Golub Capital BDC (NASDAQ: GBDC) prices $250M 7.050% 2028 notes

Rhea-AI Filing Summary

Golub Capital BDC, Inc. has priced an underwritten public offering of an additional $250 million in aggregate principal amount of 7.050% notes due 2028. These notes mature on December 5, 2028 and can be redeemed earlier at the company’s option, with a make-whole premium applying before November 5, 2028 and at par thereafter.

The new notes will rank equally with, and be fungible with, the existing $450 million of 7.050% notes due 2028, bringing the total outstanding for this series to $700 million. The company plans to use the net proceeds primarily to repay borrowings under its senior secured revolving credit facility with JPMorgan Chase Bank, N.A., with the flexibility to re-borrow or use other credit lines for general corporate purposes and new investments.

Insights

Credit & capital structure analyst

Golub Capital BDC adds $250M term debt and refinances revolver borrowings.

Golub Capital BDC is issuing an additional $250 million of 7.050% notes due 2028, increasing this series to $700 million in aggregate principal. The new notes are fungible with the existing issue, so investors effectively see a larger, single series with identical terms apart from issue date, price and first interest payment.

The company expects to use net proceeds to repay part of its senior secured revolving credit facility with JPMorgan Chase Bank, N.A. This shifts a portion of funding from floating-rate, secured revolving debt toward fixed-rate, unsecured notes at 7.050%, which can affect interest expense and collateral flexibility depending on rate movements.

Management also states it may re-borrow under the JPM facility or its unsecured revolving credit facility with GC Advisors LLC for general corporate purposes, including new portfolio investments. That language underscores that overall leverage and deployment will depend on future borrowing and investment decisions rather than this transaction alone.

Filed pursuant to Rule 497(a)

Registration No. 333-286240

Rule 482ad

Golub Capital BDC, Inc. Prices Public Offering of $250 Million 7.050% Notes Due 2028

NEW YORK, NY, September 19, 2025 – 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 an additional $250 million in aggregate principal amount of 7.050% notes due 2028 (the “Notes”). The Notes will mature on December 5, 2028 and may be redeemed in whole or in part at the Company’s option at any time prior to November 5, 2028, at par plus a “make-whole” premium, and thereafter at par.

The Notes will constitute a further issuance of, have the same terms (except the issue date, the offering price and the initial interest payment date) as, rank equally in right of payment with, and be fungible and form a single series with the $450 million in aggregate principal amount of the 7.050% notes due 2028 that the Company initially issued on December 5, 2023. Upon the issuance of the Notes, the outstanding aggregate principal amount of the Company’s 7.050% notes due 2028 will be $700 million.

RBC Capital Markets, LLC is acting as sole book-running manager for this offering. The offering is expected to close on September 26, 2025, subject to customary closing conditions.

The Company intends to use the net proceeds from this offering to repay a portion of the outstanding indebtedness under the Company’s senior secured revolving credit facility with JPMorgan Chase Bank, N.A. (the “JPM Credit Facility”). However, the Company may re-borrow under the JPM Credit Facility or borrow under the Company’s unsecured revolving credit facility with GC Advisors LLC for general corporate purposes, which may include investing in portfolio companies in accordance with the Company’s investment strategy.

Investors are advised to carefully consider the investment objective, risks, charges and expenses of the Company before investing. The preliminary prospectus supplement dated September 19, 2025 and the accompanying prospectus dated March 28, 2025, 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 RBC Capital Markets, LLC at 1-866-375-6829.

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. The Company invests primarily in one stop and other senior secured loans to 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 LLC group of companies (“Golub Capital”).

ABOUT GOLUB CAPITAL

Golub Capital is a market-leading, award-winning direct lender and experienced private credit 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 private equity sponsors and investors.

As of July 1, 2025, Golub Capital had over 1,000 employees and over $80 billion of capital under management, a gross measure of invested capital including leverage. The firm has offices in North America, Europe, Asia and the Middle East. For more information, please visit golubcapital.com.

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 of 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.

Investor Contact:

Christopher Ericson

312-212-4036

cericson@golubcapital.com

Source: Golub Capital BDC, Inc.

FAQ

What did Golub Capital BDC (GBDC) announce about its new notes offering?

Golub Capital BDC announced it priced an underwritten public offering of an additional $250 million in aggregate principal amount of 7.050% notes due 2028, which will be fungible with its existing 7.050% notes due 2028.

When do Golub Capital BDC's new 7.050% notes due 2028 mature and how can they be redeemed?

The new 7.050% notes mature on December 5, 2028. They may be redeemed at the company’s option at any time before November 5, 2028 at par plus a make-whole premium, and at par after that date.

How large will Golub Capital BDC’s 7.050% 2028 note series be after this offering?

After this transaction, the outstanding aggregate principal amount of Golub Capital BDC’s 7.050% notes due 2028 will be $700 million, combining the new $250 million issuance with the existing $450 million.

How does Golub Capital BDC (GBDC) plan to use the net proceeds from the $250 million notes?

The company intends to use the net proceeds primarily to repay a portion of the outstanding indebtedness under its senior secured revolving credit facility with JPMorgan Chase Bank, N.A., and may later re-borrow or use other credit facilities for general corporate purposes and investments.

Who is managing Golub Capital BDC’s 7.050% notes offering due 2028?

RBC Capital Markets, LLC is acting as the sole book-running manager for this offering, which is expected to close on September 26, 2025, subject to customary closing conditions.

What type of investments does Golub Capital BDC (GBDC) focus on?

Golub Capital BDC is an externally managed business development company that primarily invests in one stop and other senior secured loans to middle-market companies, often backed by private equity sponsors.