AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 21, 2018, among ALCENTRA CAPITAL CORPORATION as Borrower The LENDERS Party Hereto and ING CAPITAL LLC as Administrative Agent, Arranger and BookrunnerSenior Secured Revolving Credit Agreement • September 24th, 2018 • Alcentra Capital Corp • New York
AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 21, 2018 (this “Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the LENDERS party hereto, solely with respect to Section 2.02(e)(ii), the DEPARTING LENDERS party hereto, and ING CAPITAL LLC, as Administrative Agent.
Custodian AgreementCustodian Agreement • May 8th, 2014 • Alcentra Capital Corp • Massachusetts
This Agreement, dated as of April ___, 2014, is between Alcentra Capital Corp., a corporation organized and existing under the laws of the State of Maryland (the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Shares* Alcentra Capital Corporation Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 28th, 2014 • Alcentra Capital Corp • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • May 18th, 2017 • Alcentra Capital Corp • New York
LICENSE AGREEMENTLicense Agreement • April 9th, 2014 • Alcentra Capital Corp • New York
This LICENSE AGREEMENT (this “Agreement”) is made and effective as of April __, 2014 (the “Effective Date”) by and between Alcentra NY, LLC (the “Licensor”), a Delaware limited liability company, and Alcentra Capital Corp., a Maryland corporation (the “Licensee”) (each a “party,” and collectively, the “parties”).
SELLING AGENT AGREEMENT by and among Alcentra Capital Corporation, Alcentra NY, LLC and Incapital LLC January __, 2015Selling Agent Agreement • January 28th, 2015 • Alcentra Capital Corp • New York
If this Agreement is executed by or on behalf of any party, such person hereby states that at the time of the execution of this Agreement he has no notice of revocation of the power of attorney by which he has executed this Agreement as such attorney.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 14th, 2018 • Alcentra Capital Corp • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into effective as of March __, 2018 (the “Effective Date”), by and between Alcentra Capital Corporation, a Maryland corporation (collectively, with its affiliates and subsidiaries, the “Company”), and ______________ (“Indemnitee”).
AMENDED AND RESTATED GUARANTEE, PLEDGE AND SECURITY AGREEMENT dated as of September 21, 2018 among ALCENTRA CAPITAL CORPORATION, as Borrower, The SUBSIDIARY GUARANTORS Party Hereto ING CAPITAL LLC, as Revolving Administrative Agent for the Revolving...Guarantee, Pledge and Security Agreement • September 24th, 2018 • Alcentra Capital Corp • New York
AMENDED AND RESTATED GUARANTEE, PLEDGE AND SECURITY AGREEMENT, dated as of September 21, 2018 (as amended, supplemented, or otherwise modified from time to time, this “Agreement”), among Alcentra Capital Corporation, a corporation duly organized and validly existing under the laws of the State of Maryland (the “Borrower”), Alcentra BDC Equity Holdings, LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (the “Blocker Subsidiary”), each other entity that becomes a “SUBSIDIARY GUARANTOR” after the date hereof pursuant to Section 7.05 hereof (together with the Blocker Subsidiary, the “Subsidiary Guarantors” and, together with the Borrower and the Blocker Subsidiary, the “Obligors”), ING CAPITAL LLC, as administrative agent for the parties defined as “Lenders” under the Revolving Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the “Revolving Administrative Agent”), each “Financing
FORM OF WARRANT AGREEMENT WARRANT AGREEMENT BY AND BETWEEN ALCENTRA CORPORATION ANDWarrant Agreement • December 21st, 2015 • Alcentra Capital Corp • New York
Agreement made as of , between ALCENTRA CAPITAL CORPORATION, a Maryland corporation, with offices at 200 Park Avenue, 7th Floor, New York, New York 10166 (“Company”), and , a corporation, with offices at (“Warrant Agent”).
AGREEMENT AND PLAN OF MERGER by and among Crescent Capital BDC, Inc., ATLANTIS ACQUISITION SUB, INC., ALCENTRA CAPITAL CORPORATION and CBDC Advisors, LLC Dated as of August 12, 2019Agreement and Plan of Merger • August 13th, 2019 • Alcentra Capital Corp • Maryland
THIS AGREEMENT AND PLAN OF MERGER, dated as of August 12, 2019 (this “Agreement”), is made by and among Crescent Capital BDC, Inc., a Delaware corporation, to be converted to a Maryland corporation (“Parent”), Atlantis Acquisition Sub, Inc., a Maryland corporation and a direct wholly-owned Subsidiary of Parent (“Acquisition Sub”), Alcentra Capital Corporation, a Maryland corporation (the “Company”), and CBDC Advisors, LLC, a Delaware limited liability company (the “Parent External Adviser”). The Parent External Adviser is a party to this Agreement solely for purposes of Article II (with respect to the Parent External Adviser), Article V, Section 6.5, Section 6.23, Section 8.4, Section 8.5 and Article IX. Defined terms used in this Agreement have the respective meanings ascribed to them by definition in this Agreement or in Appendix A.
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN ALCENTRA CAPITAL CORPORATION AND ALCENTRA NY, LLCInvestment Advisory Agreement • May 7th, 2018 • Alcentra Capital Corp • New York
This Amended and Restated Investment Advisory Agreement (this “Agreement”) made this 4th day of May, 2018, by and between ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Company”), and ALCENTRA NY, LLC, a Delaware limited liability company (the “Adviser”).
PURCHASE AGREEMENT BY AND BETWEEN ALCENTRA CAPITAL CORPORATION BNY MELLON- ALCENTRA MEZZANINE III, L.P. AND ALCENTRA NY, LLC DATED AS OF MAY 8, 2014 PURCHASE AGREEMENTPurchase Agreement • May 8th, 2014 • Alcentra Capital Corp • New York
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of May 8, 2014, is made by and between Alcentra Capital Corporation, a Maryland corporation (“Buyer”), BNY Mellon-Alcentra Mezzanine III, L.P., a Delaware limited partnership (“Seller”), and, solely for purposes of Section 2.5(c), Alcentra NY, LLC, a Delaware limited liability company (“Adviser”). Buyer and Seller may be referred to individually herein as a “Party” and collectively as the “Parties”).
SALES AGENCY AGREEMENT by and among Alcentra Capital Corporation, Alcentra NY, LLC and Incapital LLC February 8, 2016Sales Agency Agreement • February 19th, 2016 • Alcentra Capital Corp • New York
If this Agreement is executed by or on behalf of any party, such person hereby states that at the time of the execution of this Agreement he has no notice of revocation of the power of attorney by which he has executed this Agreement as such attorney.
INCREMENTAL COMMITMENT AGREEMENT dated as of August 11, 2015, made by the INCREASING lenders party hereto, as Increasing Lenders relating to the SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of May 8, 2014, among ALCENTRA CAPITAL CORPORATION, as...Incremental Commitment Agreement • August 12th, 2015 • Alcentra Capital Corp • New York
INCREMENTAL COMMITMENT AGREEMENT (this “Agreement”), dated as of August 11, 2015 and effective as of the Effective Date, by and among ALCENTRA CAPITAL CORPORATION (the “Borrower”), ALCENTRA BDC EQUITY HOLDINGS, LLC (the “Subsidiary Guarantor”), ING CAPITAL LLC, in its capacity as Administrative Agent (the “Administrative Agent”), and each of the banks and other financial institutions listed on Schedule 1 hereto, as increasing lenders (each an “Increasing Lender”), relating to the SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of May 8, 2014 (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of December 19, 2014, that certain Amendment No. 2 to Credit Agreement, dated as of January 13, 2015, that certain Amendment No. 3 to Credit Agreement, dated as of the date hereof and as further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Administrative Agent and the several banks and other financial inst
THIRTEENTH SUPPLEMENTAL INDENTURE between ALCENTRA CAPITAL CORPORATION and as Trustee Dated as of June 9, 2016Indenture • June 9th, 2016 • Alcentra Capital Corp • New York
THIS THIRTEENTH SUPPLEMENTAL INDENTURE (this “Thirteenth Supplemental Indenture”), dated as of June 9, 2016, is between Alcentra Capital Corporation, a Maryland corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used herein shall have the meaning set forth in the Base Indenture (as defined below).
AMENDMENT NO. 2 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • January 28th, 2015 • Alcentra Capital Corp • New York
This AMENDMENT NO. 2 (this “Amendment), dated as of January [__], 2015, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of May 8, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to the Credit Agreement as lenders (the “Lenders”), and ING CAPITAL LLC, as administrative agent for the Lenders under the Credit Agreement (in such capacity, together with its successors in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as amended hereby).
SELLING AGENT AGREEMENT by and among Alcentra Capital Corporation, Alcentra NY, LLC and Incapital LLC May 31, 2016Selling Agent Agreement • June 9th, 2016 • Alcentra Capital Corp • New York
If this Agreement is executed by or on behalf of any party, such person hereby states that at the time of the execution of this Agreement he has no notice of revocation of the power of attorney by which he has executed this Agreement as such attorney.
