SOLAR CAPITAL LTD. (NASDAQ:SLRC) Files An 8-K Entry into a Material Definitive Agreement
Item1.01.
| Entry into a Material Definitive Agreement. |
On February22, 2017, Solar Capital Ltd. (the Company) issued a
press release announcing that it has entered into a limited
liability company agreement (the LLC Agreement) with Solar Senior
Capital Ltd. (Solar Senior), affiliates of a joint venture
between Solar Capital Partners, LLC and PIMCO (the Affiliates),
and Deerfield Management Company, L.P. (Deerfield) to form Solar
Life Science Program LLC (LSJV), a Delaware limited liability
company, which is a joint venture that is expected to invest the
majority of its assets in first lien loans to publicly-traded
companies in the U.S. life science industry. Including
anticipated leverage, LSJVs total investable capital is expected
to be approximately $700million. Subject to certain conditions,
the Company, Solar Senior, the Affiliates and Deerfield have
committed equity capital to LSJV up to $50million, $75million,
$75million and $150million, respectively, for an aggregate equity
capital commitment of up to $350million. Once a sufficient number
of investments have been made, LSJV is expected to be levered up
to approximately 1.0x debt-to-equity, based on
advanced discussions with third party debt providers. The text of
the press release, which is attached hereto as Exhibit 99.1, is
incorporated by reference herein.
The description
above is only a summary of the material provisions of the LLC
Agreement and is qualified in its entirety by reference to the
copy of the form of LLC Agreement which is filed as Exhibit10.1
to this current report on Form8-K and is incorporated herein by
reference thereto.
| Item2.02 |
Results of Operations and Financial Condition. |
On February22,
2017, the Company issued a press release announcing its financial
results for the year ended December31, 2016.The text of the press
release is included as Exhibit99.2 to this Form8-K.
The information
disclosed under this Item 2.02, including Exhibit99.2 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.
| Item8.01 | Other Events. |
On February15,
2017, the Company closed a follow-on private offering of
$100million of additional unsecured senior notes due 2022 (the
2022 Unsecured Notes) with a fixed interest rate of 4.60% and a
maturity date of May8, 2022.With the additional private
placement, the aggregate amount of 2022 Unsecured Notes is
$150million with a weighted average fixed interest rate of 4.53%.
Interest on the 2022 Unsecured Notes is due semi-annually on May8
and November8. The 2022 Unsecured Notes were issued in a private
placement only to qualified institutional buyers to Rule 144A
under the Securities Act of 1933, as amended.
| Item9.01 | Financial Statements and Exhibits. |
(d)
Exhibits.
| 10.1 |
Form of Solar Life Science Program LLC Limited Liability Company Agreement, dated February22, 2017 |
|
| 99.1 | Press release of Solar Capital Ltd., dated February22, 2017 | |
| 99.2 | Press release of Solar Capital Ltd., dated February22, 2017 |
About SOLAR CAPITAL LTD. (NASDAQ:SLRC)
Solar Capital Ltd. is a management investment company. The Company’s investment objective is to generate both current income and capital appreciation through debt and equity investments. It invests in the United States middle market companies. It invests primarily in leveraged middle markets companies in the form of senior secured loans, mezzanine loans and equity securities. The Company is focused primarily on the direct origination of investments through portfolio companies or financial sponsors. Its investments range from $5 million to $100 million. It is managed by Solar Capital Partners, LLC (Solar Capital Partners). It invests in a portfolio of industries, such as aerospace and defense, air freight and logistics, automobiles, asset management and custody banks, building products, chemicals, commercial services and supplies, communications equipment, construction and engineering, consumer finance, containers and packaging, distributors and diversified consumer services. SOLAR CAPITAL LTD. (NASDAQ:SLRC) Recent Trading Information
SOLAR CAPITAL LTD. (NASDAQ:SLRC) closed its last trading session down -0.13 at 22.27 with 91,261 shares trading hands.
