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): May 14, 2014

  

 

 

GOLUB CAPITAL BDC, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

 

 

         
DELAWARE   814-00794   27-2326940

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

     
             

 

 

__ 150 South Wacker Drive, Suite 800, Chicago, IL 60606__

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (312) 205-5050

 

 

 

 

 

 

 

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))

 

 

 

 

 
 

 

Item 2.02. Results of Operations and Financial Condition.

 

On May 14, 2014, Golub Capital BDC, Inc. issued a press release announcing the pricing on a new $400 million term debt securitization. A copy of this press release is attached hereto as Exhibit 99.1.

 

The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section.  The information in this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)        Exhibits.

 

99.1      Press release of Golub Capital BDC, Inc., dated as of May 14, 2014

 

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SIGNATURES

 

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.

 

    GOLUB CAPITAL BDC, INC.
     
Date: May 14, 2014 By: /s/ Ross A. Teune                              
    Name: Ross A. Teune
    Title: Chief Financial Officer

 

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GOLUB CAPITAL BDC, INC. ANNOUNCES PRICING ON NEW $400 MILLION TERM DEBT SECURITIZATION

 

CHICAGO, IL, May 14, 2014 – Golub Capital BDC, Inc. a business development company (the “Company”) (NASDAQ: GBDC, www.golubcapitalbdc.com), today announced that its wholly-owned and consolidated subsidiary, Golub Capital BDC CLO 2014 LLC, has priced a twelve year $400 million term debt securitization.

 

The notes offered in the term debt securitization (the “Notes”) are structured as follows:

 

  Par Amount % of Capital   Expected Rating Issuance
Tranche  ($ in millions) Structure Coupon (Moody's / S&P) Price
Class A-1 Notes $191.0 47.5% 3 Mos LIBOR + 1.75% Aaa / AAA 100.0%
Class A-2 Notes * $20.0 5.0% 3 Mos LIBOR + 1.45%  Aaa / AAA 100.0%
Class B Notes $35.0 8.7% 3 Mos LIBOR + 2.50% Aa2 / AA 100.0%
Class C Notes $37.5 9.3% 3 Mos LIBOR + 3.50% A2 / - 100.0%
Equity Interests $118.3 29.5% N/A N/A N/A
           
Total $401.8 100.0%      
           
* The Class A-2 coupon is 3 Mos LIBOR + 1.45% for the first 18 months and 3 Mos LIBOR + 1.95% thereafter.  

 

The Class C Notes and Equity Interests will be indirectly retained by the Company. The reinvestment period for the term debt securitization ends in April 2018 and the Notes are scheduled to mature in April 2026.

 

The term debt securitization is expected to be 70% - 80.0% funded at close with assets that currently secure the Company’s revolving credit facility with Wells Fargo and with assets that are currently unlevered. Additionally, based upon current LIBOR rates and including the amortization of costs and fees associated with the debt securitization, the Company projects an all-in yield of 2.4 % on the Class A and Class B Notes which compares favorably to the all-in yield of 3.1% on the Company’s revolving credit facility with Wells Fargo for the three months ended March 31, 2014.

 

The securities offered as part of the term debt securitization have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state “blue sky” laws and may not be offered or sold in the United States absent registration under Section 5 of the Securities Act or an applicable exemption from such registration requirements.

 

ABOUT GOLUB CAPITAL BDC, INC.

 

Golub Capital BDC, Inc. invests primarily in senior secured, one stop, second lien and subordinated loans of, and warrants and minority equity securities in, middle-market companies that are, in most cases, sponsored by private equity investors. Golub Capital BDC, Inc.’s investment activities are managed by its investment adviser, GC Advisors LLC, an affiliate of the Golub Capital group of companies (“Golub Capital”).

 

ABOUT GOLUB CAPITAL

 

With over $10 billion of capital under management, Golub Capital is a leading provider of financing solutions for the middle market, including one-loan financings (through the firm's proprietary MiniGOLD, GOLD, and MegaGOLD facilities), senior, second lien, and subordinated debt, preferred stock and co-investment equity. The firm underwrites and syndicates senior credit facilities up to $300 million. Golub Capital's hold sizes range up to $200 million per transaction.

 

Golub Capital has been a top 3 Traditional Middle Market Bookrunner each year from 2008 through 2013 for senior secured loans of up to $100 million for leveraged buyouts (according to Thomson Reuters LPC and internal data; based on number of deals). In 2013, Golub Capital was awarded Finance Monthly’s Global Awards 2013 “Credit Asset Manager of the Year,” and DealMakers M&A Awards 2013 “Middle Market Lender of the Year.” In 2012, Golub Capital was awarded ACG New York Champion’s Award for “Senior Lender Firm of the Year” and the M&A Advisor award for “Lender Firm of the Year.” Golub Capital is a national firm with principal offices in Chicago and New York. For more information, please visit the firm's website at www.golubcapital.com.

 

 
 

 

FORWARD-LOOKING STATEMENTS

 

This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those expressed or implied in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission. Golub Capital BDC, Inc. undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.

 

Contact:

 

Ross Teune

312-284-0111

rteune@golubcapital.com

 

 

Source: Golub Capital BDC, Inc.

 

 
 

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