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SOLARCITY CORP Form 8-K: Current report, 2013

SOLARCITY CORP Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2013-12-12: Form 8-K; Period of report 2013-12-11; Description 8.01 Other Events; Details 8.01.
  • 2013-11-20: Form 8-K; Period of report 2013-11-20; Description 8.01 Other Events; Details 8.01.
  • 2013-11-14: Form 8-K; Period of report 2013-11-13; Description 8.01 Other Events; Details 8.01.
  • 2013-11-07: Form 8-K; Period of report 2013-11-01; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2013-12-128-K2013-12-118.01 Other Events8.01 On December 11, 2013, SolarCity Corporation issued a press release announcing the completion of its previously announced acquisition of Zep Solar, Inc. effective as of December 11, 2013.d642296d8k.htm
2013-11-208-K2013-11-208.01 Other Events8.01 The Securities and Exchange Commission (the “SEC”) has provided guidance to issuers regarding the use of social media to disclose material non-public information.d629522d8k.htm
2013-11-148-K2013-11-138.01 Other Events8.01 On November 13, 2013, SolarCity Corporation (the “Company”) issued a press release announcing the pricing of its previously announced offering of $54,425,000 aggregate principal amount of Solar Asset Backed Notes, Series 2013-1 by SolarCity LMC Series I, LLC.d628803d8k.htm
2013-11-078-K2013-11-011.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 On November 1, 2013, SolarCity Corporation (the “Company”) entered into an amended and restated credit agreement (the “Restated Credit Agreement”) with Bank of America, N.A., an affiliate of Merrill Lynch, Pierce, Fenner & Smith Incorporated, as administrative agent, and a syndicate of banks, including Credit Suisse AG, Cayman Islands Branch, increasing the committed capital under its revolving credit facility from $75.0 million to $160.5 million (the “Revolving Credit Facility”).
5.02 Bennet Van de Bunt has been appointed to the Company’s Board of Directors, effective November 5, 2013.
d624778d8k.htm
2013-11-068-K2013-11-062.02 Results of Operations and Financial Condition2.02 On November 6, 2013, SolarCity Corporation issued a press release regarding its financial results for the third quarter ended September 30, 2013 and certain other information.d623898d8k.htm
2013-11-048-K2013-11-048.01 Other Events8.01 On November 4, 2013, SolarCity Corporation (the “Company”) issued a press release announcing that its wholly-owned subsidiary, SolarCity LMC Series I, LLC, intends, subject to market and other conditions, to offer in a private placement $54,425,000 aggregate principal amount of Solar Asset Backed Notes, Series 2013-1 with a scheduled maturity date of December 2026.d622189d8k.htm
2013-10-218-K2013-10-161.01 Entry into a Material Definitive Agreement1.01 On October 16, 2013, SolarCity Corporation (the “Company”) entered into an underwriting agreement (the “Common Stock Underwriting Agreement”) with Goldman, Sachs & Co., Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC (collectively, the “Common Stock Underwriters”) to issue and sell 3,400,000 shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company in a public offering pursuant to a Registration Statement on Form S-1 (File No. 333-189405) (the “Registration Statement”) and a related prospectus, filed with the Securities and Exchange Commission (the “Common Stock Offering”).d614621d8k.htm
2013-10-108-K2013-10-081.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On October 8, 2013, SolarCity Corporation, a Delaware corporation (“SolarCity”), entered into an Agreement and Plan of Merger (the “Agreement”) with Zoom Acquisition Corporation, a California corporation and a wholly-owned direct subsidiary of SolarCity (“Merger Sub One”), Zoom Acquisition LLC, a California limited liability company and a wholly-owned direct subsidiary of SolarCity (“Merger Sub Two”), Zep Solar, Inc., a California corporation (“Zep Solar”), Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as shareholder representative, and, with respect to Articles XIII, IX and X only, U.S. Bank National Association, as Escrow Agent, pursuant to which SolarCity is to acquire Zep Solar through a series of statutory mergers in exchange for shares of SolarCity’s common stock with an aggregate value of $158 million, subject to adjustments as set forth in the Agreement (the “Merger Consideration”).
3.02 The disclosure set forth in Item 1.01 above is incorporated by reference into this Item 3.02.
d610649d8k.htm
2013-09-108-K2013-09-068.01 Other Events8.01 On September 9, 2013, SolarCity Corporation issued a press release announcing the completion of its acquisition of the assets of Paramount Energy Solutions, LLC on September 6, 2013.d595872d8k.htm
2013-08-198-K2013-08-131.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 The information contained in Item 1.01 is hereby incorporated by reference into this Item 3.02.
d587878d8k.htm
2013-08-078-K2013-08-072.02 Results of Operations and Financial Condition2.02 On August 7, 2013, SolarCity Corporation issued a press release regarding its financial results for the second quarter ended June 30, 2013 and certain other information.d581253d8k.htm
2013-06-248-K2013-06-181.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On June 18, 2013, SolarCity Corporation (the “Company”) entered into an Amendment Number One to Credit Agreement, dated as of June 18, 2013, among the Company, Bank of America, N.A., as administrative agent (“Bank of America”) and the lenders party thereto (such agreement, “BOA Amendment A”).
8.01 Between August 2012 and May 2013, the Company entered into several non-material amendments to each of the March 2012 Original Credit Agreement, the September 2012 Original Credit Agreement and the Existing U.S. Bank Credit Agreement.
d554783d8k.htm
2013-06-188-K2013-06-187.01 Regulation FD Disclosure7.01 We estimate that our megawatts deployed in the year ending December 31, 2013 will be approximately 270 megawatts.d557627d8k.htm
2013-06-138-K2013-06-071.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d553463d8k.htm
2013-06-078-K2013-06-055.07 Submission of Matters to a Vote of Security Holders5.07 On June 5, 2013, SolarCity Corporation (the “Company”) held its 2013 Annual Meeting of Stockholders (the “Annual Meeting”).d550930d8k.htm
2013-05-298-K2013-05-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) On May 22, 2013, Raj Atluru informed SolarCity Corporation (“SolarCity”) that he intends to resign as a member of SolarCity’s Board of Directors (the “Board”) effective on or about July 5, 2013, assuming that SolarCity’s stockholders re-elect Mr. Atluru as a Class I director at the Annual Meeting of Stockholders to be held on June 5, 2013 (the “2013 Annual Meeting”).d545620d8k.htm
2013-05-138-K2013-05-082.02 Results of Operations and Financial Condition; 3.02 Unregistered Sales of Equity Securities2.02 On May 13, 2013, SolarCity Corporation issued a press release regarding its financial results for the first quarter ended March 31, 2013 and certain other information.
3.02 On May 8, 2013, SolarCity Corporation issued 1,485,010 shares of common stock to an accredited investor upon the exercise of outstanding warrants for aggregate proceeds of $8,033,904.10.
d536602d8k.htm
2013-03-068-K2013-03-062.02 Results of Operations and Financial Condition2.02 On March 6, 2013, SolarCity Corporation issued a press release regarding its financial results for the fourth quarter and fiscal year ended December 31, 2012 and certain other information.d497024d8k.htm
2013-02-148-K2013-02-081.01 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 Registrant1.01 Entry into a Material Definitive Agreement.
2.03 On February 8, 2013 (the “Effective Date”), a subsidiary of SolarCity Corporation (“SolarCity”) entered into a financing agreement with Union Bank, N.A. for a term loan in the amount of $10,000,000 (the “Loan”) to reimburse SolarCity for the purchase price in connection with SolarCity’s acquisition of an investor’s interests in three of its investment funds.
d487694d8k.htm
2013-01-048-K2013-01-032.02 Results of Operations and Financial Condition2.02 On January 3, 2013, SolarCity Corporation issued a press release announcing its 2012 fiscal year update and 2013 fiscal year guidance.d461184d8k.htm