form_8k.htm
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): November 30,
2007
Tortoise
Capital Resources Corporation
(Exact
Name of Registrant as Specified in Its Charter)
|
Maryland
|
1-33292
|
20-3431375
|
|
(State
or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
10801
Mastin Blvd., Suite 222, Overland Park, KS
|
66210
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(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))
Item
1.01. Entry
into a Material Definitive Agreement.
On
November 30, 2007, Tortoise Capital Resources Corporation (the “Company”)
entered into an Expense Reimbursement and Partial Fee Waiver Agreement (the
“Agreement”) with Tortoise Capital Advisors, LLC (the “Advisor”), its investment
advisor under an Investment Advisory Agreement (the “Advisory
Agreement”). Under the Agreement, the Advisor will reimburse
the Company quarterly for certain expenses incurred by the Company beginning
September 1, 2007 and ending December 31, 2008. The reimbursement
will be in an amount equal to an annual rate of 0.25% of the Company’s average
monthly Managed Assets (as defined in the Advisory Agreement) for such
quarter. The expense reimbursement will be effected by
offsetting the amount of the reimbursement against the investment advisory
fee
payable for such quarter under the Advisory Agreement.
In
addition, the Advisor agreed to waive its right to receive the capital gains
incentive fee under the Advisory Agreement on the portion of any expected
distribution out of normally recurring cash flow from operations of a portfolio
company that is characterized by the Company as a return of capital for book
purposes. This waiver will remain in effect for so long as the
Advisory Agreement remains in effect.
The
administrative services provided by the Advisor to the Company pursuant to
an
Administration Agreement were not impacted by the Agreement.
Item
9.01. Financial
Statements and Exhibits.
| (d) |
Exhibits
|
|
10.1
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Expense
Reimbursement and Partial Fee Waiver Agreement dated as of November
30,
2007 by and among Tortoise Capital Resources Corporation and Tortoise
Capital Advisors, LLC
|
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: December
6,
2007 By: /s/
Terry Matlack
Terry
C.
Matlack
Chief
Financial
Officer
Exhibit
Index
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Exhibit
No.
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|
Description
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| |
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|
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10.1
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Expense
Reimbursement and Partial Fee Waiver Agreement dated as of November
30,
2007 by and among Tortoise Capital Resources Corporation and Tortoise
Capital Advisors, LLC
|