UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement
JPM Funding Facility and Contribution Agreement
On May 21, 2025, CCS IX Portfolio Holdings, LLC (the “Company”), as seller, entered into a Loan and Security Agreement (the “JPM Funding Facility”), among the Company, as Servicer, CCS IX SPV, LLC, a wholly-owned subsidiary of the Company (the “Borrower”), as Borrower, the Lenders party thereto, U.S. Bank National Association, as Collateral Agent, Collateral Administrator, and Securities Intermediary, and JPMorgan Chase Bank, National Association as Administrative Agent. The JPM Funding Facility provides a secured credit facility of $400 million, with a reinvestment period ending May 21, 2028 (3 years from closing) and a final maturity date of May 21, 2030 (five years from closing). The JPM Funding Facility also provides for a feature that allows the Borrower, under certain circumstances, to increase the overall size of the JPM Funding Facility to a maximum of $1 billion. In addition, on May 21, 2025, the Company, as seller, and the Borrower, as purchaser, entered into a Sale and Contribution Agreement (the “Contribution Agreement,” and together with the JPM Funding Facility, the “Borrower Agreements”), pursuant to which the Company will sell or contribute to the Borrower certain originated or acquired loans and other corporate debt securities and related assets (collectively, the “Loans”) from time to time.
The obligations of the Borrower under the JPM Funding Facility are secured by substantially all assets of the Borrower, including the Loans. The interest rate charged on the JPM Funding Facility is based on an applicable benchmark (Term SOFR or other applicable benchmark based on the currency of the borrowing) plus a margin of 1.95% (plus 0.1193% in the case of borrowings in British Pounds or 0.0031% in the case of borrowings in Swiss francs), subject to increase from time to time pursuant to the terms of the JPM Funding Facility. In addition, the Borrower will pay, among other fees, an administrative agency fee on the facility commitment and a commitment fee on any undrawn balance. Under the JPM Funding Facility, the Company and the Borrower, as applicable, have made representations and warranties regarding their businesses, among other things, and are required to comply with various covenants, servicing procedures, reporting requirements and other customary requirements for facilities of this nature. The JPM Funding Facility includes usual and customary events of default for such facilities.
Borrowings under the JPM Funding Facility are subject to the Borrower Agreements’ various covenants and the leverage restrictions contained in the Investment Company Act of 1940, as amended.
The descriptions above are only a summary of certain provisions of the JPM Funding Facility and the Contribution Agreement, and are qualified in their entirety by reference to copies of the JPM Funding Facility and the Contribution Agreement, which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this current report on Form 8-K and incorporated by reference herein.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
Item 9.01. Financial Statements and Exhibits
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.
| CCS IX PORTFOLIO HOLDINGS, LLC | ||||||
| Date: May 27, 2025 | By: | /s/ George Hawley | ||||
| Name: | George Hawley | |||||
| Title: | Secretary | |||||