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EX-10.1 - EX-10.1 - Sierra Income Corpd827292dex101.htm
EX-99.1 - EX-99.1 - Sierra Income Corpd827292dex991.htm

 

 

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): November 24, 2014

 

 

Sierra Income Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   0-54650   45-2544432

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

375 Park Avenue, 33rd Floor

New York, NY 10152

(Address of principal executive offices)

Registrant’s telephone number, including area code (212) 759-0777

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:

 

¨ 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))

 

 

 


Item 1.01. Entry into a Material Definitive Agreement.

Amendment and Additional Commitment to the Revolving Credit Facility

On November 24, 2014 (the “Closing Date”), Sierra Income Corporation (the “Company”) entered into Amendment No. 3 to its existing Senior Secured Revolving Credit Agreement (the “Amendment”), with the lenders (the “Lenders”) party thereto and ING Capital LLC, as administrative agent (the “Administrative Agent”) and, solely with respect to Section 2.8 of the Amendment, SIC RT1 LLC and SIC AAR, LLC, as subsidiary guarantors (collectively the “Subsidiary Guarantors”). The Amendment amends certain provisions of the Company’s Senior Secured Revolving Credit Agreement (as amended, the “Revolving Credit Facility”).

The Revolving Credit Facility was amended to, among other things, increase the maximum amount of the accordion feature which permits subsequent increases in commitments under the Revolving Facility to $500 million.

On November 25, 2014, the Company closed an additional $25 million commitment under its Revolving Credit Facility. As of November 25, 2014, total commitments under the Revolving Credit Facility is $150 million.

Borrowings under the Revolving Credit Facility are subject to, among other things, a minimum borrowing/collateral base and substantially all of the Company’s assets are pledged as collateral under the Revolving Credit Facility.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment attached hereto as Exhibit 10.1.

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 8.01 Other Events.

On November 25, 2014, the Company issued a press release announcing its entry into the Amendment, a copy of which is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

  

Description

10.1    Amendment No. 3 to the Senior Secured Revolving Credit Agreement, dated as of November 24, 2014, by and among the Company as borrower, SIC RT1 LLC and SIC AAR, LLC, as Subsidiary Guarantors, the Lenders party thereto and ING Capital LLC, as Administrative Agent.
99.1    Press release dated November 25, 2014.


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.

 

Date: November 25, 2014         SIERRA INCOME CORPORATION
        By:  

/s/ Richard T. Allorto

         

Name: Richard T. Allorto, Jr.

Title: Chief Financial Officer


EXHIBIT INDEX

 

Exhibit No.

  

Description

10.1    Amendment No. 3 to the Senior Secured Revolving Credit Agreement, dated as of November 24, 2014, by and among the Company as borrower, SIC RT1 LLC and SIC AAR, LLC, as Subsidiary Guarantors, the Lenders party thereto and ING Capital LLC, as Administrative Agent.
99.1    Press release dated November 25, 2014.