UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): January 30, 2020 (January 27, 2020)
Goldman Sachs Private Middle Market Credit II LLC
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 000-56052 | | 83-3053002 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| |
| 200 West Street, New York, New York | | 10282 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212)902-0300
Not Applicable
(Former name or address, if changed since last report)
Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-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 |
| None | | None | | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b–2 of the Securities Exchange Act of 1934.
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.
On January 27, 2020, Goldman Sachs Private Middle Market Credit II LLC (The “Company”) entered into a third amendment (the “Amendment”) to its senior secured revolving credit agreement, dated as of May 7, 2019, among the Company, as borrowers, the lenders party thereto, and MUFG Union Bank, N.A. as administrative agent (as amended or otherwise modified, the “Revolving Credit Facility”) pursuant to which Societe Generale agreed to become a lender with a $100 million commitment through the accordion feature in the Revolving Credit Facility.
The Amendment increased the aggregate commitments under the Revolving Credit Facility from $400 million to $500 million. The Revolving Credit Facility includes an accordion feature, which allows the Company, subject to the satisfaction of various conditions, to bring total commitments under the Revolving Credit Facility to $500 million. The foregoing descriptions are only a summary of the material provisions of the Amendment and are qualified in their entirety by reference to a copy of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form8-K and is incorporated by reference herein.
Item 2.03 – Creation of a Direct Financial Obligation or an Obligation under anOff-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.
Item 9.01 – Financial Statements and Exhibits.
(d) Exhibits:
SIGNATURES
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.
| | | | | | |
| | | | Goldman Sachs Private Middle Market Credit II LLC |
| | | |
| Date: January 30, 2020 | | | | By: | | /s/ Jonathan Lamm |
| | | | | | Name: Jonathan Lamm |
| | | | | | Title: Chief Financial Officer and Treasurer |
