UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On November 22, 2024, Goldman Sachs Private Middle Market Credit II SPV II LLC (“SPV”) entered into a Second Amended and Restated Loan and Security Agreement (the “Second Amended and Restated Loan and Security Agreement”) among Goldman Sachs Private Middle Market Credit II LLC (the “Company”), JPMorgan Chase Bank, National Association, as administrative agent and lender, and U.S. Bank National Association, as collateral agent, collateral administrator and securities intermediary, amending and restating the Amended and Restated Loan and Security Agreement, dated as of March 5, 2021. Pursuant to the Second Amended and Restated Loan and Security Agreement, the parties agreed to (i) decrease the Financing Commitments (as defined in the Second Amended and Restated Loan and Security Agreement) by $400 million to $1.25 billion, (ii) reduce the applicable margin for advances from 2.55% to 2.05% (iii) extend the Reinvestment Period (as defined in the Second Amended and Restated Loan and Security Agreement) from November 24, 2024 to October 24, 2025, solely for funding delayed draw and revolver commitments and the required funding levels of the Unfunded Exposure Account (as defined in the Second Amended and Restated Loan and Security Agreement), (iv) permit SPV to make distributions of principal proceeds from Portfolio Investments (as defined in the Second Amended and Restated Loan and Security Agreement) to the Company for the period starting April 24, 2025 and ending 6 months prior to the Scheduled Termination Date (as defined in the Second Amended and Restated Loan and Security Agreement) on a pro rata basis with repayment of loans, subject to certain conditions, and (v) introduce step-downs in the advance rate utilized in the borrowing base test and certain covenants and events of default upon Net Advances (as defined in the Second Amended and Restated Loan and Security Agreement), falling below applicable thresholds of Net Asset Value (as defined in the Second Amended and Restated Loan and Security Agreement).
The foregoing description is only a summary of the material provisions of the Second Amended and Restated Loan and Security Agreement and is qualified in its entirety by reference to a copy of the Second Amended and Restated Loan and Security Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
| 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 above is incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits:
SIGNATURES
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.
| Goldman Sachs Private Middle Market Credit II LLC | ||||
| Date: November 26, 2024 | By: | /s/ Alex Chi | ||
| Name: Alex Chi | ||||
| Title: Co-Chief Executive Officer and Co-President | ||||
| By: | /s/ David Miller | |||
| Name: David Miller | ||||
| Title: Co-Chief Executive Officer and Co-President | ||||