UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01. | Entry Into a Material Definitive Agreement. |
On September 10, 2024, HA Sustainable Infrastructure Capital, Inc. (the “Company”), as successor borrower and its indirect subsidiaries as original borrowers, entered into an amendment (the “Amendment”) to the credit agreement (the “Credit Agreement”), dated as of April 12, 2024, for the Company’s $1.250 billion, 4-year unsecured CarbonCount®-based revolving credit facility with JPMorgan Chase Bank, N.A. (“JPMorgan”) as administrative agent, sole bookrunner and sustainability structuring agent, JPMorgan, Citibank, N.A., Credit Agricole Corporate and Investment Bank, Keybank National Association, M&T Bank, Mizuho Bank, Ltd., Morgan Stanley Senior Funding, Inc., Royal Bank of Canada, Sumitomo Mitsui Banking Corporation and Truist Securities, Inc. as joint lead arrangers, Bank of America, N.A., Barclays Bank PLC and Goldman Sachs Bank USA as documentation agents and the lenders as defined in the Credit Agreement. As described in the Amendment (i) each of the original borrowers assigned its obligations under the Credit Agreement to the Company and (ii) the Company assumed all of the obligations of each of the original borrowers under the Credit Agreement and succeeded the original borrowers as borrower under the Credit Agreement. Pursuant to the Amendment, each of the original borrowers is released as a borrower, but will continue to guarantee the obligations of the Company under the Credit Agreement.
Copies of the Credit Agreement and the Amendment are filed as Exhibits 1.1 and 1.2 to this Current Report on Form 8-K, and the descriptions of the terms of the Credit Agreement and the Amendment in this Item 1.01 are qualified in their entirety by reference to such Exhibits, which are incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above under “Item 1.01. Entry into a Material Definitive Agreement” is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
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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.
| HA SUSTAINABLE INFRASTRUCTURE CAPITAL, INC. | ||||||
| Dated: September 13 2024 | By: | /s/ Steven L. Chuslo | ||||
| Steven L. Chuslo | ||||||
| Executive Vice President and Chief Legal Officer | ||||||
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