UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 28, 2016
GOLDMAN SACHS BDC, INC.
(Exact name of registrant as specified in 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: (212) 902-0300
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)) |
Item 7.01 – Regulation FD Disclosure.
On September 27, 2016, Goldman Sachs BDC, Inc. (the "Company") issued a press release announcing that it priced an offering of $100 million aggregate principal amount of unsecured 4.50% convertible notes due 2022 (the "Convertible Notes"). The Company has also granted the initial purchasers an option to purchase up to an additional $15 million aggregate principal amount of the Convertible Notes to cover over-allotments, if any. Closing is subject to a number of customary closing conditions. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being "furnished" and shall not be deemed "filed" by the Company for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. The furnishing of this information pursuant to Item 7.01 shall not be deemed an admission by the Company as to the materiality of such information.
Item 9.01 – Financial Statements and Exhibits.
Exhibit Number | | Description |
| | |
| 99.1 | | Press Release of Goldman Sachs BDC, Inc., dated September 27, 2016 |
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: September 28, 2016 | By: | /s/ Jonathan Lamm | |
| | | Name: Jonathan Lamm | |
| | | Title: Chief Financial Officer and Treasurer | |
| | | | |
EXHIBIT INDEX
| Exhibit Number | | Description |
| | |
| 99.1 | | Press Release of Goldman Sachs BDC, Inc., dated September 27, 2016 |
