MEDLEY LLC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2021-07-13: Form 8-K; Period of report 2021-07-07; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2021-07-07: Form 8-K; Period of report 2021-07-06; Description 1.03 Bankruptcy or Receivership; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 1.03.
- 2021-06-03: Form 8-K; Period of report 2021-06-01; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.02.
- 2021-06-01: Form 8-K; Period of report 2021-05-25; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 8.01 Other Events; Details 3.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2021-07-13 | 8-K | 2021-07-07 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On July 7, 2021, Medley LLC received notification from the staff of NYSE Regulation, Inc. (“NYSE Regulation”) that it has determined to commence proceedings to delist Medley LLC’s 6.875% senior notes due 2026 (the “2026 Notes”) and Medley LLC’s 7.25% senior notes due 2024 (the “2024 Notes”). | mdlx20210713_8k.htm |
| 2021-07-07 | 8-K | 2021-07-06 | 1.03 Bankruptcy or Receivership; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 1.03 On July 6, 2021, Medley LLC, in its voluntary case (the “Chapter 11 Case”) under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) (captioned In re: Medley LLC, Case No. 21-10526 (KBO)), filed with the Bankruptcy Court a proposed Combined Disclosure Statement and Chapter 11 Plan of Reorganization and Wind-Down of Medley LLC (the “Combined Disclosure Statement and Plan”). 3.01 On July 6, 2021, Medley LLC was notified by the New York Stock Exchange (“NYSE”) that the staff of NYSE Regulation, Inc. (“NYSE Regulation”) (i) intended to implement a halt in trading of Medley Management Inc.’s Class A Common Stock (the “Common Stock”) and Medley LLC’s debt securities (the “Notes”) in anticipation of pending material news and (ii) then subsequently determined to commence proceedings to delist and immediately suspend the Common Stock and the Notes from the NYSE on July 7, 2021 in view of the filing of the Combined Disclosure Statement and Plan (as defined below) with the United States Bankruptcy Court for the District of Delaware. | ea143878-8k_medleyllc.htm |
| 2021-06-03 | 8-K | 2021-06-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.02 In respect of Medley LLC’s (“Medley LLC”) pending voluntary case under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware captioned In re: Medley LLC, Case No. 21-10526 (KBO) (the “Medley LLC Chapter 11 Case”) and as authorized and implemented pursuant to the adoption of the Fifth Amended and Restated Limited Liability Company Agreement of Medley LLC as described in Item 5.03 of this Current Report on Form 8-K, on June 1, 2021, Michelle Dreyer was appointed as the independent and sole manager (the “Manager”) of Medley LLC. 5.03 On June 1, 2021, MDLY (as Medley LLC’s outgoing Managing Member) approved and adopted the Fifth Amended and Restated Limited Liability Company Agreement of Medley LLC, dated and effective as of June 1, 2021 (the “Fifth Medley LLC Operating Agreement”). | mdlx20210602_8k.htm |
| 2021-06-01 | 8-K | 2021-05-25 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 8.01 Other Events | 3.01 On May 25, 2021, Medley LLC (“Medley LLC” or the “Company”) received a notice from the New York Stock Exchange (the “NYSE”) indicating that Medley LLC is not in compliance with the NYSE’s continued listing requirements under the timely filing criteria set forth in Section 802.01E of the NYSE Listed Company Manual. 8.01 On May 26, 2021, certain related separately managed account clients (collectively, the “Client”) terminated the investment period under each of Client’s investment management agreements, effective as of such date. | mdlx20210530_8k.htm |
| 2021-05-28 | 8-K | 2021-05-27 | 8.01 Other Events | 8.01 On May 27, 2021, our largest advisory client, Sierra Income Corporation (“Sierra”), issued a press release announcing that Sierra’s board of directors had entered into a formal review process to evaluate strategic alternatives for Sierra. | mdlx20210527_8k.htm |
| 2021-05-13 | 8-K | 2021-05-07 | 8.01 Other Events | 8.01 As previously reported, on March 7, 2021 (the “Petition Date”), Medley LLC (“Medley LLC”) commenced a voluntary case (the “Chapter 11 Case”) under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). | ea140835-8k_medleyllc.htm |
| 2021-04-16 | 8-K | 2021-04-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On April 14, 2021, Brook Taube and Seth Taube submitted their resignations as Co-Chief Executive Officers of Medley Management Inc. (“MDLY”) and Medley LLC (“Medley LLC” and, collectively with MDLY, “Medley”), effective as of May 3, 2021. 7.01 On April 16, 2021, MDLY issued a press release announcing the management promotions disclosed in Item 5.02 of this Current Report in Form 8-K. A copy of the press release is furnished herewith as Exhibit 99.1. | mdlx20210416_8k.htm |
| 2021-03-08 | 8-K | 2021-03-07 | 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 8.01 Other Events | 1.03 On March 7, 2021 (the “Petition Date”), Medley LLC (“Medley LLC”) commenced a voluntary case (the “Chapter 11 Case”) under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). 2.04 ● 6.875% senior notes due 2026 (of which approximately $54 million in aggregate principal amount are outstanding), issued pursuant to that certain Indenture, dated as of August 9, 2016, as supplemented by that certain First Supplemental Indenture, dated as of August 9, 2016, and that certain Second Supplemental Indenture, dated as of October 18, 2016, each between Medley LLC and U.S. Bank National Association, as Trustee, and each as amended, restated, supplemented, or otherwise modified from time to time. 8.01 On September 17, 2019 the staff of the Securities and Exchange Commission’s Division of Enforcement (the “Staff”) informed MDLY that it was conducting an informal inquiry and requested the production and preservation of certain documents and records. | mdlx20210307_8k.htm |
