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EX-99.1 - EXHIBIT 99.1 - Monroe Capital Income Plus Corptm2018566d1_ex99-1.htm
EX-10.1 - EXHIBIT 10.1 - Monroe Capital Income Plus Corptm2018566d1_ex10-1.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): May 4, 2020 (May 1, 2020)

 

 

Monroe Capital Income Plus Corporation

(Exact name of registrant as specified in its charter)

  

 

 

Maryland   814-01301   83-0711022

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

         

311 South Wacker Drive, Suite 6400

Chicago, Illinois

  60606
(Address of Principal Executive Offices)   (Zip Code)

  

Registrant’s telephone number, including area code: (312) 258-8300

 

Not Applicable

(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))

  

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   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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company þ

 

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 1.01Entry into a Material Definitive Agreement

 

On May 1, 2020, Monroe Capital Income Plus Corporation (the “Company”) entered into an amendment (the “Credit Facility Amendment”) to the Revolving Credit and Security Agreement (the “Revolving Security Agreement”) among MC Income Plus Financing SPV LLC, a wholly-owned subsidiary of the Company, as borrower; the Company, as collateral manager; the lenders from time to time parties thereto; KeyBank National Association, as administrative agent and lead arranger; and U.S. Bank National Association as collateral agent, collateral administrator and document custodian (the “Credit Facility”). The terms of the Credit Facility Amendment become effective as of June 1, 2020.

 

The Credit Facility Amendment amended the Revolving Security Agreement to, among other things, reduce pricing, expand the investment eligibility parameters under the Credit Facility to include certain opportunistic investments, increase the Advance Rates available under the Credit Facility, extend the Reinvestment Period of the Credit Facility to May 1, 2023, and implement various modifications related to the COVID-19 pandemic. In addition, the Credit Facility Amendment implemented an uncommitted accordion feature to upsize the Revolving Credit Facility to $300.0 million in the future, if needed.

 

Borrowing under the Credit Facility remains subject to the leverage restrictions contained in the Investment Company Act of 1940, as amended.

 

Capitalized terms under this Item 1.01, unless otherwise defined herein, have the meaning ascribed to them under the Revolving Security Agreement. The description above is only a summary of the material provisions of the Credit Facility Amendment and is qualified in its entirety by reference to a copy of the Credit Facility Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K.

 

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 in Item 1.01 is incorporated by reference into this Item 2.03.

 

Item 8.01Other Events

 

On May 4, 2020, the Company issued a letter to shareholders announcing its portfolio activity and results for the quarter ended March 31, 2020. A copy of the letter is attached hereto as Exhibit 99.1.

 

The information disclosed under Item 8.01, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

 

Item 9.01Financial Statements and Exhibits

 

10.1Amended and Restated Revolving Credit and Security Agreement among MC Income Plus Financing SPV LLC, as borrower; the Company, as collateral manager; the lenders from time to time parties thereto; KeyBank National Association, as administrative agent and lead arranger; and U.S. Bank National Association as collateral agent, collateral administrator and document custodian.

 

99.1Shareholder Letter, dated May 4, 2020

 

 

 

 

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.

 

  Monroe Capital Income Plus Corporation
   
     
Date: May 4, 2020 By:   /s/ Aaron D. Peck
     

Aaron D. Peck

Chief Financial Officer, Treasurer and Corporate Secretary