ARES CAPITAL CORPORATION (NASDAQ:ARCC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On April1, 2019, Ares Capital Corporation (the “Registrant”) amended and restated its senior secured credit facility, among the Registrant, the lenders party thereto, and JPMorgan Chase Bank, N.A., as the administrative agent (as amended and restated, the “A&R Credit Facility”). The A&R Credit Facility, among other things, (a)increased the total size under the credit facility from approximately $2.13 billion to approximately $3.37 billion, (b)increased the size of the letter of credit sub-facility from $150 million to $200 million, with the ability of the Registrant to increase incrementally by $75 million on an uncommitted basis, (c)extended the expiration of the revolving period with respect to all commitments of the lenders under the credit facility to March30, 2023, during which period the Registrant, subject to certain conditions, may make borrowings under the credit facility, and (d)extended the stated maturity date with respect to all commitments of the lenders and all loans under the credit facility to March30, 2024.
The A&R Credit Facility is composed of a revolving loan tranche equal to approximately $2.69 billion and a term loan tranche in an amount equal to approximately $674 million. The A&R Credit Facility includes an “accordion” feature that allows the Registrant, under certain circumstances, to increase the size of the facility by an amount up to approximately $1.68 billion.
The A&R Credit Facility continues to be secured by a material portion of the Registrant’s assets (excluding, among other things, investments held in and by certain subsidiaries of the Registrant or investments in certain portfolio companies of the Registrant) and guaranteed by certain subsidiaries of the Registrant.
Under the A&R Credit Facility, the Registrant has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities, including, without limitation, covenants related to: (a)limitations on the incurrence of additional indebtedness and liens, (b)limitations on certain investments, (c)limitations on certain asset transfers and restricted payments, (d)maintaining a certain minimum stockholders’ equity, (e)maintaining a ratio of total assets (less total liabilities) to total indebtedness, of the Registrant and its subsidiaries (subject to certain exceptions), of not less than 1.5:1.0, and (f)limitations on the creation or existence of agreements that prohibit liens on certain properties of the Registrant and certain of its subsidiaries. The A&R Credit Facility also continues to include usual and customary events of default for senior secured credit facilities of this nature.
In addition to the asset coverage ratio described above, borrowings under the A&R Credit Facility (and the incurrence of certain other permitted debt) will continue to be subject to compliance with a borrowing base that will apply different advance rates to different types of assets in the Registrant’s portfolio.
The description above is only a summary of the material provisions of the A&R Credit Facility and is qualified in its entirety by reference to a copy of the A&R Credit Facility, which is filed as Exhibit10.1 to this current report on Form8-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 Form8-K is by this reference incorporated in this Item 2.03.
Item 7.01 Regulation FD Disclosure.
On April2, 2019, the Registrant issued a press release, included herewith as Exhibit99.1, and by this reference incorporated herein.
The information disclosed under this Item 7.01, including Exhibit99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section18 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.
ARES CAPITAL CORP Exhibit
EX-10.1 2 a19-7520_1ex10d1.htm EX-10.1 Exhibit 10.1 Execution Version TENTH AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT dated as of April 1,…
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About ARES CAPITAL CORPORATION (NASDAQ:ARCC)
Ares Capital Corporation is a specialty finance company that is a closed-end, non-diversified management investment company. The Company’s investment objective is to generate both current income and capital appreciation through debt and equity investments. The Company invests primarily in the United States middle-market companies. The Company invests in first lien senior secured loans (including unitranche loans, which are loans that combine both senior and mezzanine debt, generally in a first lien position), second lien senior secured loans and mezzanine debt, which in some cases includes an equity component. The Company focuses on self-originating most of its investments by pursuing an array of investment opportunities in middle-market companies, venture capital backed businesses and power generation projects across multiple channels. It also makes preferred and/or common equity investments. The Company is externally managed by its investment advisor, Ares Capital Management LLC.
