Silver Spike Investment Corp. Files 8-K on Security Holder Vote

TL;DR

SPIKE is calling a shareholder vote, expect news soon.

AI Summary

Silver Spike Investment Corp. filed an 8-K on September 27, 2024, reporting on events that occurred on September 23, 2024. The filing indicates that the company is submitting matters to a vote of its security holders and includes disclosures under Regulation FD, along with financial statements and exhibits. The company is incorporated in Maryland and its principal executive offices are located at 600 Madison Avenue, Suite 1800, New York, NY 10022.

Why It Matters

This filing signals that Silver Spike Investment Corp. is engaging its shareholders on important corporate matters, which could lead to significant changes in the company's direction or governance.

Risk Assessment

Risk Level: medium — Filings related to shareholder votes can indicate potential changes in corporate strategy or leadership, which inherently carry risk.

Key Players & Entities

• Silver Spike Investment Corp. (company) — Registrant
• Maryland (jurisdiction) — State of Incorporation
• New York (location) — Principal Executive Offices City
• 600 Madison Avenue, Suite 1800 (address) — Principal Executive Offices
• 10022 (zip_code) — Principal Executive Offices Zip Code
• September 23, 2024 (date) — Date of earliest event reported
• September 27, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value per share SSIC The Nasdaq

Filing Documents

• dp218371_8k.htm (8-K) — 45KB
• dp218371_ex9901.htm (EX-99.1) — 13KB
• 0000950103-24-014013.txt ( ) — 240KB
• ssic-20240923.xsd (EX-101.SCH) — 3KB
• ssic-20240923_lab.xml (EX-101.LAB) — 33KB
• ssic-20240923_pre.xml (EX-101.PRE) — 22KB
• dp218371_8k_htm.xml (XML) — 4KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On September 23, 2024, Silver Spike Investment Corp. ("SSIC" or the "Company") held a special meeting of stockholders (the "Special Meeting"). The Company submitted three matters to the vote of its stockholders, which are described in detail in the Company's proxy statement/prospectus for the Special Meeting filed with the Securities and Exchange Commission (the "SEC") on August 30, 2024. As of the close of business on August 27, 2024, the record date for the Special Meeting, there were 6,214,964 shares of the Company's common stock outstanding and entitled to vote at the Special Meeting. A summary of the matters voted upon by the Company's stockholders at the Special Meeting is set forth below. Proposal 1: Approval of the Stock Issuance The Company's stockholders approved the issuance of shares of SSIC common stock, $0.01 par value per share, to be issued pursuant to the Purchase Agreement, dated as of February 18, 2024, between SSIC and Chicago Atlantic Loan Portfolio, LLC ("CALP") in accordance with NASDAQ listing rule requirements. The following votes were taken in connection with this proposal: For Against Abstain Broker Non-Votes 4,952,838 10,457 1,705 - Proposal 2: Election of Director Nominees The Company's stockholders elected Frederick C. Herbst, John Mazarakis and Jason Papastavrou to the board of directors of the Company to serve until the 2025, 2026, and 2027 annual meetings of stockholders, respectively, and until their respective successors are duly elected and qualified. The following votes were taken in connection with this proposal: Name For Withhold Broker Non-Votes Frederick C. Herbst 4,957,950 7,050 - John Mazarakis 4,957,950 7,050 - Jason Papastavrou 4,957,950 7,050 - Proposal 3: Advisory Agreement Approval Proposal The Company's stockholders approved a new investment advisory agreement by and between SSIC and Silver Sp

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On September 23, 2024, the Company issued a press release announcing, among other things, that the stockholders of the Company voted at the Special Meeting to approve the proposal related to the Company's acquisition from CALP of a portfolio of loans (the "CALP Loan Portfolio") in exchange for newly-issued shares of the Company's common stock (the "Loan Portfolio Acquisition"). A copy of the press release is furnished herewith as Exhibit 99.1. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed "filed" for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act") or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Forward-Looking Statements

Forward-Looking Statements Some of the statements in this Current Report on Form 8-K constitute forward-looking statements because they relate to future events, future performance or financial condition of the Company or the Loan Portfolio Acquisition. The forward-looking statements may include statements as to: future operating results of the Company and distribution projections; business prospects of the Company and the prospects of its portfolio companies; and the impact of the investments that the Company expects to make. In addition, words such as "may," "might," "will," "intend," "should," "could," "can," "would," "expect," "believe," "estimate," "anticipate," "predict," "potential," "plan" or similar words indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this Current Report on Form 8-K involve risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected, including the uncertainties associated with (i) the timing or likelihood of the Loan Portfolio Acquisition closing; (ii) the ability to realize the anticipated benefits of the Loan Portfolio Acquisition; (iii) the possibility that any or all of the various conditions to the consummation of the Loan Portfolio Acquisition may not be satisfied or waived; (iv) risks related to diverting management's attention from ongoing business operations; (v) the risk that stockholder litigation in connection with the Loan Portfolio Acquisition may result in significant costs of defense and liability; (vi) changes in the economy, financial markets and political environment, including the impacts of inflation and rising interest rates; (vii) risks associated with possible disruption in the operations of the Company or the economy generally due to terrorism, war or other geopolitical conflict (including the current conflict between Russia and Ukraine), natural disaste

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit Number Description 99.1 Press Release of Silver Spike Investment Corp., dated September 23, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 thereunto duly authorized. Silver Spike Investment Corp. September 26, 2024 By: /s/ Umesh Mahajan Name: Umesh Mahajan Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR