UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): October 28, 2020

Nuveen Churchill Direct Lending Corp.

(Exact name of registrant as specified in its charter)

Maryland

000-56133

84-3613224

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

         

430 Park Avenue, 14th Floor, New York, NY						10022
(Address of Principal Executive Offices)						(Zip Code)

  

Registrant’s telephone number, including area code: (212) 207-2003

 

Not Applicable

(Former name or former address, if changed since last report.)

 

 

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:

 

						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

						Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

  

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

None

N/A

N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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. ☐

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Item 1.01    Entry into a Material Definitive Agreement

 

On October 28, 2020, Nuveen Churchill BDC SPV I, LLC ("SPV I"), a wholly-owned subsidiary of Nuveen Churchill Direct Lending Corp. (the "Company"), entered into an Omnibus Amendment to Transaction Documents (the "Amendment") amending the Amended and Restated Loan and Security Agreement, dated as of December 31, 2019 (as so amended, the "Loan Agreement"), among SPV I, as borrower, the Company, as the collateral manager, the lenders from time to time party thereto (the “Lenders”), Wells Fargo Bank, National Association ("Wells Fargo"), as administrative agent, and U.S. Bank National Association, as collateral agent and custodian.

The Amendment increases the maximum facility amount available under the Loan Agreement from $175 million to $275 million, and extends the reinvestment period to October 28, 2023 and the maturity date to October 28, 2025, among other changes. Advances under the Loan Agreement are secured by a pool of middle-market loans subject to eligibility criteria and advance rates specified in the Loan Agreement. The Loan Agreement, as so amended, also requires the Company to maintain an asset coverage ratio at least equal to 1.50:1.00. Advances under the Loan Agreement may be prepaid and reborrowed at any time during the reinvestment period, but any termination or reduction of the facility amount prior to the second anniversary of the amendment date (subject to certain exceptions) is subject to a commitment reduction fee of 2% (during the first year following the amendment date) or 1% (during the second year).

The description above is only a summary of the material provisions of the Amendment and is qualified in its entirety by reference to the copy of the Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K and is incorporated herein by reference thereto.

Item 2.03    Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The disclosure set forth above under Item 1.01 is incorporated by reference herein.

Item 9.01    Financial Statements and Exhibits    

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

Exhibit No.						Description
10.1						Form of Omnibus Amendment to Transaction Documents, dated as of October 28, 2020, by and among Nuveen Churchill BDC SPV I LLC, as borrower, Nuveen Churchill Direct Lending Corp., as collateral manager and equity investor, and Wells Fargo Bank, National Association, as administrative agent and lender.

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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.

 

			Nuveen Churchill Direct Lending Corp.
Date: October 30, 2020			By:						/s/ Kenneth J. Kencel
									Kenneth J. Kencel Chief Executive Officer and President