GOLUB CAPITAL BDC, INC. : entering into a material definitive agreement, creating a direct financial obligation or an obligation under an off-balance sheet arrangement of a registrant, financial statements and supporting documents (Form 8-K)

Article 1.01 – Conclusion of an important definitive agreement.

At November 19, 2021, Golub Capital BDC, inc. (the “Company”) has entered into an addendum (the “JPM Credit Facility Addendum”) to this certain Senior Secured Revolving Credit Agreement, dated February 11, 2021, by and among, Golub Capital BDC, inc., as a borrower, JPMorgan Chase Bank, NA., as Administrative Agent and Guarantee Agent, and Lenders, Syndication Agents, Associate Bookkeepers and Associate Lead Agents (as amended and supplemented by the Amendment to the JPM Credit Facility, the “JPM Credit Facility”). The amendment to the JPM credit facility came into effect on November 19, 2021.

The Amendment to the JPM Credit Facility amended the JPM Credit Facility to, among other things, (x) increase the accordion function, which allows the Company, in certain circumstances, to increase the total size of the facility, to a total size of the ease of $ 1.5 billion of $ 712.5 million, and (y) replace the benchmark LIBOR and interest rate for loans denominated in pounds sterling and Swiss francs. Upon the entry into force of the amendment to the JPM Credit Facility, borrowings under the JPM Credit Facility remain subject to compliance with a basic borrowing test. As part of the amendment to the JPM credit facility, interest under the JPM credit facility for loans denominated in pounds sterling or Swiss francs, (A) if the value of the gross borrowing base is equal to or greater than 1.60 times the total amount of certain outstanding debt of the Company, or the “Amount of the Combined Debt”, is payable at a rate equal to one month of SONIA plus 1.7826% per year or one month of SARON plus 1.6929% per annum, respectively and, (B) if the value of the gross value of the borrowing base is less than 1.60 times the amount of the combined debt, is payable at an equal rate to one month of SONIA plus 1.9076% per year or one month of SARON plus 1.8179% per year, respectively.

At 23 November 2021, the Company has entered into an agreement with First National Bank of Pennsylvania, JPMorgan Chase Bank, NA., MUFG Union Bank, NA, CIBC Bank United States, and Sumitomo Mitsui Banking Company (the “Commitment Increase Agreement”), under which, through the accordion function of the JPM Credit Facility, the total commitments under the JPM Credit Facility were increased from
$ 687.5 million To $ 1,037.5 million. The accordion function of the JPM credit facility allows the Company, in certain circumstances, to increase the total size of the facility to a maximum of $ 1.5 billion.

The foregoing descriptions are only a summary of the material provisions of each of the JPM Credit Facility Addendum and Commitment Increase Agreement and are qualified in their entirety by reference to copies of the Addendum. to the JPM Credit Facility and the Commitment Increase Agreement, respectively, which are filed as Exhibit 10.1 and Exhibit 10.2 of this current report on Form 8-K and incorporated by reference herein.

Item 2.03 – Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set out in section 1.01 above is incorporated by reference into this section 2.03.

Item 9.01 – Financial statements and supporting documents.


(d) Exhibits:



Exhibit Number   Description

  10.1             Amendment No. 1, dated as of November 19, 2021, to Senior Secured
                 Revolving Credit Agreement, dated as of February 11, 2021, by and
                 among, Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank,
                 N.A., as administrative agent and as collateral agent, and the
                 lenders, syndication agents, joint bookrunners, and joint lead
                 arrangers party thereto

  10.2             Commitment Increase Agreement, dated as of November 23, 2021, by
                 First National Bank of Pennsylvania, as Assuming Lender, JPMorgan
                 Chase Bank, N.A., MUFG Union Bank, N.A., CIBC Bank USA, and Sumitomo
                 Mitsui Banking Corporation, each as an Increasing Lender, in favor
                 of Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank,
                 N.A., as administrative agent under the Senior Secured Revolving
                 Credit Facility, dated as of February 11, 2021, as amended, among
                 Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as
                 administrative agent and as collateral agent, and the lenders,
                 syndication agents, joint bookrunners, and joint lead arrangers
                 party thereto.

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