Item 1.01. Entry into a Material Definitive Agreement
On April 27, 2023, Darby Creek LLC ("Darby Creek"), a wholly-owned subsidiary of
FS KKR Capital Corp. (the "Company"), entered into the Twelfth Amendment to the
Loan Financing and Servicing Agreement and Omnibus Amendment to the Transaction
Documents (the "Twelfth Amendment"), which amends the Loan Financing and
Servicing Agreement, dated February 20, 2014, by and among Darby Creek, as
borrower, Deutsche Bank AG, New York Branch, as facility agent, each of the
lenders from time to time party thereto, the other agents parties thereto, and
Wells Fargo Bank, National Association as collateral agent and collateral
custodian.
The Twelfth Amendment , among other things, (i) extends the maturity date to
February 26, 2027, (ii) extends the end of the revolving period to February 26,
2025, (iii) increases the interest rate applicable to advances to 2.65% per
annum, plus term SOFR (or the relevant reference rate for any foreign currency
borrowings), (iv) increases the total facility commitment to $750,000,000, and
(v) extends the period in which the prepayment premium will be payable on
certain reductions or terminations of the commitments to October 27, 2024.
The foregoing description of the Twelfth Amendment does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Twelfth Amendment attached hereto as Exhibit 10.1.
Item 1.02. Termination of a Material Definitive Agreement
On April 27, 2023, concurrent with the closing of the Twelfth Amendment, Dunlap
Funding LLC ("Dunlap Funding"), a wholly-owned subsidiary of the Company, merged
with and into Darby Creek (the "Merger") pursuant to an Agreement and Plan of
Merger, with Darby Creek surviving the Merger.
Upon consummation of the Merger, the Loan Financing and Servicing Agreement,
dated as of December 2, 2014, among Dunlap Funding, as borrower, Wells Fargo, as
collateral agent and collateral custodian, the lenders from time to time party
thereto, and DB, as facility agent, was terminated and all outstanding
borrowings were assumed into the Darby Creek Funding Facility.
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 under Item 1.01 of this current report on Form 8-K is
hereby incorporated in this Item 2.03 by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit Description
No.
10.1 Twelfth Amendment to the Loan Financing and Servicing Agreement and
Omnibus Amendment to the Transaction Documents, dated April 27, 2023 by
and among Darby Creek LLC, Deutsche Bank AG, New York Branch, and Wells
Fargo Bank, National Association.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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