Item 1.01. Entry into a Material Definitive Agreement.
On January 27, 2023, Saratoga Investment Corp. (the "Company") entered into the
First Amendment (the "Amendment") to the Credit and Security Agreement, dated as
of October 4, 2021 (the "Credit Agreement"), by and among Saratoga Investment
Fund II LLC, a wholly owned subsidiary of the Company, as borrower (the
"Borrower"), the Company, as equityholder and as collateral manager, the lenders
party thereto, and Encina Lender Finance, LLC, as administrative agent and as
collateral agent, and agreed to and acknowledged by U.S. Bank National
Association, as custodian, and U.S. Bank Trust Company, National Association
(successor in interest to U.S. Bank National Association), as collateral
administrator, relating to the Borrower's senior secured revolving credit
facility (the "Encina Credit Facility"). The Amendment, among other things: (i)
increased the borrowings available under the Encina Credit Facility from up to
$50.0 million to up to $65.0 million; (ii) changed the underlying benchmark used
to compute interest under the Credit Agreement from LIBOR to Term SOFR for a
one-month tenor plus a 0.10% credit spread adjustment; (iii) increased the
applicable effective margin rate on borrowings from 4.00% to 4.25%; (iv)
extended the revolving period from October 4, 2024 to January 27, 2026; (v)
extended the period during which the Borrower may request one or more increases
in the borrowings available under the Encina Credit Facility (each such
increase, a "Facility Increase") from October 4, 2023 to January 27, 2025, and
increased the maximum borrowings available pursuant to such Facility Increase
from $75.0 million to $150.0 million; (vi) revised the eligibility criteria for
eligible collateral loans to exclude certain industries in which an obligor or
related guarantor may be involved; and (vii) amended the provisions permitting
the Borrower to request an extension in the Commitment Termination Date (as
defined in the Credit Agreement) to allow requests to extend any applicable
Commitment Termination Date, rather than a one-time request to extend the
original Commitment Termination Date, subject to a notice requirement.
The description above is only a summary of the material provisions of the
Amendment and is qualified in its entirety by reference to the copy of the
Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and
is incorporated herein by reference thereto.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K is
incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 First Amendment to the Credit and Security Agreement, dated as of
January 27, 2023, by and among Saratoga Investment Fund II LLC, as
borrower, Saratoga Investment Corp., as equityholder and as collateral
manager, the lenders party thereto, Encina Lender Finance, LLC, as
administrative agent and as collateral agent, U.S. Bank National
Association, as custodian, and U.S. Bank Trust Company, National
Association (successor in interest to U.S. Bank National Association),
as collateral administrator.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
1
© Edgar Online, source Glimpses