Business Context and Reporting Period
This Form 8-K was filed by GSC Investment Corp. (referred to as the Company) on April 15, 2009, reporting events that occurred on April 14, 2009. The filing details the entry into material definitive agreements with GSCP (NJ), L.P. (the Administrator).
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, or debt metrics. The only financial threshold mentioned is a total asset level of $500 million, which serves as a condition for the expiration of a specific fee waiver.
Material Changes and Agreements
On April 14, 2009, the Company and the Administrator entered into three agreements:
- Amendment to the Administration Agreement: Shortened the notice period for terminating the Administrator from 60 days to 30 days for the "Renewal Term" (March 22, 2009, to March 21, 2010).
- Second Amendment to the Investment Advisory and Management Agreement: Included the same reduction in the termination notice period to 30 days for the Renewal Term.
- Agreement to Waive Certain Rights: The Administrator waived its right to reimbursements under Section 4 of the Administration Agreement. This waiver remains in effect until the earlier of the expiration of the Renewal Term or the time the Company's total assets exceed $500 million.
Outlook, Risks, and Management Commentary
The filing contains no forward-looking guidance, management commentary on market conditions, or discussion of risks beyond the contractual changes. The primary operational change is the increased flexibility for the Company to terminate the Administrator with 30 days' notice during the specified Renewal Term.
Key Facts for Investor Verification
- Verify the current total assets of the Company to determine if the Administrator's reimbursement waiver is still active (waiver ends if assets exceed $500 million).
- Confirm the effective dates of the Renewal Term (March 22, 2009, to March 21, 2010) to understand the duration of the 30-day termination notice provision.
- Review the specific terms of Section 4 of the original Administration Agreement to quantify the potential cost savings from the Administrator's waiver of reimbursement rights.