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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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01 Entry into a Material Definitive Agreement.
On March 26, 2025, Overland Advantage (the “Company”) entered into an amendment (the “Third Amendment”) to that certain Revolving Credit Agreement among the Company, as the initial borrower, Overland Advantage Feeder Fund, L.P., as the guarantor, Overland Advantage Feeder Fund GP Ltd., as the general partner of the Guarantor, Sumitomo Mitsui Trust Bank, Limited, New York Branch, as administrative agent, arranger and a lender, and NatWest Markets PLC, as a lender (the “SMTB Credit Facility”).
Among other things, the Third Amendment extended the time period in which the maximum commitments under the SMTB Credit Facility are increased from $100.0 million to $200.0 million from March 31, 2025 to June 30, 2025, after which the maximum commitments under the SMTB Credit Facility will be automatically reduced to $100.0 million. The Company will be required to repay any outstanding loans under the SMTB Credit Facility in excess of $100.0 million by June 30, 2025.
The description above is only a summary of the material provisions of the Third Amendment and is qualified in its entirety by reference to the copy of the Third Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K and is incorporated herein by reference thereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
10.1* |
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104 |
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Cover Page Interactive Data File (embedded within in Inline XBRL document). |
*Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and/or schedules to the SEC 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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OVERLAND ADVANTAGE |
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Date: |
April 1, 2025 |
By: |
/s/ Kimberly A. Terjanian |
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Name: Kimberly A. Terjanian |