First Eagle Logan JV LLC
(A Delaware Limited Liability Company)
Notes to Consolidated Financial Statements
As of December 31, 2021, the Company had $147,041,123 of outstanding borrowings under the Facility excluding unamortized deferred financing costs. As amended on January 9, 2021, the Facility required payment of interest on a quarterly basis using three month LIBOR (with a 0.35% LIBOR floor) plus 2.50%. The Facility’s previous interest rate utilized three month LIBOR (with no LIBOR floor) plus 2.20%. The Facility’s all-in interest rate as of December 31, 2021 was 2.85%. The Company borrowed $30,000,000 under the Facility and repaid $177,041,123 to the Facility during the year ended December 31, 2022.
Borrowings under the Facility are subject to, among other things, a minimum borrowings base. The Facility has certain collateral requirements and/or financial covenants, including covenants related to: (a) limitations on the incurrence of additional indebtedness, (b) eligibility of certain investments, (c) limitations on concentrations, (d) collateral quality tests, and (e) compliance with certain financial maintenance standards including minimum Members’ capital. In addition to the financial maintenance standards, described in the preceding sentence, borrowings under the Facility are subject to compliance with a borrowing base that applies different advance rates to different types of assets in the Company’s portfolio.
The Facility’s document also includes default provisions such as the failure to make timely payments, uncured breach of the borrowing base, borrower bankruptcy, the occurrence of a change in control, and the Company’s failure to materially perform under the operative agreements governing the Facility, which, if not complied with, could, at the option of the lender, accelerate repayment under the Facility, thereby materially and adversely affecting liquidity, financial condition and results of operations. Each loan originated under the Facility is subject to the satisfaction of certain conditions. It cannot be assured that Logan JV will be able to borrow funds under the Facility at any particular time or at all. The Company is currently in compliance with all financial covenants under the Facility; and was so during the period.
As of December 31, 2021, the carrying amount of the Company’s outstanding loan approximated fair value. The fair values of the Company’s loan is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Company’s loan is estimated based upon market interest rates and entities with similar credit risk. As of December 31, 2021, the loan would be deemed to be Level 3 of the fair value hierarchy.
For the years ended December 31, 2022, 2021, and 2020, the Company incurred interest expense and related fees, excluding amortization of deferred financing costs, under the Facility of $1,826,319, $5,211,566, and $7,370,914, respectively.
For the years ended December 31, 2022, 2021, and 2020, amortization of deferred financing costs related to the Facility totaled $2,145,090, $639,527, and $808,353 respectively. The amounts recorded in 2022 included $1,115,254 of accelerated unamortized deferred financing costs related to the termination of the Facility. The unamortized fees and expenses are presented in the Consolidated Statements of Assets, Liabilities and Members’ Capital as a reduction to the loans payable balance and are being amortized using the straight line method.
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