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EX-99.1 - THIRD AMENDED AND RESTATED ADVISORY AGREEMENT BETWEEN GREENBACKER RENEWABLE ENER - Greenbacker Renewable Energy Co LLCea126218ex99-1_greenbacker.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): September 1, 2020 (September 1, 2020)

 

Commission file number: 000-55610

 

GREENBACKER RENEWABLE ENERGY
COMPANY LLC
 

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   80-0872648
(State or Other Jurisdiction of
Incorporation or Organization)
 

(I.R.S. Employer

Identification No.) 

 

11 East 44th Street, Suite 1200 

New York, NY 10017  

Tel (646) 237-7884

(Address, including zip code and telephone number, including area code, of registrants Principal Executive Office)

 

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.

 

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act.

 

  Pre-commencement communications pursuant to Rule 14d-2b under the Exchange Act.

 

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

 

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). ☒

 

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. ☒

 

Securities registered pursuant to Section 12(b) of the Act: None

 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

Greenbacker Renewable Energy Company LLC Enters into a Third Amended and Restated Advisory Agreement

 

Greenbacker Renewable Energy Company LLC (the “Company”) announced today that on September 1, 2020 the Company entered into a Third Amended and Restated Advisory Agreement (the “Advisory Agreement”) by and among the Company, Greenbacker Renewable Energy Corporation, and Greenbacker Capital Management LLC (the “Advisor”). Capitalized terms used herein shall have the same meaning as set forth in the Advisory Agreement, which is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.

 

The amendments to the Advisory Agreement, previously approved by Board of Directors of the Company, provide for an updated tiered Base Management Fee structure payable to the Advisor as set forth below.

 

Average Gross Assets   Base Management Fee
$1 to $800,000,000   2.00% (0.167% monthly)
$800,000,001 to $1,500,000,000   1.75% (0.14583% monthly)
Greater than $1,500,000,000   1.50% (0.125% monthly)

 

Item 9.01. Financial Statements and Exhibits

 

Exhibit   Description
     
99.1   THIRD AMENDED AND RESTATED ADVISORY AGREEMENT BETWEEN GREENBACKER RENEWABLE ENERGY COMPANY LLC

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: September 1, 2020 Greenbacker Renewable Energy Company LLC
     
  By:

/s/ Charles Wheeler

  Name: Charles Wheeler
  Title: Chief Executive Officer, President and
Director

 

 

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