424B3 1 d136963d424b3.htm 424B3 424B3

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-185676

TRILINC GLOBAL IMPACT FUND, LLC

SUPPLEMENT NO. 13 DATED FEBRUARY 9, 2016

TO THE PROSPECTUS DATED APRIL 27, 2015

This prospectus supplement (“Supplement”) is part of and should be read in conjunction with the prospectus of TriLinc Global Impact Fund, LLC (the “Company”), dated April 27, 2015, as supplemented by Prospectus Supplement No. 1, dated May 12, 2015, Prospectus Supplement No. 2, dated May 15, 2015, Prospectus Supplement No. 3, dated June 5, 2015, Prospectus Supplement No. 4, dated July 10, 2015, Prospectus Supplement No. 5, dated July 30, 2015, Prospectus Supplement No. 6, dated August 12, 2015, Prospectus Supplement No. 7, dated September 9, 2015, Prospectus Supplement No. 8, dated October 14, 2015, Prospectus Supplement No. 9, dated November 17, 2015, Prospectus Supplement No. 10, dated November 23, 2015, Prospectus Supplement No. 11, dated December 9, 2015, and Prospectus Supplement No. 12, dated January 22, 2016 (the “Prospectus”). Unless otherwise defined herein, capitalized terms used in this Supplement shall have the same meanings as in the Prospectus.

The purposes of this Supplement are as follows:

 

A. To provide information regarding our public offering;

 

B. To provide information regarding distributions declared;

 

C. To update the section of the Prospectus titled “Prospectus Summary;”

 

D. To update the section of the Prospectus titled “Risk Factors;”

 

E. To update the section of the Prospectus titled “Plan of Distribution;” and

 

F. To update the section of the Prospectus titled “Business.”

 

A. Status of Our Public Offering

As of February 5, 2016, we had raised gross proceeds of approximately $170.2 million from the sale of approximately 17.6 million units of our limited liability company interest, including units issued pursuant to our distribution reinvestment plan.

As previously disclosed, our board of managers elected to extend our current offering for up to an additional six month period. The offering will be extended to August 25, 2016, with the ability to extend for such later period as permitted under the rules and regulations of the SEC. In most of the states, we will need to renew the registration statement to continue the offering for this period. There is no guarantee that we will be able to extend the current offering in all such states. We reserve the right to terminate this offering at any time.

 

B. Declaration of Distributions

On January 19, 2016, with the authorization of our board of managers, the Company declared distributions for all classes of units for the period from January 1 through January 31, 2016. These distributions were calculated based on unitholders of record for each day in an amount equal to $0.00197268 per unit per day (less the distribution fee with respect to Class C units). On February 1, 2016, $582,740 of these distributions were paid in cash and on January 31, 2016, $421,766 were reinvested in the Company’s units for those investors participating in the Company’s unit Distribution Reinvestment Plan. Some or all of the Company’s distributions have been and may continue to be paid from sources other than cash flow from operations, such as capital contributions from the Sponsor, cash resulting from a waiver or deferral of fees, and/or proceeds from this offering.

 

C. Update to Section Titled “Prospectus Summary”

The last two sentences in the second paragraph of sub-section entitled “Our Advisor” are deleted in their entirety.

The last two sentences in the sub-section entitled “Our Dealer Manager” are deleted in their entirety.

D. Update to Section Titled “Risk Factors”

The risk factor titled “Recent disclosures made by American Realty Capital Partners, Inc. (“ARCP”), a publicly-traded real estate investment trust, regarding alleged accounting errors made by ARCP employees have led to market concerns regarding RCAP and the temporary suspension or delaying of the distribution of our units in our ongoing public offering by a limited number of broker-dealers. To the extent additional broker-dealers suspend or delay their participation in our offering, we may be unable to raise sufficient capital to enable us to meet our investment objectives, and as a result your investment in us may suffer adverse consequences.” on page 36 of the Prospectus is deleted in its entirety.

 

E. Update to Section Titled “Plan of Distribution”

The last two sentences in the sub-section entitled “Dealer Manager” are deleted in their entirety.

