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): August 9, 2023
Goldman Sachs Private Credit Corp.
(Exact name of Registrant as Specified in Its Charter)
| | | | |
| Delaware | | 814-01627 | | 92-3241797 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification Number) |
| | |
200 West Street New York, NY | | 10282 |
| (Address of principal executive offices) | | (Zip Code) |
(312) 655-4419
(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:
| ☐ | 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 |
| N/A | | N/A | | N/A |
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 August 9, 2023, Goldman Sachs Private Credit Corp. (the “Company”) entered into a first amendment (the “First Amendment”) to the Senior Secured Revolving Credit Agreement, dated as of April 6, 2023, among the Company, as borrower, the lenders and issuing banks party thereto, and Truist Bank, as administrative agent (the “Truist Revolving Credit Facility”). The First Amendment, among other things, (a) added Bank of America, N.A., as a Multicurrency Lender, with a $50,000,000 Multicurrency Commitment, increasing the total Multicurrency Commitments to $650,000,000, (b) added the Japanese Yen as an Agreed Foreign Currency and the TIBOR Rate as its respective interest rate benchmark, and (c) increased the accordion feature to permit an aggregate of up to $1,500,000,000 in borrowings at any one time outstanding (such capitalized terms as defined in the Truist Revolving Credit Facility, as amended by the First Amendment).
The foregoing description is only a summary of the material provisions of the First Amendment and is qualified in its entirety by reference to a copy of the First 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 a Direct Financial Obligation or an Obligation under an Off-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.
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| Date: August 10, 2023 | | | | GOLDMAN SACHS PRIVATE CREDIT CORP. (Registrant) |
| | | |
| | | | By: | | /s/ Alex Chi |
| | | | Name: | | Alex Chi |
| | | | Title: | | Co-Chief Executive Officer and Co-President |
| | | |
| | | | By: | | /s/ David Miller |
| | | | Name: | | David Miller |
| | | | Title: | | Co-Chief Executive Officer and Co-President |
