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): June 26, 2019
TriLinc Global Impact Fund, LLC
(Exact name of registrant as specified in its charter)
| Delaware | 000-55432 | 36-4732802 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 1230 Rosecrans Avenue, Suite 605 Manhattan Beach, CA |
90266 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s Telephone Number, Including Area Code: (310) 997-0580
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 (see General Instructions A.2. below):
| ☐ | 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 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
Emerging growth company ☐
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 8.01 OTHER EVENTS.
Portfolio Update
As of May 31, 2019, TriLinc Global Impact Fund, LLC (“TGIF”) had $438.5 million in total financing commitments for business expansions and socioeconomic developments through its investment portfolio in Sub-Saharan Africa, Latin America, Southeast Asia, and Emerging Europe. The weighted average loan size of the portfolio is $9.7 million, with an average duration of 1.81 years. Since TGIF commenced operations and through May 31, 2019, TGIF has funded over $1 billion in aggregate investments to 87 borrower companies, including $106.3 million in temporary investments. Of the aggregate investment amount, TGIF has received $654.1 million in full aggregate transaction repayments (61.04% of total invested) from existing and exited trade finance, term loan, and temporary investment facilities. Regionally, excluding temporary investments, TGIF has funded over $344.6 million to 27 borrower companies operating in nine developing economies within Latin America, supporting 19,374 permanent employees; over $446.7 million to 47 borrower companies operating in or trading with 21 developing economies within Sub-Saharan Africa, supporting 18,574 permanent employees; over $156.3 million to 10 borrower companies operating in or trading with four developing economies within Southeast Asia, supporting 793 permanent employees; and over $17.8 million to three borrower companies in three countries within Emerging Europe, supporting 714 permanent employees.
May Press Release
On June 26, 2019, TGIF issued a press release to announce its investment activity for May 2019. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENT AND EXHIBITS.
(d) Exhibits
The following Exhibit is filed as part of this report.
| Exhibit 99.1 | New Investments Press release of TriLinc Global Impact Fund, LLC |
Forward-Looking Statements
This Current Report on Form 8-K, including the exhibits filed herewith, contains forward-looking statements (including, without limitation, statements concerning the use of financing provided to a borrower and the expected repayment of financing extended to the borrower) that are based on TGIF’s current expectations, plans, estimates, assumptions, and beliefs that involve numerous risks and uncertainties, including, without limitation, the future operating performance of the borrower and those risks set forth in the “Risk Factors” section of TGIF’s most recent Annual Report on Form 10-K, as amended or supplemented by TGIF’s other filings with the Securities and Exchange Commission. Although these forward-looking statements reflect management’s belief as to future events, actual events or TGIF’s investments and results of operations could differ materially from those expressed or implied in these forward-looking statements. To the extent that TGIF’s assumptions differ from actual results, TGIF’s ability to meet such forward-looking statements may be significantly hindered. You are cautioned not to place undue reliance on any forward-looking statements. TGIF cannot assure you that it will attain its investment objectives.
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.
| TRILINC GLOBAL IMPACT FUND, LLC | ||||||
| June 26, 2019 | By: | /s/ Gloria S. Nelund | ||||
| Name: | Gloria S. Nelund | |||||
| Title: | Chief Executive Officer | |||||
Exhibit 99.1
NEW INVESTMENTS PRESS RELEASE OF TRILINC GLOBAL IMPACT FUND, LLC
Los Angeles, CA (June 26, 2019) - TriLinc Global Impact Fund, LLC (“TriLinc Global Impact Fund” or “TGIF”) announced today that it recently approved $7.4 million in trade finance and term loan transactions, bringing total financing commitments as of May 31, 2019 to $438.5 million for business expansions and socioeconomic developments through its holdings in Sub-Saharan Africa, Latin America, Southeast Asia, and Emerging Europe.
TGIF is an impact investing fund that provides growth-stage loans and trade finance to established small and medium enterprises (“SMEs”) in developing economies where access to affordable capital is significantly limited. Impact Investing is defined as investing with the specific objective of achieving a competitive financial return as well as creating positive, measurable impact in communities across the globe. The transaction details are summarized below.
On May 17, 2019, TGIF funded $2,500,000 as part of an existing $16,000,000 revolving senior secured trade finance facility with a mobile phone distributor based in Hong Kong, which specializes in the trading and distribution of mobile phones, cameras, music players, and home appliances. The borrower was appointed to be the exclusive distributor in India of high quality, affordable mobile phones for a multinational networking and telecommunications equipment company. Priced at 12.00%, the transaction is set to mature on July 9, 2019 and is secured by receivables, personal and corporate guarantees, a collection account, and properties in Hong Kong, with a collateral coverage ratio of ³1.17x. India has the fastest-growing smartphone market in the world, and TGIF’s financing will support the distribution of mobile phones throughout the country that are both high quality and affordable. In addition to expanding access to technology within India, the borrower maintains an active corporate social responsibility program in India that is focused on bringing technological education to youth in West Bengal.
On May 31, 2019, TGIF funded $4,900,000 as part of an existing senior secured $17,491,998 five-year term loan facility with a Brazilian information technology service provider. With a fixed rate of 11.50%, the transaction is set to mature on November 23, 2022 and is secured by service contracts and receivables. The Brazilian company anticipates that TGIF financing will enable the company to continuing pursuing its long-term growth objectives and support job creation.
“TGIF’s recent investment activity demonstrates our commitment to deepening relationships with existing borrower companies that are generating positive economic, social, and environmental impact,” said Gloria Nelund, CEO of TGIF. “Specifically, these investments are catalyzing India’s transition to a digital economy and providing improved IT solutions for mid-sized Brazilian enterprises,” added Ms. Nelund.
About TriLinc Global Impact Fund
TGIF is a public non-traded, externally managed, limited liability company that makes impact investments in SMEs in developing economies that provide the opportunity to achieve both competitive financial returns and positive measurable impact. TGIF invests in SMEs through experienced local market sub-advisors, and expects to create a diversified portfolio of financial assets consisting primarily of collateralized private debt instruments. In addition, TGIF aggregates and analyzes social, economic, and environmental impact data to track progress and measure success against stated objectives.
Forward-Looking Statements
This press release contains forward-looking statements (including, without limitation, statements concerning the use of financing provided to a borrower and the expected repayment of financing extended to the borrower) that are based on TGIF’s current expectations, plans, estimates, assumptions, and beliefs that involve numerous risks and uncertainties, including, without limitation, the future operating performance of the borrower and those risks set forth in the “Risk Factors” section of TGIF’s most recent Annual Report on Form 10-K, as amended or supplemented by TGIF’s other filings with the Securities and Exchange Commission. Although these forward-looking statements reflect management’s belief as to future events, actual events or TGIF’s investments and results of operations could differ materially from those expressed or implied in these forward-looking statements. To the extent that TGIF’s assumptions differ from actual results, TGIF’s ability to meet such forward-looking statements may be significantly hindered. You are cautioned not to place undue reliance on any forward-looking statements. TGIF cannot assure you that it will attain its investment objectives.