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
Date of Report (date of earliest event reported): March 1, 2023 (
(Exact name of registrant as specified in its charter)
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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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 1.01. | Entry into a Material Definitive Agreement. |
SLA Amendment
On February 24, 2023, a wholly owned subsidiary (the “SLA Borrower”) of Sunnova Energy International Inc. (the “Company”) entered into that certain Amendment No. 12 to the Amended and Restated Credit Agreement (SLA) (the “SLA Amendment”), which, among other things, further amends that certain Amended and Restated Credit Agreement, dated as of March 27, 2019 (as previously amended, the “SLA Credit Agreement”), by and among the SLA Borrower, certain other subsidiaries of the Company, Credit Suisse AG, New York Branch, as agent, and the lenders and other financial institutions party thereto.
The SLA Amendment amended the SLA Credit Agreement to, among other things, (i) increase the aggregate commitments from $450.0 to $675.0, (ii) increase the uncommitted maximum facility amount from $575.0 million to $800.0 million, (iii) amend certain provisions related to the allocation of certain payments made to the lenders, (iv) amend certain provisions related to excess concentration limits and eligibility criteria to permit the Company and its Affiliates to provide warranties of, and replacements for, load controllers and generators in connection with the related Solar Loan Contracts, and (v) add provisions to allow the SLA Borrower to request an increase in the aggregate commitment amount (subject to certain conditions) by adding additional lenders to the revolving credit facility, in each case as more particularly set forth in the SLA Amendment to the SLA Credit Agreement.
The foregoing description of the SLA Amendment is qualified in its entirety by reference to the full text of the SLA Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated into this Item 1.01 by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
The following materials are filed as exhibits to this Current Report on Form 8-K.
| Exhibit |
Description | |
| 10.1* | Amendment No. 12 to Amended and Restated Credit Agreement (SLA), among Sunnova EZ-Own Portfolio, LLC, Sunnova SLA Management, LLC, Sunnova Asset Portfolio 7 Holdings, LLC, the Lenders party thereto, the Funding Agents party thereto, Wells Fargo Bank, National Association and Credit Suisse AG, New York Branch, dated as of February 24, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) | |
| * | Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5) and 601(b)(10). The Company agrees to furnish a copy of any omitted schedule or exhibit to the SEC upon request. |
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.
| SUNNOVA ENERGY INTERNATIONAL INC. | ||||||
| Date: March 1, 2023 | By: | /s/ Margaret C. Fitzgerald | ||||
| Margaret C. Fitzgerald | ||||||
| Senior Vice President, Deputy General Counsel and Secretary | ||||||