Advanced Flower Capital Inc. current report, 29 April 2022

Business Context and Reporting Period

AFC Gamma, Inc. filed a Form 8-K regarding financing activities dated April 29, 2022; the report was signed May 2, 2022. The filing concerns a new senior secured revolving credit facility and termination of a prior facility. No operating-period financial results are reported.

Financing and Key Financial Terms

  • Entered into a senior secured revolving credit facility with East West Bank as lead arranger, bookrunner, and agent.
  • Aggregate commitments are $60 million, subject to a borrowing base based on eligible loan obligations and other conditions.
  • Commitments may increase to up to $100 million, subject to borrowing-base availability and lender approval.
  • Interest is payable at the greater of the applicable base rate plus 0.50% or 4.50%.
  • Borrowings are secured by specified assets comprising or relating to loan obligations included in the borrowing base.
  • Required covenants include minimum liquidity of $5.0 million, annual debt-service coverage of at least 1.50 to 1.00, and secured debt not exceeding 25% of total consolidated assets.
  • The filing does not provide the amount drawn, outstanding debt, available borrowing capacity, fees, maturity date, or other liquidity metrics under the new facility.

Material Changes Versus the Prior Comparable Arrangement

On April 29, 2022, the company terminated its $75.0 million revolving credit agreement with AFC Finance, LLC, an affiliate, and replaced it with the new $60.0 million facility. The stated commitment decreased by $15.0 million, although the new facility permits a potential increase to $100 million subject to specified conditions.

Outlook, Risks, and Unusual Items

  • Availability is dependent on eligible collateral, borrowing-base calculations, satisfaction of conditions, and lender commitments.
  • The facility introduces secured financing obligations and financial covenants that could limit borrowing flexibility.
  • Lenders and their affiliates may engage in future banking, investment banking, or advisory dealings with the company and its affiliates.
  • The filing contains no management earnings guidance, operating outlook, contingency assessment, or discussion of revenue, profitability, cash flow, or margins.

Facts Investors Should Verify

  1. Actual borrowings, undrawn availability, and borrowing-base capacity at and after April 29, 2022.
  2. The facility’s maturity, amortization, commitment fees, default interest, and other detailed terms in Exhibit 10.7.
  3. Compliance with the $5.0 million liquidity, 1.50-to-1.00 debt-service coverage, and 25% secured-debt covenants.
  4. Whether the replacement facility’s lower initial commitment affects investment origination capacity or liquidity.
  5. Any subsequent amendments, increases toward the $100 million maximum, or defaults under the facility.