AMENDMENT NO. 4 AND LIMITED WAIVER TO SENIOR SECURED REVOLVING CREDIT AGREEMENTCredit Agreement • May 6th, 2016 • Alcentra Capital Corp • New York
This AMENDMENT NO. 4 AND LIMITED WAIVER TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of March 2, 2016, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of May 8, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to the Credit Agreement as lenders (the “Lenders”), and ING CAPITAL LLC, as administrative agent for the Lenders under the Credit Agreement (in such capacity, together with its successors in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as amended hereby).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 9th, 2014 • Alcentra Capital Corp • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April __, 2014, by and among (i) Alcentra Capital Corp., a Maryland corporation, (“Alcentra”), and (ii) BNY Mellon-Alcentra Mezzanine III, L.P., a New York limited partnership (“Fund III”), for the benefit of the holders from time to time of the Registrable Shares (as defined below).
AMENDMENT NO. 1 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • December 29th, 2014 • Alcentra Capital Corp • New York
This AMENDMENT NO. 1 (this “Amendment), dated as of December 19, 2014, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of May 8, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to the Credit Agreement as lenders (the “Lenders”), and ING CAPITAL LLC, as administrative agent for the Lenders under the Credit Agreement (in such capacity, together with its successors in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as amended hereby).
Master ADMINISTRATION and Accounting AGREEMENTAnd Accounting Agreement • May 8th, 2014 • Alcentra Capital Corp • Massachusetts
This Master Administration and Accounting Agreement dated and effective as of ______________, 2014, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and each entity identified on Schedule A to this Agreement as the same may be amended from time to time (each, a “Company”, and, collectively, the “Companies” or a Subsidiary (as defined below); and together with the Administrator, each a “Party”, or the “Parties”).
Alcentra NY, LLCInvestment Advisory Agreement • April 22nd, 2014 • Alcentra Capital Corp
Reference is hereby made to the Investment Advisory Agreement (the “Agreement”), dated April [●], 2014, by and between Alcentra Capital Corporation (the “Company”) and us. Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Agreement.
SENIOR SECURED TERM LOAN CREDIT AGREEMENT dated as of May [ ], 2014 by and between ALCENTRA CAPITAL CORPORATION as Borrower and ING CAPITAL LLC, as LenderTerm Loan Credit Agreement • May 8th, 2014 • Alcentra Capital Corp • New York
SENIOR SECURED TERM LOAN CREDIT AGREEMENT dated as of May [ ], 2014 (this “Agreement”), by and between ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”) and ING CAPITAL LLC, as lender (the “Lender”). WHEREAS, the Borrower has requested that the Lender extend credit to the Borrower pursuant to the obligations to provide the term loan as set forth herein and the Lender has agreed to extend such credit upon the terms and conditions hereof.
AMENDMENT NO. 5 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTCredit Agreement • May 5th, 2017 • Alcentra Capital Corp • New York
This AMENDMENT NO. 5 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment), dated as of April 3, 2017, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of May 8, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to the Credit Agreement as lenders (the “Lenders”), and ING CAPITAL LLC, as administrative agent for the Lenders under the Credit Agreement (in such capacity, together with its successors in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as amended hereby).
VOTING AGREEMENTVoting Agreement • August 13th, 2019 • Alcentra Capital Corp • Delaware
This VOTING AGREEMENT (this “Agreement”) is entered into as of August ___, 2019, by and among Alcentra Capital Corporation, a Maryland corporation (the “Company”), and ___________ (“Stockholder”).
AMENDMENT NO. 3 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • August 12th, 2015 • Alcentra Capital Corp • New York
This AMENDMENT NO. 3 (this “Amendment), dated as of August 11, 2015, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of May 8, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to the Credit Agreement as lenders (the “Lenders”), and ING CAPITAL LLC, as administrative agent for the Lenders under the Credit Agreement (in such capacity, together with its successors in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as amended hereby).
AMENDMENT NO. 6 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • March 14th, 2018 • Alcentra Capital Corp • New York
This AMENDMENT NO. 6 TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment), dated as of March 9, 2018, is made with respect to the Senior Secured Revolving Credit Agreement, dated as of May 8, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party to the Credit Agreement as lenders (the “Lenders”), and ING CAPITAL LLC, as administrative agent for the Lenders under the Credit Agreement (in such capacity, together with its successors in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as amended hereby).
Alcentra NY LLCInvestment Advisory Agreement • May 7th, 2018 • Alcentra Capital Corp
Reference is hereby made to the Amended and Restated Investment Advisory Agreement (the “Agreement”), dated May 4, 2018, by and between Alcentra Capital Corporation and us. Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Agreement.