 

F. Update to the Section Titled “Business”

 

1. The following information updates and supplements the “Business—Investments—Overview” section of the Prospectus to provide certain information regarding the Company’s investment portfolio as of January 31, 2016:

Investments

Since the Company commenced operations and through January 31, 2016, the Company has funded $234.4 million in in aggregate investments, including $28.0 million in short-term investments. Of the aggregate investment amount, the Company has received $119.3 million in full aggregate transaction repayments from existing and exited trade finance and term loan facilities. Of the aggregate transaction repayment amount, approximately $45.4 million represents transactions of trade finance and term loan facilities that are closed and no longer part of the Company’s portfolio.

As of January 31, 2016 the Company had the following investments:

 

Investment Portfolio  
Description   Sector   Country   Investment
Type		   Maturity1     Interest
Rate2		     Total Loan
Commitment3		     Total Amount
Outstanding4		     Primary
Impact
Objective		  

Agriculture Distributor5

   Farm-Product Raw
Materials		   Argentina   Trade
Finance		     9/30/2016        9.00 %    $ 15,000,000      $ 15,000,000        Job Creation   

Agricultural Supplies Distributor

   Miscellaneous Non-
Durable Goods		   South
Africa		   Trade
Finance		     1/14/2016        10.38 %    $ 10,000,000      $ 4,361,205        Job Creation   

Beef Exporter

   Meat Products   Argentina   Trade
Finance		     4/30/2016        11.98 %    $ 9,000,000      $ 9,000,000        Job Creation   

Chia Seed Exporter

   Field Crops, Except
Cash Grains		   Chile   Trade
Finance		     12/11/2016        11.50 %    $ 2,000,000      $ 1,900,000       
 		 Agricultural
Productivity		   
  

Construction Materials Distributor

   Hardware, Plumbing,
and Heating
Equipment		   South
Africa		   Trade
Finance		     7/1/2015 6      12.75 %    $ 750,000      $ 176,982        Job Creation   

Consumer Goods Distributor

   Groceries and
Related Products		   Namibia   Trade
Finance		     3/3/2016        12.00 %    $ 2,000,000      $ 1,000,000        Job Creation   

Dairy Co-Operative

   Dairy Products   Argentina   Trade
Finance		     3/31/2016        10.90 %    $ 6,000,000      $ 6,000,000        Job Creation   

Diaper Manufacturer

   Converted Paper and
Paperboard Products		   Peru   Term Loan     6/15/2017        14.72 %7    $ 3,250,000      $ 3,250,000        Job Creation   

Electronics Assembler

   Communications
Equipment		   South
Africa		   Trade
Finance		     4/15/2016        13.00 %    $ 11,000,000      $ 5,141,284        Job Creation   

Farm Supplies Distributor

   Miscellaneous Non-
Durable Goods		   Zambia   Trade
Finance		     10/25/2015 8      12.41 %    $ 10,000,000      $ 4,098,526        Job Creation   

Fish Processor & Exporter9

   Commercial Fishing   Ecuador   Trade
Finance		     6/19/2016        9.00 %    $ 2,000,000      $ 2,000,000        Job Creation   

Fruit & Nut Distributor

   Groceries and
Related Products		   South
Africa		   Trade
Finance		     5/22/2015 10      17.50 %    $ 1,250,000      $ 667,838        Job Creation   

Integrated Steel Producer

   Steel Works, Blast
Furnaces, and
Rolling and
Finishing Mills		   Zambia   Trade
Finance		     2/14/2016        13.00 %    $ 6,000,000      $ 6,000,000        Job Creation   

IT Service Provider

   Computer
Programming and
Data Processing		   Brazil   Term Loan     10/31/2019        13.50 %    $ 14,000,000      $ 5,413,808        Job Creation   

Marine Logistics Provider

   Services Incidental
to Water
Transportation		   Nigeria   Term Loan     9/16/2020        15.59 %11    $ 16,050,000      $ 12,956,833       
 		 Capacity-
Building		  
  

