UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 – Entry into a Material Definitive Agreement.
On June 30, 2023, Golub Capital BDC CLO III LLC (the “2018 Issuer”), a wholly owned subsidiary of Golub Capital BDC, Inc. (the “Company”), entered into a supplemental indenture (the “First Supplemental Indenture”) to amend the $602.4 million term debt securitization initially completed on November 16, 2018 (as amended, the “2018 Debt Securitization”). The First Supplemental Indenture is effective as of June 30, 2023.
The First Supplemental Indenture amends the 2018 Debt Securitization to, among other things, replace LIBOR as an interest rate benchmark for the notes issued in the 2018 Debt Securitization (the “2018 Notes”), and to make certain associated changes. In connection with the First Supplemental Indenture, the AAA Class A 2018 Notes, the AA Class B 2018 Notes, the A Class C-1 2018 Notes, the A Class C-2 2018 Notes and the BBB- Class D 2018 Notes, will bear interest at a benchmark interest rate based on three-month term SOFR plus 0.26161%, effective as of the start of the first interest accrual period commencing after June 30, 2023. The Subordinated 2018 Notes will continue to not bear interest.
In addition, on June 30, 2023, GCIC CLO II LLC (the “GCIC 2018 Issuer”), a wholly owned subsidiary of the Company, entered into a second supplemental indenture (the “Second Supplemental Indenture”) to amend the $908.2 million term debt securitization initially completed on December 13, 2018 and acquired by the Company as part of its acquisition of Golub Capital Investment Corporation as of September 16, 2019 (as amended, the “GCIC 2018 Debt Securitization”). The Second Supplemental Indenture is effective as of June 30, 2023.
The Second Supplemental Indenture amends the GCIC 2018 Debt Securitization to, among other things, replace LIBOR as an interest rate benchmark for the notes issued in the GCIC 2018 Debt Securitization (the “GCIC 2018 Notes”), and to make certain associated changes. In connection with the Second Supplemental Indenture, the AAA Class A-1 GCIC 2018 Notes, the AA Class B-1 GCIC 2018 Notes, the AA Class B-2 GCIC 2018 Notes, the A Class C GCIC 2018 Notes and the BBB- Class D GCIC 2018 Notes, will bear interest at a benchmark interest rate based on three-month term SOFR plus 0.26161%, effective as of the start of the first interest accrual period commencing after June 30, 2023. The AAA Class A-2-R GCIC 2018 Notes will continue to bear interest at 2.498% and the Subordinated GCIC 2018 Notes will continue to not bear interest.
The foregoing description is only a summary of the material provisions of the First Supplemental Indenture and the Second Supplemental Indenture and is qualified in its entirety by reference to a copy of the First Supplemental Indenture and the Second Supplemental Indenture, which are filed as Exhibits 10.1 and Exhibits 10.2, respectively, to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01 – Financial Statements and Exhibits.
(d) Exhibits:
* Filed herewith.
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.
| Golub Capital BDC, Inc. | ||
| Date: June 30, 2023 | By: | /s/ Christopher C. Ericson |
| Name: Christopher C. Ericson | ||
| Title: Chief Financial Officer | ||