On September 22, 2017, Medley Management Inc.'s operating company, Medley LLC (“Medley”), entered into Amendment Number Three to Credit Agreement (the “Amendment”), which amends that certain existing Credit Agreement, dated as of August 19, 2014 (as so amended, the “Credit Agreement”), entered into by and among City National Bank, a national banking association, as the administrative agent and collateral agent (in such capacities, the “Agent”), the lenders party thereto and Medley, as borrower. The Credit Agreement has been previously amended by the Amendment Number One to Credit Agreement, dated as of August 12, 2015 and Amendment Number Two to Credit Agreement, dated as of May 3, 2016, each by and among Medley, the Agent and the lenders party thereto. The Credit Agreement makes a Revolving Credit Facility available to Medley.

Upon effectiveness of the Amendment, the Revolving Credit Facility remains the senior secured obligation of Medley. The Revolving Credit Facility is available in a maximum amount of $15.0 million, with an accordion available in an amount up to $10.0 million at Medley’s option upon the fulfillment of certain customary conditions.

Under the Amendment, the Revolving Credit Facility was extended to mature on March 31, 2020. The interest rate margin with respect to ABR Loans was reduced to 0.25% and with respect to Eurodollar Loans was reduced to 2.50%, with customary increases in each case upon the occurrence of an Event of Default.

In addition, the Amendment increases the level for the Net Leverage Ratio financial covenant from 3.5 to 1.00 to now be set at 5.00 to 1.00. Two additional financial covenants have been implemented: a Total Leverage Ratio set at 7.00 to 1.00 and a minimum Core EBITDA set at $15.0 million, each calculated for the immediately preceding four fiscal quarters.

Several changes have been made to (i) affirmative and negative covenants, (ii) representations and warranties, and (iii) certain definitions.

In connection with the Amendment, Medley and the guarantors under the Credit Agreement provided a Reaffirmation and Consent (the “Reaffirmation”), which served to reaffirm their obligations to the Credit Agreement and the other Loan Documents.

The Amendment including the Credit Agreement and the Reaffirmation is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein. The above descriptions of the Amendment, the Credit Agreement and the Reaffirmation do not purport to be complete and are qualified in their entirety by reference to the Amendment, the Credit Agreement and the Reaffirmation.

OnSeptember 22, 2017, Medley entered into the Amendment to the Credit Agreement.

The terms of the Amendment, Credit Agreement and Reaffirmation are described in Item 1.01 of this Form 8-K, which is incorporated by reference into this Item 2.03.

(d) Exhibits.

MEDLEY MANAGEMENT INC. Exhibit
EX-10.1 2 exhibit101amendmentmarked.htm EXHIBIT 10.1 Exhibit EXECUTION VERSIONExhibit 10.1AMENDMENT NUMBER THREE TO CREDIT AGREEMENTTHIS AMENDMENT NUMBER THREE TO CREDIT AGREEMENT (this “Amendment”),…
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About Medley Management Inc. (NYSE:MDLY)

Medley Management Inc. is an asset management firm offering yield solutions to retail and institutional investors. The Company operates in the investment management segment. It is focused on credit-related investment strategies, primarily originating senior secured loans to private middle market companies in the United States. The Company generally holds these loans to maturity. Its national direct origination franchise provides capital to the middle market in the United States. The Company has over $4.8 billion of assets under management (AUM) in approximately two business development companies (BDCs), Medley Capital Corporation (MCC) and Sierra Income Corporation (SIC), as well as private investment vehicles. It has over $5 billion of AUM. The Company provides capital to over 300 companies across approximately 35 industries in North America. The Company’s long-dated private funds include MOF I, MOF II and MOF III. Its private funds are managed through partnership structures