UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 1.01 - Entry into a Material Definitive Agreement.
On June 12, 2025, GSCR Mott Street SPV LLC (“GSCR Mott Street”), a wholly owned subsidiary of Goldman Sachs Private Credit Corp. (the “Company”), entered into the second amendment (the “Second Amendment”) to the Loan and Servicing Agreement, dated as of August 9, 2024 (as amended, supplemented and/or otherwise modified and in effect from time to time, including by the Second Amendment, the “MS Revolving Credit Facility”) by and among GSCR Mott Street, as borrower, Morgan Stanley Senior Funding, Inc. (“MS”), as administrative agent, State Street Bank and Trust Company, as collateral agent, account bank and collateral custodian, the Company, as servicer and as transferor, and the lenders party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to them in the MS Revolving Credit Facility.
The Second Amendment provides for, among other things, (i) a one year extension of the revolving period from August 8, 2027 to August 8, 2028; (ii) a one year extension of the stated maturity date from August 9, 2029 to August 9, 2030; (iii) a three month extension of the Ramp-Up Period from the nine month anniversary of the Closing Date to the twelve month anniversary of the Closing Date; (iv) an amended minimum utilization schedule whereby the minimum utilization amount will be (x) from the Second Amendment Date to the twelve month anniversary of the Closing Date, 35%, (y) from the twelve month anniversary of the Closing Date to the eighteen month anniversary of the Closing Date, 50% and (z) thereafter, 70%; (v) revisions to certain eligibility criteria and concentration limitations with respect to PIK assets; and (vi) the addition of Swiss Francs and Norwegian Krone as eligible currencies.
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 Loan and Servicing Agreement, dated as of June 12, 2025, by and among GSCR Mott Street, as borrower, Morgan Stanley Senior Funding, Inc., as administrative agent, State Street Bank and Trust Company, as collateral agent, account bank and collateral custodian, the Company, as servicer and as transferor, and the lenders party thereto. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
*Certain exhibits, annexes 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, annex 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: June 18, 2025 | 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 | |||||