TPG Specialty Lending, Inc. (NYSE:TSLX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 – Entry into a Material Definitive Agreement
On January22, 2018, TPG Specialty Lending, Inc. (the “Company”) and Wells Fargo Bank, National Association (the “Trustee”), entered into an Indenture (the “Indenture”) and a First Supplemental Indenture (the “First Supplemental Indenture”) to the Indenture, relating to the Company’s issuance, offer and sale of $150,000,000 aggregate principal amount of its 4.500% notes due 2023 (the “Notes”).
The Notes will mature on January22, 2023 and may be redeemed in whole or in part at the Company’s option at any time at the redemption prices set forth in the First Supplemental Indenture. The Notes bear interest at a rate of 4.500% per year payable semiannually on January22 and July22 of each year, commencing on July22, 2018. The Notes are direct unsecured obligations of the Company.
The Company expects to use the net proceeds of this offering to pay down debt under its revolving credit facility. The Indenture, as supplemented by the First Supplemental Indenture, contains certain covenants including covenants requiring the Company to comply with Section18(a)(1)(A) as modified by Section61(a)(1) of the Investment Company Act of 1940, as amended, or any successor provisions, but giving effect, in either case, to any exemptive relief granted to the Company by the SEC, and to provide financial information to the holders of the Notes and the Trustee if the Company should no longer be subject to the reporting requirements under the Securities Exchange Act of 1934. These covenants are subject to important limitations and exceptions that are described in the Indenture.
In addition, upon the occurrence of a change of control repurchase event (which involves the occurrence of both a change of control and a below investment grade rating of the Notes by Fitch, Inc. and Standard& Poor’s Ratings Services), the Company will be required to make an offer to purchase the Notes at a price equal to 50% of the principal amount plus accrued and unpaid interest to the date of purchase.
The Notes were offered and sold to the Registration Statement on Form N-2 (File No.333-217207), the preliminary prospectus supplement filed with the Securities and Exchange Commission on January17, 2018 and the pricing term sheet filed with the Securities and Exchange Commission on January17, 2018. The transaction closed on January22, 2018.
The foregoing descriptions of the Indenture, First Supplemental Indenture and the Notes do not purport to be complete and are qualified in their entirety by reference to the full text of the Indenture, First Supplemental Indenture and the Notes, respectively, each filed as exhibits hereto and incorporated by reference herein.
Item 1.01 – Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant
The information set forth under Item 1.01 of this Form 8-K is incorporated herein by reference.
Item 1.01 – Financial Statements and Exhibits
|
ExhibitNumber |
Description |
| 4.1 | Indenture, dated as of January22, 2018, between TPG Specialty Lending, Inc. and Wells Fargo Bank, National Association, as Trustee |
| 4.2 | First Supplemental Indenture, dated as of January22, 2018, between TPG Specialty Lending, Inc. and Wells Fargo Bank, National Association, as Trustee |
| 4.3 | Form of 4.500% Note Due 2023 (included as part of Exhibit 4.2) |
TPG Specialty Lending, Inc. ExhibitEX-4.1 2 d428064dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 TPG SPECIALTY LENDING,…To view the full exhibit click here
About TPG Specialty Lending, Inc. (NYSE:TSLX)
TPG Specialty Lending, Inc. (TSL) is an externally managed, closed-end, non-diversified management investment company. The Company is a specialty finance company focused on lending to middle-market companies. It seeks to generate current income primarily in the United States domiciled middle-market companies through direct originations of senior secured loans and, to a lesser extent, originations of mezzanine loans and investments in corporate bonds and equity securities. It is engaged in direct equity investments, sale of loans and debt and equity securities, and loan origination. The companies in which TSL invests use its capital to support organic growth, acquisitions, market or product expansion and recapitalizations. Its portfolio is invested in over 20 different industries, including healthcare, pharmaceuticals, manufacturing, retail and consumer products, electronics, hotel, gaming and leisure, and financial services. TSL is managed by TSL Advisers, LLC (the Adviser).
