Current Report Filing (8-k)
April 04 2018 - 8:47AM
Edgar (US Regulatory)
UNITED STATES
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): April 4, 2018
Triangle Capital Corporation
(Exact name of registrant as specified in its charter)
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Maryland
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814-00733
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06-1798488
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3700 Glenwood Avenue, Suite 530, Raleigh, North Carolina
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27612
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code: (919)
719-4770
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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☒
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule
12b-2
of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
Emerging growth company ☐
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Press Release
On April 4, 2018, Triangle Capital Corporation (the Company) issued a press release announcing the execution of (i) an
Asset Purchase Agreement by and between the Company and an affiliate of Benefit Street Partners L.L.C. (Benefit Street), pursuant to which, subject to stockholder approval, the Company will sell its December 31, 2017 investment
portfolio to funds advised by Benefit Street, and (ii) a Stock Purchase and Transaction Agreement by and between the Company and Barings LLC (Barings), pursuant to which, subject to stockholder approval, the Company will enter into
an investment advisory agreement for Barings to become the investment adviser to the Company. The full text of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Investor Presentation
The Company
and Barings have prepared an investor presentation for use on a joint conference call to be held by the Company and Barings at 9:00 a.m. ET on April 4, 2018. A copy of the investor presentation is attached hereto as Exhibit 99.2 and
incorporated herein by reference.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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Triangle Capital Corporation
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Date: April 4, 2018
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By:
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/s/ Steven C. Lilly
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Steven C. Lilly
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Chief Financial Officer
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2
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