INDENTURE BY AND BETWEEN BOFI HOLDING, INC. AND AS TRUSTEE DATED AS OF MARCH 3, 2016 SUBORDINATED DEBT SECURITIESNote • February 26th, 2016 • BofI Holding, Inc. • Savings institution, federally chartered • New York
INDENTURE, dated as of March 3, 2016, by and between BOFI HOLDING, INC., a Delaware corporation (the “ Company”), having its principal office at 4350 La Jolla Village Drive, Suite 140, San Diego, California 92122, and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States , as trustee, (the “ Trustee”), the office of the Trustee at which at the date hereof the corporate trust transactions contemplated by this Indenture being located at 633 West Fifth Street, 24th Floor, Los Angeles, CA 90071. .
BOFI HOLDING INC.Underwriting Agreement • February 26th, 2016 • BofI Holding, Inc. • Savings institution, federally chartered • New York
BofI Holding, Inc., a Delaware corporation (the “Company”), proposes, subject to the conditions hereinafter stated, to issue and sell to the public through the several Underwriters named in Schedule I attached hereto (the “Underwriters”), an aggregate principal amount of $45,000,000 of the Company’s 6.25% Subordinated Notes due 2026 (the “Firm Securities”), pursuant to and in accordance with the terms and conditions of this underwriting agreement (this “Agreement”) in connection with the public offering (the “Offering”) and sale of the Firm Securities. In addition, the Company proposes to issue and sell to the Underwriters, upon the terms and conditions set forth in Section 3(b) hereof, up to an additional $6,750,000 aggregate principal amount of the Company’s 6.25% Subordinated Notes due 2026 (the “Optional Securities”). The Firm Securities and the Optional Securities are, collectively, hereinafter called the “Securities.” The Securities are to be issued pursuant to the provisions of
BOFI HOLDING, INC. AND as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of March 3, 2016Supplemental Indenture • February 26th, 2016 • BofI Holding, Inc. • Savings institution, federally chartered • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of March 3, 2016, is between BOFI HOLDING, INC., a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Trustee (the “Trustee”).
