Current Report Filing (8-k)
February 18 2021 - 04:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 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): February 17,
2021
Golub
Capital BDC, Inc.
(Exact name of Registrant as specified in its charter)
|
Delaware |
814-00794 |
27-2326940 |
|
(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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200 Park Avenue, 25th Floor, New York, NY 10166
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area
code: (212) 750-6060
(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 (see
General Instruction A.2. below):
| |
¨ |
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)) |
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each
class |
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.001 per
share |
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GBDC |
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The Nasdaq Global Select
Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 or
Rule 12b-2 of the Securities Exchange Act of 1934.
¨ Emerging growth
company
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ¨
| Item 1.01. |
Entry
into a Material Definitive Agreement. |
On February 17, 2021, Golub Capital BDC, Inc. (the “Company”)
entered into an underwriting agreement (the “Underwriting
Agreement”) by and among the Company, GC Advisors LLC, Golub
Capital LLC, and SMBC Nikko Securities America, Inc. and J.P.
Morgan Securities LLC, as representatives of the several
underwriters, in connection with the issuance and sale of $400.0
million aggregate principal amount of the Company’s 2.500% Notes
due 2026 (the “Offering”). The closing of the Offering is expected
to occur on February 24, 2021, subject to customary closing
conditions.
The Offering was made pursuant to the Company’s effective shelf
registration statement on
Form N-2 (File No. 333-232387) previously
filed with the Securities and Exchange Commission, as supplemented
by a preliminary prospectus supplement dated February 17, 2021 and
a final prospectus supplement dated February 17, 2021. This Current
Report on Form 8-K shall not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or other jurisdiction.
The description above is only a summary of the material provisions
of the Underwriting Agreement and is qualified in its entirety by
reference to a copy of the Underwriting Agreement, which is filed
as Exhibit 1.1 to this Current Report on Form 8-K and incorporated
by reference herein.
| Item 9.01. |
Financial Statements and
Exhibits. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, Golub Capital BDC, Inc. has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.
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Golub Capital BDC,
Inc. |
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Date: February 18, 2021 |
By: |
/s/ Ross Teune |
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Ross Teune |
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Chief Financial
Officer |
