Attached files

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EX-10.3 - JOINDER AGREEMENT, DATED AS OF APRIL 6, 2018, BY SIGNATURE BANK - Goldman Sachs Middle Market Lending Corp.d568169dex103.htm
EX-10.2 - JOINDER AGREEMENT, DATED AS OF APRIL 6, 2018, BY INDUSTRIAL AND COMMERCIAL BANK - Goldman Sachs Middle Market Lending Corp.d568169dex102.htm
EX-10.1 - INCREASING LENDER AGREEMENT, DATED AS OF APRIL 6, 2018, BY CITIBANK, N.A. - Goldman Sachs Middle Market Lending Corp.d568169dex101.htm

 

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): April 10, 2018 (April 6, 2018)

 

 

Goldman Sachs Middle Market Lending

Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-55746   81-2506508

(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 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))

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 April 6, 2018, Goldman Sachs Middle Market Lending Corp. (the “Company”) entered into (i) an agreement with Citibank, N.A. (the “Citibank Increasing Lender Agreement”), pursuant to which Citibank, N.A. agreed to increase its $25 million commitment to $50 million through the accordion feature in the Company’s senior secured revolving credit agreement, dated as of September 11, 2017, with SunTrust Bank serving as administrative agent (as amended, supplemented or otherwise modified and in effect from time to time, the “Revolving Credit Facility”), (ii) an agreement with Industrial and Commercial Bank of China Limited, New York Branch (the “ICBC Joinder Agreement”), pursuant to which Industrial and Commercial Bank of China Limited, New York Branch agreed to provide a $50 million commitment through the accordion feature in the Revolving Credit Facility and (iii) an agreement with Signature Bank (the “Signature Bank Joinder Agreement”), pursuant to which Signature Bank agreed to provide a $50 million commitment through the accordion feature in the Revolving Credit Facility.

The Citibank Increasing Lender Agreement, ICBC Joinder Agreement and Signature Bank Joinder Agreement collectively increased the aggregate commitments under the Revolving Credit Facility from $275 million to $400 million. The Revolving Credit Facility continues to include an accordion feature, which would allow the Company, subject to the satisfaction of various conditions, to bring total commitments under the Revolving Credit Facility to $500 million. There were no other amendments to the terms of the Revolving Credit Facility.

The foregoing descriptions are only a summary of the material provisions of the Citibank Increasing Lender Agreement, ICBC Joinder Agreement and Signature Bank Joinder Agreement and are qualified in their entirety by reference to copies of the Citibank Increasing Lender Agreement, ICBC Joinder Agreement and Signature Bank Joinder Agreement, which are filed as Exhibits 10.1, 10.2 and 10.3, respectively, to this Current Report on Form 8-K and are 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:

 

Exhibit Number

  

Description

10.1    Increasing Lender Agreement, dated as of April  6, 2018, by Citibank, N.A., as Increasing Lender, in favor of the Company as Borrower, and SunTrust Bank, as administrative agent under the Revolving Credit Facility.
10.2    Joinder Agreement, dated as of April  6, 2018, by Industrial and Commercial Bank of China Limited, New York Branch, as Assuming Lender, in favor of the Company as Borrower, and SunTrust Bank, as administrative agent under the Revolving Credit Facility.
10.3    Joinder Agreement, dated as of April  6, 2018, by Signature Bank, as Assuming Lender, in favor of the Company as Borrower, and SunTrust Bank, as administrative agent under the Revolving Credit Facility.


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 Middle Market Lending Corp.
   
Date: April 10, 2018     By:   /s/ Jonathan Lamm
      Name: Jonathan Lamm
      Title: Chief Financial Officer and Treasurer