Meat Processor

   Meat Products   South
Africa		   Trade
Finance		     1/28/2016        14.50 %    $ 2,800,000      $ 950,000        Job Creation   

Mine Remediation Company

   Metal Mining
Services		   South
Africa		   Trade
Finance		     8/15/2016        17.50 %    $ 2,500,000      $ 2,500,000        Job Creation   

Oilseed Distributor12

   Fats and Oils   Argentina   Trade
Finance		     3/1/2016        8.89 %    $ 5,100,000      $ 5,100,000        Job Creation   

Rice Importer

   Farm-Product Raw
Materials		   Kenya   Trade
Finance		     2/18/2016        11.33 %13    $ 1,000,000      $ 375,182       
 		 Food
Security		   
  

Rice Producer

   Cash Grains   Tanzania   Trade
Finance		     10/26/2015 14      11.50 %    $ 3,900,000      $ 3,900,000        Job Creation   

Sesame Seed Exporter

   Farm-Product Raw
Materials		   Guatemala   Trade
Finance		     3/31/2016        12.00 %    $ 2,000,000      $ 1,000,000       
 		 Agricultural
Productivity		   
  

Sugar Producer

   Field Crops, Except
Cash Grains		   Brazil   Term Loan     5/15/2017        17.43 %15    $ 3,000,000      $ 3,000,000       
 		 Capacity-
Building		  
  

Textile Distributor16

   Apparel, Piece
Goods, and Notions		   South
Africa		   Trade
Finance		     5/28/2016        15.00 %    $ 2,500,000      $ 748,788        Job Creation   

Investment Portfolio Total

       $ 131,100,000      $ 94,540,446     

Short-Term Investments17

          

Agricultural Products Exporter18

   Farm-Product Raw
Materials		   Singapore   Short-Term     8/22/2015        11.50 %    $ 10,000,000      $ 10,000,000        N/A   

Meat Producer

   Meat Products   South
Africa		   Short-Term     1/31/2016        14.50 %    $ 2,000,000      $ 1,500,000        NA   

