	Regional Finance Corp. of TX	 	
	 International Bank and Commerce
	 	XXXXXXXXXX	 	Laredo	 	TX	 	Depository	 	Regional Finance Corp. of TX	 	
	 International Bank and Commerce
	 	XXXXXXXXXX	 	Laredo	 	TX	 	Depository	 	Regional Finance Corp. of TX	 	
	 International Bank and Commerce
	 	XXXXXXXXXX	 	Shawnee	 	OK	 	Depository	 	Regional Finance Co. of OK	 	
	 Merchants Bank
	 	XXXXXXXXXX	 	Jackson	 	AL	 	Depository	 	Regional Finance Corp. of AL	 	
	 NBSC
	 	XXXXXXXXXX	 	Columbus	 	GA	 	Depository	 	Regional Finance Corp. of SC	 	
	 Southeast Bank
	 	XXXXXXXXXX	 	Dayton	 	TN	 	Depository	 	Regional Finance Corp. of TN	 	
	 Southside
	 	XXXXXXXXXX	 	Tyler	 	TX	 	Depository	 	Regional Finance Corp. of TX	 	
	 US Bank
	 	XXXXXXXXXX	 	Columbia	 	TN	 	Depository	 	Regional Finance Corp. of TN	 	
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Reinsurance	 	RMC Reinsurance	 	
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Payroll	 	Regional Management Corp.	 	Sweep Account
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Loan Disbursement	 	Regional Management Corp.	 	Sweep Account
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Master Depository	 	Regional Management Corp.	 	
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Master Funding	 	Regional Management Corp.	 	
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Depository	 	Regional Finance Corp. of SC	 	Sweep Account
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Depository	 	Regional Finance Corp. of TX	 	Sweep Account
	 Bank Of America    
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Depository	 	Regional Finance Corp. of TX	 	Sweep Account









													
	 Bank Name
	 	 Account Number
	 	 City
	 	 State
	 	 Purpose
	 	 Company Name/DBA
	 	 Sweep Account

	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Depository	 	Regional Finance Corp. of TX	 	Sweep Account
	 Bank Of America
	 	XXXXXXXXXX	 	Charlotte	 	NC	 	Depository	 	Regional Finance Co. of OK	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Master Funding	 	Regional Finance Corp. of SC	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Used to transfer all non-Wells Fargo deposits to main SC Checking	 	Regional Management Corp.	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	GA Checking /Depository (sweep account)	 	Regional Finance Co. of GA	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	SC Checking / Depository (sweep account)	 	Regional Finance Corp. of SC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	SC Checking / Depository (sweep account)	 	Regional Finance Corp. of SC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	SC Checking / Depository (sweep account)	 	Regional Finance Corp. of SC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	RMC Checking / Depository (sweep account)	 	RMC Financial Services Corp.	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	TX Checking / Depository (sweep account)	 	Regional Finance Corp. of TX	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	NC Checking / Depository (sweep account)	 	Regional Finance Corp. of NC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	TN Checking / Depository (sweep account)	 	Regional Finance Corp. of TN	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	AL Checking / Depository (sweep account)	 	Regional Finance Corp. of AL	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	ACS	 	AutoCredit Source	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Corporate AP	 	Regional Management Corp.	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Corporate Loan Solicitation	 	Regional Management Corp.	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	SC Loan Solicitation	 	Regional Finance Corp. of SC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	TN Loan Solicitation	 	Regional Finance Corp. of TN	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	TX Loan Solicitation	 	Regional Finance Corp. of TX	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	NC Loan Solicitation	 	Regional Finance Corp. of NC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	SC NB Loan Solicitation	 	Regional Finance Corp. of SC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	TN NB Loan Solicitation	 	Regional Finance Corp. of TN	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	TX NB Loan Solicitation	 	Regional Finance Corp. of TX	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	NC NB Loan Solicitation	 	Regional Finance Corp. of NC	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	AL NB Loan Solicitation	 	Regional Finance Corp. of AL	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	GA NB Loan Solicitation	 	Regional Finance Co. of GA	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Closed	 	Regional Finance Corp. of TX	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Closed	 	Regional Finance Corp. of TX	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Closed	 	Regional Finance Corp. of TX	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Closed	 	Regional Finance Corp. of TX	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Closed	 	Regional Finance Corp. of TX	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	NM Checking	 	Regional Finance Co. of NM	 	Sweep Account
	 Wells Fargo    
	 	XXXXXXXXXX	 	Greenville	 	SC	 	RMC Central	 	Regional Management Corp.	 	Sweep Account









													
	 Bank Name
	 	 Account Number
	 	 City
	 	 State
	 	 Purpose
	 	 Company Name/DBA
	 	 Sweep Account

	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	CRA/Depository (sweep account)	 	Credit Recovery Associates	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	SC Trust CRA	 	Credit Recovery Associates	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	NM NB Loan Solicitation Account	 	Regional Finance Co. of NM	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	NM Loan Solicitation Account	 	Regional Finance Co. of NM	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	OK NB Loan Solicitation Account	 	Regional Finance Co. of OK	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	OK Loan Solicitation Account	 	Regional Finance Co. of OK	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	AL Loan Solicitation Account	 	Regional Finance Corp. of AL	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	GA FB Loan Solicitation Account	 	Regional Finance Co. of GA	 	Sweep Account
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	New Mexico account for licensing purposes	 	Regional Finance Co. of NM	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Missouri account for licensing purposes	 	Regional Finance Co. of MO	 	
	 Wells Fargo
	 	XXXXXXXXXX	 	Greenville	 	SC	 	Georgia account for licensing purposes	 	Regional Finance Co. of GA	 	








 SCHEDULE 8.3 
 GUARANTIES 
 None. 







 SCHEDULE 8.6 
 DEBT 
 Promissory Note, dated January 9, 2012, in an aggregate principal amount not to
exceed $1,500,000 made by Regional payable to the order of Wells Fargo, National Association (the “Wells Fargo Revolver”), as the same has been amended, modified or supplemented.