Current Report Filing (8-k)
May 04 2023 - 01:53PM
Edgar (US Regulatory)
0001287750FALSE00012877502023-05-042023-05-04
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) May 4,
2023
ARES CAPITAL CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Maryland |
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814-00663 |
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33-1089684 |
(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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245 Park Avenue, 44th Floor, New York, NY
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10167 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code
(212) 750-7300
(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. below):
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))
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class |
Trading symbol |
Name of each exchange on which registered |
Common stock, $0.001 par value |
ARCC |
NASDAQ Global Select Market |
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Indicate by check mark whether the registrant is an emerging growth
company as defined in as defined in Rule 405 of the Securities Act
of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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Emerging growth company
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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.
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Item 1.01 Entry into a Material Definitive Agreement.
On April 28, 2023, Ares Capital Corporation (the “Registrant”) and
Ares Capital JB Funding LLC, a wholly owned subsidiary of the
Registrant (“ACJB LLC”), entered into an amendment (the “SMBC
Amendment”) to the documents governing ACJB LLC’s revolving funding
facility (the “SMBC Funding Facility”) with Sumitomo Mitsui Banking
Corporation and each of the other parties thereto. The SMBC
Amendment, among other things, (a) transitioned the interest rate
based on the London Interbank Offered Rate (“LIBOR”) and related
LIBOR-based mechanics applicable to borrowings under the SMBC
Funding Facility to an interest rate based on the Secured Overnight
Financing Rate (“SOFR”) and related SOFR-based mechanics; and (b)
adjusted the interest rate charged on the SMBC Funding Facility
from an applicable spread of either (i) 1.75% or 2.00% over one
month LIBOR, or (ii) 0.75% or 1.00% over a “base rate” (as defined
in the agreements governing the SMBC Funding Facility) to an
applicable spread of either (x) 1.75% or 2.00% over one month SOFR
plus a credit spread adjustment of 0.10%, or (y) 0.75% or 1.00%
over a “base rate” (as defined in the agreements governing the SMBC
Funding Facility).
Borrowings under the SMBC Funding Facility are subject to the
facility’s various covenants and the leverage restrictions
contained in the Investment Company Act of 1940, as
amended.
The description above is only a summary of the material provisions
of the SMBC Amendment and is qualified in its entirety by reference
to a copy of the SMBC Amendment, which is filed as Exhibit 10.1 to
this current report on Form 8-K and incorporated by reference
herein.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of
Registrant.
The information contained in Item 1.01 to this current report on
Form 8-K is by this reference incorporated in this Item
2.03.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits:
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Exhibit Number |
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Description |
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Amendment No. 9, dated as of April 28, 2023, among Ares Capital JB
Funding LLC, as borrower, Ares Capital Corporation, as servicer and
transferor, Sumitomo Mitsui Banking Corporation, as administrative
agent, lender and collateral agent, and U.S. Bank National
Association, as collateral custodian and bank (amending the Loan
and Servicing Agreement, dated as of January 20, 2012). |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL
document) |
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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ARES CAPITAL CORPORATION |
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Date: May 4, 2023 |
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By: |
/s/ PENNI F. ROLL |
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Name: |
Penni F. Roll |
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Title: |
Chief Financial Officer |
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