On July 29, 2019, Sierra Income and Medley Capital entered into an amended and restated agreement and plan of merger pursuant to which Medley Capital would be merged with and into Sierra. In addition, Sierra Income, Medley Management and Sierra Management, a wholly owned subsidiary of Sierra Income, entered into an amended and restated agreement and plan of merger pursuant to which Medley Management would be merged with and into Sierra Management. Section 9.1(c) of the amended Medley Capital merger agreement and Section 9.1(c) of the amended Medley Management merger agreement each permitted Sierra Income and either Medley Capital or Medley Management, as applicable, to terminate the respective agreement if the mergers were not consummated by March 31, 2020.
In determining to terminate the merger agreements, Sierra Income considered a number of factors, including changes in the relative valuations of itself, Medley Capital and Medley Management, the changed circumstances and the unpredictable economic conditions resulting from the global health crisis caused by the coronavirus (COVID-19) pandemic, and the uncertainty regarding the parties’ ability to satisfy the conditions to closing in a timely manner.
Sierra Income is a non-traded business development company that invests primarily in first lien senior secured debt, second lien secured debt and subordinated debt of middle market companies with annual revenue between $50 million and $1 billion.
Medley is an alternative asset management firm offering yield solutions to retail and institutional investors.