UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement |
As previously disclosed, on October 28, 2020, a wholly owned subsidiary (the “TEP IV Borrower”) of Sunnova Energy International Inc., a Delaware corporation (the “Company”), entered into that certain Eighth Amendment (the “TEP IV Eighth Amendment”), which amends that certain Credit Agreement, dated as of September 6, 2019 (the “TEP IV Credit Agreement”), by and among the TEP IV Borrower, certain other subsidiaries of the Company, Credit Suisse AG, New York Branch, as agent, and the lenders and other financial institutions party thereto.
On November 9, 2020, the TEP IV Borrower entered into that certain Ninth Amendment (the “TEP IV Ninth Amendment”), which amends the TEP IV Credit Agreement. Capitalized terms used but not defined in this Current Report on Form 8-K shall have the meanings ascribed to them in the TEP IV Amendment.
The TEP IV Ninth Amendment amended the TEP IV Credit Agreement to, among other things, (i) reduce the borrowing base for solar assets owned by Sunnova TEP IV-G, LLC (“TEPIVG”) (ii) reduce the Class A borrowing base for solar assets owned by TEPIVG, (iii) reduce the Class B aggregate borrowing base for solar assets owned by TEPIVG, (iv) include a carveout for solar assets owned by TEPIVG in the calculation of SRECs available for delivery in the determination of the Project SREC Hedge Ratio, and (v) require that TEPIVG and Sunnova TEP IV-G Manager, LLC, the Class B member of TEPIVG, be included in the first Takeout Transaction immediately following the earlier of certain dates and that the Class A capital contribution commitment related to TEPIVG has not increased since the closing of the TEPIVG tax equity fund in order for any solar assets owned by TEPIVG to be an Eligible Solar Asset.
A copy of the TEP IV Eighth Amendment and the TEP IV Ninth Amendment are attached hereto as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
The following materials are filed as exhibits to this Current Report on Form 8-K.
| ¥ | Portions of this exhibit have been omitted. |
SIGNATURE
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.
| SUNNOVA ENERGY INTERNATIONAL INC. | ||||||
| Date: November 30, 2020 |
By: | /s/ Walter A. Baker | ||||
| Walter A. Baker | ||||||
| Executive Vice President, General Counsel and Secretary | ||||||