Great Elm Capital Corp. Announces Material Definitive Agreement

TL;DR

GECC inked a deal, sold some stock, and has notes due in '25, '26, '28, '29.

AI Summary

Great Elm Capital Corp. announced on June 21, 2024, that it entered into a material definitive agreement related to its common stock. The company also disclosed unregistered sales of equity securities and other events, with financial statements and exhibits included. The filing details various notes due in 2025, 2026, 2028, and 2029 with differing interest rates.

Why It Matters

This filing indicates significant corporate actions and potential equity transactions by Great Elm Capital Corp., which could impact its financial structure and stock value.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and regulatory risks.

Key Numbers

• 2025 — Notes Due (Maturity date for some of the company's notes.)
• 2026 — Notes Due (Maturity date for some of the company's notes.)
• 2028 — Notes Due (Maturity date for some of the company's notes.)
• 2029 — Notes Due (Maturity date for some of the company's notes.)

Key Players & Entities

• Great Elm Capital Corp. (company) — Registrant
• June 21, 2024 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common stock, $0.01 par value GECC Nasdaq Global Market
• $12.03 — ares"), at a current net asset value of $12.03 per share or an aggregate purchase pric
• $11,999,997 — share or an aggregate purchase price of $11,999,997. The Purchaser is a special purpose v

Filing Documents

• gecc-20240621.htm (8-K) — 54KB
• gecc-ex10_1.htm (EX-10.1) — 149KB
• gecc-ex99_1.htm (EX-99.1) — 13KB
• img78866663_0.jpg (GRAPHIC) — 4KB
• img78866663_1.jpg (GRAPHIC) — 4KB
• 0000950170-24-076458.txt ( ) — 428KB
• gecc-20240621.xsd (EX-101.SCH) — 57KB
• gecc-20240621_htm.xml (XML) — 9KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 21, 2024, Great Elm Capital Corp. (the "Company") entered into a Share Purchase Agreement with Prosper Peak Holdings, LLC (the "Purchaser"), pursuant to which the Purchaser purchased, and the Company issued, 997,506 shares of the Company's common stock, par value $0.01 (the "Shares"), at a current net asset value of $12.03 per share or an aggregate purchase price of $11,999,997. The Purchaser is a special purpose vehicle which is owned 25% by Great Elm Group, Inc. ("GEG"). Great Elm Capital Management, Inc. ("GECM"), the investment manager of the Company, is a wholly-owned subsidiary of GEG. The Common Stock was issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act of 1933 (the "Securities Act").

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information set forth in Item 1.01 above is incorporated by reference into this Item 3.02.

01 Other Events

Item 8.01 Other Events. On June 24, 2024, the Company issued a press release in connection with the issuance of the Shares. A copy of the press release is filed as Exhibit 99.1 to this report.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. The following exhibits are filed herewith: Exhibit Number Description 10.1 Share Purchase Agreement, dated June 21, 2024, by and between Great Elm Capital Corp. and Prosper Peak Holdings, LLC. 99.1 Press Release, dated June 24, 2024. 104 The cover page of this Current Report on Form 8-K, formatted as inline XBRL.

SIGNATURES

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. GREAT ELM CAPITAL CORP. Date: June 24, 2024 /s/ Keri A. Davis By: Keri A. Davis Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR