Hamilton Lane Inc. Enters Material Definitive Agreement

TL;DR

HLNE signed a big deal, creating a new financial obligation.

AI Summary

On October 7, 2024, Hamilton Lane Inc. entered into a material definitive agreement related to a direct financial obligation. The filing details the creation of this obligation under an off-balance sheet arrangement.

Why It Matters

This filing indicates a significant financial commitment or obligation for Hamilton Lane Inc., which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Entering into new financial obligations can introduce financial risks and impact the company's balance sheet.

Key Players & Entities

• Hamilton Lane Inc. (company) — Registrant
• October 7, 2024 (date) — Date of earliest event reported
• 110 Washington Street, Suite 1300 Conshohocken, PA 19428 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — which registered Class A Common Stock, $0.001 par value per share HLNE The Nasdaq Sto
• $100,000,000 — y of Hamilton Lane Incorporated, issued $100,000,000 aggregate principal amount of its 5.28%
• $185,000,000 — ate of not less than the greater of (a) $185,000,000 and (b) the amount equal to 80% of the
• $325 million — ments is subject to an aggregate cap of $325 million (the " Cap "). Each of the Amendments
• $75 m — ns in the aggregate principal amount of $75 million, subject to the Cap. Borrowings u
• $25 m — guarantees of debt subject to a cap of $25 million, and (c) modifies the events of d
• $100 m — ns in the aggregate principal amount of $100 million, subject to the Cap. Borrowings u
• $50 m — up to an aggregate principal amount of $50 million, subject to the Cap. Borrowings u

Filing Documents

• hlne-20241007.htm (8-K) — 55KB
• ex101-hamiltonlanexnotepur.htm (EX-10.1) — 580KB
• ex102-firstamendmenttomult.htm (EX-10.2) — 187KB
• ex103-fourthamendmenttomul.htm (EX-10.3) — 206KB
• ex104-fourthamendmenttorev.htm (EX-10.4) — 198KB
• ex105-fifthamendmenttoterm.htm (EX-10.5) — 221KB
• 0001433642-24-000110.txt ( ) — 1802KB
• hlne-20241007.xsd (EX-101.SCH) — 2KB
• hlne-20241007_lab.xml (EX-101.LAB) — 22KB
• hlne-20241007_pre.xml (EX-101.PRE) — 13KB
• hlne-20241007_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Private Placement of Senior Notes On October 8, 2024, Hamilton Lane Advisors, L.L.C. (" HLA "), the operating subsidiary of Hamilton Lane Incorporated, issued $100,000,000 aggregate principal amount of its 5.28% senior notes due October 15, 2029 (the " Notes "), pursuant to a note purchase agreement (the " Note Purchase Agreement ") dated as of October 8, 2024, among HLA and the purchasers party thereto in a private placement (the " Current Private Placement ") exempt from registration under the Securities Act. Interest on the Notes will be payable semi-annually in arrears on April 15 and October 15 of each year, commencing on April 15, 2025. Interest on the Notes will accrue from and including October 8, 2024. The Notes will mature on October 15, 2029. HLA intends to use the net proceeds from the issue and sale of the Notes for general corporate purposes, including but not limited to seeding new funds and creating new products. HLA may, at its option, prepay all, or from time to time any part of, the Notes, in an amount not less than 5% of the aggregate principal amount of the Notes then outstanding at a redemption price equal to 100% of the principal amount thereof plus the applicable "make-whole amount" and accrued and unpaid interest to the redemption date. Upon the occurrence of a change of control, HLA will be obligated to make an offer to holders to repurchase the Notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to the repurchase date. The Note Purchase Agreement contains certain covenants, including (i) a Consolidated Leverage Ratio (as defined in the Note Purchase Agreement) of 3.50 to 1.00 as of March 31 and September 30 of each calendar year (each, a " Test Date "), (ii) a minimum annual Management Fees (as defined in the Note Purchase Agreement) covenant as of each Test Date of not less than the greater of (a) $185,000,000 and (b) the amount equal

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of 5.28% senior notes due October 15, 2029 (included in Exhibit 10.1) 10.1 Note Purchase Agreement, dated October 8, 2024, among Hamilton Lane Advisors, L.L.C. and the purchasers party thereto. 10. 2 First Amendment to Multi-Draw Term Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C. 10. 3 Fourth Amendment to Multi-Draw Term Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C. 10. 4 Fourth Amendment to Revolving Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C. 10. 5 Fifth Amendment to Term Loan and Security Agreement, dated October 7, 2024, between JPMorgan Chase Bank, N.A. and Hamilton Lane Advisors, L.L.C . 104 Cover page Interactive Data File (embedded within the Inline XBRL document) Confidential information in this exhibit has been omitted.

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. HAMILTON LANE INCORPORATED Date: October 11, 2024 By: /s/ Lydia A. Gavalis Name: Lydia A. Gavalis Title: General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR