Subsequent Events |
12 Months Ended |
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Dec. 31, 2023 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events The Company’s management evaluated subsequent events through the date of issuance of the consolidated financial statements. There have been no additional subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in the consolidated financial statements as of December 31, 2023, except as discussed below.
Subscriptions
The Company received $282.1 million of net proceeds relating to the issuance of Class I shares, Class D shares, Class F shares and Class S shares for subscriptions effective January 1, 2024.
The Company received $393.2 million of net proceeds relating to the issuance of Class I shares, Class D shares, Class F shares and Class S shares for subscriptions effective February 1, 2024.
The Company received $307.8 million of net proceeds relating to the issuance of Class I shares, Class D shares, Class F shares and Class S shares for subscriptions effective March 1, 2024.
Share Repurchases
On February 1, 2024, the Company offered to purchase up to 5% of its Common Shares at a price equal to the net asset value per Share as of March 31, 2024. The offer expired on March 1, 2024. Approximately 2.35 million Common Shares, representing 1.13% of Common Shares outstanding at the beginning of the quarter, were validly tendered and not withdrawn prior to the expiration of the offer.
Distribution Declarations
On January 30, 2024, the Company declared net distributions of $0.1600 per Class I share, $0.1547 per Class D share, $0.1494 per Class F share, and $0.1420 per Class S share, all of which are payable on February 29, 2024 to shareholders of record as of January 31, 2024. Additionally, the Company’s Board declared variable supplemental distributions of $0.0550 for all share classes outstanding, all of which are payable on February 29, 2024 to shareholders of record as of January 31, 2024.
On February 29, 2024, the Company declared net distributions of $0.1600 per Class I share, $0.1550 per Class D share, $0.1500 per Class F share, and $0.1431 per Class S share, all of which are payable on March 29, 2024 to shareholders of record as of February 29, 2024. Additionally, the Board declared variable supplemental distributions for each class of its Common Shares in the amount of $0.0550 per share, which is payable on March 29, 2024 to shareholders of record as of February 29, 2024.
Financing Transactions
On January 17, 2024, the Company entered into a Commitment Increase Agreement (the “Commitment Increase Agreement”) among the Company, Deutsche Bank AG New York Branch, as the increasing lender (the “Increasing Lender”), and JPMorgan Chase Bank, N.A., as administrative agent, pursuant to the our Revolving Credit Facility (defined above).
The Commitment Increase Agreement provides for an increase in the Increasing Lender’s commitment, thereby bringing aggregate commitments of the lenders under the Revolving Credit Facility from $1,275.0 million to $1,300.0 million through the accordion feature in the Revolving Credit Facility. The accordion feature in the Revolving Credit Facility allows us, under certain circumstances, to increase the total size of the facility to a maximum aggregate commitment of $1,912.5 million.
On January 25, 2024, the Company entered into that certain Amendment No. 2 to the Credit Agreement (the “Amendment No. 2”) among the Company, as servicer, HLEND Holdings B, L.P., Bank of America, N.A., as administrative agent, U.S. Bank Trust Company, National Association, as collateral administrator, U.S. Bank National Association, as collateral custodian, and the lenders party thereto, amending HLEND B Funding Facility (defined above).
The Amendment provides for, among other things, an increase in the aggregate commitments of the lenders under HLEND B Funding Facility from $1,000.0 million to $1,250.0 million and an extension of the Availability Period (as defined therein) from July 2025 to January 2027 and the Maturity Date (as defined therein) from July 2027 to January 2029. In addition, the Amendment provides that Daily Simple CORRA will be used as the benchmark for loans denominated in Canadian Dollars, and adjusts the definition of Applicable Rate such that the Applicable Rate is calculated as the greater of (x) (i) 2.00% multiplied by the balance of all Broadly Syndicated Loans, plus 2.40% multiplied by the balance of Large Corporate Loans, plus 2.65% multiplied by the balance of all other eligible collateral assets, divided by (ii) the balance of all eligible collateral assets and (y) 2.35%.
On January 30, 2024, the Company and U.S. Bank Trust Company, National Association (the “Trustee”) entered into an Indenture (the “Base Indenture”) and a Supplemental Indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “January 2029 Notes Indenture”). The First Supplemental Indenture relates to the Company’s issuance of $550.0 million in aggregate principal amount of our 6.750% notes due 2029 (the “January 2029 Notes”). The January 2029 Notes will mature on January 30, 2029 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the January 2029 Notes Indenture. The January 2029 Notes bear interest at a rate of 6.750% per year payable semi-annually on January 30 and July 30 of each year, commencing on July 30, 2024. The January 2029 Notes are the Company’s general unsecured obligations that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the January 2029 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that we later secure) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.
In connection with the January 2029 Notes, the Company entered into an interest rate swap to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement, the Company receives a fixed interest rate of 6.75% per annum and pays a floating interest rate of SOFR + 2.876% per annum on $550.0 million of the January 2029 Notes. The Company designated the interest rate swap as the hedging instrument in a qualifying hedge accounting relationship.
ULTRA III Maximum Investment
On February 1, 2024 the Company entered into an amendment (“Amendment No. 1”) to the LLC Agreement with COM to increase the maximum investment amounts for the Company and COM in ULTRA III from $200.0 million and $28.6 million, respectively, to $400.0 million and $57.1 million, respectively. The increased investment amounts for the Company and COM correspond to membership interests of 87.5% and 12.5%, respectively.
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