| 2021-02-16 | 8-K | 2021-02-16 | 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement | 2.04 On February 16, 2021, Medley LLC did not pay the approximately $0.9 million quarterly interest payment due on such date in respect of Medley LLC’s 6.875% senior notes due 2026 (the “2026 Notes”). | mdlx20210216_8k.htm |
| 2021-02-09 | 8-K | 2021-02-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 5.02 Effective as of February 9, 2021, James G. Eaton resigned as a director of Medley Management Inc. (“MDLY”). 5.03 The information regarding the First Amendment to the Fourth Amended and Restated Limited Liability Company Agreement of Medley LLC set forth under Item 8.01 is incorporated into this Item 5.03 by reference. 8.01 In connection with possible strategic alternatives including restructuring transactions and/or similar transactions involving Medley LLC, including as previously disclosed and as described in Item 5.02 of this Current Report on Form 8-K, and after consultation with MDLY’s and Medley LLC’s tax advisors, MDLY and Medley LLC determined that it would be advisable and potentially advantageous that Medley LLC elect to be treated as a corporation for tax purposes. | mdlx20210209_8k.htm |
| 2021-02-02 | 8-K | 2021-02-01 | 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement | 2.04 On February 1, 2021, Medley LLC did not pay the approximately $1.3 million quarterly interest payment due on such date in respect of Medley LLC’s 7.25% senior notes due 2024 (the “2024 Notes”). | mdlx20210201_8k.htm |
| 2021-01-19 | 8-K | 2021-01-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On January 15, 2021, Unitholders’ unvested LLC Units in Medley LLC were cancelled and substituted with substantially similar grants of restricted stock units covering Class A Common Stock of MDLY (“RSUs”). 8.01 As described in the Introductory Note above, on January 19, 2021, the Unitholders exercised their pre-existing right to exchange LLC Units of Medley LLC into shares of Class A Common Stock of MDLY on a one-for-one basis. | mdlx20210118_8k.htm |
| 2020-11-24 | 8-K | 2020-11-18 | 8.01 Other Events | 8.01 On November 18, 2020, the board of directors of Medley Capital Corporation (“MCC”), a business development company currently managed and advised by MCC Advisors LLC, an affiliate of Medley LLC (the “Company”), approved the adoption of an internalized management structure for MCC effective January 1, 2021. | a8kmedleyllcima112420.htm |
| 2018-12-24 | 8-K | 2018-12-18 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. | cnbwaiver-12182018xmedleyl.htm |
| 2018-11-20 | 8-K | 2018-11-14 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. | medleyllc8k-cnbletters.htm |
| 2017-09-27 | 8-K | 2017-09-22 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 On September 22, 2017, Medley entered into the Amendment to the Credit Agreement. | form8-k092617medleyllc.htm |
| 2017-02-22 | 8-K | 2017-02-22 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On February 22, 2017, Medley LLC (“Medley”) completed its previously announced registered public offering (the “Offering”) of $34,500,000 aggregate principal amount of 7.25% senior notes due 2024 (the “Notes”), pursuant to an underwriting agreement, dated February 16, 2017, by and between Medley and FBR Capital Markets & Co., as representative of the several underwriters named therein. 2.03 The information provided in Item 1.01 above is incorporated herein by reference. | v460137_8k.htm |
| 2017-01-20 | 8-K | 2017-01-18 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On January 18, 2017, Medley LLC (“Medley”) completed its previously announced registered public offering (the “Offering”) of $34,500,000 aggregate principal amount of 7.25% senior notes due 2024 (the “Notes”), pursuant to an underwriting agreement, dated January 12, 2017, by and between Medley and FBR Capital Markets & Co., as representative of the several underwriters named therein. 2.03 The information provided in Item 1.01 above is incorporated herein by reference. | v457221_8-k.htm |
| 2016-10-19 | 8-K | 2016-10-18 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On October 18, 2016, Medley LLC (“Medley”) completed its previously announced registered public offering (the “Offering”) of an additional $28,595,000 aggregate principal amount of 6.875% senior notes due 2026 (the “Notes”), pursuant to an underwriting agreement, dated October 13, 2016, by and between Medley and FBR Capital Markets & Co., as representative of the several underwriters named therein. 2.03 The information provided in Item 1.01 above is incorporated herein by reference. | v450718_8k.htm |
| 2016-09-13 | 8-K | 2016-09-13 | 8.01 Other Events | 8.01 On September 9, 2016, the Board of Directors of Medley Management Inc. (“Medley”) and Medley, as the managing member of Medley LLC, approved an extension of the previously announced equity repurchase program. | v448710_8k.htm |
| 2016-08-10 | 8-K | 2016-08-09 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On August 9, 2016, Medley LLC (“Medley”) completed its previously announced registered public offering (the “Offering”) of $25.0 million aggregate principal amount of 6.875% senior notes due 2026 (the “Notes”), pursuant to a distribution agreement, dated August 4, 2016, by and between Medley and Incapital LLC, as representative of the several purchasing agents named therein. 2.03 The information provided in Item 1.01 above is incorporated herein by reference. | v446423_8-k.htm |