Golub Capital BDC 3

Filed: 23 Sep 21, 4:18pm












Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of report (Date of earliest event reported): September 23, 2021 (September 21, 2021)




(Exact name of Registrant as Specified in Its Charter)


MARYLAND 814-01244 82-2375481

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)


           200 Park Avenue, 25th Floor, New York, NY 10166          

(Address of Principal Executive Offices)           (Zip Code)


Registrant’s telephone number, including area code: (212) 750-6060



(Former Name or Former Address, if Changed Since Last Report)


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 (see General Instruction A.2. below):


oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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:


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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 x


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. x







Item 1.01.Entry into a Material Definitive Agreement


On September 21, 2021, Golub Capital BDC 3, Inc. (the “Company”), together with GBDC 3 Funding LLC, a direct, wholly owned subsidiary of the Company, as borrower (“GBDC 3 Funding”), entered into an amendment (the “DB Credit Facility Amendment”) to the loan financing and servicing agreement, dated as of September 10, 2019, by and among GBDC 3 Funding, the Company, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent, the other agents parties thereto, each of the entities from time to time party thereto as securitization subsidiaries and Deutsche Bank Trust Company Americas, as collateral agent and as collateral custodian (as amended, the “DB Credit Facility”). The DB Credit Facility Amendment was effective as of September 21, 2021.


The DB Credit Facility Amendment amended the DB Credit Facility to, among other things, change the base rate under the DB Credit Facility for borrowings denominated in U.K. pound sterling (“GBP”) from a LIBOR-based rate to daily simple SONIA (Sterling Overnight Index Average) subject to certain adjustments specified in the DB Credit Facility. The other material terms of the DB Credit Facility were unchanged.


The description above is only a summary of the material provisions of the DB Credit Facility Amendment and is qualified in its entirety by reference to a copy of the DB Credit Facility Amendment, which is filed as Exhibit 10.1 to this current report on Form 8-K.


Item 9.01.Financial Statements and Exhibits.




10.1Amendment No. 1 to Loan Financing and Servicing Agreement, dated as of September 21, 2021, among GBDC 3 Funding LLC, as borrower, Golub Capital BDC 3, Inc., as servicer, and Deutsche Bank AG, New York Branch, as facility agent, as agent and as a committed lender.







Pursuant to the requirements of the Securities Exchange Act of 1934, Golub Capital BDC 3, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 Golub Capital BDC 3, Inc.
Date: September 23, 2021By:  /s/ Christopher C. Ericson      
 Name:Christopher C. Ericson
 Title:Chief Financial Officer