UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 11, 2024
HPS CORPORATE LENDING FUND
(Exact name of Registrant as Specified in Its Charter)
| DELAWARE | 814-01431 | 87-6391045 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
40 West 57th Street, 33rd Floor New York, NY | 10019 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: 212-287-6767
N/A
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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. below):
| ☐ | 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)) |
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 |
On October 11, 2024, and effective as of October 16, 2024 (the “Amendment Date”), HPS Corporate Lending Fund (the “Fund”) entered into that certain Waiver and Fifth Amendment to Loan and Servicing Agreement (the “Amendment”) with HLEND Holdings A, L.P., as borrower (the “Borrower”), Morgan Stanley Bank, N.A., Canadian Imperial Bank of Commerce, and CDPQ American Fixed Income V Inc., as lenders, and Morgan Stanley Senior Funding, Inc., as administrative agent (the “Agent”), amending that certain Loan and Servicing Agreement, dated as of February 3, 2022, among the Fund, as the servicer, the Borrower, U.S. Bank Trust Company, National Association, as collateral agent, the Agent, and the lenders from time to time party thereto (as amended and/or supplemented prior to the Amendment Date, the “Credit Agreement”). The revolving credit facility to which the Credit Agreement relates, as amended by the Amendment, is referred to herein as the “Amended Credit Facility.” Capitalized terms used herein shall have the meanings in the Credit Agreement, as amended by the Amendment.
The Amended Credit Facility provides for, among other things, (i) a decrease in the Applicable Margin to 2.00% per annum; provided that, during the Amortization Period, the Applicable Margin shall be increased by an additional 0.10% per annum, (ii) replacing CDOR with Adjusted Term CORRA as the Canadian Benchmark and (iii) extending the Stated Maturity to October 16, 2029.
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.
| Item 2.03. | Creation of Direct Financial Obligation. |
The information included under Item 1.01 above regarding the Amendment 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, HPS Corporate Lending Fund has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HPS CORPORATE LENDING FUND | ||||||
| Date: October 15, 2024 | By: | /s/ Robert Busch | ||||
| Name: | Robert Busch | |||||
| Title: | Chief Financial Officer and Principal Accounting Officer | |||||