Great Elm Capital Corp SEC Filings

Great Elm Capital Corp. filed a prospectus supplement for a $50,000,000 offering of 7.75% notes due 2030, to be issued at 100% and expected to be delivered in book-entry form on or about September 11, 2025. Interest accrues from September 11, 2025 and is payable quarterly. The company increased its senior secured revolving credit facility commitment to up to $50 million (with a discretionary bank option to raise availability to $90 million). The Board set a quarterly cash distribution of $0.37 per share, payable from distributable earnings. The prospectus discloses portfolio leverage and concentration metrics, including TOTAL INVESTMENTS of 287.98% of net assets and Short-Term Investments of 48.71% of net assets, and states the Notes will be unsecured and structurally subordinated, with limited indenture protections. Use of proceeds includes redeeming existing notes, repaying borrowings under the Loan Agreement, and general corporate purposes.

Prospectus supplement for $50,000,000 of notes (\$25.00 per Note) being offered by Great Elm Capital Corporation (GECC). The offering lists Lucid Capital Markets, Piper Sandler, Clear Street, InspereX and Janney Montgomery Scott as underwriters and includes an over-allotment option increasing the size to \$57,500,000 if exercised. GECC is described as a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a BDC and for tax purposes as a RIC. The supplement highlights key terms: interest payment conventions, no sinking fund for the Notes, potential restrictions on transfers during redemption periods, and possible defeasance or covenant defeasance features. Portfolio detail and balances as of June 30, 2025 are reported in the supplement and the document states that 27.47% of the Company’s total assets were non-qualifying assets as of period end. The supplement incorporates by reference GECC’s SEC filings including its Form 10-K and subsequent quarterly reports.

Great Elm Capital Corp. is issuing $50 million of new 7.75% notes maturing on December 31, 2030. After underwriting discounts and estimated expenses, the company expects net proceeds of about $48.1 million. The notes can be redeemed at the company’s option on or after December 31, 2027, and underwriters have a 30-day option to buy up to an additional $7.5 million of notes.

The notes are expected to list on the Nasdaq Global Market under the symbol GECCG and begin trading within 30 days of the original issue date. Great Elm plans to use the proceeds primarily to redeem its outstanding 8.75% notes due 2028, with any remaining funds potentially used to redeem or repurchase other outstanding notes, repay borrowings under its revolving credit facility, or for general corporate purposes, including new investments.

Great Elm Capital Corp. has begun an underwritten public offering of unsecured notes due 2030. The notes are expected to list on the Nasdaq Global Market under the symbol GECCG and begin trading there within 30 days from the original issue date.

The company expects to use most of the net proceeds to redeem all of its outstanding 8.75% notes due 2028. Any remaining proceeds may be used to redeem or repurchase its 5.875% notes due 2026, 8.50% notes due 2029, or 8.125% notes due 2029, to repay borrowings under its revolving credit facility, or for general corporate purposes, including new investments consistent with its strategy as a business development company.

Poor Richard LLC and its managing member, Booker Smith, report beneficial ownership of 1,290,000 shares of Great Elm Capital Corp. common stock, representing 9.9% of the outstanding shares based on 12,977,834 shares outstanding as of August 27, 2025. The filing states the shares are held with shared voting and dispositive power and that the investors file as passive holders under Schedule 13G. The parties certify the stake was not acquired to change or influence control of the issuer and executed a joint filing agreement dated September 4, 2025.

Poor Richard LLC and its managing member, Booker Smith, report beneficial ownership of 1,290,000 shares of Great Elm Capital Corp. common stock, representing 9.9% of the outstanding shares based on 12,977,834 shares outstanding as of August 27, 2025. The filing states the shares are held with shared voting and dispositive power and that the investors file as passive holders under Schedule 13G. The parties certify the stake was not acquired to change or influence control of the issuer and executed a joint filing agreement dated September 4, 2025.

Great Elm Capital Corp. has filed a prospectus supplement for debt securities describing the Notes, related indenture provisions and key risks. The company is a closed-end, externally managed, non-diversified management investment company that has elected BDC regulation and elected RIC tax treatment beginning with the tax year starting October 1, 2016. The supplement references risk factors (beginning on page S-11), limits on asset coverage and structural/effective subordination of creditors. As of June 30, 2025 the document shows "Actual" total assets of $403,259 (thousands) and consolidated figures summing to $421,774. The portfolio table discloses individual investments, interest rates tied to SOFR or PRIME, maturity dates and a 27.47% non-qualifying assets disclosure. The prospectus incorporates prior SEC filings by reference and notes distributions may include return of capital.

Great Elm Capital Corp. has filed a prospectus supplement for debt securities describing the Notes, related indenture provisions and key risks. The company is a closed-end, externally managed, non-diversified management investment company that has elected BDC regulation and elected RIC tax treatment beginning with the tax year starting October 1, 2016. The supplement references risk factors (beginning on page S-11), limits on asset coverage and structural/effective subordination of creditors. As of June 30, 2025 the document shows "Actual" total assets of $403,259 (thousands) and consolidated figures summing to $421,774. The portfolio table discloses individual investments, interest rates tied to SOFR or PRIME, maturity dates and a 27.47% non-qualifying assets disclosure. The prospectus incorporates prior SEC filings by reference and notes distributions may include return of capital.

Great Elm Capital Corp. filed a Current Report disclosing notices related to its 8.75% Notes due 2028. The filing includes a Notice of Redemption and a Conditional Notice of Redemption referencing numeric values 99.2 and 104 respectively, the cover page formatted as inline XBRL, and identifies Keri A. Davis as Chief Financial Officer. The document lists several regulatory communication checkboxes and contains limited substantive detail beyond the redemption notices and administrative information.

Great Elm Capital Corp. filed a Form D reporting a completed Regulation D equity offering of $15,028,500. The issuer, a Maryland corporation operating as a pooled investment/other investment fund, indicates it is registered as an investment company under the Investment Company Act of 1940. The offering relied on Rule 506(b) and was a new notice for a first sale on 2025-08-27. The filing shows $15,028,500 sold with $0 remaining, a minimum outside investment of $0, and that gross proceeds did not pay any named executives or directors. The filing discloses $450,855 in finders\' fees and reports one investor participated.

Great Elm Strategic Partnership I, LLC, a director-linked reporting person for Great Elm Capital Corp. (GECC), reported two insider sales: 25,711 shares sold on 08/25/2025 and 21,472 shares sold on 08/26/2025, each at $11.20 per share. Beneficial ownership after the 8/25 sale was 1,669,254 shares and after the 8/26 sale was 1,647,782 shares. The form is signed by an attorney-in-fact on behalf of the reporting person.