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): September 25, 2014
Main Street Capital Corporation
(Exact name of registrant as specified in its charter)
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Maryland |
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001-33723 |
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41-2230745 |
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(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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1300 Post Oak Boulevard, Suite 800, |
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77056 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (713) 350-6000
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On September 25, 2014, Main Street Capital Corporation (“Main Street”) entered into that certain Second Amendment (the “Amendment”) to Second Amended and Restated Credit Agreement (the “Credit Agreement”) among Main Street, as borrower, Main Street Capital Partners, LLC and Main Street Equity Interests, Inc., as guarantors, Branch Banking and Trust Company (“BB&T”), Regions Bank, Frost Bank, Amegy Bank N.A., Capital One, N.A., Texas Capital Bank, N.A., Cadence Bank, N.A., Goldman Sachs Bank USA, Royal Bank of Canada, Comerica Bank, Patriot Bank, Trustmark National Bank, Raymond James Bank, N.A. and First Financial Bank, N.A., collectively as lenders, and BB&T as administrative agent to, among other things, (i) increase the total commitments under the Credit Agreement by $20.0 million, to a total of $522.5 million, (ii) extend the final maturity by one year to September 2019, with the facility available on a fully revolving basis for the entire five-year term, and (iii) reduce interest rate pricing so long as Main Street maintains an investment grade rating. Borrowings under the amended Credit Facility bear interest, subject to Main Street’s election, on a per annum basis equal to (i) the applicable LIBOR rate plus 2.00% or (ii) the applicable base rate plus 1.00% so long as Main Street maintains an investment grade rating, and 0.25% higher in each case otherwise. The amended Credit Agreement also contains an upsized accordion feature that allows for an increase in total commitments under the facility to up to $650.0 million of total commitments from new and existing lenders on the same terms and conditions as the existing commitments.
BB&T, Goldman Sachs Bank USA, Royal Bank of Canada, Raymond James Bank, N.A. and the other lenders under the Credit Agreement, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for Main Street.
The above summary is not complete and is qualified in its entirety to the full text of the Credit Agreement as amended by the Amendment and related documents.
Item 8.01 Other Events.
On September 30, 2014, the Registrant issued a press release. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information disclosed under Item 8.01, including Exhibit 99.1 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 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 Second Amendment to Second Amended and Restated Credit Agreement dated September 25, 2014
99.1 Press release dated September 30, 2014
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.
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Main Street Capital Corporation | ||
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Date: September 30, 2014 |
By: |
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/s/ Jason B. Beauvais |
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Name: |
Jason B. Beauvais |
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Title: |
General Counsel |