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): June 8, 2022
Sunnova Energy International Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-38995 | 30-1192746 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
20 East Greenway Plaza, Suite 540
Houston, Texas 77046
(Address, including zip code, of principal executive offices)
(281) 892-1588
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2):
☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
Common Stock, $0.0001 par value per share | NOVA | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. | Entry into a Material Definitive Agreement. |
SLA Amendment
On June 8, 2022, a wholly owned subsidiary (the “SLA Borrower”) of Sunnova Energy International Inc. (the “Company”) entered into that certain Amendment No. 8 to the Amended and Restated Credit Agreement (the “SLA Amendment”), which further amends that certain Amended and Restated Credit Agreement, dated as of March 27, 2019 (as previously amended, the “SLA Credit Agreement”), by and among the SLA Borrower, certain other subsidiaries of the Company, Credit Suisse AG, New York Branch, as agent, and the lenders and other financial institutions party thereto.
The SLA Amendment amended the SLA Credit Agreement to, among other things, (i) extend the scheduled commitment termination date to May 2024, (ii) extend the facility maturity date to November 2024, (iii) increase the aggregate commitments from $200.0 million to $400.0 million, subject to reductions based on the outstanding principal balance of advances over certain time periods, (iv) increase the maximum facility amount from $350.0 million to $475.0 million, (v) modify the interest rate on borrowings from accruing based on the London Inter-Bank Offered Rate (LIBOR) to accruing based on a forward-looking term rate based on the secured overnight financing rate (“Term SOFR”), plus a Term SOFR spread adjustment, (vi) add an amortization event relating to certain subsidiaries of the Company ceasing to originate solar loans (subject to certain thresholds, time periods and exceptions set forth therein), (vii) add concentration limits for solar loans (a) with obligors with credit scores below certain thresholds and (b) for which the original principal balance exceeds a certain threshold, and (viii) modify eligibility requirements for solar loans to increase the permitted maximum original principal balance.
The foregoing description of the SLA Amendment is qualified in its entirety by reference to the full text of the SLA Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated into this Item 1.01 by reference.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
The following materials are filed as exhibits to this Current Report on Form 8-K.
Exhibit | Description | |
10.1* | Amendment No. 8 to the Amended and Restated Credit Agreement, among Sunnova EZ-Own Portfolio, LLC, Sunnova SLA Management, LLC, Sunnova Asset Portfolio 7 Holdings, LLC, the Lenders party thereto, the Funding Agents party thereto and Credit Suisse AG, New York Branch, dated as of June 8, 2022. | |
104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
* | Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5) and 601(b)(10). The Company agrees to furnish a copy of any omitted schedule or exhibit to the SEC upon request |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SUNNOVA ENERGY INTERNATIONAL INC. | ||||||
Date: June 10, 2022 | By: | /s/ Walter A. Baker | ||||
Walter A. Baker | ||||||
Executive Vice President, General Counsel and Secretary |