Item 1.01. Entry into a Material Definitive Agreement.
On April 12, 2023, WhiteHorse Finance Credit I, LLC ("WhiteHorse Credit"), a
wholly owned subsidiary of WhiteHorse Finance, Inc. (the "Company"), entered
into a Sixth Amendment by and among WhiteHorse Credit, as borrower, JPMorgan
Chase Bank, National Association, as lender and administrative agent, Citibank,
N.A., as collateral agent and securities intermediary, the Company, as portfolio
manager, and Virtus Group LP, as collateral administrator (the "Sixth
Amendment") to amend the terms of the Fifth Amended and Restated Loan Agreement,
dated April 28, 2021 (as previously amended on July 15, 2021, October 4, 2021,
January 4, 2022, February 4, 2022 and March 30, 2022), by and among WhiteHorse
Credit, as borrower, JPMorgan Chase Bank, National Association, as lender and
administrative agent, Citibank, N.A., as collateral agent and securities
intermediary, the Company, as portfolio manager, and Virtus Group LP, as
collateral administrator (as amended, the "Amended Loan Agreement"). As amended
by the Sixth Amendment, the Amended Loan Agreement, among other things: (i)
applies an annual interest rate equal to applicable SOFR plus 2.50% to any
borrowings under the credit facility and (ii) adds recurring revenue loans as a
permitted investment type. The inclusion of recurring revenue loans as a
permitted investment type is subject to certain limitations, including that (A)
not more than 15% of the aggregate principal balance of WhiteHorse Credit's
portfolio debt instruments may consist of recurring revenue loans and certain
other loan types and (B) not more than 5% of the principal balance of WhiteHorse
Credit's portfolio debt instruments may consist of recurring revenue loans.
The description above is only a summary of the modifications pursuant to the
Sixth Amendment and is qualified in its entirety by reference to a copy of the
Sixth Amendment which attaches the Amended Loan Agreement, a copy of which is
filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 of this Current Report on Form 8-K is incorporated
by reference into this Item 2.03.
Forward-Looking Statements
This Current Report on Form 8-K may contain "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995. Statements
other than statements of historical facts included in this Current Report on
Form 8-K may constitute forward-looking statements and are not guarantees of
future performance or results and involve a number of risks and uncertainties.
Actual results may differ materially from those in the forward-looking
statements as a result of a number of factors, including those described from
time to time in filings with the Securities and Exchange Commission. The Company
undertakes no duty to update any forward-looking statement made herein. All
forward-looking statements speak only as of the date of this Current Report on
Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
10.1 Sixth Amendment to Fifth Amended and Restated Loan Agreement, dated April
12, 2023, by and among WhiteHorse Finance Credit I, LLC, as borrower,
JPMorgan Chase Bank, National Association, as lender and administrative
agent, Citibank, N.A., as collateral agent and securities intermediary,
WhiteHorse Finance, Inc., as portfolio manager, and Virtus Group LP, as
collateral administrator
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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