Golub Capital BDC, Inc. Prices Public Offering of $600 Million 6.000% Notes Due 2029

Rhea-AI Summary

Golub Capital BDC, Inc. announced a $600 million public offering of 6.000% notes due 2029, with plans to use the net proceeds to repay outstanding debt and invest in portfolio companies. The offering is expected to close on February 1, 2024, and the company's joint book-running managers include Wells Fargo Securities, J.P. Morgan Securities, and Goldman Sachs & Co. LLC.

Insights

Financial Analyst

The pricing of a substantial $600 million underwritten public offering by Golub Capital BDC, Inc. is a significant move that reflects the company's strategic financial management and capital structure optimization. The decision to issue 6.000% notes due 2029 to repay existing debts, particularly the senior secured revolving credit facility and 3.375% notes due 2024, indicates a proactive approach to managing maturity profiles and interest rate exposures. This move could potentially reduce interest expenses in the long term, despite the higher interest rate on the new notes, by replacing older debts with newer instruments that have a longer maturity.

Investors should note the involvement of prominent financial institutions as joint book-running managers, which may add credibility to the offering. The expected use of proceeds suggests a focus on maintaining liquidity and flexibility in the company's operations. It is essential for investors to assess the impact on the company's leverage ratios and overall financial health. Moreover, the ability to re-borrow under the JPM Credit Facility for future investments aligns with the company's ongoing investment strategy, potentially leading to growth in the company's portfolio and enhancing shareholder value over time.

Market Research Analyst

From a market perspective, the issuance of the notes by Golub Capital BDC, Inc. can be seen as a response to the current interest rate environment and investor appetite for corporate debt. The 6.000% yield reflects market conditions and investor expectations for returns on fixed-income securities. The offering's success could serve as a barometer for the broader business development company (BDC) sector and fixed-income market, indicating investor confidence in BDCs and their ability to manage debt in a potentially rising interest rate landscape.

Additionally, the fact that the offering is expected to close in the future provides insight into the company’s confidence in its ability to secure funding under the terms announced. The diversification of underwriters also suggests a robust strategy to ensure the offering's success. Market participants may view this move as a positive signal, potentially influencing the stock's performance and the perception of the company within the investment community.

Legal Expert

From a legal standpoint, the offering is subject to customary closing conditions and regulatory considerations, including filings with the Securities and Exchange Commission (SEC). The preliminary prospectus supplement and the accompanying prospectus provide essential disclosures that investors must evaluate. The legal framework governing the offering ensures transparency and compliance with securities laws, which is crucial for maintaining investor trust and market integrity.

Investors should be aware of the make-whole premium provision, which is designed to compensate the company for potential interest losses if the notes are redeemed before maturity. This clause is standard in bond offerings but requires careful scrutiny to understand its financial implications fully. The legal structure of the notes offering, including redemption rights and terms, could affect the company's financial flexibility and should be considered when evaluating the company's future financial strategy.

NEW YORK--(BUSINESS WIRE)-- Golub Capital BDC, Inc. (the “Company,” “we,” “us” or “our”), a business development company (Nasdaq: GBDC), announced that it has priced an underwritten public offering of $600 million in aggregate principal amount of 6.000% notes due 2029. The notes will mature on July 15, 2029 and may be redeemed in whole or in part at the Company’s option at any time prior to June 15, 2029, at par plus a “make-whole” premium, and thereafter at par.

Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, SMBC Nikko Securities America, Inc., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., Regions Securities LLC, Santander US Capital Markets LLC and SG Americas Securities, LLC are acting as joint book-running managers for this offering. Academy Securities, Inc., Capital One Securities, Inc., CIBC World Markets Corp., Comerica Securities, Inc., Oppenheimer & Co. Inc. and WauBank Securities LLC are acting as co-managers for the offering. The offering is expected to close on February 1, 2024, subject to customary closing conditions.

The Company expects to use the net proceeds of this offering to repay outstanding indebtedness under the Company’s senior secured revolving credit facility with JPMorgan Chase Bank, N.A. (the “JPM Credit Facility”) and to pay off the Company’s 3.375% notes due 2024 at, or, if the Company elects to exercise an optional redemption prior to, their scheduled maturity on April 15, 2024. However, through re-borrowing under the JPM Credit Facility, we intend to invest in portfolio companies in accordance with the Company’s investment strategy and for general corporate purposes.

