UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): August 20,
2009
Tortoise
Capital Resources Corporation
(Exact
Name of Registrant as Specified in Its Charter)
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Maryland
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1-33292
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20-3431375
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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11550
Ash Street, Suite 300, Leawood, KS
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66211
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(913)
981-1020
(Registrant’s
Telephone Number, Including Area Code)
Not
Applicable
(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))
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Item
1.01.
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Entry
into a Material Definitive
Agreement.
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On
August
20, 2009, Tortoise Capital Resources Corporation (the “Company”) entered into a
Seventh Amendment to Credit Agreement (the “Seventh Amendment”) with U.S. Bank
National Association (“U.S. Bank”), as lender, agent and lead arranger, amending
the Credit Agreement dated as of April 25, 2007 among the Company,
U.S. Bank and
Bank of Oklahoma, as amended by the First Amendment to Credit Agreement
dated as
of July 18, 2007, the Second Amendment to Credit Agreement dated as
of September 28, 2007, the Third Amendment to Credit Agreement dated
as of March
21, 2008, the Fourth Amendment to Credit Agreement dated as of March
28, 2008,
the Fifth Amendment to Credit Agreement dated as of March 20, 2009
and the Sixth
Amendment to Credit Agreement dated as of June 20, 2009 (as so amended,
the
“Credit Agreement”, and as amended by the Seventh Amendment, the “Amended Credit
Agreement”). The Seventh Amendment extends the term of the Credit
Agreement for six months and provides for a secured revolving credit
facility of
up to $5 million.
The Amended Credit Agreement terminates on February 20,
2010. The Amended Credit Agreement requires the Company to apply 100%
of the proceeds from any sale of investments to the outstanding balance
of the
facility. In addition, each prepayment of principal of the loans
under the Amended Credit Agreement will permanently reduce the maximum
amount of
the loans under the Amended Credit Agreement to an amount equal to
the
outstanding principal balance of the loans under the Amended Credit
Agreement
immediately following the prepayment. During the extension, outstanding
loan balances generally will accrue interest at a variable rate equal
to the
greater of (i) one-month LIBOR plus 3.00 percent and (ii) 5.50 percent,
with a
fee of 0.50 percent on any unused balance of the
facility.
The
description of the Seventh Amendment does not purport to be complete and
is
qualified in its entirety by reference to the Seventh Amendment that is
filed
hereto as Exhibit 10.1 and incorporated herein by reference.
U.S.
Bank
serves as the Company’s custodian for its securities and other assets pursuant
to a custody agreement. U.S. Bank also serves as custodian for
Tortoise Energy Infrastructure Corporation (“TYG”), Tortoise Energy Capital
Corporation (“TYY”), Tortoise North American Energy Corporation, Tortoise Power
and Energy Infrastructure Fund, Inc. (“TPZ”) and two private funds advised by
the Company’s investment adviser, which are affiliates of the
Company. In addition, U.S. Bancorp Fund Services, LLC, an affiliate
of U.S. Bank, provides fund accounting services to the Company pursuant
to a
fund accounting servicing agreement and provides fund administration services
and fund accounting services to TYG, TYY, TPZ and one of such private funds
pursuant to fund administration servicing agreements and fund accounting
servicing agreements, as well as fund accounting services to the other
such
private fund pursuant to a fund accounting servicing agreement.
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Item
2.03.
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a
Registrant.
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The
information included under Item 1.01 above is incorporated into this Item
2.03
by reference.
On
August
20, 2009, the Company announced that it had entered
into a 6-month extension of
its Credit Agreement through February 20, 2010. A copy of the press
release is attached as Exhibit 99.1 to this Form
8-K.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits
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10.1
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Seventh
Amendment to Credit Agreement dated as of August 20, 2009 by and
between
Tortoise Capital Resources Corporation and U.S. Bank National
Association |
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99.1
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Press
Release dated August 20, 2009
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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.
TORTOISE
CAPITAL
RESOURCES CORPORATION
Dated: August
24,
2009 By: /s/
Terry Matlack
Terry
Matlack
Chief Financial
Officer
Exhibit
Index
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Exhibit
No.
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Description
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10.1
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Seventh
Amendment to Credit Agreement dated as of August 20, 2009 by and between
Tortoise Capital Resources Corporation and U.S. Bank National
Association |
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99.1
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Press
Release dated August 20, 2009
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