{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-024224","form_type":"8-K","ticker":null,"cik":"0001538990","company_name":"STORE CAPITAL LLC","filed_at":"2023-02-03T23:59:59+00:00","discovered_at":"2026-05-14T18:03:45.499311+00:00","generated_at":"2026-06-20T01:01:06.383233+00:00","sec_items":["1.01","2.01","1.02","2.03","3.01","3.02","5.03","3.03","5.01","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"STORE Capital completes $32.25/share going-private merger with GIC and Oak Street","bullets":["All outstanding common stock acquired for $32.25 per share cash; NYSE listing suspended and deregistration initiated.","Entered $2.0B secured term loan (SOFR+2.75%), $500M unsecured revolver and $600M unsecured term loan.","All directors and officers resigned; new board appointed, led by CEO Mary Fedewa.","Issued 125 Series A Preferred Units at $1,000/unit with 12% cumulative distribution.","Commences change of control offer to repurchase $100M Series B and $200M Series C senior notes at par plus interest."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-024224","json":"https://secwatch.observer/filing/0001193125-23-024224.json","markdown":"https://secwatch.observer/filing/0001193125-23-024224.md","text":"https://secwatch.observer/filing/0001193125-23-024224.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/d404467d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-20T01:01:06.383233+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"0deebf65d1","claim":"Jesse Hom was appointed as Director at STORE CAPITAL LLC.","evidence_excerpt":"Mary B. 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Smith, Jr. resigned from the Board of Directors of STORE","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"ecfe27ebce","claim":"Ashley A. Dembowski departed as other_named_officer at STORE CAPITAL LLC.","evidence_excerpt":"At the Merger Effective Time, Mary B. Fedewa, Craig A. Barnett, Chad A. Freed, Lori Markson, Tyler S. Maertz, David Alexander McElyea and Ashley A. Dembowski ceased to be officers of STORE by operation of the Merger.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased"}],"fact_type":"executive_change"},{"claim_id":"25d0ec8dfcdaf10dc6edd502e898b9a0ea6b9cc9","claim":"STORE CAPITAL LLC underwent a change of control involving Ivory Parent, LLC and Ivory REIT, LLC (affiliates of GIC and Oak Street Real Estate Capital) for Not specified in the provided excerpt. (closed 2023-02-03).","evidence_excerpt":"This Current Report on Form 8-K is being filed in connection with the completion on February 3, 2023 (the “ Closing Date ”) of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of September 15, 2022 (the “ Merger Agreement ”), by and among STORE Capital Corporation, a Maryland corporation (“ STORE ”), Ivory Parent, LLC, a Delaware limited liability company (“ Parent ”), and Ivory REIT, LLC, a Delaware limited liability company (“ Merger Sub ” and, together with Parent, the “ Parent Parties ”). The Parent Parties are affiliates of GIC, a global institutional investor, and Oak Street Real Estate Capital, a division of Blue Owl Capital, Inc. Pursuant to the Merger Agreement, on the Closing Date, STORE merged with and into Merger Sub (the “ Merger ”), with Merger Sub surviving (the “ Surviving Entity ”) as a subsidiary of Parent and Ivory SuNNNs LLC, an affiliate of GIC, and the separate existence of STORE ceased.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Ivory Parent, LLC and Ivory REIT, LLC (affiliates of GIC and Oak Street Real Estate Capital)"},{"label":"Consideration","value":"Not specified in the provided excerpt."},{"label":"Closing","value":"2023-02-03"}],"fact_type":"ma_transaction"},{"claim_id":"671f0058b13748bfd9b1b88b374e1471f2ee428e","claim":"STORE CAPITAL LLC terminated Second Amended and Restated Credit Agreement with KeyBank, as administrative agent valued at Senior unsecured revolving credit facility of up to $600 million with sublimit of $200 million for s (effective 2023-02-03).","evidence_excerpt":"STORE repaid in full all indebtedness, liabilities and other obligations outstanding under, and terminated, (i) the Second Amended and Restated Credit Agreement, dated June 3, 2021, by and among STORE, as borrower, KeyBank, as administrative agent, and the other lenders and parties identified therein, which provided for a senior unsecured revolving credit facility of up to $600 million, with a sublimit of $200 million for swingline loans and $75 million for letters of credit","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"KeyBank, as administrative agent"},{"label":"Value","value":"Senior unsecured revolving credit facility of up to $600 million with sublimit of $200 million for s"},{"label":"Effective","value":"2023-02-03"}],"fact_type":"material_agreement"},{"claim_id":"732c5bcea66a6fcfa92826b6ca3f26996e8f4429","claim":"STORE CAPITAL LLC entered into Fifth Supplemental Indenture with Wilmington Trust, National Association valued at Assumed obligations under $1.425 billion aggregate principal amount of senior notes: $350M 4.50% due (effective 2023-02-03).","evidence_excerpt":"Fifth Supplemental Indenture In connection with the completion of the Merger, on the Closing Date, the Company, STORE and Wilmington Trust, National Association, a national banking association, as trustee (the “ Trustee ”), entered into the Supplemental Indenture No. 5 (the “ Fifth Supplemental Indenture ”) to the Indenture, dated as of March 15, 2018, between STORE and the Trustee, as supplemented by the Supplemental Indenture No. 1, dated as of March 15, 2018, the Supplemental Indenture No. 2, dated as of February 28, 2019, the Supplemental Indenture No. 3, dated as of November 18, 2020, and the Supplemental Indenture No. 4, dated as of November 17, 2021 (the base indenture, as so supplemented, the “ Indenture ”), pursuant to which the Company assumed STORE’s obligations under the Indenture and the following outstanding securities issued thereunder: (i) $350 million aggregate principal amount of 4.50% Senior Notes due 2028; (ii) $350 million aggregate principal amount of 4.625% Senio","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Wilmington Trust, National Association"},{"label":"Value","value":"Assumed obligations under $1.425 billion aggregate principal amount of senior notes: $350M 4.50% due"},{"label":"Effective","value":"2023-02-03"}],"fact_type":"material_agreement"},{"claim_id":"93a224affe3ee85c17f5f50e197276e6fc812832","claim":"STORE CAPITAL LLC terminated Term Loan Agreement with KeyBank, as administrative agent valued at Senior unsecured term loan of $600 million. (effective 2023-02-03).","evidence_excerpt":"and (ii) the Term Loan Agreement, dated as of April 28, 2022, by and among STORE, as borrower, KeyBank, as administrative agent, and the other lenders and parties identified therein, which provided for a senior unsecured term loan of $600 million.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1538990/000119312523024224/0001193125-23-024224-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"KeyBank, as administrative agent"},{"label":"Value","value":"Senior unsecured term loan of $600 million."},{"label":"Effective","value":"2023-02-03"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}