PennantPark Investment Corporation (NASDAQ:PNNT) Files An 8-K Entry into a Material Definitive Agreement
Item1.01. Entry into a Material Definitive Agreement.
On May25, 2017, PennantPark Investment Corporation (the Company)
entered into a First Omnibus Amendment to its Second Amended and
Restated Senior Secured Revolving Credit Agreement (as amended,
the Credit Facility) to, among other things, (i)extend the term
of the revolving period to May25, 2021 and the final maturity
date to May25, 2022, (ii) adjust the size of the Credit Facility
to $445million, (iii)increase the size of the accordion provision
to permit increases to the Credit Facility up to $750,000,000 if
certain conditions are satisfied and (iv)include certain
restrictions on the Borrowing Base with respect to investments
located in certain countries and equity interests. In addition,
the Applicable Margin remains at 1.25% for ABR Loans and 2.25%
for Eurocurrency Loans; provided that when the Borrowing Base is
greater than or equal to 1.85 times the Combined Debt Amount
(each as defined in the Credit Facility), the Applicable Margin
will be reduced to 1.00% and 2.00%, respectively. SunTrust
Robinson Humphrey, Inc. and JPMorgan Chase Bank, N.A. acted as
joint lead arrangers and joint book runners. SunTrust Bank will
serve as administrative agent for each of the lenders and
JPMorgan Chase Bank, N.A. acted as syndication agent of the
Credit Facility.
The Credit Facility remains secured by substantially all of the
assets of the Company excluding, among other things, assets held
by either PennantPark SBIC LP or PennantPark SBIC II LP, which
are the Companys small business investment company subsidiaries.
As part of the amendment, the covenant regarding maintenance of a
minimum shareholders equity was modified such that it must exceed
the sum of (1) $230million plus (2) 25% of the net proceeds from
the sale of equity interests in the Company and its subsidiaries
after the effective date (other than proceeds from the sale of
equity interests by and among the Company and its subsidiaries).
The description above is only a summary of the material
provisions of the Credit Facility and is qualified in its
entirety by reference to the Credit Facility, which will be filed
with the Companys Quarterly Report on Form 10-Q for the quarter
ending June30, 2017.
On May25, 2017, the Company issued a press release that, among
other things, announced the entry into the Credit Facility. A
copy of the press release is furnished as Exhibit 99.1 to this
report on Form 8-K and is incorporated herein by reference.
Item2.03. Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
The information set forth in Item 1.01 is incorporated by
reference into this Item 2.03.
Item8.01. Other Events.
On May25, 2017, the Company notified American Stock Transfer
Trust Company, LLC, the trustee (the Trustee) for the Companys
6.25% Senior Notes due 2025 (the Notes), of the Companys election
to redeem the $71,250,000 aggregate principal amount of the Notes
outstanding, and instructed the Trustee to provide notice of such
redemption to the holders of the Notes in accordance with the
terms of the indenture governing the Notes. The Company expects
the redemption to be completed on June29, 2017. Following the
redemption, none of the Notes will remain outstanding, and they
will be delisted from the New York Stock Exchange. This Current
Report on Form 8-K does not constitute a notice of redemption of
the Notes.
On May25, 2017, the Company issued a press release that, among
other things, announced the redemption of the Notes. A copy of
the press release is furnished as Exhibit 99.1 to this report on
Form 8-K and is incorporated herein by reference.
Forward-Looking Statements
This report on Form 8-K, including Exhibit 99.1
furnished herewith, may contain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. You should understand that under Section 27A(b)(2)(B) of
the Securities Act and Section 21E(b)(2)(B) of the Exchange Act
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995 do not apply to forward-looking statements
made in periodic reports PennantPark Investment Corporation files
under the Exchange Act. All statements other than statements of
historical facts included in this press release are
forward-looking statements and are not guarantees of future
performance or results and involve a number of risks and
uncertainties. Actual results may differ materially from those in
the forward-looking statements as a result of a number of
factors, including those described from time to time in filings
with the Securities and Exchange Commission. PennantPark
Investment Corporation undertakes no duty to update any
forward-looking statement made herein. You should not place undue
influence on such forward-looking statements as such statements
speak only as of the date on which they are made.
PennantPark
Investment Corporation may use words such as expects, maintain,
and similar expressions to identify forward-looking statements.
Such statements are based on currently available operating,
financial and competitive information and are subject to various
risks and uncertainties that could cause actual results to differ
materially from its historical experience and present
expectations.
Item9.01.
Financial Statements and Exhibits
(a)
Financial statements:
None
(b) Pro
forma financial information:
None
(c) Shell
company transactions:
None
(d)
Exhibits
99.1 |
Press Release of PennantPark Investment Corporation dated May25, 2017 |
About PennantPark Investment Corporation (NASDAQ:PNNT)
PennantPark Investment Corporation is a closed-end, non-diversified investment company. The Company is a business development company. Its objectives are to generate both current income and capital appreciation while seeking to preserve capital through debt and equity investments primarily made to the United States middle-market companies in the form of senior secured debt, mezzanine debt and equity investments. The Company’s debt investments may generally range in maturity from 3 to 10 years and, are made to the United States and to a limited extent, non-United States corporations, partnerships and other business entities, which operate in various industries and geographical regions. In addition, it may invest up to approximately 30% of its portfolio in non-qualifying assets. It invests in sectors, such as aerospace and defense; energy/utilities; auto sector; environmental services, and beverage, among others. PennantPark Investment Advisers, LLC is the Company’s investment advisor. PennantPark Investment Corporation (NASDAQ:PNNT) Recent Trading Information
PennantPark Investment Corporation (NASDAQ:PNNT) closed its last trading session down -0.01 at 7.49 with 972,394 shares trading hands.