Commitment Increase Agreement, dated as of November 8, 2018, among BNP Paribas, Corporate Capital Trust, Inc., FS Investment Corporation, FS Investment Corporation II, FS Investment Corporation III, JPMorgan Chase Bank, N.A., Bank of Montreal, Suntrust Bank, and ING Capital LLC

Contract Categories: Business Finance - Investment Agreements
EX-10.10 2 d679678dex1010.htm EX-10.10 EX-10.10

Exhibit 10.10

COMMITMENT INCREASE AGREEMENT

November 8, 2018

JPMorgan Chase Bank, N.A., as

    Administrative Agent for the Lenders

    party to the Credit Agreement referred

    to below (the “Administrative Agent”)

500 Stanton Christiana Road, NCC5/Floor 1

Newark, DE 19713

Ladies and Gentlemen:

We refer to the Senior Secured Revolving Credit Agreement dated as of August 9, 2018 (as amended, modified or supplemented from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined) between Corporate Capital Trust, Inc. (“CCT”), FS Investment Corporation (“FSIC”), FS Investment Corporation II (“FSIC II”), FS Investment Corporation III (“FSIC III”, and together with CCT, FSIC and FSIC II, the “Borrowers”), the Lenders party thereto, ING Capital LLC, as Collateral Agent, and JPMorgan Chase Bank, N.A., as Administrative Agent for said Lenders. You have advised us that FSIC (the “Relevant Borrower”) has requested in a letter dated November 8, 2018 (the “Increase Request”) from the Relevant Borrower to the Administrative Agent that the aggregate amount of the Commitments be increased on the terms and subject to the conditions set forth herein.

A. Commitment Increase. Pursuant to Section 2.07(e) of the Credit Agreement, BNP Paribas (the “Assuming Lender”), hereby agrees to make Loans in the amount set forth opposite the name of the Assuming Lender listed in Schedule I hereto pursuant to the instruction of the Administrative Agent, such Loans to be effective as of the Increase Date (as defined in the Increase Request); provided that the Administrative Agent shall have received a duly executed officer’s certificate from the Relevant Borrower, dated the Increase Date, in substantially the form of Exhibit I hereto.

B. Confirmation of Assuming Lender. The Assuming Lender (i) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement; (ii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender or Agent and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement; and (iii) acknowledges and agrees that, from and after the Increase Date, the Commitment Increase set forth opposite the name of the Assuming Lender listed in Schedule I hereto shall be included in the Commitment, and the Commitment Increase shall be governed for all purposes by the Credit Agreement and the other Loan Documents.


Very truly yours,
BNP PARIBAS
By:  

/s/ Liza Shabetayer

  Name: Liza Shabetayer
  Title: Director
By:  

/s/ Marguerite L. Lebon

  Name: Marguerite L. Lebon
  Title: Vice President


Accepted and agreed:
CORPORATE CAPITAL TRUST, INC.
By:  

/s/ Ryan Wilson

  Name: Ryan Wilson
  Title: Chief Operating Officer


FS INVESTMENT CORPORATION
By:  

/s/ William Goebel

  Name: William Goebel
  Title: Chief Financial Officer


FS INVESTMENT CORPORATION II
By:  

/s/ William Goebel

  Name: William Goebel
  Title: Chief Financial Officer


FS INVESTMENT CORPORATION III
By:  

/s/ William Goebel

  Name: William Goebel
  Title: Chief Financial Officer


Acknowledged:

 

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

By:  

/s/ Alfred Chi            

  Name: Alfred Chi
  Title: Vice President
 


Acknowledged:

 

JPMORGAN CHASE BANK, N.A.,

as Issuing Bank

By:  

/s/ Alfred Chi            

  Name: Alfred Chi
  Title: Vice President


Acknowledged:

 

BANK OF MONTREAL,

as Issuing Bank

By:  

/s/ Brian L. Banke             

  Name: Brian L. Banke
  Title: Managing Director


Acknowledged:

 

SUNTRUST BANK,

as Issuing Bank

By:  

/s/ Doug Kennedy            

  Name: Doug Kennedy
  Title: Director


Acknowledged:

 

ING CAPITAL LLC,

as Issuing Bank

By:  

/s/ Patrick Frisch            

  Name: Patrick Frisch
  Title: Managing Director
By:  

/s/ Dominik G. Breuer            

  Name: Dominik G. Breuer, CFA
  Title: Vice President


SCHEDULE I

 

Assuming Lender

   Commitment  

BNP Paribas

   $ 30,000,000.00