UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 1.01 - Entry into a Material Definitive Agreement.
BNPP Revolving Credit Facility
On October 31, 2024, GS Private Credit SPV Public I LLC (“SPV Public I”), a wholly owned subsidiary of Goldman Sachs Private Credit Corp. (the “Company”), entered into the Second Amendment (the “Second Amendment”) to the Revolving Credit and Security Agreement, dated as of September 28, 2023 (as amended, supplemented and/or otherwise modified and in effect from time to time, the “BNPP Revolving Credit Facility”), by and among BNP Paribas, as administrative agent, State Street Bank and Trust Company, as collateral agent, the Company, as equityholder and investment advisor, SPV Public I, as borrower, and the lenders party thereto. The Second Amendment, among other things, (i) increased the aggregate maximum facility amount from $400 million to $900 million, (ii) extended the end of the period in which the Company may make borrowings under the facility from May 30, 2026 to October 31, 2026, (iii) extended the final maturity date of the facility from May 31, 2027 to November 1, 2027 and (iv) reduced the margin applicable to advances from 1.735% per annum to 1.63% per annum, which applicable margin shall increase to 2.63% per annum after the expiration of the reinvestment period.
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.
Truist Revolving Credit Facility
On November 4, 2024, in connection with the Senior Secured Revolving Credit Agreement, dated as of April 6, 2023 (as amended, supplemented and/or otherwise modified and in effect from time to time, 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 Company exercised its right pursuant to the terms of the Truist Revolving Credit Facility to request a Commitment Increase and Fifth Third Bank, National Association agreed to participate in an increase of the Multicurrency Commitments from $900 million to $950 million. As a result, the total Commitments under the Truist Revolving Credit Facility increased from $1,180 million to $1,230 million. Pursuant to the accordion feature in the Truist Revolving Credit Facility, the aggregate amount of all Commitments thereunder may be further increased up to $1,770 million. Capitalized terms used but not defined herein have the meanings ascribed thereto in the Truist Revolving Credit Facility.
The foregoing description is only a summary of the material provisions of the commitment increase request (the “Commitment Increase Request”) and is qualified in its entirety by reference to a copy of the Commitment Increase Request, which is filed as Exhibit 10.2 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 Revolving Credit and Security Agreement, dated as of October 31, 2024, by and among GS Private Credit SPV Public I LLC, BNP Paribas, as administrative agent, State Street Bank and Trust Company, as collateral agent, and Goldman Sachs Private Credit Corp., as equityholder and investment advisor. | |
| 10.2 | Commitment Increase Request, dated as of November 4, 2024, by the Company. | |
| 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.
| GOLDMAN SACHS PRIVATE CREDIT CORP. (Registrant) | ||||
| Date: November 6, 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 | |||