|
Item 1.01. |
Entry into a Material Definitive Agreement.
|
On May 10, 2022 (the “Effective Date”), Capitala Business
Lending, LLC (the “Borrower”), a direct, wholly owned, consolidated
subsidiary of Logan Ridge Finance Corporation (the “Company”),
amended its existing senior secured revolving credit agreement (the
“Amended KeyBank Credit Facility”), with Mount Logan Management,
LLC (the “Investment Adviser”), as collateral manager, the lenders
from time to time parties thereto (each a “Lender”), KeyBank
National Association, as administrative agent, and U.S. Bank
National Association, as custodian.
Under the Amended KeyBank Credit Facility, the Lenders have agreed
to increase the credit available to the Borrower in an aggregate
principal amount of up to $75.0 million as of the Effective
Date, with an uncommitted accordion feature that allows the Company
to borrow up to an additional $125.0 million. The Amended
KeyBank Credit Facility matures on May 10, 2027, unless there
is an earlier termination or event of default.
Borrowings under the Amended KeyBank Credit Facility will bear
interest at 1M Term SOFR plus 2.90% during the 3-year revolving period and 3.25%
thereafter, with 0.40% 1M Term SOFR floor.
The Amended KeyBank Credit Facility is secured by all of the
Borrower’s assets. Both the Borrower and the Investment Adviser
have made customary representations and warranties and are required
to comply with various covenants, reporting requirements and other
customary requirements for similar credit facilities.
The description above is only a summary of the material provisions
of the Amended KeyBank Credit Facility and is qualified in its
entirety by reference to the copy of the Form of Revolving Credit
and Security Agreement, which is filed as Exhibit 10.1 to this
current report on Form 8-K
and is incorporated herein by reference thereto.
|
Item 2.02. |
Result of Operations and Financial
Condition.
|
On May 12, 2022, the Company issued a press release announcing
its financial results for the fiscal quarter ended March 30,
2022. A copy of the press release is being furnished as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
The information disclosed under this Item 2.02, including Exhibit
99.1 hereto, is being furnished and shall not be deemed “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise subject to the
liabilities of that section, and shall not be deemed incorporated
by reference into any filing made under the Securities Act of 1933,
as amended (the “Securities Act”), or the Exchange Act, except as
expressly set forth by specific reference in such filing.
|
Item 5.02. |
Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
|
On May 9, 2022, the board of directors (the “Board”) of the
Company unanimously voted to appoint Jennifer Kwon Chou as a
Class II director of the Company, to hold office until her
successor is elected and qualified, effective immediately.
Ms. Chou accepted the appointment.
Ms. Chou is Managing Director and Chief Strategy Officer of
The Gores Group (“Gores”). Ms. Chou has 20 years of strategy
and finance experience and currently oversees firm strategy and the
development of new products and partnerships for Gores. She also
has management responsibilities over the firm’s origination,
capital raising, external communications, and corporate development
functions. Since joining Gores in 2010, Ms. Chou has been
responsible for raising capital across Gores’ funds. Prior to
joining Gores, Ms. Chou was a Director at Sterling Partners, a
private equity firm based in Chicago. Prior to Sterling, she worked
in capital markets at Lehman Brothers in New York. She began her
career at Public Financial Management and the Vanguard Group.
Ms. Chou is a graduate of the