Item 1.01 Entry into a Material Definitive Agreement.
On December 29, 2021, Ares Capital Corporation (the "Registrant") and Ares
Capital CP Funding LLC, an indirect wholly owned subsidiary of the Registrant
("Ares Capital CP"), entered into an amendment (the "CP Amendment") to the
documents governing Ares Capital CP's revolving funding facility (the "CP
Funding Facility") with Wells Fargo Bank, National Association, Bank of America,
N.A. and each of the other parties thereto. The CP Amendment, among other
things, (a) extended the stated maturity date from January 31, 2025 to
December 29, 2026; (b) extended the reinvestment period from January 31, 2023 to
December 29, 2024; (c) decreased the LIBOR (as defined in the CP Funding
Facility) spread from +2.00% to +1.90%; and (d) decreased the component of the
undrawn fee applicable to any unused portion in excess of 50% of the maximum
facility amount from 1.50% to 1.25%. The other terms of the CP Funding Facility
remained substantially unchanged.
On December 29, 2021, the Registrant entered into an amendment (the "JPM
Amendment") to its senior secured credit facility, among the Registrant, the
lenders party thereto, and JPMorgan Chase Bank, N.A., as the administrative
agent and as the collateral agent (as amended and restated, the "A&R Credit
Facility"). The JPM Amendment, among other things, (a) replaced LIBOR with an
alternate rate of interest for certain loans, commitments and/or other
extensions of credit under the A&R Credit Facility denominated in Sterling; and
(b) implemented certain Benchmark Replacement Conforming Changes (as defined in
the A&R Credit Facility). The other terms of the A&R Credit Facility remained
substantially unchanged.
The description above is only a summary of the material provisions of the CP
Amendment and JPM Amendment and is qualified in its entirety by reference to a
copy of the CP Amendment and JPM Amendment, which are filed as Exhibit 10.1 and
Exhibit 10.2, respectively, to this current report on Form 8-K and incorporated
by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of Registrant.
The information contained in Item 1.01 to this current report on Form 8-K is by
this reference incorporated in this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
Number Description
10.1 Amendment No. 15 to Loan and Servicing Agreement, dated as of
December 29, 2021, among Ares Capital CP Funding LLC, as the borrower,
Ares Capital Corporation, as the servicer, Wells Fargo Bank, National
Association, as the agent, Wells Fargo Bank, National Association, as
a lender, Bank of America, N.A., as a lender, Canadian Imperial Bank
of Commerce, as a lender, Sampension Livsforsikring A/S, as a lender,
Arkitekternes Pensionskasse, as a lender, Pensionskassen for
Jordbrugsakademikere og Dyrlæger, as a lender and U.S. Bank National
Association, as trustee, bank and collateral custodian.
10.2 Amendment No. 1 to Twelfth Amended and Restated Senior Secured
Credit Agreement, dated as of December 29, 2021, among Ares Capital
Corporation, as the borrower, the lenders party thereto and JPMorgan
Chase Bank, N.A., as administrative agent and as collateral agent.
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