On November 7, 2023, Pagaya Technologies Ltd. entered into an amendment (Amendment) to its Senior Secured Revolving Credit Agreement (Credit Agreement) by and among Pagaya, as the borrower, the lenders from time to time party thereto, and Silicon Valley Bank, now a division of First Citizens Bank & Trust Company (?SVB?), as administrative agent and collateral agent, originally entered into on September 2, 2022. As disclosed in its Annual Report on Form 20-F filed with the SEC on April 20, 2023, among other filings, the Credit Agreement provides for a 3-year senior secured revolving credit facility (the ?Revolving Credit Facility?) in an initial principal amount of $167.5 million, which includes a sublimit for letters of credit in an initial aggregate principal amount of $50.0 million, of which up to a U.S. dollar equivalent of $20.0 million may be issued in NIS. The Amendment to the Credit Agreement, along with the Credit Agreement?s ancillary documents, did not alter the Revolving Credit Facility amount, maturity, or participating lenders.

The Amendment was limited, in material respects, to (i) adding Pagaya US Holdings Company LLC, a wholly-owned subsidiary of the Company, as a co-borrower, (ii) revising the customary negative covenants to provide more flexibility to the Company and its consolidated subsidiaries to incur indebtedness, grant liens, and make certain investments; and (iii) changing one of its financial maintenance covenants to use Adjusted EBITDA as the relevant metric, rather than Total Revenue.