Current Report Filing (8-k)
November 27 2018 - 2:02PM
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):
November 21, 2018
SOLAR CAPITAL
LTD.
(Exact name of registrant as specified in its charter)
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Maryland
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814-00754
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26-1381340
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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500 Park Avenue
New York, NY 10022
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: (212)
993-1670
Check the appropriate box below if the Form
8-K
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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☐
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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. ☐
Item 1.01 Entry into a Material Definitive Agreement.
On November 21, 2018, Solar Capital Ltd. (the Company) entered into Amendment No. 3 (the Amendment) to its
$530 million senior secured credit facility by and among the Company, the lenders party thereto and Citibank, N.A., as administrative agent (the Credit Facility).
The Amendment, among other things, reduced the asset coverage covenant in the Credit Facility from 200% to 150% and made certain related
changes to the borrowing base calculations. The size, pricing and other significant terms of the Credit Facility remain unchanged.
The
Credit Facility continues to include an accordion feature that allows the Company, under certain circumstances, to increase the size of the Credit Facility up to $800 million. The Credit Facility includes usual and customary events
of default and covenants for credit facilities of this nature. The description above is only a brief summary of the material provisions of the Amendment.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance
Sheet
Arrangement of a Registrant.
The disclosure set forth above under Item 1.01 is incorporated by reference herein.
Item 7.01 Regulation FD Disclosure.
On November 27, 2018, the Registrant issued a press release regarding the Amendment, included herewith as Exhibit 99.1, and by this
reference incorporated herein.
The information disclosed under this Item 7.01, 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 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by
specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
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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Date: November 27, 2018
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SOLAR CAPITAL LTD.
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By:
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/s/ Richard L. Peteka
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Richard L. Peteka
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Secretary
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