UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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) May 15, 2009
Gladstone
Capital Corporation
(Exact
name of registrant as specified in its charter)
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Maryland
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814-00237
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54-2040781
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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1521
Westbranch Drive, Suite 200
McLean,
Virginia
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22102
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (703)
287-5800
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))
Item
1.01 Entry into a Material Definitive Agreement.
On May
15, 2009 Gladstone Capital Corporation (the “Company”), through its wholly-owned
subsidiary Gladstone Business Loan, LLC, entered into a third amended and
restated credit agreement providing for a $127 million revolving line of credit
arranged by Key Equipment Finance Inc. as administrative agent, replacing
Deutsche Bank, A.G. as administrative agent (the “KEF
Facility”). Branch Banking and Trust Company (“BB&T”) also joined
the KEF Facility as a committed lender. In connection with entering into
the KEF Facility, the Company drew down borrowings of $104.3 million under the
KEF Facility, which were used to make a final payment to Deutsche Bank, A.G. in
satisfaction of all unpaid principal and interest owing to Deutsche Bank under
the prior credit agreement. Subject to certain terms and conditions, the
KEF Facility may be expanded up to $200 million through the addition of other
committed lenders to the facility. Without the addition of other
committed lenders, the KEF Facility provides a total commitment of $127 million
through December 31, 2009, $102 million from January 1, 2010 to May 11, 2010,
and $77 million thereafter. The KEF Facility matures on May 14, 2010,
and if the facility is not renewed or extended by this date, all principal and
interest will be due and payable on the scheduled maturity date of May 14,
2011. Advances under the KEF Facility will generally bear interest at the
30-day LIBOR or Commercial Paper (“CP”) rate (subject to a minimum rate of 2%),
plus 4% per annum, with a commitment fee of 0.75% per annum on undrawn
amounts.
Item
8.01 Other Events.
On May
18, 2009, the Company issued a press release announcing the closing of the KEF
Facility described in Item 1.01 above. A copy of the press release is
filed herewith as Exhibit 99.1.
Forward-Looking
Statements
The
statements in this Form 8-K regarding the expansion of the credit facility
through the addition of other committed lenders are forward-looking statements
that involve a number of known and unknown risks and
uncertainties. Factors that could cause actual results to differ
materially from the forward-looking statements include, but are not limited to,
the ability of the Company to identify other committed lenders who will agree to
join the KEF Facility under its current terms and obtain the consent of the
existing committed lenders to the addition of any new lenders to the KEF
Facility. Additional factors that could cause actual results to
differ materially from those stated or implied by the Company’s forward-looking
statements are disclosed in its other filings with the Securities and Exchange
Commission. These forward-looking statements represent the Company’s
judgment as of the time of the filing of this Form 8-K. The
Company disclaims any intent or obligation to update these forward-looking
statements, whether as a result of new information, future events or otherwise,
except as may be required under applicable law.
Item
9.01. Financial Statements and Exhibits
Exhibit 10.1
— Third Amended and Restated Credit Agreement dated as of May 15, 2009 by and
among Gladstone Business Loan, LLC as Borrower, Gladstone Management Corporation
as Servicer, the Committed Lenders named therein, the CP Lenders named therein,
the Managing Agents named therein, and Key Equipment Finance Inc. as
Administrative Agent.
Exhibit
99.1 – Press release dated May 18, 2009
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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Gladstone
Capital Corporation
(Registrant)
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May
18, 2009
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By: /s/
Gresford Gray
(Gresford
Gray, Chief Financial
Officer)
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