UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
October 28, 2004
814-00201
(Commission File Number)
MVC CAPITAL, INC.
(THE "FUND")
(Exact name of registrant as specified in its charter)
DELAWARE, 943346760
(Jurisdiction of Incorporation) (IRS Employer Identification Number)
RIVERVIEW AT PURCHASE
287 BOWMAN AVENUE
3RD FLOOR
PURCHASE, NY 10577
(Address of registrant's principal executive office)
212-687-8080
(Registrant's telephone number)
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
/ / Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
/ / Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
/ / Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
/ / Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
The information provided in Item 2.03 below is incorporated herein by reference.
ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
On October 28, 2004, MVC Capital, Inc. (the "FUND") entered into a new one-year,
$20 million revolving credit facility (the "CREDIT FACILITY") with LaSalle Bank
National Association (the "BANK"). On October 28, 2004, the Fund borrowed $10
million under the Credit Facility. The proceeds from borrowings made under the
Credit Facility are expected to be used for general corporate purposes. The
Credit Facility will expire on October 31, 2005, at which time all outstanding
amounts under the Credit Facility will be due and payable.
Borrowings under the Credit Facility will bear interest, at the Fund's option,
at either a fixed rate equal to the LIBOR rate (for one, two, three or six
months), plus a spread of 1.00% per annum, or at a floating rate equal to the
Bank's prime rate in effect from time to time, minus a spread of 1.00% per
annum.
Borrowings under the Credit Facility will be subject to certain minimum
collateral value requirements based on the types of collateral pledged by the
Fund to the Bank, using the following designated collateral values - 100% of all
pledged cash and cash equivalents; 95% of the current market value of all
pledged U.S. Treasury Securities with maturities of six months or less; and 90%
of the current market value of all pledged U.S. Treasury Securities with
maturities of greater than six months and less than five years. If at any time
the total outstanding amount of borrowings under the Credit Facility exceeds the
total designated collateral value of all such pledged collateral, the Fund must
repay a sufficient amount of the borrowings and/or pledge sufficient additional
collateral so that the total outstanding amount of borrowings is equal to or
less than the designated collateral value of all such pledged collateral.
The Credit Facility contains customary representations and warranties and
affirmative and negative covenants. The Credit Facility contains customary
events of default, including (without limitation): nonpayment of principal,
interest, fees or other amounts after a stated grace period; inaccuracy of
material representations and warranties; violations of covenants, subject in
certain cases to stated cure periods; certain bankruptcies and liquidations; and
attachment or seizures of a material part of the Fund's assets that are not
stayed or dismissed within a stated cure period.
If an event of default occurs and is continuing, the Fund may be required to
repay all amounts outstanding under the Credit Facility.
The Fund has also entered into a non-exclusive custody agreement with the Bank
with respect to the collateral pledged to secure the Credit Facility, for which
the Bank will receive customary compensation and reimbursement of expenses.
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.
MVC CAPITAL, INC.
By: /s/ Michael Tokarz
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Michael Tokarz
Chairman
Dated: October 29, 2004