UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 – Entry into a Material Definitive Agreement.
On May 30, 2024, Goldman Sachs Middle Market Lending Corp. II (the “Company”) entered into the Second Amendment (the “Second Amendment”) to the Senior Secured Revolving Credit Agreement, dated as of February 28, 2023 (as amended by that certain First Amendment thereto, dated as of July 31, 2023, the Second Amendment, and as otherwise amended or modified, the “Truist Revolving Credit Facility”), by and among the Company, as borrower, the lenders and issuing banks from time to time party thereto, and Truist Bank, as administrative agent.
The Second Amendment among other things, (i) extended (A) the revolver availability period from February 26, 2027 to May 30, 2028 and (B) the final maturity date from February 28, 2028 to May 30, 2029, (ii) reset the minimum shareholders’ equity test, (iii) replaced the interest rate benchmark for loans denominated in Canadian Dollars from CDOR to CORRA, which includes a credit spread adjustment of 0.29547% for one-month tenor loans and 0.32138% for three-month tenor loans and (iv) added the Australian Dollar as an Agreed Foreign Currency and the AUD Rate as its respective interest rate benchmark. Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Truist Revolving Credit Facility.
The foregoing description is only a summary of the material provisions of the Second Amendment and is qualified in its entirety by reference to a copy of the Second Amendment, 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:
| Exhibit Number |
Description | |
| 10.1* | Second Amendment to Senior Secured Revolving Credit Agreement, dated as of May 30, 2024, by and among the Company, as Borrower, the Lenders and Issuing Banks party thereto, and Truist Bank, as Administrative Agent. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
| * | Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted exhibit or schedule to the Securities and Exchange Commission upon its request. | |
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.
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GOLDMAN SACHS MIDDLE MARKET LENDING CORP. II (Registrant) | ||||
| Date: June 5, 2024 |
By: |
/s/ Alex Chi | ||||
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Name: Alex Chi | |||
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Title: Co-Chief Executive Officer and Co-President | |||
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By: |
/s/ David Miller | |||
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Name: David Miller | |||
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Title: Co-Chief Executive Officer and Co-President | |||