UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
__________________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):November 25, 2015 |
FS Energy and Power Fund
(Exact name of Registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) | | 814-00841 (Commission File Number) | | 27-6822130 (I.R.S. Employer Identification No.) |
201 Rouse Boulevard Philadelphia, Pennsylvania (Address of principal executive offices) | | | | 19112 (Zip Code) |
| Registrant’s telephone number, including area code:(215) 495-1150 |
None
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| □ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| □ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| □ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| □ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 1.01. | Entry into a Material Definitive Agreement. |
On November 25, 2015, Foxfields Funding LLC (“Foxfields”), a wholly-owned financing subsidiary of FS Energy and Power Fund (the “Company”), entered into an amendment (the “First Amendment”) to the Term Loan and Security Agreement, dated as of November 6, 2015 (the "Fortress Loan Agreement"), by and among Foxfields, Fortress Credit Co LLC, as administrative agent (“Fortress”), the lenders from time to time party thereto and the other loan parties from time to time party thereto.
The First Amendment increases the aggregate term loan amounts available to Foxfields under the Fortress Loan Agreement by $30 million to $155 million, on a committed basis. As of the effective date of the First Amendment, the Company drew $9.6 million of the additional $30 million commitment amount. No other material terms of the Fortress Loan Agreement changed in connection with the First Amendment.
The foregoing description of the First Amendment as set forth in this Item 1.01 is a summary only and is qualified in all respects by the provisions of such agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
EXHIBIT
NUMBER | | DESCRIPTION |
| 10.1 | | First Amendment to Term Loan and Security Agreement, dated as of November 25, 2015, by and among Foxfields Funding LLC, Fortress Credit Co LLC, as administrative agent, the lenders signatory thereto. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | |
| | |
| | FS Energy and Power Fund |
| | |
| | |
| | |
| Date: | December 1, 2015 | | By: | /s/ Stephen S. Sypherd |
| | | | Stephen S. Sypherd |
| | | | Vice President |
| | | | | |
EXHIBIT INDEX
