New Mountain Finance Corp. Issues New Debt

TL;DR

NMFC just took on new debt: 8.25% notes due 2028.

AI Summary

On September 23, 2024, New Mountain Finance Corp. entered into a material definitive agreement related to its Eight and One-Quarter Percent Notes Due 2028. This agreement creates a direct financial obligation for the registrant.

Why It Matters

This filing indicates New Mountain Finance Corp. has taken on new debt, which could impact its financial leverage and future interest expenses.

Risk Assessment

Risk Level: medium — Taking on new debt increases financial leverage and interest obligations, which can be a medium-term risk.

Key Numbers

• 8.25% — Interest Rate (Interest rate on the new notes due 2028)
• 2028 — Maturity Year (Maturity year of the new notes)

Key Players & Entities

• New Mountain Finance Corp. (company) — Registrant
• September 23, 2024 (date) — Date of earliest event reported
• Eight and One-Quarter Percent Notes Due 2028 (financial_obligation) — Specific debt instrument

FAQ

Key Financial Figures

• $0.01 — ich registered Common stock, par value $0.01 per share NMFC NASDAQ Global Select Mar
• $300 million — onnection with the issuance and sale of $300 million aggregate principal amount of the Compa

Filing Documents

• nmfc-20240923.htm (8-K) — 44KB
• exhibit11-8xkseptember2024.htm (EX-1.1) — 249KB
• exhibit42-8xkseptember2024.htm (EX-4.2) — 136KB
• exhibit51-8xkseptember2024.htm (EX-5.1) — 22KB
• image_1a.jpg (GRAPHIC) — 45KB
• 0001628280-24-041357.txt ( ) — 761KB
• nmfc-20240923.xsd (EX-101.SCH) — 3KB
• nmfc-20240923_def.xml (EX-101.DEF) — 15KB
• nmfc-20240923_lab.xml (EX-101.LAB) — 27KB
• nmfc-20240923_pre.xml (EX-101.PRE) — 16KB
• nmfc-20240923_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Underwriting Agreement On September 23, 2024, New Mountain Finance Corporation (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and among the Company, New Mountain Finance Advisers, L.L.C. (formerly known as New Mountain Finance Advisers BDC, L.L.C.) (the "Adviser"), and New Mountain Finance Administration, L.L.C. (the "Administrator"), on the one hand, and SMBC Nikko Securities America, Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, and Wells Fargo Securities, LLC, as the representatives of the several underwriters named in Schedule I thereto, on the other hand, in connection with the issuance and sale of $300 million aggregate principal amount of the Company's 6.200% Notes due 2027 (the "Notes" and the issuance and sale of the Notes, the "Offering"). The closing of the Offering occurred on September 26, 2024, subject to the satisfaction of customary closing conditions. The Underwriting Agreement includes customary representations, warranties, and covenants by the Company, the Adviser, and the Administrator. It also provides for customary indemnification by each of the Company, the Adviser, the Administrator, and the underwriters against certain liabilities and customary contribution provisions in respect of those liabilities. The Offering was made pursuant to the Company's effective shelf registration statement on Form N-2 (Registration No. 333-280501) previously filed with the U.S. Securities and Exchange Commission (the "SEC"), as supplemented by a preliminary prospectus supplement dated September 23, 2024, a final prospectus supplement dated September 23, 2024, and the pricing term sheet filed with the SEC on September 23, 2024. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, s

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, dated September 23 , 2024 , by and among the Company, New Mountain Finance Advisers, L.L.C. (formerly known as New Mountain Finance Advisers BDC, L.L.C.), and New Mountain Finance Administration, L.L.C., on the one hand, and SMBC Nikko Securities America, Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, and Wells Fargo Securities, LLC, as the representatives of the several underwriters named in Schedule I thereto, on the other hand. 4.1 Indenture by and between New Mountain Finance Corporation, as Issuer, and U.S. Bank National Association, as Trustee, dated August 20, 2018 (Incorporated by reference to the registrant's registration statement on Form N-2 Post-Effective Amendment No. 3 (File No. 333-218040) filed on August 20, 2018). 4.2 Sixth Supplemental Indenture by and between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee. 4.3 Form of 6.200 % Notes due 2027 (Incorporated by reference to Exhibit 4.2 hereto). 5.1 Opinion of Eversheds Sutherland (US) LLP. 23.1 Consent of Eversheds Sutherland (US) LLP (Included in Exhibit 5.1 hereto). 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 hereunto duly authorized. NEW MOUNTAIN FINANCE CORPORATION By: /s/ Joseph W. Hartswell Name: Joseph W. Hartswell Title: Chief Compliance Officer and Corporate Secretary Date: September 26, 2024

View Full Filing

View this 8-K filing on SEC EDGAR