Investors are advised to carefully consider the investment objective, risks, charges and expenses of the Company before investing. The preliminary prospectus supplement dated January 29, 2024 and the accompanying prospectus dated June 9, 2022, each of which have been filed with the Securities and Exchange Commission (the “SEC”), contain this and other information about the Company and should be read carefully before investing.

The pricing term sheet, the preliminary prospectus supplement, the accompanying prospectus and this press release are not offers to sell any securities of the Company and are not soliciting an offer to buy the notes in any jurisdiction where such offer and sale is not permitted.

The offering may be made only by means of a preliminary prospectus supplement and an accompanying prospectus. Copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained by calling Wells Fargo Securities, LLC at 1-800-645-3751, J.P. Morgan Securities LLC at 212-834-4533 or SMBC Nikko Securities America, Inc. at 1-888-868-6856.

ABOUT GOLUB CAPITAL BDC, INC.

The Company is an externally-managed, non-diversified closed-end management investment company that has elected to be treated as a business development company under the Investment Company Act of 1940, as amended. The Company invests primarily in one stop and other senior secured loans of U.S. middle-market companies that are often sponsored by private equity investors. The Company’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

Golub Capital is a market-leading, award-winning direct lender and credit asset manager. The firm specializes in delivering reliable, creative and compelling financing solutions to companies backed by private equity sponsors. Golub Capital’s sponsor finance expertise also forms the foundation of its Broadly Syndicated Loan and Credit Opportunities investment programs. Golub Capital nurtures long-term, win-win partnerships that inspire repeat business from its private equity sponsor clients and investors.

As of January 1, 2024, Golub Capital had over 850 employees and over $65.0 billion of capital under management, a gross measure of invested capital including leverage. The firm has lending offices in New York, Chicago, Miami, San Francisco and London.

FORWARD-LOOKING STATEMENTS

Some of the statements in this press release constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements may include statements as to the Company’s notes offering, the expected net proceeds from the offering, and the anticipated use of the net proceeds of the offering. In addition, words such as “anticipate,” “believe,” “expect,” “seek,” “plan,” “should,” “estimate,” “project” and “intend” indicate forward-looking statements, although not all forward-looking statements include these words. The forward-looking statements contained in this press release involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Risk Factors” and elsewhere in our annual report on Form 10-K and our other filings with the SEC. Other factors that could cause actual results to differ materially include: changes in the economy, financial and lending markets and geopolitical environment; changes in the markets in which we invest; changes in the interest rate environment and its impact on our business and our portfolio companies; the impact off elevated levels of inflation and its impact on our portfolio companies and the industries in which we invest; future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities) and conditions in our operating areas, particularly with respect to business development companies or regulated investment companies; and other considerations that may be disclosed from time to time in our publicly disseminated documents and filings.

We have based the forward-looking statements included in this press release on information available to us on the date of this press release, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240129338050/en/

Investor Contact:

Christopher Ericson

312-212-4036

cericson@golubcapital.com

Source: Golub Capital BDC, Inc.

FAQ

What is Golub Capital BDC, Inc. offering in the public offering?

Golub Capital BDC, Inc. is offering $600 million in aggregate principal amount of 6.000% notes due 2029 in the public offering.

When is the offering expected to close?

The offering is expected to close on February 1, 2024, subject to customary closing conditions.

What are the plans for the net proceeds from the offering?

The company plans to use the net proceeds to repay outstanding indebtedness under the senior secured revolving credit facility with JPMorgan Chase Bank, N.A. and to pay off the 3.375% notes due 2024, with the intention of re-borrowing under the JPM Credit Facility to invest in portfolio companies and for general corporate purposes.

Who are the joint book-running managers for the offering?

The joint book-running managers for the offering include Wells Fargo Securities, J.P. Morgan Securities, and Goldman Sachs & Co. LLC.

What are the risks associated with investing in Golub Capital BDC, Inc.?

Investors are advised to carefully consider the investment objective, risks, charges, and expenses of the Company before investing. The preliminary prospectus supplement dated January 29, 2024, and the accompanying prospectus dated June 9, 2022, each of which have been filed with the Securities and Exchange Commission (the 'SEC'), contain this and other information.