Short-Term Investment Total

       $ 12,000,000      $ 11,500,000     

Investment Portfolio and Short-Term Investment Totals

       $ 143,100,000      $ 106,040,446     

1 The Company’s trade finance borrowers may be granted flexibility with respect to repayment relative to the stated maturity date to accommodate specific contracts and/or business cycle characteristics. This flexibility in each case is agreed upon between the Company and the sub-advisor and between the sub-advisor and the borrower.
2 Interest rates are as of January 31, 2016. Interest rates include contractual rates and accrued fees where applicable.
3 The total loan commitment represents the maximum amount that can be borrowed under the agreement. The actual amount drawn on the loan by the borrower may change over time. Loan commitments are subject to availability of funds and do not represent a contractual obligation to provide funds to a borrower.
4 The total amount outstanding represents the actual amount borrowed under the loan as of January 31, 2016. In some instances where there is a $0 balance, the borrower may have paid back the original amount borrowed under a trade finance facility and under an agreement, may borrow again.
5  Between January 4 and January 19, 2016, the Company funded three separate transactions totaling $7,000,000 to the Agriculture Distributor as part of an existing $15,000,000 trade finance facility at an interest rate of 9.00%. Secured by purchase contracts and receivables, the first two transactions totaling $5,000,000 are set to mature on September 30, 2016 while the remaining $2,000,000 transaction is set to mature on September 4, 2016. The borrower anticipates that the Company’s financing will support economic growth through job creation, increased exports, and increased agricultural productivity.
6 The Company and the Construction Materials Distributor have mutually agreed to extend the principal maturity date as the borrower continues to make interest payments as agreed.
7  On January 14, 2016, the Company funded $310,000 as part of an existing $500,000 senior secured purchase order revolving credit facility to the Diaper Manufacturer. The purchase order facility is secured by specific purchase orders from customers of the borrower, as well as pledges of additional unencumbered assets and all shares of the borrower. The interest rate includes 2.50% of deferred interest.
8 The Company and the Farm Supplies Distributor have mutually agreed to extend the principal maturity date as the borrower continues to make interest payments as agreed.
9 On January 15, 2016, the Company funded $243,747 to the Fish Processor and Exporter as part of an existing $2,000,000 revolving senior secured trade finance facility at a fixed interest rate of 9.00%. With a maturity date of June 19, 2016, the transaction is secured by specific receivables and inventory destined for export. It is anticipated that the Company’s financing will support employment generation and increases in employee wages.
10  The Company, together with its Sub-Advisor, have agreed to extend the principal maturity date to facilitate the strategic sale of the Fruit & Nut Distributor on or before March 31, 2016.
11  The interest rate is a variable rate of one month Libor +10.5% plus 4.68% in deferred fixed interest.
12  On January 19, 2016, the Company funded $2,000,000 to the Oilseed Distributor as part of an existing $5,100,000 revolving trade finance facility at an interest rate of 8.89%. Secured by purchase contracts and receivables, this transaction is set to mature on March 1, 2016. The borrower anticipates that the Company’s financing will support economic growth through job creation, increased exports, and increased agricultural productivity.
13 The interest rate is a variable rate of three month Libor +11.00%.
14  The Company and the Rice Producer have mutually agreed to extend the principal maturity date as the borrower continues to make interest payments as agreed.
15  The interest rate includes 5.00% of penalty interest because the borrower has missed making required interest payments. On August 27, 2015, the Company was informed that the borrower had filed for judicial recuperation with the local court in Brazil. The filing allows the borrower time to present a comprehensive plan of restructure to the Company.
16  Between January 15 and 29, 2016, the Company funded three separate transactions totaling $280,181 as part of an existing $2,500,000 revolving senior secured trade finance facility at a fixed interest rate of 15.00% to the Textile Distributor. Set to mature between May 17 and May 28, 2016, the transactions are secured by specific inventory being imported into South Africa from Asia. The borrower anticipates that the Company’s financing will support employment generation.
17 Short-Term Investments are defined as investments that generally meet the standard underwriting guidelines for trade finance and term loan transactions and that also have the following characteristics: (1) maturity of less than one year, (2) loans to borrowers to whom, at the time of funding, the Company does not expect to re-lend. Impact data is not tracked for Short-term Investments.
18 The transaction is secured by specific collateral held by the borrower’s subsidiaries in Kenya, Tanzania, and Zambia. The Company and the borrower have mutually agreed to extend the principal maturity date through March 31, 2016.

As of January 31, 2016 the Company had exited the following investments:

 

Investment Portfolio                                        
Description   Sector   Country   Investment
Type		   Transaction
Date		     Transaction
Amount		    

Payoff

Date

     Internal
Rate of
Return
(“IRR”)1		    

Primary

Impact
Objective

Agricultural Supplies Producer

   Agricultural
Chemicals		   South
Africa		   Trade
Finance		     10/15/2014      $ 8,196,189        8/14/2015        13.02 %    Job Creation

Candle Distributor

   Miscellaneous
Manufacturing
Industries		   South
Africa		   Trade
Finance		     9/1/2014      $ 1,400,000        9/16/2015        14.27 %    Job Creation

Cement Distributor

   Cement,
Hydraulic		   Kenya   Trade
Finance		     9/23/2014      $ 12,000,000        10/15/2015        15.29 %    Job Creation

Electronics Retailer

   Radio,
Television,
Consumer
Electronics,
and Music
Stores		   Indonesia   Term Loan     7/26/2013      $ 5,000,000        6/17/2014        19.59 %    Access to
Finance

Farm Supplies Wholesaler

   Miscellaneous
Non-Durable
Goods		   South
Africa		   Trade
Finance		     5/25/2015      $ 2,250,000        1/19/2016        13.14 %    Agricultural
Productivity

Fertilizer Distributor

   Agricultural
Chemicals		   Zambia   Trade
Finance		     7/17/2014      $ 3,000,000        11/4/2014        12.65 %    Job Creation

Food Processor

   Groceries and
Related
Products		   Peru   Term Loan     3/25/2014      $ 576,000        11/28/2014        14.01 %    Job Creation

