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EX-10.1 - AMENDMENT TO EXPENSE SUPPORT AGREEMENT - Corporate Capital Trust, Inc.d231391dex101.htm





Washington, D.C. 20549







Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 12, 2011



Corporate Capital Trust, Inc.

(Exact name of registrant as specified in its charter)



Commission file number: 814-00827


Maryland   27-2857503

(State or other jurisdiction

of incorporation or organization)


(I.R.S. Employer

Identification No.)

CNL Center at City Commons

450 South Orange Avenue

Orlando, Florida

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (866) 745-3797




(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 September 12, 2011, Corporate Capital Trust, Inc. (the “Company”) entered into an Amendment (the “Amendment”) to the June 7, 2011 Expense Support and Conditional Reimbursement Agreement (the “Expense Support Agreement”) among the Company, CNL Fund Advisors Company and KKR Asset Management LLC (collectively, the “Advisors”). As previously reported, pursuant to the Expense Support Agreement, the Advisors jointly and severally agreed to pay the Company’s operating expenses until September 30, 2011 (the “Expense Support Termination Date”). The Amendment extends the Expense Support Termination Date from September 30, 2011 to December 31, 2011 (the “Amended Expense Support Termination Date”). No other modifications have been made to the terms and conditions of the Expense Support Agreement.

The foregoing description is qualified in its entirety by reference to the full text of the Amendment, which is attached hereto as Exhibit 10.1 and incorporated by reference into this Item 1.01 of Form 8-K, and the full text of the previously filed Expense Support Agreement.

Item 2.02 Results of Operations and Financial Condition.

(a) In order to continue to maximize cash available for investment during the launch of the Company, the Advisors have provided written notice to the Company of their agreement to continue to waive, until the Amended Expense Support Termination Date (as defined in Item 1.01 of this Form 8-K), all reimbursement of organizational and offering expenses to which they are entitled under the Advisory Agreement and Sub-Advisory Agreement, respectively. Accordingly, the Company will not incur charges for organization and offering expenses through the period ending December 31, 2011.

(b) On September 12, 2011, the Company’s board of directors declared a distribution that represents an annualized distribution yield of 7.0% based on the Company’s current public offering price of $10.00 per share. This declaration extends the previously declared distribution period through December 31, 2011. The distributions are based on weekly record dates between September 27, 2011 through and including December 20, 2011. The distributions will be paid monthly in accordance with the schedule below. The annualized distribution yield should not be interpreted to be a measure of the Company’s current or future performances. It is anticipated that these distributions, in the aggregate, will be substantially supported by net investment income and realized gains. The sources of distributions will be disclosed in the Company’s regular financial reports.

The record dates and payment dates will be as follows:


Record Date


Distribution Payment Date

     Distribution Declared Per Share   

September 27, 2011


October 26, 2011

   $ 0.013462   

October 4, 2011


October 26, 2011


October 11, 2011


October 26, 2011


October 18, 2011


October 26, 2011


October 25, 2011


November 30, 2011


November 1, 2011


November 30, 2011


November 8, 2011


November 30, 2011


November 15, 2011


November 30, 2011


November 22, 2011


November 30, 2011


November 29, 2011


December 28, 2011


December 6, 2011


December 28, 2011


December 13, 2011


December 28, 2011


December 20, 2011


December 28, 2011


Item 9.01. Financial Statements and Exhibits.


  (a) Not applicable.


  (b) Not applicable.


  (c) Not applicable.


  (d) Exhibits.





10.1    Amendment to Expense Support Agreement

Forward-Looking Statements

Certain statements in this report are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements generally are characterized by the use of terms such as “may,” “will,” “should,” “plan,” “anticipate,” “estimate,” “predict,” “believe” and “expect” or the negative of these terms or other comparable terminology. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, actual results could differ materially from those set forth in the forward-looking statements. Given these uncertainties, we caution investors and potential investors not to place undue reliance on such statements. We undertake no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect future events or circumstances or to reflect the occurrence of unanticipated events.


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.


Dated: September 13, 2011   CORPORATE CAPITAL TRUST, INC.

/s/ Paul S. Saint-Pierre

    Paul S. Saint-Pierre
    Chief Financial Officer