FRANKLIN BSP LENDING CORPORATION Item 1.01 Entry into a Material Definitive Agreement.
On
The Credit Facility provides for borrowings through
The Applicable Margin is, for any day, (a) (i) if the Gross Borrowing Base (as of the most recently delivered Borrowing Base Certificate) is equal to or greater than 1.85 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.85% and (B) in the case of any Term Benchmark Loan, 1.85%, and (ii) if the Gross Borrowing Base (as of the most recently delivered Borrowing Base Certificate) is less than 1.85 times the Combined Debt Amount, (A) with respect to any ABR Loan, 0.975%, and (B) in the case of any Term Benchmark Loan, 1.975%, and (b) with respect to the commitment fees payable under Section 2.10(a) under the Credit Facility, 0.375%.
The Company will be subject to a non-usage fee to the extent the commitments available under the Credit Facility have not been borrowed. The Company paid a structuring fee and incurred other customary costs and expenses in connection with the Credit Facility.
In connection with the Credit Facility, the Company has made certain customary
representations and warranties and is required to comply with various covenants,
reporting requirements and other customary requirements for similar facilities.
The Credit Facility contains customary events of default for similar financing
transactions. Upon the occurrence and during the continuation of an event of
default,
The foregoing description of the Credit as set forth in this Item 1.01 is a summary only and is qualified in all respects by the provisions of the Credit Facility.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information required by Item 2.03 contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 8.01 Other Events
As of the date hereof, during the calendar year 2022, the Company has issued and
sold approximately 10.5 million shares of the Company's common stock, par value
The sale of Common Stock was made pursuant to the subscription agreements (collectively, the "Subscription Agreements") entered into with certain investors. Pursuant to their respective Subscription Agreements, each Investor is required to fund drawdowns to purchase shares of Common Stock up to the amount of their respective capital commitments on an as-needed basis at a per share price that is not less than the net asset value per share of Common Stock to be acquired.
The issuance of the Common Stock is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) thereof and Regulation D thereunder. The Company relied, in part, upon representations from investors in the relevant Subscription Agreements that each Investor is an "accredited investor," as defined in Regulation D under the Securities Act.
The description above is only a summary of the material provisions of the
Subscription Agreements and is qualified in its entirety by reference to a copy
of the form of Subscription Agreement, which is filed as Exhibit 1.2 to the
Company's Current Report on Form 8-K filed on
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
1.1 Form of Subscription Agreement.(incorporated by reference to Exhibit
1.2 of the Company's Current Report on Form 8-K, filed on April 7 ,
2022).© Edgar Online, source