Frozen Seafood Exporter

   Groceries and
Related
Products		   Ecuador   Trade
Finance		     6/17/2013      $ 240,484        5/14/2014        13.49 %    Job Creation

Industrial Materials Distributor

   Mineral and
Ores		   South
Africa		   Trade
Finance		     11/20/2014      $ 4,030,000        12/15/2015        13.64 %    Job Creation

Insulated Wire Manufacturer

   Rolling,
Drawing, and
Extruding of
Nonferrous
Metals		   Peru   Trade
Finance		     5/2/2014      $ 1,991,000        12/2/2014        8.43 %    Job Creation

International Tuna Exporter

   Groceries and
Related
Products		   Ecuador   Trade
Finance		     7/17/2013      $ 1,000,000        10/9/2013        13.58 %    Job Creation

Rice & Bean Importer

   Groceries and
Related
Products		   South
Africa		   Trade
Finance		     7/7/2014      $ 1,000,000        8/5/2015        12.97 %    Job Creation

Seafood Processing Company

   Miscellaneous
Food
Preparations
and Kindred
Products		   Ecuador   Trade
Finance		     6/19/2013      $ 496,841        7/1/2013        13.44 %    Job Creation

Timber Exporter

   Sawmills and
Planing Mills		   Chile   Trade
Finance		     7/3/2013      $ 915,000        6/12/2014        10.25 %    Job Creation

Waste Management Equipment Distributor

   Machinery,
Equipment,
and Supplies		   South
Africa		   Trade
Finance		     2/13/2015      $ 310,752        5/15/2015        20.19 %    Equality &
Empowerment

Investment Portfolio Totals

       $ 42,406,266         

Investment Portfolio—Weighted Average IRR

  

       14.33 %   

Short-Term Investments1

  

      

Financial Services Provider

   Miscellaneous
Business Credit
Institutions		   Mauritius   Short-Term     9/23/2014      $ 3,000,000        11/17/2014        15.94 %    N/A

Short-Term Investments Total

  

   $ 3,000,000         

Short-Term Investments—Weighted Average IRR

  

       15.94 %   

Investment Portfolio and Short-Term Investments Totals

  

   $ 45,406,266         

Investment Portfolio and Short-Term Investments—Weighted Average IRR

  

       14.43 %   

 

1  Given that the loan has been paid off, this investment is no longer part of the Company’s portfolio. The internal rate of return is defined as the gross average annual return earned through the life of an investment. The internal rate of return was calculated by our Advisor (unaudited) as the investment (loan advance) was made and cash was received (principal, interest and fees).

Certain Portfolio Characteristics1

 

Total Assets (est.)

    $ 146,300,000   

Current Loan Commitments

    $ 131,100,000   

Leverage

      0 % 

Weighted Average Portfolio Loan Size

    $ 4,343,191   

Weighted Average Portfolio Duration

      0.69 years   

Weighted Average Position Yield

      12.31 % 

Average Collateral Coverage Ratio

      1.52x   

USD Denominated

      100 % 

Senior Secured First-Lien

      100 % 

Countries2

      12   

Sectors2

      17   

Top Five Investments by Percentage

 

Company Description    Country        % of Total Assets  

Agriculture Distributor

    Argentina      10.2 % 

Marine Logistics Provider

    Nigeria      8.8 % 

Beef Exporter

    Argentina      6.1 % 

Dairy Co-Operative

    Argentina      4.1 % 

Integrated Steel Producer

    Zambia      4.1 % 

 

LOGO

 

 

1  All information provided in this section, with the exception of the Total Asset (est.) figure, pertains exclusively to the Company’s Investment Portfolio and therefore does not include the Company’s Short-Term Investments.

2  This represents all countries/sectors where the Company currently has a loan commitment. Due to the revolving debt nature of trade finance facilities and the timing of funding, it is possible that certain commitments currently have a zero outstanding balance and would therefore not be represented in the country/sector allocation charts, which represents invested capital.
3  The above charts represent investment type, developing economy, and sector diversification as a percentage of the total amount outstanding of the Company’s Investment Portfolio.