Item 1.01 Entry into a Material Definitive Agreement.
On January 18, 2012, Ares Capital Corporation and Ares Capital CP Funding LLC, an indirectly wholly owned subsidiary of Ares Capital Corporation (“Ares Capital CP”) entered into an amendment (the “Amendment”) to Ares Capital CP’s revolving funding facility (the “Revolving Funding Facility”) with Wells Fargo Bank, National Association and each of the other parties thereto. The Amendment, among other things (a) extended the reinvestment period from January 18, 2014 to January 18, 2015, (b) extended the stated maturity date from January 18, 2016 to January 18, 2017 and (c) reduced pricing by removing the pricing grid pursuant to which the interest charged was based on LIBOR plus an applicable spread of between 2.25% and 3.75% or on a “base rate” (which is the higher of a prime rate, or the federal funds rate plus 0.50%) plus an applicable spread of between 1.25% to 2.75%, in each case, depending on the credit rating of Ares Capital Corporation, and replacing such grid with an applicable spread over LIBOR of 2.50% and an applicable spread over “base rate” of 1.50%.
Borrowings under the Revolving Funding Facility are subject to various covenants and the leverage restrictions contained in the Investment Company Act of 1940, as amended.
The description above is only a summary of the material provisions of the Amendment and is qualified in its entirety by reference to a copy of the Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K and incorporated by reference herein.
On January 19, 2012, Ares Capital Corporation issued a press release announcing that it entered into the Amendment. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference. The information disclosed in and pursuant to this paragraph, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 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.
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 Form 8-K is by this reference incorporated in this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Number | | Description |
| | |
10.1 | | Amendment No. 4 to Amended and Restated Sale and Servicing Agreement, dated as of January 18, 2012 among Ares Capital CP Funding LLC, as borrower, Ares Capital Corporation, as servicer and transferor, Wells Fargo Bank, National Association (as successor by merger to Wachovia Bank, National Association), as note purchaser, Wells Fargo Securities, LLC, as agent, and U.S. Bank National Association, as collateral custodian, trustee and bank. |
99.1 | | Press Release, dated as of January 19, 2012. |
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