[8-K] Goldman Sachs BDC, Inc. Reports Material Event

Rhea-AI Filing Summary

Goldman Sachs BDC (NYSE:GSBD) filed an 8-K announcing a Twelfth Amendment to its senior secured revolving credit facility with Truist Bank.

• Maturity extended from 18 Oct 2028 to 24 Jun 2030 for Extending Lenders
• Commitment termination moved to 22 Jun 2029
• Interest margins lowered to 0.90% (ABR) and 1.90% (Term Benchmark/Daily Simple RFR), with a further step-down possible upon achieving investment-grade ratings or a 1.60× borrowing-base multiple

The filing constitutes an entry into a material definitive agreement (Item 1.01) and the creation of a direct financial obligation (Item 2.03). Although facility size is unchanged, the longer tenor and reduced pricing improve liquidity and may lower future interest expense, materially affecting GSBD’s financing profile.

Positive

• Maturity extended to 24 Jun 2030 on senior secured revolver, lengthening liquidity runway by 20 months
• Interest margin reduced to 0.90% (ABR) / 1.90% (benchmark), directly lowering borrowing costs
• Potential additional margin step-down if GSBD attains investment-grade ratings or a 1.60× borrowing-base coverage

Negative

• Improved terms apply only to Extending Lenders, leaving a portion of the facility at higher spreads and earlier maturities

Insights

Credit Analyst

TL;DR: Longer tenor and cheaper pricing strengthen GSBD’s liability structure.

The two-year maturity extension reduces refinancing risk during potential credit-market volatility. Cutting margins to 0.90%/1.90% should lift net investment income, assuming unchanged leverage. The step-down incentive aligns with a drive toward investment-grade status, signaling management’s balance-sheet discipline. While limited to Extending Lenders, these typically represent the bulk of the bank group in similar amendments, making the impact meaningfully positive for cost of capital.

Portfolio Manager

TL;DR: Amendment improves cash-flow visibility but benefit is partial.

Investors gain 48 extra months of facility availability through 2029 and lower spreads, enhancing dividend coverage. However, unchanged terms for non-extending lenders create a dual-tranche structure that could complicate future amendments. Overall risk-reward skews favorably, yet tracking lender participation and any ratings actions remains key.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): June 24, 2025

GOLDMAN SACHS BDC, INC.

(Exact name of registrant as specified in its charter)

Delaware		814-00998		46-2176593
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

200 West Street, New York, New York		10282
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (312) 655-4419

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:

☐ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		GSBD		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 — Entry into a Material Definitive Agreement.

On June 24, 2025, Goldman Sachs BDC, Inc. (the “Company”) entered into a twelfth amendment to its senior secured revolving credit agreement (the “Twelfth Amendment”), dated as of September 19, 2013 (as amended, supplemented or otherwise modified from time to time, including by the Twelfth Amendment, the “Truist Revolving Credit Facility”), by and among the Company, as borrower, the subsidiary guarantors party thereto (solely for purposes of Section 5.10), Truist Bank, as administrative agent and, solely with respect to Section 5.11 thereof, as collateral agent, and the lenders from time to time party thereto.

The Twelfth Amendment, among other things, (i) extends the final maturity date from October 18, 2028 to June 24, 2030 for the Extending Lenders only, (ii) extends the commitment termination date from October 18, 2027 to June 22, 2029 for the Extending Lenders only and (iii) reduces the applicable margin, for the Extending Lenders only, (a) with respect to any ABR Loan, to 0.90% per annum, and (b) with respect to any Term Benchmark Loan or Daily Simple RFR Loan, to 1.90% per annum, in each case, subject to an additional step-down in applicable margin, for the Extending Lenders only, if (X) the Company has long-term corporate debt ratings from any two of Moody’s, S&P or Fitch of at least Baa3 in the case of Moody’s, BBB- in the case of S&P or BBB- in the case of Fitch, or (Y) the Gross Borrowing Base is greater than or equal to the product of 1.60 and the Combined Debt Amount.

The foregoing description is only a summary of certain provisions of the Twelfth Amendment and is qualified in its entirety by reference to a copy of the Twelfth Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein. Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Truist Revolving Credit Facility.

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

The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.

Item 9.01 — Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number		Description
10.1*		Twelfth Amendment to the Senior Secured Revolving Credit Agreement, dated as of June 24, 2025, by and among Goldman Sachs BDC, Inc., as Borrower, the lenders party thereto, Truist Bank, as Administrative Agent and as Collateral Agent, and the other parties thereto.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Certain schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule to the SEC upon its request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				GOLDMAN SACHS BDC, INC. (Registrant)
Date: June 26, 2025				By:		/s/ Alex Chi
						Name: Alex Chi
						Title: Co-Chief Executive Officer and Co-President
				By:		/s/ David Miller
						Name: David Miller
						Title: Co-Chief Executive Officer and Co-President

FAQ

What changes did GSBD make to its revolving credit facility on 24 Jun 2025?

The Twelfth Amendment extends final maturity to 24 Jun 2030, shifts commitment termination to 22 Jun 2029, and cuts margins to 0.90%/1.90% for Extending Lenders.

How do the new interest margins affect GSBD's borrowing costs?

Margins fall to 0.90% for ABR loans and 1.90% for benchmark or RFR loans, lowering future interest expense versus prior pricing.

What triggers could further reduce GSBD’s loan margins?

Margins step down if GSBD secures investment-grade ratings from two agencies or if its Gross Borrowing Base is ≥1.60× the Combined Debt Amount.

Does the amendment create a new financial obligation for GSBD?

Yes. Under Item 2.03, the amendment constitutes a direct financial obligation by modifying terms of the existing secured revolver.

When was the Twelfth Amendment executed and reported?

Executed on 24 Jun 2025 and reported via Form 8-K filed 26 Jun 2025.

Which lenders benefit from the new terms in GSBD’s credit facility?

Only the Extending Lenders receive the extended maturity and reduced margins; non-extending lenders retain prior terms.