TriplePoint Venture Growth BDC Corp. Files 8-K

TL;DR

TPVG filed an 8-K on Jan 29, 2025, reporting a material definitive agreement and new financial obligations as of Jan 23, 2025.

AI Summary

On January 23, 2025, TriplePoint Venture Growth BDC Corp. entered into a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The report was filed on January 29, 2025.

Why It Matters

This 8-K filing signals a significant financial event or obligation for TriplePoint Venture Growth BDC Corp., potentially impacting its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and new financial obligations, which could introduce new risks or alter existing ones for the company.

Key Players & Entities

• TriplePoint Venture Growth BDC Corp. (company) — Registrant
• January 23, 2025 (date) — Date of earliest event reported
• January 29, 2025 (date) — Filing date
• 2755 Sand Hill Road, Suite 150, Menlo Park, California 94025 (location) — Principal executive offices address

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share TPVG New York Stock Excha
• $50,000,000 — e Agreement") governing the issuance of $50,000,000 in aggregate principal amount of senior
• $25 m — e than an aggregate principal amount of $25 million, the 2028 Notes will generally be
• $236,776,000 — not be less than (a) the higher of (i) $236,776,000 and (ii) an amount equal to 65% of the

Filing Documents

• ea0228873-8k_triple.htm (8-K) — 39KB
• ea022887301ex10-1_triple.htm (EX-10.1) — 513KB
• ea022887301ex99-1_triple.htm (EX-99.1) — 8KB
• ex99-1_001.jpg (GRAPHIC) — 3KB
• ex99-1_002.jpg (GRAPHIC) — 7KB
• 0001213900-25-007884.txt ( ) — 855KB
• tpvg-20250123.xsd (EX-101.SCH) — 3KB
• tpvg-20250123_lab.xml (EX-101.LAB) — 33KB
• tpvg-20250123_pre.xml (EX-101.PRE) — 22KB
• ea0228873-8k_triple_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On January 23, 2025, TriplePoint Venture Growth BDC Corp. (the "Company") entered into a Note Purchase Agreement (the "2025 Note Purchase Agreement") governing the issuance of $50,000,000 in aggregate principal amount of senior unsecured notes due February 2028 with a fixed interest rate of 8.11% per year (the "2028 Notes") to qualified institutional investors in a private placement. The 2028 Notes are expected to be delivered and paid for on February 12, 2025, subject to the satisfaction of customary closing conditions, and will mature on February 12, 2028, unless redeemed, purchased or prepaid prior to such date by the Company in accordance with their terms. The Company intends to use the net proceeds from the offering of the 2028 Notes to repay outstanding indebtedness. Interest on the 2028 Notes will be due semiannually on February 12 and August 12 of each year, beginning on August 12, 2025. The 2028 Notes may be redeemed in whole or in part at any time or from time to time at the Company's option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2028 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2028 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company; provided however, in the event that the Company creates, incurs, assumes or permits to exist liens on or with respect to any of its property or assets in connection with future secured indebtedness of more than an aggregate principal amount of $25 million, the 2028 Notes will generally become secured concurrently therewith, equally and ratably with such indebtedness. The 2025 Note Purchase Agreement contains customary terms and conditions for senio

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On January 29, 2025, the Company issued a press release announcing the signing of the 2025 Note Purchase Agreement. A copy of the press release is furnished herewith as Exhibit 99.1. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. 1

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Note Purchase Agreement, dated January 23, 2025, by and among the Company and the Purchasers party thereto* 99.1 Press Release dated January 29, 2025 104 Cover Page Interactive Data File (formatted as Inline XBRL) * Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and/or schedules to the SEC upon its request. 2

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. TriplePoint Venture Growth BDC Corp. By: /s/ Mike L. Wilhelms Name: Mike L. Wilhelms Title: Chief Financial Officer Date: January 29, 2025 3

View Full Filing

View this 8-K filing on SEC EDGAR