UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement. |
Amendment to NMFC Credit Facility
New Mountain Finance Corporation (the “Company”) previously entered into the Amended and Restated Senior Secured Revolving Credit Agreement, dated as of June 4, 2021 (together with the exhibits and schedules thereto, and as amended from time to the time, the “Revolving Credit Agreement”), by and among the Company, as the borrower, Goldman Sachs Bank, USA, as the administrative agent and syndication agent, and the lenders party thereto.
On September 30, 2024, the Company entered into the Second Amended and Restated Senior Secured Revolving Credit Agreement (the “Second Amended and Restated Revolving Credit Agreement,” and the revolving credit facility thereunder the “NMFC Credit Facility”), by and among the Company, Sumitomo Mitsui Banking Corporation, as administrative agent, sole lead arranger, and sole book runner (the “Administrative Agent”), and the lenders party thereto, which amended and restated the Revolving Credit Agreement. Unless otherwise indicated, the terms used below have the meanings ascribed in the Second Amended and Restated Revolving Credit Agreement.
The Second Amended and Restated Revolving Credit Agreement amended the NMFC Credit Facility to, among other things, (i) increase the total commitments to $638,500,000; (ii) extend the maturity to September 2029 (for $527,100,000 of the commitments (the “extended commitments”)); and (iii) change the applicable margin to 1.90% for the extended commitments.
The description above is qualified in its entirety by reference to the Second Amended and Restated Revolving Credit Agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024.
| Item 1.02 | Termination of a Material Definitive Agreement |
Termination of DB Credit Facility
On September 30, 2024, the Company terminated in full the Loan Financing and Servicing Agreement, dated as of December 14, 2018 (as amended from time to time, the “Loan Financing and Servicing Agreement”, and the credit facility thereunder the “DB Credit Facility”) by and among New Mountain Finance DB, L.L.C., as borrower, the Company, as servicer and as equityholder, Deutsche Bank AG, New York Branch, as the facility agent and as a committed lender (the “Lenders”), U.S. Bank Trust Company, National Association, as the collateral agent, and U.S. Bank National Association, as the collateral custodian. In connection with the termination of the DB Credit Facility, the Company also terminated the security interest over the collateral granted to the Lenders pursuant to the Loan Financing and Servicing Agreement and the other Transaction Documents (as defined in the Loan Financing and Servicing Agreement).
The DB Credit Facility was terminated concurrent with the satisfaction of all obligations and liabilities of the Company to the Lenders thereunder, including, without limitation, payments of principal and interest, other fees, breakage costs and other amounts owing to the Lenders.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure set forth above under Item 1.01 is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
d) Exhibits.
| Exhibit Number |
Description |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| New Mountain Finance Corporation | ||
| By: | /s/ Joseph W. Hartswell | |
| Name: | Joseph W. Hartswell | |
| Title: | Chief Compliance Officer and Corporate Secretary | |
Date: October 3, 2024