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)  
November 25, 2008
 
MRU Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
 
001-33073
 
33-0954381
(Commission File Number)
 
(I.R.S. Employer Identification No.)
     
590 Madison Avenue, 13 th Floor
New York, New York
10022
(Address of Principal Executive Offices)
(Zip Code)
 
(212) 398-1780
(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 ( see General Instruction A.2.):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 
 
 
Item 1.01   Entry into a Material Definitive Agreement.

On November 25, 2008, MRU Funding SPV Inc. (“MRUF”), a subsidiary of MRU Holdings, Inc. (the “Company”), entered into an amendment (the “Amendment”) to its Amended and Restated Master Loan Agreement, dated as of February 1, 2007, as amended (the “Loan Agreement”), with Merrill Lynch Bank USA (“MLBU”) (the “Facility”). Pursuant to the Amendment, MRUF and MLBU amended the Facility to extend its maturity date from November 25, 2008 to January 15, 2009 (the “New Maturity Date”). Among other things, the Amendment waives the tangible net worth covenant with respect to the Company until the earlier of the New Maturity Date, or, per a previous amendment, the date upon which the Company raises at least $10 million of equity, as the Company would have been in violation absent such waiver. In addition, pursuant to the Amendment, the Applicable Margin was changed to 1.50% for Federal Loans (as such terms are defined in the Loan Agreement). In addition, the Amendment provides that any excess cash flows from the federal loan portfolio financed by the Facility will be applied to pay down the balance under the Facility.

The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, which will be attached as an exhibit to the Company's quarterly report on Form 10-Q for the quarterly period ended December 31, 2008 which the Company intends to file in February 2009.

 
 
 
 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
     
  MRU HOLDINGS, INC.
 
  		 
  		 
 
November 26, 2008 By:   /s/ Yariv Katz
 
Name: Yariv Katz
  Title:  Vice President and General Counsel
 
 
 
 
 
 
 
 
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