Trinity Capital Inc. Files 8-K on Debt Agreements

TL;DR

Trinity Capital filed an 8-K detailing its 7.00% Notes due 2025 and 7.875% Notes due 2029.

AI Summary

On July 16, 2024, Trinity Capital Inc. entered into a material definitive agreement related to its 7.00% Notes due 2025 and 7.875% Notes due 2029. This filing also includes information regarding the creation of a direct financial obligation or an off-balance sheet arrangement for the registrant, and a Regulation FD disclosure.

Why It Matters

This filing provides crucial details about Trinity Capital's existing debt obligations, which can impact its financial leverage and future borrowing capacity.

Risk Assessment

Risk Level: low — The filing primarily concerns existing debt instruments and does not indicate new or significant risks.

Key Players & Entities

• Trinity Capital Inc. (company) — Registrant
• 7.00% Notes due 2025 (dollar_amount) — Debt Instrument
• 7.875% Notes due 2029 (dollar_amount) — Debt Instrument
• July 16, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share TRIN Nasdaq Global Select
• $100,000,000 — onnection with the issuance and sale of $100,000,000 aggregate principal amount of the Compa
• $15,000,000 — se from the Company up to an additional $15,000,000 aggregate principal amount of the Notes
• $400.0 m — ("TCF"), a borrowing capacity of up to $400.0 million, with committed availability of u
• $350.0 million — n, with committed availability of up to $350.0 million. Borrowings under the Credit Agreement
• $286.2 million — ool. As of July 11, 2024, approximately $286.2 million was outstanding under the Credit Agreem
• $152.5 million — the Credit Agreement, and approximately $152.5 million in aggregate principal amount of 2025 N
• $96.83 m — ceeds to the Company were approximately $96.83 million, based on the public offering pri
• $3.0 million — deducting the underwriting discount of $3.0 million and the estimated offering expenses of
• $170,000 — ated offering expenses of approximately $170,000 payable by the Company, subject to the
• $10.0 million — commitments to the PCF in the amount of $10.0 million and $50.0 million, respectively, and ha
• $50.0 m — PCF in the amount of $10.0 million and $50.0 million, respectively, and have ownership
• $289.0 million — 4, the Company originated approximately $289.0 million of total new commitments. During the th
• $231.0 m — nvestments funded totaled approximately $231.0 million, which was comprised of $134.0 mi
• $134.0 million — $231.0 million, which was comprised of $134.0 million of investments in 10 new portfolio comp

Filing Documents

• ea0209699-01_8k.htm (8-K) — 51KB
• ea020969901_ex1-1.htm (EX-1.1) — 208KB
• ea020969901_ex4-2.htm (EX-4.2) — 72KB
• ea020969901_ex5-1.htm (EX-5.1) — 17KB
• ex5-1_001.jpg (GRAPHIC) — 2KB
• 0001213900-24-063047.txt ( ) — 650KB
• trin-20240716.xsd (EX-101.SCH) — 4KB
• trin-20240716_def.xml (EX-101.DEF) — 26KB
• trin-20240716_lab.xml (EX-101.LAB) — 36KB
• trin-20240716_pre.xml (EX-101.PRE) — 25KB
• ea0209699-01_8k_htm.xml (XML) — 7KB

01 – Entry into a Material

Item 1.01 – Entry into a Material Definitive Agreement On July 16, 2024, Trinity Capital Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and among the Company and Keefe, Bruyette & Woods, Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and UBS Securities LLC as representatives of the several underwriters named in Schedule 1 thereto, in connection with the issuance and sale of $100,000,000 aggregate principal amount of the Company's 7.875% Notes due 2029 (the "Notes" and the issuance and sale of the Notes, the "Offering"). The Company also granted to the underwriters an option to purchase from the Company up to an additional $15,000,000 aggregate principal amount of the Notes solely to cover over-allotments in accordance with the Underwriting Agreement. The Notes were issued under the Base Indenture, dated January 16, 2020 (the "Base Indenture"), between the Company and U.S. Bank National Association, as trustee (together with its successor in interest, U.S. Bank Trust Company, National Association, the "Trustee"), as supplemented by the Sixth Supplemental Indenture, dated July 19, 2024 (the "Sixth Supplemental Indenture" and together with the Base Indenture, the "Indenture"). The Notes bear interest at a rate of 7.875% per year payable quarterly in arrears on March 30, June 30, September 30 and December 30 of each year, commencing on September 30, 2024. The Notes will mature on September 30, 2029 and may be redeemed in whole or in part at any time, or from time to time, at the Company's option on or after September 30, 2026, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of redemption. The Notes are expected to be listed on the Nasdaq Global Select Market ("Nasdaq") and to trade on Nasdaq within 30 days of the issue date under the trading symbol "TRINI." The Company expects to use the net proceeds from the Of

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits: Exhibit Number Description 1.1 Underwriting Agreement, dated July 16, 2024, by and among Trinity Capital Inc. and Keefe, Bruyette & Woods, Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and UBS Securities LLC as representatives of the several underwriters named in Schedule 1 thereto. 4.1 Indenture, dated as of January 16, 2020, by and between Trinity Capital Inc. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form 10 filed on January 16, 2020). 4.2 Sixth Supplemental Indenture, dated as of July 19, 2024, between Trinity Capital Inc. and U.S. Bank Trust Company, National Association, as trustee. 4.3 Form of 7.875% Note due 2029 (included as part of Exhibit 4.2) 5.1 Opinion of Dechert LLP 23.1 Consent of Dechert LLP (included as part of Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3

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. Trinity Capital Inc. Date: July 19, 2024 By: /s/ Kyle Brown Name: Kyle Brown Title: Chief Executive Officer, President and Chief Investment Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR