UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_____________________________________________________________________________________________
Form 10-K/A
(Amendment No. 1)
_____________________________________________________________________________________________ | | | | | | | | |
(Mark One) |
ý | | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| | For the fiscal year ended September 30, 2022 |
| | or |
| | | | | | | | |
o | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| | For the transition period from to |
Commission file number: 814-01244
Golub Capital BDC 3, Inc.
(Exact Name of Registrant as Specified in its Charter)
| | | | | | | | |
Maryland | | 82-2375481 |
(State or Other Jurisdiction of Incorporation or Organization) | | (I.R.S. Employer Identification No.) |
200 Park Avenue, 25th Floor, New York, NY | | 10166 |
(Address of Principal Executive Offices) | | (Zip Code) |
(212) 750-6060
(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
Title of each class | Trading Symbol | Name of each exchange on which registered |
None | N/A | N/A |
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes o No ý
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.
Yes o No ý
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ý No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes o No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one): | | | | | |
Large accelerated filer o | Accelerated filer o |
Non-accelerated filer o | Smaller reporting company o |
Emerging growth company ý | |
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. ý
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
Yes ý No o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).Yes o No ý
As of March 31, 2022 and September 30, 2022, there was no established public market for the Registrant's common stock.
The number of shares of the Registrant's common stock, $0.001 par value, outstanding as of December 2, 2022 is 86,854,896.195.
EXPLANATORY NOTE
Golub Capital BDC 3, Inc. (“GBDC 3” or “the Company”) is filing this Amendment No. 1 to the Annual Report on Form 10-K/A for the purpose of correcting a typographical error in the Ernst & Young LLP’s Report of Independent Registered Public Accounting Firm (“Auditor’s Report”).
The typographical error that was corrected concerns the date referenced as the year end of the Company’s results of operations, changes in net assets and cash flows under “Opinion on the Financial Statements.” The date was corrected from September 30, 2021 to September 30, 2022. The auditor’s opinion on the Company’s consolidated financial statements remained unchanged. The Auditor’s Report was included in our 2022 Annual Report on Form 10-K as originally filed with the Securities and Exchange Commission (the “SEC”) on December 2, 2022 (the “Original Filing”).
Except for the aforementioned correction to the Auditor’s Report, this Amendment does not amend, modify or update the Original Filing in any respect. Information included in this Amendment is stated as of September 30, 2022 and does not reflect events that have occurred subsequent to the filing of the Original Filing and, accordingly, this Amendment should be read in conjunction with our Original Filing made with the SEC.
This Annual Report on Form 10-K/A consists of a cover page, this explanatory note, Item 8 (as amended) of the 2022 Annual Report on Form 10-K (including our consolidated financial statements and the corrected Auditor’s Report), Item 15 of the 2022 Annual Report on Form 10-K, the signature page and the required certifications of GBDC 3’s chief executive officer and the chief financial officer.
Item 8. Consolidated Financial Statements and Supplementary Data
Index to Consolidated Financial Statements
Management’s Report on Internal Control over Financial Reporting
The management of Golub Capital BDC 3, Inc. (“GBDC,” and collectively with its subsidiaries, the “Company,” “we,” “us,” “our” and “Golub Capital BDC 3”) is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system is a process designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements.
Golub Capital BDC 3’s internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions recorded necessary to permit the preparation of financial statements in accordance with U.S. generally accepted accounting principles. Our policies and procedures also provide reasonable assurance that receipts and expenditures are being made only in accordance with authorizations of management and the directors of Golub Capital BDC 3, and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.
All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness as to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Management assessed the effectiveness of Golub Capital BDC 3’s internal control over financial reporting as of September 30, 2022. In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control — Integrated Framework issued in 2013. Based on the assessment, management believes that, as of September 30, 2022, our internal control over financial reporting is effective based on those criteria.
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Golub Capital BDC 3, Inc. and Subsidiaries
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial condition of Golub Capital BDC 3, Inc. and Subsidiaries (the Company), including the consolidated schedules of investments, as of September 30, 2022 and 2021, the related consolidated statements of operations, changes in net assets, and cash flows for each of the three years in the period ended September 30, 2022, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at September 30, 2022 and 2021, and the results of its operations, changes in its net assets, and its cash flows for each of the three years in the period ended September 30, 2022, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of September 30, 2022 and 2021, by correspondence with the custodians, the underlying investees and broker. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2017.
Chicago, Illinois
December 2, 2022
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Statements of Financial Condition
(In thousands, except share and per share data)
| | | | | | | | | | | |
| September 30, 2022 | | September 30, 2021 |
| | | |
Assets | | | |
Investments at fair value (amortized cost of $2,348,087 and $1,421,537, respectively) | $ | 2,316,103 | | | $ | 1,438,643 | |
| | | |
Cash and cash equivalents | 16,307 | | | 51,954 | |
Foreign currencies (cost of $1,510 and $1,242, respectively) | 1,271 | | | 1,352 | |
Restricted cash and cash equivalents | 45,672 | | | 35,451 | |
Restricted foreign currencies (cost of $2,721 and $1,286 respectively) | 2,665 | | | 1,222 | |
Cash collateral held at broker for forward currency contracts | — | | | 1,450 | |
Unrealized appreciation on forward currency contracts | 20,467 | | | 313 | |
Interest receivable | 8,641 | | | 4,772 | |
| | | |
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Capital call receivable | — | | | 154 | |
Other assets | 203 | | | — | |
Total Assets | $ | 2,411,329 | | | $ | 1,535,311 | |
Liabilities | | | |
Debt | $ | 1,118,992 | | | $ | 700,439 | |
Less unamortized debt issuance costs | (3,055) | | | 2,699 | |
Debt less unamortized debt issuance costs | 1,115,937 | | | 697,740 | |
| | | |
| | | |
Interest payable | 10,455 | | | 2,312 | |
Distributions payable | — | | | 11,897 | |
| | | |
Management and incentive fees payable | 10,167 | | | 7,742 | |
| | | |
Accounts payable and accrued expenses | 1,697 | | | 1,155 | |
Accrued trustee fees | 154 | | | — | |
Total Liabilities | 1,138,410 | | | 720,846 | |
Commitments and Contingencies (Note 10) | | | |
Net Assets | | | |
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized, zero shares issued and outstanding as of September 30, 2022 and September 30, 2021 | — | | | — | |
Common stock, par value $0.001 per share, 100,000,000 shares authorized, 85,511,291.055 and 54,297,683.237 shares issued and outstanding as of September 30, 2022 and September 30, 2021, respectively | 86 | | | 54 | |
Paid in capital in excess of par | 1,279,046 | | | 811,240 | |
Distributable earnings (losses) | (6,213) | | | 3,171 | |
Total Net Assets | 1,272,919 | | | 814,465 | |
Total Liabilities and Total Net Assets | $ | 2,411,329 | | | $ | 1,535,311 | |
Number of common shares outstanding | 85,511,291.055 | | | 54,297,683.237 | |
Net asset value per common share | $ | 14.89 | | | $ | 15.00 | |
See Notes to Consolidated Financial Statements
7
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Statements of Operations
(In thousands, except share and per share data)
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Years ended September 30, |
| | | | | | | | | 2022 | | 2021 | | 2020 |
Investment income | | | | | | | | | | | | | |
Interest income | | | | | | | | | $ | 149,492 | | | $ | 79,364 | | | $ | 63,254 | |
Dividend income | | | | | | | | | 112 | | | 254 | | | 4 | |
Fee income | | | | | | | | | 2,208 | | | 1,488 | | | 510 | |
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Total investment income | | | | | | | | | 151,812 | | | 81,106 | | | 63,768 | |
Expenses | | | | | | | | | | | | | |
Interest and other debt financing expenses | | | | | | | | | 34,220 | | | 13,094 | | | 12,307 | |
Base management fee | | | | | | | | | 28,190 | | | 15,123 | | | 11,077 | |
Incentive fee | | | | | | | | | 10,384 | | | 11,592 | | | 4,188 | |
Professional fees | | | | | | | | | 1,455 | | | 989 | | | 988 | |
Administrative service fee | | | | | | | | | 2,361 | | | 1,762 | | | 1,214 | |
General and administrative expenses | | | | | | | | | 474 | | | 329 | | | 223 | |
Total expenses | | | | | | | | | 77,084 | | | 42,889 | | | 29,997 | |
Base management fee waived (Note 4) | | | | | | | | | (7,688) | | | (4,124) | | | (3,021) | |
Incentive fee waived (Note 4) | | | | | | | | | (493) | | | (1,361) | | | (587) | |
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Net expenses | | | | | | | | | 68,903 | | | 37,404 | | | 26,389 | |
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Net investment income | | | | | | | | | 82,909 | | | 43,702 | | | 37,379 | |
Net gain (loss) on investment transactions | | | | | | | | | | | | | |
Net realized gain (loss) from: | | | | | | | | | | | | | |
Investments | | | | | | | | | 2,064 | | | 1,430 | | | (993) | |
Foreign currency transactions | | | | | | | | | 377 | | | (1,112) | | | 27 | |
Net realized gain (loss) on investment transactions | | | | | | | | | 2,441 | | | 318 | | | (966) | |
Net change in unrealized appreciation (depreciation) from: | | | | | | | | | | | | | |
Investments | | | | | | | | | (20,404) | | | 21,750 | | | (10,631) | |
Forward currency contracts | | | | | | | | | 20,154 | | | 265 | | | (192) | |
Translation of assets and liabilities in foreign currencies | | | | | | | | | (21,700) | | | 761 | | | (44) | |
Net change in unrealized appreciation (depreciation) on investment transactions | | | | | | | | | (21,950) | | | 22,776 | | | (10,867) | |
Net gain (loss) on investment transactions | | | | | | | | | (19,509) | | | 23,094 | | | (11,833) | |
Net increase in net assets resulting from operations | | | | | | | | | $ | 63,400 | | | $ | 66,796 | | | $ | 25,546 | |
Per Common Share Data | | | | | | | | | | | | | |
Basic and diluted earnings per common share (Note 12) | | | | | | | | | $ | 0.86 | | | $ | 1.65 | | | $ | 0.83 | |
Basic and diluted weighted average common shares outstanding (Note 12) | | | | | | | | | 73,856,628 | | | 40,394,338 | | | 30,664,150 | |
See Notes to Consolidated Financial Statements
8
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Statements of Changes in Net Assets
(In thousands, except share data)
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| Common Stock | | Paid in Capital in Excess of Par | | Distributable Earnings (Losses) | | Total Net Assets |
| Shares | | Par Amount | | | |
Balance at September 30, 2019 | 22,894,689.911 | | | $ | 23 | | | $ | 343,396 | | | $ | 1 | | | $ | 343,420 | |
Issuance of common stock | 11,535,388.193 | | | 11 | | | 172,427 | | | — | | | 172,438 | |
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Net increase (decrease) in net assets resulting from operations: | | | | | | | | | |
Net investment income | — | | | — | | | — | | | 37,379 | | | 37,379 | |
Net realized gain (loss) on investment transactions | — | | | — | | | — | | | (966) | | | (966) | |
Net change in unrealized appreciation (depreciation) on investment transactions | — | | | — | | | — | | | (10,867) | | | (10,867) | |
Distributions to stockholders: | | | | | | | | | |
Stock issued in connection with dividend reinvestment plan | 958,771.362 | | | 1 | | | 14,115 | | | — | | | 14,116 | |
Distributions from distributable earnings (losses) | — | | | — | | | — | | | (25,903) | | | (25,903) | |
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Total increase (decrease) for the year ended September 30, 2020 | 12,494,159.555 | | | 12 | | | 186,542 | | | (357) | | | 186,197 | |
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Balance at September 30, 2020 | 35,388,849.466 | | | 35 | | | 529,938 | | | (356) | | | 529,617 | |
Issuance of common stock | 17,371,128.512 | | | 17 | | | 260,550 | | | — | | | 260,567 | |
Repurchase of common stock | (2,810.818) | | | — | | | (42) | | | — | | | (42) | |
Net increase (decrease) in net assets resulting from operations: | | | | | | | | | |
Net investment income | — | | | — | | | — | | | 43,702 | | | 43,702 | |
Net realized gain (loss) on investment transactions | — | | | — | | | — | | | 318 | | | 318 | |
Net change in unrealized appreciation (depreciation) on investment transactions | — | | | — | | | — | | | 22,776 | | | 22,776 | |
Distributions to stockholders: | | | | | | | | | |
Stock issued in connection with dividend reinvestment plan | 1,540,516.077 | | | 2 | | | 23,091 | | | — | | | 23,093 | |
Distributions from distributable earnings (losses) | — | | | — | | | — | | | (51,379) | | | (51,379) | |
Distributions declared and payable | — | | | — | | | — | | | (11,897) | | | (11,897) | |
Distributions declared from return of capital | — | | | — | | | (2,290) | | | — | | | (2,290) | |
Tax reclassification of stockholders' equity in accordance with generally accepted accounting principles | — | | | — | | | (7) | | | 7 | | | — | |
Total increase (decrease) for the year ended September 30, 2021 | 18,908,833.771 | | | 19 | | | 281,302 | | | 3,527 | | | 284,848 | |
Balance at September 30, 2021 | 54,297,683.237 | | | 54 | | | 811,240 | | | 3,171 | | | 814,465 | |
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Issuance of common stock | 29,483,537.643 | | | 30 | | | 441,900 | | | — | | | 441,930 | |
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Net increase (decrease) in net assets resulting from operations: | | | | | | | | | |
Net investment income | — | | | — | | | — | | | 82,909 | | | 82,909 | |
Net realized gain (loss) on investment transactions | — | | | — | | | — | | | 2,441 | | | 2,441 | |
Net change in unrealized appreciation (depreciation) on investment transactions | — | | | — | | | — | | | (21,950) | | | (21,950) | |
Distributions to stockholders: | | | | | | | | | |
Stock issued in connection with dividend reinvestment plan | 1,730,070.175 | | | 2 | | | 25,910 | | | — | | | 25,912 | |
Distributions from distributable earnings | — | | | — | | | — | | | (72,788) | | | (72,788) | |
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Tax reclassification of stockholders' equity in accordance with generally accepted accounting principles | — | | | — | | | (4) | | | 4 | | | — | |
Total increase (decrease) for the year ended September 30, 2022 | 31,213,607.818 | | | 32 | | | 467,806 | | | (9,384) | | | 458,454 | |
Balance at September 30, 2022 | 85,511,291.055 | | $ | 86 | | | $ | 1,279,046 | | | $ | (6,213) | | | $ | 1,272,919 | |
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See Notes to Consolidated Financial Statements
9
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
| | | | | | | | | | | | | | | | | |
| Years ended September 30, |
| 2022 | | 2021 | | 2020 |
Cash flows from operating activities | | | | | |
Net increase in net assets resulting from operations | $ | 63,400 | | | $ | 66,796 | | | $ | 25,546 | |
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: | | | | | |
Amortization of deferred debt issuance costs | 3,466 | | | 1,969 | | | 1,192 | |
Accretion of discounts and amortization of premiums | (7,933) | | | (5,229) | | | (3,327) | |
Net realized (gain) loss on investments | (2,064) | | | (1,430) | | | 993 | |
Net realized (gain) loss on foreign currency transactions | (377) | | | 1,112 | | | (27) | |
Net change in unrealized (appreciation) depreciation on investments | 20,404 | | | (21,750) | | | 10,631 | |
Net change in unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies | 21,700 | | | (761) | | | 44 | |
Net change in unrealized (appreciation) depreciation on forward currency contracts | (20,154) | | | (265) | | | 192 | |
Proceeds from (fundings of) revolving loans, net | (2,164) | | | 1,208 | | | (808) | |
Fundings of investments | (1,171,935) | | | (823,699) | | | (403,323) | |
Proceeds from principal payments and sales of portfolio investments | 263,735 | | | 301,697 | | | 127,718 | |
PIK interest | (6,189) | | | (2,589) | | | (1,746) | |
Changes in operating assets and liabilities: | | | | | |
Cash collateral held at broker for forward currency contracts | 1,450 | | | (1,000) | | | — | |
Interest receivable | (3,869) | | | (1,638) | | | (908) | |
Receivable from investments sold | — | | | 64 | | | (64) | |
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Other assets | (203) | | | 46 | | | 56 | |
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Interest payable | 8,143 | | | 1,152 | | | 279 | |
Management and incentive fees payable | 2,425 | | | 3,853 | | | 573 | |
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Accounts payable and accrued expenses | 542 | | | 305 | | | 220 | |
Accrued trustee fees | 154 | | | — | | | (12) | |
Net cash provided by (used in) operating activities | (829,469) | | | (480,159) | | | (242,771) | |
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Cash flows from financing activities | | | | | |
Borrowings on debt | 1,246,187 | | | 883,740 | | | 595,249 | |
Repayments of debt | (819,684) | | | (563,440) | | | (485,148) | |
Proceeds from other short-term borrowings | 208,838 | | | — | | | 21,267 | |
Repayments on other short-term borrowings | (208,470) | | | — | | | (37,664) | |
Capitalized debt issuance costs | (3,822) | | | (3,477) | | | (613) | |
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Proceeds from issuance of common shares | 442,084 | | | 260,423 | | | 172,444 | |
Repurchase of shares | — | | | (42) | | | — | |
Distributions paid | (58,773) | | | (30,576) | | | (18,228) | |
Net cash provided by (used in) financing activities | 806,360 | | | 546,628 | | | 247,307 | |
Net change in cash and cash equivalents, foreign currencies, restricted cash and cash equivalents and restricted foreign currencies | (23,109) | | | 66,469 | | | 4,536 | |
Effect of foreign currency exchange rates | (955) | | | (1,003) | | 60 |
Cash and cash equivalents, foreign currencies, restricted cash and cash equivalents and restricted foreign currencies, beginning of period | 89,979 | | | 24,513 | | 19,917 |
Cash and cash equivalents, foreign currencies, restricted cash and cash equivalents and restricted foreign currencies, end of period | $ | 65,915 | | | $ | 89,979 | | | $ | 24,513 | |
Supplemental disclosure of cash flow information: | | | | | |
Cash paid during the period for interest | $ | 22,611 | | | $ | 9,973 | | | $ | 10,836 | |
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Distributions declared during the period | 72,788 | | | 65,566 | | | 25,903 | |
Supplemental disclosure of non-cash operating and financing activity: | | | | | |
Change in capital call receivable | $ | (154) | | | $ | 144 | | | $ | (6) | |
Stock issued in connection with dividend reinvestment plan | 25,912 | | | 23,093 | | | 14,116 | |
Change in distributions payable | (11,897) | | | 11,897 | | | (6,441) | |
See Notes to Consolidated Financial Statements
10
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Statements of Cash Flows- (continued)
(In thousands)
The following table provides a reconciliation of cash and cash equivalents, foreign currencies, restricted cash and cash equivalents and restricted foreign currencies reported within the Consolidated Statements of Financial Condition that sum to the total of the same such amounts in the Consolidated Statements of Cash Flows: | | | | | | | | | | | | | |
| As of September 30, | | |
| 2022 | | 2021 | | |
Cash and cash equivalents | $ | 16,307 | | | $ | 51,954 | | | |
Foreign currencies (cost of $1,510 and $1,242, respectively) | 1,271 | | | 1,352 | | | |
Restricted cash and cash equivalents | 45,672 | | | 35,451 | | | |
Restricted foreign currencies (cost of $2,721 and $1,286, respectively) | 2,665 | | | 1,222 | | | |
Total cash and cash equivalents, foreign currencies, restricted cash and cash equivalents and restricted foreign currencies shown in the Consolidated Statements of Cash Flows | $ | 65,915 | | | $ | 89,979 | | | |
See Note 2. Significant Accounting Policies and Recent Accounting Updates for a description of cash and cash equivalents, foreign currencies, restricted cash and cash equivalents and restricted foreign currencies.
See Notes to Consolidated Financial Statements
11
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Investments | | | | | | | | | | | | | | | | | | | |
| Non-controlled/non-affiliate company investments | | | | | | | | | | | | | | | | | | | |
| Debt investments | | | | | | | | | | | | | | | | | | | |
| Airlines | | | | | | | | | | | | | | | | | | | |
| Aurora Lux Finco S.A.R.L. #(8)(13) | One stop | | L + 6.00% | (b) | | 8.78% | | 12/2026 | | $ | 7,643 | | | $ | 7,527 | | | 0.6 | | % | $ | 7,261 | | | | |
| Auto Components | | | | | | | | | | | | | | | | | | | |
| COP CollisionRight Holdings, Inc.#~ | One stop | | SF + 4.75% | (l) | | 7.26% | | 04/2028 | | 6,403 | | | 6,311 | | | 0.5 | | | 6,338 | | | | |
| COP CollisionRight Holdings, Inc. | One stop | | SF + 4.75% | (l) | | 8.45% | | 04/2028 | | 27 | | | 26 | | | — | | | 26 | | | | |
| COP CollisionRight Holdings, Inc.(5) | One stop | | SF + 4.75% | | | N/A(6) | | 04/2028 | | — | | | (33) | | | — | | | (40) | | | | |
| Covercraft Parent III, Inc.# | Senior loan | | L + 4.50% | (b) | | 6.78% | | 08/2027 | | 2,077 | | | 2,060 | | | 0.2 | | | 2,077 | | | | |
| Covercraft Parent III, Inc. | Senior loan | | L + 4.50% | (b) | | 8.17% | | 08/2027 | | 422 | | | 413 | | | — | | | 422 | | | | |
| Covercraft Parent III, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 08/2027 | | — | | | (1) | | | — | | | — | | | | |
| North Haven Falcon Buyer, LLC# | One stop | | L + 6.50% | (c) | | 8.51% | | 05/2027 | | 2,364 | | | 2,345 | | | 0.2 | | | 2,269 | | | | |
| North Haven Falcon Buyer, LLC | One stop | | L + 6.50% | (c) | | 8.67% | | 05/2027 | | 396 | | | 390 | | | — | | | 380 | | | | |
| | | | | | | | | | | 11,689 | | | 11,511 | | | 0.9 | | | 11,472 | | | | |
| Automobiles | | | | | | | | | | | | | | | | | | | |
| CG Group Holdings, LLC#~ | One stop | | L + 7.25% | (b) | | 8.92% cash/2.00% PIK | | 07/2027 | | 13,526 | | | 13,374 | | | 1.0 | | | 12,445 | | | | |
| CG Group Holdings, LLC | One stop | | L + 7.25% | (a) | | 8.37% cash/2.00% PIK | | 07/2026 | | 338 | | | 333 | | | — | | | 311 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 9,953 | | | 9,866 | | | 0.8 | | | 9,654 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 2,978 | | | 2,952 | | | 0.2 | | | 2,889 | | | | |
| Denali Midco 2, LLC~ | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 2,680 | | | 2,656 | | | 0.2 | | | 2,599 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 1,810 | | | 1,794 | | | 0.2 | | | 1,755 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 1,719 | | | 1,704 | | | 0.2 | | | 1,668 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 1,500 | | | 1,487 | | | 0.1 | | | 1,455 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 1,237 | | | 1,226 | | | 0.1 | | | 1,199 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 1,200 | | | 1,190 | | | 0.1 | | | 1,164 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2027 | | 1,200 | | | 1,190 | | | 0.1 | | | 1,164 | | | | |
| Denali Midco 2, LLC | One stop | | SF + 6.25% | (k) | | 9.28% | | 12/2027 | | 990 | | | 982 | | | 0.1 | | | 961 | | | | |
| Denali Midco 2, LLC# | One stop | | SF + 6.50% | (k) | | 9.45% | | 12/2027 | | 561 | | | 544 | | | 0.1 | | | 544 | | | | |
| Denali Midco 2, LLC(5) | One stop | | SF + 5.25% | | | N/A(6) | | 12/2027 | | — | | | (4) | | | — | | | (15) | | | | |
| Denali Midco 2, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 12/2027 | | — | | | (17) | | | — | | | (17) | | | | |
| JHCC Holdings LLC | One stop | | L + 5.75% | (b)(d) | | 9.91% | | 09/2025 | | 4,990 | | | 4,950 | | | 0.4 | | | 4,841 | | | | |
| JHCC Holdings LLC~ | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2025 | | 2,944 | | | 2,920 | | | 0.2 | | | 2,855 | | | | |
| JHCC Holdings LLC# | One stop | | P + 4.75% | (d) | | 11.00% | | 09/2025 | | 253 | | | 251 | | | — | | | 246 | | | | |
| JHCC Holdings LLC | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2025 | | 155 | | | 137 | | | — | | | 138 | | | | |
| JHCC Holdings LLC | One stop | | P + 4.75% | (b)(d) | | 10.30% | | 09/2025 | | 57 | | | 56 | | | — | | | 54 | | | | |
| MOP GM Holding, LLC~+ | One stop | | SF + 5.75% | (m) | | 9.98% | | 11/2026 | | 9,594 | | | 9,511 | | | 0.7 | | | 9,403 | | | | |
| MOP GM Holding, LLC# | One stop | | SF + 5.75% | (m) | | 7.62% | | 11/2026 | | 1,346 | | | 1,330 | | | 0.1 | | | 1,319 | | | | |
| MOP GM Holding, LLC~ | One stop | | L + 5.75% | (c) | | 7.09% | | 11/2026 | | 1,063 | | | 1,055 | | | 0.1 | | | 1,042 | | | | |
| MOP GM Holding, LLC+ | One stop | | L + 5.75% | (c) | | 6.95% | | 11/2026 | | 1,032 | | | 1,023 | | | 0.1 | | | 1,011 | | | | |
| MOP GM Holding, LLC+ | One stop | | SF + 5.75% | (l) | | 8.58% | | 11/2026 | | 764 | | | 758 | | | 0.1 | | | 749 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (m) | | 8.98% | | 11/2026 | | 635 | | | 630 | | | — | | | 622 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (m) | | 7.62% | | 11/2026 | | 585 | | | 576 | | | — | | | 574 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (m) | | 9.98% | | 11/2026 | | 213 | | | 211 | | | — | | | 209 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (m) | | 9.50% | | 11/2026 | | 186 | | | 184 | | | — | | | 182 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (l) | | 8.99% | | 11/2026 | | 93 | | | 92 | | | — | | | 91 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (c)(l)(m) | | 8.91% | | 11/2026 | | 86 | | | 84 | | | — | | | 82 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (l) | | 9.55% | | 11/2026 | | 60 | | | 59 | | | — | | | 58 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (m) | | 8.51% | | 11/2026 | | 31 | | | 31 | | | — | | | 30 | | | | |
| MOP GM Holding, LLC | One stop | | SF + 5.75% | (m) | | 8.94% | | 11/2026 | | 31 | | | 31 | | | — | | | 30 | | | | |
| MOP GM Holding, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 11/2026 | | — | | | (14) | | | — | | | (24) | | | | |
See Notes to Consolidated Financial Statements.
12
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| National Express Wash Parent Holdco, LLC# | One stop | | SF + 5.50% | (m) | | 8.27% | | 07/2029 | | $ | 1,572 | | | $ | 1,557 | | | 0.1 | | % | $ | 1,557 | | | | |
| National Express Wash Parent Holdco, LLC | One stop | | SF + 5.50% | (m) | | 8.39% | | 07/2029 | | 70 | | | 68 | | | — | | | 68 | | | | |
| National Express Wash Parent Holdco, LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 07/2029 | | — | | | (11) | | | — | | | (11) | | | | |
| POY Holdings, LLC# | One stop | | L + 5.50% | (b) | | 9.17% | | 11/2027 | | 18,280 | | | 17,967 | | | 1.4 | | | 18,280 | | | | |
| POY Holdings, LLC | One stop | | L + 5.50% | (b) | | 9.14% | | 11/2027 | | 1,197 | | | 1,163 | | | 0.1 | | | 1,197 | | | | |
| POY Holdings, LLC | One stop | | L + 5.50% | (b) | | 9.17% | | 11/2027 | | 36 | | | 32 | | | — | | | 36 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 2,003 | | | 1,998 | | | 0.2 | | | 2,003 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 1,643 | | | 1,634 | | | 0.1 | | | 1,643 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 6.50% | (a) | | 9.62% | | 10/2024 | | 1,225 | | | 1,210 | | | 0.1 | | | 1,225 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 799 | | | 795 | | | 0.1 | | | 799 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 698 | | | 694 | | | 0.1 | | | 698 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 467 | | | 464 | | | — | | | 467 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 380 | | | 378 | | | — | | | 380 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 6.50% | (a)(b) | | 9.50% | | 10/2024 | | 370 | | | 352 | | | — | | | 370 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 6.50% | (a)(b) | | 9.51% | | 10/2024 | | 337 | | | 332 | | | — | | | 337 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 6.50% | (b) | | 9.31% | | 10/2024 | | 337 | | | 318 | | | — | | | 337 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 6.50% | (b) | | 9.32% | | 10/2024 | | 80 | | | 80 | | | — | | | 80 | | | | |
| Spotless Brands, LLC# | One stop | | SF + 6.50% | (l) | | 9.19% | | 07/2028 | | 4,173 | | | 4,092 | | | 0.3 | | | 4,089 | | | | |
| Spotless Brands, LLC | One stop | | SF + 6.50% | (k) | | 9.44% | | 07/2028 | | 213 | | | 209 | | | — | | | 209 | | | | |
| Spotless Brands, LLC | One stop | | SF + 6.50% | (d)(k) | | 9.92% | | 07/2028 | | 20 | | | 20 | | | — | | | 20 | | | | |
| Spotless Brands, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 07/2028 | | — | | | (3) | | | — | | | (3) | | | | |
| TWAS Holdings, LLC#~ | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2026 | | 12,111 | | | 12,002 | | | 1.0 | | | 12,111 | | | | |
| TWAS Holdings, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2026 | | 7,849 | | | 7,783 | | | 0.6 | | | 7,849 | | | | |
| TWAS Holdings, LLC# | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2026 | | 7,307 | | | 7,246 | | | 0.6 | | | 7,307 | | | | |
| TWAS Holdings, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2026 | | 4,985 | | | 4,943 | | | 0.4 | | | 4,985 | | | | |
| TWAS Holdings, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 12/2026 | | 3,143 | | | 3,116 | | | 0.2 | | | 3,143 | | | | |
| TWAS Holdings, LLC(5) | One stop | | SF + 6.25% | | | N/A(6) | | 12/2026 | | — | | | (3) | | | — | | | — | | | | |
| | | | | | | | | | | 133,105 | | | 131,588 | | | 10.2 | | | 130,464 | | | | |
| Beverages | | | | | | | | | | | | | | | | | | | |
| Fintech Midco, LLC+ | One stop | | L + 5.25% | (b) | | 8.06% | | 08/2024 | | 4,775 | | | 4,755 | | | 0.4 | | | 4,727 | | | | |
| Fintech Midco, LLC# | One stop | | L + 5.25% | (b) | | 8.06% | | 08/2024 | | 3,192 | | | 3,172 | | | 0.3 | | | 3,160 | | | | |
| Fintech Midco, LLC | One stop | | L + 5.25% | (b) | | 8.06% | | 08/2024 | | 430 | | | 428 | | | — | | | 426 | | | | |
| Fintech Midco, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 08/2024 | | — | | | — | | | — | | | (1) | | | | |
| Watermill Express, LLC# | One stop | | L + 5.50% | (b) | | 9.17% | | 04/2027 | | 885 | | | 878 | | | 0.1 | | | 876 | | | | |
| Watermill Express, LLC | One stop | | L + 5.50% | | | N/A(6) | | 04/2027 | | — | | | — | | | — | | | — | | | | |
| Watermill Express, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 04/2027 | | — | | | — | | | — | | | (1) | | | | |
| Winebow Holdings, Inc.#~ | One stop | | L + 6.25% | (a) | | 9.37% | | 07/2025 | | 3,053 | | | 3,023 | | | 0.2 | | | 3,053 | | | | |
| | | | | | | | | | | 12,335 | | | 12,256 | | | 1.0 | | | 12,240 | | | | |
| Building Products | | | | | | | | | | | | | | | | | | | |
| BECO Holding Company, Inc.#~+ | One stop | | L + 5.50% | (b) | | 9.17% | | 11/2028 | | 32,674 | | | 32,389 | | | 2.5 | | | 32,019 | | | | |
| BECO Holding Company, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 11/2027 | | — | | | (4) | | | — | | | (10) | | | | |
| BECO Holding Company, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 11/2028 | | — | | | (73) | | | — | | | (169) | | | | |
| | | | | | | | | | | 32,674 | | | 32,312 | | | 2.5 | | | 31,840 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Chemicals | | | | | | | | | | | | | | | | | | | |
| Inhance Technologies Holdings LLC# | One stop | | L + 5.25% | (b) | | 7.53% | | 07/2024 | | 3,593 | | | 3,568 | | | 0.3 | | | 3,557 | | | | |
| Inhance Technologies Holdings LLC# | One stop | | L + 5.25% | (b) | | 7.53% | | 07/2024 | | 2,434 | | | 2,426 | | | 0.2 | | | 2,410 | | | | |
| Inhance Technologies Holdings LLC# | One stop | | L + 5.25% | (b) | | 7.53% | | 07/2024 | | 736 | | | 734 | | | — | | | 729 | | | | |
| Inhance Technologies Holdings LLC | One stop | | L + 5.25% | (b) | | 7.53% | | 07/2024 | | 11 | | | 11 | | | — | | | 10 | | | | |
| PHM NL SP Bidco B.V.(8)(9)(14) | One stop | | E + 6.25% | (f) | | 8.11% | | 09/2028 | | 13,358 | | | 15,547 | | | 1.0 | | | 12,957 | | | | |
| PHM NL SP Bidco B.V.(8)(14) | One stop | | L + 6.25% | (c) | | 10.42% | | 09/2028 | | 5,922 | | | 5,834 | | | 0.5 | | | 5,745 | | | | |
See Notes to Consolidated Financial Statements.
13
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| PHM NL SP Bidco B.V.(8)(9)(14) | One stop | | SN + 6.25% | (i) | | 8.44% | | 09/2028 | | $ | 2,888 | | | $ | 3,405 | | | 0.2 | | % | $ | 2,801 | | | | |
| PHM NL SP Bidco B.V.(8)(9)(14) | One stop | | E + 6.25% | (f) | | 6.31% | | 09/2028 | | 1412 | | 1596 | | 0.1 | | | 1360 | | | |
| | | | | | | | | | | 30,354 | | | 33,121 | | | 2.3 | | | 29,569 | | | | |
See Notes to Consolidated Financial Statements.
14
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | |
| Commercial Services & Supplies | | | | | | | | | | | | | | | | | |
| CI (Quercus) Intermediate Holdings, LLC#~ | One stop | | L + 5.25% | (b) | | 8.92% | | 10/2028 | | $ | 6,824 | | | $ | 6,738 | | | 0.5 | | % | $ | 6,688 | | |
| CI (Quercus) Intermediate Holdings, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 10/2028 | | — | | | (3) | | | — | | | (4) | | |
| CI (Quercus) Intermediate Holdings, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 10/2028 | | — | | | (9) | | | — | | | (20) | | |
| North Haven Stack Buyer, LLC#~ | One stop | | SF + 5.50% | (k) | | 8.63% | | 07/2027 | | 3,772 | | | 3,741 | | | 0.3 | | | 3,697 | | |
| North Haven Stack Buyer, LLC~ | One stop | | SF + 5.50% | (k) | | 8.63% | | 07/2027 | | 1,270 | | | 1,260 | | | 0.1 | | | 1,245 | | |
| North Haven Stack Buyer, LLC~ | One stop | | SF + 5.50% | (k) | | 8.63% | | 07/2027 | | 419 | | | 416 | | | — | | | 411 | | |
| North Haven Stack Buyer, LLC | One stop | | SF + 5.50% | (k) | | 8.63% | | 07/2027 | | 38 | | | 37 | | | — | | | 35 | | |
| North Haven Stack Buyer, LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 07/2027 | | — | | | (10) | | | — | | | (24) | | |
| OVG Business Services, LLC# | One stop | | L + 6.25% | (a) | | 9.34% | | 11/2028 | | 764 | | | 749 | | | 0.1 | | | 749 | | |
| OVG Business Services, LLC | One stop | | L + 5.50% | (a) | | 8.14% | | 11/2026 | | 9 | | | 9 | | | — | | | 8 | | |
| Profile Products LLC# | One stop | | L + 5.50% | (b) | | 8.43% | | 11/2027 | | 2,477 | | | 2,429 | | | 0.2 | | | 2,477 | | |
| Profile Products LLC#(8) | One stop | | L + 5.50% | (b) | | 8.42% | | 11/2027 | | 584 | | | 574 | | | — | | | 584 | | |
| Profile Products LLC | One stop | | L + 5.50% | (a)(d) | | 8.60% | | 11/2027 | | 18 | | | 17 | | | — | | | 18 | | |
| Profile Products LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 11/2027 | | — | | | (3) | | | — | | | — | | |
| Profile Products LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 11/2027 | | — | | | (1) | | | — | | | — | | |
| PT Intermediate Holdings III, LLC#~ | One stop | | L + 5.50% | (b) | | 9.17% | | 11/2028 | | 24,431 | | | 24,015 | | | 1.9 | | | 23,942 | | |
| PT Intermediate Holdings III, LLC | One stop | | L + 5.50% | (b) | | 9.17% | | 11/2028 | | 15,548 | | | 15,352 | | | 1.2 | | | 15,237 | | |
| Radwell Parent, LLC# | One stop | | SF + 5.75% | (l) | | 9.40% | | 03/2029 | | 11,046 | | | 10,879 | | | 0.8 | | | 10,604 | | |
| Radwell Parent, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 03/2028 | | — | | | (4) | | | — | | | (9) | | |
| Radwell Parent, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 03/2029 | | — | | | (54) | | | — | | | (144) | | |
| Trinity Air Consultants Holdings Corporation | One stop | | L + 5.25% | (c) | | 8.60% | | 06/2027 | | 462 | | | 455 | | | 0.1 | | | 445 | | |
| Trinity Air Consultants Holdings Corporation# | One stop | | L + 5.25% | (c) | | 7.08% | | 06/2027 | | 174 | | | 171 | | | — | | | 170 | | |
| Trinity Air Consultants Holdings Corporation | One stop | | L + 5.25% | | | N/A(6) | | 06/2027 | | — | | | — | | | — | | | — | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 67,836 | | | 66,758 | | | 5.2 | | | 66,109 | | |
| Communications Equipment | | | | | | | | | | | | | | | | | |
| Lightning Finco Limited(8)(10) | One stop | | L + 5.50% | (b) | | 8.57% | | 09/2028 | | 4,453 | | | 4,377 | | | 0.4 | | | 4,364 | | |
| Lightning Finco Limited(8)(9)(10) | One stop | | E + 5.50% | (e) | | 6.25% | | 09/2028 | | 448 | | | 534 | | | — | | | 439 | | |
| | | | | | | | | | | 4,901 | | | 4,911 | | | 0.4 | | | 4,803 | | |
| Containers and Packaging | | | | | | | | | | | | | | | | | |
| AmerCareRoyal LLC# | Senior loan | | L + 5.50% | (a) | | 8.12% cash/0.50% PIK | | 11/2025 | | 2,565 | | | 2,535 | | | 0.2 | | | 2,513 | | |
| AmerCareRoyal LLC# | Senior loan | | L + 5.50% | (a) | | 8.12% cash/0.50% PIK | | 11/2025 | | 544 | | | 537 | | | — | | | 533 | | |
| AmerCareRoyal LLC | Senior loan | | L + 5.50% | (a) | | 8.12% cash/0.50% PIK | | 11/2025 | | 532 | | | 525 | | | — | | | 522 | | |
| AmerCareRoyal LLC#(8) | Senior loan | | L + 5.50% | (a) | | 8.12% cash/0.50% PIK | | 11/2025 | | 461 | | | 455 | | | 0.1 | | | 451 | | |
| Chase Intermediate#~ | One stop | | L + 5.00% | (b)(c) | | 8.00% | | 10/2028 | | 35,650 | | | 35,357 | | | 2.7 | | | 34,938 | | |
| Chase Intermediate(5) | One stop | | L + 5.00% | | | N/A(6) | | 10/2028 | | — | | | (3) | | | — | | | (7) | | |
| Chase Intermediate(5) | One stop | | L + 5.00% | | | N/A(6) | | 10/2028 | | — | | | (33) | | | — | | | (70) | | |
| Fortis Solutions Group, LLC#~ | One stop | | L + 5.50% | (b)(c) | | 9.59% | | 10/2028 | | 15,266 | | | 15,037 | | | 1.2 | | | 15,113 | | |
| Fortis Solutions Group, LLC | One stop | | L + 5.50% | (c) | | 9.67% | | 10/2027 | | 20 | | | 15 | | | — | | | 17 | | |
| Fortis Solutions Group, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2028 | | — | | | (43) | | | — | | | (5) | | |
| Fortis Solutions Group, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2028 | | — | | | (21) | | | — | | | (29) | | |
| | | | | | | | | | | 55,038 | | | 54,361 | | | 4.2 | | | 53,976 | | |
See Notes to Consolidated Financial Statements.
15
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | |
| Distributors | | | | | | | | | | | | | | | | | |
| WSC Holdings Midco LLC# | Senior loan | | SF + 4.50% | (l) | | 7.13% | | 07/2027 | | $ | 1,274 | | | $ | 1,261 | | | 0.1 | | % | $ | 1,261 | | |
| WSC Holdings Midco LLC | Senior loan | | SF + 4.50% | (l) | | 7.30% | | 07/2027 | | 773 | | | 767 | | | 0.1 | | | 765 | | |
| WSC Holdings Midco LLC# | Senior loan | | SF + 4.50% | (l) | | 7.13% | | 07/2027 | | 543 | | | 538 | | | — | | | 538 | | |
| WSC Holdings Midco LLC(5) | Senior loan | | SF + 4.50% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (1) | | |
| WSC Holdings Midco LLC(5) | Senior loan | | SF + 4.50% | | | N/A(6) | | 07/2027 | | — | | | (5) | | | — | | | (3) | | |
| | | | | | | | | | | 2,590 | | | 2,560 | | | 0.2 | | | 2,560 | | |
| Diversified Consumer Services | | | | | | | | | | | | | | | | | |
| Certus Pest, Inc.~ | One stop | | SF + 6.25% | (m) | | 9.08% | | 02/2026 | | 623 | | | 611 | | | — | | | 610 | | |
| Certus Pest, Inc.~ | One stop | | SF + 6.25% | (m) | | 9.08% | | 02/2026 | | 597 | | | 580 | | | — | | | 585 | | |
| Certus Pest, Inc. | One stop | | SF + 6.25% | (m) | | 8.19% | | 02/2026 | | 431 | | | 431 | | | — | | | 422 | | |
| Certus Pest, Inc.~ | One stop | | SF + 6.25% | (l)(m) | | 10.04% | | 02/2026 | | 423 | | | 419 | | | — | | | 415 | | |
| Certus Pest, Inc.~ | One stop | | SF + 6.25% | (m) | | 9.08% | | 02/2026 | | 295 | | | 289 | | | — | | | 289 | | |
| Certus Pest, Inc.~ | One stop | | SF + 6.25% | (m) | | 9.08% | | 02/2026 | | 260 | | | 248 | | | — | | | 255 | | |
| Certus Pest, Inc. | One stop | | SF + 6.25% | (l) | | 9.95% | | 02/2026 | | 253 | | | 252 | | | — | | | 248 | | |
| Certus Pest, Inc.~ | One stop | | SF + 6.25% | (l) | | 9.95% | | 02/2026 | | 150 | | | 146 | | | — | | | 147 | | |
| Certus Pest, Inc. | One stop | | SF + 6.25% | (m) | | 9.08% | | 02/2026 | | 94 | | | 88 | | | — | | | 92 | | |
| Certus Pest, Inc. | One stop | | SF + 6.25% | (m) | | 9.08% | | 02/2026 | | 51 | | | 41 | | | — | | | 50 | | |
| Certus Pest, Inc. | One stop | | SF + 6.25% | (l) | | 9.95% | | 02/2026 | | 21 | | | 19 | | | — | | | 21 | | |
| Certus Pest, Inc.(5) | One stop | | SF + 6.25% | | | N/A(6) | | 02/2026 | | — | | | — | | | — | | | (1) | | |
| Certus Pest, Inc.(5) | One stop | | SF + 6.25% | | | N/A(6) | | 02/2026 | | — | | | (1) | | | — | | | — | | |
| Certus Pest, Inc.(5) | One stop | | SF + 6.25% | | | N/A(6) | | 02/2026 | | — | | | (5) | | | — | | | (39) | | |
| CHHJ Midco, LLC# | Senior loan | | L + 5.00% | (a) | | 8.12% | | 01/2026 | | 1,086 | | | 1,078 | | | 0.1 | | | 1,086 | | |
| CHHJ Midco, LLC | Senior loan | | L + 5.00% | | | N/A(6) | | 01/2026 | | — | | | — | | | — | | | — | | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | (b) | | 6.78% | | 07/2027 | | 979 | | | 966 | | | 0.1 | | | 969 | | |
| COP Hometown Acquisitions, Inc.# | Senior loan | | L + 4.50% | (b) | | 7.24% | | 07/2027 | | 737 | | | 731 | | | 0.1 | | | 730 | | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | (b) | | 6.78% | | 07/2027 | | 718 | | | 709 | | | 0.1 | | | 711 | | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.75% | (b) | | 7.75% | | 07/2027 | | 590 | | | 579 | | | 0.1 | | | 590 | | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | (b) | | 6.87% | | 07/2027 | | 471 | | | 466 | | | 0.1 | | | 466 | | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | (b) | | 7.19% | | 07/2027 | | 333 | | | 329 | | | — | | | 329 | | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | | | N/A(6) | | 07/2027 | | — | | | — | | | — | | | — | | |
| DP Flores Holdings, LLC# | One stop | | SF + 6.50% | (l) | | 10.00% | | 09/2028 | | 1,320 | | | 1,297 | | | 0.1 | | | 1,297 | | |
| DP Flores Holdings, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 09/2028 | | — | | | (2) | | | — | | | (2) | | |
| DP Flores Holdings, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 09/2028 | | — | | | (8) | | | — | | | (8) | | |
| DP Flores Holdings, LLC | One stop | | SF + 6.50% | | | N/A(6) | | 09/2028 | | — | | | — | | | — | | | — | | |
| DP Flores Holdings, LLC | One stop | | SF + 6.50% | | | N/A(6) | | 09/2028 | | — | | | — | | | — | | | — | | |
| EMS LINQ, LLC#+ | One stop | | L + 6.25% | (a) | | 9.37% | | 12/2027 | | 4,244 | | | 4,208 | | | 0.4 | | | 4,202 | | |
| EMS LINQ, LLC(5) | One stop | | L + 6.25% | | | N/A(6) | | 12/2027 | | — | | | (1) | | | — | | | (1) | | |
| EWC Growth Partners LLC | One stop | | L + 6.00% | (b) | | 9.67% | | 03/2026 | | 1,091 | | | 1,084 | | | 0.1 | | | 1,087 | | |
| EWC Growth Partners LLC# | One stop | | L + 6.00% | (b) | | 9.67% | | 03/2026 | | 63 | | | 62 | | | — | | | 62 | | |
| EWC Growth Partners LLC | One stop | | L + 6.00% | (b) | | 9.67% | | 03/2026 | | 14 | | | 14 | | | — | | | 14 | | |
| FPG Intermediate Holdco, LLC# | One stop | | SF + 6.00% | (k) | | 9.13% | | 03/2027 | | 7,273 | | | 7,165 | | | 0.6 | | | 7,000 | | |
| FPG Intermediate Holdco, LLC | One stop | | SF + 6.00% | (k) | | 9.13% | | 03/2027 | | 4,647 | | | 4,487 | | | 0.3 | | | 4,239 | | |
| FPG Intermediate Holdco, LLC(5) | One stop | | SF + 6.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | (3) | | |
| FPG Intermediate Holdco, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 03/2027 | | — | | | (25) | | | — | | | (25) | | |
| FSS Buyer LLC# | One stop | | L + 5.75% | (a) | | 8.87% | | 08/2028 | | 2,333 | | | 2,293 | | | 0.2 | | | 2,239 | | |
| FSS Buyer LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 08/2027 | | — | | | (1) | | | — | | | (2) | | |
| HS Spa Holdings, Inc.# | One stop | | SF + 5.75% | (m) | | 7.51% | | 06/2029 | | 4,005 | | | 3,928 | | | 0.3 | | | 3,925 | | |
| HS Spa Holdings, Inc.(5) | One stop | | SF + 5.75% | | | N/A(6) | | 06/2028 | | — | | | (2) | | | — | | | (2) | | |
| Learn-it Systems, LLC# | Senior loan | | L + 4.75% | (c) | | 8.92% | | 03/2025 | | 744 | | | 738 | | | 0.1 | | | 684 | | |
See Notes to Consolidated Financial Statements.
16
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | |
| Learn-it Systems, LLC | Senior loan | | L + 4.75% | (b) | | 8.42% | | 03/2025 | | $ | 564 | | | $ | 560 | | | 0.1 | | % | $ | 519 | | |
| Learn-it Systems, LLC | Senior loan | | L + 4.75% | (b)(c) | | 8.30% | | 03/2025 | | 208 | | | 205 | | | — | | | 191 | | |
| Learn-it Systems, LLC | Senior loan | | L + 4.75% | (b) | | 7.63% | | 03/2025 | | 21 | | | 20 | | | — | | | 18 | | |
| Liminex, Inc.+ | One stop | | SF + 7.25% | (l) | | 10.95% | | 11/2026 | | 19,521 | | | 19,372 | | | 1.6 | | | 19,911 | | |
| Liminex, Inc.# | One stop | | SF + 7.25% | (l) | | 10.95% | | 11/2026 | | 10,188 | | | 10,118 | | | 0.8 | | | 10,392 | | |
| Liminex, Inc.# | One stop | | SF + 6.25% | (l) | | 9.95% | | 11/2026 | | 3,516 | | | 3,484 | | | 0.3 | | | 3,481 | | |
| Liminex, Inc.(5) | One stop | | SF + 7.25% | | | N/A(6) | | 11/2026 | | — | | | (1) | | | — | | | — | | |
| Litera Bidco LLC# | One stop | | L + 6.00% | (a) | | 9.12% | | 05/2026 | | 1,322 | | | 1,310 | | | 0.1 | | | 1,309 | | |
| Litera Bidco LLC# | One stop | | L + 5.75% | (a) | | 8.87% | | 05/2026 | | 608 | | | 604 | | | — | | | 597 | | |
| Litera Bidco LLC | One stop | | L + 5.75% | (a) | | 8.87% | | 05/2026 | | 272 | | | 270 | | | — | | | 267 | | |
| Litera Bidco LLC | One stop | | L + 5.75% | (a) | | 8.87% | | 05/2026 | | 272 | | | 272 | | | — | | | 267 | | |
| Litera Bidco LLC | One stop | | L + 6.00% | (a) | | 9.12% | | 05/2026 | | 120 | | | 119 | | | — | | | 118 | | |
| Litera Bidco LLC | One stop | | L + 5.75% | | | N/A(6) | | 05/2025 | | — | | | — | | | — | | | — | | |
| Mario Purchaser, LLC# | One stop | | SF + 5.75% | (k) | | 8.88% | | 04/2029 | | 3,962 | | | 3,888 | | | 0.3 | | | 3,804 | | |
| Mario Purchaser, LLC | One stop | | SF + 10.75% | (k) | | 13.88% PIK | | 04/2032 | | 1,692 | | | 1,647 | | | 0.1 | | | 1,658 | | |
| Mario Purchaser, LLC | One stop | | SF + 5.75% | (k) | | 8.88% | | 04/2029 | | 1,448 | | | 1,387 | | | 0.1 | | | 1,250 | | |
| Mario Purchaser, LLC(5) | One stop | | P + 4.75% | | | N/A(6) | | 04/2028 | | — | | | (1) | | | — | | | (3) | | |
| Mathnasium, LLC# | One stop | | L + 5.00% | (b) | | 7.91% | | 11/2027 | | 4,197 | | | 4,161 | | | 0.3 | | | 4,155 | | |
| Mathnasium, LLC | One stop | | L + 5.00% | (b) | | 7.91% | | 11/2027 | | 13 | | | 12 | | | — | | | 12 | | |
| NSG Buyer, Inc. # | One stop | | SF + 6.00% | (k) | | 9.13% | | 06/2029 | | 9,768 | | | 9,674 | | | 0.8 | | | 9,768 | | |
| NSG Buyer, Inc. | One stop | | SF + 6.00% | (k) | | 9.13% | | 06/2029 | | 300 | | | 297 | | | — | | | 300 | | |
| NSG Buyer, Inc. | One stop | | SF + 6.00% | (k) | | 9.13% | | 06/2029 | | 175 | | | 173 | | | — | | | 175 | | |
| NSG Buyer, Inc. | One stop | | SF + 6.00% | (k) | | 9.13% | | 06/2029 | | 165 | | | 145 | | | — | | | 165 | | |
| NSG Buyer, Inc. | One stop | | SF + 6.00% | (k) | | 9.13% | | 06/2028 | | 12 | | | 11 | | | — | | | 12 | | |
| Provenance Buyer LLC# | One stop | | L + 5.00% | (a) | | 8.12% | | 06/2027 | | 4,322 | | | 4,281 | | | 0.3 | | | 4,322 | | |
| Provenance Buyer LLC#~ | One stop | | L + 5.00% | (a) | | 8.12% | | 06/2027 | | 2,948 | | | 2,901 | | | 0.2 | | | 2,948 | | |
| Provenance Buyer LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 06/2027 | | — | | | (2) | | | — | | | — | | |
| Provenance Buyer LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 06/2027 | | — | | | (34) | | | — | | | — | | |
| RW AM Holdco LLC# | One stop | | SF + 5.25% | (m) | | 9.48% | | 04/2028 | | 9,178 | | | 9,093 | | | 0.7 | | | 9,086 | | |
| RW AM Holdco LLC(5) | One stop | | SF + 5.25% | | | N/A(6) | | 04/2028 | | — | | | (1) | | | — | | | (2) | | |
| | | | | | | | | | | 108,638 | | | 107,177 | | | 8.4 | | | 107,401 | | |
| Diversified Financial Services | | | | | | | | | | | | | | | | | |
| AxiomSL Group, Inc.# | One stop | | L + 6.00% | (a) | | 9.12% | | 12/2027 | | 1,248 | | | 1,228 | | | 0.1 | | | 1,235 | | |
| AxiomSL Group, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2027 | | — | | | (3) | | | — | | | (3) | | |
| AxiomSL Group, Inc. | One stop | | L + 6.00% | | | N/A(6) | | 12/2025 | | — | | | — | | | — | | | — | | |
| Banker's Toolbox, Inc.# | One stop | | SF + 5.25% | (m) | | 9.23% | | 07/2027 | | 3,449 | | | 3,421 | | | 0.3 | | | 3,380 | | |
| Banker's Toolbox, Inc. | One stop | | L + 5.25% | (c) | | 8.74% | | 07/2027 | | 426 | | | 418 | | | — | | | 396 | | |
| Banker's Toolbox, Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (2) | | |
| Flash Topco, Inc. | One stop | | L + 5.75% | (b) | | 8.56% | | 10/2028 | | 7,626 | | | 7,560 | | | 0.6 | | | 7,474 | | |
| Flash Topco, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 10/2028 | | — | | | (1) | | | — | | | (2) | | |
| Higginbotham Insurance Agency, Inc.# | One stop | | L + 5.25% | (a) | | 8.37% | | 11/2026 | | 1,831 | | | 1,812 | | | 0.1 | | | 1,813 | | |
| Higginbotham Insurance Agency, Inc. | One stop | | L + 5.25% | (a) | | 8.37% | | 11/2026 | | 133 | | | 129 | | | — | | | 124 | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 14,713 | | | 14,563 | | | 1.1 | | | 14,415 | | |
| Diversified Telecommunication Services | | | | | | | | | | | | | | | | | |
| NTI Connect, LLC# | Senior loan | | L + 5.00% | (b) | | 8.67% | | 12/2024 | | 637 | | | 630 | | | 0.1 | | | 637 | | |
| | | | | | | | | | | | | | | | | | |
| Electronic Equipment, Instruments and Components | | | | | | | | | | | | | | | | | |
| Electrical Source Holdings, LLC#~ | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 15,499 | | | 15,418 | | | 1.2 | | | 15,499 | | |
| Electrical Source Holdings, LLC# | One stop | | L + 5.00% | (b) | | 8.07% | | 11/2025 | | 12,526 | | | 12,479 | | | 1.0 | | | 12,526 | | |
| Electrical Source Holdings, LLC~ | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 3,278 | | | 3,261 | | | 0.3 | | | 3,278 | | |
See Notes to Consolidated Financial Statements.
17
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | |
| Electrical Source Holdings, LLC | One stop | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | $ | 3,261 | | | $ | 3,261 | | | 0.3 | | % | $ | 3,261 | | |
| Electrical Source Holdings, LLC~ | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 1,885 | | | 1,846 | | | 0.1 | | | 1,885 | | |
| Electrical Source Holdings, LLC | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 1,684 | | | 1,684 | | | 0.1 | | | 1,684 | | |
| Electrical Source Holdings, LLC | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 1,588 | | | 1,578 | | | 0.1 | | | 1,588 | | |
| Electrical Source Holdings, LLC | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 1,091 | | | 1,085 | | | 0.1 | | | 1,091 | | |
| Electrical Source Holdings, LLC | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 839 | | | 835 | | | 0.1 | | | 839 | | |
| Electrical Source Holdings, LLC | Senior loan | | L + 5.00% | (b) | | 8.07% | | 11/2025 | | 744 | | | 739 | | | 0.1 | | | 744 | | |
| Electrical Source Holdings, LLC | One stop | | L + 5.00% | (b) | | 7.77% | | 11/2025 | | 380 | | | 380 | | | — | | | 380 | | |
| Electrical Source Holdings, LLC | Senior loan | | L + 5.00% | (b) | | 8.67% | | 11/2025 | | 303 | | | 301 | | | — | | | 303 | | |
| Electrical Source Holdings, LLC | One stop | | L + 5.00% | (b) | | 8.07% | | 11/2025 | | 289 | | | 289 | | | — | | | 289 | | |
| Electrical Source Holdings, LLC(5) | Senior loan | | L + 5.00% | | | N/A(6) | | 11/2025 | | — | | | (2) | | | — | | | — | | |
| Electrical Source Holdings, LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 11/2025 | | — | | | (20) | | | — | | | — | | |
| | | | | | | | | | | 43,367 | | | 43,134 | | | 3.4 | | | 43,367 | | |
| Food & Staples Retailing | | | | | | | | | | | | | | | | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 632 | | | 625 | | | — | | | 626 | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 324 | | | 320 | | | — | | | 321 | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 255 | | | 252 | | | — | | | 252 | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 250 | | | 247 | | | — | | | 247 | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 123 | | | 122 | | | — | | | 122 | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 123 | | | 121 | | | — | | | 121 | | |
| Mendocino Farms, LLC | One stop | | SF + 6.25% | (k) | | 9.38% | | 06/2025 | | 60 | | | 60 | | | — | | | 60 | | |
| Mendocino Farms, LLC(5) | One stop | | SF + 6.25% | | | N/A(6) | | 06/2025 | | — | | | (10) | | | — | | | (11) | | |
| Ruby Slipper Cafe LLC, The | One stop | | SF + 7.50% | (l) | | 11.20% | | 06/2024 | | 329 | | | 329 | | | 0.1 | | | 329 | | |
| Ruby Slipper Cafe LLC, The | One stop | | SF + 7.50% | (l) | | 11.20% | | 06/2024 | | 116 | | | 116 | | | — | | | 116 | | |
| Ruby Slipper Cafe LLC, The | One stop | | SF + 7.50% | (l) | | 11.20% | | 06/2024 | | 55 | | | 55 | | | — | | | 55 | | |
| Ruby Slipper Cafe LLC, The | One stop | | SF + 7.50% | (l) | | 11.20% | | 06/2024 | | — | | | — | | | — | | | — | | |
| Ruby Slipper Cafe LLC, The(5) | One stop | | SF + 7.50% | | | N/A(6) | | 06/2024 | | — | | | (1) | | | — | | | — | | |
| Wineshipping.com LLC# | One stop | | L + 5.75% | (c) | | 7.58% | | 10/2027 | | 3,079 | | | 3,053 | | | 0.3 | | | 2,987 | | |
| Wineshipping.com LLC | One stop | | L + 5.75% | (b) | | 8.17% | | 10/2027 | | 84 | | | 80 | | | — | | | 82 | | |
| Wineshipping.com LLC | One stop | | L + 5.75% | (b) | | 8.83% | | 10/2027 | | 17 | | | 16 | | | — | | | 14 | | |
| Wood Fired Holding Corp. | One stop | | L + 6.25% | (b) | | 8.67% | | 12/2023 | | 2,175 | | | 2,165 | | | 0.2 | | | 2,175 | | |
| Wood Fired Holding Corp. | One stop | | L + 6.25% | | | N/A(6) | | 12/2023 | | — | | | — | | | — | | | — | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 7,622 | | | 7,550 | | | 0.6 | | | 7,496 | | |
| Food Products | | | | | | | | | | | | | | | | | |
| Borrower R365 Holdings, LLC+ | One stop | | L + 6.50% | (b) | | 7.18% cash/3.00% PIK | | 06/2027 | | 5,265 | | | 5,185 | | | 0.4 | | | 5,265 | | |
| Borrower R365 Holdings, LLC# | One stop | | L + 6.50% | (b) | | 7.18% cash/3.00% PIK | | 06/2027 | | 438 | | | 431 | | | — | | | 438 | | |
| Borrower R365 Holdings, LLC(5) | One stop | | L + 6.50% | | | N/A(6) | | 06/2027 | | — | | | (1) | | | — | | | — | | |
| Borrower R365 Holdings, LLC(5) | One stop | | L + 6.50% | | | N/A(6) | | 06/2027 | | — | | | (4) | | | — | | | — | | |
| Flavor Producers, LLC# | Senior loan | | L + 5.75% | (b) | | 7.82% cash/1.00% PIK | | 12/2023 | | 438 | | | 437 | | | — | | | 425 | | |
| Flavor Producers, LLC | Senior loan | | L + 5.75% | (b) | | 7.82% cash/1.00% PIK | | 12/2022 | | 1 | | | 1 | | | — | | | 1 | | |
| Kodiak Cakes, LLC+ | Senior loan | | L + 6.00% | (b) | | 9.67% | | 06/2027 | | 4,827 | | | 4,779 | | | 0.4 | | | 4,441 | | |
| Kodiak Cakes, LLC | Senior loan | | L + 6.00% | (b) | | 9.67% | | 06/2026 | | 100 | | | 98 | | | — | | | 87 | | |
| Louisiana Fish Fry Products, Ltd.#~ | One stop | | SF + 6.25% | (k) | | 9.38% | | 07/2027 | | 4,206 | | | 4,172 | | | 0.3 | | | 3,869 | | |
| Louisiana Fish Fry Products, Ltd. | One stop | | L + 6.25% | (c)(k) | | 9.24% | | 07/2027 | | 73 | | | 71 | | | — | | | 65 | | |
| MAPF Holdings, Inc.~+ | One stop | | L + 5.50% | (b) | | 9.17% | | 12/2026 | | 15,072 | | | 14,963 | | | 1.2 | | | 15,072 | | |
| MAPF Holdings, Inc. | One stop | | L + 5.50% | (b) | | 9.17% | | 12/2026 | | 70 | | | 68 | | | — | | | 70 | | |
| P&P Food Safety Holdings, Inc.~ | One stop | | L + 6.00% | (c) | | 8.88% | | 12/2026 | | 7,021 | | | 6,954 | | | 0.6 | | | 6,881 | | |
| P&P Food Safety Holdings, Inc. | One stop | | L + 6.00% | (b) | | 9.67% | | 12/2026 | | 38 | | | 37 | | | — | | | 36 | | |
| P&P Food Safety Holdings, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2026 | | — | | | (23) | | | — | | | — | | |
| Ultimate Baked Goods Midco LLC# | One stop | | L + 6.50% | (a) | | 9.62% | | 08/2027 | | 2,834 | | | 2,794 | | | 0.2 | | | 2,550 | | |
See Notes to Consolidated Financial Statements.
18
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | |
| Ultimate Baked Goods Midco LLC | One stop | | L + 6.50% | (a)(d) | | 9.92% | | 08/2027 | | $ | 47 | | | $ | 46 | | | — | | % | $ | 41 | | |
| Whitebridge Pet Brands, LLC# | One stop | | L + 5.00% | (a) | | 8.12% | | 07/2027 | | 9,941 | | | 9,857 | | | 0.8 | | | 9,941 | | |
| Whitebridge Pet Brands, LLC | One stop | | L + 5.00% | (a) | | 7.98% | | 07/2027 | | 130 | | | 128 | | | — | | | 130 | | |
| Wizard Bidco Limited#(8)(9)(10) | One stop | | SN + 4.75% | (i) | | 6.94% | | 03/2029 | | 2,960 | | | 3,445 | | | 0.2 | | | 2,960 | | |
| Wizard Bidco Limited(5)(8)(9)(10) | One stop | | SN + 4.75% | | | N/A(6) | | 09/2028 | | — | | | (1) | | | — | | | — | | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 53,461 | | | 53,437 | | | 4.1 | | | 52,272 | | |
See Notes to Consolidated Financial Statements.
19
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Health Care Technology | | | | | | | | | | | | | | | | | | | |
| Alegeus Technologies Holdings Corp. | Senior loan | | L + 8.25% | (b) | | 10.95% | | 09/2024 | | $ | 182 | | | $ | 181 | | | — | | % | $ | 180 | | | | |
| Coding Solutions Acquisition, Inc.# | One stop | | SF + 5.75% | (k) | | 8.78% | | 05/2028 | | 2,717 | | | 2,691 | | | 0.2 | | | 2,662 | | | | |
| Coding Solutions Acquisition, Inc. | One stop | | SF + 5.75% | (k) | | 8.78% | | 05/2028 | | 10 | | | 10 | | | — | | | 9 | | | | |
| Coding Solutions Acquisition, Inc.(5) | One stop | | SF + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (4) | | | — | | | (16) | | | | |
| Connexin Software, Inc.#+ | One stop | | L + 8.50% | (b) | | 11.31% | | 02/2024 | | 1,442 | | | 1,438 | | | 0.1 | | | 1,442 | | | | |
| Connexin Software, Inc. | One stop | | L + 8.50% | | | N/A(6) | | 02/2024 | | — | | | — | | | — | | | — | | | | |
| ESO Solution, Inc.#+ | One stop | | SF + 7.00% | (l) | | 10.56% | | 03/2027 | | 3,811 | | | 3,781 | | | 0.3 | | | 3,811 | | | | |
| ESO Solution, Inc.(5) | One stop | | SF + 7.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | — | | | | |
| HSI Halo Acquisition, Inc.# | One stop | | SF + 5.75% | (m) | | 9.83% | | 08/2026 | | 1,505 | | | 1,484 | | | 0.1 | | | 1,466 | | | | |
| HSI Halo Acquisition, Inc.# | One stop | | SF + 5.75% | (m) | | 9.83% | | 08/2026 | | 794 | | | 786 | | | 0.1 | | | 773 | | | | |
| HSI Halo Acquisition, Inc.~ | One stop | | SF + 5.75% | (m) | | 9.83% | | 08/2026 | | 523 | | | 519 | | | — | | | 509 | | | | |
| HSI Halo Acquisition, Inc. | One stop | | SF + 5.75% | (m) | | 9.86% | | 08/2026 | | 503 | | | 497 | | | — | | | 490 | | | | |
| HSI Halo Acquisition, Inc. | One stop | | SF + 5.75% | (m) | | 9.84% | | 08/2026 | | 365 | | | 360 | | | — | | | 355 | | | | |
| HSI Halo Acquisition, Inc. | One stop | | SF + 5.75% | (m) | | 9.83% | | 08/2026 | | 305 | | | 302 | | | — | | | 297 | | | | |
| HSI Halo Acquisition, Inc. | One stop | | L + 5.75% | (a) | | 8.31% | | 09/2025 | | 8 | | | 7 | | | — | | | 7 | | | | |
| Nextech Holdings, LLC~+ | One stop | | L + 5.50% | (a)(b) | | 8.31% | | 06/2025 | | 17,491 | | | 17,415 | | | 1.4 | | | 17,316 | | | | |
| Nextech Holdings, LLC+ | One stop | | L + 5.50% | (a)(b) | | 8.31% | | 06/2025 | | 709 | | | 706 | | | 0.1 | | | 702 | | | | |
| Nextech Holdings, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 06/2025 | | — | | | (1) | | | — | | | (3) | | | | |
| Plasma Buyer LLC# | One stop | | SF + 5.75% | (l) | | 9.30% | | 05/2029 | | 2,797 | | | 2,744 | | | 0.2 | | | 2,741 | | | | |
| Plasma Buyer LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| Plasma Buyer LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 05/2029 | | — | | | (7) | | | — | | | (15) | | | | |
| Qgenda Intermediate Holdings, LLC+ | One stop | | L + 5.00% | (b) | | 8.67% | | 06/2025 | | 5,666 | | | 5,631 | | | 0.4 | | | 5,552 | | | | |
| Qgenda Intermediate Holdings, LLC~ | One stop | | L + 5.00% | (b) | | 8.67% | | 06/2025 | | 4,987 | | | 4,987 | | | 0.4 | | | 4,887 | | | | |
| Qgenda Intermediate Holdings, LLC~ | One stop | | L + 5.00% | (b) | | 8.67% | | 06/2025 | | 2,413 | | | 2,413 | | | 0.2 | | | 2,365 | | | | |
| Qgenda Intermediate Holdings, LLC+ | One stop | | L + 5.00% | (b) | | 8.67% | | 06/2025 | | 676 | | | 673 | | | 0.1 | | | 662 | | | | |
| Qgenda Intermediate Holdings, LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 06/2025 | | — | | | — | | | — | | | (2) | | | | |
| Transaction Data Systems, Inc.~+ | One stop | | L + 4.50% | (b) | | 8.17% | | 02/2026 | | 11,201 | | | 11,044 | | | 0.9 | | | 10,978 | | | | |
| Transaction Data Systems, Inc.(5) | One stop | | L + 4.50% | | | N/A(6) | | 02/2026 | | — | | | (1) | | | — | | | (3) | | | | |
| Veranex, Inc.# | Senior loan | | SF + 4.75% | (m) | | 7.52% | | 04/2028 | | 200 | | | 198 | | | — | | | 198 | | | | |
| Veranex, Inc.(5) | Senior loan | | P + 3.75% | | | N/A(6) | | 04/2028 | | — | | | — | | | — | | | (1) | | | | |
| Veranex, Inc.(5) | Senior loan | | SF + 4.75% | | | N/A(6) | | 04/2028 | | — | | | (17) | | | — | | | (37) | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 58,305 | | | 57,835 | | | 4.5 | | | 57,324 | | | | |
| Healthcare Equipment and Supplies | | | | | | | | | | | | | | | | | | | |
| Aspen Medical Products, LLC~ | One stop | | L + 5.00% | (b) | | 7.39% | | 06/2025 | | 937 | | | 933 | | | 0.1 | | | 928 | | | | |
| Aspen Medical Products, LLC# | One stop | | L + 5.00% | (b) | | 7.39% | | 06/2025 | | 60 | | | 60 | | | — | | | 60 | | | | |
| Aspen Medical Products, LLC | One stop | | L + 5.00% | | | N/A(6) | | 06/2025 | | — | | | — | | | — | | | — | | | | |
| Baduhenna Bidco Limited(8)(10) | One stop | | SF + 6.50% | (j) | | 9.61% | | 08/2028 | | 2,330 | | | 2,296 | | | 0.2 | | | 2,330 | | | | |
| Baduhenna Bidco Limited(8)(9)(10) | One stop | | E + 6.45% | (e) | | 6.70% | | 08/2028 | | 1,221 | | | 1,453 | | | 0.1 | | | 1,207 | | | | |
| Baduhenna Bidco Limited(8)(9)(10) | One stop | | SF + 6.50% | (i) | | 8.76% | | 08/2028 | | 340 | | | 416 | | | — | | | 338 | | | | |
| Baduhenna Bidco Limited(8)(9)(10) | One stop | | E + 6.45% | (e) | | 7.64% | | 08/2028 | | 291 | | | 325 | | | — | | | 288 | | | | |
| Baduhenna Bidco Limited(5)(8)(9)(10) | One stop | | SF + 6.50% | | | N/A(6) | | 08/2028 | | — | | | (7) | | | — | | | (3) | | | | |
| Belmont Instrument, LLC# | One stop | | SF + 6.25% | (l) | | 9.69% | | 08/2028 | | 4,900 | | | 4,852 | | | 0.4 | | | 4,851 | | | | |
| Belmont Instrument, LLC(5) | One stop | | SF + 6.25% | | | N/A(6) | | 08/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| Blades Buyer, Inc.#~ | Senior loan | | SF + 4.75% | (l)(m) | | 7.43% | | 03/2028 | | 2,492 | | | 2,459 | | | 0.2 | | | 2,428 | | | | |
| Blades Buyer, Inc. | Senior loan | | SF + 4.75% | (k) | | 7.47% | | 03/2028 | | 23 | | | 22 | | | — | | | 19 | | | | |
| Blades Buyer, Inc.(5) | Senior loan | | SF + 4.75% | | | N/A(6) | | 03/2028 | | — | | | (5) | | | — | | | (29) | | | | |
| Blades Buyer, Inc. | Senior loan | | SF + 4.75% | | | N/A(6) | | 03/2028 | | — | | | — | | | — | | | — | | | | |
| Blue River Pet Care, LLC~ | One stop | | L + 5.00% | (a) | | 8.12% | | 07/2026 | | 13,056 | | | 12,927 | | | 1.0 | | | 12,925 | | | | |
See Notes to Consolidated Financial Statements.
20
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Blue River Pet Care, LLC | One stop | | L + 5.00% | (a) | | 7.94% | | 07/2026 | | $ | 2,785 | | | $ | 2,761 | | | 0.2 | | % | $ | 2,757 | | | | |
| Blue River Pet Care, LLC | One stop | | L + 5.00% | (a) | | 8.12% | | 07/2026 | | 2,677 | | | 2,654 | | | 0.2 | | | 2,650 | | | | |
| Blue River Pet Care, LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 08/2025 | | — | | | (1) | | | — | | | (2) | | | | |
| Blue River Pet Care, LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 07/2026 | | — | | | (152) | | | — | | | (177) | | | | |
| CCSL Holdings, LLC~ | One stop | | SF + 6.50% | (k) | | 9.63% | | 12/2026 | | 6,101 | | | 6,046 | | | 0.5 | | | 6,040 | | | | |
| CCSL Holdings, LLC | One stop | | SF + 6.50% | (k) | | 9.63% | | 12/2026 | | 1,647 | | | 1,633 | | | 0.1 | | | 1,630 | | | | |
| CCSL Holdings, LLC#(8)(9) | One stop | | SN + 6.50% | (i) | | 8.79% | | 12/2026 | | 874 | | | 976 | | | 0.1 | | | 865 | | | | |
| CCSL Holdings, LLC | One stop | | SF + 6.50% | (d)(k) | | 9.73% | | 12/2026 | | 115 | | | 113 | | | — | | | 113 | | | | |
| CCSL Holdings, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 12/2026 | | — | | | (6) | | | — | | | (6) | | | | |
| CCSL Holdings, LLC(5) | One stop | | SF + 6.50% | | | N/A(6) | | 12/2026 | | — | | | (10) | | | — | | | (10) | | | | |
| CMI Parent Inc.~+ | Senior loan | | L + 4.25% | (b) | | 7.26% | | 08/2025 | | 14,210 | | | 14,119 | | | 1.1 | | | 14,068 | | | | |
| CMI Parent Inc.+ | Senior loan | | L + 4.25% | (b) | | 7.92% | | 08/2025 | | 6,804 | | | 6,753 | | | 0.5 | | | 6,736 | | | | |
| CMI Parent Inc.# | Senior loan | | SF + 4.75% | (l) | | 8.30% | | 08/2025 | | 6,194 | | | 6,132 | | | 0.5 | | | 6,132 | | | | |
| CMI Parent Inc.(5) | Senior loan | | L + 4.25% | | | N/A(6) | | 08/2025 | | — | | | (1) | | | — | | | (2) | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 67,057 | | | 66,747 | | | 5.2 | | | 66,135 | | | | |
See Notes to Consolidated Financial Statements.
21
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Health Care Providers & Services | | | | | | | | | | | | | | | | |
| AAH TOPCO, LLC | One stop | | L + 5.50% | (a) | | 8.36% | | 12/2027 | | $ | 2,851 | | | $ | 2,777 | | | 0.2 | | % | $ | 2,596 | |
| AAH TOPCO, LLC | Subordinated debt | | N/A | | | 11.50% PIK | | 12/2031 | | 1,089 | | | 1,070 | | | 0.1 | | | 1,034 | |
| AAH TOPCO, LLC # | One stop | | L + 5.50% | (a) | | 8.58% | | 12/2027 | | 521 | | | 517 | | | 0.1 | | | 505 | |
| AAH TOPCO, LLC (5) | One stop | | L + 5.50% | | | N/A(6) | | 12/2027 | | — | | | (1) | | | — | | | (2) | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | Subordinated debt | | L + 10.50% | (a) | | 13.62% | | 03/2028 | | 8,509 | | | 8,318 | | | 0.7 | | | 8,509 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | One stop | | L + 6.13% | (b) | | 9.80% | | 03/2027 | | 1,843 | | | 1,825 | | | 0.1 | | | 1,764 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC+ | One stop | | L + 6.13% | (b) | | 9.80% | | 03/2027 | | 1,541 | | | 1,519 | | | 0.2 | | | 1,474 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | Subordinated debt | | L + 10.50% | (a) | | 13.62% | | 03/2028 | | 744 | | | 734 | | | 0.1 | | | 744 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | One stop | | L + 6.25% | (a) | | 9.37% | | 03/2027 | | 441 | | | 429 | | | — | | | 403 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | Subordinated debt | | L + 10.50% | (a) | | 13.62% | | 03/2028 | | 284 | | | 281 | | | — | | | 284 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | (3) | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC(5) | One stop | | L + 6.25% | | | N/A(6) | | 03/2027 | | — | | | (3) | | | — | | | (13) | |
| Community Care Partners, LLC# | One stop | | SF + 5.75% | (k) | | 8.89% | | 06/2026 | | 1,212 | | | 1,202 | | | 0.1 | | | 1,200 | |
| Community Care Partners, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 06/2026 | | — | | | (1) | | | — | | | (2) | |
| CRH Healthcare Purchaser, Inc.# | Senior loan | | L + 4.50% | (b) | | 8.17% | | 12/2024 | | 3,926 | | | 3,899 | | | 0.3 | | | 3,926 | |
| CRH Healthcare Purchaser, Inc.~ | Senior loan | | L + 4.50% | (b) | | 8.17% | | 12/2024 | | 1,673 | | | 1,662 | | | 0.1 | | | 1,673 | |
| CRH Healthcare Purchaser, Inc.# | Senior loan | | L + 4.50% | (b) | | 8.17% | | 12/2024 | | 1,252 | | | 1,243 | | | 0.1 | | | 1,252 | |
| CRH Healthcare Purchaser, Inc.# | Senior loan | | L + 4.50% | (b) | | 8.17% | | 12/2024 | | 848 | | | 841 | | | 0.1 | | | 848 | |
| CRH Healthcare Purchaser, Inc. | Senior loan | | L + 4.50% | (b) | | 8.10% | | 12/2024 | | 25 | | | 24 | | | — | | | 25 | |
| Datix Bidco Limited(8)(9)(10) | Senior loan | | SN + 4.50% | (i) | | 6.69% | | 04/2025 | | 21,067 | | | 25,397 | | | 1.6 | | | 20,014 | |
| Datix Bidco Limited(8)(9)(10) | Second lien | | SN + 7.75% | (i) | | 9.94% | | 04/2026 | | 7,476 | | | 9,001 | | | 0.6 | | | 7,102 | |
| Datix Bidco Limited(8)(9)(10) | Senior loan | | SN + 4.50% | (i) | | 6.69% | | 04/2025 | | 3,902 | | | 4,668 | | | 0.3 | | | 3,707 | |
| Datix Bidco Limited(8)(10) | Senior loan | | SF + 4.50% | (l) | | 7.04% | | 04/2025 | | 183 | | | 182 | | | — | | | 174 | |
| Datix Bidco Limited(5)(8)(10) | Second lien | | SF + 7.75% | | | N/A(6) | | 04/2026 | | — | | | (1) | | | — | | | (3) | |
| Datix Bidco Limited(5)(8)(10) | Senior loan | | SF + 4.50% | | | N/A(6) | | 09/2024 | | — | | | (1) | | | — | | | (2) | |
| Elite Dental Partners LLC | One stop | | SF + 5.25% | (b)(l) | | 8.80% PIK | | 06/2023 | | 1,802 | | | 1,796 | | | 0.1 | | | 1,713 | |
| Elite Dental Partners LLC | One stop | | SF + 12.00% | (l) | | 15.55% PIK | | 06/2023 | | 458 | | | 458 | | | — | | | 453 | |
| Elite Dental Partners LLC | One stop | | SF + 5.25% | (b)(l) | | 8.80% PIK | | 06/2023 | | 194 | | | 194 | | | — | | | 194 | |
| Emerge Intermediate, Inc. | One stop | | SF + 6.50% | (l) | | 9.70% cash/0.50% PIK | | 05/2024 | | 2,307 | | | 2,287 | | | 0.2 | | | 2,307 | |
| Emerge Intermediate, Inc.# | One stop | | SF + 6.50% | (l) | | 9.70% cash/0.50% PIK | | 05/2024 | | 219 | | | 218 | | | — | | | 219 | |
| Emerge Intermediate, Inc.(5) | One stop | | SF + 6.50% | | | N/A(6) | | 05/2024 | | — | | | (1) | | | — | | | — | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 14,630 | | | 14,553 | | | 1.1 | | | 14,338 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 7,530 | | | 7,481 | | | 0.6 | | | 7,379 | |
| Encorevet Group LLC~ | Senior loan | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 3,971 | | | 3,954 | | | 0.3 | | | 3,891 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 1,980 | | | 1,967 | | | 0.2 | | | 1,941 | |
| Encorevet Group LLC~ | Senior loan | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 1,782 | | | 1,782 | | | 0.1 | | | 1,747 | |
| Encorevet Group LLC~ | Senior loan | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 1,109 | | | 1,105 | | | 0.1 | | | 1,087 | |
| Encorevet Group LLC | Senior loan | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 921 | | | 917 | | | 0.1 | | | 903 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 656 | | | 651 | | | 0.1 | | | 643 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 628 | | | 623 | | | — | | | 615 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 568 | | | 564 | | | — | | | 557 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 391 | | | 389 | | | — | | | 383 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 244 | | | 242 | | | — | | | 239 | |
See Notes to Consolidated Financial Statements.
22
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Encorevet Group LLC | Senior loan | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | $ | 158 | | | $ | 158 | | | — | | % | $ | 155 | |
| Encorevet Group LLC | One stop | | L + 6.75% | (a) | | 9.87% | | 11/2024 | | 119 | | | 118 | | | — | | | 117 | |
| Encorevet Group LLC(5) | Senior loan | | L + 6.75% | | | N/A(6) | | 11/2024 | | — | | | — | | | — | | | (1) | |
| Encorevet Group LLC(5) | One stop | | L + 6.75% | | | N/A(6) | | 11/2024 | | — | | | (2) | | | — | | | — | |
| ERC Topco Holdings, LLC# | One stop | | L + 5.50% | (b) | | 9.17% | | 11/2028 | | 18,218 | | | 18,072 | | | 1.4 | | | 17,671 | |
| ERC Topco Holdings, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 11/2027 | | — | | | (1) | | | — | | | (5) | |
| ERC Topco Holdings, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 11/2028 | | — | | | (30) | | | — | | | (102) | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 9.25% | (a) | | 4.12% cash/8.25% PIK | | 05/2023 | | 4,077 | | | 4,059 | | | 0.2 | | | 2,651 | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 9.25% | (a) | | 4.12% cash/8.25% PIK | | 05/2023 | | 1,214 | | | 1,214 | | | 0.1 | | | 789 | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 9.25% | (a) | | 4.14% cash/8.25% PIK | | 05/2023 | | 127 | | | 126 | | | — | | | 66 | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 9.25% | (a) | | 4.14% cash/8.25% PIK | | 05/2023 | | 91 | | | 90 | | | — | | | 91 | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 9.25% | (a) | | 4.14% cash/8.25% PIK | | 05/2023 | | 91 | | | 90 | | | — | | | 59 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(8)(9)(12) | One stop | | C + 4.50% | (h) | | 8.67% | | 03/2027 | | 3,594 | | | 3,847 | | | 0.3 | | | 3,594 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(8)(9)(12) | One stop | | C + 4.50% | (h) | | 8.67% | | 03/2027 | | 2,631 | | | 2,716 | | | 0.2 | | | 2,631 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(8)(9)(12) | One stop | | C + 4.50% | (h) | | 8.67% | | 03/2027 | | 2,447 | | | 2,641 | | | 0.2 | | | 2,447 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(8)(12) | One stop | | L + 4.50% | (b) | | 8.17% | | 03/2027 | | 1,101 | | | 1,090 | | | 0.1 | | | 1,101 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.#(8)(9)(12) | One stop | | C + 4.50% | (h) | | 7.26% | | 03/2027 | | 758 | | | 778 | | | 0.1 | | | 758 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(5)(8)(9)(12) | One stop | | C + 4.50% | | | N/A(6) | | 03/2027 | | — | | | (9) | | | — | | | — | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(5)(8)(12) | One stop | | SF + 4.50% | | | N/A(6) | | 03/2027 | | — | | | (4) | | | — | | | — | |
| Heartland Veterinary Partners LLC | Senior loan | | SF + 4.75% | (l) | | 7.63% | | 12/2026 | | 926 | | | 906 | | | 0.1 | | | 878 | |
| Heartland Veterinary Partners LLC# | Senior loan | | SF + 4.75% | (l) | | 7.63% | | 12/2026 | | 383 | | | 379 | | | — | | | 375 | |
| Heartland Veterinary Partners LLC | Senior loan | | SF + 4.75% | | | N/A(6) | | 12/2026 | | — | | | — | | | — | | | — | |
| Klick Inc.#(8)(12) | Senior loan | | L + 4.50% | (b) | | 8.17% | | 03/2028 | | 3,913 | | | 3,883 | | | 0.3 | | | 3,913 | |
| Klick Inc.(5)(8)(12) | Senior loan | | L + 4.50% | | | N/A(6) | | 03/2026 | | — | | | (1) | | | — | | | — | |
| Krueger-Gilbert Health Physics, LLC~ | Senior loan | | L + 5.25% | (b) | | 8.92% | | 05/2025 | | 794 | | | 789 | | | 0.1 | | | 794 | |
| Krueger-Gilbert Health Physics, LLC~ | Senior loan | | L + 5.25% | (b) | | 8.92% | | 05/2025 | | 466 | | | 464 | | | — | | | 466 | |
| Krueger-Gilbert Health Physics, LLC~ | Senior loan | | L + 5.25% | (b) | | 8.92% | | 05/2025 | | 126 | | | 125 | | | — | | | 126 | |
| Krueger-Gilbert Health Physics, LLC | Senior loan | | L + 5.25% | (b) | | 8.92% | | 05/2025 | | 30 | | | 30 | | | — | | | 30 | |
| Krueger-Gilbert Health Physics, LLC | Senior loan | | L + 5.25% | | | N/A(6) | | 05/2025 | | — | | | — | | | — | | | — | |
| Krueger-Gilbert Health Physics, LLC(5) | Senior loan | | L + 5.25% | | | N/A(6) | | 05/2025 | | — | | | (4) | | | — | | | — | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.#(8)(9)(12) | One stop | | C + 5.50% | (h) | | 9.67% | | 05/2028 | | 6,874 | | | 7,745 | | | 0.5 | | | 6,736 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(12) | One stop | | L + 5.50% | (b) | | 9.17% | | 05/2028 | | 1,676 | | | 1,657 | | | 0.1 | | | 1,643 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.#(8)(12) | One stop | | L + 5.50% | (b) | | 9.17% | | 05/2028 | | 1,108 | | | 1,099 | | | 0.1 | | | 1,086 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(9)(12) | One stop | | C + 5.50% | (h) | | 9.67% | | 05/2028 | | 419 | | | 460 | | | — | | | 411 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(9)(12) | One stop | | C + 5.50% | (h) | | 9.67% | | 05/2028 | | 218 | | | 226 | | | — | | | 201 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(9)(12) | One stop | | C + 5.50% | (h) | | 9.65% | | 05/2026 | | 103 | | | 106 | | | — | | | 100 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(12) | One stop | | L + 5.50% | (b) | | 9.17% | | 05/2028 | | 78 | | | 76 | | | — | | | 68 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(12) | One stop | | L + 5.50% | (b) | | 9.17% | | 05/2026 | | 60 | | | 60 | | | — | | | 59 | |
| Suveto Buyer, LLC | One stop | | L + 5.00% | (b) | | 8.67% | | 09/2027 | | 7,787 | | | 7,693 | | | 0.6 | | | 7,446 | |
| Suveto Buyer, LLC | One stop | | L + 5.00% | (b) | | 8.66% | | 09/2027 | | 64 | | | 62 | | | — | | | 58 | |
| | | | | | | | | | | 158,428 | | | 165,469 | | | 12.0 | | | 152,230 | |
See Notes to Consolidated Financial Statements.
23
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Hotels, Restaurants & Leisure | | | | | | | | | | | | | | | | |
| Barteca Restaurants, LLC# | One stop | | SF + 6.00% | (m) | | 9.19% | | 08/2028 | | $ | 3,868 | | | $ | 3,831 | | | 0.3 | | % | $ | 3,830 | |
| Barteca Restaurants, LLC(5) | One stop | | SF + 6.00% | | | N/A(6) | | 08/2028 | | — | | | (1) | | | — | | | (1) | |
| Barteca Restaurants, LLC(5) | One stop | | SF + 6.00% | | | N/A(6) | | 08/2028 | | — | | | (10) | | | — | | | (10) | |
| BJH Holdings III Corp.#~ | One stop | | L + 4.50% | (a) | | 7.58% | | 08/2025 | | 21,155 | | | 20,985 | | | 1.7 | | | 20,732 | |
| BJH Holdings III Corp. | One stop | | L + 4.50% | (a) | | 7.59% | | 08/2025 | | 35 | | | 31 | | | — | | | 27 | |
| Davidson Hotel Company, LLC# | One stop | | L + 5.25% | (a) | | 8.37% | | 07/2024 | | 1,757 | | | 1,749 | | | 0.2 | | | 1,757 | |
| Davidson Hotel Company, LLC | One stop | | L + 5.25% | (a) | | 8.37% | | 07/2024 | | 429 | | | 428 | | | — | | | 429 | |
| Davidson Hotel Company, LLC | One stop | | L + 5.25% | | | N/A(6) | | 07/2024 | | — | | | — | | | — | | | — | |
| EOS Fitness Opco Holdings, LLC# | One stop | | SF + 4.75% | (m) | | 7.58% | | 01/2026 | | 1,902 | | | 1,885 | | | 0.2 | | | 1,902 | |
| EOS Fitness Opco Holdings, LLC | One stop | | SF + 4.75% | (c)(m) | | 7.58% | | 01/2026 | | 365 | | | 361 | | | — | | | 365 | |
| EOS Fitness Opco Holdings, LLC | One stop | | SF + 4.75% | (c)(m) | | 7.58% | | 01/2026 | | 4 | | | 4 | | | — | | | 4 | |
| EOS Fitness Opco Holdings, LLC(5) | One stop | | SF + 4.75% | | | N/A(6) | | 01/2026 | | — | | | (2) | | | — | | | — | |
| Freddy's Frozen Custard LLC#~ | One stop | | L + 5.00% | (b) | | 8.16% | | 03/2027 | | 3,589 | | | 3,563 | | | 0.3 | | | 3,589 | |
| Freddy's Frozen Custard LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | — | |
| Harri US LLC+ | One stop | | L + 10.00% | (b) | | 8.91% cash/4.00% PIK | | 08/2026 | | 346 | | | 309 | | | — | | | 347 | |
| Harri US LLC | One stop | | L + 10.00% | | | N/A(6) | | 08/2026 | | — | | | — | | | — | | | — | |
| Harri US LLC(5) | One stop | | L + 10.00% | | | N/A(6) | | 08/2026 | | — | | | (2) | | | — | | | 2 | |
| Health Buyer, LLC# | Senior loan | | SF + 5.25% | (m) | | 7.98% | | 04/2029 | | 1,348 | | | 1,329 | | | 0.1 | | | 1,267 | |
| Health Buyer, LLC | Senior loan | | SF + 5.25% | (k) | | 8.03% | | 04/2028 | | 2 | | | 2 | | | — | | | 1 | |
| SSRG Holdings, LLC#~ | One stop | | SF + 4.75% | (l) | | 8.45% | | 11/2025 | | 6,946 | | | 6,909 | | | 0.5 | | | 6,946 | |
| SSRG Holdings, LLC | One stop | | SF + 4.75% | (l) | | 8.45% | | 11/2025 | | 20 | | | 20 | | | — | | | 20 | |
| Tropical Smoothie Cafe Holdings, LLC# | One stop | | SF + 5.25% | (l) | | 7.98% | | 09/2026 | | 9,452 | | | 9,365 | | | 0.7 | | | 9,452 | |
| Tropical Smoothie Cafe Holdings, LLC~ | One stop | | SF + 5.25% | (k)(l) | | 8.26% | | 09/2026 | | 5,443 | | | 5,387 | | | 0.4 | | | 5,443 | |
| Tropical Smoothie Cafe Holdings, LLC# | One stop | | SF + 5.25% | (k)(l) | | 8.01% | | 09/2026 | | 2,338 | | | 2,315 | | | 0.2 | | | 2,338 | |
| Tropical Smoothie Cafe Holdings, LLC(5) | One stop | | SF + 4.25% | | | N/A(6) | | 09/2026 | | — | | | (1) | | | — | | | — | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 58,999 | | | 58,456 | | | 4.6 | | | 58,440 | |
See Notes to Consolidated Financial Statements.
24
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Household Durables | | | | | | | | | | | | | | | | | | | |
| Groundworks LLC | Senior loan | | L + 5.00% | (b) | | 7.08% | | 01/2026 | | $ | 1,379 | | | $ | 1,365 | | | 0.1 | | % | $ | 1,379 | | | | |
| Groundworks LLC | Senior loan | | L + 5.00% | (b) | | 7.81% | | 01/2026 | | 623 | | | 616 | | | 0.1 | | | 623 | | | | |
| Groundworks LLC# | Senior loan | | L + 5.00% | (b) | | 7.81% | | 01/2026 | | 415 | | | 412 | | | 0.1 | | | 415 | | | | |
| Groundworks LLC | Senior loan | | L + 5.00% | (b) | | 7.81% | | 01/2026 | | 370 | | | 366 | | | — | | | 370 | | | | |
| Groundworks LLC | Senior loan | | L + 5.00% | (b) | | 7.81% | | 01/2026 | | 264 | | | 245 | | | — | | | 264 | | | | |
| Groundworks LLC# | Senior loan | | L + 5.00% | (b) | | 7.81% | | 01/2026 | | 219 | | | 216 | | | — | | | 219 | | | | |
| Groundworks LLC | Senior loan | | L + 5.00% | | | N/A(6) | | 01/2026 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 3,270 | | | 3,220 | | | 0.3 | | | 3,270 | | | | |
| Household Products | | | | | | | | | | | | | | | | | | | |
| WU Holdco, Inc.~ | One stop | | L + 5.50% | (b) | | 9.17% | | 03/2026 | | 1,209 | | | 1,203 | | | 0.1 | | | 1,173 | | | | |
| WU Holdco, Inc.# | One stop | | L + 5.50% | (b) | | 9.17% | | 03/2026 | | 430 | | | 430 | | | — | | | 417 | | | | |
| WU Holdco, Inc. | One stop | | L + 5.50% | (b) | | 9.17% | | 03/2026 | | 112 | | | 110 | | | — | | | 108 | | | | |
| WU Holdco, Inc. | One stop | | L + 5.50% | (b)(c) | | 8.11% | | 03/2025 | | 15 | | | 15 | | | — | | | 14 | | | | |
| | | | | | | | | | | 1,766 | | | 1,758 | | | 0.1 | | | 1,712 | | | | |
| Industrial Conglomerates | | | | | | | | | | | | | | | | | | | |
| Arch Global CCT Holdings Corp.# | Senior loan | | L + 4.75% | (a) | | 7.87% | | 04/2026 | | 905 | | | 903 | | | 0.1 | | | 896 | | | | |
| Arch Global CCT Holdings Corp. | Senior loan | | L + 4.75% | (b) | | 8.42% | | 04/2026 | | 474 | | | 471 | | | — | | | 469 | | | | |
| Arch Global CCT Holdings Corp. | Senior loan | | L + 4.75% | (b) | | 8.42% | | 04/2026 | | 255 | | | 254 | | | — | | | 250 | | | | |
| Arch Global CCT Holdings Corp. | Senior loan | | L + 4.75% | | | N/A(6) | | 04/2025 | | — | | | — | | | — | | | — | | | | |
| Dwyer Instruments, Inc.# | One stop | | L + 6.00% | (b) | | 9.67% | | 07/2027 | | 2,024 | | | 1,986 | | | 0.2 | | | 1,984 | | | | |
| Dwyer Instruments, Inc. | One stop | | L + 5.50% | (c) | | 8.38% | | 07/2027 | | 7 | | | 6 | | | — | | | 6 | | | | |
| Dwyer Instruments, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 07/2027 | | — | | | (5) | | | — | | | (5) | | | | |
| Essential Services Holdings Corporation | One stop | | L + 5.75% | (a)(b) | | 8.07% | | 11/2026 | | 12,119 | | | 11,985 | | | 0.9 | | | 11,676 | | | | |
| Essential Services Holdings Corporation(5) | One stop | | L + 5.75% | | | N/A(6) | | 11/2025 | | — | | | (1) | | | — | | | (2) | | | | |
| Excelitas Technologies Corp.# | One stop | | SF + 5.75% | (l) | | 8.59% | | 08/2029 | | 3,485 | | | 3,416 | | | 0.3 | | | 3,450 | | | | |
| Excelitas Technologies Corp.#(8)(9) | One stop | | E + 5.75% | (e) | | 6.08% | | 08/2029 | | 564 | | | 583 | | | — | | | 559 | | | | |
| Excelitas Technologies Corp. | One stop | | SF + 5.75% | (l) | | 8.59% | | 08/2028 | | 92 | | | 87 | | | — | | | 89 | | | | |
| Excelitas Technologies Corp.(5) | One stop | | SF + 5.75% | | | N/A(6) | | 08/2029 | | — | | | (7) | | | — | | | (7) | | | | |
| Madison Safety & Flow LLC# | Senior loan | | SF + 3.60% | (k) | | 6.63% | | 03/2025 | | 164 | | | 163 | | | — | | | 164 | | | | |
| Madison Safety & Flow LLC | Senior loan | | SF + 3.60% | (k)(l) | | 6.64% | | 03/2025 | | 2 | | | 2 | | | — | | | 2 | | | | |
| Specialty Measurement Bidco Limited#(8)(10) | One stop | | L + 5.75% | (b) | | 8.82% | | 11/2027 | | 3,185 | | | 3,121 | | | 0.3 | | | 3,185 | | | | |
| Specialty Measurement Bidco Limited#(8)(9)(10) | One stop | | E + 5.75% | (e) | | 6.75% | | 11/2027 | | 2,623 | | | 3,123 | | | 0.2 | | | 2,623 | | | | |
| Specialty Measurement Bidco Limited(5)(8)(9)(10) | One stop | | SN + 5.75% | | | N/A(6) | | 11/2027 | | — | | | (16) | | | — | | | — | | | | |
| | | | | | | | | | | 25,899 | | | 26,071 | | | 2.0 | | | 25,339 | | | | |
| Insurance | | | | | | | | | | | | | | | | | | | |
| Alera Group, Inc.# | One stop | | SF + 6.00% | (l) | | 9.06% | | 10/2028 | | 10,777 | | | 10,685 | | | 0.8 | | | 10,321 | | | | |
| Alera Group, Inc. | One stop | | SF + 6.00% | (k)(l) | | 9.06% | | 10/2028 | | 3,063 | | | 3,023 | | | 0.3 | | | 2,933 | | | | |
| Alera Group, Inc. | One stop | | SF + 6.00% | (k)(l) | | 9.07% | | 10/2028 | | 2,627 | | | 2,601 | | | 0.2 | | | 2,479 | | | | |
| AMBA Buyer, Inc.# | One stop | | SF + 5.25% | (l)(m) | | 9.33% | | 07/2027 | | 1,372 | | | 1,361 | | | 0.1 | | | 1,358 | | | | |
| AMBA Buyer, Inc. | One stop | | SF + 5.25% | (m) | | 6.43% | | 07/2027 | | 409 | | | 407 | | | 0.1 | | | 404 | | | | |
| AMBA Buyer, Inc.# | One stop | | SF + 5.25% | (l)(m) | | 9.33% | | 07/2027 | | 342 | | | 339 | | | 0.1 | | | 339 | | | | |
| AMBA Buyer, Inc. | One stop | | SF + 5.25% | | | N/A(6) | | 07/2027 | | — | | | — | | | — | | | — | | | | |
| AMBA Buyer, Inc.(5) | One stop | | SF + 5.25% | | | N/A(6) | | 07/2027 | | — | | | (2) | | | — | | | (4) | | | | |
| Captive Resources Midco, LLC# | One stop | | SF + 5.50% | (k) | | 8.53% | | 07/2029 | | 4,813 | | | 4,720 | | | 0.4 | | | 4,716 | | | | |
| Captive Resources Midco, LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 07/2028 | | — | | | (4) | | | — | | | (4) | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.50% | (c) | | 7.58% | | 08/2025 | | 1,381 | | | 1,363 | | | 0.1 | | | 1,368 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.75% | (c) | | 8.85% | | 08/2025 | | 913 | | | 906 | | | 0.1 | | | 910 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.75% | (c) | | 7.87% | | 08/2025 | | 688 | | | 679 | | | 0.1 | | | 686 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.50% | (b)(c) | | 8.67% | | 08/2025 | | 688 | | | 682 | | | 0.2 | | | 682 | | | | |
| Integrity Marketing Acquisition, LLC | One stop | | SF + 5.75% | (l) | | 8.56% | | 08/2025 | | 584 | | | 566 | | | — | | | 573 | | | | |
| Integrity Marketing Acquisition, LLC~ | One stop | | L + 5.75% | (c) | | 7.83% | | 08/2025 | | 356 | | | 352 | | | — | | | 355 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.75% | (c) | | 7.40% | | 08/2025 | | 312 | | | 310 | | | — | | | 311 | | | | |
See Notes to Consolidated Financial Statements.
25
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Integrity Marketing Acquisition, LLC | One stop | | L + 5.75% | (c) | | 7.74% | | 08/2025 | | $ | 189 | | | $ | 187 | | | — | | % | $ | 188 | | | | |
| Integrity Marketing Acquisition, LLC | One stop | | L + 5.75% | | | N/A(6) | | 08/2025 | | — | | | — | | | — | | | — | | | | |
| J.S. Held Holdings, LLC~+ | One stop | | L + 5.50% | (b) | | 9.17% | | 07/2025 | | 18,399 | | | 18,192 | | | 1.4 | | | 18,278 | | | | |
| J.S. Held Holdings, LLC | One stop | | L + 5.50% | (b) | | 9.17% | | 07/2025 | | 4,033 | | | 3,979 | | | 0.3 | | | 4,007 | | | | |
| J.S. Held Holdings, LLC# | One stop | | SF + 5.50% | (l) | | 9.20% | | 07/2025 | | 3,901 | | | 3,835 | | | 0.3 | | | 3,862 | | | | |
| J.S. Held Holdings, LLC | One stop | | SF + 5.50% | (l) | | 9.20% | | 07/2025 | | 640 | | | 599 | | | — | | | 592 | | | | |
| J.S. Held Holdings, LLC | One stop | | P + 4.50% | (d) | | 10.75% | | 07/2025 | | 24 | | | 22 | | | — | | | 23 | | | | |
| Keystone Agency Partners LLC | Senior loan | | SF + 6.00% | (l) | | 9.70% | | 05/2027 | | 2,751 | | | 2,713 | | | 0.2 | | | 2,696 | | | | |
| Keystone Agency Partners LLC# | Senior loan | | SF + 6.00% | (l) | | 9.70% | | 05/2027 | | 782 | | | 771 | | | 0.1 | | | 766 | | | | |
| Keystone Agency Partners LLC | Senior loan | | SF + 6.00% | (l) | | 9.35% | | 05/2027 | | 186 | | | 170 | | | — | | | 164 | | | | |
| Long Term Care Group, Inc.# | One stop | | L + 6.00% | (a) | | 8.82% | | 09/2027 | | 1,268 | | | 1,247 | | | 0.1 | | | 1,268 | | | | |
| Majesco~+ | One stop | | L + 7.25% | (b) | | 10.93% | | 09/2027 | | 7,492 | | | 7,400 | | | 0.6 | | | 7,492 | | | | |
| Majesco(5) | One stop | | L + 7.25% | | | N/A(6) | | 09/2026 | | — | | | (2) | | | — | | | — | | | | |
| Norvax, LLC#+ | Senior loan | | L + 7.50% | (b) | | 11.18% | | 09/2025 | | 12,705 | | | 12,595 | | | 0.9 | | | 11,689 | | | | |
| Norvax, LLC# | Senior loan | | L + 7.50% | (b) | | 11.18% | | 09/2025 | | 4,152 | | | 4,085 | | | 0.3 | | | 3,820 | | | | |
| Pareto Health Intermediate Holdings, Inc.# | One stop | | L + 4.75% | (c) | | 7.63% | | 08/2025 | | 3,109 | | | 3,086 | | | 0.2 | | | 3,046 | | | | |
| Patriot Growth Insurance Services, LLC# | One stop | | L + 5.50% | (b) | | 8.65% | | 10/2028 | | 4,031 | | | 3,997 | | | 0.3 | | | 3,946 | | | | |
| Patriot Growth Insurance Services, LLC | One stop | | L + 5.50% | (c) | | 9.31% | | 10/2028 | | 262 | | | 251 | | | — | | | 248 | | | | |
| Patriot Growth Insurance Services, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| Patriot Growth Insurance Services, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 10/2028 | | — | | | (9) | | | — | | | (10) | | | | |
| People Corporation#(8)(9)(12) | One stop | | C + 6.25% | (h) | | 9.87% | | 02/2028 | | 5,291 | | | 5,693 | | | 0.4 | | | 5,291 | | | | |
| People Corporation(8)(9)(12) | One stop | | C + 6.25% | (h) | | 9.87% | | 02/2028 | | 1,727 | | | 1,910 | | | 0.1 | | | 1,727 | | | | |
| People Corporation(8)(9)(12) | One stop | | C + 5.50% | (h) | | 9.13% | | 02/2028 | | 1,253 | | | 1,327 | | | 0.1 | | | 1,115 | | | | |
| People Corporation(8)(9)(12) | One stop | | C + 6.25% | (h) | | 9.92% | | 02/2027 | | 148 | | | 158 | | | — | | | 148 | | | | |
| RSC Acquisition, Inc.~+ | One stop | | SF + 5.50% | (l) | | 8.31% | | 10/2026 | | 12,212 | | | 12,054 | | | 0.9 | | | 11,968 | | | | |
| RSC Acquisition, Inc.# | One stop | | SF + 5.50% | (l) | | 9.05% | | 10/2026 | | 3,840 | | | 3,808 | | | 0.3 | | | 3,762 | | | | |
| RSC Acquisition, Inc.~+ | One stop | | SF + 5.50% | (l) | | 8.54% | | 10/2026 | | 3,135 | | | 3,007 | | | 0.2 | | | 3,073 | | | | |
| RSC Acquisition, Inc. | One stop | | SF + 5.50% | (l) | | 8.55% | | 10/2026 | | 515 | | | 510 | | | — | | | 505 | | | | |
| RSC Acquisition, Inc.(5) | One stop | | SF + 5.50% | (l) | | 9.20% | | 10/2026 | | 47 | | | 25 | | | — | | | (1) | | | | |
| RSC Acquisition, Inc.(5) | One stop | | SF + 5.50% | | | N/A(6) | | 10/2026 | | — | | | (1) | | | — | | | (2) | | | | |
| Sunstar Insurance Group, LLC | Senior loan | | SF + 6.00% | (l) | | 9.69% | | 10/2026 | | 321 | | | 319 | | | — | | | 314 | | | | |
| Sunstar Insurance Group, LLC# | Senior loan | | SF + 6.00% | (l) | | 9.69% | | 10/2026 | | 310 | | | 307 | | | — | | | 304 | | | | |
| Sunstar Insurance Group, LLC | Senior loan | | SF + 6.00% | (l) | | 9.69% | | 10/2026 | | 157 | | | 155 | | | — | | | 154 | | | | |
| Sunstar Insurance Group, LLC | Senior loan | | SF + 6.00% | (l) | | 9.65% | | 10/2026 | | 2 | | | 2 | | | — | | | 2 | | | | |
| TigerRisk, LLC# | One stop | | L + 4.75% | (a) | | 7.87% | | 06/2027 | | 8,783 | | | 8,714 | | | 0.7 | | | 8,783 | | | | |
| TigerRisk, LLC(5) | One stop | | L + 4.75% | | | N/A(6) | | 06/2027 | | — | | | (1) | | | — | | | — | | | | |
| | | | | | | | | | | 129,990 | | | 129,092 | | | 9.9 | | | 126,644 | | | | |
| Internet & Catalog Retail | | | | | | | | | | | | | | | | | | | |
| Revalize, Inc.~+ | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 5,922 | | | 5,876 | | | 0.5 | | | 5,743 | | | | |
| Revalize, Inc.+ | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 3,466 | | | 3,439 | | | 0.2 | | | 3,362 | | | | |
| Revalize, Inc. | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 2,049 | | | 2,037 | | | 0.2 | | | 1,987 | | | | |
| Revalize, Inc.+ | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 1,718 | | | 1,705 | | | 0.1 | | | 1,667 | | | | |
| Revalize, Inc.+ | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 1,035 | | | 1,027 | | | 0.1 | | | 1,004 | | | | |
| Revalize, Inc.# | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 800 | | | 792 | | | 0.1 | | | 775 | | | | |
| Revalize, Inc. | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2027 | | 228 | | | 227 | | | — | | | 222 | | | | |
| Revalize, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 04/2027 | | — | | | (5) | | | — | | | (37) | | | | |
| | | | | | | | | | | 15,218 | | | 15,098 | | | 1.2 | | | 14,723 | | | | |
| IT Services | | | | | | | | | | | | | | | | | | | |
| Acquia, Inc.+ | One stop | | L + 7.00% | (a) | | 9.63% | | 10/2025 | | 2,442 | | | 2,425 | | | 0.2 | | | 2,442 | | | | |
| Acquia, Inc. | One stop | | L + 7.00% | (b)(c) | | 10.18% | | 10/2025 | | 23 | | | 22 | | | — | | | 23 | | | | |
| CivicPlus, LLC+ | One stop | | L + 6.00% | (a) | | 9.12% | | 08/2027 | | 2,623 | | | 2,595 | | | 0.2 | | | 2,596 | | | | |
| CivicPlus, LLC# | One stop | | L + 6.00% | (a) | | 9.12% | | 08/2027 | | 1,560 | | | 1,545 | | | 0.1 | | | 1,544 | | | | |
See Notes to Consolidated Financial Statements.
26
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| CivicPlus, LLC | One stop | | L + 6.00% | (b) | | 9.67% | | 08/2027 | | $ | 1,229 | | | $ | 1,216 | | | 0.1 | | % | $ | 1,217 | | | | |
| CivicPlus, LLC | One stop | | SF + 11.75% | (m) | | 14.38% | | 06/2034 | | 202 | | | 197 | | | — | | | 200 | | | | |
| CivicPlus, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 08/2027 | | — | | | (1) | | | — | | | (1) | | | | |
| Critical Start, Inc.# | One stop | | SF + 5.75% | (k) | | 5.65% cash/3.13% PIK | | 05/2028 | | 1,673 | | | 1,657 | | | 0.2 | | | 1,656 | | | | |
| Critical Start, Inc.(5) | One stop | | SF + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| Delinea Inc.+ | One stop | | L + 6.00% | (a) | | 9.12% | | 03/2028 | | 6,497 | | | 6,421 | | | 0.5 | | | 6,042 | | | | |
| Delinea Inc.+ | One stop | | L + 6.00% | (a) | | 9.12% | | 03/2028 | | 3,812 | | | 3,774 | | | 0.3 | | | 3,545 | | | | |
| Delinea Inc. | One stop | | L + 6.00% | (a) | | 9.12% | | 03/2027 | | 118 | | | 116 | | | — | | | 104 | | | | |
| Episerver, Inc.+ | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2026 | | 4,901 | | | 4,848 | | | 0.4 | | | 4,705 | | | | |
| Episerver, Inc.(8)(9) | One stop | | E + 6.00% | (e) | | 7.19% | | 04/2026 | | 3,948 | | | 4,600 | | | 0.3 | | | 3,817 | | | | |
| Episerver, Inc.+ | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2026 | | 2,684 | | | 2,666 | | | 0.2 | | | 2,577 | | | | |
| Episerver, Inc.# | One stop | | L + 5.75% | (b) | | 9.42% | | 04/2026 | | 1,519 | | | 1,500 | | | 0.1 | | | 1,458 | | | | |
| Episerver, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 04/2026 | | — | | | (3) | | | — | | | (14) | | | | |
| Episerver, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 04/2026 | | — | | | (12) | | | — | | | (76) | | | | |
| Goldcup 31018 AB#(8)(9)(17) | One stop | | E + 7.07% | (f) | | 3.57% cash/3.82% PIK | | 07/2029 | | 3,781 | | | 3,814 | | | 0.3 | | | 3,734 | | | | |
| Goldcup 31018 AB(5)(8)(9)(17) | One stop | | E + 6.50% | | | N/A(6) | | 01/2029 | | — | | | (2) | | | — | | | (2) | | | | |
| Goldcup 31018 AB(5)(8)(9)(17) | One stop | | E + 6.50% | | | N/A(6) | | 07/2029 | | — | | | (8) | | | — | | | (8) | | | | |
| Infinisource, Inc.#~ | One stop | | L + 5.25% | (c) | | 8.13% | | 10/2026 | | 10,248 | | | 10,164 | | | 0.8 | | | 10,145 | | | | |
| Infinisource, Inc.# | One stop | | L + 5.25% | (c) | | 8.13% | | 10/2026 | | 6,505 | | | 6,452 | | | 0.5 | | | 6,440 | | | | |
| Infinisource, Inc. | One stop | | L + 5.25% | (c) | | 8.13% | | 10/2026 | | 4,890 | | | 4,851 | | | 0.4 | | | 4,841 | | | | |
| Infinisource, Inc. | One stop | | L + 5.25% | (c) | | 8.13% | | 10/2026 | | 1,698 | | | 1,685 | | | 0.1 | | | 1,681 | | | | |
| Infinisource, Inc. | One stop | | L + 5.25% | (b) | | 8.92% | | 10/2026 | | 1,438 | | | 1,427 | | | 0.1 | | | 1,424 | | | | |
| Infinisource, Inc.# | One stop | | L + 5.25% | (c) | | 8.13% | | 10/2026 | | 1,212 | | | 1,200 | | | 0.1 | | | 1,200 | | | | |
| Infinisource, Inc. | One stop | | L + 5.25% | (b) | | 8.92% | | 10/2026 | | 580 | | | 509 | | | — | | | 574 | | | | |
| Infinisource, Inc. | One stop | | L + 5.25% | (b) | | 8.92% | | 10/2026 | | 386 | | | 319 | | | — | | | 305 | | | | |
| Infinisource, Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 10/2026 | | — | | | (1) | | | — | | | (2) | | | | |
| Netwrix Corporation# | One stop | | SF + 5.00% | (l) | | 7.90% | | 06/2029 | | 1,775 | | | 1,759 | | | 0.1 | | | 1,757 | | | | |
| Netwrix Corporation | One stop | | SF + 5.00% | (l) | | 8.44% | | 06/2029 | | 65 | | | 61 | | | — | | | 55 | | | | |
| Netwrix Corporation(5) | One stop | | SF + 5.00% | | | N/A(6) | | 06/2029 | | — | | | (2) | | | — | | | (2) | | | | |
| PCS Intermediate II Holdings, LLC~ | One stop | | L + 5.25% | (c) | | 8.62% | | 01/2026 | | 4,820 | | | 4,793 | | | 0.4 | | | 4,820 | | | | |
| PCS Intermediate II Holdings, LLC# | One stop | | L + 5.25% | (c) | | 8.62% | | 01/2026 | | 705 | | | 700 | | | 0.1 | | | 705 | | | | |
| PCS Intermediate II Holdings, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 01/2026 | | — | | | (1) | | | — | | | — | | | | |
| Recordxtechnologies, LLC#~ | One stop | | L + 5.50% | (b) | | 9.17% | | 12/2025 | | 18,323 | | | 18,202 | | | 1.4 | | | 17,589 | | | | |
| Recordxtechnologies, LLC | One stop | | L + 5.50% | (b) | | 9.17% | | 12/2025 | | 1,671 | | | 1,662 | | | 0.1 | | | 1,604 | | | | |
| Recordxtechnologies, LLC | One stop | | L + 5.50% | (b) | | 9.17% | | 12/2025 | | 140 | | | 139 | | | — | | | 132 | | | | |
| Red Dawn SEI Buyer, Inc.#~ | Senior loan | | L + 4.25% | (c) | | 8.42% | | 11/2025 | | 13,302 | | | 13,216 | | | 1.0 | | | 12,945 | | | | |
| Red Dawn SEI Buyer, Inc.#(8)(9) | Senior loan | | SN + 4.50% | (i) | | 6.69% | | 11/2025 | | 7,739 | | | 9,436 | | | 0.6 | | | 7,584 | | | | |
| Red Dawn SEI Buyer, Inc. | Senior loan | | L + 4.25% | (c) | | 8.42% | | 11/2025 | | 2,365 | | | 2,353 | | | 0.2 | | | 2,302 | | | | |
| Red Dawn SEI Buyer, Inc. | Senior loan | | L + 4.50% | (c) | | 8.67% | | 11/2025 | | 2,205 | | | 2,190 | | | 0.2 | | | 2,161 | | | | |
| Red Dawn SEI Buyer, Inc. | Senior loan | | L + 4.50% | (b)(c) | | 8.67% | | 11/2025 | | 1,328 | | | 1,317 | | | 0.1 | | | 1,301 | | | | |
| Red Dawn SEI Buyer, Inc.(5) | Senior loan | | L + 4.25% | | | N/A(6) | | 11/2025 | | — | | | (2) | | | — | | | (7) | | | | |
| Red Dawn SEI Buyer, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 11/2025 | | — | | | (16) | | | — | | | (36) | | | | |
| ReliaQuest Holdings, LLC | One stop | | SF + 10.75% | (l) | | 14.30% | | 10/2026 | | 567 | | | 556 | | | — | | | 567 | | | | |
| ReliaQuest Holdings, LLC | One stop | | SF + 10.75% | (l) | | 14.30% | | 10/2026 | | 26 | | | 26 | | | — | | | 26 | | | | |
| ReliaQuest Holdings, LLC(5) | One stop | | SF + 10.75% | | | N/A(6) | | 10/2026 | | — | | | (1) | | | — | | | — | | | | |
| Saturn Borrower Inc.#~ | One stop | | L + 6.50% | (b) | | 10.17% | | 09/2026 | | 7,954 | | | 7,793 | | | 0.6 | | | 7,557 | | | | |
| Saturn Borrower Inc. | One stop | | L + 6.50% | (b) | | 10.17% | | 09/2026 | | 103 | | | 101 | | | — | | | 98 | | | | |
| Zarya Holdco, Inc.# | Senior loan | | SF + 6.50% | (k) | | 9.63% | | 07/2027 | | 2,495 | | | 2,495 | | | 0.2 | | | 2,495 | | | | |
| Zarya Holdco, Inc. | Senior loan | | SF + 6.50% | | | N/A(6) | | 07/2027 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 129,552 | | | 130,752 | | | 9.9 | | | 125,819 | | | | |
See Notes to Consolidated Financial Statements.
27
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Leisure Products | | | | | | | | | | | | | | | | | | | |
| WBZ Investment LLC | One stop | | L + 6.25% | (b)(c) | | 8.13% cash/1.00% PIK | | 09/2024 | | $ | 1,455 | | | $ | 1,451 | | | 0.1 | | % | $ | 1,455 | | | | |
| WBZ Investment LLC | One stop | | L + 6.25% | (b)(c) | | 8.13% cash/1.00% PIK | | 09/2024 | | 482 | | | 481 | | | 0.1 | | | 482 | | | | |
| WBZ Investment LLC | One stop | | L + 6.25% | (b)(c) | | 8.13% cash/1.00% PIK | | 09/2024 | | 335 | | | 334 | | | — | | | 335 | | | | |
| WBZ Investment LLC | One stop | | L + 6.25% | (c) | | 8.13% cash/1.00% PIK | | 09/2024 | | 173 | | | 172 | | | — | | | 173 | | | | |
| WBZ Investment LLC | One stop | | L + 6.25% | | | N/A(6) | | 09/2024 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 2,445 | | | 2,438 | | | 0.2 | | | 2,445 | | | | |
| Life Sciences Tools & Services | | | | | | | | | | | | | | | | | | | |
| Covaris Intermediate 3, LLC# | One stop | | L + 4.75% | (b) | | 7.56% | | 01/2028 | | 368 | | | 364 | | | — | | | 368 | | | | |
| Covaris Intermediate 3, LLC | One stop | | L + 5.25% | (a) | | 8.37% | | 01/2028 | | 18 | | | 18 | | | — | | | 18 | | | | |
| Covaris Intermediate 3, LLC(5) | One stop | | L + 4.75% | | | N/A(6) | | 01/2028 | | — | | | (37) | | | — | | | — | | | | |
| PAS Parent Inc.#~ | One stop | | L + 5.50% | (a)(b) | | 8.62% | | 12/2028 | | 18,434 | | | 18,136 | | | 1.4 | | | 17,879 | | | | |
| PAS Parent Inc. | One stop | | P + 4.50% | (a)(d) | | 10.07% | | 12/2027 | | 161 | | | 149 | | | — | | | 151 | | | | |
| PAS Parent Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 12/2028 | | — | | | (70) | | | — | | | (126) | | | | |
| Reaction Biology Corporation | One stop | | SF + 5.25% | (m) | | 9.48% | | 03/2029 | | 867 | | | 800 | | | 0.1 | | | 650 | | | | |
| Reaction Biology Corporation# | One stop | | SF + 5.25% | (m) | | 9.48% | | 03/2029 | | 517 | | | 513 | | | 0.1 | | | 502 | | | | |
| Reaction Biology Corporation(5) | One stop | | P + 4.25% | | | N/A(6) | | 03/2029 | | — | | | (1) | | | — | | | (5) | | | | |
| Unchained Labs, LLC | Senior loan | | L + 5.50% | (a) | | 8.62% | | 08/2027 | | 430 | | | 418 | | | — | | | 430 | | | | |
| Unchained Labs, LLC# | Senior loan | | L + 5.50% | (a) | | 8.62% | | 08/2027 | | 363 | | | 357 | | | — | | | 363 | | | | |
| Unchained Labs, LLC | Senior loan | | L + 5.50% | | | N/A(6) | | 08/2027 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 21,158 | | | 20,647 | | | 1.6 | | | 20,230 | | | | |
| Machinery | | | | | | | | | | | | | | | | | | | |
| Bad Boy Mowers Acquisition, LLC# | Senior loan | | L + 4.25% | (b) | | 7.38% | | 03/2028 | | 730 | | | 729 | | | 0.1 | | | 730 | | | | |
| Blackbird Purchaser, Inc.#~ | Senior loan | | L + 4.50% | (a) | | 7.62% | | 04/2026 | | 6,594 | | | 6,519 | | | 0.5 | | | 6,528 | | | | |
| Blackbird Purchaser, Inc. | Senior loan | | L + 4.50% | (a) | | 7.62% | | 10/2025 | | 29 | | | 28 | | | — | | | 28 | | | | |
| Blackbird Purchaser, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 04/2026 | | — | | | (12) | | | — | | | (14) | | | | |
| Chase Industries, Inc.(7) | Senior loan | | L + 7.00% | (c) | | 9.88% | | 05/2025 | | 1,955 | | | 1,941 | | | 0.1 | | | 1,598 | | | | |
| Chase Industries, Inc.(7) | Senior loan | | L + 7.00% | (b) | | 10.67% | | 05/2025 | | 338 | | | 336 | | | — | | | 277 | | | | |
| Chase Industries, Inc.(7) | Senior loan | | L + 7.00% | (c) | | 9.80% | | 05/2025 | | 174 | | | 174 | | | — | | | 140 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 9,820 | | | 9,715 | | | 0.7 | | | 9,287 | | | | |
| Marine | | | | | | | | | | | | | | | | | | | |
| Project Nike Purchaser, LLC# | One stop | | SF + 6.00% | (l) | | 9.55% | | 04/2029 | | 9,705 | | | 9,614 | | | 0.7 | | | 9,414 | | | | |
| Project Nike Purchaser, LLC(5) | One stop | | P + 5.00% | | | N/A(6) | | 04/2029 | | — | | | (2) | | | — | | | (8) | | | | |
| Project Nike Purchaser, LLC(5) | One stop | | P + 5.00% | | | N/A(6) | | 04/2029 | | — | | | (47) | | | — | | | (151) | | | | |
| | | | | | | | | | | 9,705 | | | 9,565 | | | 0.7 | | | 9,255 | | | | |
| Media | | | | | | | | | | | | | | | | | | | |
| Triple Lift, Inc.# | One stop | | SF + 5.50% | (l)(m) | | 9.36% | | 05/2028 | | 2,107 | | | 2,074 | | | 0.2 | | | 2,107 | | | | |
| Triple Lift, Inc.# | One stop | | SF + 5.50% | (m) | | 9.61% | | 05/2028 | | 456 | | | 448 | | | — | | | 456 | | | | |
| Triple Lift, Inc. | One stop | | SF + 5.75% | (j) | | 8.74% | | 05/2028 | | 27 | | | 26 | | | — | | | 27 | | | | |
| | | | | | | | | | | 2,590 | | | 2,548 | | | 0.2 | | | 2,590 | | | | |
| Oil, Gas & Consumable Fuels | | | | | | | | | | | | | | | | | | | |
| 3ES Innovation, Inc.#(8)(12) | One stop | | L + 6.75% | (b) | | 9.70% | | 05/2025 | | 5,566 | | | 5,514 | | | 0.4 | | | 5,566 | | | | |
| 3ES Innovation, Inc.(8)(12) | One stop | | L + 6.75% | (b) | | 9.92% | | 05/2025 | | 40 | | | 39 | | | — | | | 40 | | | | |
| Envernus, Inc.~+ | Senior loan | | L + 4.50% | (a) | | 7.62% | | 07/2025 | | 11,839 | | | 11,666 | | | 0.9 | | | 11,602 | | | | |
| Envernus, Inc.~+ | Senior loan | | L + 4.25% | (a) | | 7.37% | | 07/2025 | | 9,629 | | | 9,575 | | | 0.8 | | | 9,377 | | | | |
| Envernus, Inc. | Senior loan | | L + 4.50% | (a) | | 7.62% | | 09/2024 | | 70 | | | 66 | | | — | | | 67 | | | | |
See Notes to Consolidated Financial Statements.
28
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Envernus, Inc. | Senior loan | | L + 4.25% | (a) | | 7.37% | | 09/2024 | | $ | 43 | | | $ | 42 | | | — | | % | $ | 41 | | | | |
| Project Power Buyer, LLC~ | One stop | | L + 6.00% | (b) | | 9.68% | | 05/2026 | | 3,821 | | | 3,793 | | | 0.3 | | | 3,821 | | | | |
| Project Power Buyer, LLC | One stop | | L + 6.00% | | | N/A(6) | | 05/2025 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 31,008 | | | 30,695 | | | 2.4 | | | 30,514 | | | | |
| Paper & Forest Products | | | | | | | | | | | | | | | | | | | |
| Messenger, LLC#~ | One stop | | SF + 5.75% | (k) | | 8.88% | | 12/2027 | | 4,844 | | | 4,801 | | | 0.4 | | | 4,844 | | | | |
| Messenger, LLC~ | One stop | | SF + 5.75% | (k) | | 8.50% | | 12/2027 | | 1,474 | | | 1,461 | | | 0.1 | | | 1,474 | | | | |
| Messenger, LLC | One stop | | SF + 5.75% | (k) | | 8.88% | | 12/2027 | | 739 | | | 732 | | | 0.1 | | | 739 | | | | |
| Messenger, LLC | One stop | | P + 4.75% | (d) | | 11.00% | | 12/2027 | | 34 | | | 33 | | | — | | | 34 | | | | |
| | | | | | | | | | | 7,091 | | | 7,027 | | | 0.6 | | | 7,091 | | | | |
| Pharmaceuticals | | | | | | | | | | | | | | | | | | | |
| ACP Ulysses Buyer, Inc.#~ | One stop | | SF + 5.25% | (l) | | 8.95% | | 02/2026 | | 10,311 | | | 10,228 | | | 0.8 | | | 10,156 | | | | |
| ACP Ulysses Buyer, Inc.# | One stop | | SF + 5.25% | (l) | | 8.95% | | 02/2026 | | 446 | | | 437 | | | — | | | 439 | | | | |
| Amalthea Parent, Inc.#~+(8)(12) | One stop | | L + 4.75% | (a) | | 7.87% | | 03/2027 | | 22,601 | | | 22,397 | | | 1.8 | | | 22,374 | | | | |
| Amalthea Parent, Inc.(5)(8)(12) | One stop | | SF + 4.75% | | | N/A(6) | | 03/2027 | | — | | | (3) | | | — | | | (3) | | | | |
| Amalthea Parent, Inc.(5)(8)(12) | One stop | | SF + 4.75% | | | N/A(6) | | 03/2027 | | — | | | (9) | | | — | | | (7) | | | | |
| Amalthea Parent, Inc.(5)(8)(12) | One stop | | SF + 4.75% | | | N/A(6) | | 03/2027 | | — | | | (59) | | | — | | | (68) | | | | |
| Caerus Midco 3 S.A.R.L.#(8)(13) | One stop | | SF + 5.50% | (m) | | 9.48% | | 05/2029 | | 12,832 | | | 12,589 | | | 1.0 | | | 12,576 | | | | |
| Caerus Midco 3 S.A.R.L.(5)(8)(13) | One stop | | SF + 5.50% | | | N/A(6) | | 05/2029 | | — | | | (5) | | | — | | | (5) | | | | |
| Caerus Midco 3 S.A.R.L.(5)(8)(13) | One stop | | SF + 5.50% | | | N/A(6) | | 05/2029 | | — | | | (18) | | | — | | | (39) | | | | |
| Cobalt Buyer Sub, Inc.# | One stop | | L + 5.25% | (a) | | 8.37% | | 10/2028 | | 4,514 | | | 4,437 | | | 0.3 | | | 4,289 | | | | |
| Cobalt Buyer Sub, Inc. | One stop | | L + 5.25% | (a) | | 8.37% | | 10/2028 | | 1,376 | | | 1,350 | | | 0.1 | | | 1,301 | | | | |
| Cobalt Buyer Sub, Inc. | One stop | | L + 5.25% | (a) | | 8.37% | | 10/2027 | | 36 | | | 34 | | | — | | | 32 | | | | |
| Spark Bidco Limited#(8)(9)(10) | Senior loan | | SN + 4.50% | (i) | | 6.69% | | 08/2028 | | 9,418 | | | 11,458 | | | 0.7 | | | 9,418 | | | | |
| Spark Bidco Limited(8)(9)(10) | Senior loan | | SN + 4.50% | (i) | | 6.69% | | 08/2028 | | 1,142 | | | 1,293 | | | 0.1 | | | 1,142 | | | | |
| Spark Bidco Limited(5)(8)(9)(10) | Senior loan | | SN + 4.50% | | | N/A(6) | | 02/2028 | | — | | | (2) | | | — | | | — | | | | |
| | | | | | | | | | | 62,676 | | | 64,127 | | | 4.8 | | | 61,605 | | | | |
| Professional Services | | | | | | | | | | | | | | | | | | | |
| Citrin Cooperman Advisors LLC | One stop | | SF + 5.00% | (k)(l) | | 7.80% | | 10/2027 | | 1,551 | | | 1,525 | | | 0.1 | | | 1,551 | | | | |
| DISA Holdings Corp.# | Senior loan | | SF + 5.50% | (k) | | 8.18% | | 09/2028 | | 1,184 | | | 1,161 | | | 0.1 | | | 1,160 | | | | |
| DISA Holdings Corp. | Senior loan | | SF + 5.50% | (k) | | 8.18% | | 09/2028 | | 2 | | | 2 | | | — | | | 2 | | | | |
| DISA Holdings Corp.(5) | Senior loan | | SF + 5.50% | | | N/A(6) | | 09/2028 | | — | | | (3) | | | — | | | (3) | | | | |
| Eliassen Group, LLC# | One stop | | SF + 5.75% | (l) | | 9.30% | | 04/2028 | | 748 | | | 741 | | | 0.1 | | | 748 | | | | |
| Eliassen Group, LLC | One stop | | SF + 5.75% | (l) | | 9.13% | | 04/2028 | | 66 | | | 64 | | | — | | | 66 | | | | |
| Filevine, Inc.# | One stop | | SF + 6.50% | (l)(m) | | 5.43% cash/2.50% PIK | | 04/2027 | | 2,568 | | | 2,528 | | | 0.2 | | | 2,571 | | | | |
| Filevine, Inc. | One stop | | SF + 6.50% | | | N/A(6) | | 04/2027 | | — | | | — | | | — | | | — | | | | |
| IG Investments Holdings, LLC# | One stop | | L + 6.00% | (a)(b) | | 9.47% | | 09/2028 | | 3,015 | | | 2,966 | | | 0.2 | | | 3,015 | | | | |
| IG Investments Holdings, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 09/2027 | | — | | | (1) | | | — | | | — | | | | |
| NBG Acquisition Corp. and NBG-P Acquisition Corp.#~+ | One stop | | L + 5.25% | (a)(b) | | 8.06% | | 11/2028 | | 27,129 | | | 26,951 | | | 2.1 | | | 26,315 | | | | |
| NBG Acquisition Corp. and NBG-P Acquisition Corp. | One stop | | L + 5.25% | (b) | | 8.10% | | 11/2028 | | 75 | | | 74 | | | — | | | 68 | | | | |
| NBG Acquisition Corp. and NBG-P Acquisition Corp.(5) | One stop | | L + 5.25% | | | N/A(6) | | 11/2028 | | — | | | (51) | | | — | | | (236) | | | | |
| NBG Acquisition Corp. and NBG-P Acquisition Corp.(5) | One stop | | L + 5.25% | | | N/A(6) | | 11/2028 | | — | | | (11) | | | — | | | (49) | | | | |
| Net Health Acquisition Corp.# | One stop | | L + 5.75% | (a) | | 8.87% | | 12/2025 | | 1,451 | | | 1,441 | | | 0.1 | | | 1,436 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (a) | | 8.87% | | 12/2025 | | 849 | | | 841 | | | 0.1 | | | 840 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (a) | | 8.87% | | 12/2025 | | 730 | | | 724 | | | 0.1 | | | 723 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (a) | | 8.88% | | 12/2025 | | 459 | | | 454 | | | 0.1 | | | 454 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (a) | | 8.87% | | 12/2025 | | 108 | | | 108 | | | — | | | 107 | | | | |
| Net Health Acquisition Corp.(5) | One stop | | L + 5.75% | | | N/A(6) | | 12/2025 | | — | | | (1) | | | — | | | (2) | | | | |
| PlanSource Holdings, Inc.+ | One stop | | L + 6.25% | (c) | | 9.55% | | 04/2025 | | 2,818 | | | 2,800 | | | 0.2 | | | 2,818 | | | | |
| PlanSource Holdings, Inc. | One stop | | L + 6.25% | (c) | | 9.55% | | 04/2025 | | 556 | | | 553 | | | — | | | 556 | | | | |
See Notes to Consolidated Financial Statements.
29
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| PlanSource Holdings, Inc.# | One stop | | L + 6.25% | (c) | | 9.55% | | 04/2025 | | $ | 484 | | | $ | 481 | | | — | | % | $ | 484 | | | | |
| PlanSource Holdings, Inc.(5) | One stop | | L + 6.25% | | | N/A(6) | | 04/2025 | | — | | | (1) | | | — | | | — | | | | |
| ProcessMAP Corporation# | One stop | | L + 6.25% | (b) | | 6.17% cash/3.75% PIK | | 12/2027 | | 1,747 | | | 1,732 | | | 0.1 | | | 1,712 | | | | |
| ProcessMAP Corporation(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2027 | | — | | | — | | | — | | | (1) | | | | |
| Procure Acquireco, Inc.#~ | One stop | | L + 5.25% | (c) | | 8.00% | | 12/2028 | | 7,803 | | | 7,733 | | | 0.6 | | | 7,803 | | | | |
| Procure Acquireco, Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 12/2028 | | — | | | (1) | | | — | | | — | | | | |
| Procure Acquireco, Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 12/2028 | | — | | | (40) | | | — | | | — | | | | |
| | | | | | | | | | | 53,343 | | | 52,770 | | | 4.1 | | | 52,138 | | | | |
See Notes to Consolidated Financial Statements.
30
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Real Estate Management & Development | | | | | | | | | | | | | | | | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | $ | 16,602 | | | $ | 16,482 | | | 1.3 | | % | $ | 16,602 | | | | |
| Inhabit IQ Inc.+ | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 9,439 | | | 9,371 | | | 0.7 | | | 9,439 | | | | |
| Inhabit IQ Inc.~ | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 2,722 | | | 2,710 | | | 0.2 | | | 2,722 | | | | |
| Inhabit IQ Inc.~ | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 2,543 | | | 2,522 | | | 0.2 | | | 2,543 | | | | |
| Inhabit IQ Inc.~ | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 1,099 | | | 1,094 | | | 0.1 | | | 1,099 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 897 | | | 893 | | | 0.1 | | | 897 | | | | |
| Inhabit IQ Inc.# | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 694 | | | 688 | | | 0.1 | | | 694 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 387 | | | 385 | | | — | | | 387 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 329 | | | 327 | | | — | | | 329 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 327 | | | 326 | | | — | | | 327 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 258 | | | 257 | | | — | | | 258 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | (a) | | 8.87% | | 07/2025 | | 136 | | | 136 | | | — | | | 136 | | | | |
| Inhabit IQ Inc. | One stop | | L + 5.75% | | | N/A(6) | | 07/2025 | | — | | | — | | | — | | | — | | | | |
| MRI Software LLC~+ | One stop | | L + 5.50% | (b) | | 9.17% | | 02/2026 | | 15,161 | | | 15,091 | | | 1.2 | | | 15,009 | | | | |
| MRI Software LLC~+ | One stop | | L + 5.50% | (b) | | 9.17% | | 02/2026 | | 5,963 | | | 5,913 | | | 0.5 | | | 5,904 | | | | |
| MRI Software LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 02/2026 | | — | | | (2) | | | — | | | (3) | | | | |
| MRI Software LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 02/2026 | | — | | | (4) | | | — | | | (21) | | | | |
| RPL Bidco Limited(8)(9)(10) | One stop | | SN + 5.75% | (i) | | 7.94% | | 08/2028 | | 7,015 | | | 8,603 | | | 0.5 | | | 6,734 | | | | |
| RPL Bidco Limited#(8)(9)(10) | One stop | | A + 5.75% | (g) | | 8.21% | | 08/2028 | | 826 | | | 938 | | | 0.1 | | | 793 | | | | |
| RPL Bidco Limited(5)(8)(9)(10) | One stop | | SN + 5.75% | | | N/A(6) | | 02/2028 | | — | | | — | | | — | | | (2) | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 64,398 | | | 65,730 | | | 5.0 | | | 63,847 | | | | |
| Road & Rail | | | | | | | | | | | | | | | | | | |
| Channelside Acquisitona Co, Inc.# | One stop | | L + 5.25% | (b) | | 8.92% | | 07/2028 | | 1,235 | | | 1,212 | | | 0.1 | | | 1,222 | | | | |
| Channelside Acquisitona Co, Inc. | One stop | | L + 5.25% | (a) | | 8.34% | | 07/2026 | | 5 | | | 4 | | | — | | | 5 | | | | |
| Channelside Acquisitona Co, Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 07/2028 | | — | | | (4) | | | — | | | (4) | | | | |
| Internet Truckstop Group LLC~ | One stop | | L + 5.50% | (b) | | 9.18% | | 04/2025 | | 7,672 | | | 7,557 | | | 0.6 | | | 7,672 | | | | |
| Internet Truckstop Group LLC# | One stop | | L + 5.50% | (b) | | 9.18% | | 04/2025 | | 3,375 | | | 3,342 | | | 0.3 | | | 3,375 | | | | |
| Internet Truckstop Group LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 04/2025 | | — | | | (2) | | | — | | | — | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 12,287 | | | 12,109 | | | 1.0 | | | 12,270 | | | | |
See Notes to Consolidated Financial Statements.
31
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Software | | | | | | | | | | | | | | | | | | | |
| Anaplan, Inc.# | One stop | | SF + 6.50% | (k) | | 9.53% | | 06/2029 | | $ | 14,840 | | | $ | 14,697 | | | 1.2 | | | $ | 14,543 | | | | |
| Anaplan, Inc.(5) | One stop | | SF + 6.50% | | | N/A(6) | | 06/2028 | | — | | | (2) | | | — | | | (3) | | | | |
| Appfire Technologies, LLC~+ | One stop | | SF + 5.50% | (k) | | 8.63% | | 03/2027 | | 14,372 | | | 14,206 | | | 1.2 | | | 14,229 | | | | |
| Appfire Technologies, LLC | One stop | | SF + 5.50% | (k) | | 8.63% | | 03/2027 | | 19 | | | 16 | | | — | | | 16 | | | | |
| Appfire Technologies, LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 03/2027 | | — | | | (3) | | | — | | | (4) | | | | |
| Appfire Technologies, LLC(5) | One stop | | SF + 5.00% | | | N/A(6) | | 03/2027 | | — | | | (20) | | | — | | | (28) | | | | |
| Apptio, Inc.+ | One stop | | L + 6.00% | (b) | | 8.46% | | 01/2025 | | 12,605 | | | 12,508 | | | 1.0 | | | 12,479 | | | | |
| Apptio, Inc. | One stop | | L + 6.00% | (b) | | 8.46% | | 01/2025 | | 38 | | | 38 | | | — | | | 38 | | | | |
| Aras Corporation+ | One stop | | L + 7.00% | (b) | | 5.71% cash/3.75% PIK | | 04/2027 | | 5,554 | | | 5,513 | | | 0.4 | | | 5,554 | | | | |
| Aras Corporation | One stop | | L + 6.50% | (c) | | 9.50% | | 04/2027 | | 31 | | | 30 | | | — | | | 31 | | | | |
| Armstrong Bidco Limited#(8)(9)(10) | One stop | | SN + 5.75% | (i) | | 7.94% | | 06/2029 | | 1,656 | | | 1,765 | | | 0.1 | | | 1,607 | | | | |
| Armstrong Bidco Limited(8)(9)(10) | One stop | | SN + 5.75% | (i) | | 7.94% | | 06/2029 | | 285 | | | 279 | | | — | | | 259 | | | | |
| Auvik Networks Inc.+(8)(12) | One stop | | SF + 5.75% | (l) | | 5.73% cash/2.75% PIK | | 07/2027 | | 3,026 | | | 3,002 | | | 0.2 | | | 2,938 | | | | |
| Auvik Networks Inc.#(8)(12) | One stop | | SF + 6.25% | (l) | | 5.73% cash/3.25% PIK | | 07/2027 | | 546 | | | 541 | | | 0.1 | | | 540 | | | | |
| Auvik Networks Inc.(5)(8)(12) | One stop | | SF + 5.75% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (2) | | | | |
| Axiom Merger Sub Inc. | One stop | | L + 5.50% | (b)(c) | | 7.07% | | 04/2026 | | 1,129 | | | 1,117 | | | 0.1 | | | 1,129 | | | | |
| Axiom Merger Sub Inc.# | One stop | | L + 5.50% | (c) | | 7.05% | | 04/2026 | | 972 | | | 964 | | | 0.1 | | | 972 | | | | |
| Axiom Merger Sub Inc.(8)(9) | One stop | | E + 5.75% | (e)(f) | | 5.85% | | 04/2026 | | 409 | | | 466 | | | — | | | 409 | | | | |
| Axiom Merger Sub Inc. | One stop | | L + 5.50% | (b)(c) | | 8.87% | | 04/2026 | | 53 | | | 51 | | | — | | | 53 | | | | |
| Axiom Merger Sub Inc. | One stop | | L + 5.50% | | | N/A(6) | | 10/2025 | | — | | | — | | | — | | | — | | | | |
| Azul Systems, Inc.~ | Senior loan | | L + 4.50% | (b) | | 8.17% | | 04/2027 | | 9,492 | | | 9,430 | | | 0.7 | | | 9,492 | | | | |
| Azul Systems, Inc. | Senior loan | | L + 4.50% | | | N/A(6) | | 04/2026 | | — | | | — | | | — | | | — | | | | |
| Bayshore Intermediate #2, L.P.+ | One stop | | L + 7.75% | (a) | | 10.43% | | 10/2028 | | 27,639 | | | 27,148 | | | 2.2 | | | 27,639 | | | | |
| Bayshore Intermediate #2, L.P.(5) | One stop | | L + 6.75% | | | N/A(6) | | 10/2027 | | — | | | (3) | | | — | | | — | | | | |
| Bonterra LLC#+ | One stop | | L + 6.25% | (b) | | 9.92% | | 09/2027 | | 25,775 | | | 25,458 | | | 2.0 | | | 25,517 | | | | |
| Bonterra LLC | One stop | | L + 6.25% | (b) | | 9.92% | | 09/2027 | | 122 | | | 120 | | | — | | | 120 | | | | |
| Bonterra LLC(5) | One stop | | L + 6.25% | | | N/A(6) | | 09/2027 | | — | | | (39) | | | — | | | (61) | | | | |
| Bottomline Technologies, Inc.# | One stop | | SF + 5.50% | (k) | | 8.35% | | 05/2029 | | 13,737 | | | 13,478 | | | 1.0 | | | 13,325 | | | | |
| Bottomline Technologies, Inc.(5) | One stop | | SF + 5.50% | | | N/A(6) | | 05/2028 | | — | | | (4) | | | — | | | (6) | | | | |
| Bullhorn, Inc.#~ | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2026 | | 13,273 | | | 13,119 | | | 1.0 | | | 13,273 | | | | |
| Bullhorn, Inc.#~ | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2026 | | 3,239 | | | 3,218 | | | 0.3 | | | 3,239 | | | | |
| Bullhorn, Inc.(8)(9) | One stop | | SN + 6.00% | (i) | | 8.19% | | 09/2026 | | 2,150 | | | 2,342 | | | 0.2 | | | 2,150 | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2026 | | 1,455 | | | 1,439 | | | 0.1 | | | 1,455 | | | | |
| Bullhorn, Inc.#(8)(9) | One stop | | E + 5.75% | (e) | | 6.94% | | 09/2026 | | 853 | | | 940 | | | 0.1 | | | 853 | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2026 | | 652 | | | 645 | | | 0.1 | | | 652 | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2026 | | 520 | | | 514 | | | 0.1 | | | 520 | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (b) | | 9.42% | | 09/2026 | | 123 | | | 120 | | | — | | | 123 | | | | |
| Burning Glass Intermediate Holdings Company, Inc.# | One stop | | L + 5.00% | (a) | | 8.12% | | 06/2028 | | 3,806 | | | 3,743 | | | 0.3 | | | 3,806 | | | | |
| Burning Glass Intermediate Holdings Company, Inc. | One stop | | L + 5.00% | (a) | | 8.12% | | 06/2026 | | 28 | | | 26 | | | — | | | 28 | | | | |
| Calabrio, Inc.#+ | One stop | | L + 7.00% | (b) | | 10.67% | | 04/2027 | | 21,174 | | | 20,934 | | | 1.7 | | | 21,174 | | | | |
| Calabrio, Inc.(5) | One stop | | L + 7.00% | | | N/A(6) | | 04/2027 | | — | | | (3) | | | — | | | — | | | | |
| Community Brands Parentco LLC# | One stop | | SF + 5.75% | (k) | | 8.88% | | 02/2028 | | 2,568 | | | 2,522 | | | 0.2 | | | 2,517 | | | | |
| Community Brands Parentco LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 02/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| Community Brands Parentco LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 02/2028 | | — | | | (3) | | | — | | | (7) | | | | |
| Daxko Acquisition Corporation~+ | One stop | | L + 5.50% | (a) | | 8.62% | | 10/2028 | | 12,559 | | | 12,451 | | | 1.0 | | | 12,182 | | | | |
| Daxko Acquisition Corporation | One stop | | L + 5.50% | (a) | | 8.62% | | 10/2028 | | 1,059 | | | 1,046 | | | 0.1 | | | 1,027 | | | | |
| Daxko Acquisition Corporation(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2027 | | — | | | (2) | | | — | | | (5) | | | | |
| Daxko Acquisition Corporation(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2028 | | — | | | (4) | | | — | | | (15) | | | | |
See Notes to Consolidated Financial Statements.
32
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Diligent Corporation~+ | One stop | | L + 6.25% | (c) | | 9.13% | | 08/2025 | | $ | 27,490 | | | $ | 27,323 | | | 2.1 | | % | $ | 27,218 | | | | |
| Diligent Corporation+ | One stop | | L + 5.75% | (c) | | 8.63% | | 08/2025 | | 2,335 | | | 2,319 | | | 0.2 | | | 2,283 | | | | |
| Diligent Corporation | One stop | | L + 6.25% | (c) | | 9.13% | | 08/2025 | | 681 | | | 672 | | | 0.1 | | | 674 | | | | |
| Diligent Corporation | One stop | | L + 6.25% | (c) | | 8.49% | | 08/2025 | | 435 | | | 434 | | | — | | | 427 | | | | |
| Diligent Corporation | One stop | | L + 6.25% | (c) | | 9.13% | | 08/2025 | | 430 | | | 401 | | | — | | | 425 | | | | |
| Dragon UK Bidco Limited#(8)(9)(10) | One stop | | SN + 6.00% | (i) | | 8.19% | | 02/2029 | | 6,297 | | | 7,333 | | | 0.5 | | | 5,919 | | | | |
| Dragon UK Bidco Limited(8)(9)(10) | One stop | | C + 6.00% | (h) | | 10.20% | | 02/2029 | | 4,118 | | | 4,358 | | | 0.3 | | | 3,870 | | | | |
| Dragon UK Bidco Limited(5)(8)(9)(10) | One stop | | SN + 6.00% | | | N/A(6) | | 02/2029 | | — | | | — | | | — | | | (89) | | | | |
| FirstUp, Inc.+ | One stop | | L + 6.75% | (b) | | 6.92% cash/3.50% PIK | | 07/2027 | | 3,314 | | | 3,289 | | | 0.3 | | | 3,314 | | | | |
| FirstUp, Inc.(5) | One stop | | L + 9.75% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | — | | | | |
| Gainsight, Inc.+ | One stop | | L + 6.75% | (b) | | 9.56% PIK | | 07/2027 | | 4,299 | | | 4,242 | | | 0.3 | | | 4,255 | | | | |
| Gainsight, Inc.(5) | One stop | | L + 6.75% | | | N/A(6) | | 07/2027 | | — | | | (2) | | | — | | | (1) | | | | |
| GS Acquisitionco, Inc.#~+ | One stop | | L + 5.75% | (b)(c) | | 9.85% | | 05/2026 | | 39,632 | | | 39,423 | | | 3.1 | | | 38,840 | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (c) | | 9.46% | | 05/2026 | | 122 | | | 122 | | | — | | | 119 | | | | |
| GS Acquisitionco, Inc.(5) | One stop | | L + 5.75% | (c) | | N/A(6) | | 05/2026 | | — | | | (4) | | | — | | | (44) | | | | |
| GTY Technology Holdings, Inc.# | One stop | | SF + 6.88% | (l) | | 9.81% cash/0.63% PIK | | 07/2029 | | 1,575 | | | 1,545 | | | 0.1 | | | 1,559 | | | | |
| GTY Technology Holdings, Inc.(5) | One stop | | SF + 6.88% | | | N/A(6) | | 07/2029 | | — | | | (2) | | | — | | | (1) | | | | |
| GTY Technology Holdings, Inc.(5) | One stop | | SF + 6.88% | | | N/A(6) | | 07/2029 | | — | | | (12) | | | — | | | (12) | | | | |
| ICIMS, Inc.# | One stop | | SF + 6.75% | (l) | | 9.49% | | 08/2028 | | 3,824 | | | 3,759 | | | 0.3 | | | 3,791 | | | | |
| ICIMS, Inc.(5) | One stop | | SF + 6.75% | | | N/A(6) | | 08/2028 | | — | | | (3) | | | — | | | (1) | | | | |
| ICIMS, Inc. | One stop | | SF + 6.75% | | | N/A(6) | | 08/2028 | | — | | | — | | | — | | | — | | | | |
| IQN Holding Corp. # | One stop | | SF + 5.50% | (l) | | 8.41% | | 05/2029 | | 7,603 | | | 7,516 | | | 0.6 | | | 7,527 | | | | |
| IQN Holding Corp. (5) | One stop | | SF + 5.50% | | | N/A(6) | | 05/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| IQN Holding Corp. (5) | One stop | | SF + 5.50% | | | N/A(6) | | 05/2029 | | — | | | (27) | | | — | | | (36) | | | | |
| Island Bidco AB#(8)(9)(17) | One stop | | E + 7.25% | (f) | | 0.23% cash/7.25% PIK | | 07/2028 | | 2,745 | | | 2,892 | | | 0.2 | | | 2,717 | | | | |
| Island Bidco AB#(8)(17) | One stop | | SF + 7.00% | (m) | | 6.09% cash/3.50% PIK | | 07/2028 | | 1,508 | | | 1,493 | | | 0.1 | | | 1,493 | | | | |
| Island Bidco AB(8)(17) | One stop | | SF + 6.50% | | | N/A(6) | | 07/2028 | | — | | | — | | | — | | | — | | | | |
| Island Bidco AB(5)(8)(9)(17) | One stop | | E + 6.50% | | | N/A(6) | | 07/2028 | | — | | | (1) | | | — | | | (1) | | | | |
| Juvare, LLC~ | One stop | | L + 6.25% | (b) | | 9.92% | | 10/2026 | | 3,012 | | | 2,986 | | | 0.2 | | | 2,981 | | | | |
| Juvare, LLC | One stop | | L + 6.25% | (b) | | 9.92% | | 10/2026 | | 695 | | | 689 | | | 0.1 | | | 688 | | | | |
| Juvare, LLC | One stop | | L + 6.25% | (b) | | 9.92% | | 10/2026 | | 221 | | | 212 | | | — | | | 212 | | | | |
| Juvare, LLC | One stop | | L + 6.25% | (b) | | 9.92% | | 04/2026 | | 45 | | | 45 | | | — | | | 45 | | | | |
| Kaseya Inc.#+ | One stop | | SF + 5.75% | (m) | | 8.29% | | 06/2029 | | 13,893 | | | 13,693 | | | 1.1 | | | 13,615 | | | | |
| Kaseya Inc.(5) | One stop | | SF + 5.75% | | | N/A(6) | | 06/2029 | | — | | | (4) | | | — | | | (5) | | | | |
| Kaseya Inc.(5) | One stop | | SF + 5.75% | | | N/A(6) | | 06/2029 | | — | | | (8) | | | — | | | (17) | | | | |
| Mindbody, Inc.+ | One stop | | L + 8.50% | (b) | | 10.64% cash/1.50% PIK | | 02/2025 | | 12,113 | | | 12,067 | | | 1.0 | | | 12,113 | | | | |
| Mindbody, Inc.+ | One stop | | L + 8.50% | (b) | | 10.64% cash/1.50% PIK | | 02/2025 | | 1,363 | | | 1,354 | | | 0.1 | | | 1,363 | | | | |
| Mindbody, Inc. | One stop | | L + 8.00% | | | N/A(6) | | 02/2025 | | — | | | — | | | — | | | — | | | | |
| Ministry Brands Holdings LLC# | One stop | | L + 5.50% | (b) | | 9.17% | | 12/2028 | | 9,727 | | | 9,640 | | | 0.7 | | | 9,435 | | | | |
| Ministry Brands Holdings LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 12/2027 | | — | | | (2) | | | — | | | (5) | | | | |
| Ministry Brands Holdings LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 12/2028 | | — | | | (79) | | | — | | | (267) | | | | |
| Neo Bidco GMBH#(8)(9)(13) | One stop | | E + 6.00% | (e) | | 6.00% | | 07/2028 | | 2,501 | | | 2,979 | | | 0.2 | | | 2,426 | | | | |
| Neo Bidco GMBH(8)(13) | One stop | | L + 6.00% | (b) | | 9.29% | | 01/2028 | | 59 | | | 59 | | | — | | | 58 | | | | |
| Neo Bidco GMBH(8)(9)(13) | One stop | | E + 6.00% | | | N/A(6) | | 01/2028 | | — | | | — | | | — | | | — | | | | |
| Newscycle Solutions, Inc. | Senior loan | | L + 7.00% | (b) | | 10.67% | | 12/2022 | | 53 | | | 53 | | | — | | | 53 | | | | |
| PDI TA Holdings, Inc.~+ | One stop | | L + 4.50% | (b) | | 7.16% | | 10/2024 | | 3,332 | | | 3,313 | | | 0.3 | | | 3,265 | | | | |
| PDI TA Holdings, Inc.# | Second lien | | L + 8.50% | (b) | | 11.49% | | 10/2025 | | 1,356 | | | 1,343 | | | 0.1 | | | 1,356 | | | | |
See Notes to Consolidated Financial Statements.
33
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| PDI TA Holdings, Inc. | One stop | | L + 4.50% | (b)(c) | | 6.98% | | 10/2024 | | $ | 443 | | | $ | 442 | | | — | | % | $ | 434 | | | | |
| PDI TA Holdings, Inc.(8)(9) | One stop | | SN + 4.50% | (i) | | 6.81% | | 10/2024 | | 392 | | | 473 | | | — | | | 384 | | | | |
| PDI TA Holdings, Inc.# | Second lien | | L + 8.50% | (b) | | 11.49% | | 10/2025 | | 274 | | | 272 | | | — | | | 274 | | | | |
| PDI TA Holdings, Inc.+ | One stop | | L + 4.50% | (b) | | 7.16% | | 10/2024 | | 273 | | | 271 | | | — | | | 268 | | | | |
| PDI TA Holdings, Inc. | One stop | | L + 4.50% | (b) | | 7.16% | | 10/2024 | | 204 | | | 200 | | | — | | | 189 | | | | |
| PDI TA Holdings, Inc. | Second lien | | L + 8.50% | (b) | | 11.49% | | 10/2025 | | 149 | | | 148 | | | — | | | 149 | | | | |
| Personify, Inc.~ | One stop | | L + 5.25% | (b) | | 8.92% | | 09/2024 | | 3,085 | | | 3,075 | | | 0.2 | | | 3,085 | | | | |
| Personify, Inc.# | One stop | | L + 5.25% | (b) | | 8.92% | | 09/2024 | | 1,859 | | | 1,849 | | | 0.1 | | | 1,859 | | | | |
| Personify, Inc. | One stop | | L + 5.25% | | | N/A(6) | | 09/2024 | | — | | | — | | | — | | | — | | | | |
| Pluralsight, LLC+ | One stop | | L + 8.00% | (a) | | 10.68% | | 03/2027 | | 9,346 | | | 9,275 | | | 0.7 | | | 9,346 | | | | |
| Pluralsight, LLC(5) | One stop | | L + 8.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | — | | | | |
| ProcessUnity Holdings, LLC+ | One stop | | L + 6.00% | (b) | | 9.67% | | 09/2028 | | 1,793 | | | 1,777 | | | 0.1 | | | 1,793 | | | | |
| ProcessUnity Holdings, LLC | One stop | | L + 6.00% | (a) | | 9.11% | | 09/2028 | | 23 | | | 22 | | | — | | | 23 | | | | |
| ProcessUnity Holdings, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 09/2028 | | — | | | (3) | | | — | | | — | | | | |
| Pyramid Healthcare Acquisition Corp.# | One stop | | L + 4.75% | (b)(c) | | 7.56% | | 05/2027 | | 7,246 | | | 7,191 | | | 0.6 | | | 7,246 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (b) | | 7.91% | | 05/2027 | | 344 | | | 342 | | | — | | | 344 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (a) | | 7.30% | | 05/2027 | | 213 | | | 211 | | | — | | | 213 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (b) | | 7.56% | | 05/2027 | | 71 | | | 70 | | | — | | | 71 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (b) | | 7.56% | | 05/2027 | | 62 | | | 62 | | | — | | | 62 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (b) | | 8.42% | | 05/2027 | | 58 | | | 58 | | | — | | | 58 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (b) | | 7.82% | | 05/2027 | | 58 | | | 58 | | | — | | | 58 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (a) | | 7.87% | | 05/2027 | | 40 | | | 27 | | | — | | | 40 | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (b) | | 7.56% | | 05/2027 | | 23 | | | 23 | | | — | | | 23 | | | | |
| Pyramid Healthcare Acquisition Corp.(5) | One stop | | L + 4.75% | | | N/A(6) | | 05/2027 | | — | | | (2) | | | — | | | — | | | | |
| QAD, Inc.# | One stop | | L + 6.00% | (a) | | 9.12% | | 11/2027 | | 34,662 | | | 34,367 | | | 2.7 | | | 33,968 | | | | |
| QAD, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 11/2027 | | — | | | (4) | | | — | | | (9) | | | | |
| Quant Buyer, Inc. | One stop | | SF + 5.50% | (l) | | 8.47% | | 06/2029 | | 1,492 | | | 1,478 | | | 0.1 | | | 1,441 | | | | |
| Quant Buyer, Inc.# | One stop | | SF + 5.50% | (l) | | 8.47% | | 06/2029 | | 1,257 | | | 1,245 | | | 0.1 | | | 1,214 | | | | |
| Quant Buyer, Inc.# | One stop | | SF + 6.00% | (l) | | 8.97% | | 06/2029 | | 1,050 | | | 1,039 | | | 0.1 | | | 1,039 | | | | |
| Quant Buyer, Inc.(5) | One stop | | SF + 5.50% | | | N/A(6) | | 06/2029 | | — | | | (1) | | | — | | | (5) | | | | |
| Quant Buyer, Inc. | One stop | | SF + 6.00% | | | N/A(6) | | 06/2029 | | — | | | — | | | — | | | — | | | | |
| Rainforest Bidco Limited(8)(9)(10) | One stop | | SN + 5.75% | (i) | | 7.94% | | 07/2029 | | 9,926 | | | 10,304 | | | 0.8 | | | 9,790 | | | | |
| Rainforest Bidco Limited(8)(9)(10) | One stop | | SN + 5.75% | | | N/A(6) | | 01/2029 | | — | | | — | | | — | | | — | | | | |
| Rainforest Bidco Limited(5)(8)(9)(10) | One stop | | SN + 5.75% | | | N/A(6) | | 07/2029 | | — | | | (40) | | | — | | | (39) | | | | |
| RegEd Aquireco, LLC# | Senior loan | | L + 4.25% | (b) | | 7.06% | | 12/2024 | | 1,192 | | | 1,188 | | | 0.1 | | | 1,109 | | | | |
| RegEd Aquireco, LLC | Senior loan | | L + 4.25% | (b)(d) | | 7.87% | | 12/2024 | | 118 | | | 117 | | | — | | | 110 | | | | |
| Riskonnect Parent, LLC# | One stop | | SF + 5.50% | (m) | | 9.73% | | 12/2028 | | 36,151 | | | 35,830 | | | 2.8 | | | 35,789 | | | | |
| Riskonnect Parent, LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 12/2028 | | — | | | (3) | | | — | | | (4) | | | | |
| Riskonnect Parent, LLC(5) | One stop | | SF + 5.50% | | | N/A(6) | | 12/2028 | | — | | | (16) | | | — | | | (17) | | | | |
| Rodeo Buyer Company & Absorb Software Inc.+ | One stop | | L + 6.25% | (a) | | 9.37% | | 05/2027 | | 1,760 | | | 1,746 | | | 0.1 | | | 1,760 | | | | |
| Rodeo Buyer Company & Absorb Software Inc.(5) | One stop | | L + 6.25% | | | N/A(6) | | 05/2027 | | — | | | (1) | | | — | | | — | | | | |
| SailPoint Technologies Holdings, Inc.# | One stop | | SF + 6.25% | (k) | | 9.10% | | 08/2029 | | 4,827 | | | 4,733 | | | 0.4 | | | 4,779 | | | | |
| SailPoint Technologies Holdings, Inc.(5) | One stop | | SF + 6.25% | | | N/A(6) | | 08/2028 | | — | | | (3) | | | — | | | (2) | | | | |
| Sapphire Bidco Oy(8)(9)(16) | One stop | | E + 6.00% | (e) | | 6.00% | | 04/2029 | | 14,689 | | | 14,822 | | | 1.1 | | | 14,542 | | | | |
| Sonatype, Inc.# | One stop | | SF + 6.75% | (k) | | 9.47% | | 12/2025 | | 15,238 | | | 15,144 | | | 1.2 | | | 15,238 | | | | |
| Sonatype, Inc.+ | One stop | | SF + 6.75% | (k) | | 9.47% | | 12/2025 | | 12,912 | | | 12,843 | | | 1.0 | | | 12,912 | | | | |
| Sonatype, Inc.(5) | One stop | | SF + 6.75% | | | N/A(6) | | 12/2025 | | — | | | (1) | | | — | | | — | | | | |
| Spartan Buyer Acquisition Co.#+ | One stop | | L + 6.25% | (a) | | 9.37% | | 12/2026 | | 12,547 | | | 12,437 | | | 1.0 | | | 12,296 | | | | |
| Spartan Buyer Acquisition Co.# | One stop | | L + 6.25% | (a) | | 9.37% | | 12/2026 | | 806 | | | 793 | | | 0.1 | | | 790 | | | | |
| Spartan Buyer Acquisition Co. | One stop | | P + 5.25% | (d) | | 11.50% | | 12/2026 | | 48 | | | 46 | | | — | | | 43 | | | | |
| Tahoe Bidco B.V. + | One stop | | L + 6.00% | (a) | | 8.68% | | 09/2028 | | 5,122 | | | 5,078 | | | 0.4 | | | 5,122 | | | | |
| Tahoe Bidco B.V. (5) | One stop | | L + 6.00% | | | N/A(6) | | 10/2027 | | — | | | (1) | | | — | | | — | | | | |
See Notes to Consolidated Financial Statements.
34
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Telesoft Holdings LLC#~+ | One stop | | L + 5.75% | (b)(c) | | 8.61% | | 12/2025 | | $ | 20,743 | | | $ | 20,488 | | | 1.6 | | % | $ | 20,393 | | | | |
| Telesoft Holdings LLC# | One stop | | L + 6.25% | (b) | | 9.03% | | 08/2028 | | 1,396 | | | 1,379 | | | 0.1 | | | 1,382 | | | | |
| Telesoft Holdings LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 12/2025 | | — | | | (3) | | | — | | | (4) | | | | |
| Templafy APS and Templafy, LLC#(8)(18) | One stop | | SF + 6.50% | (m) | | 9.64% | | 07/2028 | | 1,629 | | | 1,586 | | | 0.1 | | | 1,583 | | | | |
| Templafy APS and Templafy, LLC(8)(18) | One stop | | SF + 6.50% | | | N/A(6) | | 07/2028 | | — | | | — | | | — | | | — | | | | |
| Templafy APS and Templafy, LLC(5)(8)(18) | One stop | | SF + 6.50% | | | N/A(6) | | 07/2028 | | — | | | (9) | | | — | | | (9) | | | | |
| TI Intermediate Holdings, LLC~ | Senior loan | | L + 4.25% | (a) | | 7.37% | | 12/2024 | | 804 | | | 800 | | | 0.1 | | | 799 | | | | |
| TI Intermediate Holdings, LLC# | Senior loan | | L + 4.25% | (a) | | 7.37% | | 12/2024 | | 216 | | | 213 | | | — | | | 215 | | | | |
| TI Intermediate Holdings, LLC | Senior loan | | L + 4.25% | (a) | | 7.37% | | 12/2024 | | 101 | | | 100 | | | — | | | 101 | | | | |
| TI Intermediate Holdings, LLC | Senior loan | | L + 4.50% | (a) | | 7.62% | | 12/2024 | | 55 | | | 54 | | | — | | | 55 | | | | |
| TI Intermediate Holdings, LLC# | Senior loan | | L + 4.50% | (a) | | 7.62% | | 12/2024 | | 37 | | | 37 | | | — | | | 37 | | | | |
| TI Intermediate Holdings, LLC | Senior loan | | L + 4.25% | (a) | | 7.37% | | 12/2024 | | 11 | | | 10 | | | — | | | 10 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 1,920 | | | 1,905 | | | 0.2 | | | 1,920 | | | | |
| Togetherwork Holdings, LLC# | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 1,270 | | | 1,263 | | | 0.1 | | | 1,270 | | | | |
| Togetherwork Holdings, LLC# | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 852 | | | 846 | | | 0.1 | | | 852 | | | | |
| Togetherwork Holdings, LLC | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 741 | | | 736 | | | 0.1 | | | 741 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 491 | | | 487 | | | — | | | 491 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 469 | | | 465 | | | — | | | 469 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 464 | | | 460 | | | — | | | 464 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 432 | | | 429 | | | — | | | 432 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 396 | | | 393 | | | — | | | 396 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 297 | | | 295 | | | — | | | 297 | | | | |
| Togetherwork Holdings, LLC# | One stop | | L + 6.25% | (c) | | 9.55% | | 03/2025 | | 208 | | | 206 | | | — | | | 208 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 198 | | | 196 | | | — | | | 198 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 179 | | | 177 | | | — | | | 179 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 83 | | | 83 | | | — | | | 83 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 81 | | | 80 | | | — | | | 81 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 17 | | | 17 | | | — | | | 17 | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (c) | | 9.13% | | 03/2025 | | 16 | | | 16 | | | — | | | 16 | | | | |
| Togetherwork Holdings, LLC(5) | One stop | | L + 6.25% | | | N/A(6) | | 03/2024 | | — | | | (1) | | | — | | | — | | | | |
| Trintech, Inc.~ | One stop | | L + 6.00% | (a) | | 9.12% | | 12/2024 | | 2,058 | | | 2,051 | | | 0.2 | | | 2,038 | | | | |
| Trintech, Inc.~ | One stop | | L + 6.00% | (a) | | 9.12% | | 12/2024 | | 1,024 | | | 1,021 | | | 0.1 | | | 1,014 | | | | |
| Trintech, Inc. | One stop | | L + 6.00% | (a) | | 9.12% | | 12/2024 | | 49 | | | 49 | | | — | | | 49 | | | | |
| Vector CS Midco Limited & Cloudsense Ltd.(8)(9)(10) | One stop | | N/A | | | 4.50% cash/4.70% PIK | | 05/2024 | | 1,825 | | | 2,131 | | | 0.1 | | | 1,606 | | | | |
| Vector CS Midco Limited & Cloudsense Ltd.(8)(9)(10) | One stop | | N/A | | | 4.50% cash/4.70% PIK | | 05/2024 | | 61 | | | 71 | | | — | | | 53 | | | | |
| Vendavo, Inc.# | One stop | | L + 5.75% | (b) | | 8.99% | | 09/2027 | | 8,330 | | | 8,270 | | | 0.6 | | | 7,997 | | | | |
| Vendavo, Inc. | One stop | | P + 4.75% | (d) | | 11.00% | | 09/2027 | | 40 | | | 39 | | | — | | | 34 | | | | |
| WebPT, Inc. | One stop | | L + 6.75% | (b) | | 9.82% | | 01/2028 | | 305 | | | 301 | | | — | | | 302 | | | | |
| Workforce Software, LLC+ | One stop | | L + 7.25% | (b) | | 7.32% cash/3.00% PIK | | 07/2025 | | 11,351 | | | 11,217 | | | 0.9 | | | 11,351 | | | | |
| Workforce Software, LLC+ | One stop | | L + 7.25% | (b) | | 7.32% cash/3.00% PIK | | 07/2025 | | 2,007 | | | 2,007 | | | 0.2 | | | 2,007 | | | | |
| Workforce Software, LLC# | One stop | | L + 7.25% | (b) | | 7.32% cash/3.00% PIK | | 07/2025 | | 1,425 | | | 1,403 | | | 0.1 | | | 1,425 | | | | |
| Workforce Software, LLC | One stop | | L + 7.25% | (b) | | 7.32% cash/3.00% PIK | | 07/2025 | | 924 | | | 904 | | | 0.1 | | | 924 | | | | |
| Workforce Software, LLC | One stop | | L + 6.50% | (b) | | 9.57% | | 07/2025 | | 59 | | | 58 | | | — | | | 59 | | | | |
| | | | | | | | | | | 592,854 | | | 590,419 | | | 45.9 | | | 584,638 | | | | |
| Specialty Retail | | | | | | | | | | | | | | | | | | | |
| Ave Holdings III, Corp# | One stop | | SF + 5.50% | (l) | | 9.20% | | 02/2028 | | 1,669 | | | 1,639 | | | 0.2 | | | 1,619 | | | | |
| Ave Holdings III, Corp | One stop | | SF + 5.50% | (l) | | 8.71% | | 02/2028 | | 1,485 | | | 1,317 | | | 0.1 | | | 975 | | | | |
| Ave Holdings III, Corp | One stop | | P + 4.50% | (d) | | 10.75% | | 02/2028 | | 14 | | | 12 | | | — | | | 10 | | | | |
See Notes to Consolidated Financial Statements.
35
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Consilio Midco Limited#(8)(9)(10) | One stop | | E + 6.25% | (e) | | 7.48% | | 05/2028 | | $ | 25,957 | | | $ | 29,508 | | | 2.0 | | % | $ | 25,739 | | | | |
| Consilio Midco Limited#(8)(10) | One stop | | SF + 5.75% | (l) | | 9.45% | | 05/2028 | | 5,931 | | | 5,874 | | | 0.5 | | | 5,753 | | | | |
| Consilio Midco Limited#(8)(10) | One stop | | SF + 5.75% | (l) | | 9.45% | | 05/2028 | | 4,472 | | | 4,399 | | | 0.4 | | | 4,337 | | | | |
| Consilio Midco Limited~(8)(10) | One stop | | SF + 5.75% | (l) | | 9.45% | | 05/2028 | | 836 | | | 823 | | | 0.1 | | | 811 | | | | |
| Consilio Midco Limited~(8)(10) | One stop | | SF + 5.75% | (l) | | 9.45% | | 05/2028 | | 556 | | | 550 | | | — | | | 540 | | | | |
| Consilio Midco Limited~(8)(10) | One stop | | SF + 5.75% | (l) | | 9.45% | | 05/2028 | | 284 | | | 278 | | | 0.1 | | | 276 | | | | |
| Consilio Midco Limited(8)(9)(10) | One stop | | E + 6.25% | (e) | | 7.48% | | 05/2028 | | 225 | | | 218 | | | 0.1 | | | 216 | | | | |
| Consilio Midco Limited(5)(8)(10) | One stop | | SF + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (2) | | | — | | | (3) | | | | |
| Consilio Midco Limited(5)(8)(10) | One stop | | SF + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (1) | | | — | | | — | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 1,831 | | | 1,824 | | | 0.2 | | | 1,831 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 1,594 | | | 1,587 | | | 0.2 | | | 1,594 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 1,508 | | | 1,505 | | | 0.2 | | | 1,508 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 1,435 | | | 1,431 | | | 0.2 | | | 1,435 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 1,099 | | | 1,096 | | | 0.1 | | | 1,099 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 1,062 | | | 1,057 | | | 0.1 | | | 1,062 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 869 | | | 867 | | | 0.1 | | | 869 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 860 | | | 856 | | | 0.1 | | | 860 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 791 | | | 787 | | | 0.1 | | | 791 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 741 | | | 739 | | | 0.1 | | | 741 | | | | |
| Imperial Optical Midco Inc.# | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 642 | | | 640 | | | 0.1 | | | 642 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 635 | | | 633 | | | 0.1 | | | 635 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 612 | | | 611 | | | 0.1 | | | 612 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 595 | | | 592 | | | 0.1 | | | 595 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 593 | | | 591 | | | 0.1 | | | 593 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 559 | | | 556 | | | 0.1 | | | 559 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 551 | | | 549 | | | 0.1 | | | 551 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 534 | | | 532 | | | 0.1 | | | 534 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 526 | | | 524 | | | 0.1 | | | 526 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 482 | | | 481 | | | 0.1 | | | 482 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 441 | | | 440 | | | 0.1 | | | 441 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 440 | | | 438 | | | — | | | 440 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 439 | | | 438 | | | — | | | 439 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 414 | | | 410 | | | — | | | 414 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 406 | | | 404 | | | — | | | 406 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 402 | | | 400 | | | — | | | 402 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 380 | | | 379 | | | — | | | 380 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 374 | | | 372 | | | — | | | 374 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 372 | | | 370 | | | — | | | 372 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 370 | | | 368 | | | — | | | 370 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 349 | | | 347 | | | — | | | 349 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 344 | | | 344 | | | — | | | 344 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 338 | | | 336 | | | — | | | 338 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 318 | | | 317 | | | — | | | 318 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 309 | | | 309 | | | — | | | 309 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 286 | | | 285 | | | — | | | 286 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 266 | | | 264 | | | — | | | 266 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 256 | | | 255 | | | — | | | 256 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 250 | | | 249 | | | — | | | 250 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 250 | | | 248 | | | — | | | 250 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 246 | | | 244 | | | — | | | 246 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 243 | | | 242 | | | — | | | 243 | | | | |
See Notes to Consolidated Financial Statements.
36
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | $ | 243 | | | $ | 242 | | | — | | % | $ | 243 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 213 | | | 212 | | | — | | | 213 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 193 | | | 192 | | | — | | | 193 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 192 | | | 192 | | | — | | | 192 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 192 | | | 191 | | | — | | | 192 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 188 | | | 188 | | | — | | | 188 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 187 | | | 186 | | | — | | | 187 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 183 | | | 183 | | | — | | | 183 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 176 | | | 175 | | | — | | | 176 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 174 | | | 173 | | | — | | | 174 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 174 | | | 174 | | | — | | | 174 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 174 | | | 174 | | | — | | | 174 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 173 | | | 172 | | | — | | | 173 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 170 | | | 169 | | | — | | | 170 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 162 | | | 161 | | | — | | | 162 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 160 | | | 159 | | | — | | | 160 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 159 | | | 159 | | | — | | | 159 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 157 | | | 157 | | | — | | | 157 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 151 | | | 150 | | | — | | | 151 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 149 | | | 148 | | | — | | | 149 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 146 | | | 146 | | | — | | | 146 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 146 | | | 145 | | | — | | | 146 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 145 | | | 144 | | | — | | | 145 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 143 | | | 142 | | | — | | | 143 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 138 | | | 137 | | | — | | | 138 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 138 | | | 137 | | | — | | | 138 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 137 | | | 136 | | | — | | | 137 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 137 | | | 137 | | | — | | | 137 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 124 | | | 124 | | | — | | | 124 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 121 | | | 120 | | | — | | | 121 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 117 | | | 117 | | | — | | | 117 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 115 | | | 114 | | | — | | | 115 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 107 | | | 107 | | | — | | | 107 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 106 | | | 106 | | | — | | | 106 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 103 | | | 102 | | | — | | | 103 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 99 | | | 98 | | | — | | | 99 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 99 | | | 98 | | | — | | | 99 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 96 | | | 95 | | | — | | | 96 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 95 | | | 94 | | | — | | | 95 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 94 | | | 94 | | | — | | | 94 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 93 | | | 92 | | | — | | | 93 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 92 | | | 91 | | | — | | | 92 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 90 | | | 89 | | | — | | | 90 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 89 | | | 88 | | | — | | | 89 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 88 | | | 88 | | | — | | | 88 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 84 | | | 84 | | | — | | | 84 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 84 | | | 84 | | | — | | | 84 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 83 | | | 82 | | | — | | | 83 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 79 | | | 79 | | | — | | | 79 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 77 | | | 77 | | | — | | | 77 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 72 | | | 71 | | | — | | | 72 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 72 | | | 72 | | | — | | | 72 | | | | |
See Notes to Consolidated Financial Statements.
37
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | $ | 68 | | | $ | 68 | | | — | | % | $ | 68 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 68 | | | 68 | | | — | | | 68 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 67 | | | 66 | | | — | | | 67 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 66 | | | 66 | | | — | | | 66 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 66 | | | 66 | | | — | | | 66 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 61 | | | 61 | | | — | | | 61 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 58 | | | 58 | | | — | | | 58 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 57 | | | 57 | | | — | | | 57 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 56 | | | 55 | | | — | | | 56 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 56 | | | 56 | | | — | | | 56 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 56 | | | 56 | | | — | | | 56 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 55 | | | 55 | | | — | | | 55 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 55 | | | 55 | | | — | | | 55 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 54 | | | 54 | | | — | | | 54 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 53 | | | 53 | | | — | | | 53 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 52 | | | 52 | | | — | | | 52 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 50 | | | 50 | | | — | | | 50 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 50 | | | 50 | | | — | | | 50 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 48 | | | 48 | | | — | | | 48 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 48 | | | 48 | | | — | | | 48 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 47 | | | 47 | | | — | | | 47 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 44 | | | 44 | | | — | | | 44 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 44 | | | 44 | | | — | | | 44 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 42 | | | 41 | | | — | | | 42 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 42 | | | 42 | | | — | | | 42 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 42 | | | 42 | | | — | | | 42 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 40 | | | 40 | | | — | | | 40 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 40 | | | 40 | | | — | | | 40 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 36 | | | 36 | | | — | | | 36 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 33 | | | 33 | | | — | | | 33 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 33 | | | 33 | | | — | | | 33 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 32 | | | 32 | | | — | | | 32 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 32 | | | 32 | | | — | | | 32 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 31 | | | 31 | | | — | | | 31 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 31 | | | 31 | | | — | | | 31 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 27 | | | 27 | | | — | | | 27 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 25 | | | 25 | | | — | | | 25 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 25 | | | 25 | | | — | | | 25 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 24 | | | 24 | | | — | | | 24 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 24 | | | 24 | | | — | | | 24 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 24 | | | 24 | | | — | | | 24 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 23 | | | 23 | | | — | | | 23 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 23 | | | 23 | | | — | | | 23 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 23 | | | 23 | | | — | | | 23 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 22 | | | 22 | | | — | | | 22 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 21 | | | 21 | | | — | | | 21 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 20 | | | 20 | | | — | | | 20 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 20 | | | 20 | | | — | | | 20 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 17 | | | 17 | | | — | | | 17 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 17 | | | 17 | | | — | | | 17 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 17 | | | 17 | | | — | | | 17 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 16 | | | 16 | | | — | | | 16 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 16 | | | 16 | | | — | | | 16 | | | | |
See Notes to Consolidated Financial Statements.
38
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | $ | 15 | | | $ | 15 | | | — | | % | $ | 15 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 15 | | | 15 | | | — | | | 15 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 15 | | | 15 | | | — | | | 15 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 15 | | | 15 | | | — | | | 15 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 14 | | | 14 | | | — | | | 14 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 13 | | | 13 | | | — | | | 13 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 13 | | | 13 | | | — | | | 13 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 11 | | | 11 | | | — | | | 11 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 11 | | | 11 | | | — | | | 11 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 11 | | | 11 | | | — | | | 11 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 10 | | | 10 | | | — | | | 10 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 10 | | | 10 | | | — | | | 10 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 9 | | | 9 | | | — | | | 9 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 9 | | | 9 | | | — | | | 9 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 8 | | | 8 | | | — | | | 8 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 8 | | | 8 | | | — | | | 8 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 8 | | | 8 | | | — | | | 8 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 6 | | | 6 | | | — | | | 6 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 6 | | | 6 | | | — | | | 6 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 5 | | | 5 | | | — | | | 5 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 4 | | | 4 | | | — | | | 4 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 4 | | | 4 | | | — | | | 4 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 4 | | | 4 | | | — | | | 4 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 4 | | | 4 | | | — | | | 4 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 6.75% | (a) | | 9.87% | | 08/2023 | | 3 | | | 3 | | | — | | | 3 | | | | |
| Imperial Optical Midco Inc.(5) | One stop | | L + 6.75% | | | N/A(6) | | 08/2023 | | — | | | (20) | | | — | | | — | | | | |
| Jet Equipment & Tools Ltd.(8)(9)(12) | One stop | | C + 5.75% | (h) | | 9.92% | | 11/2024 | | 3,946 | | | 4,147 | | | 0.3 | | | 3,852 | | | | |
| Jet Equipment & Tools Ltd.#(8)(12) | One stop | | SF + 5.75% | (l) | | 9.45% | | 11/2024 | | 3,287 | | | 3,272 | | | 0.3 | | | 3,209 | | | | |
| Jet Equipment & Tools Ltd.#(8)(12) | One stop | | SF + 6.00% | (l) | | 9.70% | | 11/2024 | | 1,342 | | | 1,331 | | | 0.1 | | | 1,316 | | | | |
| Jet Equipment & Tools Ltd.#(8)(9)(12) | One stop | | C + 6.00% | (h) | | 10.17% | | 11/2024 | | 1,234 | | | 1,286 | | | 0.1 | | | 1,210 | | | | |
| Jet Equipment & Tools Ltd.#(8)(12) | One stop | | SF + 5.75% | (l) | | 9.45% | | 11/2024 | | 1,010 | | | 1,005 | | | 0.1 | | | 986 | | | | |
| Jet Equipment & Tools Ltd.(8)(9)(12) | One stop | | C + 6.00% | (h) | | 10.17% | | 11/2024 | | 536 | | | 573 | | | — | | | 526 | | | | |
| Jet Equipment & Tools Ltd.#(8)(12) | One stop | | SF + 5.75% | (l) | | 9.45% | | 11/2024 | | 389 | | | 386 | | | — | | | 379 | | | | |
See Notes to Consolidated Financial Statements.
39
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Jet Equipment & Tools Ltd.#(8)(12) | One stop | | SF + 6.50% | (l) | | 10.20% | | 11/2024 | | $ | 262 | | | $ | 256 | | | — | | % | $ | 259 | | | | |
| Jet Equipment & Tools Ltd.(8)(12) | One stop | | SF + 5.75% | (d)(k) | | 9.82% | | 11/2024 | | 197 | | | 197 | | | — | | | 192 | | | | |
| Jet Equipment & Tools Ltd.(8)(9)(12) | One stop | | CP + 4.75% | (n) | | 10.20% | | 11/2024 | | 25 | | | 27 | | | — | | | 24 | | | | |
| PPV Intermediate Holdings, LLC# | One stop | | SF + 5.75% | (l)(m) | | 9.29% | | 08/2029 | | 3,713 | | | 3,642 | | | 0.3 | | | 3,639 | | | | |
| PPV Intermediate Holdings, LLC | One stop | | N/A | | | 13.00% | | 08/2030 | | 459 | | | 448 | | | — | | | 448 | | | | |
| PPV Intermediate Holdings, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 08/2029 | | — | | | (8) | | | — | | | (8) | | | | |
| PPV Intermediate Holdings, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 08/2029 | | — | | | (11) | | | — | | | (9) | | | | |
| PPV Intermediate Holdings, LLC(5) | One stop | | N/A | | | 13.00% | | 08/2030 | | — | | | (2) | | | — | | | (2) | | | | |
| Salon Lofts Group, LLC# | One stop | | SF + 5.75% | (l) | | 9.30% | | 08/2028 | | 1,788 | | | 1,770 | | | 0.1 | | | 1,770 | | | | |
| Salon Lofts Group, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 08/2028 | | — | | | (2) | | | — | | | (2) | | | | |
| Salon Lofts Group, LLC(5) | One stop | | SF + 5.75% | | | N/A(6) | | 08/2028 | | — | | | (9) | | | — | | | (9) | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC#~ | One stop | | SF + 4.75% | (l) | | 8.45% | | 10/2024 | | 1,851 | | | 1,840 | | | 0.1 | | | 1,851 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC~ | One stop | | SF + 4.75% | (l) | | 8.45% | | 10/2024 | | 657 | | | 654 | | | 0.1 | | | 657 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC | One stop | | SF + 4.75% | | | N/A(6) | | 10/2024 | | — | | | — | | | — | | | — | | | | |
| Titan Fitness, LLC# | One stop | | L + 6.75% | (a)(b) | | 7.56% cash/2.00% PIK | | 02/2025 | | 6,764 | | | 6,726 | | | 0.5 | | | 6,358 | | | | |
| Titan Fitness, LLC | One stop | | L + 6.75% | (b) | | 7.00% cash/2.00% PIK | | 02/2025 | | 798 | | | 793 | | | 0.1 | | | 750 | | | | |
| Titan Fitness, LLC | One stop | | L + 6.75% | (b) | | 7.00% cash/2.00% PIK | | 02/2025 | | 245 | | | 243 | | | — | | | 229 | | | | |
| Vermont Aus Pty Ltd(8)(11) | One stop | | SF + 5.50% | (l) | | 9.20% | | 03/2028 | | 1,903 | | | 1,877 | | | 0.1 | | | 1,903 | | | | |
| Vermont Aus Pty Ltd(8)(9)(11) | One stop | | A + 5.75% | (g) | | 8.86% | | 03/2028 | | 1,662 | | | 1,910 | | | 0.1 | | | 1,662 | | | | |
| VSG Acquisition Corp. and Sherrill, Inc.# | One stop | | SF + 5.50% | (l) | | 9.31% | | 04/2028 | | 4,052 | | | 3,996 | | | 0.3 | | | 4,012 | | | | |
| VSG Acquisition Corp. and Sherrill, Inc. | One stop | | L + 5.50% | (b) | | 9.31% | | 04/2028 | | 101 | | | 31 | | | — | | | 51 | | | | |
| VSG Acquisition Corp. and Sherrill, Inc. | One stop | | P + 4.50% | (d) | | 10.75% | | 04/2028 | | 69 | | | 67 | | | — | | | 68 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 112,169 | | | 115,360 | | | 8.6 | | | 110,044 | | | | |
| Textiles, Apparel and Luxury Goods | | | | | | | | | | | | | | | | | | |
| Dollfus Mieg Company, Inc.#(8)(10) | One stop | | L + 6.00% | (c) | | 10.12% | | 03/2028 | | 393 | | | 389 | | | 0.1 | | | 366 | | | | |
| Dollfus Mieg Company, Inc.#(8)(10) | One stop | | L + 6.00% | (c) | | 10.12% | | 03/2028 | | 196 | | | 194 | | | — | | | 182 | | | | |
| Dollfus Mieg Company, Inc.#(8)(10) | One stop | | L + 6.00% | (c) | | 10.12% | | 03/2028 | | 172 | | | 170 | | | — | | | 160 | | | | |
| Dollfus Mieg Company, Inc.(5)(8)(9)(10) | One stop | | E + 6.00% | | | N/A(6) | | 03/2028 | | — | | | (8) | | | — | | | (42) | | | | |
| QF Holdings, Inc. | One stop | | L + 6.25% | (c) | | 10.43% | | 12/2027 | | 305 | | | 301 | | | — | | | 305 | | | | |
| | | | | | | | | | | 1,066 | | | 1,046 | | | 0.1 | | | 971 | | | | |
| Trading Companies and Distributors | | | | | | | | | | | | | | | | | | |
| Marcone Yellowstone Buyer Inc. | One stop | | L + 5.50% | (b) | | 9.01% | | 06/2028 | | 6,352 | | | 6,252 | | | 0.5 | | | 6,098 | | | | |
| Marcone Yellowstone Buyer Inc.# | One stop | | L + 5.50% | (b) | | 9.17% | | 06/2028 | | 6,003 | | | 5,896 | | | 0.5 | | | 5,763 | | | | |
| Marcone Yellowstone Buyer Inc.# | One stop | | L + 5.50% | (b) | | 9.17% | | 06/2028 | | 1,370 | | | 1,348 | | | 0.1 | | | 1,315 | | | | |
| Marcone Yellowstone Buyer Inc. | One stop | | L + 5.50% | (b) | | 8.92% | | 06/2028 | | 881 | | | 860 | | | 0.1 | | | 795 | | | | |
| | | | | | | | | | | 14,606 | | | 14,356 | | | 1.2 | | | 13,971 | | | | |
| Water Utilities | | | | | | | | | | | | | | | | | | |
| S.J. Electro Systems, LLC# | Senior loan | | L + 4.50% | (a) | | 7.62% | | 06/2027 | | 2,154 | | | 2,137 | | | 0.2 | | | 2,089 | | | | |
| S.J. Electro Systems, LLC | Senior loan | | L + 4.50% | (a) | | 7.62% | | 06/2027 | | 1,129 | | | 1,099 | | | 0.1 | | | 1,095 | | | | |
| S.J. Electro Systems, LLC | Senior loan | | L + 4.50% | (a) | | 7.62% | | 06/2027 | | 110 | | | 108 | | | — | | | 104 | | | | |
| Vessco Midco Holdings, LLC | Senior loan | | L + 4.50% | (b) | | 7.77% | | 11/2026 | | 248 | | | 235 | | | — | | | 226 | | | | |
| Vessco Midco Holdings, LLC# | Senior loan | | L + 4.50% | (a) | | 7.62% | | 11/2026 | | 88 | | | 88 | | | — | | | 86 | | | | |
| Vessco Midco Holdings, LLC | Senior loan | | P + 3.50% | (d) | | 9.75% | | 10/2026 | | 2 | | | 2 | | | — | | | 2 | | | | |
| | | | | | | | | | | 3,731 | | | 3,669 | | | 0.3 | | | 3,602 | | | | |
| Total debt investments | | | | | | | | | $ | 2,236,034 | | | $ | 2,240,115 | | | 172.3 | | % | $ | 2,192,016 | | | | |
See Notes to Consolidated Financial Statements.
40
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Equity investments(19)(20) | | | | | | | | | | | | | | | | | | |
| Automobiles | | | | | | | | | | | | | | | | | | | |
| CG Group Holdings, LLC | LP units | | N/A | | | N/A | | N/A | | — | | | $ | 320 | | | — | | % | $ | 262 | | | | |
| Go Car Wash Parent, Corp. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 1,352 | | | 0.1 | | | 1,455 | | | | |
| Go Car Wash Parent, Corp. | Common Stock | | N/A | | | N/A | | N/A | | — | | | 847 | | | 0.1 | | | 1,041 | | | | |
| MOP GM Holding, LLC | LP units | | N/A | | | N/A | | N/A | | — | | | 134 | | | — | | | 194 | | | | |
| National Express Wash Parent Holdco, LLC | LP units | | N/A | | | N/A | | N/A | | — | | | 32 | | | — | | | 32 | | | | |
| POY Holdings, LLC | LLC units | | N/A | | | N/A | | N/A | | 305 | | | 305 | | | 0.1 | | | 601 | | | | |
| Quick Quack Car Wash Holdings, LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 93 | | | — | | | 209 | | | | |
| | | | | | | | | | | | | 3,083 | | | 0.3 | | | 3,794 | | | | |
| Biotechnology | | | | | | | | | | | | | | | | | | | |
| Cobepa BlueSky Aggregator, SCSp | LP interest | | N/A | | | N/A | | N/A | | 42 | | | 422 | | | — | | | 367 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Building Products | | | | | | | | | | | | | | | | | | |
| BECO Holding Company, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 122 | | | 11,834 | | | 1.0 | | | 13,247 | | | | |
| BECO Holding Company, Inc. | LP interest | | N/A | | | N/A | | N/A | | 8 | | | 821 | | | 0.1 | | | 903 | | | | |
| | | | | | | | | | | | | 12,655 | | | 1.1 | | | 14,150 | | | | |
| Chemicals | | | | | | | | | | | | | | | | | | |
| Inhance Technologies Holdings LLC | Preferred stock | | N/A | | | N/A | | N/A | | 10 | | | 9,689 | | | 0.9 | | | 10,855 | | | | |
| Inhance Technologies Holdings LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | 34 | | | — | | | 193 | | | | |
| | | | | | | | | | | | | 9,723 | | | 0.9 | | | 11,048 | | | | |
| Commercial Services and Supplies | | | | | | | | | | | | | | | | | | | |
| CI (Quercus) Intermediate Holdings, LLC | LP interest | | N/A | | | N/A | | N/A | | 233 | | | 233 | | | — | | | 249 | | | | |
| EGD Security Systems, LLC | Common Stock | | N/A | | | N/A | | N/A | | 3,035 | | | 3,035 | | | 0.2 | | | 2,851 | | | | |
| North Haven Stack Buyer, LLC | LLC units | | N/A | | | N/A | | N/A | | 156 | | | 156 | | | — | | | 163 | | | | |
| PT Intermediate Holdings III, LLC(21) | LLC units | | N/A | | | N/A | | N/A | | 8 | | | 778 | | | 0.1 | | | 834 | | | | |
| Radwell Parent, LLC | LP units | | N/A | | | N/A | | N/A | | 1 | | | 120 | | | — | | | 136 | | | | |
| | | | | | | | | | | | | 4,322 | | | 0.3 | | | 4,233 | | | | |
| Containers and Packaging | | | | | | | | | | | | | | | | | | | |
| Chase Intermediate | LP units | | N/A | | | N/A | | N/A | | 168 | | | 168 | | | — | | | 204 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Diversified Consumer Services | | | | | | | | | | | | | | | | | | | |
| CHHJ Midco, LLC(21) | LLC units | | N/A | | | N/A | | N/A | | 8 | | | 79 | | | — | | | 102 | | | | |
| DP Flores Holdings, LLC | LLC units | | N/A | | | N/A | | N/A | | 36 | | | 36 | | | — | | | 36 | | | | |
| EMS LINQ, LLC | LP interest | | N/A | | | N/A | | N/A | | 236 | | | 236 | | | — | | | 217 | | | | |
| EWC Growth Partners LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 25 | | | — | | | 10 | | | | |
| HS Spa Holdings, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 250 | | | 250 | | | — | | | 239 | | | | |
| Liminex, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 5 | | | 176 | | | 0.1 | | | 358 | | | | |
| | | | | | | | | | | | | 802 | | | 0.1 | | | 962 | | | | |
| Electronic Equipment, Instruments and Components | | | | | | | | | | | | | | | | | | | |
| Electrical Source Holdings, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 6 | | | 0.1 | | | 1,648 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Food & Staples Retailing | | | | | | | | | | | | | | | | | | |
| Mendocino Farms, LLC | Common Stock | | N/A | | | N/A | | N/A | | 59 | | | 257 | | | 0.1 | | | 605 | | | | |
| Ruby Slipper Cafe LLC, The | LLC interest | | N/A | | | N/A | | N/A | | 6 | | | 64 | | | — | | | 31 | | | | |
| Ruby Slipper Cafe LLC, The | LLC interest | | N/A | | | N/A | | N/A | | — | | | 4 | | | — | | | 6 | | | | |
| Wood Fired Holding Corp. | LLC units | | N/A | | | N/A | | N/A | | 103 | | | 103 | | | — | | | 140 | | | | |
| Wood Fired Holding Corp. | Common Stock | | N/A | | | N/A | | N/A | | 103 | | | — | | | — | | | 397 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | 428 | | | 0.1 | | | 1,179 | | | | |
See Notes to Consolidated Financial Statements.
41
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Food Products | | | | | | | | | | | | | | | | | | | |
| Borrower R365 Holdings, LLC | Preferred stock | | N/A | | | N/A | | N/A | | 30 | | | $ | 40 | | | — | | % | $ | 45 | | | | |
| Borrower R365 Holdings, LLC | LLC units | | N/A | | | N/A | | N/A | | 1 | | | 2 | | | — | | | 2 | | | | |
| Borrower R365 Holdings, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 1 | | | — | | | 1 | | | | |
| Borrower R365 Holdings, LLC | Preferred stock | | N/A | | | N/A | | N/A | | 1 | | | 1 | | | — | | | 1 | | | | |
| Kodiak Cakes, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 112 | | | — | | | 59 | | | | |
| Kodiak Cakes, LLC | LLC units | | N/A | | | N/A | | N/A | | 76 | | | 76 | | | — | | | 70 | | | | |
| Louisiana Fish Fry Products, Ltd. | Common Stock | | N/A | | | N/A | | N/A | | — | | | 212 | | | — | | | 110 | | | | |
| Louisiana Fish Fry Products, Ltd. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 6 | | | — | | | 6 | | | | |
| P&P Food Safety Holdings, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 1 | | | 142 | | | — | | | 83 | | | | |
| | | | | | | | | | | | | 592 | | | — | | | 377 | | | | |
| Health Care Technology | | | | | | | | | | | | | | | | | | | |
| Connexin Software, Inc. | LLC interest | | N/A | | | N/A | | N/A | | 26 | | | 27 | | | — | | | 36 | | | | |
| HSI Halo Acquisition, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 75 | | | — | | | 101 | | | | |
| HSI Halo Acquisition, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | 12 | | | | |
| Symplr Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 3 | | | 2,818 | | | 0.3 | | | 2,988 | | | | |
| Symplr Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 1 | | | 596 | | | 0.1 | | | 958 | | | | |
| Symplr Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 340 | | | — | | | 396 | | | | |
| Symplr Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 210 | | | — | | | 232 | | | | |
| Symplr Software, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 42 | | | — | | | — | | | 176 | | | | |
| | | | | | | | | | | | | 4,066 | | | 0.4 | | | 4,899 | | | | |
| Health Care Equipment & Supplies | | | | | | | | | | | | | | | | | | |
| Aspen Medical Products, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 17 | | | — | | | 23 | | | | |
| Blue River Pet Care, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 207 | | | — | | | 462 | | | | |
| CCSL Holdings, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 135 | | | — | | | 102 | | | | |
| CMI Parent Inc.(21) | Common Stock | | N/A | | | N/A | | N/A | | — | | | 279 | | | — | | | 363 | | | | |
| CMI Parent Inc. | Common Stock | | N/A | | | N/A | | N/A | | 5 | | | 5 | | | 0.1 | | | 607 | | | | |
| | | | | | | | | | | | | 643 | | | 0.1 | | | 1,557 | | | | |
| Health Care Providers & Services | | | | | | | | | | | | | | | | | | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | LLC units | | N/A | | | N/A | | N/A | | 51 | | | 52 | | | — | | | 61 | | | | |
| CRH Healthcare Purchaser, Inc. | LP interest | | N/A | | | N/A | | N/A | | 102 | | | 50 | | | — | | | 298 | | | | |
| Elite Dental Partners LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 445 | | | 0.1 | | | 619 | | | | |
| Elite Dental Partners LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 191 | | | — | | | 189 | | | | |
| Elite Dental Partners LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | — | | | | |
| Emerge Intermediate, Inc. | LLC units | | N/A | | | N/A | | N/A | | — | | | 165 | | | — | | | 171 | | | | |
| Emerge Intermediate, Inc. | LLC units | | N/A | | | N/A | | N/A | | — | | | 10 | | | — | | | 13 | | | | |
| Emerge Intermediate, Inc. | LLC units | | N/A | | | N/A | | N/A | | 2 | | | 2 | | | — | | | — | | | | |
| Encorevet Group LLC | Common Stock | | N/A | | | N/A | | N/A | | 2 | | | 223 | | | — | | | 306 | | | | |
| Encorevet Group LLC | LLC units | | N/A | | | N/A | | N/A | | 1 | | | 158 | | | — | | | 192 | | | | |
| Krueger-Gilbert Health Physics, LLC | Common Stock | | N/A | | | N/A | | N/A | | 52 | | | 54 | | | — | | | 70 | | | | |
| Midwest Veterinary Partners, LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | 457 | | | 0.1 | | | 518 | | | | |
| Midwest Veterinary Partners, LLC | Warrant | | N/A | | | N/A | | N/A | | — | | | 13 | | | — | | | 17 | | | | |
| Midwest Veterinary Partners, LLC | Warrant | | N/A | | | N/A | | N/A | | 3 | | | — | | | — | | | 206 | | | | |
| NDX Parent, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 106 | | | — | | | 35 | | | | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(8)(9)(12) | Common Stock | | N/A | | | N/A | | N/A | | — | | | 120 | | | — | | | 104 | | | | |
| Suveto Buyer, LLC | Common Stock | | N/A | | | N/A | | N/A | | 2 | | | 241 | | | — | | | 140 | | | | |
| | | | | | | | | | | | | 2,287 | | | 0.2 | | | 2,939 | | | | |
See Notes to Consolidated Financial Statements.
42
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Hotels, Restaurants and Leisure | | | | | | | | | | | | | | | | | | | |
| Freddy's Frozen Custard LLC | LP interest | | N/A | | | N/A | | N/A | | 81 | | | $ | 81 | | | — | | % | $ | 113 | | | | |
| Harri US LLC | LLC units | | N/A | | | N/A | | N/A | | 36 | | | 286 | | | — | | | 286 | | | | |
| Harri US LLC | Preferred stock | | N/A | | | N/A | | N/A | | 31 | | | 198 | | | — | | | 223 | | | | |
| Harri US LLC | Warrant | | N/A | | | N/A | | N/A | | 8 | | | 46 | | | — | | | 56 | | | | |
| SSRG Holdings, LLC | LP interest | | N/A | | | N/A | | N/A | | 40 | | | 399 | | | 0.1 | | | 525 | | | | |
| Tropical Smoothie Cafe Holdings, LLC(21) | LP interest | | N/A | | | N/A | | N/A | | 2 | | | 99 | | | — | | | 379 | | | | |
| | | | | | | | | | | | | 1,109 | | | 0.1 | | | 1,582 | | | | |
| Household Durables | | | | | | | | | | | | | | | | | | | |
| Groundworks LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 53 | | | — | | | 152 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Insurance | | | | | | | | | | | | | | | | | | |
| Majesco | LP interest | | N/A | | | N/A | | N/A | | — | | | 124 | | | — | | | 147 | | | | |
| Majesco | LP interest | | N/A | | | N/A | | N/A | | 28 | | | — | | | — | | | 18 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | 124 | | | — | | | 165 | | | | |
| Internet and Catalog Retail | | | | | | | | | | | | | | | | | | | |
| Revalize, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 8 | | | 7,472 | | | 0.6 | | | 7,708 | | | | |
| Revalize, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 5 | | | 4,484 | | | 0.4 | | | 4,626 | | | | |
| Revalize, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 3 | | | 2,681 | | | 0.2 | | | 2,662 | | | | |
| | | | | | | | | | | | | 14,637 | | | 1.2 | | | 14,996 | | | | |
| IT Services | | | | | | | | | | | | | | | | | | |
| Appriss Health Intermediate Holdings, Inc | Preferred stock | | N/A | | | N/A | | N/A | | 1 | | | 787 | | | 0.1 | | | 857 | | | | |
| Arctic Wolf Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 217 | | | 170 | | | 0.2 | | | 1,729 | | | | |
| Arctic Wolf Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 57 | | | 156 | | | 0.1 | | | 453 | | | | |
| Arctic Wolf Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 13 | | | 108 | | | — | | | 105 | | | | |
| Arctic Wolf Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Warrant | | N/A | | | N/A | | N/A | | 75 | | | 59 | | | — | | | 547 | | | | |
| Critical Start, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 118 | | | 118 | | | — | | | 118 | | | | |
| Episerver, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 17 | | | 173 | | | — | | | 149 | | | | |
| Kentik Technologies, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 83 | | | 475 | | | — | | | 504 | | | | |
| Netwrix Corporation | LLC units | | N/A | | | N/A | | N/A | | 5 | | | 9 | | | — | | | 10 | | | | |
| PCS Intermediate II Holdings, LLC | LLC interest | | N/A | | | N/A | | N/A | | 13 | | | 126 | | | — | | | 173 | | | | |
| Red Dawn SEI Buyer, Inc. | LP interest | | N/A | | | N/A | | N/A | | 219 | | | 219 | | | — | | | 312 | | | | |
| Saturn Borrower Inc. | LP units | | N/A | | | N/A | | N/A | | 139 | | | 139 | | | — | | | 44 | | | | |
| | | | | | | | | | | | 2,539 | | | 0.4 | | | 5,001 | | | | |
| Leisure Products | | | | | | | | | | | | | | | | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 15 | | | 24 | | | — | | | 44 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 10 | | | 16 | | | — | | | 30 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 9 | | | 14 | | | — | | | 25 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 8 | | | 12 | | | — | | | 21 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 3 | | | 5 | | | — | | | 9 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | 1 | | | | |
| | | | | | | | | | | | | 71 | | | — | | | 130 | | | | |
| Life Sciences Tools & Services | | | | | | | | | | | | | | | | | | | |
| PAS Parent Inc. | LP interest | | N/A | | | N/A | | N/A | | 6 | | | 624 | | | 0.1 | | | 522 | | | | |
| Reaction Biology Corporation | LLC units | | N/A | | | N/A | | N/A | | — | | | 244 | | | 0.1 | | | 247 | | | | |
| | | | | | | | | | | | | 868 | | | 0.2 | | | 769 | | | | |
| | | | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
43
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Paper and Forest Products | | | | | | | | | | | | | | | | | | | |
| Messenger, LLC | LLC units | | N/A | | | N/A | | N/A | | 2 | | | $ | 213 | | | — | | % | $ | 192 | | | | |
| Messenger, LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | | | 213 | | | — | | | 192 | | | | |
| Pharmaceuticals | | | | | | | | | | | | | | | | | | | |
| Amalthea Parent, Inc.(8)(12) | LP interest | | N/A | | | N/A | | N/A | | 199 | | | 199 | | | — | | | 375 | | | | |
| Cobalt Buyer Sub, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 3 | | | 3,288 | | | 0.3 | | | 3,786 | | | | |
| Cobalt Buyer Sub, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 72 | | | — | | | 66 | | | | |
| Cobalt Buyer Sub, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 1 | | | 1 | | | — | | | — | | | | |
| | | | | | | | | | | | | 3,560 | | | 0.3 | | | 4,227 | | | | |
| Professional Services | | | | | | | | | | | | | | | | | | |
| Enboarder, Inc.(8)(11) | Preferred stock | | N/A | | | N/A | | N/A | | 27 | | | 280 | | | — | | | 303 | | | | |
| Filevine, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 141 | | | 892 | | | 0.1 | | | 942 | | | | |
| Filevine, Inc. | Warrant | | N/A | | | N/A | | N/A | | 21 | | | 31 | | | — | | | 98 | | | | |
| Net Health Acquisition Corp. | LP interest | | N/A | | | N/A | | N/A | | 1 | | | 133 | | | — | | | 159 | | | | |
| Procure Acquireco, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 333 | | | — | | | 353 | | | | |
| | | | | | | | | | | | | 1,669 | | | 0.1 | | | 1,855 | | | | |
| Real Estate Management & Development | | | | | | | | | | | | | | | | | | |
| Inhabit IQ Inc. | Common Stock | | N/A | | | N/A | | N/A | | 11 | | | 60 | | | — | | | 80 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Road & Rail | | | | | | | | | | | | | | | | | | |
| Internet Truckstop Group LLC | LP interest | | N/A | | | N/A | | N/A | | 146 | | | 146 | | | — | | | 190 | | | | |
See Notes to Consolidated Financial Statements.
44
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Software | | | | | | | | | | | | | | | | | | |
| Anaplan, Inc. | LP interest | | N/A | | | N/A | | N/A | | 577 | | | $ | 577 | | | 0.1 | | % | $ | 577 | | | | |
| Aras Corporation | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 396 | | | 0.1 | | | 462 | | | | |
| Aras Corporation | LP interest | | N/A | | | N/A | | N/A | | 121 | | | 121 | | | — | | | 98 | | | | |
| Astute Holdings, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 59 | | | — | | | 221 | | | | |
| Auvik Networks Inc.(8)(12) | Preferred stock | | N/A | | | N/A | | N/A | | 11 | | | 111 | | | — | | | 121 | | | | |
| Bayshore Intermediate #2, L.P. | Common Stock | | N/A | | | N/A | | N/A | | 1,746 | | | 1,746 | | | 0.2 | | | 1,635 | | | | |
| Calabrio, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 306 | | | 0.1 | | | 348 | | | | |
| Calabrio, Inc. | LP interest | | N/A | | | N/A | | N/A | | 38 | | | — | | | — | | | — | | | | |
| Cloudbees, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 30 | | | 341 | | | — | | | 391 | | | | |
| Cloudbees, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 15 | | | 93 | | | — | | | 180 | | | | |
| Cloudbees, Inc. | Warrant | | N/A | | | N/A | | N/A | | 27 | | | 40 | | | — | | | 275 | | | | |
| Cynet Security Ltd.(8)(15) | Preferred stock | | N/A | | | N/A | | N/A | | 74 | | | 262 | | | — | | | 262 | | | | |
| Diligent Corporation | Preferred stock | | N/A | | | N/A | | N/A | | 7 | | | 6,499 | | | 0.6 | | | 7,170 | | | | |
| FirstUp, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 84 | | | 205 | | | — | | | 137 | | | | |
| GS Acquisitionco, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 9 | | | 9,247 | | | 0.8 | | | 9,903 | | | | |
| GS Acquisitionco, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 3 | | | 2,908 | | | 0.3 | | | 3,015 | | | | |
| GS Acquisitionco, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 26 | | | — | | | 211 | | | | |
| GTY Technology Holdings, Inc. | LP units | | N/A | | | N/A | | N/A | | 24 | | | 24 | | | — | | | 24 | | | | |
| Impartner, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 11 | | | 90 | | | — | | | 99 | | | | |
| Kaseya Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 3 | | | 2,487 | | | 0.2 | | | 2,634 | | | | |
| Kaseya Inc. | LP interest | | N/A | | | N/A | | N/A | | 150 | | | 150 | | | — | | | 150 | | | | |
| MetricStream, Inc. | Warrant | | N/A | | | N/A | | N/A | | 44 | | | 67 | | | — | | | 39 | | | | |
| Ministry Brands Holdings LLC | LP interest | | N/A | | | N/A | | N/A | | 361 | | | 362 | | | — | | | 207 | | | | |
| mParticle, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 65 | | | 426 | | | 0.1 | | | 459 | | | | |
| mParticle, Inc. | Warrant | | N/A | | | N/A | | N/A | | 29 | | | 6 | | | — | | | 168 | | | | |
| Onapsis, Inc., Virtual Forge GMBH and Onapsis GMBH | Warrant | | N/A | | | N/A | | N/A | | 2 | | | 6 | | | — | | | 12 | | | | |
| Personify, Inc. | LP interest | | N/A | | | N/A | | N/A | | 163 | | | 171 | | | — | | | 356 | | | | |
| Pyramid Healthcare Acquisition Corp. | Common Stock | | N/A | | | N/A | | N/A | | 73 | | | 73 | | | — | | | 106 | | | | |
| QAD, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 441 | | | — | | | 422 | | | | |
| QAD, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 30 | | | — | | | — | | | — | | | | |
| RegEd Aquireco, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 73 | | | — | | | 15 | | | | |
| RegEd Aquireco, LLC | LP interest | | N/A | | | N/A | | N/A | | 1 | | | — | | | — | | | — | | | | |
| Riskonnect Parent, LLC | Preferred stock | | N/A | | | N/A | | N/A | | 8 | | | 7,959 | | | 0.6 | | | 7,842 | | | | |
| Riskonnect Parent, LLC | LP interest | | N/A | | | N/A | | N/A | | 378 | | | 379 | | | — | | | 363 | | | | |
| Riskonnect Parent, LLC | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 323 | | | — | | | 340 | | | | |
| SnapLogic, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 66 | | | 164 | | | — | | | 328 | | | | |
| SnapLogic, Inc. | Warrant | | N/A | | | N/A | | N/A | | 25 | | | 18 | | | — | | | 85 | | | | |
| Spartan Buyer Acquisition Co. | Common Stock | | N/A | | | N/A | | N/A | | — | | | 252 | | | — | | | 302 | | | | |
| Telesoft Holdings LLC | LP interest | | N/A | | | N/A | | N/A | | 131 | | | 131 | | | — | | | 137 | | | | |
| Templafy APS and Templafy, LLC(8)(18) | Warrant | | N/A | | | N/A | | N/A | | — | | | 32 | | | — | | | 32 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | 36,571 | | | 3.1 | | | 39,126 | | | | |
| Specialty Retail | | | | | | | | | | | | | | | | | | | |
| Ave Holdings III, Corp | Preferred stock | | N/A | | | N/A | | N/A | | 6 | | | 5,861 | | | 0.5 | | | 6,259 | | | | |
| Ave Holdings III, Corp | LP units | | N/A | | | N/A | | N/A | | 1 | | | 644 | | | 0.1 | | | 612 | | | | |
| Imperial Optical Midco Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 110 | | | — | | | 152 | | | | |
| Imperial Optical Midco Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 42 | | | — | | | 56 | | | | |
| Jet Equipment & Tools Ltd.(8)(9)(12) | LLC interest | | N/A | | | N/A | | N/A | | — | | | 173 | | | 0.1 | | | 497 | | | | |
| Salon Lofts Group, LLC | LP units | | N/A | | | N/A | | N/A | | — | | | 45 | | | — | | | 45 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC | LLC interest | | N/A | | | N/A | | N/A | | 1 | | | 130 | | | — | | | 420 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 26 | | | — | | | 98 | | | | |
| VSG Acquisition Corp. and Sherrill, Inc. | LP units | | N/A | | | N/A | | N/A | | — | | | 39 | | | — | | | 41 | | | | |
| | | | | | | | | | | | | 7,070 | | | 0.7 | | | 8,180 | | | | |
See Notes to Consolidated Financial Statements.
45
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Textiles, Apparel and Luxury Goods | | | | | | | | | | | | | | | | | | | |
| MakerSights, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 16 | | | $ | 85 | | | — | | % | $ | 85 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total equity investments | | | | $ | 107,972 | | | 9.7 | | % | $ | 124,087 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total investments | | $ | 2,236,034 | | | $ | 2,348,087 | | | 182.0 | | % | $ | 2,316,103 | | | | |
| | | | | | | | | | | | | | |
| Money market funds (included in cash and cash equivalents and restricted cash and cash equivalents) | | | | | | | | | | | |
| BlackRock Liquidity Funds T-Fund Institutional Shares (CUSIP 09248U718) | | 2.81% (22) | | | | | | $ | 9,910 | | | 0.8 | | % | $ | 9,910 | | | | |
| Morgan Stanley Institutional Liquidity Funds - Government Portfolio (CUSIP 61747C707) | | 2.81% (22) | | | | | | 2,095 | | | 0.2 | | | 2,095 | | | | |
| Total money market funds | | $ | 12,005 | | | 1.0 | | % | $ | 12,005 | | | | |
| | | | | | | | | | | | | | |
| Total investments and money market funds | | | | | | | | $ | 2,360,092 | | | 183.0 | | % | $ | 2,328,108 | | | | |
See Notes to Consolidated Financial Statements.
46
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
| | | | | | | | |
# | | Denotes that all or a portion of the loan collateralizes the DB Credit Facility (as defined in Note 8). |
~ | | Denotes that all or a portion of the loan secures the notes offered in the 2021 Debt Securitization (as defined in Note 8). |
+ | | Denotes that all or a portion of the loan secures the notes offered in the 2022 Debt Securitization (as defined in Note 8). |
(1) The majority of the investments bear interest at a rate that is permitted to be determined by reference to the London Interbank Offered Rate (‘‘LIBOR’’ or ‘‘L’’) denominated in U.S. dollars, Euro Interbank Offered Rate (‘‘EURIBOR’’ or ‘‘E’’), Prime (‘‘P’’), Sterling Overnight Index Average (‘‘SONIA’’ or ‘‘SN’’), Australian Interbank Rate (‘‘AUD’’ or ‘‘A’’), Canadian Bankers Acceptance Rate (‘‘CDOR’’ or ‘‘C’’), or Secured Overnight Financing Rate (‘‘SOFR’’ or ‘‘SF’’) which reset daily, monthly, quarterly, semiannually or annually. For each, the Company has provided the spread over the applicable index and the weighted average current interest rate in effect as of September 30, 2022. Certain investments are subject to an interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable. For positions with multiple outstanding contracts, the spread for the largest outstanding contract is shown. Listed below are the index rates as of September 30, 2022, which was the last business day of the period on which the applicable index was determined. The actual index rate for each loan listed may not be the applicable index rate outstanding as of September 30, 2022, as the loan may have priced or repriced based on an index rate prior to September 30, 2022.
(a) Denotes that all or a portion of the loan was indexed to the 30-day LIBOR, which was 3.14% as of September 30, 2022.
(b) Denotes that all or a portion of the loan was indexed to the 90-day LIBOR, which was 3.75% as of September 30, 2022.
(c) Denotes that all or a portion of the loan was indexed to the 180-day LIBOR, which was 4.23% as of September 30, 2022.
(d) Denotes that all or a portion of the loan was indexed to the Prime rate, which was 6.25% as of September 30, 2022.
(e) Denotes that all or a portion of the loan was indexed to the 90-day EURIBOR, which was 1.17% as of September 30, 2022.
(f) Denotes that all or a portion of the loan was indexed to the 180-day EURIBOR, which was 1.81% as of September 30, 2022.
(g) Denotes that all or a portion of the loan was indexed to the Australia Three Month Interbank Rate, which was 3.11% as of September 30, 2022.
(h) Denotes that all or a portion of the loan was indexed to the 90-day CDOR, which was 4.20% as of September 30, 2022.
(i) Denotes that all or a portion of the loan was indexed to SONIA, which was 2.19% as of September 30, 2022.
(j) Denotes that all or a portion of the loan was indexed to Daily SOFR, which was 2.98% as of September 30, 2022.
(k) Denotes that all or a portion of the loan was indexed to the 30-day term SOFR Rate which was 3.04% as of September 30, 2022.
(l) Denotes that all or a portion of the loan was indexed to the 90-day term SOFR Rate which was 3.59% as of September 30, 2022.
(m) Denotes that all or a portion of the loan was indexed to the 180-day term SOFR Rate which was 3.99% as of September 30, 2022.
(n) Denotes that all or a portion of the loan was indexed to the Canadian Prime Rate, which was 5.45% as of September 30, 2022.
(2)For positions with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of September 30, 2022.
(3)The total principal amount is presented for debt investments while the number of shares or units owned is presented for equity investments.
(4)The fair value of the investment was valued using significant unobservable inputs. See Note 7. Fair Value Measurements.
(5)The negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par. The negative amortized cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.
(6)The entire commitment was unfunded as of September 30, 2022. As such, no interest is being earned on this investment. The investment may be subject to an unused facility fee.
(7)Loan was on non-accrual status as of September 30, 2022, meaning that the Company has ceased recognizing interest income on the loan.
(8)The investment is treated as a non-qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the ‘‘1940 Act’’). Under the 1940 Act, the Company cannot acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2022, total non-qualifying assets at fair value represented 12.5% of the Company’s total assets calculated in accordance with the 1940 Act.
(9)Investment is denominated in foreign currency and is translated into U.S. dollars as of the valuation date or the date of the transaction. See Note 2. Significant Accounting Policies and Recent Accounting Updates - Foreign Currency Translation.
(10)The headquarters of this portfolio company is located in the United Kingdom.
(11)The headquarters of this portfolio company is located in Australia.
(12)The headquarters of this portfolio company is located in Canada.
(13)The headquarters of this portfolio company is located in Luxembourg.
(14)The headquarters of this portfolio company is located in the Netherlands.
(15)The headquarters of this portfolio company is located in Israel.
(16)The headquarters of this portfolio company is located in Finland.
(17)The headquarters of this portfolio company is located in Sweden.
(18)The headquarters of this portfolio company is located in Denmark.
See Notes to Consolidated Financial Statements.
47
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments- (continued)
September 30, 2022
(In thousands)
(19)Equity investments are non-income producing securities unless otherwise noted.
(20)Ownership of certain equity investments occurs through a holding company or partnership.
(21)The Company holds an equity investment that entitles it to receive preferential dividends.
(22)The rate shown is the annualized seven-day yield as of September 30, 2022.
See Notes to Consolidated Financial Statements.
48
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Investments | | | | | | | | | | | | | | | | | | | |
| Non-controlled/non-affiliate company investments | | | | | | | | | | | | | | | | | | | |
| Debt investments | | | | | | | | | | | | | | | | | | | |
| Airlines | | | | | | | | | | | | | | | | | | | |
| Aurora Lux Finco S.A.R.L.#(7)(12) | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2026 | | $ | 7,721 | | | $ | 7,577 | | | 0.9 | | % | $ | 7,335 | | | | |
| Auto Components | | | | | | | | | | | | | | | | | | | |
| Covercraft Parent III, Inc.# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 08/2027 | | 2,093 | | | 2,072 | | | 0.3 | | | 2,072 | | | | |
| Covercraft Parent III, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 08/2027 | | — | | | (1) | | | — | | | (1) | | | | |
| Covercraft Parent III, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 08/2027 | | — | | | (7) | | | — | | | (8) | | | | |
| North Haven Falcon Buyer, LLC# | One stop | | L + 6.00% | (a) | | 7.00% | | 05/2027 | | 2,388 | | | 2,365 | | | 0.3 | | | 2,388 | | | | |
| North Haven Falcon Buyer, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 05/2027 | | — | | | (7) | | | — | | | — | | | | |
| Power Stop, LLC# | Senior loan | | L + 4.50% | (a) | | 4.58% | | 10/2025 | | 662 | | | 660 | | | 0.1 | | | 662 | | | | |
| | | | | | | | | | | 5,143 | | | 5,082 | | | 0.7 | | | 5,113 | | | | |
| Automobiles | | | | | | | | | | | | | | | | | | | |
| CG Group Holdings, LLC# | One stop | | L + 5.25% | (c) | | 6.25% | | 07/2027 | | 13,536 | | | 13,405 | | | 1.6 | | | 13,401 | | | | |
| CG Group Holdings, LLC | One stop | | L + 5.25% | (a)(c) | | 6.25% | | 07/2026 | | 168 | | | 163 | | | — | | | 164 | | | | |
| JHCC Holdings LLC | One stop | | L + 5.50% | (c)(e) | | 6.89% | | 09/2025 | | 5,041 | | | 5,003 | | | 0.7 | | | 4,991 | | | | |
| JHCC Holdings LLC~ | One stop | | L + 5.50% | (c) | | 6.50% | | 09/2025 | | 2,974 | | | 2,951 | | | 0.4 | | | 2,944 | | | | |
| JHCC Holdings LLC# | One stop | | P + 4.50% | (e) | | 7.75% | | 08/2027 | | 256 | | | 253 | | | — | | | 253 | | | | |
| JHCC Holdings LLC | One stop | | P + 4.50% | (c)(e) | | 7.53% | | 09/2025 | | 7 | | | 6 | | | — | | | 6 | | | | |
| JHCC Holdings LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 08/2027 | | — | | | (17) | | | — | | | (17) | | | | |
| MOP GM Holding, LLC~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2026 | | 9,692 | | | 9,588 | | | 1.2 | | | 9,595 | | | | |
| MOP GM Holding, LLC | One stop | | L + 5.75% | (d) | | 6.75% | | 11/2026 | | 1,042 | | | 1,031 | | | 0.1 | | | 1,032 | | | | |
| MOP GM Holding, LLC | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2026 | | 772 | | | 764 | | | 0.1 | | | 764 | | | | |
| MOP GM Holding, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 11/2026 | | — | | | (2) | | | — | | | (2) | | | | |
| MOP GM Holding, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 11/2026 | | — | | | (31) | | | — | | | (26) | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2024 | | 1,660 | | | 1,647 | | | 0.2 | | | 1,660 | | | | |
| Quick Quack Car Wash Holdings, LLC | One stop | | L + 5.50% | (b)(c) | | 6.50% | | 10/2024 | | 810 | | | 797 | | | 0.1 | | | 810 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2024 | | 808 | | | 801 | | | 0.1 | | | 808 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2024 | | 705 | | | 700 | | | 0.1 | | | 705 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2024 | | 471 | | | 468 | | | 0.1 | | | 471 | | | | |
| Quick Quack Car Wash Holdings, LLC~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2024 | | 384 | | | 381 | | | 0.1 | | | 384 | | | | |
| Quick Quack Car Wash Holdings, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2024 | | — | | | (1) | | | — | | | — | | | | |
| TWAS Holdings, LLC#~ | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2026 | | 12,234 | | | 12,099 | | | 1.5 | | | 12,234 | | | | |
| TWAS Holdings, LLC | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2026 | | 3,175 | | | 3,141 | | | 0.4 | | | 3,175 | | | | |
| TWAS Holdings, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2026 | | — | | | (4) | | | — | | | — | | | | |
| | | | | | | | | | | 53,735 | | | 53,143 | | | 6.7 | | | 53,352 | | | | |
| Beverages | | | | | | | | | | | | | | | | | | | |
| Fintech Midco, LLC~ | One stop | | L + 5.75% | (c) | | 6.50% | | 08/2024 | | 4,834 | | | 4,805 | | | 0.6 | | | 4,786 | | | | |
| Fintech Midco, LLC# | One stop | | L + 5.75% | (b) | | 6.50% | | 08/2024 | | 3,232 | | | 3,200 | | | 0.4 | | | 3,200 | | | | |
| Fintech Midco, LLC | One stop | | L + 5.75% | (c) | | 6.50% | | 08/2024 | | 435 | | | 433 | | | 0.1 | | | 431 | | | | |
| Fintech Midco, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 08/2024 | | — | | | (1) | | | — | | | (1) | | | | |
| Watermill Express, LLC# | One stop | | L + 5.25% | (c) | | 6.25% | | 04/2027 | | 894 | | | 886 | | | 0.1 | | | 894 | | | | |
| Watermill Express, LLC | One stop | | L + 5.25% | | | N/A(6) | | 04/2027 | | — | | | — | | | — | | | — | | | | |
| Watermill Express, LLC | One stop | | L + 5.25% | | | N/A(6) | | 04/2027 | | — | | | — | | | — | | | — | | | | |
| Winebow Holdings, Inc.#~ | One stop | | L + 6.25% | (a) | | 7.25% | | 07/2025 | | 3,084 | | | 3,042 | | | 0.4 | | | 3,084 | | | | |
| | | | | | | | | | | 12,479 | | | 12,365 | | | 1.6 | | | 12,394 | | | | |
See Notes to Consolidated Financial Statements.
49
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Biotechnology | | | | | | | | | | | | | | | | | | | |
| BIO18 Borrower, LLC# | One stop | | L + 4.75% | (a) | | 5.75% | | 11/2024 | | $ | 1,819 | | | $ | 1,806 | | | 0.2 | | % | $ | 1,806 | | | | |
| BIO18 Borrower, LLC~ | One stop | | L + 4.75% | (a) | | 5.75% | | 11/2024 | | 1,736 | | | 1,725 | | | 0.2 | | | 1,723 | | | | |
| BIO18 Borrower, LLC | One stop | | L + 4.75% | (a) | | 5.75% | | 11/2024 | | 1,614 | | | 1,604 | | | 0.2 | | | 1,602 | | | | |
| BIO18 Borrower, LLC(5) | One stop | | L + 4.75% | | | N/A(6) | | 11/2024 | | — | | | (1) | | | — | | | (1) | | | | |
| | | | | | | | | | | 5,169 | | | 5,134 | | | 0.6 | | | 5,130 | | | | |
| Chemicals | | | | | | | | | | | | | | | | | | | |
| Inhance Technologies Holdings LLC~ | One stop | | L + 6.00% | (c) | | 7.00% | | 07/2024 | | 2,460 | | | 2,446 | | | 0.3 | | | 2,460 | | | | |
| Inhance Technologies Holdings LLC~ | One stop | | L + 6.00% | (c) | | 7.00% | | 07/2024 | | 744 | | | 740 | | | 0.1 | | | 744 | | | | |
| Inhance Technologies Holdings LLC | One stop | | L + 6.00% | (c) | | 7.00% | | 07/2024 | | 48 | | | 47 | | | — | | | 48 | | | | |
| PHM NL SP Bidco B.V.(7)(8)(13) | One stop | | E + 6.25% | (f) | | 6.25% | | 10/2028 | | 15,784 | | | 15,507 | | | 1.9 | | | 15,567 | | | | |
| PHM NL SP Bidco B.V.(7)(13) | One stop | | L + 6.25% | (d) | | 6.75% | | 10/2028 | | 5,922 | | | 5,819 | | | 0.7 | | | 5,841 | | | | |
| PHM NL SP Bidco B.V.(5)(7)(8)(13) | One stop | | E + 6.25% | | | N/A(6) | | 10/2028 | | — | | | (76) | | | — | | | (76) | | | | |
| | | | | | | | | | | 24,958 | | | 24,483 | | | 3.0 | | | 24,584 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Commercial Services & Supplies | | | | | | | | | | | | | | | | | | | |
| North Haven Stack Buyer, LLC#~ | One stop | | L + 5.50% | (c) | | 6.50% | | 07/2027 | | 3,810 | | | 3,773 | | | 0.5 | | | 3,772 | | | | |
| North Haven Stack Buyer, LLC | One stop | | L + 5.50% | (c) | | 6.50% | | 07/2027 | | 113 | | | 85 | | | — | | | 84 | | | | |
| North Haven Stack Buyer, LLC | One stop | | L + 5.50% | (c) | | 6.50% | | 07/2027 | | 11 | | | 10 | | | — | | | 10 | | | | |
| PT Intermediate Holdings III, LLC#~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2025 | | 24,616 | | | 24,345 | | | 3.0 | | | 24,616 | | | | |
| PT Intermediate Holdings III, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2025 | | — | | | (15) | | | — | | | — | | | | |
| Radwell International, LLC# | One stop | | L + 5.50% | (c) | | 6.25% | | 07/2027 | | 1,590 | | | 1,584 | | | 0.2 | | | 1,584 | | | | |
| Radwell International, LLC | One stop | | L + 5.50% | (c) | | 6.25% | | 07/2027 | | 109 | | | 109 | | | — | | | 109 | | | | |
| Radwell International, LLC | One stop | | L + 5.50% | (c) | | 6.25% | | 07/2027 | | 52 | | | 52 | | | — | | | 52 | | | | |
| Trinity Air Consultants Holdings Corporation# | One stop | | L + 5.25% | (a) | | 6.00% | | 06/2027 | | 174 | | | 170 | | | — | | | 174 | | | | |
| Trinity Air Consultants Holdings Corporation | One stop | | L + 5.25% | | | N/A(6) | | 06/2027 | | — | | | — | | | — | | | — | | | | |
| Trinity Air Consultants Holdings Corporation(5) | One stop | | L + 5.25% | | | N/A(6) | | 06/2027 | | — | | | (8) | | | — | | | — | | | | |
| | | | | | | | | | | 30,475 | | | 30,105 | | | 3.7 | | | 30,401 | | | | |
See Notes to Consolidated Financial Statements.
50
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Communications Equipment | | | | | | | | | | | | | | | | |
| Lightning Finco Limited(7)(9) | One stop | | L + 5.75% | (c) | | 6.50% | | 09/2028 | | $ | 4,453 | | | $ | 4,365 | | | 0.5 | | % | $ | 4,364 | |
| Lightning Finco Limited(7)(8)(9) | One stop | | E + 5.75% | (f) | | 6.50% | | 09/2028 | | 543 | | | 532 | | | 0.1 | | | 519 | |
| | | | | | | | | | | 4,996 | | | 4,897 | | | 0.6 | | | 4,883 | |
| Containers and Packaging | | | | | | | | | | | | | | | | |
| AmerCareRoyal LLC# | Senior loan | | L + 5.00% | (a) | | 6.00% | | 11/2025 | | 2,790 | | | 2,771 | | | 0.3 | | | 2,790 | |
| AmerCareRoyal LLC# | Senior loan | | L + 5.00% | (a) | | 6.00% | | 11/2025 | | 576 | | | 571 | | | — | | | 576 | |
| AmerCareRoyal LLC | Senior loan | | L + 5.00% | (a) | | 6.00% | | 11/2025 | | 560 | | | 554 | | | 0.1 | | | 560 | |
| AmerCareRoyal LLC#(7) | Senior loan | | L + 5.00% | (a) | | 6.00% | | 11/2025 | | 517 | | | 514 | | | 0.1 | | | 517 | |
| Fortis Solutions Group LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 1,412 | | | 1,389 | | | 0.2 | | | 1,412 | |
| Fortis Solutions Group LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 839 | | | 825 | | | 0.1 | | | 839 | |
| Fortis Solutions Group LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 533 | | | 529 | | | 0.1 | | | 533 | |
| Fortis Solutions Group LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 212 | | | 210 | | | — | | | 212 | |
| Fortis Solutions Group LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 204 | | | 202 | | | — | | | 204 | |
| Fortis Solutions Group LLC | Senior loan | | L + 4.50% | | | N/A(6) | | 12/2023 | | — | | | — | | | — | | | — | |
| | | | | | | | | | | 7,643 | | | 7,565 | | | 0.9 | | | 7,643 | |
| Distributors | | | | | | | | | | | | | | | | |
| WSC Holdings Midco LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 07/2027 | | 1,287 | | | 1,274 | | | 0.2 | | | 1,274 | |
| WSC Holdings Midco LLC(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (1) | |
| WSC Holdings Midco LLC(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 07/2027 | | — | | | (8) | | | — | | | (8) | |
| | | | | | | | | | | 1,287 | | | 1,265 | | | 0.2 | | | 1,265 | |
| Diversified Consumer Services | | | | | | | | | | | | | | | | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 630 | | | 618 | | | 0.1 | | | 630 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 598 | | | 578 | | | 0.1 | | | 598 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 423 | | | 419 | | | 0.1 | | | 423 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 298 | | | 292 | | | — | | | 298 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 263 | | | 248 | | | — | | | 263 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 5.37% | | 02/2026 | | 151 | | | 147 | | | — | | | 151 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 95 | | | 88 | | | — | | | 95 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 02/2026 | | 52 | | | 39 | | | — | | | 52 | |
| Certus Pest, Inc. | One stop | | L + 5.25% | | | N/A(6) | | 02/2026 | | — | | | — | | | — | | | — | |
| Certus Pest, Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 02/2026 | | — | | | (2) | | | — | | | — | |
| Certus Pest, Inc. | One stop | | L + 5.25% | | | N/A(6) | | 02/2026 | | — | | | — | | | — | | | — | |
| CHHJ Franchising, LLC# | Senior loan | | L + 5.00% | (c) | | 6.00% | | 01/2026 | | 1,097 | | | 1,087 | | | 0.1 | | | 1,097 | |
| CHHJ Franchising, LLC | Senior loan | | L + 5.00% | (c) | | 6.00% | | 01/2026 | | 5 | | | 4 | | | — | | | 5 | |
| COP Hometown Acquisitions, Inc.# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 07/2027 | | 741 | | | 733 | | | 0.1 | | | 733 | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | (c) | | 5.50% | | 07/2027 | | 722 | | | 711 | | | 0.1 | | | 711 | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | (c) | | 5.50% | | 07/2027 | | 256 | | | 252 | | | — | | | 249 | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | | | N/A(6) | | 07/2027 | | — | | | — | | | — | | | — | |
| COP Hometown Acquisitions, Inc. | Senior loan | | L + 4.50% | | | N/A(6) | | 07/2027 | | — | | | — | | | — | | | — | |
| EWC Growth Partners LLC | One stop | | L + 7.50% | (c) | | 6.50% cash/2.00% PIK | | 03/2026 | | 446 | | | 430 | | | 0.1 | | | 424 | |
| EWC Growth Partners LLC# | One stop | | L + 7.50% | (c) | | 6.50% cash/2.00% PIK | | 03/2026 | | 62 | | | 62 | | | — | | | 59 | |
| EWC Growth Partners LLC | One stop | | L + 7.50% | (c) | | 6.50% cash/2.00% PIK | | 03/2026 | | 18 | | | 18 | | | — | | | 17 | |
| Flores & Associates, LLC~ | One stop | | L + 4.75% | (c) | | 5.75% | | 04/2027 | | 1,490 | | | 1,473 | | | 0.2 | | | 1,490 | |
| Flores & Associates, LLC | One stop | | L + 4.75% | (b)(c) | | 5.75% | | 04/2027 | | 332 | | | 329 | | | — | | | 332 | |
| | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
51
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Diversified Consumer Services - (continued) | | | | | | | | | | | | | | | | |
| Flores & Associates, LLC | One stop | | L + 4.75% | (c) | | 5.75% | | 04/2027 | | $ | 307 | | | $ | 303 | | | — | | % | $ | 307 | |
| Flores & Associates, LLC(5) | One stop | | L + 4.75% | | | N/A(6) | | 04/2027 | | — | | | (1) | | | — | | | — | |
| FSS Buyer LLC# | One stop | | L + 5.75% | (c) | | 6.50% | | 08/2028 | | 2,356 | | | 2,310 | | | 0.3 | | | 2,309 | |
| FSS Buyer LLC | One stop | | L + 5.75% | (c) | | 6.50% | | 08/2027 | | 17 | | | 16 | | | — | | | 16 | |
| Learn-it Systems, LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 03/2025 | | 751 | | | 743 | | | 0.1 | | | 750 | |
| Learn-it Systems, LLC | Senior loan | | L + 4.50% | (c) | | 5.50% | | 03/2025 | | 569 | | | 564 | | | 0.1 | | | 568 | |
| Learn-it Systems, LLC | Senior loan | | L + 4.50% | (b) | | 5.50% | | 03/2025 | | 5 | | | 5 | | | — | | | 5 | |
| Learn-it Systems, LLC(5) | Senior loan | | L + 4.75% | | | N/A(6) | | 03/2025 | | — | | | (4) | | | — | | | 3 | |
| Liminex, Inc.# | One stop | | L + 7.25% | (c) | | 8.25% | | 11/2026 | | 19,521 | | | 19,336 | | | 2.4 | | | 19,521 | |
| Liminex, Inc.# | One stop | | L + 7.25% | (c) | | 8.25% | | 11/2026 | | 10,188 | | | 10,101 | | | 1.3 | | | 10,188 | |
| Liminex, Inc.(5) | One stop | | L + 7.25% | | | N/A(6) | | 11/2026 | | — | | | (1) | | | — | | | — | |
| Litera Bidco LLC# | One stop | | L + 6.00% | (a) | | 7.00% | | 05/2026 | | 1,070 | | | 1,058 | | | 0.1 | | | 1,076 | |
| Litera Bidco LLC# | One stop | | L + 5.75% | (a) | | 6.75% | | 05/2026 | | 614 | | 609 | | | 0.1 | | | 611 | |
| Litera Bidco LLC | One stop | | L + 5.75% | (a) | | 6.75% | | 05/2026 | | 275 | | 273 | | | — | | | 274 | |
| Litera Bidco LLC | One stop | | L + 5.75% | (a) | | 6.75% | | 05/2026 | | 275 | | 275 | | | — | | | 274 | |
| Litera Bidco LLC | One stop | | L + 6.00% | (a) | | 7.00% | | 05/2026 | | 34 | | 32 | | | — | | | 34 | |
| Litera Bidco LLC | One stop | | L + 5.75% | | | N/A(6) | | 05/2025 | | — | | | — | | | — | | | — | |
| Provenance Buyer LLC#~ | One stop | | L + 5.50% | (c) | | 6.25% | | 06/2027 | | 2,978 | | | 2,920 | | | 0.4 | | | 2,978 | |
| Provenance Buyer LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 06/2027 | | — | | | (2) | | | — | | | — | |
| Provenance Buyer LLC(5) | Senior loan | | L + 5.50% | | | N/A(6) | | 06/2027 | | — | | | (42) | | | — | | | — | |
| | | | | | | | | | | 46,639 | | | 46,021 | | | 5.7 | | | 46,541 | |
| Diversified Financial Services | | | | | | | | | | | | | | | | |
| AxiomSL Group, Inc.# | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2027 | | 1,261 | | | 1,236 | | | 0.2 | | | 1,235 | |
| AxiomSL Group, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2027 | | — | | | (3) | | | — | | | (3) | |
| AxiomSL Group, Inc. | One stop | | L + 6.00% | | | N/A(6) | | 12/2025 | | — | | | — | | | — | | | — | |
| Banker's Toolbox, Inc.# | One stop | | L + 5.50% | (c) | | 6.25% | | 07/2027 | | 3,484 | | | 3,450 | | | 0.4 | | | 3,484 | |
| Banker's Toolbox, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | — | |
| Banker's Toolbox, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 07/2027 | | — | | | (7) | | | — | | | — | |
| Higginbotham Insurance Agency, Inc.# | One stop | | L + 5.50% | (a) | | 6.25% | | 11/2026 | | 1,439 | | | 1,420 | | | 0.2 | | | 1,439 | |
| Higginbotham Insurance Agency, Inc. | One stop | | L + 5.50% | (a) | | 6.25% | | 11/2026 | | 331 | | | 326 | | | — | | | 331 | |
| | | | | | | | | | | 6,515 | | | 6,421 | | | 0.8 | | | 6,486 | |
| Diversified Telecommunications Services | | | | | | | | | | | | | | | | |
| NTI Connect, LLC# | Senior loan | | L + 5.00% | (c) | | 6.00% | | 12/2024 | | 644 | | | 633 | | | 0.1 | | | 644 | |
See Notes to Consolidated Financial Statements.
52
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Electronic Equipment, Instruments and Components | | | | | | | | | | | | | | | | |
| ES Acquisition LLC#~ | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | $ | 15,658 | | | $ | 15,551 | | | 2.0 | | % | $ | 15,580 | |
| ES Acquisition LLC# | One stop | | L + 5.50% | (c) | | 6.25% | | 11/2025 | | 12,653 | | | 12,591 | | | 1.5 | | | 12,589 | |
| ES Acquisition LLC~ | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 3,311 | | | 3,288 | | | 0.4 | | | 3,295 | |
| ES Acquisition LLC~ | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 1,904 | | | 1,853 | | | 0.2 | | | 1,894 | |
| ES Acquisition LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 1,701 | | | 1,701 | | | 0.2 | | | 1,692 | |
| ES Acquisition LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 1,102 | | | 1,094 | | | 0.1 | | | 1,096 | |
| ES Acquisition LLC | Second lien | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 848 | | | 842 | | | 0.1 | | | 843 | |
| ES Acquisition LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 749 | | | 726 | | | 0.1 | | | 736 | |
| ES Acquisition LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 11/2025 | | 118 | | | 116 | | | — | | | 116 | |
| ES Acquisition LLC | One stop | | L + 5.50% | | | N/A(6) | | 11/2025 | | — | | | — | | | — | | | — | |
| | | | | | | | | | | 38,044 | | | 37,762 | | | 4.6 | | | 37,841 | |
| | | | | | | | | | | | | | | | | |
| Food & Staples Retailing | | | | | | | | | | | | | | | | |
| Captain D's, LLC~ | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 1,193 | | | 1,186 | | | 0.2 | | | 1,193 | |
| Captain D's, LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2023 | | 198 | | 195 | | — | | | 198 |
| Captain D's, LLC | Senior loan | | L + 4.50% | | | N/A(6) | | 12/2023 | | — | | | — | | | — | | | — | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 596 | | | 593 | | | 0.1 | | | 596 | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 305 | | | 304 | | | — | | | 305 | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 240 | | | 239 | | | — | | | 240 | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 235 | | | 235 | | | — | | | 235 | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 116 | | | 115 | | | — | | | 116 | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 116 | | | 115 | | | — | | | 116 | |
| Mendocino Farms, LLC | One stop | | L + 8.50% | (a) | | 2.00% cash/7.50% PIK | | 06/2023 | | 57 | | | 57 | | | — | | | 57 | |
| Mendocino Farms, LLC(5) | One stop | | L + 7.50% | | | N/A(6) | | 06/2023 | | — | | | (7) | | | — | | | — | |
| Ruby Slipper Cafe LLC, The | One stop | | L + 7.50% | (c) | | 8.50% | | 01/2023 | | 332 | | | 331 | | | 0.1 | | | 325 | |
| Ruby Slipper Cafe LLC, The | One stop | | L + 7.50% | (c) | | 8.50% | | 01/2023 | | 117 | | | 116 | | | — | | | 114 | |
| Ruby Slipper Cafe LLC, The | One stop | | L + 7.50% | (c) | | 8.50% | | 01/2023 | | 20 | | | 20 | | | — | | | 20 | |
| Wood Fired Holding Corp. | One stop | | L + 7.25% | (c) | | 7.25% cash/1.00% PIK | | 12/2023 | | 3,196 | | | 3,169 | | | 0.4 | | | 3,196 | |
| Wood Fired Holding Corp. | One stop | | L + 7.25% | (c) | | 7.25% cash/1.00% PIK | | 12/2023 | | 287 | | | 284 | | | — | | | 287 | |
| Wood Fired Holding Corp.(5) | One stop | | L + 6.25% | | | N/A(6) | | 12/2023 | | — | | | (1) | | | — | | | — | |
| Zenput Inc.# | One stop | | L + 9.00% | (c) | | 7.00% cash/3.00% PIK | | 06/2026 | | 426 | | | 424 | | | 0.1 | | | 435 | |
| Zenput Inc. | One stop | | L + 9.00% | (c) | | 7.00% cash/3.00% PIK | | 06/2026 | | 10 | | | 10 | | | — | | | 10 | |
| | | | | | | | | | | 7,444 | | | 7,385 | | | 0.9 | | | 7,443 | |
| | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
See Notes to Consolidated Financial Statements.
53
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Food Products | | | | | | | | | | | | | | | | |
| Borrower R365 Holdings, LLC# | One stop | | L + 6.50% | (c) | | 4.50% cash/3.00% PIK | | 06/2027 | | $ | 5,099 | | | $ | 5,003 | | | 0.6 | | % | $ | 5,099 | |
| Borrower R365 Holdings, LLC | One stop | | L + 6.50% | (c) | | 7.50% | | 06/2027 | | 43 | | | 41 | | | — | | | 43 | |
| FCID Merger Sub, Inc.~ | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2026 | | 6,201 | | | 6,124 | | | 0.8 | | | 6,201 | |
| FCID Merger Sub, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2026 | | — | | | (1) | | | — | | | — | |
| FCID Merger Sub, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 12/2026 | | — | | | (12) | | | — | | | — | |
| Flavor Producers, LLC# | Senior loan | | L + 5.75% | (c) | | 5.75% cash/1.00% PIK | | 12/2023 | | 438 | | | 435 | | | 0.1 | | | 430 | |
| Flavor Producers, LLC | Senior loan | | L + 4.75% | | | N/A(6) | | 12/2022 | | — | | | — | | | — | | | — | |
| Kodiak Cakes, LLC# | Senior loan | | L + 4.50% | (a) | | 5.50% | | 06/2027 | | 4,827 | | | 4,769 | | | 0.6 | | | 4,831 | |
| Kodiak Cakes, LLC | Senior loan | | L + 4.50% | (a) | | 5.50% | | 06/2026 | | 50 | | | 48 | | | — | | | 49 | |
| Louisiana Fish Fry Products, Ltd.# | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2027 | | 4,249 | | | 4,207 | | | 0.5 | | | 4,206 | |
| Louisiana Fish Fry Products, Ltd. | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2027 | | 36 | | | 35 | | | — | | | 35 | |
| MAPF Holdings, Inc.#~ | One stop | | L + 5.50% | (c) | | 6.50% | | 12/2026 | | 13,441 | | | 13,322 | | | 1.7 | | | 13,441 | |
| MAPF Holdings, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 12/2026 | | — | | | (15) | | | — | | | — | |
| MAPF Holdings, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 12/2026 | | — | | | (3) | | | — | | | — | |
| Ultimate Baked Goods Midco LLC# | One stop | | L + 6.25% | (a) | | 7.25% | | 08/2027 | | 2,855 | | | 2,813 | | | 0.3 | | | 2,827 | |
| Ultimate Baked Goods Midco LLC | One stop | | L + 6.25% | (c) | | 7.25% | | 08/2027 | | 11 | | | 10 | | | — | | | 10 | |
| Whitebridge Pet Brands, LLC# | One stop | | L + 5.00% | (a) | | 6.00% | | 07/2027 | | 6,564 | | | 6,500 | | | 0.8 | | | 6,498 | |
| Whitebridge Pet Brands, LLC | One stop | | L + 5.00% | (a) | | 6.00% | | 07/2027 | | 10 | | | 9 | | | — | | | 9 | |
| | | | | | | | | | | 43,824 | | | 43,285 | | | 5.4 | | | 43,679 | |
| Health Care Equipment & Supplies | | | | | | | | | | | | | | | | |
| Aspen Medical Products, LLC~ | One stop | | L + 4.75% | (c) | | 5.75% | | 06/2025 | | 937 | | | 931 | | | 0.1 | | | 937 | |
| Aspen Medical Products, LLC# | One stop | | L + 4.75% | (c) | | 5.75% | | 06/2025 | | 60 | | | 60 | | | — | | | 60 | |
| Aspen Medical Products, LLC | One stop | | L + 4.75% | | | N/A(6) | | 06/2025 | | — | | | — | | | — | | | — | |
| Baduhenna Bidco Limited(7)(9) | One stop | | SF + 6.50% | (m) | | 6.55% | | 08/2028 | | 2,330 | | | 2,290 | | | 0.3 | | | 2,298 | |
| Baduhenna Bidco Limited(7)(8)(9) | One stop | | E + 6.50% | (f) | | 6.50% | | 08/2028 | | 1,475 | | | 1,449 | | | 0.2 | | | 1,423 | |
| Baduhenna Bidco Limited(7)(8)(9) | One stop | | SN + 6.50% | (l) | | 6.55% | | 08/2028 | | 423 | | | 416 | | | — | | | 405 | |
| Baduhenna Bidco Limited(5)(7)(8)(9) | One stop | | SN + 6.75% | | | N/A(6) | | 08/2028 | | — | | | (13) | | | — | | | (13) | |
| Belmont Instrument, LLC# | Senior loan | | L + 4.75% | (c) | | 5.75% | | 12/2023 | | 1,766 | | | 1,756 | | | 0.2 | | | 1,766 | |
| Blades Buyer, Inc.#~ | Senior loan | | L + 4.50% | (c) | | 5.50% | | 08/2025 | | 2,158 | | | 2,143 | | | 0.3 | | | 2,158 | |
| Blades Buyer, Inc. | Senior loan | | L + 4.50% | | | N/A(6) | | 08/2025 | | — | | | — | | | — | | | — | |
| Blades Buyer, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 08/2025 | | — | | | (4) | | | — | | | — | |
| Blue River Pet Care, LLC~ | One stop | | L + 5.00% | (a) | | 5.08% | | 07/2026 | | 8,393 | | | 8,321 | | | 1.0 | | | 8,309 | |
| Blue River Pet Care, LLC | One stop | | L + 5.00% | (a)(c) | | 5.10% | | 07/2026 | | 1,278 | | | 1,263 | | | 0.2 | | | 1,265 | |
| Blue River Pet Care, LLC | One stop | | L + 5.00% | (c) | | 5.13% | | 07/2026 | | 116 | | | 82 | | | — | | | 81 | |
| Blue River Pet Care, LLC(5) | One stop | | L + 5.00% | | | N/A(6) | | 08/2025 | | — | | | (1) | | | — | | | (2) | |
| CCSL Holdings, LLC~ | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2026 | | 6,163 | | | 6,095 | | | 0.8 | | | 6,163 | |
| CCSL Holdings, LLC | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2026 | | 1,663 | | | 1,639 | | | 0.2 | | | 1,663 | |
| CCSL Holdings, LLC | One stop | | P + 4.75% | (e) | | 8.00% | | 12/2026 | | 10 | | | 8 | | | — | | | 10 | |
| CMI Parent Inc.#~ | Senior loan | | L + 4.00% | (c) | | 5.00% | | 08/2025 | | 14,357 | | | 14,266 | | | 1.7 | | | 14,214 | |
| CMI Parent Inc.(5) | Senior loan | | L + 4.00% | | | N/A(6) | | 08/2025 | | — | | | (1) | | | — | | | (2) | |
| | | | | | | | | | | 41,129 | | | 40,700 | | | 5.0 | | | 40,735 | |
See Notes to Consolidated Financial Statements.
54
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Health Care Providers & Services | | | | | | | | | | | | | | | | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC# | One stop | | L + 6.00% | (c) | | 7.00% | | 03/2027 | | $ | 1,556 | | | $ | 1,535 | | | 0.2 | | % | $ | 1,556 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | One stop | | L + 10.50% | (c) | | 11.50% | | 03/2028 | | 658 | | | 649 | | | 0.1 | | | 658 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | One stop | | L + 6.00% | (c) | | 7.00% | | 03/2027 | | 652 | | | 635 | | | 0.1 | | | 652 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | One stop | | L + 10.50% | (c) | | 11.50% | | 03/2028 | | 185 | | | 182 | | | — | | | 185 | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 03/2027 | | — | | | (2) | | | — | | | — | |
| CRH Healthcare Purchaser, Inc.~ | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2024 | | 3,926 | | | 3,887 | | | 0.5 | | | 3,887 | |
| CRH Healthcare Purchaser, Inc. | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2024 | | 1,690 | | | 1,674 | | | 0.2 | | | 1,674 | |
| CRH Healthcare Purchaser, Inc.# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2024 | | 1,264 | | | 1,252 | | | 0.2 | | | 1,252 | |
| CRH Healthcare Purchaser, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 12/2024 | | — | | | (1) | | | — | | | (2) | |
| Datix Bidco Limited(7)(8)(9) | Senior loan | | L + 4.50% | (g) | | 4.55% | | 04/2025 | | 25,765 | | | 25,254 | | | 3.1 | | | 24,911 | |
| Datix Bidco Limited(7)(8)(9) | Second lien | | L + 7.75% | (g) | | 7.80% | | 04/2026 | | 9,143 | | | 8,961 | | | 1.1 | | | 8,840 | |
| Elite Dental Partners LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2023 | | 1,719 | | | 1,703 | | | 0.2 | | | 1,667 | |
| Elite Dental Partners LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2023 | | 105 | | | 105 | | | — | | | 105 | |
| Emerge Intermediate, Inc. | One stop | | L + 8.50% | (c) | | 7.00% cash/2.50% PIK | | 05/2024 | | 2,304 | | | 2,272 | | | 0.3 | | | 2,304 | |
| Emerge Intermediate, Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 05/2024 | | — | | | (1) | | | — | | | — | |
| Encorevet Group LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 14,779 | | | 14,664 | | | 1.8 | | | 14,631 | |
| Encorevet Group LLC~ | Senior loan | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 4,011 | | | 3,986 | | | 0.5 | | | 3,971 | |
| Encorevet Group LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 2,000 | | | 1,981 | | | 0.2 | | | 1,980 | |
| Encorevet Group LLC~ | Senior loan | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 1,800 | | | 1,801 | | | 0.2 | | | 1,782 | |
| Encorevet Group LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 1,200 | | | 1,128 | | | 0.1 | | | 1,124 | |
| Encorevet Group LLC~ | Senior loan | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 1,121 | | | 1,114 | | | 0.1 | | | 1,110 | |
| Encorevet Group LLC | Senior loan | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 931 | | | 925 | | | 0.1 | | | 921 | |
| Encorevet Group LLC | One stop | | L + 5.25% | (b) | | 6.25% | | 11/2024 | | 395 | | | 391 | | | — | | | 391 | |
| Encorevet Group LLC | Senior loan | | L + 5.25% | (c) | | 6.25% | | 11/2024 | | 160 | | | 160 | | | — | | | 158 | |
| Encorevet Group LLC(5) | Senior loan | | L + 5.25% | | | N/A(6) | | 11/2024 | | — | | | — | | | — | | | (1) | |
| ERC Finance, LLC# | One stop | | L + 6.00% | (a)(c) | | 7.00% | | 04/2024 | | 2,760 | | | 2,713 | | | 0.3 | | | 2,760 | |
| ERC Finance, LLC | One stop | | L + 6.00% | (a) | | 7.00% | | 04/2024 | | 7 | | | 6 | | | — | | | 7 | |
| ERC Finance, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 04/2024 | | — | | | (1) | | | — | | | — | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 6.25% | (c) | | 2.00% cash/5.25% PIK | | 05/2023 | | 3,820 | | | 3,773 | | | 0.4 | | | 3,247 | |
| Eyecare Services Partners Holdings LLC | One stop | | L + 6.25% | (c) | | 2.00% cash/5.25% PIK | | 05/2023 | | 1,138 | | | 1,136 | | | 0.1 | | | 967 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(7)(8)(10) | One stop | | C + 4.50% | (k) | | 5.50% | | 03/2027 | | 2,771 | | | 2,739 | | | 0.4 | | | 2,903 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.#(7)(8)(10) | One stop | | C + 4.50% | (k) | | 5.50% | | 03/2027 | | 791 | | | 785 | | | 0.1 | | | 835 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(7)(8)(10) | One stop | | C + 4.50% | (k) | | 5.50% | | 03/2027 | | 538 | | | 511 | | | 0.1 | | | 538 | |
| FYI Optical Acquisitions, Inc. & FYI USA, Inc.(7)(10) | One stop | | L + 4.50% | (c) | | 5.50% | | 03/2027 | | 293 | | | 280 | | | — | | | 293 | |
| Klick Inc.#(7)(10) | Senior loan | | L + 4.50% | (c) | | 5.50% | | 03/2028 | | 3,953 | | | 3,916 | | | 0.5 | | | 3,959 | |
| Klick Inc.(5)(7)(10) | Senior loan | | L + 4.50% | | | N/A(6) | | 03/2026 | | — | | | (1) | | | — | | | (1) | |
| Krueger-Gilbert Health Physics, LLC | Senior loan | | L + 5.25% | (c) | | 6.25% | | 05/2025 | | 801 | | | 794 | | | 0.1 | | | 801 | |
| Krueger-Gilbert Health Physics, LLC | Senior loan | | L + 5.25% | (c) | | 6.25% | | 05/2025 | | 471 | | | 468 | | | 0.1 | | | 471 | |
| Krueger-Gilbert Health Physics, LLC~ | Senior loan | | L + 5.25% | (c) | | 6.25% | | 05/2025 | | 127 | | | 126 | | | — | | | 127 | |
| Krueger-Gilbert Health Physics, LLC | Senior loan | | L + 5.25% | (c) | | 6.25% | | 05/2025 | | 30 | | | 30 | | | — | | | 30 | |
See Notes to Consolidated Financial Statements.
55
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Health Care Providers & Services - (continued) | | | | | | | | | | | | | | | | |
| Krueger-Gilbert Health Physics, LLC(5) | Senior loan | | L + 5.25% | | | N/A(6) | | 05/2025 | | $ | — | | | $ | (6) | | | — | | % | $ | — | |
| MD Now Holdings, Inc.#~ | One stop | | L + 5.00% | (c) | | 6.00% | | 08/2025 | | 4,566 | | | 4,537 | | | 0.6 | | | 4,566 | |
| MD Now Holdings, Inc. | One stop | | L + 5.00% | (c) | | 6.00% | | 08/2025 | | 241 | | | 240 | | | — | | | 241 | |
| MD Now Holdings, Inc.(5) | One stop | | L + 5.00% | | | N/A(6) | | 08/2025 | | — | | | (1) | | | — | | | — | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.#(7)(8)(10) | One stop | | C + 5.50% | (k) | | 6.50% | | 05/2028 | | 7,920 | | | 7,807 | | | 0.9 | | | 7,578 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(7)(8)(10) | One stop | | C + 5.50% | (k) | | 6.50% | | 05/2028 | | 431 | | | 416 | | | 0.1 | | | 424 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(7)(10) | One stop | | L + 5.50% | (c) | | 6.50% | | 05/2028 | | 194 | | | 178 | | | — | | | 196 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(7)(10) | One stop | | L + 5.50% | (c) | | 6.50% | | 05/2026 | | 41 | | | 40 | | | — | | | 41 | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(7)(8)(10) | One stop | | C + 5.50% | (k) | | 6.50% | | 05/2026 | | 20 | | | 18 | | | — | | | 18 | |
| NVA Holdings, Inc.# | Senior loan | | L + 3.50% | (a) | | 3.63% | | 02/2026 | | 939 | | | 932 | | | 0.1 | | | 939 | |
| Summit Behavioral Healthcare, LLC~ | Senior loan | | L + 5.00% | (c) | | 6.00% | | 10/2023 | | 2,390 | | | 2,377 | | | 0.3 | | | 2,390 | |
| Summit Behavioral Healthcare, LLC | Senior loan | | L + 5.00% | (c) | | 6.00% | | 10/2023 | | 77 | | | 75 | | | — | | | 77 | |
| Summit Behavioral Healthcare, LLC(5) | Senior loan | | L + 5.00% | | | N/A(6) | | 10/2023 | | — | | | (1) | | | — | | | — | |
| Suveto Buyer, LLC | One stop | | L + 4.25% | (c) | | 5.00% | | 09/2027 | | 1,842 | | | 1,729 | | | 0.2 | | | 1,728 | |
| Suveto Buyer, LLC(5) | One stop | | L + 4.25% | | | N/A(6) | | 09/2027 | | — | | | (2) | | | — | | | (2) | |
| Veterinary Specialists of North America, LLC#~ | Senior loan | | L + 4.00% | (a) | | 4.08% | | 04/2025 | | 16,753 | | | 16,655 | | | 2.1 | | | 16,753 | |
| Veterinary Specialists of North America, LLC | Senior loan | | L + 4.00% | (a) | | 4.08% | | 04/2025 | | 5,028 | | | 4,998 | | | 0.6 | | | 5,028 | |
| Veterinary Specialists of North America, LLC | Senior loan | | L + 4.00% | (a) | | 4.08% | | 04/2025 | | 1,219 | | | 1,212 | | | 0.1 | | | 1,219 | |
| Veterinary Specialists of North America, LLC | Senior loan | | L + 4.00% | (a) | | 4.08% | | 04/2025 | | 613 | | | 610 | | | 0.1 | | | 613 | |
| Veterinary Specialists of North America, LLC | Senior loan | | L + 4.00% | (a) | | 4.08% | | 04/2025 | | 500 | | | 497 | | | 0.1 | | | 500 | |
| | | | | | | | | | | 135,638 | | | 133,841 | | | 16.3 | | | 133,002 | |
| Health Care Technology | | | | | | | | | | | | | | | | |
| Connexin Software, Inc.# | One stop | | L + 8.50% | (a) | | 9.50% | | 02/2024 | | 1,261 | | | 1,254 | | | 0.1 | | | 1,261 | |
| Connexin Software, Inc. | One stop | | L + 8.50% | | | N/A(6) | | 02/2024 | | — | | | — | | | — | | | — | |
| ESO Solution, Inc.# | One stop | | L + 7.00% | (c) | | 8.00% | | 03/2027 | | 3,368 | | | 3,336 | | | 0.4 | | | 3,368 | |
| ESO Solution, Inc.(5) | One stop | | L + 7.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | — | |
| HealthEdge Software, Inc. | One stop | | L + 6.25% | (c) | | 7.25% | | 04/2026 | | 3,334 | | | 3,306 | | | 0.4 | | | 3,334 | |
| HealthEdge Software, Inc. | One stop | | L + 6.25% | (c) | | 7.25% | | 04/2026 | | 2,185 | | | 2,185 | | | 0.3 | | | 2,185 | |
| HealthEdge Software, Inc.# | One stop | | L + 6.25% | (c) | | 7.25% | | 04/2026 | | 1,559 | | | 1,533 | | | 0.2 | | | 1,559 | |
| HealthEdge Software, Inc. | One stop | | L + 6.25% | (c) | | 7.25% | | 04/2026 | | 19 | | | 18 | | | — | | | 19 | |
| HSI Halo Acquisition, Inc.# | One stop | | L + 5.75% | (c) | | 6.75% | | 08/2026 | | 1,521 | | | 1,494 | | | 0.2 | | | 1,521 | |
| HSI Halo Acquisition, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 08/2026 | | 528 | | | 524 | | | 0.1 | | | 528 | |
| HSI Halo Acquisition, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 08/2026 | | 308 | | | 305 | | | — | | | 308 | |
| HSI Halo Acquisition, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 08/2026 | | 289 | | | 283 | | | — | | | 289 | |
| HSI Halo Acquisition, Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 09/2025 | | 8 | | | 7 | | | — | | | 8 | |
| Nextech Holdings, LLC#~ | One stop | | L + 5.50% | (c) | | 5.63% | | 06/2025 | | 17,671 | | | 17,563 | | | 2.2 | | | 17,671 | |
| Nextech Holdings, LLC | One stop | | L + 5.50% | (c) | | 5.63% | | 06/2025 | | 716 | | | 712 | | | 0.1 | | | 716 | |
| Nextech Holdings, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 06/2025 | | — | | | (2) | | | — | | | — | |
| Qgenda Intermediate Holdings, LLC# | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2025 | | 5,723 | | | 5,676 | | | 0.7 | | | 5,723 | |
| Qgenda Intermediate Holdings, LLC~ | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2025 | | 5,038 | | | 5,038 | | | 0.6 | | | 5,038 | |
| Qgenda Intermediate Holdings, LLC~ | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2025 | | 2,438 | | | 2,438 | | | 0.3 | | | 2,438 | |
| Qgenda Intermediate Holdings, LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2025 | | 50 | | | 50 | | | — | | | 50 | |
| Transaction Data Systems, Inc.#~ | One stop | | L + 4.50% | (c) | | 5.50% | | 02/2026 | | 11,347 | | | 11,142 | | | 1.4 | | | 11,347 | |
| Transaction Data Systems, Inc.(5) | One stop | | L + 4.50% | | | N/A(6) | | 02/2026 | | — | | | (1) | | | — | | | — | |
| | | | | | | | | | | 57,363 | | | 56,860 | | | 7.0 | | | 57,363 | |
See Notes to Consolidated Financial Statements.
56
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) |
| Hotels, Restaurants & Leisure | | | | | | | | | | | | | | | | |
| BJH Holdings III Corp.#~ | One stop | | L + 4.50% | (c) | | 5.50% | | 08/2025 | | $ | 21,410 | | | $ | 21,179 | | | 2.6 | | % | $ | 21,410 | |
| BJH Holdings III Corp. | One stop | | L + 4.50% | (b) | | 5.50% | | 08/2025 | | 30 | | | 25 | | | — | | | 30 | |
| CR Fitness Holdings, LLC | Senior loan | | L + 4.00% | (a) | | 5.00% | | 07/2025 | | 329 | | | 327 | | | — | | | 329 | |
| CR Fitness Holdings, LLC# | Senior loan | | L + 4.00% | (a) | | 5.00% | | 07/2025 | | 312 | | | 310 | | | 0.1 | | | 312 | |
| CR Fitness Holdings, LLC | Senior loan | | L + 4.00% | (a) | | 5.00% | | 07/2025 | | 37 | | | 37 | | | — | | | 37 | |
| Davidson Hotel Company, LLC# | One stop | | L + 6.75% | (a)(c) | | 6.25% cash/1.50% PIK | | 07/2024 | | 1,755 | | | 1,742 | | | 0.2 | | | 1,404 | |
| Davidson Hotel Company, LLC | One stop | | L + 6.75% | (a)(c) | | 6.25% cash/1.50% PIK | | 07/2024 | | 427 | | | 426 | | | 0.1 | | | 342 | |
| Davidson Hotel Company, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 07/2024 | | — | | | — | | | — | | | (10) | |
| EOS Fitness Opco Holdings, LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 01/2025 | | 1,722 | | | 1,705 | | | 0.2 | | | 1,722 | |
| EOS Fitness Opco Holdings, LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 01/2025 | | 369 | | | 365 | | | — | | | 369 | |
| EOS Fitness Opco Holdings, LLC | One stop | | L + 5.25% | (c) | | 6.25% | | 01/2025 | | 60 | | | 59 | | | — | | | 60 | |
| Freddy's Frozen Custard LLC#~ | One stop | | L + 6.00% | (c) | | 7.00% | | 03/2027 | | 3,627 | | | 3,595 | | | 0.4 | | | 3,627 | |
| Freddy's Frozen Custard LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | — | |
| Harri US LLC# | One stop | | L + 10.00% | (c) | | 7.00% cash/4.00% PIK | | 08/2026 | | 332 | | | 286 | | | — | | | 305 | |
| Harri US LLC | One stop | | L + 6.00% | | | N/A(6) | | 08/2026 | | — | | | — | | | — | | | — | |
| Harri US LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 08/2026 | | — | | | (3) | | | — | | | (18) | |
| SSRG Holdings, LLC#~ | One stop | | L + 4.75% | (c) | | 5.75% | | 11/2025 | | 6,351 | | | 6,308 | | | 0.8 | | | 6,351 | |
| SSRG Holdings, LLC | One stop | | L + 4.75% | (c) | | 5.75% | | 11/2025 | | 45 | | | 44 | | | — | | | 45 | |
| Sunshine Sub, LLC~ | One stop | | L + 4.75% | (a) | | 5.75% | | 05/2024 | | 1,954 | | | 1,937 | | | 0.3 | | | 1,954 | |
| Sunshine Sub, LLC | One stop | | L + 4.75% | (a) | | 5.75% | | 05/2024 | | 1,913 | | | 1,896 | | | 0.3 | | | 1,913 | |
| Sunshine Sub, LLC(5) | One stop | | L + 4.75% | | | N/A(6) | | 05/2024 | | — | | | (1) | | | — | | | — | |
| Tropical Smoothie Cafe Holdings, LLC~ | Senior loan | | L + 5.25% | (a)(b)(c) | | 6.25% | | 09/2026 | | 5,860 | | | 5,805 | | | 0.7 | | | 5,860 | |
| Tropical Smoothie Cafe Holdings, LLC# | Senior loan | | L + 5.25% | (a)(c) | | 6.25% | | 09/2026 | | 2,610 | | | 2,586 | | | 0.3 | | | 2,610 | |
| Tropical Smoothie Cafe Holdings, LLC(5) | Senior loan | | L + 5.25% | | | N/A(6) | | 09/2026 | | — | | | (1) | | | — | | | — | |
| Velvet Taco Holdings, Inc. | One stop | | L + 9.00% | (c) | | 8.00% cash/2.00% PIK | | 03/2026 | | 1,378 | | | 1,367 | | | 0.2 | | | 1,378 | |
| Velvet Taco Holdings, Inc. | One stop | | L + 7.50% | (c) | | 8.00% cash/0.50% PIK | | 03/2026 | | 121 | | | 120 | | | — | | | 121 | |
| Velvet Taco Holdings, Inc. | One stop | | L + 7.00% | | | N/A(6) | | 03/2026 | | — | | | — | | | — | | | — | |
| | | | | | | | | | | 50,642 | | | 50,113 | | | 6.2 | | | 50,151 | |
| Household Durables | | | | | | | | | | | | | | | | |
| Groundworks LLC | Senior loan | | L + 4.75% | (c) | | 5.75% | | 01/2026 | | 1,393 | | | 1,375 | | | 0.2 | | | 1,393 | |
| Groundworks LLC# | Senior loan | | L + 4.75% | (c) | | 5.75% | | 01/2026 | | 221 | | | 218 | | | — | | | 221 | |
| Groundworks LLC | Senior loan | | L + 4.75% | (c) | | 5.75% | | 01/2026 | | 186 | | | 181 | | | — | | | 186 | |
| Groundworks LLC | Senior loan | | L + 4.75% | | | N/A(6) | | 01/2026 | | — | | | — | | | — | | | — | |
| Groundworks LLC(5) | Senior loan | | L + 4.75% | | | N/A(6) | | 01/2026 | | — | | | (8) | | | — | | | — | |
| | | | | | | | | | | 1,800 | | | 1,766 | | | 0.2 | | | 1,800 | |
See Notes to Consolidated Financial Statements.
57
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Household Products | | | | | | | | | | | | | | | | | | | |
| WU Holdco, Inc. ~ | One stop | | L + 5.50% | (c) | | 6.50% | | 03/2026 | | $ | 1,222 | | | $ | 1,214 | | | 0.1 | | % | $ | 1,223 | | | | |
| WU Holdco, Inc. # | One stop | | L + 5.50% | (c) | | 6.50% | | 03/2026 | | 436 | | | 436 | | | 0.1 | | | 436 | | | | |
| WU Holdco, Inc. | One stop | | L + 5.50% | (c) | | 5.63% | | 03/2025 | | 11 | | | 11 | | | — | | | 11 | | | | |
| WU Holdco, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 03/2026 | | — | | | (1) | | | — | | | — | | | | |
| | | | | | | | | | | 1,669 | | | 1,660 | | | 0.2 | | | 1,670 | | | | |
| Industrial Conglomerates | | | | | | | | | | | | | | | | | | | |
| Arch Global CCT Holdings Corp.# | Senior loan | | L + 4.25% | (c) | | 4.38% | | 04/2026 | | 914 | | | 912 | | | 0.1 | | | 915 | | | | |
| Arch Global CCT Holdings Corp. | Senior loan | | L + 4.25% | | | N/A(6) | | 04/2025 | | — | | | — | | | — | | | — | | | | |
| Arch Global CCT Holdings Corp. | Senior loan | | L + 4.25% | | | N/A(6) | | 04/2026 | | — | | | — | | | — | | | — | | | | |
| Madison Safety & Flow LLC# | Senior loan | | L + 4.00% | (a) | | 4.08% | | 03/2025 | | 173 | | | 173 | | | — | | | 173 | | | | |
| Madison Safety & Flow LLC | Senior loan | | L + 4.00% | (a) | | 4.08% | | 03/2025 | | 3 | | | 3 | | | — | | | 3 | | | | |
| Specialty Measurement Bidco Limited#(7)(8)(9) | One stop | | E + 6.00% | (f) | | 7.00% | | 11/2027 | | 3,189 | | | 3,110 | | | 0.4 | | | 3,100 | | | | |
| Specialty Measurement Bidco Limited#(7)(9) | One stop | | L + 6.00% | (c) | | 7.00% | | 11/2027 | | 3,185 | | | 3,108 | | | 0.4 | | | 3,185 | | | | |
| Specialty Measurement Bidco Limited(5)(7)(8)(9) | One stop | | L + 6.00% | | | N/A(6) | | 11/2027 | | — | | | (19) | | | — | | | — | | | | |
| | | | | | | | | | | 7,464 | | | 7,287 | | | 0.9 | | | 7,376 | | | | |
| Insurance | | | | | | | | | | | | | | | | | | | |
| Alera Group, Inc.# | One stop | | L + 5.50% | (a) | | 6.25% | | 10/2028 | | 10,886 | | | 10,777 | | | 1.4 | | | 10,777 | | | | |
| Alera Group, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2028 | | — | | | (15) | | | — | | | (31) | | | | |
| AMBA Buyer, Inc. # | One stop | | L + 5.75% | (c) | | 6.50% | | 07/2027 | | 1,386 | | | 1,372 | | | 0.2 | | | 1,372 | | | | |
| AMBA Buyer, Inc. | One stop | | L + 5.75% | | | N/A(6) | | 07/2027 | | — | | | — | | | — | | | — | | | | |
| AMBA Buyer, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 07/2027 | | — | | | (4) | | | — | | | (2) | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 08/2025 | | 922 | | | 917 | | | 0.1 | | | 922 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.75% | (c)(d) | | 6.75% | | 08/2025 | | 695 | | | 686 | | | 0.1 | | | 700 | | | | |
| Integrity Marketing Acquisition, LLC~ | Senior loan | | L + 5.50% | (c) | | 6.50% | | 08/2025 | | 359 | | | 356 | | | — | | | 359 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 08/2025 | | 315 | | | 314 | | | — | | | 315 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.50% | (c) | | 6.25% | | 08/2025 | | 201 | | | 191 | | | — | | | 195 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.50% | (c) | | 6.50% | | 08/2025 | | 191 | | | 190 | | | — | | | 191 | | | | |
| Integrity Marketing Acquisition, LLC | Senior loan | | L + 5.75% | | | N/A(6) | | 08/2025 | | — | | | — | | | — | | | — | | | | |
| J.S. Held Holdings, LLC#~ | One stop | | L + 5.50% | (c) | | 6.50% | | 07/2025 | | 18,588 | | | 18,306 | | | 2.3 | | | 18,588 | | | | |
| J.S. Held Holdings, LLC | One stop | | L + 5.50% | (c) | | 6.50% | | 07/2025 | | 1,036 | | | 984 | | | 0.1 | | | 1,036 | | | | |
| J.S. Held Holdings, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 07/2025 | | — | | | (3) | | | — | | | — | | | | |
| Long Term Care Group, Inc.# | One stop | | L + 6.00% | (c) | | 6.75% | | 09/2027 | | 1,281 | | | 1,255 | | | 0.2 | | | 1,255 | | | | |
| Majesco#~ | One stop | | L + 7.25% | (c) | | 8.25% | | 09/2027 | | 7,568 | | | 7,457 | | | 0.9 | | | 7,570 | | | | |
| Majesco(5) | One stop | | L + 7.25% | | | N/A(6) | | 09/2026 | | — | | | (3) | | | — | | | — | | | | |
| Norvax, LLC# | Senior loan | | L + 4.00% | (d) | | 5.00% | | 09/2025 | | 12,834 | | | 12,775 | | | 1.6 | | | 12,834 | | | | |
| Orchid Underwriters Agency, LLC~ | Senior loan | | L + 4.50% | (c) | | 4.63% | | 12/2024 | | 786 | | | 782 | | | 0.1 | | | 786 | | | | |
| Orchid Underwriters Agency, LLC | Senior loan | | L + 4.50% | (c) | | 5.50% | | 12/2024 | | 202 | | | 201 | | | — | | | 202 | | | | |
| Orchid Underwriters Agency, LLC | Senior loan | | L + 4.50% | | | N/A(6) | | 12/2024 | | — | | | — | | | — | | | — | | | | |
| Pareto Health Intermediate Holdings, Inc. # | One stop | | L + 5.75% | (d) | | 6.75% | | 08/2025 | | 3,140 | | | 3,110 | | | 0.4 | | | 3,109 | | | | |
| People Corporation#(7)(8)(10) | One stop | | C + 6.25% | (k) | | 7.25% | | 02/2028 | | 5,829 | | | 5,736 | | | 0.8 | | | 5,944 | | | | |
| People Corporation(7)(8)(10) | One stop | | C + 6.25% | (k) | | 7.25% | | 02/2028 | | 1,603 | | | 1,586 | | | 0.2 | | | 1,603 | | | | |
| People Corporation(7)(8)(10) | One stop | | C + 6.25% | (k) | | 7.25% | | 02/2027 | | 35 | | | 32 | | | — | | | 33 | | | | |
| People Corporation(5)(7)(8)(10) | One stop | | C + 5.50% | | | N/A(6) | | 02/2028 | | — | | | (27) | | | — | | | (61) | | | | |
See Notes to Consolidated Financial Statements.
58
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Insurance (continued) | | | | | | | | | | | | | | | | | | | |
| RSC Acquisition, Inc.~ | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2026 | | $ | 12,338 | | | $ | 12,139 | | | 1.5 | | % | $ | 12,338 | | | | |
| RSC Acquisition, Inc.~ | One stop | | L + 5.50% | (b)(c) | | 6.50% | | 10/2026 | | 1,568 | | | 1,460 | | | 0.2 | | | 1,568 | | | | |
| RSC Acquisition, Inc. | One stop | | L + 5.50% | (c) | | 6.50% | | 10/2026 | | 83 | | | 30 | | | — | | | 83 | | | | |
| RSC Acquisition, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 10/2026 | | — | | | (1) | | | — | | | — | | | | |
| Sunstar Insurance Group, LLC# | Senior loan | | L + 5.75% | (c) | | 6.75% | | 10/2026 | | 314 | | | 310 | | | — | | | 314 | | | | |
| Sunstar Insurance Group, LLC | Senior loan | | L + 5.75% | (c) | | 6.75% | | 10/2026 | | 159 | | | 156 | | | — | | | 159 | | | | |
| Sunstar Insurance Group, LLC | Senior loan | | L + 5.75% | (c) | | 6.75% | | 10/2026 | | 83 | | | 80 | | | — | | | 83 | | | | |
| Sunstar Insurance Group, LLC | Senior loan | | L + 5.75% | | | N/A(6) | | 10/2026 | | — | | | — | | | — | | | — | | | | |
| TigerRisk, LLC# | One stop | | L + 5.25% | (c) | | 6.25% | | 06/2027 | | 8,872 | | | 8,788 | | | 1.1 | | | 8,872 | | | | |
| TigerRisk, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 06/2027 | | — | | | (1) | | | — | | | — | | | | |
| | | | | | | | | | | 91,274 | | | 89,936 | | | 11.2 | | | 91,114 | | | | |
| Internet & Catalog Retail | | | | | | | | | | | | | | | | | | | |
| AQ Holdco Inc. #~ | One stop | | L + 5.25% | (c) | | 6.25% | | 04/2027 | | 5,982 | | | 5,925 | | | 0.8 | | | 5,982 | | | | |
| AQ Holdco Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 04/2027 | | 3,501 | | | 3,468 | | | 0.4 | | | 3,501 | | | | |
| AQ Holdco Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 04/2027 | | 1,736 | | | 1,720 | | | 0.2 | | | 1,736 | | | | |
| AQ Holdco Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 04/2027 | | 1,046 | | | 1,036 | | | 0.1 | | | 1,046 | | | | |
| AQ Holdco Inc. | One stop | | L + 5.25% | (c) | | 6.25% | | 04/2027 | | 184 | | | 176 | | | — | | | 184 | | | | |
| AQ Holdco Inc.(5) | One stop | | L + 5.25% | | | N/A(6) | | 04/2027 | | — | | | (2) | | | — | | | — | | | | |
| | | | | | | | | | | 12,449 | | | 12,323 | | | 1.5 | | | 12,449 | | | | |
| IT Services | | | | | | | | | | | | | | | | | | | |
| Acquia, Inc.# | One stop | | L + 7.00% | (c) | | 8.00% | | 10/2025 | | 2,442 | | | 2,419 | | | 0.3 | | | 2,418 | | | | |
| Acquia, Inc. | One stop | | L + 7.00% | (c) | | 8.00% | | 10/2025 | | 4 | | | 4 | | | — | | | 4 | | | | |
| Appriss Holdings, Inc.#~ | One stop | | L + 6.00% | (c) | | 7.00% | | 05/2026 | | 8,498 | | | 8,347 | | | 1.0 | | | 8,498 | | | | |
| Appriss Holdings, Inc. | One stop | | P + 5.00% | (e) | | 8.25% | | 05/2025 | | 50 | | | 47 | | | — | | | 50 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc.# | One stop | | L + 7.50% | (c) | | 8.50% cash/1.00% PIK | | 08/2025 | | 1,721 | | | 1,669 | | | 0.2 | | | 1,761 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc. | One stop | | L + 6.50% | | | N/A(6) | | 08/2025 | | — | | | — | | | — | | | 1 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc.(5) | One stop | | L + 6.50% | | | N/A(6) | | 08/2025 | | — | | | (4) | | | — | | | — | | | | |
| Centrify Corporation# | One stop | | L + 5.75% | (c) | | 6.75% | | 03/2028 | | 6,563 | | | 6,473 | | | 0.8 | | | 6,566 | | | | |
| Centrify Corporation# | One stop | | L + 6.00% | (c) | | 7.00% | | 03/2028 | | 3,850 | | | 3,806 | | | 0.5 | | | 3,852 | | | | |
| Centrify Corporation(5) | One stop | | L + 5.75% | | | N/A(6) | | 03/2027 | | — | | | (3) | | | — | | | (1) | | | | |
| CivicPlus, LLC# | One stop | | L + 6.25% | (c) | | 7.00% | | 08/2027 | | 2,623 | | | 2,597 | | | 0.3 | | | 2,596 | | | | |
| CivicPlus, LLC | One stop | | L + 6.25% | | | N/A(6) | | 08/2027 | | — | | | — | | | — | | | — | | | | |
| CivicPlus, LLC(5) | One stop | | L + 6.25% | | | N/A(6) | | 08/2027 | | — | | | (12) | | | — | | | (12) | | | | |
| Cordeagle US Finco, Inc.# | One stop | | L + 6.75% | (c) | | 7.75% | | 07/2027 | | 1,440 | | | 1,412 | | | 0.2 | | | 1,411 | | | | |
| Cordeagle US Finco, Inc.(5) | One stop | | L + 6.75% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (1) | | | | |
| Episerver, Inc.# | One stop | | L + 5.50% | (c) | | 6.50% | | 04/2026 | | 4,951 | | | 4,882 | | | 0.6 | | | 4,945 | | | | |
| Episerver, Inc.(7)(8) | One stop | | E + 5.75% | (f) | | 5.75% | | 04/2026 | | 4,678 | | | 4,635 | | | 0.6 | | | 4,710 | | | | |
| Episerver, Inc. | One stop | | L + 5.50% | (c) | | 6.50% | | 04/2026 | | 2,712 | | | 2,688 | | | 0.3 | | | 2,709 | | | | |
| Episerver, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 04/2026 | | — | | | (4) | | | — | | | — | | | | |
| Infinisource, Inc.#~ | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2026 | | 10,355 | | | 10,279 | | | 1.3 | | | 10,355 | | | | |
| Infinisource, Inc. | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2026 | | 4,936 | | | 4,900 | | | 0.6 | | | 4,936 | | | | |
| Infinisource, Inc. | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2026 | | 1,716 | | | 1,704 | | | 0.2 | | | 1,716 | | | | |
| Infinisource, Inc.# | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2026 | | 1,224 | | | 1,213 | | | 0.2 | | | 1,224 | | | | |
| Infinisource, Inc. | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2026 | | 118 | | | 117 | | | — | | | 118 | | | | |
| PCS Intermediate II Holdings, LLC~ | One stop | | L + 5.25% | (c) | | 6.25% | | 01/2026 | | 4,870 | | | 4,834 | | | 0.6 | | | 4,870 | | | | |
| PCS Intermediate II Holdings, LLC# | One stop | | L + 5.25% | (c) | | 6.25% | | 01/2026 | | 712 | | | 706 | | | 0.1 | | | 712 | | | | |
| PCS Intermediate II Holdings, LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 01/2026 | | — | | | (1) | | | — | | | — | | | | |
| Recordxtechnologies, LLC#~ | One stop | | L + 5.50% | (c) | | 6.50% | | 12/2025 | | 18,511 | | | 18,350 | | | 2.2 | | | 18,140 | | | | |
| Recordxtechnologies, LLC | One stop | | L + 5.50% | (c) | | 6.50% | | 12/2025 | | 1,688 | | | 1,671 | | | 0.2 | | | 1,654 | | | | |
See Notes to Consolidated Financial Statements.
59
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| IT Services (continued) | | | | | | | | | | | | | | | | | | | |
| Recordxtechnologies, LLC | One stop | | L + 5.50% | (c) | | 6.50% | | 12/2025 | | $ | 100 | | | $ | 98 | | | — | | % | $ | 96 | | | | |
| Red Dawn SEI Buyer, Inc.#~ | Senior loan | | L + 4.25% | (d) | | 5.25% | | 11/2025 | | 13,438 | | | 13,322 | | | 1.6 | | | 13,387 | | | | |
| Red Dawn SEI Buyer, Inc.#(7)(8) | Senior loan | | L + 4.50% | (h) | | 5.50% | | 11/2025 | | 9,594 | | | 9,512 | | | 1.2 | | | 9,483 | | | | |
| Red Dawn SEI Buyer, Inc. | Senior loan | | L + 4.25% | (d) | | 5.25% | | 11/2025 | | 2,389 | | | 2,373 | | | 0.3 | | | 2,380 | | | | |
| Red Dawn SEI Buyer, Inc. | Senior loan | | L + 4.50% | (d) | | 5.50% | | 11/2025 | | 991 | | | 972 | | | 0.1 | | | 1,003 | | | | |
| Red Dawn SEI Buyer, Inc.(5) | Senior loan | | L + 4.25% | | | N/A(6) | | 11/2025 | | — | | | (2) | | | — | | | (1) | | | | |
| Saturn Borrower Inc.#~ | One stop | | L + 6.50% | (c) | | 7.50% | | 09/2026 | | 8,036 | | | 7,832 | | | 1.0 | | | 8,036 | | | | |
| Saturn Borrower Inc. | One stop | | L + 6.50% | (c) | | 7.50% | | 09/2026 | | 41 | | | 39 | | | — | | | 41 | | | | |
| | | | | | | | | | | 118,251 | | | 116,874 | | | 14.4 | | | 117,657 | | | | |
See Notes to Consolidated Financial Statements.
60
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Leisure Products | | | | | | | | | | | | | | | | | | | |
| WBZ Investment LLC | One stop | | L + 6.50% | (c) | | 6.50% cash/1.00% PIK | | 09/2024 | | $ | 1,451 | | | $ | 1,444 | | | 0.2 | | % | $ | 1,451 | | | | |
| WBZ Investment LLC | One stop | | L + 6.50% | (c) | | 6.50% cash/1.00% PIK | | 09/2024 | | 481 | | | 479 | | | 0.1 | | | 481 | | | | |
| WBZ Investment LLC | One stop | | L + 6.50% | (c) | | 6.50% cash/1.00% PIK | | 09/2024 | | 334 | | | 333 | | | — | | | 334 | | | | |
| WBZ Investment LLC | One stop | | L + 6.50% | (c) | | 6.50% cash/1.00% PIK | | 09/2024 | | 171 | | | 170 | | | — | | | 171 | | | | |
| WBZ Investment LLC | One stop | | L + 6.50% | (c) | | 6.50% cash/1.00% PIK | | 09/2024 | | 41 | | | 41 | | | — | | | 41 | | | | |
| | | | | | | | | | | 2,478 | | | 2,467 | | | 0.3 | | | 2,478 | | | | |
| Life Sciences Tools & Services | | | | | | | | | | | | | | | | | | | |
| Unchained Labs, LLC# | Senior loan | | L + 5.50% | (a) | | 6.50% | | 08/2027 | | 367 | | | 359 | | | — | | | 359 | | | | |
| Unchained Labs, LLC(5) | Senior loan | | L + 5.50% | | | N/A(6) | | 08/2027 | | — | | | (1) | | | — | | | (1) | | | | |
| Unchained Labs, LLC(5) | Senior loan | | L + 5.50% | | | N/A(6) | | 08/2027 | | — | | | (9) | | | — | | | (9) | | | | |
| | | | | | | | | | | 367 | | | 349 | | | — | | | 349 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Machinery | | | | | | | | | | | | | | | | | | | |
| Bad Boy Mowers Acquisition, LLC# | Senior loan | | L + 4.25% | (a) | | 5.00% | | 03/2028 | | 794 | | | 792 | | | 0.1 | | | 794 | | | | |
| Blackbird Purchaser, Inc. ~ | Senior loan | | L + 4.50% | (c)(e) | | 4.63% | | 04/2026 | | 5,008 | | | 4,944 | | | 0.7 | | | 5,016 | | | | |
| Blackbird Purchaser, Inc. | Senior loan | | L + 4.50% | (c) | | 4.63% | | 04/2024 | | 64 | | | 62 | | | — | | | 63 | | | | |
| Chase Industries, Inc. | Senior loan | | L + 7.00% | (c) | | 6.50% cash/1.50% PIK | | 05/2025 | | 1,956 | | | 1,938 | | | 0.2 | | | 1,565 | | | | |
| Chase Industries, Inc. | Senior loan | | L + 7.00% | (d) | | 6.50% cash/1.50% PIK | | 05/2025 | | 339 | | | 336 | | | — | | | 271 | | | | |
| Chase Industries, Inc. | Senior loan | | L + 7.00% | (c) | | 6.50% cash/1.50% PIK | | 05/2023 | | 146 | | | 145 | | | — | | | 110 | | | | |
| Time Manufacturing Acquisition, LLC# | Senior loan | | L + 5.00% | (c) | | 6.00% | | 02/2023 | | 275 | | | 275 | | | — | | | 275 | | | | |
| | | | | | | | | | | 8,582 | | | 8,492 | | | 1.0 | | | 8,094 | | | | |
| Marine | | | | | | | | | | | | | | | | | | | |
| Veson Nautical LLC~ | One stop | | L + 5.25% | (c) | | 6.25% | | 11/2025 | | 3,869 | | | 3,837 | | | 0.5 | | | 3,869 | | | | |
| Veson Nautical LLC# | One stop | | L + 5.25% | (c) | | 6.25% | | 11/2025 | | 2,918 | | | 2,890 | | | 0.3 | | | 2,918 | | | | |
| Veson Nautical LLC(5) | One stop | | L + 5.25% | | | N/A(6) | | 11/2025 | | — | | | (1) | | | — | | | — | | | | |
| | | | | | | | | | | 6,787 | | | 6,726 | | | 0.8 | | | 6,787 | | | | |
| Media | | | | | | | | | | | | | | | | | | | |
| Triple Lift, Inc.# | One stop | | L + 5.75% | (c) | | 6.50% | | 05/2028 | | 2,129 | | | 2,089 | | | 0.3 | | | 2,129 | | | | |
| Triple Lift, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (1) | | | — | | | — | | | | |
| | | | | | | | | | | 2,129 | | | 2,088 | | | 0.3 | | | 2,129 | | | | |
| Oil, Gas & Consumable Fuels | | | | | | | | | | | | | | | | | | | |
| 3ES Innovation, Inc.#(7)(10) | One stop | | L + 6.75% | (c) | | 7.75% | | 05/2025 | | 5,623 | | | 5,551 | | | 0.7 | | | 5,623 | | | | |
| 3ES Innovation, Inc.(5)(7)(10) | One stop | | L + 6.75% | | | N/A(6) | | 05/2025 | | — | | | (1) | | | — | | | — | | | | |
| Drilling Info Holdings, Inc.#~ | Senior loan | | L + 4.50% | (a) | | 4.58% | | 07/2025 | | 11,960 | | | 11,726 | | | 1.5 | | | 12,041 | | | | |
| Drilling Info Holdings, Inc.#~ | Senior loan | | L + 4.25% | (a) | | 4.33% | | 07/2025 | | 9,730 | | | 9,653 | | | 1.2 | | | 9,712 | | | | |
| Drilling Info Holdings, Inc.(5) | Senior loan | | L + 4.25% | | | N/A(6) | | 07/2023 | | — | | | (1) | | | — | | | (1) | | | | |
| Drilling Info Holdings, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 07/2023 | | — | | | (2) | | | — | | | (1) | | | | |
| Project Power Buyer, LLC~ | One stop | | L + 6.00% | (c) | | 7.00% | | 05/2026 | | 3,861 | | | 3,824 | | | 0.4 | | | 3,861 | | | | |
| Project Power Buyer, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 05/2025 | | — | | | (1) | | | — | | | — | | | | |
| | | | | | | | | | | 31,174 | | | 30,749 | | | 3.8 | | | 31,235 | | | | |
| Paper & Forest Products | | | | | | | | | | | | | | | | | | | |
| Messenger, LLC~ | One stop | | L + 5.50% | (a)(e) | | 6.50% | | 08/2023 | | 2,001 | | | 1,992 | | | 0.2 | | | 2,001 | | | | |
| Messenger, LLC | One stop | | L + 5.50% | | | N/A(6) | | 08/2023 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 2,001 | | | 1,992 | | | 0.2 | | | 2,001 | | | | |
See Notes to Consolidated Financial Statements.
61
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Pharmaceuticals | | | | | | | | | | | | | | | | | | | |
| ACP Ulysses Buyer, Inc.~ | Senior loan | | L + 5.00% | (a) | | 6.00% | | 02/2026 | | $ | 4,829 | | | $ | 4,793 | | | 0.6 | | % | $ | 4,829 | | | | |
| Amalthea Parent, Inc.#(7)(10)~ | One stop | | L + 5.00% | (a) | | 6.00% | | 03/2027 | | 10,186 | | | 10,093 | | | 1.2 | | | 10,186 | | | | |
| Amalthea Parent, Inc.(5)(7)(10) | One stop | | L + 5.00% | | | N/A(6) | | 03/2027 | | — | | | (2) | | | — | | | — | | | | |
| Amalthea Parent, Inc.(5)(7)(10) | One stop | | L + 5.00% | | | N/A(6) | | 03/2027 | | — | | | (18) | | | — | | | — | | | | |
| Spark Bidco Limited#(7)(8)(9) | Senior loan | | SN + 4.75% | (l) | | 4.80% | | 08/2028 | | 11,604 | | | 11,433 | | | 1.4 | | | 11,221 | | | | |
| Spark Bidco Limited(7)(8)(9) | Senior loan | | SN + 4.75% | | | N/A(6) | | 02/2028 | | — | | | — | | | — | | | — | | | | |
| Spark Bidco Limited(5)(7)(8)(9) | Senior loan | | SN + 4.75% | | | N/A(6) | | 08/2028 | | — | | | (32) | | | — | | | (32) | | | | |
| | | | | | | | | | | 26,619 | | | 26,267 | | | 3.2 | | | 26,204 | | | | |
| Professional Services | | | | | | | | | | | | | | | | | | | |
| IG Investments Holdings, LLC# | One stop | | L + 6.00% | (c) | | 6.75% | | 09/2028 | | 2,804 | | | 2,748 | | | 0.3 | | | 2,748 | | | | |
| IG Investments Holdings, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 09/2027 | | — | | | (1) | | | — | | | (1) | | | | |
| Net Health Acquisition Corp.# | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2025 | | 1,465 | | | 1,452 | | | 0.2 | | | 1,465 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2025 | | 858 | | | 847 | | | 0.1 | | | 858 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2025 | | 738 | | | 729 | | | 0.1 | | | 738 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2025 | | 463 | | | 458 | | | 0.1 | | | 463 | | | | |
| Net Health Acquisition Corp.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2025 | | 110 | | | 108 | | | — | | | 110 | | | | |
| Net Health Acquisition Corp.(5) | One stop | | L + 5.75% | | | N/A(6) | | 12/2025 | | — | | | (2) | | | — | | | — | | | | |
| Nexus Brands Group, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 583 | | | 580 | | | 0.1 | | | 583 | | | | |
| Nexus Brands Group, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 507 | | | 504 | | | 0.1 | | | 507 | | | | |
| Nexus Brands Group, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 290 | | | 289 | | | — | | | 290 | | | | |
| Nexus Brands Group, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 210 | | | 209 | | | — | | | 210 | | | | |
| Nexus Brands Group, Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 11/2023 | | 80 | | | 80 | | | — | | | 80 | | | | |
| Nexus Brands Group, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 79 | | | 79 | | | — | | | 79 | | | | |
| Nexus Brands Group, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 50 | | | 50 | | | — | | | 50 | | | | |
| Nexus Brands Group, Inc. | One stop | | L + 5.75% | (b) | | 6.75% | | 11/2023 | | 46 | | | 46 | | | — | | | 46 | | | | |
| Nexus Brands Group, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 40 | | | 40 | | | — | | | 40 | | | | |
| Nexus Brands Group, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 11/2023 | | 11 | | | 10 | | | — | | | 11 | | | | |
| Nexus Brands Group, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 11/2023 | | — | | | (3) | | | — | | | — | | | | |
| PlanSource Holdings, Inc. # | One stop | | L + 6.25% | (c) | | 7.25% | | 04/2025 | | 2,818 | | | 2,800 | | | 0.4 | | | 2,818 | | | | |
| PlanSource Holdings, Inc. | One stop | | L + 6.25% | (c) | | 7.25% | | 04/2025 | | 41 | | | 41 | | | — | | | 41 | | | | |
| | | | | | | | | | | 11,193 | | | 11,064 | | | 1.4 | | | 11,136 | | | | |
See Notes to Consolidated Financial Statements.
62
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Real Estate Management & Development | | | | | | | | | | | | | | | | | | | |
| MRI Software LLC#~ | One stop | | L + 5.50% | (d) | | 6.50% | | 02/2026 | | $ | 14,830 | | | $ | 14,742 | | | 1.8 | | % | $ | 14,830 | | | | |
| MRI Software LLC~ | One stop | | L + 5.50% | (d) | | 6.50% | | 02/2026 | | 2,118 | | | 2,074 | | | 0.3 | | | 2,118 | | | | |
| MRI Software LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 02/2026 | | — | | | (2) | | | — | | | — | | | | |
| MRI Software LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 02/2026 | | — | | | (2) | | | — | | | — | | | | |
| MRI Software LLC | One stop | | L + 5.50% | | | N/A(6) | | 02/2026 | | — | | | — | | | — | | | — | | | | |
| MRI Software LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 02/2026 | | — | | | (6) | | | — | | | — | | | | |
| Property Brands, Inc.# | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2025 | | 9,535 | | | 9,442 | | | 1.2 | | | 9,439 | | | | |
| Property Brands, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2025 | | 2,751 | | | 2,731 | | | 0.4 | | | 2,723 | | | | |
| Property Brands, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2025 | | 2,569 | | | 2,533 | | | 0.3 | | | 2,544 | | | | |
| Property Brands, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2025 | | 1,111 | | | 1,103 | | | 0.2 | | | 1,100 | | | | |
| Property Brands, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 07/2025 | | 906 | | | 900 | | | 0.1 | | | 897 | | | | |
| Property Brands, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 07/2025 | | 391 | | | 388 | | | — | | | 387 | | | | |
| Property Brands, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2025 | | 332 | | | 330 | | | — | | | 329 | | | | |
| Property Brands, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 07/2025 | | 331 | | | 328 | | | — | | | 328 | | | | |
| Property Brands, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 07/2025 | | 261 | | | 259 | | | — | | | 258 | | | | |
| Property Brands, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 07/2025 | | 138 | | | 137 | | | — | | | 136 | | | | |
| Property Brands, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 07/2025 | | — | | | (1) | | | — | | | (1) | | | | |
| Property Brands, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 07/2025 | | — | | | (163) | | | — | | | (167) | | | | |
| RPL Bidco Limited(7)(8)(9) | One stop | | SN + 5.75% | (l) | | 5.80% | | 08/2028 | | 8,713 | | | 8,585 | | | 1.0 | | | 8,359 | | | | |
| RPL Bidco Limited(7)(8)(9) | One stop | | SN + 5.75% | | | N/A(6) | | 02/2028 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 43,986 | | | 43,378 | | | 5.3 | | | 43,280 | | | | |
| Road & Rail | | | | | | | | | | | | | | | | | | | |
| Gruden Acquisition, Inc# | One stop | | L + 5.50% | (c) | | 6.50% | | 07/2028 | | 972 | | | 949 | | | 0.1 | | | 948 | | | | |
| Gruden Acquisition, Inc(5) | One stop | | L + 5.50% | | | N/A(6) | | 07/2026 | | — | | | (1) | | | — | | | (1) | | | | |
| Gruden Acquisition, Inc(5) | One stop | | L + 5.50% | | | N/A(6) | | 07/2028 | | — | | | (9) | | | — | | | (9) | | | | |
| Internet Truckstop Group LLC~ | One stop | | L + 5.75% | (c) | | 6.75% | | 04/2025 | | 7,955 | | | 7,814 | | | 1.0 | | | 7,955 | | | | |
| Internet Truckstop Group LLC# | One stop | | L + 5.75% | (c) | | 6.75% | | 04/2025 | | 3,498 | | | 3,452 | | | 0.4 | | | 3,498 | | | | |
| Internet Truckstop Group LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 04/2025 | | — | | | (2) | | | — | | | — | | | | |
| | | | | | | | | | | 12,425 | | | 12,203 | | | 1.5 | | | 12,391 | | | | |
See Notes to Consolidated Financial Statements.
63
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | | | | | | | | | | | | | | |
| Software | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Appfire Technologies, LLC#~ | One stop | | L + 5.50% | (c) | | 6.50% | | 03/2027 | | $ | 13,328 | | | $ | 13,150 | | | 1.6 | | % | $ | 13,328 | | | | | | | | | | | | | | | | | |
| Appfire Technologies, LLC | One stop | | L + 5.50% | (c) | | 6.50% | | 03/2027 | | 20 | | | 19 | | | — | | | 20 | | | | | | | | | | | | | | | | | |
| Appfire Technologies, LLC | One stop | | L + 5.50% | | | N/A(6) | | 03/2027 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| Appfire Technologies, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 03/2027 | | — | | | (6) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Apptio, Inc. # | One stop | | L + 7.25% | (c) | | 8.25% | | 01/2025 | | 12,605 | | | 12,467 | | | 1.5 | | | 12,605 | | | | | | | | | | | | | | | | | |
| Apptio, Inc. | One stop | | L + 7.25% | (c) | | 8.25% | | 01/2025 | | 38 | | | 37 | | | — | | | 38 | | | | | | | | | | | | | | | | | |
| Aras Corporation# | One stop | | L + 7.00% | (c) | | 4.25% cash/3.75% PIK | | 04/2027 | | 3,985 | | | 3,948 | | | 0.5 | | | 3,992 | | | | | | | | | | | | | | | | | |
| Aras Corporation(5) | One stop | | L + 6.50% | | | N/A(6) | | 04/2027 | | — | | | (1) | | | — | | | (2) | | | | | | | | | | | | | | | | | |
| Aras Corporation(5) | One stop | | L + 3.25% | | | N/A(6) | | 04/2027 | | — | | | (5) | | | — | | | 1 | | | | | | | | | | | | | | | | | |
| Auvik Networks Inc.#(7)(10) | One stop | | L + 5.75% | (c) | | 4.00% cash/2.75% PIK | | 07/2027 | | 2,943 | | | 2,915 | | | 0.4 | | | 2,914 | | | | | | | | | | | | | | | | | |
| Auvik Networks Inc.(5)(7)(10) | One stop | | L + 5.50% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (1) | | | | | | | | | | | | | | | | | |
| Axiom Merger Sub Inc. | One stop | | L + 6.00% | (c)(d) | | 7.00% | | 04/2026 | | 1,141 | | | 1,126 | | | 0.1 | | | 1,141 | | | | | | | | | | | | | | | | | |
| Axiom Merger Sub Inc.# | One stop | | L + 6.00% | (c) | | 7.00% | | 04/2026 | | 981 | | | 972 | | | 0.1 | | | 981 | | | | | | | | | | | | | | | | | |
| Axiom Merger Sub Inc.(7)(8) | One stop | | E + 6.25% | (f) | | 6.25% | | 04/2026 | | 476 | | | 469 | | | 0.1 | | | 489 | | | | | | | | | | | | | | | | | |
| Axiom Merger Sub Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 04/2026 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Axiom Merger Sub Inc.(5) | One stop | | L + 6.00% | | | N/A(6) | | 04/2026 | | — | | | (2) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Azul Systems, Inc.~ | Senior loan | | L + 4.50% | (c) | | 5.50% | | 04/2027 | | 9,492 | | | 9,417 | | | 1.2 | | | 9,497 | | | | | | | | | | | | | | | | | |
| Azul Systems, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 04/2026 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Bearcat Buyer, Inc.# | Senior loan | | L + 4.25% | (c) | | 5.25% | | 07/2026 | | 572 | | | 567 | | | 0.1 | | | 569 | | | | | | | | | | | | | | | | | |
| Bearcat Buyer, Inc. | Senior loan | | L + 4.25% | (c) | | 5.25% | | 07/2026 | | 203 | | | 201 | | | — | | | 202 | | | | | | | | | | | | | | | | | |
| Bearcat Buyer, Inc.# | Senior loan | | L + 4.25% | (c) | | 5.25% | | 07/2026 | | 152 | | | 150 | | | — | | | 151 | | | | | | | | | | | | | | | | | |
| Bearcat Buyer, Inc. | Senior loan | | L + 4.25% | | | N/A(6) | | 07/2024 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| Beqom North America, Inc.# | One stop | | L + 7.50% | (c)(d) | | 7.00% cash/1.50% PIK | | 06/2026 | | 364 | | | 362 | | | — | | | 383 | | | | | | | | | | | | | | | | | |
| Beqom North America, Inc. | One stop | | L + 6.00% | | | N/A(6) | | 06/2026 | | — | | | — | | | — | | | 1 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc.#~ | One stop | | L + 5.75% | (c) | | 6.75% | | 09/2026 | | 13,409 | | | 13,214 | | | 1.6 | | | 13,412 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc.(7)(8) | One stop | | L + 6.00% | (g) | | 6.08% | | 09/2026 | | 2,392 | | | 2,358 | | | 0.3 | | | 2,624 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 09/2026 | | 1,470 | | | 1,449 | | | 0.2 | | | 1,470 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc.#(7)(8) | One stop | | E + 5.75% | (f) | | 5.75% | | 09/2026 | | 961 | | | 947 | | | 0.1 | | | 1,009 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 09/2026 | | 659 | | | 649 | | | 0.1 | | | 659 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 09/2026 | | 603 | | | 591 | | | 0.1 | | | 604 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 09/2026 | | 525 | | | 518 | | | 0.1 | | | 525 | | | | | | | | | | | | | | | | | |
| Bullhorn, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 09/2026 | | — | | | (4) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Burning Glass Intermediate Holdings Company, Inc.# | One stop | | L + 5.00% | (a) | | 6.00% | | 06/2028 | | 3,844 | | | 3,771 | | | 0.5 | | | 3,848 | | | | | | | | | | | | | | | | | |
| Burning Glass Intermediate Holdings Company, Inc.(5) | One stop | | L + 5.00% | | | N/A(6) | | 06/2026 | | — | | | (2) | | | — | | | (1) | | | | | | | | | | | | | | | | | |
| Calabrio, Inc. # | One stop | | L + 7.00% | (c) | | 8.00% | | 04/2027 | | 21,174 | | | 20,881 | | | 2.6 | | | 21,174 | | | | | | | | | | | | | | | | | |
| Calabrio, Inc.(5) | One stop | | L + 7.00% | | | N/A(6) | | 04/2027 | | — | | | (4) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Cloudbees, Inc. | One stop | | L + 9.00% | (a) | | 9.50% cash/0.50% PIK | | 05/2023 | | 850 | | | 843 | | | 0.1 | | | 850 | | | | | | | | | | | | | | | | | |
| Cloudbees, Inc.# | One stop | | L + 9.00% | (a) | | 9.50% cash/0.50% PIK | | 05/2023 | | 706 | | | 697 | | | 0.1 | | | 706 | | | | | | | | | | | | | | | | | |
| Cloudbees, Inc. | One stop | | L + 9.00% | (a) | | 9.50% cash/0.50% PIK | | 05/2023 | | 499 | | | 498 | | | 0.1 | | | 499 | | | | | | | | | | | | | | | | | |
| Cloudbees, Inc. | One stop | | L + 8.50% | | | N/A(6) | | 05/2023 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
64
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | | | | | | | | | | | | | | |
| Software - (continued) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cybergrants Holdings, LLC# | One stop | | L + 6.50% | (c) | | 7.25% | | 09/2027 | | $ | 24,690 | | | $ | 24,324 | | | 3.0 | | % | $ | 24,443 | | | | | | | | | | | | | | | | | |
| Cybergrants Holdings, LLC(5) | One stop | | L + 6.50% | | | N/A(6) | | 09/2027 | | — | | | (3) | | | — | | | (2) | | | | | | | | | | | | | | | | | |
| Cybergrants Holdings, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 09/2027 | | — | | | (18) | | | — | | | (18) | | | | | | | | | | | | | | | | | |
| Digital Guardian, Inc. | One stop | | L + 9.50% | (c) | | 7.50% cash/3.00% PIK | | 06/2023 | | 1,750 | | | 1,745 | | | 0.2 | | | 1,869 | | | | | | | | | | | | | | | | | |
| Digital Guardian, Inc. | Subordinated debt | | N/A | | | 8.00% PIK | | 06/2023 | | 2 | | | 1 | | | — | | | 2 | | | | | | | | | | | | | | | | | |
| Digital Guardian, Inc. | One stop | | L + 5.00% | | | N/A(6) | | 06/2023 | | — | | | — | | | — | | | 1 | | | | | | | | | | | | | | | | | |
| Diligent Corporation#~ | One stop | | L + 6.25% | (c) | | 7.25% | | 08/2025 | | 27,772 | | | 27,505 | | | 3.5 | | | 27,937 | | | | | | | | | | | | | | | | | |
| Diligent Corporation# | One stop | | L + 5.75% | (c) | | 6.75% | | 08/2025 | | 2,358 | | | 2,337 | | | 0.3 | | | 2,333 | | | | | | | | | | | | | | | | | |
| Diligent Corporation | One stop | | L + 6.25% | (c) | | 7.25% | | 08/2025 | | 434 | | | 395 | | | 0.1 | | | 436 | | | | | | | | | | | | | | | | | |
| Diligent Corporation(5) | One stop | | L + 6.25% | | | N/A(6) | | 08/2025 | | — | | | (6) | | | — | | | 5 | | | | | | | | | | | | | | | | | |
| Diligent Corporation(5) | One stop | | L + 6.25% | | | N/A(6) | | 08/2025 | | — | | | (37) | | | — | | | 9 | | | | | | | | | | | | | | | | | |
| FirstUp, Inc# | One stop | | L + 6.75% | (c) | | 4.25% cash/3.50% PIK | | 07/2027 | | 3,199 | | | 3,168 | | | 0.4 | | | 3,167 | | | | | | | | | | | | | | | | | |
| FirstUp, Inc(5) | One stop | | L + 6.25% | | | N/A(6) | | 07/2027 | | — | | | (1) | | | — | | | (1) | | | | | | | | | | | | | | | | | |
| Gainsight, Inc.# | One stop | | L + 6.25% | (c) | | 7.00% | | 07/2027 | | 3,086 | | | 3,033 | | | 0.4 | | | 3,032 | | | | | | | | | | | | | | | | | |
| Gainsight, Inc.(5) | One stop | | L + 6.25% | | | N/A(6) | | 07/2027 | | — | | | (2) | | | — | | | (2) | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc.#~ | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 15,403 | | | 15,265 | | | 1.9 | | | 15,403 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 4,337 | | | 4,298 | | | 0.6 | | | 4,337 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc.# | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 3,934 | | | 3,914 | | | 0.5 | | | 3,934 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc.~ | One stop | | L + 5.75% | (c) | | 6.75% | | 05/2026 | | 2,768 | | | 2,727 | | | 0.3 | | | 2,768 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 1,593 | | | 1,579 | | | 0.2 | | | 1,593 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 1,135 | | | 1,125 | | | 0.1 | | | 1,135 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 1,047 | | | 1,038 | | | 0.1 | | | 1,047 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2026 | | 656 | | | 650 | | | 0.1 | | | 656 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (c)(d) | | 6.75% | | 05/2026 | | 128 | | | 127 | | | — | | | 128 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 05/2026 | | 71 | | | 70 | | | — | | | 71 | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 05/2026 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| GS Acquisitionco, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 05/2026 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| ICIMS, Inc.# | One stop | | L + 6.50% | (c) | | 7.50% | | 09/2024 | | 3,240 | | | 3,209 | | | 0.4 | | | 3,240 | | | | | | | | | | | | | | | | | |
| ICIMS, Inc.# | One stop | | L + 6.50% | (c) | | 7.50% | | 09/2024 | | 1,065 | | | 1,059 | | | 0.1 | | | 1,065 | | | | | | | | | | | | | | | | | |
| ICIMS, Inc.# | One stop | | L + 6.50% | (c) | | 7.50% | | 09/2024 | | 621 | | | 616 | | | 0.1 | | | 621 | | | | | | | | | | | | | | | | | |
| ICIMS, Inc. | One stop | | L + 6.50% | (c) | | 7.50% | | 09/2024 | | 44 | | | 44 | | | — | | | 44 | | | | | | | | | | | | | | | | | |
| Impartner, Inc.# | One stop | | L + 9.50% | (c) | | 9.30% cash/2.00% PIK | | 08/2025 | | 1,179 | | | 1,173 | | | 0.2 | | | 1,224 | | | | | | | | | | | | | | | | | |
| Impartner, Inc. | One stop | | L + 9.50% | (c) | | 9.30% cash/2.00% PIK | | 08/2025 | | 93 | | | 92 | | | — | | | 97 | | | | | | | | | | | | | | | | | |
| Impartner, Inc. | One stop | | L + 7.50% | | | N/A(6) | | 08/2025 | | — | | | — | | | — | | | 4 | | | | | | | | | | | | | | | | | |
| Impartner, Inc. | One stop | | L + 7.50% | | | N/A(6) | | 08/2025 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| Instructure, Inc.# | One stop | | L + 5.50% | (a) | | 6.50% | | 03/2026 | | 18,220 | | | 17,990 | | | 2.2 | | | 18,220 | | | | | | | | | | | | | | | | | |
| Instructure, Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 03/2026 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Juvare, LLC~ | One stop | | L + 5.75% | (c) | | 6.75% | | 10/2026 | | 3,012 | | | 2,980 | | | 0.4 | | | 2,974 | | | | | | | | | | | | | | | | | |
| Juvare, LLC | One stop | | P + 4.75% | (c)(e) | | 6.75% | | 10/2026 | | 695 | | | 688 | | | 0.1 | | | 686 | | | | | | | | | | | | | | | | | |
| Juvare, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 04/2026 | | — | | | (1) | | | — | | | (1) | | | | | | | | | | | | | | | | | |
| Juvare, LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 10/2026 | | — | | | (11) | | | — | | | (11) | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
65
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | | | | | | | | | | | | | | |
| Software - (continued) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Kaseya Traverse Inc# | One stop | | L + 7.00% | (c) | | 5.00% cash/3.00% PIK | | 05/2025 | | $ | 14,998 | | | $ | 14,819 | | | 1.8 | | % | $ | 14,735 | | | | | | | | | | | | | | | | | |
| Kaseya Traverse Inc# | One stop | | L + 7.00% | (c) | | 5.00% cash/3.00% PIK | | 05/2025 | | 6,127 | | | 6,022 | | | 0.7 | | | 6,020 | | | | | | | | | | | | | | | | | |
| Kaseya Traverse Inc | One stop | | L + 7.00% | (c) | | 5.00% cash/3.00% PIK | | 05/2025 | | 1,759 | | | 1,745 | | | 0.2 | | | 1,728 | | | | | | | | | | | | | | | | | |
| Kaseya Traverse Inc | One stop | | L + 7.00% | (c) | | 5.00% cash/3.00% PIK | | 05/2025 | | 1,439 | | | 1,420 | | | 0.2 | | | 1,414 | | | | | | | | | | | | | | | | | |
| Kaseya Traverse Inc(5) | One stop | | L + 6.50% | | | N/A(6) | | 05/2025 | | — | | | (1) | | | — | | | (3) | | | | | | | | | | | | | | | | | |
| Kaseya Traverse Inc(5) | One stop | | L + 4.00% | | | N/A(6) | | 05/2025 | | — | | | (50) | | | — | | | (51) | | | | | | | | | | | | | | | | | |
| Mindbody, Inc. | One stop | | L + 8.50% | (d) | | 8.00% cash/1.50% PIK | | 02/2025 | | 11,930 | | | 11,864 | | | 1.5 | | | 11,945 | | | | | | | | | | | | | | | | | |
| Mindbody, Inc.(5) | One stop | | L + 8.00% | | | N/A(6) | | 02/2025 | | — | | | (1) | | | — | | | (2) | | | | | | | | | | | | | | | | | |
| Mindbody, Inc. | One stop | | L + 7.00% | | | N/A(6) | | 02/2025 | | — | | | — | | | — | | | 2 | | | | | | | | | | | | | | | | | |
| Ministry Brands, LLC# | Senior loan | | L + 4.00% | (a) | | 5.00% | | 12/2022 | | 490 | | | 487 | | | 0.1 | | | 490 | | | | | | | | | | | | | | | | | |
| Ministry Brands, LLC# | Senior loan | | L + 4.00% | (a) | | 5.00% | | 12/2022 | | 231 | | | 229 | | | — | | | 231 | | | | | | | | | | | | | | | | | |
| Ministry Brands, LLC# | Senior loan | | L + 4.00% | (a) | | 5.00% | | 12/2022 | | 220 | | | 219 | | | — | | | 220 | | | | | | | | | | | | | | | | | |
| Ministry Brands, LLC | Senior loan | | L + 4.00% | (a) | | 5.00% | | 12/2022 | | 129 | | | 129 | | | — | | | 129 | | | | | | | | | | | | | | | | | |
| Ministry Brands, LLC# | Senior loan | | L + 4.00% | (a) | | 5.00% | | 12/2022 | | 126 | | | 126 | | | — | | | 126 | | | | | | | | | | | | | | | | | |
| mParticle, Inc.# | One stop | | L + 10.25% | (c) | | 7.50% cash/3.75% PIK | | 09/2025 | | 1,946 | | | 1,925 | | | 0.2 | | | 1,946 | | | | | | | | | | | | | | | | | |
| mParticle, Inc. | One stop | | L + 10.25% | (c) | | 11.25% | | 09/2025 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| Namely, Inc.# | One stop | | L + 8.50% | (c) | | 8.25% cash/2.25% PIK | | 06/2024 | | 2,148 | | | 2,046 | | | 0.3 | | | 2,148 | | | | | | | | | | | | | | | | | |
| Namely, Inc. | One stop | | L + 8.50% | (c) | | 8.25% cash/2.25% PIK | | 06/2024 | | 809 | | | 774 | | | 0.1 | | | 809 | | | | | | | | | | | | | | | | | |
| Namely, Inc. | One stop | | L + 7.50% | (a) | | 8.25% cash/1.25% PIK | | 06/2024 | | 36 | | | 35 | | | — | | | 36 | | | | | | | | | | | | | | | | | |
| Neo Bidco GMBH#(7)(8)(12) | One stop | | E + 6.00% | (f) | | 6.00% | | 07/2028 | | 3,016 | | | 2,973 | | | 0.4 | | | 2,955 | | | | | | | | | | | | | | | | | |
| Neo Bidco GMBH(7)(8)(12) | One stop | | E + 6.00% | | | N/A(6) | | 01/2028 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| PDI TA Holdings, Inc.#~ | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2024 | | 3,365 | | | 3,338 | | | 0.4 | | | 3,365 | | | | | | | | | | | | | | | | | |
| PDI TA Holdings, Inc.# | Second lien | | L + 8.50% | (c) | | 9.50% | | 10/2025 | | 1,356 | | | 1,339 | | | 0.2 | | | 1,356 | | | | | | | | | | | | | | | | | |
| PDI TA Holdings, Inc.# | One stop | | L + 4.50% | (d) | | 5.50% | | 10/2024 | | 276 | | | 273 | | | — | | | 276 | | | | | | | | | | | | | | | | | |
| PDI TA Holdings, Inc. | One stop | | L + 4.50% | (c) | | 5.50% | | 10/2024 | | 153 | | | 150 | | | — | | | 153 | | | | | | | | | | | | | | | | | |
| PDI TA Holdings, Inc. | Second lien | | L + 8.50% | (c) | | 9.50% | | 10/2025 | | 82 | | | 81 | | | — | | | 82 | | | | | | | | | | | | | | | | | |
| Personify, Inc.~ | One stop | | L + 5.25% | (c) | | 6.25% | | 09/2024 | | 3,253 | | | 3,238 | | | 0.4 | | | 3,253 | | | | | | | | | | | | | | | | | |
| Personify, Inc.~ | One stop | | L + 5.25% | (c) | | 6.25% | | 09/2024 | | 1,960 | | | 1,944 | | | 0.2 | | | 1,960 | | | | | | | | | | | | | | | | | |
| Personify, Inc. | One stop | | L + 5.25% | | | N/A(6) | | 09/2024 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| Pluralsight, LLC# | One stop | | L + 8.00% | (c) | | 9.00% | | 03/2027 | | 9,346 | | | 9,259 | | | 1.1 | | | 9,346 | | | | | | | | | | | | | | | | | |
| Pluralsight, LLC(5) | One stop | | L + 8.00% | | | N/A(6) | | 03/2027 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| ProcessUnity Holdings, LLC# | One stop | | L + 6.00% | (d) | | 6.75% | | 09/2028 | | 1,793 | | | 1,775 | | | 0.2 | | | 1,775 | | | | | | | | | | | | | | | | | |
| ProcessUnity Holdings, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 09/2028 | | — | | | (1) | | | — | | | (1) | | | | | | | | | | | | | | | | | |
| ProcessUnity Holdings, LLC(5) | One stop | | L + 6.00% | | | N/A(6) | | 09/2028 | | — | | | (4) | | | — | | | (4) | | | | | | | | | | | | | | | | | |
| Pyramid Healthcare Acquisition Corp.# | One stop | | L + 4.75% | (c) | | 5.75% | | 05/2027 | | 7,320 | | | 7,251 | | | 0.9 | | | 7,320 | | | | | | | | | | | | | | | | | |
| Pyramid Healthcare Acquisition Corp. | One stop | | L + 4.75% | (c) | | 5.75% | | 05/2027 | | 63 | | | 39 | | | — | | | 63 | | | | | | | | | | | | | | | | | |
| Pyramid Healthcare Acquisition Corp.(5) | One stop | | L + 4.75% | | | N/A(6) | | 05/2027 | | — | | | (2) | | | — | | | — | | | | | | | | | | | | | | | | | |
| RegEd Aquireco, LLC~ | Senior loan | | L + 4.25% | (a) | | 5.25% | | 12/2024 | | 1,205 | | | 1,199 | | | 0.1 | | | 1,145 | | | | | | | | | | | | | | | | | |
| RegEd Aquireco, LLC | Senior loan | | P + 3.25% | (a)(e) | | 4.27% | | 12/2024 | | 72 | | | 71 | | | — | | | 65 | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
66
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | | | | | | | | | | | | | | |
| Software - (continued) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Rodeo Buyer Company & Absorb Software Inc.# | One stop | | L + 6.25% | (c) | | 7.25% | | 05/2027 | | $ | 1,760 | | | $ | 1,743 | | | 0.2 | | % | $ | 1,760 | | | | | | | | | | | | | | | | | |
| Rodeo Buyer Company & Absorb Software Inc.(5) | One stop | | L + 6.25% | | | N/A(6) | | 05/2027 | | — | | | (1) | | | — | | | — | | | | | | | | | | | | | | | | | |
| SnapLogic, Inc. | One stop | | L + 8.75% | (c) | | 5.75% cash/5.50% PIK | | 09/2024 | | 1,087 | | | 1,083 | | | 0.1 | | | 1,059 | | | | | | | | | | | | | | | | | |
| SnapLogic, Inc.# | One stop | | L + 3.25% | (b) | | 5.75% | | 09/2024 | | 473 | | | 460 | | | 0.1 | | | 464 | | | | | | | | | | | | | | | | | |
| SnapLogic, Inc.#(5) | One stop | | L + 8.75% | (c) | | 5.75% cash/5.50% PIK | | 09/2024 | | 3 | | | (1) | | | — | | | 3 | | | | | | | | | | | | | | | | | |
| SnapLogic, Inc. | One stop | | L + 3.25% | | | N/A(6) | | 09/2024 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | |
| SnapLogic, Inc.(5) | One stop | | L + 3.25% | | | N/A(6) | | 09/2024 | | — | | | (2) | | | — | | | (9) | | | | | | | | | | | | | | | | | |
| Sontatype, Inc.# | One stop | | L + 6.75% | (c) | | 7.75% | | 12/2025 | | 12,912 | | | 12,822 | | | 1.6 | | | 12,912 | | | | | | | | | | | | | | | | | |
| Sontatype, Inc.(5) | One stop | | L + 6.75% | | | N/A(6) | | 12/2025 | | — | | | (2) | | | — | | | — | | | | | | | | | | | | | | | | | |
| Spartan Buyer Acquisition Co.# | One stop | | L + 6.25% | (c) | | 7.25% | | 12/2026 | | 12,675 | | | 12,538 | | | 1.5 | | | 12,548 | | | | | | | | | | | | | | | | | |
| Spartan Buyer Acquisition Co.# | One stop | | L + 6.25% | (c) | | 7.25% | | 12/2026 | | 814 | | | 798 | | | 0.1 | | | 806 | | | | | | | | | | | | | | | | | |
| Spartan Buyer Acquisition Co.(5) | One stop | | L + 6.25% | | | N/A(6) | | 12/2026 | | — | | | (3) | | | — | | | (2) | | | | | | | | | | | | | | | | | |
| Telesoft Holdings LLC#~ | One stop | | L + 5.75% | (c) | | 6.75% | | 12/2025 | | 20,956 | | | 20,622 | | | 2.6 | | | 20,956 | | | | | | | | | | | | | | | | | |
| Telesoft Holdings LLC(5) | One stop | | L + 5.75% | | | N/A(6) | | 12/2025 | | — | | | (4) | | | — | | | — | | | | | | | | | | | | | | | | | |
| TI Intermediate Holdings, LLC~ | Senior loan | | L + 4.50% | (a) | | 4.58% | | 12/2024 | | 812 | | | 808 | | | 0.1 | | | 810 | | | | | | | | | | | | | | | | | |
| TI Intermediate Holdings, LLC# | Senior loan | | L + 4.50% | (a) | | 5.50% | | 12/2024 | | 218 | | | 213 | | | — | | | 220 | | | | | | | | | | | | | | | | | |
| TI Intermediate Holdings, LLC | Senior loan | | L + 4.50% | (a) | | 5.50% | | 12/2024 | | 102 | | | 100 | | | — | | | 103 | | | | | | | | | | | | | | | | | |
| TI Intermediate Holdings, LLC | Senior loan | | L + 4.50% | (a) | | 4.58% | | 12/2024 | | 8 | | | 7 | | | — | | | 8 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 1,940 | | | 1,918 | | | 0.3 | | | 1,941 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC# | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 1,283 | | | 1,273 | | | 0.2 | | | 1,284 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 496 | | | 490 | | | 0.1 | | | 496 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 474 | | | 468 | | | 0.1 | | | 474 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 469 | | | 464 | | | 0.1 | | | 469 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 437 | | | 432 | | | 0.1 | | | 437 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 401 | | | 396 | | | — | | | 401 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 308 | | | 301 | | | — | | | 308 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 300 | | | 297 | | | — | | | 301 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 200 | | | 198 | | | — | | | 200 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 181 | | | 179 | | | — | | | 181 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 84 | | | 83 | | | — | | | 84 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 82 | | | 81 | | | — | | | 82 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2024 | | 35 | | | 34 | | | — | | | 35 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 17 | | | 17 | | | — | | | 17 | | | | | | | | | | | | | | | | | |
| Togetherwork Holdings, LLC~ | One stop | | L + 6.25% | (a) | | 7.25% | | 03/2025 | | 16 | | | 16 | | | — | | | 16 | | | | | | | | | | | | | | | | | |
| Transact Holdings, Inc.# | Senior loan | | L + 4.75% | (a) | | 4.83% | | 04/2026 | | 750 | | | 742 | | | 0.1 | | | 744 | | | | | | | | | | | | | | | | | |
| Trintech, Inc.~ | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2024 | | 2,071 | | | 2,057 | | | 0.3 | | | 2,071 | | | | | | | | | | | | | | | | | |
| Trintech, Inc.~ | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2024 | | 1,030 | | | 1,023 | | | 0.2 | | | 1,030 | | | | | | | | | | | | | | | | | |
| Trintech, Inc. | One stop | | L + 6.00% | (c) | | 7.00% | | 12/2024 | | 50 | | | 49 | | | — | | | 50 | | | | | | | | | | | | | | | | | |
| Vector CS Midco Limited & Cloudsense Ltd.(7)(8)(9) | One stop | | L + 8.05% | (g) | | 5.30% cash/3.55% PIK | | 05/2024 | | 2,061 | | | 2,051 | | | 0.2 | | | 1,804 | | | | | | | | | | | | | | | | | |
| Vector CS Midco Limited & Cloudsense Ltd.(7)(8)(9) | One stop | | L + 8.05% | (g) | | 5.30% cash/3.55% PIK | | 05/2024 | | 68 | | | 68 | | | — | | | 60 | | | | | | | | | | | | | | | | | |
| Vendavo, Inc.# | One stop | | L + 5.75% | (c) | | 6.50% | | 09/2027 | | 8,415 | | | 8,342 | | | 1.0 | | | 8,341 | | | | | | | | | | | | | | | | | |
| Vendavo, Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 09/2027 | | — | | | (1) | | | — | | | (1) | | | | | | | | | | | | | | | | | |
| Workforce Software, LLC# | One stop | | L + 6.50% | (c) | | 7.50% | | 07/2025 | | 11,068 | | | 10,904 | | | 1.4 | | | 11,068 | | | | | | | | | | | | | | | | | |
| Workforce Software, LLC# | One stop | | L + 6.50% | (c) | | 6.50% cash/1.00% PIK | | 07/2025 | | 1,962 | | | 1,944 | | | 0.2 | | | 1,962 | | | | | | | | | | | | | | | | | |
| Workforce Software, LLC | One stop | | L + 6.50% | (c) | | 7.50% | | 07/2025 | | 47 | | | 46 | | | — | | | 47 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | 377,637 | | | 373,022 | | | 46.3 | | | 376,706 | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
67
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Specialty Retail | | | | | | | | | | | | | | | | | | |
| 2nd Ave. LLC# | One stop | | L + 6.50% | (a) | | 7.50% | | 09/2025 | | $ | 1,366 | | | $ | 1,357 | | | 0.2 | | % | $ | 1,366 | | | | |
| 2nd Ave. LLC | One stop | | L + 6.50% | | | N/A(6) | | 09/2025 | | — | | | — | | | — | | | — | | | | |
| Consilio Midco Limited#(7)(10) | One stop | | L + 5.75% | (d) | | 6.75% | | 05/2028 | | 4,528 | | | 4,442 | | | 0.6 | | | 4,483 | | | | |
| Consilio Midco Limited(5)(7)(10) | One stop | | L + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (2) | | | — | | | (1) | | | | |
| Consilio Midco Limited(5)(7)(10) | One stop | | L + 5.75% | | | N/A(6) | | 05/2028 | | — | | | (16) | | | — | | | (17) | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 1,850 | | | 1,833 | | | 0.3 | | | 1,836 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 1,610 | | | 1,595 | | | 0.2 | | | 1,598 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 1,524 | | | 1,516 | | | 0.2 | | | 1,512 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 1,450 | | | 1,440 | | | 0.2 | | | 1,439 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 1,110 | | | 1,104 | | | 0.2 | | | 1,101 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 1,072 | | | 1,062 | | | 0.2 | | | 1,064 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 877 | | | 873 | | | 0.2 | | | 871 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 869 | | | 861 | | | 0.2 | | | 862 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 799 | | | 791 | | | 0.1 | | | 793 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 748 | | | 744 | | | 0.1 | | | 743 | | | | |
| Imperial Optical Midco Inc.# | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 649 | | | 644 | | | 0.1 | | | 644 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 642 | | | 636 | | | 0.1 | | | 637 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 618 | | | 615 | | | 0.1 | | | 614 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 601 | | | 595 | | | 0.1 | | | 597 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 599 | | | 596 | | | 0.1 | | | 594 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 564 | | | 559 | | | 0.1 | | | 560 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 557 | | | 552 | | | 0.1 | | | 553 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (c) | | 6.75% | | 08/2023 | | 531 | | | 526 | | | 0.1 | | | 527 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 487 | | | 485 | | | 0.1 | | | 484 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 445 | | | 443 | | | 0.1 | | | 442 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 445 | | | 440 | | | 0.1 | | | 441 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 444 | | | 441 | | | 0.1 | | | 440 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 418 | | | 409 | | | 0.1 | | | 415 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 410 | | | 406 | | | — | | | 407 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 406 | | | 402 | | | — | | | 403 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 383 | | | 381 | | | — | | | 381 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 377 | | | 373 | | | — | | | 374 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 374 | | | 370 | | | — | | | 371 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 352 | | | 348 | | | — | | | 350 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 348 | | | 346 | | | — | | | 345 | | | | |
See Notes to Consolidated Financial Statements.
68
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Specialty Retail - (continued) | | | | | | | | | | | | | | | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | $ | 341 | | | $ | 338 | | | — | | % | $ | 339 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 322 | | | 318 | | | — | | | 319 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 313 | | | 311 | | | — | | | 310 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 288 | | | 287 | | | — | | | 286 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 259 | | | 256 | | | — | | | 257 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 253 | | | 248 | | | — | | | 251 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 252 | | | 251 | | | — | | | 250 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 248 | | | 246 | | | — | | | 246 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 245 | | | 243 | | | — | | | 244 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 245 | | | 243 | | | — | | | 243 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 194 | | | 193 | | | — | | | 193 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 194 | | | 192 | | | — | | | 192 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 190 | | | 189 | | | — | | | 189 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 178 | | | 176 | | | — | | | 177 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 176 | | | 174 | | | — | | | 175 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 175 | | | 173 | | | — | | | 173 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 172 | | | 170 | | | — | | | 170 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 163 | | | 161 | | | — | | | 162 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 159 | | | 158 | | | — | | | 158 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 153 | | | 151 | | | — | | | 151 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 150 | | | 149 | | | — | | | 149 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 148 | | | 147 | | | — | | | 146 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 148 | | | 146 | | | — | | | 146 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 147 | | | 145 | | | — | | | 145 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 145 | | | 143 | | | — | | | 144 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 140 | | | 138 | | | — | | | 139 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 138 | | | 137 | | | — | | | 137 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 126 | | | 124 | | | — | | | 125 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 122 | | | 121 | | | — | | | 121 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 116 | | | 115 | | | — | | | 115 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 108 | | | 107 | | | — | | | 107 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 104 | | | 103 | | | — | | | 103 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 100 | | | 99 | | | — | | | 99 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 97 | | | 96 | | | — | | | 96 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 96 | | | 95 | | | — | | | 95 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 95 | | | 95 | | | — | | | 94 | | | | |
See Notes to Consolidated Financial Statements.
69
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Specialty Retail - (continued) | | | | | | | | | | | | | | | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | $ | 91 | | | $ | 90 | | | — | | % | $ | 90 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 89 | | | 89 | | | — | | | 89 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 85 | | | 84 | | | — | | | 84 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 85 | | | 84 | | | — | | | 84 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 80 | | | 79 | | | — | | | 79 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 78 | | | 77 | | | — | | | 78 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 72 | | | 71 | | | — | | | 72 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 69 | | | 68 | | | — | | | 68 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 68 | | | 67 | | | — | | | 67 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 67 | | | 66 | | | — | | | 67 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 62 | | | 61 | | | — | | | 61 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 59 | | | 58 | | | — | | | 59 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 58 | | | 57 | | | — | | | 57 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 56 | | | 56 | | | — | | | 56 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 55 | | | 54 | | | — | | | 54 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 55 | | | 55 | | | — | | | 55 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 54 | | | 53 | | | — | | | 54 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 52 | | | 52 | | | — | | | 52 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 51 | | | 50 | | | — | | | 50 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 49 | | | 49 | | | — | | | 49 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 44 | | | 44 | | | — | | | 44 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 44 | | | 44 | | | — | | | 44 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 42 | | | 42 | | | — | | | 42 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 42 | | | 42 | | | — | | | 42 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 42 | | | 42 | | | — | | | 42 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 41 | | | 40 | | | — | | | 40 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 37 | | | 36 | | | — | | | 36 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 32 | | | 32 | | | — | | | 32 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 31 | | | 31 | | | — | | | 31 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 31 | | | 31 | | | — | | | 31 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 25 | | | 25 | | | — | | | 25 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 25 | | | 25 | | | — | | | 25 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 24 | | | 24 | | | — | | | 24 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 24 | | | 23 | | | — | | | 24 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 24 | | | 24 | | | — | | | 24 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 23 | | | 23 | | | — | | | 23 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 22 | | | 22 | | | — | | | 22 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 21 | | | 21 | | | — | | | 21 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 17 | | | 17 | | | — | | | 17 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 17 | | | 17 | | | — | | | 17 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 15 | | | 15 | | | — | | | 15 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 15 | | | 15 | | | — | | | 15 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 13 | | | 13 | | | — | | | 13 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 12 | | | 12 | | | — | | | 12 | | | | |
See Notes to Consolidated Financial Statements.
70
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Specialty Retail - (continued) | | | | | | | | | | | | | | | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | $ | 12 | | | $ | 12 | | | — | | % | $ | 12 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 11 | | | 11 | | | — | | | 11 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 10 | | | 10 | | | — | | | 10 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 9 | | | 9 | | | — | | | 9 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 9 | | | 9 | | | — | | | 9 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 8 | | | 8 | | | — | | | 8 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 8 | | | 8 | | | — | | | 8 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 7 | | | 7 | | | — | | | 7 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 6 | | | 6 | | | — | | | 6 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 5 | | | 5 | | | — | | | 5 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 4 | | | 4 | | | — | | | 4 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | (a) | | 6.75% | | 08/2023 | | 3 | | | 3 | | | — | | | 3 | | | | |
| Imperial Optical Midco Inc. | One stop | | L + 5.75% | | | N/A(6) | | 08/2023 | | — | | | — | | | — | | | — | | | | |
| Imperial Optical Midco Inc.(5) | One stop | | L + 5.75% | | | N/A(6) | | 08/2023 | | — | | | (30) | | | — | | | (24) | | | | |
| Jet Equipment & Tools Ltd.(7)(8)(10) | One stop | | C + 5.25% | (j) | | 6.25% | | 11/2024 | | 4,213 | | | 4,186 | | | 0.6 | | | 4,344 | | | | |
| Jet Equipment & Tools Ltd.(7)(10)~ | One stop | | L + 5.25% | (a) | | 6.25% | | 11/2024 | | 3,321 | | | 3,303 | | | 0.5 | | | 3,319 | | | | |
| Jet Equipment & Tools Ltd.#(7)(8)(10) | One stop | | C + 5.50% | (j) | | 6.50% | | 11/2024 | | 1,307 | | | 1,297 | | | 0.2 | | | 1,367 | | | | |
| Jet Equipment & Tools Ltd.(7)(10)~ | One stop | | L + 5.25% | (a) | | 6.25% | | 11/2024 | | 1,021 | | | 1,015 | | | 0.2 | | | 1,020 | | | | |
| Jet Equipment & Tools Ltd.(7)(10)~ | One stop | | L + 5.25% | (a) | | 6.25% | | 11/2024 | | 393 | | | 390 | | | — | | | 392 | | | | |
| Jet Equipment & Tools Ltd.(7)(10) | One stop | | L + 5.25% | (a) | | 6.25% | | 11/2024 | | 75 | | | 75 | | | — | | | 75 | | | | |
| Jet Equipment & Tools Ltd.(7)(8)(10) | One stop | | C + 5.25% | (j)(k) | | 6.25% | | 11/2024 | | 64 | | | 63 | | | — | | | 63 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 1,683 | | | 1,683 | | | 0.3 | | | 1,683 | | | | |
| PPV Intermediate Holdings II, LLC | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 1,140 | | | 1,130 | | | 0.2 | | | 1,140 | | | | |
| PPV Intermediate Holdings II, LLC | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 863 | | | 856 | | | 0.2 | | | 863 | | | | |
| PPV Intermediate Holdings II, LLC | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 843 | | | 836 | | | 0.1 | | | 843 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 402 | | | 398 | | | — | | | 402 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 370 | | | 367 | | | — | | | 370 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 357 | | | 354 | | | — | | | 357 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 346 | | | 346 | | | — | | | 346 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 321 | | | 319 | | | — | | | 321 | | | | |
| PPV Intermediate Holdings II, LLC | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 269 | | | 267 | | | — | | | 269 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 268 | | | 265 | | | — | | | 268 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 254 | | | 252 | | | — | | | 254 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 206 | | | 206 | | | 0.1 | | | 206 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 183 | | | 181 | | | — | | | 183 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 149 | | | 145 | | | — | | | 149 | | | | |
| PPV Intermediate Holdings II, LLC | One stop | | P + 4.50% | (e) | | 7.75% | | 05/2023 | | 145 | | | 144 | | | 0.1 | | | 145 | | | | |
| PPV Intermediate Holdings II, LLC~ | One stop | | L + 5.50% | (a) | | 6.50% | | 05/2023 | | 45 | | | 44 | | | — | | | 45 | | | | |
| PPV Intermediate Holdings II, LLC | One stop | | N/A | | | 7.90% PIK | | 05/2023 | | 9 | | | 9 | | | — | | | 9 | | | | |
| PPV Intermediate Holdings II, LLC(5) | One stop | | L + 5.50% | | | N/A(6) | | 05/2023 | | — | | | (60) | | | — | | | — | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC~ | One stop | | L + 4.75% | (c) | | 5.75% | | 10/2024 | | 980 | | | 975 | | | 0.2 | | | 980 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC~ | One stop | | L + 4.75% | (c) | | 5.75% | | 10/2024 | | 663 | | | 660 | | | 0.1 | | | 663 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC | One stop | | L + 4.75% | (c) | | 5.75% | | 10/2024 | | 40 | | | 40 | | | — | | | 40 | | | | |
| Titan Fitness, LLC# | One stop | | L + 6.75% | (b)(c) | | 5.75% cash/2.00% PIK | | 02/2025 | | 6,684 | | | 6,629 | | | 0.8 | | | 6,013 | | | | |
| Titan Fitness, LLC | One stop | | L + 6.75% | (c) | | 5.75% cash/2.00% PIK | | 02/2025 | | 789 | | | 783 | | | 0.1 | | | 710 | | | | |
See Notes to Consolidated Financial Statements.
71
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Specialty Retail - (continued) | | | | | | | | | | | | | | | | | | |
| Titan Fitness, LLC | One stop | | L + 6.75% | (c) | | 5.75% cash/2.00% PIK | | 02/2025 | | $ | 240 | | | $ | 238 | | | — | | % | $ | 215 | | | | |
| Vermont Aus Pty Ltd(7)(8)(11) | Senior loan | | A + 4.75% | (i) | | 4.82% | | 02/2025 | | 439 | | | 434 | | | 0.1 | | | 461 | | | | |
| Vermont Aus Pty Ltd#(7)(8)(11) | Senior loan | | A + 4.00% | (i) | | 4.07% | | 02/2025 | | 230 | | | 226 | | | — | | | 210 | | | | |
| Vermont Aus Pty Ltd(7)(8)(11) | Senior loan | | A + 4.75% | (i) | | 4.82% | | 02/2025 | | 32 | | | 30 | | | — | | | 37 | | | | |
| | | | | | | | | | | 64,430 | | | 63,776 | | | 7.8 | | | 63,534 | | | | |
| Textiles, Apparel and Luxury Goods | | | | | | | | | | | | | | | | | | |
| Dollfus Mieg Company, Inc.#(7)(9) | One stop | | L + 6.00% | (c) | | 6.50% | | 03/2028 | | 393 | | | 388 | | | 0.1 | | | 393 | | | | |
| Dollfus Mieg Company, Inc.#(7)(9) | One stop | | L + 6.00% | (c) | | 6.50% | | 03/2028 | | 196 | | | 193 | | | — | | | 196 | | | | |
| Dollfus Mieg Company, Inc.#(7)(9) | One stop | | L + 6.00% | (c) | | 6.50% | | 03/2028 | | 172 | | | 170 | | | — | | | 172 | | | | |
| Dollfus Mieg Company, Inc.(5)(7)(8)(9) | One stop | | E + 6.00% | | | N/A(6) | | 03/2028 | | — | | | (10) | | | — | | | — | | | | |
| | | | | | | | | | | 761 | | | 741 | | | 0.1 | | | 761 | | | | |
| Trading Companies and Distributors | | | | | | | | | | | | | | | | | | |
| Marcone Yellowstone Buyer Inc.# | One stop | | L + 5.50% | (c) | | 6.25% | | 06/2028 | | 1,384 | | | 1,357 | | | 0.2 | | | 1,384 | | | | |
| Marcone Yellowstone Buyer Inc.(5) | One stop | | L + 5.50% | | | N/A(6) | | 06/2028 | | — | | | (62) | | | — | | | — | | | | |
| | | | | | | | | | | 1,384 | | | 1,295 | | | 0.2 | | | 1,384 | | | | |
| Water Utilities | | | | | | | | | | | | | | | | | | |
| S.J. Electro Systems, Inc.# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 06/2027 | | 2,170 | | | 2,149 | | | 0.3 | | | 2,170 | | | | |
| S.J. Electro Systems, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 06/2027 | | — | | | (30) | | | — | | | — | | | | |
| S.J. Electro Systems, Inc.(5) | Senior loan | | L + 4.50% | | | N/A(6) | | 06/2027 | | — | | | (2) | | | — | | | — | | | | |
| Vessco Midco Holdings, LLC | Senior loan | | L + 4.50% | (c) | | 5.50% | | 11/2026 | | 144 | | | 133 | | | — | | | 133 | | | | |
| Vessco Midco Holdings, LLC# | Senior loan | | L + 4.50% | (c) | | 5.50% | | 11/2026 | | 89 | | | 88 | | | — | | | 88 | | | | |
| Vessco Midco Holdings, LLC | Senior loan | | L + 4.50% | | | N/A(6) | | 10/2026 | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | 2,403 | | | 2,338 | | | 0.3 | | | 2,391 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total debt investments | | | | | | | | | $ | 1,408,751 | | | $ | 1,391,430 | | | 171.8 | | % | $1,398,911 | | | |
See Notes to Consolidated Financial Statements.
72
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Equity investments(14)(15) | | | | | | | | | | | | | | | | | | |
| Automobiles | | | | | | | | | | | | | | | | | | |
| CG Group Holdings, LLC | LP units | | N/A | | | N/A | | N/A | | — | | | $ | 320 | | | 0.1 | | % | $ | 320 | | | | |
| MOP GM Holding, LLC | LP units | | N/A | | | N/A | | N/A | | — | | | 130 | | | 0.1 | | | 217 | | | | |
| Quick Quack Car Wash Holdings, LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 93 | | | — | | | 161 | | | | |
| | | | | | | | | | | | | 543 | | | 0.2 | | | 698 | | | | |
| Biotechnology | | | | | | | | | | | | | | | | | | |
| BIO18 Borrower, LLC(16) | Preferred stock | | N/A | | | N/A | | N/A | | 141 | | | 246 | | | 0.1 | | | 663 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Chemicals | | | | | | | | | | | | | | | | | | |
| Inhance Technologies Holdings LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | 34 | | | — | | | 23 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Commercial Services and Supplies | | | | | | | | | | | | | | | | | | |
| North Haven Stack Buyer, LLC | LLC units | | N/A | | | N/A | | N/A | | 156 | | | 157 | | | 0.1 | | | 157 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Diversified Consumer Services | | | | | | | | | | | | | | | | | | |
| CHHJ Franchising, LLC(16) | LLC units | | N/A | | | N/A | | N/A | | 8 | | | 79 | | | — | | | 98 | | | | |
| EWC Growth Partners LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 25 | | | — | | | 2 | | | | |
| Liminex, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 5 | | | 176 | | | — | | | 306 | | | | |
| | | | | | | | | | | | | 280 | | | — | | | 406 | | | | |
| Electronic Equipment, Instruments, and Components | | | | | | | | | | | | | | | | | | |
| ES Acquisition LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 6 | | | 0.1 | | | 444 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Food & Staples Retailing | | | | | | | | | | | | | | | | | | |
| Captain D's, LLC | LLC interest | | N/A | | | N/A | | N/A | | 15 | | | 15 | | | — | | | 72 | | | | |
| Mendocino Farms, LLC | Common Stock | | N/A | | | N/A | | N/A | | 59 | | | 257 | | | 0.1 | | | 585 | | | | |
| Ruby Slipper Cafe LLC, The | LLC interest | | N/A | | | N/A | | N/A | | 6 | | | 61 | | | — | | | 24 | | | | |
| Ruby Slipper Cafe LLC, The | LLC interest | | N/A | | | N/A | | N/A | | — | | | 4 | | | — | | | 8 | | | | |
| Wood Fired Holding Corp. | LLC units | | N/A | | | N/A | | N/A | | 103 | | | 103 | | | — | | | 130 | | | | |
| Wood Fired Holding Corp. | Common Stock | | N/A | | | N/A | | N/A | | 103 | | | — | | | — | | | 167 | | | | |
| Zenput Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 57 | | | 158 | | | — | | | 165 | | | | |
| | | | | | | | | | | | | 598 | | | 0.1 | | | 1,151 | | | | |
| Food Products | | | | | | | | | | | | | | | | | | |
| Borrower R365 Holdings, LLC | Preferred stock | | N/A | | | N/A | | N/A | | 30 | | | 40 | | | — | | | 45 | | | | |
| FCID Merger Sub, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 1 | | | 130 | | | — | | | 141 | | | | |
| Kodiak Cakes, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 112 | | | — | | | 112 | | | | |
| Kodiak Cakes, LLC | LLC units | | N/A | | | N/A | | N/A | | 76 | | | 76 | | | — | | | 76 | | | | |
| Louisiana Fish Fry Products, Ltd. | Common Stock | | N/A | | | N/A | | N/A | | — | | | 212 | | | 0.1 | | | 212 | | | | |
| | | | | | | | | | | | | 570 | | | 0.1 | | | 586 | | | | |
| | | | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
73
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Health Care Equipment & Supplies | | | | | | | | | | | | | | | | | | |
| Aspen Medical Products, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | $ | 17 | | | — | | % | $ | 32 | | | | |
| Blue River Pet Care, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 207 | | | 0.1 | | | 425 | | | | |
| CCSL Holdings, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 125 | | | — | | | 128 | | | | |
| CMI Parent Inc. | Common Stock | | N/A | | | N/A | | N/A | | — | | | 492 | | | 0.1 | | | 584 | | | | |
| CMI Parent Inc. | Common Stock | | N/A | | | N/A | | N/A | | 5 | | | 5 | | | — | | | 137 | | | | |
| | | | | | | | | | | | | 846 | | | 0.2 | | | 1,306 | | | | |
| Health Care Providers & Services | | | | | | | | | | | | | | | | | | |
| AVG Intermediate Holdings & AVG Subsidiary Holdings LLC | LLC units | | N/A | | | N/A | | N/A | | 41 | | | 41 | | | — | | | 53 | | | | |
| CRH Healthcare Purchaser, Inc.(16) | LP interest | | N/A | | | N/A | | N/A | | 102 | | | 50 | | | — | | | 183 | | | | |
| Elite Dental Partners LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 445 | | | 0.1 | | | 547 | | | | |
| Elite Dental Partners LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 192 | | | — | | | 275 | | | | |
| Elite Dental Partners LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | 3 | | | | |
| Emerge Intermediate, Inc. | LLC units | | N/A | | | N/A | | N/A | | — | | | 165 | | | — | | | 167 | | | | |
| Emerge Intermediate, Inc. | LLC units | | N/A | | | N/A | | N/A | | — | | | 10 | | | — | | | 12 | | | | |
| Emerge Intermediate, Inc. | LLC units | | N/A | | | N/A | | N/A | | 2 | | | 2 | | | — | | | — | | | | |
| Encorevet Group LLC | Common Stock | | N/A | | | N/A | | N/A | | 2 | | | 223 | | | — | | | 371 | | | | |
| Encorevet Group LLC | LLC units | | N/A | | | N/A | | N/A | | 1 | | | 118 | | | — | | | 196 | | | | |
| Krueger-Gilbert Health Physics, LLC | Common Stock | | N/A | | | N/A | | N/A | | 52 | | | 54 | | | — | | | 73 | | | | |
| MD Now Holdings, Inc. | LLC interest | | N/A | | | N/A | | N/A | | 3 | | | 23 | | | — | | | 55 | | | | |
| Midwest Veterinary Partners, LLC | LLC units | | N/A | | | N/A | | N/A | | — | | | 254 | | | 0.1 | | | 254 | | | | |
| Midwest Veterinary Partners, LLC | Warrant | | N/A | | | N/A | | N/A | | — | | | 13 | | | — | | | 16 | | | | |
| Midwest Veterinary Partners, LLC | Warrant | | N/A | | | N/A | | N/A | | 3 | | | — | | | — | | | 83 | | | | |
| NDX Parent, LLC | Common Stock | | N/A | | | N/A | | N/A | | — | | | 106 | | | — | | | 106 | | | | |
| New Look (Delaware) Corporation and NL1 AcquireCo, Inc.(7)(8)(10) | Common Stock | | N/A | | | N/A | | N/A | | — | | | 117 | | | 0.1 | | | 127 | | | | |
| Summit Behavioral Healthcare, LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 16 | | | — | | | 22 | | | | |
| Summit Behavioral Healthcare, LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | 38 | | | | |
| | | | | | | | | | | | | 1,829 | | | 0.3 | | | 2,581 | | | | |
| Health Care Technology | | | | | | | | | | | | | | | | | | |
| Caliper Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 1 | | | 596 | | | 0.2 | | | 856 | | | | |
| Caliper Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 340 | | | — | | | 382 | | | | |
| Caliper Software, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 210 | | | — | | | 224 | | | | |
| Caliper Software, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 42 | | | — | | | — | | | 197 | | | | |
| Connexin Software, Inc. | LLC interest | | N/A | | | N/A | | N/A | | 26 | | | 26 | | | — | | | 53 | | | | |
| HSI Halo Acquisition, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 75 | | | — | | | 71 | | | | |
| HSI Halo Acquisition, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | | | 1,247 | | | 0.2 | | | 1,783 | | | | |
See Notes to Consolidated Financial Statements.
74
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Hotels, Restaurants and Leisure | | | | | | | | | | | | | | | | | | | |
| Freddy's Frozen Custard LLC | LP interest | | N/A | | | N/A | | N/A | | 81 | | | $ | 81 | | | — | | % | $ | 117 | | | | |
| Harri US LLC | Warrant | | N/A | | | N/A | | N/A | | 8 | | | 46 | | | — | | | 46 | | | | |
| SSRG Holdings, LLC | LP interest | | N/A | | | N/A | | N/A | | 40 | | | 399 | | | 0.1 | | | 492 | | | | |
| Tropical Smoothie Cafe Holdings, LLC(16) | LP interest | | N/A | | | N/A | | N/A | | 2 | | | 191 | | | — | | | 348 | | | | |
| | | | | | | | | | | | | 717 | | | 0.1 | | | 1,003 | | | | |
| Household Durables | | | | | | | | | | | | | | | | | | | |
| Groundworks LLC(16) | LLC interest | | N/A | | | N/A | | N/A | | — | | | 53 | | | — | | | 141 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Insurance | | | | | | | | | | | | | | | | | | | |
| Majesco | LP interest | | N/A | | | N/A | | N/A | | — | | | 124 | | | — | | | 135 | | | | |
| Majesco | LP interest | | N/A | | | N/A | | N/A | | 28 | | | — | | | — | | | 67 | | | | |
| Orchid Underwriters Agency, LLC(16) | LP interest | | N/A | | | N/A | | N/A | | 22 | | | 22 | | | — | | | 23 | | | | |
| | | | | | | | | | | | | 146 | | | — | | | 225 | | | | |
| IT Services | | | | | | | | | | | | | | | | | | |
| Appriss Health Intermediate Holdings, Inc | Preferred stock | | N/A | | | N/A | | N/A | | 1 | | | 787 | | | 0.1 | | | 847 | | | | |
| Appriss Holdings, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 52 | | | — | | | 70 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 217 | | | 170 | | | 0.2 | | | 1,661 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 57 | | | 156 | | | 0.1 | | | 436 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 13 | | | 108 | | | — | | | 111 | | | | |
| Arctic Wolfs Networks, Inc. and Arctic Wolf Networks Canada, Inc. | Warrant | | N/A | | | N/A | | N/A | | 75 | | | 59 | | | 0.1 | | | 532 | | | | |
| Episerver, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 17 | | | 173 | | | — | | | 214 | | | | |
| Kentik Technologies, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 83 | | | 475 | | | 0.1 | | | 475 | | | | |
| PCS Intermediate II Holdings, LLC | LLC interest | | N/A | | | N/A | | N/A | | 13 | | | 126 | | | — | | | 160 | | | | |
| Red Dawn SEI Buyer, Inc. | LP interest | | N/A | | | N/A | | N/A | | 219 | | | 219 | | | — | | | 349 | | | | |
| Saturn Borrower Inc. | LP units | | N/A | | | N/A | | N/A | | 139 | | | 139 | | | — | | | 104 | | | | |
| | | | | | | | | | | | 2,464 | | | 0.6 | | | 4,959 | | | | |
| Leisure Products | | | | | | | | | | | | | | | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 15 | | | 24 | | | — | | | 21 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 10 | | | 16 | | | — | | | 14 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 9 | | | 13 | | | — | | | 12 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 8 | | | 12 | | | — | | | 10 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | 3 | | | 5 | | | — | | | 4 | | | | |
| WBZ Investment LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | — | | | — | | | — | | | | |
| | | | | | | | | | | | | 70 | | | — | | | 61 | | | | |
| Pharmaceuticals | | | | | | | | | | | | | | | | | | | |
| Amalthea Parent, Inc.(7)(10) | LP interest | | N/A | | | N/A | | N/A | | 199 | | | 200 | | | — | | | 358 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Professional Services | | | | | | | | | | | | | | | | | | |
| Net Health Acquisition Corp. | LP interest | | N/A | | | N/A | | N/A | | 1 | | | 133 | | | — | | | 190 | | | | |
| Nexus Brands Group, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 49 | | | — | | | 170 | | | | |
| | | | | | | | | | | | | 182 | | | — | | | 360 | | | | |
| Real Estate Management & Development | | | | | | | | | | | | | | | | | | |
| Property Brands, Inc. | Common Stock | | N/A | | | N/A | | N/A | | 11 | | | 60 | | | — | | | 53 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Road & Rail | | | | | | | | | | | | | | | | | | |
| Internet Truckstop Group LLC | LP interest | | N/A | | | N/A | | N/A | | 146 | | | 146 | | | — | | | 164 | | | | |
| | | | | | | | | | | | | | | | | | | |
See Notes to Consolidated Financial Statements.
75
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Software | | | | | | | | | | | | | | | | | | |
| Aras Corporation | Preferred stock | | N/A | | | N/A | | N/A | | — | | | $ | 396 | | | 0.1 | | % | $ | 428 | | | | |
| Aras Corporation | LP interest | | N/A | | | N/A | | N/A | | 121 | | | 121 | | | — | | | 132 | | | | |
| Astute Holdings, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 83 | | | — | | | 151 | | | | |
| Auvik Networks Inc.(7)(10) | Preferred stock | | N/A | | | N/A | | N/A | | 11 | | | 111 | | | — | | | 111 | | | | |
| Calabrio, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 306 | | | 0.1 | | | 306 | | | | |
| Calabrio, Inc. | LP interest | | N/A | | | N/A | | N/A | | 38 | | | — | | | — | | | — | | | | |
| Cloudbees, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 15 | | | 93 | | | — | | | 137 | | | | |
| Cloudbees, Inc. | Warrant | | N/A | | | N/A | | N/A | | 27 | | | 40 | | | — | | | 186 | | | | |
| Digital Guardian, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 72 | | | 87 | | | — | | | 106 | | | | |
| Digital Guardian, Inc. | Warrant | | N/A | | | N/A | | N/A | | 25 | | | 43 | | | — | | | 52 | | | | |
| Digital Guardian, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 15 | | | 27 | | | — | | | 32 | | | | |
| Digital Guardian, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 14 | | | 25 | | | — | | | 29 | | | | |
| Digital Guardian, Inc. | Warrant | | N/A | | | N/A | | N/A | | 25 | | | 4 | | | — | | | — | | | | |
| Diligent Corporation | Preferred stock | | N/A | | | N/A | | N/A | | 7 | | | 6,499 | | | 0.9 | | | 7,046 | | | | |
| FirstUp, Inc | Common Stock | | N/A | | | N/A | | N/A | | 84 | | | 205 | | | — | | | 205 | | | | |
| GS Acquisitionco, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 9 | | | 9,247 | | | 1.2 | | | 9,451 | | | | |
| GS Acquisitionco, Inc. | LP interest | | N/A | | | N/A | | N/A | | — | | | 26 | | | — | | | 212 | | | | |
| MetricStream, Inc. | Warrant | | N/A | | | N/A | | N/A | | 44 | | | 67 | | | — | | | 51 | | | | |
| mParticle, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 65 | | | 426 | | | 0.1 | | | 426 | | | | |
| mParticle, Inc. | Warrant | | N/A | | | N/A | | N/A | | 28 | | | 6 | | | — | | | 154 | | | | |
| Namely, Inc. | Warrant | | N/A | | | N/A | | N/A | | 24 | | | 163 | | | — | | | 167 | | | | |
| Namely, Inc. | Warrant | | N/A | | | N/A | | N/A | | 8 | | | 14 | | | — | | | 10 | | | | |
| Onapsis, Inc., Virtual Forge GMBH and Onapsis GMBH | Warrant | | N/A | | | N/A | | N/A | | 2 | | | 6 | | | — | | | 14 | | | | |
| Personify, Inc. | LP interest | | N/A | | | N/A | | N/A | | 163 | | | 171 | | | 0.1 | | | 287 | | | | |
| Pyramid Healthcare Acquisition Corp. | Common Stock | | N/A | | | N/A | | N/A | | 73 | | | 73 | | | — | | | 86 | | | | |
| RegEd Aquireco, LLC | LP interest | | N/A | | | N/A | | N/A | | — | | | 73 | | | — | | | 37 | | | | |
| RegEd Aquireco, LLC | LP interest | | N/A | | | N/A | | N/A | | 1 | | | — | | | — | | | — | | | | |
| SnapLogic, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 66 | | | 164 | | | — | | | 375 | | | | |
| SnapLogic, Inc. | Warrant | | N/A | | | N/A | | N/A | | 25 | | | 18 | | | — | | | 98 | | | | |
| Spartan Buyer Acquisition Co. | Common Stock | | N/A | | | N/A | | N/A | | — | | | 252 | | | — | | | 289 | | | | |
| Telesoft Holdings LLC | LP interest | | N/A | | | N/A | | N/A | | 131 | | | 131 | | | — | | | 125 | | | | |
| | | | | | | | | | | | | 18,877 | | | 2.5 | | | 20,703 | | | | |
| Specialty Retail | | | | | | | | | | | | | | | | | | |
| 2nd Ave. LLC | LP interest | | N/A | | | N/A | | N/A | | 157 | | | 157 | | | — | | | 387 | | | | |
| Imperial Optical Midco Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 110 | | | — | | | 130 | | | | |
| Imperial Optical Midco Inc. | Preferred stock | | N/A | | | N/A | | N/A | | — | | | 42 | | | — | | | 48 | | | | |
| Jet Equipment & Tools Ltd.(7)(8)(10) | LLC interest | | N/A | | | N/A | | N/A | | — | | | 173 | | | 0.1 | | | 665 | | | | |
| PPV Intermediate Holdings II, LLC | LLC interest | | N/A | | | N/A | | N/A | | 113 | | | 113 | | | 0.1 | | | 259 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC | LLC interest | | N/A | | | N/A | | N/A | | 1 | | | 130 | | | — | | | 270 | | | | |
| Sola Franchise, LLC and Sola Salon Studios, LLC | LLC interest | | N/A | | | N/A | | N/A | | — | | | 26 | | | — | | | 58 | | | | |
| | | | | | | | | | | | | 751 | | | 0.2 | | | 1,817 | | | | |
See Notes to Consolidated Financial Statements.
76
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Investment Type | | Spread Above Index(1) | | Interest Rate(2) | | Maturity Date | | Principal ($) / Shares(3) | | Amortized Cost | | Percentage of Net Assets | | Fair Value (4) | | | |
| Textiles, Apparel and Luxury Goods | | | | | | | | | | | | | | | | | | |
| MakerSights, Inc. | Preferred stock | | N/A | | | N/A | | N/A | | 16 | | | $ | 85 | | | — | | % | $ | 90 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total equity investments | | | | $ | 30,107 | | | 4.8 | | % | $ | 39,732 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Total investments | | $ | 1,408,751 | | | $ | 1,421,537 | | | 176.6 | | % | $ | 1,438,643 | | | | |
| | | | | | | | | | | | | | |
| Money market funds (included in cash and cash equivalents and restricted cash and cash equivalents) | | | |
| BlackRock Liquidity Funds T-Fund Institutional Shares (CUSIP 09248U718) | | 0.00% (17) | | | | | | $ | 11,829 | | | 1.5 | | % | $ | 11,829 | | | | |
| Morgan Stanley Institutional Liquidity Funds - Government Portfolio (CUSIP 61747C707) | | 0.03%(17) | | | | | | 5,464 | | | 0.7 | | | 5,464 | | | | |
| Total money market funds | | $ | 17,293 | | | 2.2 | | % | $ | 17,293 | | | | |
| | | | | | | | | | | | | | |
| Total investments and money market funds | | | | | | | | $ | 1,438,830 | | | 178.8 | | % | $ | 1,455,936 | | | | |
See Notes to Consolidated Financial Statements.
77
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Consolidated Schedule of Investments - (continued)
September 30, 2021
(In thousands)
| | | | | | | | |
# | | Denotes that all or a portion of the loan collateralizes the DB Credit Facility (as defined in Note 8). |
~ | | Denotes that all or a portion of the loan secures the notes offered in the 2021 Debt Securitization (as defined in Note 8). |
(1) The majority of the investments bear interest at a rate that is permitted to be determined by reference to the LIBOR denominated in U.S. dollars or GBP, EURIBOR, Prime, SONIA, AUD, CDOR, or SOFR which reset daily, monthly, quarterly, semiannually or annually. For each, the Company has provided the spread over the applicable index and the weighted average current interest rate in effect as of September 30, 2021. Certain investments are subject to an interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable. For positions with multiple outstanding contracts, the spread for the largest outstanding contract is shown. Listed below are the index rates as of September 30, 2021, which was the last business day of the period on which the applicable index was determined. The actual index rate for each loan listed may not be the applicable index rate outstanding as of September 30, 2021, as the loan may have priced or repriced based on an index rate prior to September 30, 2021.
(a) Denotes that all or a portion of the loan was indexed to the 30-day LIBOR, which was 0.08% as of September 30, 2021.
(b) Denotes that all or a portion of the loan was indexed to the 60-day LIBOR, which was 0.11% as of September 30, 2021.
(c) Denotes that all or a portion of the loan was indexed to the 90-day LIBOR, which was 0.13% as of September 30, 2021.
(d) Denotes that all or a portion of the loan was indexed to the 180-day LIBOR, which was 0.16% as of September 30, 2021.
(e) Denotes that all or a portion of the loan was indexed to the Prime rate, which was 3.25% as of September 30, 2021.
(f) Denotes that all or a portion of the loan was indexed to the 90-day EURIBOR, which was -0.56% as of September 30, 2021.
(g) Denotes that all or a portion of the loan was indexed to the 90-day GBP LIBOR, which was 0.08% as of September 30, 2021.
(h) Denotes that all or a portion of the loan was indexed to the 180-day GBP LIBOR, which was 0.17% as of September 30, 2021.
(i) Denotes that all or a portion of the loan was indexed to the Australia Three Month Interbank Rate, which was 0.07% as of September 30, 2021.
(j) Denotes that all or a portion of the loan was indexed to the 30-day Canadian Bankers Acceptances Rate, which was 0.43% as of September 30, 2021.
(k) Denotes that all or a portion of the loan was indexed to the 90-day Canadian Bankers Acceptances Rate, which was 0.45% as of September 30, 2021.
(l) Denotes that all or a portion of the loan was indexed to SONIA, which was 0.05% as of September 30, 2021.
(m) Denotes that all or a portion of the loan was indexed to SOFR, which was 0.05% as of September 30, 2021.
(2)For portfolio companies with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of September 30, 2021.
(3)The total principal amount is presented for debt investments while the number of shares or units owned is presented for equity investments.
(4)The fair value of the investment was valued using significant unobservable inputs. See Note 7. Fair Value Measurements.
(5)The negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par. The negative amortized cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.
(6)The entire commitment was unfunded as of September 30, 2021. As such, no interest is being earned on this investment. The investment may be subject to an unused facility fee.
(7)The investment is treated as a non-qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company cannot acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2021, total non-qualifying assets at fair value represented 11.9% of the Company’s total assets calculated in accordance with the 1940 Act.
(8)Investment is denominated in foreign currency and is translated into U.S. dollars as of the valuation date or the date of the transaction. See Note 2. Significant Accounting Policies and Recent Accounting Updates - Foreign Currency Translation.
(9)The headquarters of this portfolio company is located in the United Kingdom.
(10)The headquarters of this portfolio company is located in Canada.
(11)The headquarters of this portfolio company is located in Australia.
(12)The headquarters of this portfolio company is located in Luxembourg.
(13)The headquarters of this portfolio company is located in Netherlands.
(14)Equity investments are non-income producing securities unless otherwise noted.
(15)Ownership of certain equity investments occurs through a holding company or partnership.
(16)The Company holds an equity investment that entitles it to receive preferential dividends.
(17)The rate shown is the annualized seven-day yield as of September 30, 2021.
See Notes to Consolidated Financial Statements.
78
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Note 1. Organization
Golub Capital BDC 3, Inc. (“GBDC 3” and, collectively with its consolidated subsidiaries, the “Company”) is an externally managed, closed-end, non-diversified management investment company that was formed on August 1, 2017 and elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), on September 29, 2017. On October 2, 2017, the date of the commencement of operations, the Company entered into subscription agreements (collectively, the “Subscription Agreements”) to sell shares of GBDC 3's common stock in private placements. In addition, for U.S. federal income tax purposes, GBDC 3 has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).
The Company’s investment strategy is to invest primarily in one stop (a loan that combines characteristics of traditional first lien senior secured loans and second lien or subordinated loans and that are often referred to by other middle-market lenders as unitranche loans) and other senior secured loans of U.S. middle-market companies that are, in most cases, sponsored by private equity firms. The Company also selectively invests in second lien and subordinated (a loan that ranks senior only to a borrower’s equity securities and ranks junior to all of such borrower’s other indebtedness in priority of payment) loans of, and warrants and minority equity securities in, primarily U.S. middle-market companies. The Company has entered into an investment advisory agreement (the “Investment Advisory Agreement”) with GC Advisors LLC (the “Investment Adviser”), under which the Investment Adviser manages the day-to-day operations of, and provides investment advisory services to, the Company. Under an administration agreement (the “Administration Agreement”) the Company is provided with certain services by an administrator (the “Administrator”), which is currently Golub Capital LLC.
Note 2. Significant Accounting Policies and Recent Accounting Updates
Basis of presentation: The Company is an investment company as defined in the accounting and reporting guidance under Accounting Standards Codification (“ASC”) Topic 946 - Financial Services - Investment Companies (“ASC Topic 946”).
The accompanying consolidated financial statements of the Company and related financial information have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) as established by the Financial Accounting Standards Board (“FASB”) for financial information and pursuant to the requirements for reporting on Form 10-K and Regulation S-X. In the opinion of management, the consolidated financial statements reflect all adjustments and reclassifications consisting solely of normal accruals that are necessary for the fair presentation of financial results as of and for the periods presented. All intercompany balances and transactions have been eliminated.
Fair value of financial instruments: The Company applies fair value to all of its financial instruments in accordance with ASC Topic 820 - Fair Value Measurement (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC Topic 820, the Company has categorized its financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity-specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date.
The availability of observable inputs can vary depending on the financial instrument and is affected by a wide variety of factors, including, for example, the type of product, whether the product is new, whether the product is traded on an active exchange or in the secondary market and the current market conditions. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for financial instruments classified as Level 3.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Any changes to the valuation methodology are reviewed by management and the Company’s board of directors (the “Board”) to confirm that the changes are appropriate. As markets change, new products develop and the pricing for products becomes more or less transparent, the Company will continue to refine its valuation methodologies. See further description of fair value methodology in Note 7. Fair Value Measurements.
Use of estimates: The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Consolidation: As provided under ASC Topic 946 and Regulation S-X, the Company will generally not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries, Golub Capital 3 Holdings LLC (“GBDC 3 Holdings”), GBDC 3 Funding LLC (“GBDC 3 Funding”), GBDC 3 Funding II LLC (“GBDC 3 Funding II”), Golub Capital BDC 3 CLO 1 Depositor LLC (“2021 CLO Depositor”), Golub Capital BDC 3 CLO 1 LLC (“2021 Issuer”), Golub Capital BDC 3 ABS 2022-1 Depositor LLC (“2022 ABS 2022-1 Depositor”) and Golub Capital BDC 3 ABS 2022-1 LLC (the “2022 Issuer”) in its consolidated financial statements.
Assets related to transactions that do not meet ASC Topic 860 requirements for accounting sale treatment are reflected in the Company’s Consolidated Statements of Financial Condition as investments. Those assets are owned by special purpose entities, including GBDC 3 Holdings, GBDC 3 Funding and the 2021 Issuer, that are consolidated in the Company’s consolidated financial statements. The creditors of the special purpose entities have received security interests in such assets and such assets are not intended to be available to the creditors of GBDC 3 (or any affiliate of GBDC 3).
Cash and cash equivalents and foreign currencies: Cash, cash equivalents and foreign currencies are highly liquid investments with an original maturity of three months or less at the date of acquisition. The Company deposits its cash in financial institutions and, at times, such balances exceed the Federal Deposit Insurance Corporation insurance limits.
Restricted cash and cash equivalents and restricted foreign currencies: Restricted cash and cash equivalents and restricted foreign currencies include amounts that are collected and are held by trustees who have been appointed as custodians of the assets securing certain of the Company’s financing transactions. Restricted cash and cash equivalents and restricted foreign currencies are held by the trustees for payment of interest expense and principal on the outstanding borrowings or reinvestment into new assets.
Foreign currency translation: The Company’s books and records are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:
(1)Non-U.S. dollar transactions during the year are valued at the prevailing spot exchange rates on the applicable transaction date and the related assets and liabilities are revalued at the prevailing spot exchange rates as of year-end.
Net assets and fair values are presented based on the applicable foreign exchange rates described above and fluctuations arising from the translation of assets and liabilities are included with the net change in unrealized appreciation (depreciation) on translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations.
Foreign security and currency transactions involve certain considerations and risks not typically associated with investing in U.S. companies. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Forward currency contracts: A forward currency contract is an obligation between two parties to purchase or sell a specific currency for an agreed-upon price at a future date. The Company utilized forward currency contracts to economically hedge the currency exposure associated with certain foreign-denominated investments. The use of forward currency contracts does not eliminate fluctuations in the price of the underlying securities the Company owns or intends to acquire but establishes a rate of exchange in advance. Fluctuations in the value of these contracts are measured by the difference in the exchange rates on the contract date and reporting date and are recorded as unrealized appreciation (depreciation) until the contracts are closed. When the contracts are closed, realized gains (losses) are recorded. Realized gains (losses) and unrealized appreciation (depreciation) on the contracts are included in the Consolidated Statements of Operations. Unrealized appreciation (depreciation) on forward currency contracts is recorded on the Consolidated Statements of Financial Condition by counterparty on a net basis, not taking into account collateral posted which is recorded separately, if applicable.
The primary risks associated with forward currency contracts include failure of the counterparty to meet the terms of the contract and the value of the foreign currency changing unfavorably. These risks can exceed the amounts reflected in the Consolidated Statements of Financial Condition.
Refer to Note 6 for more information regarding the forward currency contracts.
Revenue recognition:
Investments and related investment income: Interest income is accrued based upon the outstanding principal amount and contractual interest terms of debt investments.
Loan origination fees, original issue discount and market discount or premium are capitalized, and the Company accretes or amortizes such amounts over the life of the loan as interest income. For the years ended September 30, 2022, 2021, and 2020, interest income included $7,933, $5,229 and $3,327, respectively, of accretion of discounts. For the years ended September 30, 2022, 2021 and 2020, the Company received loan origination fees of $16,542, $11,467, and $6,508, respectively.
For investments with contractual payment-in-kind (“PIK”) interest, which represents contractual interest accrued and added to the principal balance that generally becomes due at maturity, the Company will not accrue PIK interest if the portfolio company valuation indicates that the PIK interest is not collectible. For the years ended September 30, 2022, 2021, and 2020, the Company capitalized PIK interest of $6,189, $2,589, and $1,746, respectively, into the principal balance of certain debt investments.
In addition, the Company generates revenue in the form of amendment, structuring or due diligence fees, fees for providing managerial assistance, consulting fees, administrative agent fees, and prepayment premiums on loans. The Company records these fees as fee income when earned. All other income is recorded into income when earned.
For the years ended September 30, 2022, 2021 and 2020, fee income included $1,520, $1,183 and $280, respectively, of prepayment premiums, which fees are non-recurring.
For the years ended September 30, 2022, 2021 and 2020, the Company received interest and fee income in cash, which excludes capitalized loan origination fees, in the amounts of $133,455, $71,566 and $58,134, respectively.
Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the amortized cost basis of the investment. For the years ended September 30, 2022, 2021, and 2020, the Company recorded
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
dividend income of $112, $254, and $4, respectively, and return of capital distributions of $354, $437 and $0, respectively.
Investment transactions are accounted for on a trade-date basis. Realized gains or losses on investments are measured by the difference between the net proceeds from the disposition and the amortized cost basis of investment, without regard to unrealized gains or losses previously recognized. The Company reports current period changes in fair value of investments that are measured at fair value as a component of the net change in unrealized appreciation (depreciation) on investments and foreign currency translation in the Consolidated Statements of Operations.
Non-accrual loans: A loan can be left on accrual status during the period the Company is pursuing repayment of the loan. Management reviews all loans that become 90 days or more past due on principal and interest, or when there is reasonable doubt that principal or interest will be collected, for possible placement on non-accrual status. When a loan is placed on non-accrual status, unpaid interest credited to income is reversed. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans are recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans are restored to accrual status when past due principal and interest is paid, and, in management’s judgment, payments are likely to remain current. As of September 30, 2022, the total fair value of non-accrual loans was $2,015. As of September 30, 2021 and 2020, there were no non-accrual loans.
Income taxes: The Company has elected to be treated as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment applicable to RICs. In order to qualify and be subject to tax as a RIC, among other things, the Company is required to meet certain source of income and asset diversification requirements and timely distribute dividends for U.S. federal income tax purposes to its stockholders of an amount generally at least equal to 90% of its investment company taxable income, as defined by the Code and determined without regard to any deduction for dividends paid, for each tax year. The Company has made, and intends to continue to make, the requisite distributions to its stockholders, which will generally relieve the Company from U.S. federal income taxes with respect to all income distributed to its stockholders.
Depending on the level of taxable income earned in a tax year, the Company can determine to retain taxable income in excess of current year dividend distributions and distribute such taxable income in the next tax year. The Company may then be required to incur a 4% excise tax on such income. To the extent that the Company determines that its estimated current year annual taxable income, determined on a calendar year basis, could exceed estimated current calendar year dividend distributions, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned. For the years ended September 30, 2022, 2021 and 2020, the Company did not incur U.S. federal excise tax.
Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. Income tax expense, if any, is included under the income category for which it applies in the Consolidated Statements of Operations. As of September 30, 2022 and 2021, there was no deferred tax asset or liability recorded on the Consolidated Statements of Financial Condition.
The Company accounts for income taxes in conformity with ASC Topic 740 - Income Taxes (“ASC Topic 740”). ASC Topic 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements. ASC Topic 740 requires the evaluation of tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense or tax benefit in the current year. It is the Company’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. There were no material unrecognized tax benefits or unrecognized tax liabilities related to uncertain income tax positions through September 30, 2022. The Company’s tax returns for the 2019 through 2021 tax years remain subject to examination by U.S. federal and most state tax authorities.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Dividends and distributions: Dividends and distributions to common stockholders are recorded on the record date. Subject to the discretion of and as determined by the Board, the Company intends to authorize and declare ordinary cash distributions based on a formula approved by the Board on a quarterly basis. The amount to be paid out as a dividend or distribution is determined by the Board each quarter and is generally based upon the earnings estimated by management. Net realized capital gains, if any, are distributed at least annually, although the Company can retain such capital gains for investment in its discretion.
The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of any distributions the Company declares in cash on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, if the Board authorizes and the Company declares a cash distribution, then stockholders who have not “opted out” of the DRIP will have their cash distribution automatically reinvested in additional shares of the Company’s common stock, rather than receiving the cash distribution. Shares issued under the DRIP will be issued at a price per share equal to the most recent net asset value (“NAV”) per share as determined by the Board (subject to adjustment to the extent required by Section 23 of the 1940 Act).
Deferred debt issuance costs: Deferred debt issuance costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. As of September 30, 2022 and September 30, 2021, the Company had deferred debt issuance costs of $3,055 and $2,699, respectively. These amounts are amortized and included in interest expense in the Consolidated Statements of Operations over the estimated average life of the borrowings. Amortization expense for the years ended September 30, 2022, 2021, and 2020 was $3,466, $1,969, and $1,192, respectively.
Note 3. Stockholders’ Equity
GBDC 3 is authorized to issue 1,000,000 shares of preferred stock at a par value of $0.001 per share and 100,000,000 shares of common stock at a par value of $0.001 per share. Since the commencement of operations on October 2, 2017, GBDC 3 has entered into Subscription Agreements with several investors, including with affiliates of the Investment Adviser, providing for the private placement of GBDC 3’s common stock. Under the terms of the Subscription Agreements, investors are required to fund drawdowns to purchase GBDC 3’s common stock at a price per share equal to the most recent NAV per share as determined by the Board (subject to adjustment to the extent required by Section 23 of the 1940 Act) up to the amount of their respective capital subscriptions on an as-needed basis as determined by GBDC 3 with a minimum of 10 calendar days prior notice.
As of September 30, 2022 and 2021, the Company had the following subscriptions, pursuant to the Subscription Agreements, and contributions from its stockholders: | | | | | | | | | | | | | | | | | | | | | | | |
| As of September 30, 2022 | | As of September 30, 2021 |
| Subscriptions | | Contributions | | Subscriptions | | Contributions |
GBDC 3 Stockholders | $ | 1,388,271 | | | $ | 1,209,808 | | | $ | 1,096,503 | | | $ | 767,878 | |
| | | | | | | |
As of September 30, 2022 and 2021, the ratio of total contributed capital to total capital subscriptions was 87.1% and 70.0%, respectively, and the Company had uncalled capital commitments of $178,463 and $328,625, respectively. During the year ended September 30, 2021, undrawn subscriptions totaling $6,389 expired pursuant to the terms of the respective Subscription Agreements. Effective January 1, 2021, the Company entered into an agreement to repurchase shares of common stock and, as a result, canceled subscriptions totaling $100 of which $91 were undrawn. Effective June 30, 2021, the Company entered into an agreement to repurchase shares of common stock and, as a result, canceled subscriptions totaling $150 of which $117 were undrawn.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following table summarizes the shares of GBDC 3 common stock issued for the years ended September 30, 2022, 2021 and 2020.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Date | | | Shares Issued | | NAV ($) per share | | Proceeds ($) | |
| | | | | | | | | |
Shares issued for the year ended September 30, 2020 | | | | | | | |
Issuance of shares | 10/14/19 | | | 1,900,611.629 | | 15.00 | | | 28,509 | | |
Issuance of shares | 11/18/19 | | | 1,900,611.629 | | 15.00 | | | 28,509 | | |
Issuance of shares | 12/19/19 | | | 2,660,856.371 | | 15.00 | | | 39,913 | | |
Issuance of shares | 03/30/20 | | | 3,205,196.000 | | 15.00 | | | 48,078 | | |
Issuance of shares | 09/11/20 | | | 1,868,112.564 | | 14.68 | | | 27,429 | | (2) |
Shares issued for capital drawdowns | | | | 11,535,388.193 | | | | | 172,438 | | |
Issuance of shares(1) | 11/26/19 | | | 185,724.541 | | | 15.00 | | | 2,786 | | |
Issuance of shares(1) | 12/27/19 | | | 173,246.102 | | | 15.00 | | | 2,599 | | |
Issuance of shares(1) | 02/26/20 | | | 170,062.979 | | | 15.00 | | | 2,551 | | |
Issuance of shares(1) | 05/22/20 | | | 123,254.899 | | | 13.64 | | | 1,681 | | (2) |
Issuance of shares(1) | 07/24/20 | | | 89,404.010 | | | 14.68 | | | 1,312 | | (2) |
Issuance of shares(1) | 08/21/20 | | | 217,078.831 | | | 14.68 | | | 3,187 | | (2) |
Shares issued through DRIP | | | | 958,771.362 | | | | | 14,116 | | |
| | | | | | | | | |
Shares issued for the year ended September 30, 2021 | | | | | | | |
Issuance of shares | 01/22/21 | | | 1,820,560.056 | | 15.00 | | | 27,308 | | |
Issuance of shares | 03/08/21 | | | 1,820,560.056 | | 15.00 | | | 27,309 | | |
Issuance of shares | 05/17/21 | | | 1,870,328.048 | | 15.00 | | | 28,055 | | |
Issuance of shares | 06/25/21 | | | 2,119,629.752 | | 15.00 | | | 31,795 | | |
Issuance of shares | 08/05/21 | | | 2,214,324.943 | | 15.00 | | | 33,215 | | |
Issuance of shares | 08/20/21 | | | 3,236,270.606 | | 15.00 | | | 48,544 | | |
Issuance of shares | 09/24/21 | | | 4,289,455.051 | | 15.00 | | | 64,341 | | |
Shares issued for capital drawdowns | | | | 17,371,128.512 | | | | 260,567 | | |
Issuance of shares(1) | 12/18/20 | | | 431,254.910 | | 14.97 | | | 6,455 | | (2) |
Issuance of shares(1) | 03/11/21 | | | 117,853.968 | | 15.00 | | | 1,767 | | |
Issuance of shares(1) | 05/25/21 | | | 449,711.990 | | 15.00 | | | 6,745 | | |
Issuance of shares(1) | 07/26/21 | | | 438,408.120 | | 15.00 | | | 6,576 | | |
Issuance of shares(1) | 09/27/21 | | | 103,287.089 | | 15.00 | | | 1,550 | | |
| | | | | | | | | |
Shares issued through DRIP | | | | 1,540,516.077 | | | | | 23,093 | | |
| | | | | | | | | |
Shares issued for the year ended September 30, 2022 | | | | | | | |
Issuance of shares | 10/15/21 | | | 2,133,529.599 | | 15.00 | | | 32,003 | | |
Issuance of shares | 10/28/21 | | | 9,104,398.823 | | 15.00 | | | 136,566 | | |
Issuance of shares | 12/20/21 | | | 2,154,764.294 | | 15.00 | | | 32,321 | | |
Issuance of shares | 01/24/22 | | | 3,482,175.051 | | 15.00 | | | 52,233 | | |
Issuance of shares | 03/24/22 | | | 2,107,222.533 | | 15.00 | | | 31,608 | | |
Issuance of shares | 04/29/22 | | | 2,324,338.200 | | 15.00 | | | 34,865 | |
|
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Date | | | Shares Issued | | NAV ($) per share | | Proceeds ($) | |
Issuance of shares | 05/26/22 | | | 2,227,594.547 | | | 15.00 | | | 33,414 | |
|
Issuance of shares | 06/27/22 | | | 3,192,517.674 | | | 15.00 | | | 47,888 | |
|
Issuance of shares | 08/15/22 | | | 2,756,996.922 | | | 14.88 | | | 41,032 | | (2) |
| | | | | | | | | |
Shares issued for capital drawdowns | | | | 29,483,537.643 | | | | | 441,930 | | |
Issuance of shares(1) | 11/22/21 | | | 316,630.174 | | 15.00 | | | 4,749 | | |
Issuance of shares(1) | 12/27/21 | | | 407,110.101 | | 15.00 | | | 6,107 | | |
Issuance of shares(1) | 02/28/22 | | | 199,720.003 | | 15.00 | | | 2,996 | | |
Issuance of shares(1) | 03/23/22 | | | 178,035.741 | | 15.00 | | | 2,670 | | |
Issuance of shares(1) | 05/23/22 | | | 291,444.634 | | 15.00 | | | 4,372 | | |
Issuance of shares(1) | 07/25/22 | | | 214,666.093 | | | 14.88 | | | 3,195 | | (2) |
Issuance of shares(1) | 09/14/22 | | | 122,463.429 | | | 14.88 | | | 1,823 | | (2) |
Shares issued through DRIP | | | | 1,730,070.175 | | | | | 25,912 | | |
(1)Shares issued through the DRIP.
(2)Proceeds reflect unrounded NAV per share multiplied by number of shares issued.
Note 4. Related Party Transactions
Investment Advisory Agreement: Under the Investment Advisory Agreement, the Investment Adviser manages the day-to-day operations of, and provides investment advisory services to, the Company. The Board most recently reapproved the Investment Advisory Agreement in May 2022. The Investment Adviser is a registered investment adviser with the U.S. Securities and Exchange Commission (the “SEC”). The Investment Adviser receives fees for providing services, consisting of two components, a base management fee and an Incentive Fee (as defined below).
The base management fee is calculated at an annual rate equal to 1.375% of the fair value of the average adjusted gross assets of the Company at the end of the two most recently completed calendar quarters (including assets purchased with borrowed funds, securitization-related assets, unrealized depreciation or appreciation on derivative instruments and cash collateral on deposit with custodian, but adjusted to exclude cash and cash equivalents so that investors do not pay the base management fee for such assets) and is payable quarterly in arrears. Additionally, the Investment Adviser voluntarily excludes any assets funded with secured borrowing proceeds from the base management fee calculation. The base management fee is adjusted, based on the actual number of days elapsed relative to the total number of days in such calendar quarter, for any share issuances or repurchases during such calendar quarter. For purposes of the Investment Advisory Agreement, cash equivalents mean U.S. government securities and commercial paper instruments maturing within 270 days of purchase (which is different than the GAAP definition, which defines cash equivalents as U.S. government securities and commercial paper instruments maturing within 90 days of purchase). To the extent that the Investment Adviser or any of its affiliates provides investment advisory, collateral management or other similar services to a subsidiary of GBDC 3, the base management fee will be reduced by an amount equal to the product of (1) the total fees paid to the Investment Adviser by such subsidiary for such services and (2) the percentage of such subsidiary’s total equity, including membership interests and any class of notes not exclusively held by one or more third parties, that is owned, directly or indirectly, by the Company. For periods ending on or prior to the earlier of (1) the date of pricing of an initial public offering or listing on a national securities exchange of the shares of common stock of GBDC 3 or (2) a sale of all or substantially all of the Company’s assets to, or other liquidity event with, an entity for consideration of publicly listed securities of the acquirer (each, a “Liquidity Event”), the Investment Adviser has irrevocably agreed to waive any base management fee in excess of 1.00% of the fair value of the Company’s average adjusted gross assets as calculated in accordance with the Investment Advisory Agreement as described above.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
For the years ended September 30, 2022, 2021, and 2020, the base management fees incurred by the Company were $28,190, $15,123, and $11,077, respectively, and the base management fees irrevocably waived by the Investment Adviser were $7,688, $4,124, and $3,021, respectively.
The Incentive Fee consists of three parts: the income component (the “Income Incentive Fee”), the capital gains component (the “Capital Gain Incentive Fee”) and the subordinated liquidation incentive component (the “Subordinated Liquidation Incentive Fee” and, together with the Income Incentive Fee and the Capital Gain Incentive Fee, the “Incentive Fee”).
The Income Incentive Fee is calculated quarterly in arrears based on Pre-Incentive Fee Net Investment Income for the immediately preceding calendar quarter. “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the calendar quarter (including the base management fee, taxes, any expenses payable under the Investment Advisory Agreement and the Administration Agreement, any expenses of securitizations and any interest expense and dividends paid on any outstanding preferred stock, but excluding the Incentive Fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, debt instruments with PIK interest, preferred stock with PIK dividends and zero coupon securities, accrued income that the Company has not yet received in cash.
Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Because of the structure of the Income Incentive Fee, it is possible that an Incentive Fee is calculated under this formula with respect to a period in which the Company has incurred a loss. For example, if the Company receives Pre-Incentive Fee Net Investment Income in excess of the hurdle rate (as defined below) for a calendar quarter, the Income Incentive Fee will result in a positive value, and an Income Incentive Fee will be paid even if the Company has incurred a loss in such period due to realized and/or unrealized capital losses unless the payment of such Income Incentive Fee would cause the Company to pay Income Incentive Fees and Capital Gain Incentive Fees on a cumulative basis that exceed the Incentive Fee Cap described below.
Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company’s net assets (defined as total assets less indebtedness and before taking into account any Incentive Fees payable during the period) at the end of the immediately preceding calendar quarter, is compared to a fixed ‘‘hurdle rate’’ of 1.5% quarterly. If market interest rates rise, it is possible that the Company will be able to invest funds in debt instruments that provide for a higher return, which would increase the Company’s Pre-Incentive Fee Net Investment Income and make it easier for the Investment Adviser to surpass the fixed hurdle rate and receive an Income Incentive Fee. Pre-Incentive Fee Net Investment Income used to calculate this part of the Incentive Fee is also included in the amount of the Company’s total assets (excluding cash and cash equivalents but including assets purchased with borrowed funds, securitization-related assets, unrealized depreciation or appreciation on derivative instruments and cash collateral on deposit with custodian) used to calculate the base management fee.
The Company calculates the Income Incentive Fee with respect to its Pre-Incentive Fee Net Investment Income quarterly, in arrears, as follows:
•zero in any calendar quarter in which the Pre-Incentive Fee Net Investment Income does not exceed the hurdle rate;
•50.0% of Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than the percentage at which amounts payable to the Investment Adviser pursuant to the Income Incentive Fee equal 20.0% of the Pre-Incentive Fee Net Investment Income that exceeds the hurdle rate as if a hurdle rate did not apply. This portion of Pre-Incentive Fee Net Investment Income that exceeds the hurdle rate is referred to as the ‘‘catch-up’’ provision; and
•20.0% of the amount of Pre-Incentive Fee Net Investment Income, if any, that exceeds the catch-up provision in any calendar quarter.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The sum of these calculations yields the Income Incentive Fee. This amount is appropriately adjusted for any share issuances or repurchases during the quarter.
For the years ended September 30, 2022, 2021 and 2020, the Income Incentive Fee incurred was $13,239, $8,737 and $5,071, respectively.
For periods ending on or prior to the date of the closing of a Liquidity Event, the Investment Adviser has agreed to irrevocably waive that portion of the Income Incentive fee calculated under the Investment Advisory Agreement in amounts in excess of the following amounts (computed on a quarterly basis, in arrears):
•zero in any calendar quarter in which the Pre-Incentive Fee Net Investment Income does not exceed the hurdle rate;
•50.0% of the Company’s Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than the percentage at which the amount payable to the Investment Adviser equals to 15.0% of the Pre-Incentive Fee Net Investment Income as if a hurdle rate did not apply. This portion of the Company’s Pre-Incentive Fee Net Investment Income that exceeds the hurdle rate is referred to as the “catch-up” provision; and
•15.0% of the amount of the Company’s Pre-Incentive Fee Net Investment Income, if any, that exceeds the catch-up provision in any calendar quarter.
For the years ended September 30, 2022, 2021, and 2020, the Income Incentive Fee irrevocably waived by the Investment Adviser was $1,207, $647, and $808, respectively.
The second part of the Incentive Fee, the Capital Gain Incentive Fee, equals (a) 20.0% of the Company’s Capital Gain Incentive Fee Base (as defined below), if any, calculated in arrears as of the end of each calendar year (or, upon termination of the Investment Advisory Agreement, as of the termination date), commencing with the calendar year ended December 31, 2017, less (b) the aggregate amount of any previously paid Capital Gain Incentive Fees. The Company’s ‘‘Capital Gain Incentive Fee Base’’ equals (1) the sum of (A) realized capital gains, if any, on a cumulative positive basis from September 29, 2017, the date the Company elected to be a BDC, through the end of each calendar year, (B) all realized capital losses on a cumulative basis and (C) all unrealized capital depreciation on a cumulative basis, less (2) unamortized deferred debt issuance costs as of the date of calculation, if and to the extent such costs exceed all unrealized capital appreciation on a cumulative basis. Realized capital gains and losses include gains and losses on investments, foreign currencies, including gains and losses on borrowings in foreign currencies, derivative contracts and any income tax related to cumulative aggregate realized gains and losses.
•The cumulative aggregate realized capital losses are calculated as the sum of the amounts by which (a) the net sales price of each investment in the Company’s portfolio when sold is less than (b) the accreted or amortized cost basis of such investment.
•The cumulative aggregate realized capital gains are calculated as the sum of the differences, if positive, between (a) the net sales price of each investment in the Company’s portfolio when sold and (b) the accreted or amortized cost basis of such investment.
•The aggregate unrealized capital depreciation is calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company’s portfolio as of the applicable Capital Gain Incentive Fee calculation date and (b) the accreted or amortized cost basis of such investment.
The Capital Gain Incentive Fee is calculated on a cumulative basis from September 29, 2017 through the end of each calendar year or termination of the Investment Advisory Agreement. For periods ending on or prior to the date of the closing of a Liquidity Event, the Investment Adviser has agreed to irrevocably waive that portion of the Capital Gain Incentive Fee, calculated as described above, in excess of 15.0% of the Capital Gain Incentive Fee Base, provided that any amounts so waived shall be deemed paid to the Investment Adviser for purposes of determining the Capital Gain Incentive Fee payable after the closing of a public offering or listing.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Realized capital gains and losses include gains and losses on investments, foreign currencies, including gains and losses on borrowings in foreign currencies, derivative contracts and any income tax related to cumulative aggregate realized gains and losses. In accordance with GAAP, the Company also is required to include the aggregate unrealized capital appreciation on investments in the calculation and accrue a capital gain incentive fee on a quarterly basis, as if such unrealized capital appreciation were realized, even though such unrealized capital appreciation is not permitted to be considered in calculating the fee actually payable under the Investment Advisory Agreement. If the Capital Gain Incentive Fee Base, adjusted as required by GAAP to include unrealized capital appreciation, is positive at the end of a period, then GAAP requires the Company to accrue a capital gain incentive fee equal to 15.0% prior to a Liquidity Event (20.0% following a Liquidity Event) of such amount, less the aggregate amount of the actual Capital Gain Incentive Fees paid and capital gain incentive fees accrued under GAAP in all prior periods. If such amount is negative, then there is no accrual for such period. The resulting accrual under GAAP in a given period results in additional expense if such cumulative amount is greater than in the prior period or a reversal of previously recorded expense if such cumulative amount is less than in the prior period. There can be no assurance that such unrealized capital appreciation will be realized in the future.
For the years ended September 30, 2022, 2021, and 2020, the accrual (reversal) for the capital gain incentive fee under GAAP was ($2,855), $2,855, and ($883), respectively. For the years ended September 30, 2022, 2021, and 2020, the accrual (reversal) for the capital gain incentive fee waiver under GAAP was ($714), $714 and ($221), respectively.
There was no Capital Gain Incentive Fee as calculated under the Investment Advisory Agreement (as described above) payable as of September 30, 2022 and September 30, 2021. Any payment due under the terms of the Investment Advisory Agreement is calculated in arrears at the end of each calendar year. The Company has not paid any Capital Gain Incentive Fees calculated in accordance with the Investment Advisory Agreement on or prior to September 30, 2022.
As of September 30, 2022 there was no accrual for capital gain incentive fee (net of waiver) under GAAP included in management and incentive fees payable on the Consolidated Statements of Financial Condition. As of September 30, 2021, there was $2,141, accrued for the capital gain incentive fee (net of waiver) under GAAP included in management and incentive fees payable on the Consolidated Statements of Financial Condition.
The third part of the Incentive Fee, the Subordinated Liquidation Incentive Fee, equals 15.0% of the net proceeds from a liquidation of the Company in excess of adjusted capital, as calculated immediately prior to liquidation. For purposes of this calculation, (a) ‘‘liquidation’’ includes any merger of the Company with another entity or the acquisition of all or substantially all of the shares of the Company’s common stock in a single or series of related transactions and (b) ‘‘adjusted capital’’ means the net asset value of the Company calculated immediately prior to liquidation in accordance with GAAP less unrealized capital appreciation that would have been subject to the Capital Gain Incentive Fee had capital gain been recognized on the transfer of such assets in the liquidation. The Investment Advisory Agreement provides that no Subordinated Liquidation Incentive Fee shall be payable for any liquidation that occurs more than six months after the date of an initial public offering of the Company’s common stock or a listing of the Company’s common stock on a national securities exchange. For periods prior to the date of the closing of a Liquidity Event, the Investment Adviser has agreed to waive the Subordinated Liquidation Incentive Fee.
The Company has structured the calculation of the Incentive Fee to include a fee limitation such that the Income Incentive Fee and the Capital Gain Incentive Fee will not be paid at any time if, after such payment, the cumulative Income Incentive Fees and Capital Gain Incentive Fees paid to date would exceed an incentive fee cap (the ‘‘Incentive Fee Cap’’). For periods ending on or prior to the date of the closing of a Liquidity Event, the Incentive Fee Cap in any quarter is equal to the difference between (a) 15.0% of Cumulative Pre-Incentive Fee Net Income and (b) cumulative incentive fees of any kind paid to the Investment Adviser by the Company since September 29, 2017. For periods beginning after the date of the closing of a Liquidity Event, the Incentive Fee Cap in any quarter will be equal to the difference, if positive, between (a) the sum of (i) 20.0% of Cumulative Pre-Incentive Fee Net Income for the period beginning on the date immediately following the closing of a Liquidity Event and (ii) 15.0% of Cumulative Pre-Incentive Fee Net Income for the period from September 29, 2017 and ending on the date of the
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
closing of a Liquidity Event and (b) cumulative Income Incentive Fees and Capital Gain Incentive Fees paid to the Investment Adviser by the Company from September 29, 2017.
To the extent the Incentive Fee Cap is zero or a negative value in any quarter, no incentive fee would be payable in that quarter. ‘‘Cumulative Pre-Incentive Fee Net Income’’ is equal to the sum of (a) Pre-Incentive Fee Net Investment Income for each period since September 29, 2017 and (b) cumulative aggregate realized capital gains, cumulative aggregate realized capital losses, cumulative aggregate unrealized capital depreciation and cumulative aggregate unrealized capital appreciation since September 29, 2017.
The sum of the Income Incentive Fee, the Capital Gain Incentive Fee and the Subordinated Liquidation Incentive Fee is the Incentive Fee. Prior to the closing of a Liquidity Event, the Company will deposit one-third of each Income Incentive Fee and Capital Gain Incentive Fee payment into an escrow account (the “Escrow Account”) to be administered by U.S. Bank National Association (the “Escrow Agent”). Assets in the Escrow Account will be held by the Escrow Agent until the closing of a Liquidity Event at which time the Escrow Agent will release the assets to the Investment Adviser. If no Liquidity Event occurs prior to October 2, 2023, the Escrow Agent will return all assets in the Escrow Account to the Company for the benefit of the stockholders. For the years ended September 30, 2022, 2021, and 2020, the Company deposited $3,404, $2,469, and $1,273, respectively, into the Escrow Account. As of September 30, 2022, the Company has made deposits totaling $7,844 into the Escrow Account since inception.
Administration Agreement: Pursuant to the Administration Agreement, the Administrator furnishes the Company with office facilities and equipment and provides clerical, bookkeeping, and record-keeping services at such facilities and provides the Company with other administrative services as the Administrator, subject to review by the Board, determines necessary to conduct the Company's day-to-day operations. The Company reimburses the Administrator for the allocable portion (subject to the review and approval of the Board) of the Administrator’s overhead and other expenses incurred by it in performing its obligations under the Administration Agreement, including rent, the fees and expenses associated with performing compliance functions and the Company’s allocable portion of the cost of its chief financial officer and chief compliance officer and their respective staffs. The Board reviews such expenses to determine that these expenses, including any allocation of expenses among the Company and other entities for which the Administrator provides similar services, are reasonable and comparable to administrative services charged by unaffiliated third-party asset managers. In addition, under the Administration Agreement, the Administrator also provides, on the Company’s behalf, managerial assistance to those portfolio companies to which the Company is required to provide such assistance and will be paid an additional amount based on the cost of the services provided, which amount shall not exceed the amount the Company receives from such portfolio companies.
As of September 30, 2022 and 2021, included in accounts payable and accrued expenses is $772 and $544, respectively, for accrued allocated shared services under the Administration Agreement.
Other related party transactions: The Administrator pays for certain unaffiliated third-party expenses incurred by the Company. Such expenses include postage, printing, office supplies, rating agency fees and professional fees. These expenses are not marked-up and represent the same amount the Company would have paid had the Company paid the expenses directly. These expenses are subsequently reimbursed in cash. Total expenses reimbursed to the Administrator during the years ended September 30, 2022 and 2021 were $1,749 and $997, respectively. As of September 30, 2022 and 2021, included in accounts payable and accrued expenses were $654 and $332, respectively, for reimbursable expenses that were paid by the Administrator on behalf of the Company.
On August 1, 2017, GCOP LLC, an affiliate of the Investment Adviser, purchased 700.000 shares of common stock of the Company for an aggregate purchase price of $11. Subsequently, GCOP LLC entered into Subscription Agreements with capital commitments of $10,000 and $13,000 on October 1, 2018 and January 1, 2020, respectively. On May 19, 2022, GCOP LLC entered into an agreement to purchase an existing stockholder’s $125 subscription commitment and the 8,005.409 shares of common stock held by such stockholder. As of September 30, 2022, GCOP LLC has an aggregate commitment of $23,136. As of September 30, 2022, the Company has issued
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
1,543,367.762 shares of its common stock to GCOP LLC in exchange for aggregate capital contributions totaling $23,136 and has also issued 249,048.669 shares to GCOP LLC through the DRIP.
On October 2, 2017, GEMS Fund 4, L.P., a Delaware limited partnership whose general partner is controlled by the Investment Adviser, entered into a Subscription Agreement for an aggregate commitment of $27,500. As of September 30, 2022, the Company has issued 1,834,523.315 shares of its common stock to GEMS Fund 4, L.P. in exchange for aggregate capital contributions totaling $27,500.
The Company is party to an unsecured revolving credit facility with the Investment Adviser (as amended, the “Adviser Revolver”) which, as of September 30, 2022, permits the Company to borrow a maximum of $40,000 and expires on September 29, 2023. Refer to Note 8. Borrowings for discussion of the Adviser Revolver.
On May 24, 2021, the Company and the Investment Adviser entered into a placement agent agreement with an unaffiliated third party for the placement of shares of the Company's common stock. The Company is not responsible for any fees associated with the transaction, as the Investment Adviser is covering all fees payable under the agreement.
Note 5. Investments
Investments as of September 30, 2022 and 2021 consisted of the following:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of September 30, 2022 | | As of September 30, 2021 |
| Principal | | Amortized Cost | | Fair Value | | Principal | | Amortized Cost | | Fair Value |
Senior secured | $ | 247,068 | | | $ | 254,207 | | | $ | 240,945 | | | $ | 260,043 | | | $ | 257,252 | | | $ | 257,585 | |
One stop | 1,969,085 | | | 1,964,742 | | | 1,931,622 | | | 1,137,277 | | | 1,122,954 | | | 1,130,203 | |
Second lien | 9,255 | | | 10,763 | | | 8,878 | | | 11,429 | | | 11,223 | | | 11,121 | |
Subordinated debt | 10,626 | | | 10,403 | | | 10,571 | | | 2 | | | 1 | | | 2 | |
| | | | | | | | | | | |
Equity | N/A | | 107,972 | | | 124,087 | | | N/A | | 30,107 | | | 39,732 | |
Total | $ | 2,236,034 | | | $ | 2,348,087 | | | $ | 2,316,103 | | | $ | 1,408,751 | | | $ | 1,421,537 | | | $ | 1,438,643 | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following tables show the portfolio composition by geographic region at amortized cost and fair value as a percentage of total investments in portfolio companies. The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which is not always indicative of the primary source of the portfolio company’s business. | | | | | | | | | | | | | | | | | | | | | | | |
| As of September 30, 2022 | | As of September 30, 2021 |
Amortized Cost: | | | | | | | |
United States | | | | | | | |
Mid-Atlantic | $ | 404,141 | | | 17.2 | % | | $ | 292,620 | | | 20.6 | % |
Midwest | 406,233 | | | 17.3 | | | 226,505 | | | 16.0 | |
Northeast | 157,143 | | | 6.7 | | | 106,145 | | | 7.5 | |
Southeast | 507,188 | | | 21.6 | | | 262,162 | | | 18.4 | |
Southwest | 184,151 | | | 7.8 | | | 109,469 | | | 7.7 | |
West | 381,613 | | | 16.3 | | | 261,940 | | | 18.4 | |
Canada | 79,962 | | | 3.4 | | | 57,907 | | | 4.1 | |
United Kingdom | 149,195 | | | 6.4 | | | 72,299 | | | 5.1 | |
Australia | 4,067 | | | 0.2 | | | 690 | | | 0.0 | * |
Luxembourg | 23,131 | | | 1.0 | | | 10,550 | | | 0.7 | |
Netherlands | 26,382 | | | 1.1 | | | 21,250 | | | 1.5 | |
Finland | 14,822 | | | 0.6 | | | — | | | — | |
Sweden | 8,188 | | | 0.3 | | | — | | | — | |
Israel | 262 | | | 0.0 | * | | — | | | — | |
Denmark | 1,609 | | | 0.1 | | | — | | | — | |
| | | | | | | |
| | | | | | | |
Total | $ | 2,348,087 | | | 100.0 | % | | $ | 1,421,537 | | | 100.0 | % |
| | | | | | | |
Fair Value: | | | | | | | |
United States | | | | | | | |
Mid-Atlantic | $ | 403,013 | | | 17.4 | % | | $ | 295,867 | | | 20.6 | % |
Midwest | 401,381 | | | 17.3 | | | 228,579 | | | 15.9 | |
Northeast | 156,633 | | | 6.8 | | | 107,755 | | | 7.5 | |
Southeast | 508,050 | | | 22.0 | | | 264,651 | | | 18.4 | |
Southwest | 183,989 | | | 7.9 | | | 110,617 | | | 7.7 | |
West | 384,110 | | | 16.6 | | | 268,308 | | | 18.7 | |
Canada | 77,457 | | | 3.3 | | | 59,331 | | | 4.1 | |
United Kingdom | 128,119 | | | 5.5 | | | 71,205 | | | 4.9 | |
Australia | 3,868 | | | 0.2 | | | 708 | | | 0.0 | * |
Luxembourg | 22,277 | | | 1.0 | | | 10,290 | | | 0.7 | |
Netherlands | 22,863 | | | 1.0 | | | 21,332 | | | 1.5 | |
Finland | 14,542 | | | 0.6 | | | — | | | — | |
Sweden | 7,933 | | | 0.3 | | | — | | | — | |
Israel | 262 | | | 0.0 | * | | — | | | — | |
Denmark | 1,606 | | | 0.1 | | | — | | | — | |
| | | | | | | |
Total | $ | 2,316,103 | | | 100.0 | % | | $ | 1,438,643 | | | 100.0 | % |
| | | | | |
* | Represents an amount less than 0.1% |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The industry compositions of the portfolio at amortized cost and fair value as of September 30, 2022 and September 30, 2021 were as follows: | | | | | | | | | | | | | | | | | | | | | | | |
| As of September 30, 2022 | | As of September 30, 2021 |
Amortized Cost: | | | | | | | |
Airlines | $ | 7,527 | | | 0.3 | % | | $ | 7,577 | | | 0.5 | % |
Auto Components | 11,511 | | | 0.5 | | | 5,082 | | | 0.4 | |
Automobiles | 134,671 | | | 5.8 | | | 53,686 | | | 3.8 | |
Beverages | 12,256 | | | 0.5 | | | 12,365 | | | 0.9 | |
Biotechnology | 422 | | | 0.0 | * | | 5,380 | | | 0.4 | |
Building Products | 44,967 | | | 1.9 | | | — | | | — | |
Chemicals | 42,844 | | | 1.8 | | | 24,517 | | | 1.7 | |
Commercial Services and Supplies | 71,080 | | | 3.0 | | | 30,262 | | | 2.1 | |
Communications Equipment | 4,911 | | | 0.2 | | | 4,897 | | | 0.3 | |
Containers and Packaging | 54,529 | | | 2.3 | | | 7,565 | | | 0.5 | |
Distributors | 2,560 | | | 0.1 | | | 1,265 | | | 0.1 | |
Diversified Consumer Services | 107,979 | | | 4.6 | | | 46,301 | | | 3.3 | |
Diversified Financial Services | 14,563 | | | 0.6 | | | 6,421 | | | 0.5 | |
Diversified Telecommunication Services | 630 | | | 0.0 | * | | 633 | | | 0.0 | * |
Electronic Equipment, Instruments and Components | 43,140 | | | 1.9 | | | 37,768 | | | 2.6 | |
Food and Staples Retailing | 7,978 | | | 0.3 | | | 7,983 | | | 0.6 | |
Food Products | 54,029 | | | 2.3 | | | 43,855 | | | 3.1 | |
Healthcare Equipment and Supplies | 67,390 | | | 2.9 | | | 41,546 | | | 2.9 | |
Healthcare Providers and Services | 167,756 | | | 7.2 | | | 135,670 | | | 9.5 | |
Healthcare Technology | 61,901 | | | 2.7 | | | 58,107 | | | 4.1 | |
Hotels, Restaurants and Leisure | 59,565 | | | 2.5 | | | 50,830 | | | 3.6 | |
Household Durables | 3,273 | | | 0.2 | | | 1,819 | | | 0.1 | |
Household Products | 1,758 | | | 0.1 | | | 1,660 | | | 0.1 | |
Industrial Conglomerates | 26,071 | | | 1.1 | | | 7,287 | | | 0.5 | |
Insurance | 129,216 | | | 5.5 | | | 90,082 | | | 6.3 | |
Internet and Catalog Retail | 29,735 | | | 1.3 | | | 12,323 | | | 0.9 | |
IT Services | 133,291 | | | 5.7 | | | 119,338 | | | 8.4 | |
Leisure Products | 2,509 | | | 0.1 | | | 2,537 | | | 0.2 | |
Life Sciences Tools & Services | 21,515 | | | 0.9 | | | 349 | | | 0.0 | * |
Machinery | 9,715 | | | 0.4 | | | 8,492 | | | 0.6 | |
Marine | 9,565 | | | 0.4 | | | 6,726 | | | 0.5 | |
Media | 2,548 | | | 0.1 | | | 2,088 | | | 0.1 | |
Oil, Gas and Consumable Fuels | 30,695 | | | 1.3 | | | 30,749 | | | 2.2 | |
Paper and Forest Products | 7,240 | | | 0.3 | | | 1,992 | | | 0.1 | |
Pharmaceuticals | 67,687 | | | 2.9 | | | 26,467 | | | 1.9 | |
Professional Services | 54,439 | | | 2.3 | | | 11,246 | | | 0.8 | |
Real Estate Management and Development | 65,790 | | | 2.8 | | | 43,438 | | | 3.0 | |
Road and Rail | 12,255 | | | 0.5 | | | 12,349 | | | 0.9 | |
Software | 626,990 | | | 26.7 | | | 391,899 | | | 27.6 | |
Specialty Retail | 122,430 | | | 5.2 | | | 64,527 | | | 4.5 | |
Textiles, Apparel and Luxury Goods | 1,131 | | | 0.0 | * | | 826 | | | 0.1 | |
Trading Companies and Distributors | 14,356 | | | 0.6 | | | 1,295 | | | 0.1 | |
Water Utilities | 3,669 | | | 0.2 | | | 2,338 | | | 0.2 | |
Total | $ | 2,348,087 | | | 100.0 | % | | $ | 1,421,537 | | | 100.0 | % |
| | | | | |
* | Represents an amount less than 0.1% |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of September 30, 2022 | | As of September 30, 2021 | | |
Fair Value: | | | | | | | | | | | |
Airlines | $ | 7,261 | | | 0.3 | % | | $ | 7,335 | | | 0.5 | % | | | | |
Auto Components | 11,472 | | | 0.5 | | | 5,113 | | | 0.4 | | | | | |
Automobiles | 134,258 | | | 5.8 | | | 54,050 | | | 3.8 | | | | | |
Beverages | 12,240 | | | 0.5 | | | 12,394 | | | 0.9 | | | | | |
Biotechnology | 367 | | | 0.0 | * | | 5,793 | | | 0.4 | | | | | |
Building Products | 45,990 | | | 2.0 | | | — | | | — | | | | | |
Chemicals | 40,617 | | | 1.9 | | | 24,607 | | | 1.7 | | | | | |
Commercial Services and Supplies | 70,342 | | | 3.0 | | | 30,558 | | | 2.1 | | | | | |
Communications Equipment | 4,803 | | | 0.2 | | | 4,883 | | | 0.3 | | | | | |
Containers and Packaging | 54,180 | | | 2.3 | | | 7,643 | | | 0.5 | | | | | |
Distributors | 2,560 | | | 0.1 | | | 1,265 | | | 0.1 | | | | | |
Diversified Consumer Services | 108,363 | | | 4.7 | | | 46,947 | | | 3.3 | | | | | |
Diversified Financial Services | 14,415 | | | 0.6 | | | 6,486 | | | 0.5 | | | | | |
Diversified Telecommunication Services | 637 | | | 0.0 | * | | 644 | | | 0.0 | * | | | | |
Electronic Equipment, Instruments and Components | 45,015 | | | 1.9 | | | 38,285 | | | 2.7 | | | | | |
Food and Staples Retailing | 8,675 | | | 0.4 | | | 8,594 | | | 0.6 | | | | | |
Food Products | 52,649 | | | 2.3 | | | 44,265 | | | 3.1 | | | | | |
Healthcare Equipment and Supplies | 67,692 | | | 2.9 | | | 42,041 | | | 2.9 | | | | | |
Healthcare Providers and Services | 155,169 | | | 6.7 | | | 135,583 | | | 9.4 | | | | | |
Healthcare Technology | 62,223 | | | 2.7 | | | 59,146 | | | 4.1 | | | | | |
Hotels, Restaurants and Leisure | 60,022 | | | 2.6 | | | 51,154 | | | 3.6 | | | | | |
Household Durables | 3,422 | | | 0.2 | | | 1,941 | | | 0.1 | | | | | |
Household Products | 1,712 | | | 0.1 | | | 1,670 | | | 0.1 | | | | | |
Industrial Conglomerates | 25,339 | | | 1.1 | | | 7,376 | | | 0.5 | | | | | |
Insurance | 126,809 | | | 5.5 | | | 91,339 | | | 6.3 | | | | | |
Internet and Catalog Retail | 29,719 | | | 1.3 | | | 12,449 | | | 0.9 | | | | | |
IT Services | 130,820 | | | 5.6 | | | 122,616 | | | 8.5 | | | | | |
Leisure Products | 2,575 | | | 0.1 | | | 2,539 | | | 0.2 | | | | | |
Life Sciences Tools & Services | 20,999 | | | 0.9 | | | 349 | | | 0.0 | * | | | | |
Machinery | 9,287 | | | 0.4 | | | 8,094 | | | 0.6 | | | | | |
Marine | 9,255 | | | 0.4 | | | 6,787 | | | 0.5 | | | | | |
Media | 2,590 | | | 0.1 | | | 2,129 | | | 0.1 | | | | | |
Oil, Gas and Consumable Fuels | 30,514 | | | 1.3 | | | 31,235 | | | 2.2 | | | | | |
Paper and Forest Products | 7,283 | | | 0.3 | | | 2,001 | | | 0.1 | | | | | |
Pharmaceuticals | 65,832 | | | 2.8 | | | 26,562 | | | 1.8 | | | | | |
Professional Services | 53,993 | | | 2.3 | | | 11,496 | | | 0.8 | | | | | |
Real Estate Management and Development | 63,927 | | | 2.9 | | | 43,333 | | | 3.0 | | | | | |
Road and Rail | 12,460 | | | 0.5 | | | 12,555 | | | 0.9 | | | | | |
Software | 623,764 | | | 26.9 | | | 397,409 | | | 27.6 | | | | | |
Specialty Retail | 118,224 | | | 5.1 | | | 65,351 | | | 4.5 | | | | | |
Textiles, Apparel and Luxury Goods | 1,056 | | | 0.0 | * | | 851 | | | 0.1 | | | | | |
Trading Companies and Distributors | 13,971 | | | 0.6 | | | 1,384 | | | 0.1 | | | | | |
Water Utilities | 3,602 | | | 0.2 | | | 2,391 | | | 0.2 | | | | | |
Total | $ | 2,316,103 | | | 100.0 | % | | $ | 1,438,643 | | | 100.0 | % | | | | |
| | | | | |
* | Represents an amount less than 0.1% |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Note 6. Forward Currency Contracts
The Company enters into forward currency contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies.
The outstanding forward currency contracts as of September 30, 2022 and September 30, 2021 were as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
As of September 30, 2022 |
Counterparty | | Currency to be sold | | Currency to be purchased | | Settlement Date | | Unrealized appreciation ($) | | Unrealized depreciation ($) |
Macquarie Bank Limited | | $ | 5,654 | | CAD | | $ | 4,284 | | USD | | 12/12/2022 | | $ | 189 | | | $ | — | |
Macquarie Bank Limited | | € | 4,606 | | EUR | | $ | 5,656 | | USD | | 12/12/2022 | | 1,112 | | | — | |
Macquarie Bank Limited | | £ | 1,550 | | GBP | | $ | 1,933 | | USD | | 2/21/2023 | | 198 | | | — | |
Macquarie Bank Limited | | £ | 1,976 | | GBP | | $ | 2,496 | | USD | | 7/17/2023 | | 286 | | | — | |
Macquarie Bank Limited | | € | 2,985 | | EUR | | $ | 3,740 | | USD | | 6/14/2024 | | 658 | | | — | |
Macquarie Bank Limited | | £ | 4,500 | | GBP | | $ | 6,182 | | USD | | 8/27/2024 | | 1,139 | | | — | |
Macquarie Bank Limited | | $ | 6,000 | | CAD | | $ | 4,717 | | USD | | 9/4/2024 | | 313 | | | — | |
Macquarie Bank Limited | | £ | 6,500 | | GBP | | $ | 8,567 | | USD | | 9/5/2024 | | 1,311 | | | — | |
Macquarie Bank Limited | | $ | 5,558 | | CAD | | $ | 4,365 | | USD | | 9/27/2024 | | 285 | | | — | |
Macquarie Bank Limited | | £ | 15,000 | | GBP | | $ | 20,258 | | USD | | 9/30/2024 | | 3,482 | | | — | |
Macquarie Bank Limited | | £ | 16,290 | | GBP | | $ | 21,848 | | USD | | 9/30/2024 | | 3,642 | | | — | |
Macquarie Bank Limited | | € | 14,650 | | EUR | | $ | 17,567 | | USD | | 11/12/2024 | | 2,372 | | | — | |
Macquarie Bank Limited | | $ | 5,200 | | CAD | | $ | 4,245 | | USD | | 12/9/2024 | | 409 | | | — | |
Macquarie Bank Limited | | € | 12,400 | | EUR | | $ | 14,586 | | USD | | 12/23/2024 | | 1,723 | | | — | |
Macquarie Bank Limited | | £ | 5,600 | | GBP | | $ | 7,321 | | USD | | 3/17/2025 | | 1,087 | | | — | |
Macquarie Bank Limited | | $ | 10,800 | | CAD | | $ | 8,235 | | USD | | 7/15/2024 | | 335 | | | — | |
Macquarie Bank Limited | | € | 20,700 | | EUR | | $ | 22,363 | | USD | | 7/21/2025 | | 906 | | | — | |
Macquarie Bank Limited | | £ | 8,750 | | GBP | | $ | 10,667 | | USD | | 7/21/2025 | | 1,020 | | | — | |
| | | | | | | | | | $ | 20,467 | | | $ | — | |
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| | |
As of September 30, 2021 |
Counterparty | | Currency to be sold | | Currency to be purchased | | Settlement Date | | Unrealized appreciation ($) | | Unrealized depreciation ($) |
Macquarie Bank Limited | | $ | 5,654 | | CAD | | $ | 4,284 | | USD | | 12/12/2022 | | $ | — | | | $ | (169) | |
Macquarie Bank Limited | | € | 4,606 | | EUR | | $ | 5,656 | | USD | | 12/12/2022 | | 269 | | | — | |
Macquarie Bank Limited | | £ | 1,550 | | GBP | | $ | 1,933 | | USD | | 2/21/2023 | | — | | | (149) | |
Macquarie Bank Limited | | £ | 1,976 | | GBP | | $ | 2,496 | | USD | | 7/17/2023 | | — | | | (156) | |
Macquarie Bank Limited | | € | 2,985 | | EUR | | $ | 3,740 | | USD | | 6/14/2024 | | 178 | | | — | |
Macquarie Bank Limited | | £ | 4,500 | | GBP | | $ | 6,182 | | USD | | 8/27/2024 | | 127 | | | — | |
Macquarie Bank Limited | | $ | 5,558 | | CAD | | $ | 4,365 | | USD | | 9/27/2024 | | 23 | | | — | |
Macquarie Bank Limited | | £ | 15,000 | | GBP | | $ | 20,258 | | USD | | 9/30/2024 | | 75 | | | — | |
Macquarie Bank Limited | | £ | 16,290 | | GBP | | $ | 21,848 | | USD | | 9/30/2024 | | — | | | (68) | |
Macquarie Bank Limited | | $ | 5,200 | | CAD | | $ | 4,245 | | USD | | 12/9/2024 | | 183 | | | — | |
| | | | | | | | | | | | |
| | | | | | | | | | $ | 855 | | | $ | (542) | |
In order to better define its contractual rights and to secure rights that will help the Company mitigate its counterparty risk, the Company has entered into an International Swaps and Derivatives Association, Inc. Master
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Agreement (“ISDA Master Agreement”) with its derivative counterparty, Macquarie Bank Limited (“Macquarie”). The ISDA Master Agreement is a bilateral agreement between the Company and Macquarie that governs over the counter (“OTC”) derivatives, including forward currency contracts, and contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. The provisions of the ISDA Master Agreement permit a single net payment in the event of a default (close-out netting) or similar event, including the bankruptcy or insolvency of the counterparty.
For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Company and cash collateral received from Macquarie, if any, is included in the Consolidated Statements of Financial Condition as cash collateral held at broker for forward currency contracts or cash collateral received from broker for forward currency contracts. The Company minimizes counterparty credit risk by only entering into agreements with counterparties that it believes to be of good standing and by monitoring the financial stability of those counterparties.
The following table is intended to provide additional information about the effect of the forward foreign currency contracts on the financial statements of the Company including: the fair value of derivatives by risk category, the location of those fair values on the Consolidated Statements of Financial Condition, and the Company’s gross and net amount of assets and liabilities available for offset under netting arrangements as well as any related collateral received or pledged by the Company as of September 30, 2022 and September 30, 2021.
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As of September 30, 2022 |
Counterparty | | Risk exposure category | | Unrealized appreciation on forward currency contracts | | Unrealized depreciation on forward currency contracts | | Net amounts presented in the Consolidated Statement of Financial Condition | | Collateral (Received) Pledged (1) | | Net Amount (2) |
Macquarie Bank Limited | | Foreign exchange | | $ | 20,467 | | | $ | — | | | $ | 20,467 | | | $ | — | | | $ | 20,467 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
As of September 30, 2021 |
Counterparty | | Risk exposure category | | Unrealized appreciation on forward currency contracts | | Unrealized depreciation on forward currency contracts | | Net amounts presented in the Consolidated Statement of Financial Condition | | Collateral (Received) Pledged (1) | | Net Amount (2) |
Macquarie Bank Limited | | Foreign exchange | | $ | 855 | | | $ | (542) | | | $ | 313 | | | $ | — | | | $ | 313 | |
(1)In some instances, the actual collateral pledged may be more than the amount shown due to overcollateralization.
(2)Represents the net amount due from/(to) counterparties in the event of default.
The impact of derivative transactions for the years ended September 30, 2022, 2021 and 2020 on the Consolidated Statements of Operations, including realized and unrealized gains (losses) is summarized in the table below:
| | | | | | | | | | | | | | | | | | | | | | | | |
Realized gain (loss) on forward currency contracts recognized in income | | |
Risk exposure category | | | | For the year ended September 30, |
| | | | | | 2022 | | 2021 | | 2020 |
Foreign exchange | | | | | | $ | — | | | $ | — | | | $ | — | |
| | | | | | | | | | |
Change in unrealized appreciation (depreciation) on forward currency contracts recognized in income | | |
Risk exposure category | | | | For the year ended September 30, |
| | | | | | 2022 | | 2021 | | 2020 |
Foreign exchange | | | | | | $ | 20,154 | | | $ | 265 | | | $ | (192) | |
| | | | | | | | | | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following table is a summary of the average outstanding daily volume for forward currency contracts for the years ended September 30, 2022, 2021 and 2020:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
Average U.S. Dollar notional outstanding | | | | For the year ended September 30, |
| | | | | | | | | | |
| | | | | | 2022 | | 2021 | | 2020 |
Forward currency contracts | | | | | | $ | 122,569 | | | $ | 21,948 | | | $ | 12,406 | |
| | | | | | | | | | |
Exclusion of the Investment Adviser from Commodity Pool Operator Definition
Engaging in commodity interest transactions such as swap transactions or futures contracts for the Company may cause the Investment Adviser to fall within the definition of “commodity pool operator” under the Commodity Exchange Act (the “CEA”) and related Commodity Futures Trading Commission (the “CFTC”) regulations. The Investment Adviser has claimed an exclusion from the definition of the term “commodity pool operator” under the CEA and the CFTC regulations in connection with its management of the Company and, therefore, is not subject to CFTC registration or regulation under the CEA as a commodity pool operator with respect to its management of the Company.
Note 7. Fair Value Measurements
The Company follows ASC Topic 820 for measuring fair value. Fair value is the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the assets or liabilities or market and the assets’ or liabilities’ complexity. The Company’s fair value analysis includes an analysis of the value of any unfunded loan commitments. Assets and liabilities are categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the asset or liability as of the measurement date. The three levels are defined as follows:
Level 1: Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
Level 2: Inputs include quoted prices for similar assets or liabilities in active markets and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the assets or liabilities.
Level 3: Inputs include significant unobservable inputs for the assets or liabilities and include situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value are based upon the best information available and require significant management judgment or estimation.
In certain cases, the inputs used to measure fair value fall into different levels of the fair value hierarchy. In such cases, an asset’s or a liability’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The Company assesses the levels of assets and liabilities at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfers. There were no transfers among Level 1, 2 and 3 of the fair value hierarchy for assets and liabilities for the years ended September 30, 2022 and 2021. The following section describes the valuation techniques used by the Company to measure different assets and liabilities at fair value and includes the level within the fair value hierarchy in which the assets and liabilities are categorized.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Investments
Level 1 investments are valued using quoted market prices. Level 2 investments are valued using market consensus prices that are corroborated by observable market data and quoted market prices for similar assets and liabilities. Level 3 investments are valued at fair value as determined in good faith by the Board, based on input of management, the audit committee and independent valuation firms that have been engaged at the direction of the Board to assist in the valuation of each portfolio investment without a readily available market quotation at least once during a trailing twelve-month period under a valuation policy and a consistently applied valuation process. This valuation process is conducted at the end of each fiscal quarter, with approximately 25% (based on the number of portfolio companies) of the Company’s valuations of debt and equity investments without readily available market quotations subject to review by an independent valuation firm. All investments as of September 30, 2022 and 2021, with the exception of money market funds included in cash and cash equivalents and restricted cash and cash equivalents (Level 1 investments) and forward currency contracts (Level 2 investments), were valued using Level 3 inputs of the fair value hierarchy.
When determining fair value of Level 3 debt and equity investments, the Company takes into account the following factors, where relevant: the enterprise value of a portfolio company, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons to publicly traded securities, and changes in the interest rate environment and the credit markets generally that affect the price at which similar investments are made and other relevant factors. The primary method for determining enterprise value uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s net income before net interest expense, income tax expense, depreciation and amortization (“EBITDA”). A portfolio company’s EBITDA can include pro-forma adjustments for items such as acquisitions, divestitures, or expense reductions. The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired. If debt investments are credit impaired, the Company will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, the Company uses a market interest rate yield analysis to determine fair value.
In addition, for certain debt investments, the Company bases its valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that the Company and others may be willing to pay. Ask prices represent the lowest price that the Company and others may be willing to accept. The Company generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.
Due to the inherent uncertainty of determining the fair value of Level 3 investments that do not have a readily available market value, the fair value of the investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that are ultimately received or settled. Further, such investments are generally subject to legal and other restrictions or otherwise are less liquid than publicly traded instruments. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, the Company could realize significantly less than the value at which such investment had previously been recorded.
The Company’s investments are subject to market risk. Market risk is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments are traded.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following tables present fair value measurements of the Company’s investments and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value as of September 30, 2022 and 2021: | | | | | | | | | | | | | | | | | | | | | | | | | | |
As of September 30, 2022 | | Fair Value Measurements Using |
Description | | Level 1 | | Level 2 | | Level 3 | | Total |
Assets, at fair value: | | | | | | | | |
Debt investments(1) | | $ | — | | | $ | — | | | $ | 2,192,016 | | | $ | 2,192,016 | |
Equity investments(1) | | — | | | — | | | 124,087 | | | 124,087 | |
Money market funds(1)(2) | | 12,005 | | | — | | | — | | | 12,005 | |
Forward currency contracts | | — | | | 20,467 | | | — | | | 20,467 | |
Total assets, at fair value: | | $ | 12,005 | | | $ | 20,467 | | | $ | 2,316,103 | | | $ | 2,348,575 | |
Liabilities, at fair value: | | | | | | | | |
Forward currency contracts | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
Total liabilities, at fair value: | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
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As of September 30, 2021 | | Fair Value Measurements Using |
Description | | Level 1 | | Level 2 | | Level 3 | | Total |
Assets, at fair value: | | | | | | | | |
Debt investments(1) | | $ | — | | | $ | — | | | $ | 1,398,911 | | | $ | 1,398,911 | |
Equity investments(1) | | — | | | — | | | 39,732 | | | 39,732 | |
Money market funds(1)(2) | | 17,293 | | | — | | | — | | | 17,293 | |
Forward currency contracts | | — | | | 855 | | | — | | | 855 | |
Total assets, at fair value: | | $ | 17,293 | | | $ | 855 | | | $ | 1,438,643 | | | $ | 1,456,791 | |
Liabilities, at fair value: | | | | | | | | |
Forward currency contracts | | $ | — | | | $ | (542) | | | $ | — | | | $ | (542) | |
Total liabilities, at fair value: | | $ | — | | | $ | (542) | | | $ | — | | | $ | (542) | |
(1)Refer to the Consolidated Schedules of Investments for further details.
(2)Included in cash and cash equivalents and restricted cash and cash equivalents on the Consolidated Statements of Financial Condition.
The net change in unrealized appreciation (depreciation) for the years ended September 30, 2022, 2021 and 2020 reported within the net change in unrealized appreciation (depreciation) on investments and foreign currency translation in the Company’s Consolidated Statements of Operations attributable to the Company’s Level 3 assets held as of September 30, 2022, 2021 and 2020 was ($43,698), $19,991 and ($9,899), respectively.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following tables present the changes in investments measured at fair value using Level 3 inputs for the years ended September 30, 2022 and 2021: | | | | | | | | | | | | | | | | | |
| For the year ended September 30, 2022 |
| Debt Investments | | Equity Investments | | Total Investments |
Fair value, beginning of period | $ | 1,398,911 | | | $ | 39,732 | | | $ | 1,438,643 | |
Net change in unrealized appreciation (depreciation) on investments | (26,918) | | | 6,514 | | | (20,404) | |
Net translation of investments in foreign currencies | (28,662) | | | (24) | | | (28,686) | |
Realized gain (loss) on investments | 3 | | | 2,061 | | | 2,064 | |
Fundings of (proceeds from) revolving loans, net | 2,164 | | | — | | | 2,164 | |
Fundings of investments | 1,090,215 | | | 81,720 | | | 1,171,935 | |
PIK interest | 6,189 | | | — | | | 6,189 | |
Proceeds from principal payments and sales of portfolio investments | (257,819) | | | (5,916) | | | (263,735) | |
Accretion of discounts and amortization of premiums | 7,933 | | | — | | | 7,933 | |
Fair value, end of period | $ | 2,192,016 | | | $ | 124,087 | | | $ | 2,316,103 | |
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| For the year ended September 30, 2021 |
| Debt Investments | | Equity Investments | | Total Investments |
Fair value, beginning of period | $ | 875,642 | | | $ | 11,209 | | | $ | 886,851 | |
Net change in unrealized appreciation (depreciation) on investments | 14,195 | | | 7,555 | | | 21,750 | |
Realized gain (loss) on investments | 40 | | | 1,390 | | | 1,430 | |
Fundings of (proceeds from) revolving loans, net | (1,208) | | | — | | | (1,208) | |
Fundings of investments | 800,406 | | | 23,293 | | | 823,699 | |
PIK interest | 2,589 | | | — | | | 2,589 | |
Proceeds from principal payments and sales of portfolio investments | (297,982) | | | (3,715) | | | (301,697) | |
Accretion of discounts and amortization of premiums | 5,229 | | | — | | | 5,229 | |
Fair value, end of period | $ | 1,398,911 | | | $ | 39,732 | | | $ | 1,438,643 | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of September 30, 2022 and 2021: | | | | | | | | | | | | | | | | | | | | | | | |
Quantitative information about Level 3 Fair Value Measurements |
| Fair value as of September 30, 2022 | | Valuation Techniques | | Unobservable Input | | Range (Weighted Average)(1) |
Assets, at fair value: | | | | | | | |
Senior secured loans(2) | $ | 240,945 | | | Market rate approach | | Market interest rate | | 6.8% - 14.3% (9.1%) |
| | | Market comparable companies | | EBITDA multiples | | 8.0x - 26.2x (16.1x) |
| — | | | Market comparable companies | | Broker/ Dealer bids or quotes | | N/A |
One stop loans(3)(4) | $ | 1,931,622 | | | Market rate approach | | Market interest rate | | 7.3% - 17.3% (9.5%) |
| | | Market comparable companies | | EBITDA multiples | | 7.0x - 37.3x (17.1x) |
| | | Market comparable companies | | Revenue multiples | | 2.0x - 22.0x (9.4x) |
| — | | | Market comparable companies | | Broker/ Dealer bids or quotes | | N/A |
Subordinated debt and second lien loans | $ | 19,449 | | | Market rate approach | | Market interest rate | | 12.0% - 13.8% (13.0%) |
| | | Market comparable companies | | EBITDA multiples | | 20.0x - 23.0x (21.7x) |
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Equity(5) | $ | 124,087 | | | Market comparable companies | | EBITDA multiples | | 8.5x - 38.0x (17.6x) |
| | | | | Revenue multiples | | 4.0x - 24.4x (15.0x) |
(1)Unobservable inputs were weighted by the relative fair value of the instruments.
(2)$2,015 of loans at fair value were valued using the market comparable companies approach only.
(3)$3,656 of loans at fair value were valued using the market comparable companies approach only.
(4)The Company valued $1,658,559 and $273,063 of one stop loans using EBITDA and revenue multiples, respectively. All one stop loans were also valued using the market rate approach.
(5)The Company valued $111,168 and $12,919 of equity investments using EBITDA and revenue multiples, respectively.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
| | | | | | | | | | | | | | | | | | | | | | | |
Quantitative information about Level 3 Fair Value Measurements |
| Fair value of September 30, 2021 | | Valuation Techniques | | Unobservable Input | | Range (Weighted Average) (1) |
Assets, at fair value: | | | | | | | |
Senior secured loans | $ | 256,841 | | | Market rate approach | | Market interest rate | | 2.5% - 15.5% (5.6%) |
| | | Market comparable companies | | EBITDA multiples | | 8.2x - 24.2x (16.6x) |
| 744 | | | Market comparable companies | | Broker/ Dealer bids or quotes | | N/A |
One stop loans(2) | $ | 1,130,203 | | | Market rate approach | | Market interest rate | | 1.5% - 18.0% (7.2%) |
| | | Market comparable companies | | EBITDA multiples | | 7.0x - 27.0x (16.8x) |
| | | Market comparable companies | | Revenue multiples | | 2.0x - 18.5x (9.4x) |
Subordinated debt and second lien loans(3) | $ | 11,123 | | | Market rate approach | | Market interest rate | | 6.8% - 9.5% (9.1%) |
| | | Market comparable companies | | EBITDA multiples | | 13.0x - 23.6x (22.3x) |
| | | Market comparable companies | | Revenue multiples | | 3.4x |
Equity(4) | $ | 39,732 | | | Market comparable companies | | EBITDA multiples | | 6.9x - 26.0x (20.4x) |
| | | | | Revenue multiples | | 3.4x - 20.5x (14.0x) |
(1)Unobservable inputs were weighted by the relative fair value of the instruments.
(2)The Company valued $928,408 and $201,795 of one stop loans using EBITDA and revenue multiples, respectively. All one stop loans were also valued using the market rate approach.
(3)The Company valued $11,121 and $2 of subordinated debt and second lien loans using EBITDA and revenue multiples, respectively. All subordinated debt and second lien loans were also valued using the market rate approach.
(4)The Company valued $31,946 and $7,786 of equity investments using EBITDA and revenue multiples, respectively.
The above tables are not intended to be all-inclusive but rather to provide information on significant unobservable inputs and valuation techniques used by the Company.
The significant unobservable inputs used in the fair value measurement of the Company’s debt and equity investments are EBITDA multiples, revenue multiples and market interest rates. The Company uses EBITDA multiples and, to a lesser extent, revenue multiples on its debt and equity investments to determine any credit gains or losses. Increases or decreases in either of these inputs in isolation would have resulted in a significantly lower or higher fair value measurement. The Company uses market interest rates for loans to determine if the effective yield on a loan is commensurate with the market yields for that type of loan. If a loan’s effective yield was significantly less than the market yield for a similar loan with a similar credit profile, then the resulting fair value of the loan may have been lower.
Other Financial Assets and Liabilities
ASC Topic 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. As a result, with the exception of the line item titled “debt” which is reported at cost, all assets and liabilities approximate fair value on the Consolidated Statements of Financial Condition due to their short maturity. Fair value of the Company’s debt is estimated using Level 3 inputs by discounting remaining payments using applicable implied market rates.
The following are the carrying values and fair values of the Company’s debt as of September 30, 2022 and 2021: | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of September 30, 2022 | | As of September 30, 2021 | | |
| Carrying Value | | Fair Value | | Carrying Value | | Fair Value | | | | |
Debt | $ | 1,118,992 | | | $ | 1,116,812 | | | $ | 700,439 | | | $ | 700,417 | | | | | |
| | | | | | | | | | | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Note 8. Borrowings
In accordance with the 1940 Act, with certain limited exceptions, the Company is currently allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 200% after such borrowing. The Company has not sought or obtained any approval necessary to be subject to the reduced asset coverage requirements available to BDCs pursuant to Section 61(a)(2) of the 1940 Act, which permits a BDC to have asset coverage of 150%, or a ratio of total consolidated assets to outstanding indebtedness of 2:1 as compared to a maximum of 1:1 under the 200% asset coverage requirement under the 1940 Act. As of September 30, 2022, the Company’s asset coverage for borrowed amounts was 212.7%.
2022 Debt Securitization: On January 25, 2022, the Company completed a $401,750 asset-backed securitization (the “2022 Debt Securitization”). Asset-backed securitizations are a form of secured financing incurred by a subsidiary of the Company, which is controlled by the Company and subject to its overall asset coverage requirement. The notes offered in the 2022 Debt Securitization were issued by the 2022 Issuer and are backed by a diversified portfolio of senior secured loans. The notes offered in the 2022 Debt Securitization consist of $252,000 of Class A Senior Secured Floating Rate Notes, which bear interest at a benchmark interest rate, which will be based on three-month term SOFR, plus 2.00% (the “Secured 2022 Notes”) and $149,750 of Subordinated Notes, which do not bear interest (the “Subordinated 2022 Notes” and, together with the Secured 2022 Notes, the “2022 Notes”). The Secured 2022 Notes were issued through a private placement through Deutsche Bank Securities Inc. The Company indirectly retained all of the Subordinated 2022 Notes, and the Subordinated 2022 Notes were eliminated in consolidation. The Secured 2022 Notes are included in the September 30, 2022 Consolidated Statement of Financial Condition as debt of the Company.
Through January 25, 2024, all principal collections received on the underlying collateral may be used by the 2022 Issuer to purchase new collateral under the direction of the Investment Adviser, in its capacity as collateral manager of the 2022 Issuer, in accordance with the Company’s investment strategy and subject to customary conditions set forth in the documents governing the 2022 Debt Securitization, allowing the Company to maintain the initial leverage in the 2022 Debt Securitization. The Secured 2022 Notes are due on January 18, 2030. The Subordinated 2022 Notes are due on January 25, 2122.
As of September 30, 2022, there were 54 portfolio companies with a total fair value of $393,878 securing the 2022 Debt Securitization. The pool of loans in the 2022 Debt Securitization must meet certain requirements, including asset mix and concentration, collateral coverage, term, agency rating, minimum coupon, minimum spread and sector diversity requirements.
The three-month term SOFR rate in effect as of September 30, 2022 based on the last interest rate reset was 2.5%. For the year ended September 30, 2022, the components of interest expense, cash paid for interest, average interest rates and average outstanding balances for the 2022 Debt Securitization were as follows:
| | | | | | | | | | | | | | | |
| | | For the year ended September 30, 2022 | | | | |
| | | | | | | | | |
Stated interest expense | | | | | $ | 5,405 | | | | | |
Amortization of debt issuance costs | | | | | 505 | | | | | |
Total interest expense | | | | | $ | 5,910 | | | | | |
Cash paid for interest expense | | | | | $ | 3,117 | | | | | |
Average stated interest rate | | | | | 3.1 | % | | | | |
Average outstanding balance | | | | | $ | 171,912 | | | | | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
As of September 30, 2022, the class, amount, rating and interest rate (expressed as a spread to three-month term SOFR, as applicable) of the 2022 Debt Securitization was as follows:
| | | | | |
Description | Secured 2022 Notes |
Type | Senior Secured Floating Rate |
Amount Outstanding | $252,000 |
| |
Kroll Bond Rating Agency Rating | A |
Interest Rate | SOFR + 2.0% |
2021 Debt Securitization: On March 11, 2021, the Company completed a $398,900 term debt securitization (the “2021 Debt Securitization”). Term debt securitizations are also known as collateralized loan obligations, or CLOs. Term debt securitizations are a form of secured financing incurred by the Company, which are consolidated by the Company and subject to the overall asset coverage requirement. The notes offered in the 2021 Debt Securitization (the “2021 Notes”) were issued by the 2021 Issuer and are backed by a diversified portfolio of senior secured and second lien loans. The 2021 Notes offered in the 2021 Debt Securitization consist of $224,000 of AAA Class A 2021 Notes, which bear interest at the three-month LIBOR plus 1.60%; $28,000 of AA Class B 2021 Notes, which bear interest at the three-month LIBOR plus 1.85%; $36,000 of A Class C-1 2021 Notes, which bear interest at the three-month LIBOR plus 2.80%; $10,000 A Class C-2 2021 Notes, which bear interest at 3.91%; up to $28,000 of BBB- Class D 2021 Notes, which were unfunded on the closing date of the 2021 Debt Securitization and which, if funded, will bear interest at the three-month LIBOR plus a spread set in connection with the funding date but which in no event will be greater than 5.00% (the Class D 2021 Notes, together with the Class A 2021 Notes, the Class B 2021 Notes, the Class C-1 2021 Notes and the Class C-2 2021 Notes are referred to as the “Secured 2021 Notes”); and approximately $100,900 of Subordinated 2021 Notes, which do not bear interest. The Class A 2021 Notes, the Class B 2021 Notes, the Class C-1 2021 Notes, and the Class C-2 2021 Notes were issued through a private placement through Deutsche Bank Securities Inc. The Company indirectly retained all of the Class D 2021 Notes and Subordinated 2021 Notes which were eliminated in consolidation. The Class A, Class B, Class C-1, and Class C-2 2021 Notes are included in the September 30, 2022 and September 30, 2021 Consolidated Statement of Financial Condition as debt of the Company.
Through April 15, 2025, all principal collections received on the underlying collateral may be used by the 2021 Issuer to purchase new collateral under the direction of the Investment Adviser, in its capacity as collateral manager of the 2021 Issuer, in accordance with the Company’s investment strategy and subject to customary conditions set forth in the documents governing the 2021 Debt Securitization, allowing the Company to maintain the initial leverage in the 2021 Debt Securitization. The Secured 2021 Notes are due on April 15, 2033. The Subordinated 2021 Notes are due in 2121.
As of September 30, 2022 and September 30, 2021, there were 75 and 77 portfolio companies, respectively, with total fair value of $391,731 and $392,435, respectively, securing the 2021 Notes. The pool of loans in the 2021 Debt Securitization must meet certain requirements, including asset mix and concentration, collateral coverage, term, agency rating, minimum coupon, minimum spread and sector diversity requirements.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The interest charged under the 2021 Debt Securitization is based on three-month LIBOR. The three-month LIBOR in effect as of September 30, 2022 based on the last interest rate reset was 2.5%. For the years ended September 30, 2022, 2021 and 2020, the components of interest expense, cash paid for interest, average interest rates and average outstanding balances for the 2021 Debt Securitization were as follows: | | | | | | | | | | | | | | | | | | | | | |
| | | Years ended September 30, |
| | | | | 2022 | | 2021 | | 2020 |
Stated interest expense | | | | | $ | 8,176 | | | $ | 3,356 | | | $ | — | |
Amortization of debt issuance costs | | | | | 434 | | | 225 | | | — | |
Total interest expense | | | | | $ | 8,610 | | | $ | 3,581 | | | $ | — | |
Cash paid for interest expense | | | | | $ | 6,687 | | | $ | 2,088 | | | $ | — | |
Average stated interest rate | | | | | 2.7 | % | | 2.0 | % | | N/A |
Average outstanding balance | | | | | $ | 298,000 | | | $ | 166,553 | | | $ | — | |
As of September 30, 2022, the classes, amounts, ratings and interest rates (expressed as a spread to three-month LIBOR, as applicable) of the Class A 2021 Notes, Class B 2021 Notes, Class C-1 2021 Notes and the Class C-2 2021 Notes were as follows:
| | | | | | | | | | | | | | | | | | | | | | | |
Description | Class A 2021 Notes | | Class B 2021 Notes | | Class C-1 2021 Notes | | Class C-2 2021 Notes |
Type | Senior Secured Floating Rate | | Senior Secured Floating Rate | | Senior Secured Floating Rate | | Senior Secured Floating Rate |
Amount Outstanding | $224,000 | | $28,000 | | $36,000 | | $10,000 |
| | | | | | | |
S&P Rating | "AAA" | | "AA" | | "A" | | "A" |
Interest Rate | LIBOR + 1.60% | | LIBOR + 1.85% | | LIBOR + 2.80% | | 3.91% |
The Investment Adviser serves as collateral manager to the 2021 Issuer and 2022 Issuer under separate collateral management agreements and receives a fee for providing these services. The total fees payable by the Company under the Investment Advisory Agreement are reduced by an amount equal to the total aggregate fees paid to the Investment Adviser by the 2021 Issuer and the 2022 Issuer for rendering such collateral management services.
Adviser Revolver: On October 2, 2017, the Company entered into the Adviser Revolver with the Investment Adviser, with a maximum credit limit of $40,000 and expiration date of October 2, 2020. On June 28, 2019, the Company and the Investment Adviser amended the Adviser Revolver to increase the borrowing capacity from $40,000 to $100,000. On August 15, 2019, the Company and the Investment Adviser entered into a second amendment to the Adviser Revolver to increase the borrowing capacity from $100,000 to $125,000. On October 28, 2019, the Company entered into a third amendment to the Adviser Revolver, which decreased the borrowing capacity from $125,000 to $40,000. On October 1, 2020, the Company entered into a fourth amendment to the Adviser Revolver, which extended the maturity date of the Adviser Revolver from October 2, 2020 to September 29, 2023. Other material terms of the Adviser Revolver were unchanged. The Adviser Revolver bears interest at a rate equal to the short-term Applicable Federal Rate (“AFR”). The short-term AFR as of September 30, 2022 was 3.0%. As of September 30, 2022 and 2021, the Company had no outstanding debt under the Adviser Revolver.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
For the years ended September 30, 2022, 2021 and 2020, the stated interest expense, cash paid for interest expense, average stated interest rates and average outstanding balances for the Adviser Revolver were as follows: | | | | | | | | | | | | | | | | | | | | | |
| | | Years ended September 30, |
| | | | | 2022 | | 2021 | | 2020 |
Stated interest expense | | | | | $ | 1 | | | $ | — | * | | $ | 17 | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
Cash paid for interest expense | | | | | — | | | — | * | | 270 | |
Average stated interest rate | | | | | 0.2 | % | | 0.1 | % | | 1.7 | % |
Average outstanding balance | | | | | $ | 680 | | | $ | 28 | | | $ | 970 | |
* Represents an amount less than $1.
SB Revolver: On February 4, 2019, the Company entered into a revolving credit agreement (as amended, the “SB Revolver”) with Signature Bank (“SB”), as administrative agent and a lender, which allowed the Company to borrow up to $175,000 at any one time outstanding, subject to leverage and borrowing base restrictions, with a stated maturity date of February 4, 2021. On April 8, 2019, the Company entered into an amendment to the SB Revolver with SB which increased the borrowing capacity under the SB Revolver to $225,000 from $175,000. Other material terms of the SB Revolver were unchanged. On May 31, 2019, the Company amended the SB Revolver to permit borrowings in foreign currencies. On February 7, 2020, the Company entered into an amendment to the SB Revolver, which increased the borrowing capacity under the SB Revolver to $275,000 from $225,000, and increased the borrowing base against which the Company may borrow through April 7, 2020, after which the borrowing base reverts to the terms applicable to the Company prior to the February 7, 2020 amendment. On February 4, 2021, the Company entered into an amendment on the SB Revolver to, among other things, extend the stated maturity to February 4, 2022, amend the interest rate on borrowings, amend the non-usage fee to a rate of 0.25% per annum on the unused portion of the SB Revolver, amend the fee payable if the Company requests to extend the maturity date of the SB Revolver to 0.25% of the commitments under the SB Revolver as of the date the Company receives notice of such extension, including the fee payable in connection with the extension contemplated by the amendment executed on February 4, 2021, and amend the fee payable by the Company if the Company exercises its right to request an increase in the maximum commitments under the SB Revolver upon satisfaction of certain conditions to 0.25% of such increased or new commitment, with each of the extension and commitment fees subject to pro-ration in accordance with the terms of the SB Revolver. On November 19, 2021, the Company provided written notice to Signature Bank of its intent to reduce the maximum borrowings permitted under the SB Revolver to $180,000 at any one time outstanding, subject to leverage and borrowing base restrictions, effective November 26, 2021. On February 4, 2022, the Company entered into an amendment on the SB Revolver to extend the stated maturity date from February 4, 2022 to March 4, 2022. On March 3, 2022, the Company entered into an amendment on the SB Revolver to, among other things, extend the stated maturity to February 4, 2023, amend the interest rate on borrowings and include an annualized fee payable on the closing date of the amendment equal to 0.25% of the commitments of the SB Revolver as of March 3, 2022 subject to pro-ration in accordance with the terms of the SB Revolver. On July 6, 2022, the Company entered into an amendment on the SB Revolver to, among other things, decrease the borrowing capacity under the SB Revolver to $150,000 and increase the borrowing base against which the Company may borrow. On September 6, 2022, the Company provided written notice to SB of their intent to reduce the maximum borrowings permitted under the revolving credit agreement with SB to $100,000 from $150,000 at any one time outstanding, subject to leverage and borrowing base restrictions. The other terms of the SB Revolver were not changed. Such reduction in the maximum borrowings permitted under the SB Revolver pursuant to the written notice was effective as of September 13, 2022. As of September 30, 2022, the Company could borrow up to $100,000 under the SB Revolver.
The SB Revolver bears interest at a rate, at the Company’s election, of either the one-month term SOFR for the applicable interest period plus 1.70% and a spread adjustment of 0.10% or the prime rate minus 1.20%. The revolving period under the SB Revolver will continue through February 4, 2023. Prior to March 3, 2022, the SB Revolver bore interest at a rate, at the Company’s election, of either the one-, two- or three-month LIBOR plus 1.70% per annum or the prime rate minus 1.20%, as calculated under the SB Revolver. The SB Revolver is secured by the unfunded commitments of stockholders of the Company, collateral accounts and the proceeds of the foregoing. In addition to the stated interest rate on the SB Revolver, the Company is required to pay a non-usage fee
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
at a rate of 0.25% per annum on the unused portion of the SB Revolver.
As of September 30, 2022 and 2021, the Company had outstanding debt under the SB Revolver of $100,000 and $246,433, respectively.
For the years ended September 30, 2022, 2021 and 2020, the stated interest expense, cash paid for interest expense, average interest rates and average outstanding balances for the SB Revolver were as follows: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Years ended September 30, | |
| | | | | 2022 | | 2021 | | 2020 | |
Stated interest expense | | | | | $ | 4,212 | | | $ | 3,873 | | | $ | 4,812 | | |
Facility fees | | | | | 48 | | | 149 | | | 89 | | |
Amortization of debt issuance costs | | | | | 532 | | | 794 | | | 752 | | |
Total interest expense | | | | | $ | 4,792 | | | $ | 4,816 | | | $ | 5,653 | | |
Cash paid for interest expense | | | | | $ | 4,225 | | | $ | 3,859 | | | $ | 5,002 | | |
Average stated interest rate | | | | | 2.5 | % | | 1.8 | % | | 2.4 | % | |
Average outstanding balance | | | | | $ | 166,263 | | | $ | 213,460 | | | $ | 198,943 | | |
DB Credit Facility: On September 10, 2019 (the “Effective Date”), the Company and GBDC 3 Funding, entered into a loan financing and servicing agreement (the “DB Credit Facility”), with the Company, as equity holder and as servicer, 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. The period during which GBDC 3 Funding may request drawdowns under the DB Credit Facility (the “Revolving Period”) commenced on the Effective Date and will continue through March 10, 2023 unless there is an earlier termination or event of default. The DB Credit Facility will mature on the earliest of (i) three years from the last day of the Revolving Period, (ii) the date on which the Company ceases to exist or (iii) the occurrence of an event of default. On September 21, 2021, the Company entered into an amendment on 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 the daily simple Sterling Overnight Index Average subject to certain adjustments. On October 29, 2021, the Company entered into an amendment on the DB Credit Facility to, among other things, increase the borrowing capacity thereunder up to an aggregate of $450,000. On June 24, 2022, the Company entered into an amendment on the DB Credit Facility to, among other things, increase the borrowing capacity thereunder up to an aggregate of $750,000, amend the interest rate at which borrowings are made to the applicable base rate plus 2.15% during the Revolving Period, and 2.40% after the Revolving Period, replace LIBOR with the three-month term SOFR as an applicable base rate and included an annualized fee payable on the closing date of the amendment equal to 0.90% of the increase in the commitments of the DB Credit Facility as of June 24, 2022 subject to pro-ration in accordance with the terms of the DB Credit Facility. As of September 30, 2022, the DB Credit Facility allowed GBDC 3 Funding to borrow up to $750,000, subject to leverage and borrowing base restrictions.
As of September 30, 2022, the DB Credit Facility bears interest at the applicable base rate plus 2.15% per annum. The base rate under the DB Credit Facility is (i) the three-month Canadian Dollar Offered Rate with respect to any advances denominated in Canadian dollars, (ii) the three-month EURIBOR with respect to any advances denominated in euros, (iii) the three-month Bank Bill Swap Rate with respect to any advances denominated in Australian dollars, (iv) the daily simple Sterling Overnight Index Average with respect to any advances denominated U.K. pound sterling and (v) the three-month term SOFR with respect to any other advances. A syndication/agent fee is payable to the facility agent each quarter and is calculated based on the aggregate commitments outstanding each day during the preceding collection period at a rate of 1/360 of 0.25% of the aggregate commitments on each day. In addition, a non-usage fee of 0.25% per annum is payable on the undrawn amount under the DB Credit Facility, and, during the Revolving Period, an additional fee based on unfunded commitments of the lenders may be payable if borrowings under the DB Credit Facility do not exceed a minimum utilization percentage threshold. A prepayment fee would be payable in the event of any permanent reduction in commitments of the DB Credit Facility in the
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
amount of 0.50% or 0.25% of the amount of the reduction during the first or second year after the Effective Date, respectively.
The DB Credit Facility is secured by all of the assets held by GBDC 3 Funding. GBDC 3 Funding has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. The borrowings of the Company, including under the DB Credit Facility, are subject to the leverage restrictions contained in the 1940 Act.
The Company transfers certain loans and debt securities it has originated or acquired from time to time to GBDC 3 Funding through a purchase and sale agreement and causes GBDC 3 Funding to originate or acquire loans, consistent with the Company’s investment objectives.
As of September 30, 2022 and 2021, the Company had outstanding debt under the DB Credit Facility of $468,992 and $156,006, respectively.
For the years ended September 30, 2022, 2021 and 2020, the stated interest expense, cash paid for interest expense, average interest rates and average outstanding balances for the DB Credit Facility were as follows:
| | | | | | | | | | | | | | | | | | | | | |
| | | Years ended September 30, |
| | | | | 2022 | | 2021 | | 2020 |
Stated interest expense | | | | | $ | 10,562 | | | $ | 2,777 | | | $ | 5,185 | |
Facility fees | | | | | 1,808 | | | 969 | | | 857 | |
Amortization of debt issuance costs | | | | | 1,997 | | | 951 | | | 440 | |
Total interest expense | | | | | $ | 14,367 | | | $ | 4,697 | | | $ | 6,482 | |
Cash paid for interest expense | | | | | $ | 8,038 | | | $ | 4,026 | | | $ | 5,313 | |
Average stated interest rate | | | | | 3.2 | % | | 2.2 | % | | 3.2 | % |
Average outstanding balance | | | | | $ | 326,398 | | | $ | 124,111 | | | $ | 162,513 | |
Other Short-Term Borrowings: Borrowings with original maturities of less than one year are classified as short-term. The Company’s short-term borrowings are the result of investments that were sold under repurchase agreements. Investments sold under repurchase agreements are accounted for as collateralized borrowings as the sale of the investment does not qualify for sale accounting under ASC Topic 860 and remains as an investment on the Consolidated Statements of Financial Condition.
As of September 30, 2022 and 2021, the Company had no outstanding short-term borrowings.
For the years ended September 30, 2022, 2021 and 2020, the stated interest expense, cash paid for interest expense, average interest rates and average outstanding balances for short-term borrowings were as follows:
| | | | | | | | | | | | | | | | | | | | | |
| | | Years ended September 30, |
| | | | | 2022 | | 2021 | | 2020 |
Stated interest expense | | | | | $ | 542 | | | $ | — | | | $ | 155 | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
Cash paid for interest expense | | | | | 542 | | | — | | | 251 | |
Average stated interest rate | | | | | 3.1 | % | | N/A | | 4.9 | % |
Average outstanding balance | | | | | $ | 17.351 | | | $ | — | | | $ | 3,136 | |
For the years ended September 30, 2022, 2021 and 2020, the average total debt outstanding was $980,605, $504,152, and $365,561, respectively.
For the years ended September 30, 2022, 2021 and 2020, the effective average interest rate, which includes amortization of debt financing costs and non-usage facility fees, on the Company's total debt was 3.5%, 2.6% and 3.4%, respectively.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
A summary of the Company’s maturity requirements for borrowings as of September 30, 2022 is as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payments Due by Period |
| Total | | Less Than 1 Year | | 1 – 3 Years | | 3 – 5 Years | | More Than 5 Years |
SB Revolver | $ | 100,000 | | | $ | 100,000 | | | $ | — | | | $ | — | | | $ | — | |
DB Credit Facility | 468,992 | | | — | | | — | | | 468,992 | | | — | |
2021 Debt Securitization | 298,000 | | | — | | | — | | | — | | | 298,000 | |
2022 Debt Securitization | 252,000 | | | — | | | — | | | — | | | 252,000 | |
| | | | | | | | | |
| | | | | | | | | |
Total borrowings | $ | 1,118,992 | | | $ | 100,000 | | | $ | — | | | $ | 468,992 | | | $ | 550,000 | |
Note 9. Federal Income Tax Matters
The Company has elected to be treated and intends to be subject to tax as a RIC under Subchapter M of the Code. As a result, the Company must distribute substantially all of its net taxable income each tax year as dividends to its stockholders. Accordingly, no provision for federal income tax has been made in the financial statements.
Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S. federal tax regulations, which may differ from amounts determined in accordance with GAAP and those differences could be material. These book-to-tax differences are either temporary or permanent in nature. Reclassifications due to permanent book-tax differences have no impact on net assets.
The following permanent differences were reclassified for tax purposes among the components of net assets for the years ended September 30, 2022, 2021 and 2020: | | | | | | | | | | | | | | | | | |
| Years ended September 30, |
| 2022 | | 2021 | | 2020 |
Increase/(decrease) in Paid in Capital in Excess of Par | $ | (4) | | | $ | (7) | | | $ | — | * |
Increase/(decrease) in Distributable Earnings (Losses) | 4 | | | 7 | | | — | * |
*Represents an amount less than $1.
Taxable income generally differs from net increase (decrease) in net assets resulting from operations for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses and generally excludes unrealized appreciation (depreciation) on investment transactions as investment gains and losses are not included in taxable income until they are realized.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
The following table reconciles net increase in net assets resulting from operations to taxable income for the years ended September 30, 2022, 2021 and 2020: | | | | | | | | | | | | | | | | | |
| Years ended September 30, |
| 2022 | | 2021 | | 2020 |
Net increase in net assets resulting from operations | $ | 63,400 | | | $ | 66,796 | | | $ | 25,546 | |
Net change in unrealized (appreciation) depreciation on investment transactions | 21,950 | | | (22,776) | | | 10,867 | |
Other income (loss) not currently taxable | (2,631) | | | 1,409 | | | (742) | |
Expenses not currently deductible | 323 | | | 55 | | | 55 | |
Other income for tax but not book | 415 | | | — | | | 5 | |
Other deductions/losses for tax not book | (13) | | | (119) | | | (191) | |
Other realized gain/loss differences | 19,785 | | | 862 | | | 1,008 | |
Capital loss carryforward | — | | | — | | | — | |
Taxable income before deductions for distributions | $ | 103,229 | | | $ | 46,227 | | | $ | 36,548 | |
The tax character of distributions paid during the years ended September 30, 2022, 2021 and 2020 were as follows: | | | | | | | | | | | | | | | | | |
| Years ended September 30, |
| 2022 | | 2021 | | 2020 |
Ordinary Income | $ | 84,699 | | | $ | 50,384 | | | $ | 32,322 | |
Long-Term Capital Gains | — | | | 995 | | | 22 | |
Return of Capital | — | | | 2,290 | | | — | |
The tax basis components of distributable earnings/(accumulated losses) and reconciliation to accumulated earnings/(deficit) on a book basis for the years ended September 30, 2022, 2021 and 2020 were as follows: | | | | | | | | | | | | | | | | | |
| Years ended September 30, |
| 2022 | | 2021 | | 2020 |
Undistributed ordinary income – tax basis | $ | 16,320 | | | $ | (14) | | | $ | 5,156 | |
Undistributed realized gains – tax basis | 2,209 | | | — | | | — | |
Net unrealized appreciation (depreciation) on investments | (24,243) | | | 18,524 | | | (4,682) | |
Other temporary differences | (499) | | | (15,339) | | | (830) | |
Total accumulated earnings (loss) – book basis | $ | (6,213) | | | $ | 3,171 | | | $ | (356) | |
Capital losses in excess of capital gains earned in a tax year may generally be carried forward and used to offset capital gains, subject to certain limitations. Capital losses incurred by the Company are not subject to expiration and retain their character as either short-term or long-term capital losses. As of September 30, 2022, the Company estimates that it will not have a capital loss carryforward available for use in subsequent tax years.
For tax purposes, the Company may elect to defer any portion of a post-October capital loss or late-year ordinary loss to the first day of the following fiscal year. As of September 30, 2022 and September 30, 2021, the Company elected to defer $0 and $1,107 of ordinary losses, respectively. The Company did not elect to defer any short-term capital losses and long-term capital losses as of September 30, 2022 and September 30, 2021, respectively. For the year ended September 30, 2020, the Company elected to defer $657 of long-term capital losses.
For the tax year ended September 30, 2022, the Company estimates taxable income in excess of the distributions made from such taxable income during the tax year, and therefore, the Company has elected to carry forward the excess for distribution to stockholders in 2023. The amount carried forward to 2023 is estimated to be approximately $16,320 of ordinary income, and $2,209 of long term capital gain, although these amounts will not be finalized until the 2022 tax returns are filed in 2023.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
As of September 30, 2022, the federal tax cost of investments was $2,348,048 resulting in estimated gross unrealized gains and losses of $26,569 and $58,514, respectively.
Note 10. Commitments and Contingencies
Commitments: As of September 30, 2022, the Company had outstanding commitments to fund investments totaling $308,133, including $23,951 of commitments on undrawn revolvers. As of September 30, 2021, the Company had outstanding commitments to fund investments totaling $180,385, including $17,352 of commitments on undrawn revolvers.
Indemnifications: In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties that provide general indemnifications. The Company’s maximum exposure under these arrangements is unknown, as these involve future claims against the Company that have not occurred. The Company expects the risk of any future obligations under these indemnifications to be remote.
Off-balance sheet risk: Off-balance sheet risk refers to an unrecorded potential liability that may result in a future obligation or loss, even though it does not appear on the Consolidated Statements of Financial Condition. The Company has entered and, in the future, may enter into derivative instruments that contain elements of off-balance sheet market and credit risk. Refer to Note 6 for outstanding forward currency contracts as of September 30, 2022, and September 30, 2021. Derivative instruments can be affected by market conditions, such as foreign currency volatility, which could impact the fair value of the derivative instruments. If market conditions move against the Company, it may not achieve the anticipated benefits of any derivative instruments and may realize a loss. The Company minimizes market risk through monitoring its investments and borrowings.
Concentration of credit and counterparty risk: Credit risk arises primarily from the potential inability of counterparties to perform in accordance with the terms of the contract. The Company has engaged, and in the future may engage again, in derivative transactions with counterparties. In the event that the counterparties do not fulfill their obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterparties or issuers of the instruments. The Company’s maximum loss that it could incur related to counterparty risk on derivative instruments is the value of the collateral for that respective derivative instrument. It is the Company’s policy to review, as necessary, the credit standing of each counterparty.
Legal proceedings: In the normal course of business, the Company is subject to legal and regulatory proceedings that are generally incidental to its ongoing operations. While there can be no assurance of the ultimate disposition of any such proceedings, the Company does not believe any disposition will have a material adverse effect on the Company’s consolidated financial statements.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Note 11. Financial Highlights
The financial highlights for the Company are as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Years ended September 30, |
Per share data:(1) | | | | | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
Net asset value at beginning of period | | | | | | $ | 15.00 | | | $ | 14.97 | | | $ | 15.00 | | | $ | 15.00 | | | $ | 15.00 | |
Distributions declared:(2) | | | | | | | | | | | | | | |
From net investment income | | | | | | (1.04) | | | (1.52) | | | (0.86) | | | (1.42) | | | (1.47) | |
From capital gains | | | | | | — | | | (0.03) | | | (0.00)^ | | — | | | — | |
From return of capital | | | | | | — | | | (0.07) | | | — | | | — | | | — | |
Net investment income | | | | | | 1.12 | | | 1.08 | | | 1.22 | | | 1.19 | | | 1.04 | |
Net realized gain (loss) on investment transactions | | | | | | 0.03 | | | 0.01 | | | (0.03) | | | 0.01 | | | — | |
Net change in unrealized appreciation (depreciation) on investment transactions(3) | | | | | | (0.22) | | | 0.56 | | | (0.36) | | | 0.22 | | | 0.43 | |
Net asset value at end of period | | | | | | $ | 14.89 | | | $ | 15.00 | | | $ | 14.97 | | | $ | 15.00 | | | $ | 15.00 | |
Total return based on net asset value per share(4) | | | | | | 6.23 | % | | 11.48 | % | | 5.78 | % | | 9.85 | % | | 10.26 | % |
Number of common shares outstanding | | | | | | 85,511,291.055 | | | 54,297,683.237 | | | 35,388,849.466 | | | 22,894,689.911 | | | 5,815,002.633 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Years ended September 30, |
Listed below are supplemental data and ratios to the financial highlights: | | | | | | 2022 | | 2021 | | 2020 | | 2019 | | 2018 |
Ratio of net investment income to average net assets | | | | | | 7.51 | % | | 7.22 | % | | 8.36 | % | | 7.93 | % | | 6.92 | % |
Ratio of total expenses to average net assets | | | | | | 6.98 | % | | 7.08 | % | | 6.71 | % | | 8.37 | % | | 8.21 | % |
Ratio of management fee waiver to average net assets | | | | | | (0.70) | % | | (0.68) | % | | (0.68) | % | | (0.64) | % | | (0.53) | % |
Ratio of incentive fee waiver to average net assets | | | | | | (0.04) | % | | (0.22) | % | | (0.13) | % | | (0.39) | % | | (0.37) | % |
Ratio of professional fees waiver to average net assets | | | | | | — | % | | — | % | | — | % | | — | % | | (0.31) | % |
Ratio of net expenses to average net assets | | | | | | 6.24 | % | | 6.18 | % | | 5.90 | % | | 7.34 | % | | 7.00 | % |
Ratio of incentive fees to average net assets | | | | | | 0.94 | % | | 1.91 | % | | 0.94 | % | | 2.06 | % | | 1.84 | % |
Ratio of total expenses (without incentive fees) to average net assets | | | | | | 6.04 | % | | 5.17 | % | | 5.77 | % | | 6.31 | % | | 6.37 | % |
Total return based on average net asset value(5) | | | | | | 5.74 | % | | 11.03 | % | | 5.71 | % | | 10.27 | % | | 11.32 | % |
Net assets at end of period | | | | | | $ | 1,272,918 | | | $ | 814,465 | | | $ | 529,617 | | | $ | 343,420 | | | $ | 87,225 | |
Average debt outstanding | | | | | | $ | 980,605 | | | $ | 504,152 | | | $ | 365,561 | | | $ | 156,352 | | | $ | 18,946 | |
Average debt outstanding per share | | | | | | $ | 11.47 | | | $ | 9.28 | | | $ | 10.33 | | | $ | 6.83 | | | $ | 3.26 | |
Portfolio Turnover | | | | | | 13.06 | % | | 27.55 | % | | 16.07 | % | | 5.84 | % | | 14.67 | % |
Asset coverage ratio(6) | | | | | | 212.70 | % | | 215.90 | % | | 238.66 | % | | 219.29 | % | | 248.76 | % |
Asset coverage ratio per unit(7) | | | | | | $ | 2,127 | | | $ | 2,159 | | | $ | 2,387 | | | $ | 2,193 | | | $ | 2,488 | |
Average market value per unit (8): | | | | | | | | | | | | | | |
SB Revolver | | | | | | N/A | | N/A | | N/A | | N/A | | N/A |
DB Credit Facility | | | | | | N/A | | N/A | | N/A | | N/A | | N/A |
Adviser Revolver | | | | | | N/A | | N/A | | N/A | | N/A | | N/A |
2021 Debt Securitization | | | | | | N/A | | N/A | | N/A | | N/A | | N/A |
2022 Debt Securitization | | | | | | N/A | | N/A | | N/A | | N/A | | N/A |
Other short-term borrowings | | | | | | N/A | | N/A | | N/A | | N/A | | N/A |
| | | | | | | | | | | | | | |
^ Represents an amount less than $0.01 per share.
(1)Based on actual number of shares outstanding at the end of the corresponding period or the weighted average shares outstanding for the period, unless otherwise noted, as appropriate.
(2)The per share data for distributions reflect the amount of distributions paid or payable with a record date during the applicable period.
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
(3)Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on the shares outstanding as of the dividend record date.
(4)Total return based on net asset value per share assumes distributions are reinvested in accordance with the DRIP. Total return does not include sales load.
(5)Total return based on average net asset value is calculated as (a) the net increase (decrease) in net assets resulting from operations divided by (b) the daily average of total net assets. Total return does not include sales load.
(6)In accordance with the 1940 Act, with certain limited exceptions, the Company is currently allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 200% after such borrowing.
(7)Asset coverage ratio per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage ratio per unit is expressed in terms of dollar amounts per $1,000 of indebtedness.
(8)Not applicable because such senior securities are not registered for public trading.
Note 12. Earnings Per Share
The following information sets forth the computation of the net increase/(decrease) in net assets per share resulting from operations for the years ended September 30, 2022, 2021 and 2020:
| | | | | | | | | | | | | | | | | | | | | | | |
| | | Years ended September 30, |
| | | | | 2022 | | 2021 | | 2020 |
| | | | | | | |
Earnings available to stockholders | | | | | $ | 63,400 | | | $ | 66,796 | | | $ | 25,546 | |
Basic and diluted weighted average shares outstanding | | | | | 73,856,628 | | | 40,394,338 | | | 30,664,150 | |
Basic and diluted earnings per share | | | | | $ | 0.86 | | | $ | 1.65 | | | $ | 0.83 | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Note 13. Dividends and Distributions
The Company’s dividends and distributions are recorded on the record date. The following table summarizes the Company’s dividend declarations and distributions with a record date during the years ended September 30, 2022, 2021 and 2020:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Date Declared | | Record Date | | Payment Date | | Shares Outstanding | | Amount Per Share | | Total Dividends Declared |
For the year ended September 30, 2022 | | | | |
08/06/2021 | | 10/18/2021 | | 12/27/2021 | | 56,431,212.836 | | | $ | 0.1168 | | | $ | 6,593 | |
11/19/2021 | | 11/29/2021 | | 12/27/2021 | | 65,852,241.833 | | | 0.1501 | | | 9,883 | |
11/19/2021 | | 12/20/2021 | | 02/28/2022 | | 68,007,006.127 | | | 0.1214 | | | 8,259 | |
11/19/2021 | | 01/20/2022 | | 03/23/2022 | | 68,414,116.228 | | | 0.1068 | | | 7,305 | |
02/04/2022 | | 02/25/2022 | | 05/23/2022 | | 71,896,291.279 | | | 0.1425 | | | 10,246 | |
02/04/2022 | | 03/21/2022 | | 05/23/2022 | | 72,096,011.282 | | | 0.1191 | | | 8,588 | |
02/04/2022 | | 04/29/2022 | | 07/25/2022 | | 76,705,607.756 | | | 0.0800 | | | 6,135 | |
05/06/2022 | | 05/20/2022 | | 07/25/2022 | | 76,705,607.756 | | | 0.0992 | | | 7,608 | |
05/06/2022 | | 06/24/2022 | | 09/14/2022 | | 79,224,646.937 | | | — | | (1) | — | |
05/06/2022 | | 07/19/2022 | | 09/14/2022 | | 82,417,164.611 | | | 0.0991 | | | 8,171 | |
| | | | | | | | | | |
08/05/2022 | | 09/20/2022 | | 11/22/2022 | | 85,511,291.055 | | | — | | (2) | — | |
| | | | | | | | | | |
Total dividends declared for the year ended September 30, 2022 | | | | $ | 72,788 | |
| | | | | | | | | | |
For the year ended September 30, 2021 | | | | |
11/20/2020 | | 12/15/2020 | | 12/18/2020 | | 35,388,849.466 | | | $ | 0.4200 | | | $ | 14,864 | |
11/20/2020 | | 01/28/2021 | | 03/11/2021 | | 37,640,060.105 | | | 0.1081 | | | 4,068 | |
02/05/2021 | | 02/25/2021 | | 05/25/2021 | | 37,640,060.105 | | | 0.1493 | | | 5,622 | |
02/05/2021 | | 03/26/2021 | | 05/25/2021 | | 39,578,474.129 | | | 0.2527 | | | 10,003 | |
02/05/2021 | | 04/29/2021 | | 07/26/2021 | | 39,578,474.129 | | | 0.1001 | | | 3,961 | |
05/07/2021 | | 05/28/2021 | | 07/26/2021 | | 41,898,514.167 | | | 0.1491 | | | 6,247 | |
05/07/2021 | | 06/25/2021 | | 07/26/2021 | | 44,018,143.919 | | | 0.1167 | | | 5,136 | |
05/07/2021 | | 07/19/2021 | | 09/27/2021 | | 44,015,937.428 | | | 0.0856 | | | 3,768 | |
08/06/2021 | | 08/30/2021 | | 11/22/2021 | | 49,904,941.097 | | | 0.1333 | | | 6,653 | |
08/06/2021 | | 09/20/2021 | | 11/22/2021 | | 49,904,941.097 | | | 0.1051 | | | 5,244 | |
Total dividends declared for the year ended September 30, 2021 | | | | $ | 65,566 | |
| | | | | | | | | | |
For the year ended September 30, 2020 | | | | |
08/06/2019 | | 10/18/2019 | | 12/27/2019 | | 24,795,301.540 | | | $ | 0.0974 | | | $ | 2,415 | |
11/22/2019 | | 11/28/2019 | | 12/27/2019 | | 26,881,637.710 | | | 0.1310 | | | 3,522 | |
11/22/2019 | | 12/20/2019 | | 02/26/2020 | | 29,542,494.081 | | | 0.1079 | | | 3,188 | |
11/22/2019 | | 01/21/2020 | | 02/26/2020 | | 29,715,740.183 | | | 0.0876 | | | 2,604 | |
02/04/2020 | | 02/25/2020 | | 05/22/2020 | | 29,715,740.183 | | | 0.1280 | | | 3,805 | |
02/04/2020 | | 04/29/2020 | | 07/24/2020 | | 33,090,999.162 | | | 0.0919 | | | 3,043 | |
08/04/2020 | | 08/20/2020 | | 08/21/2020 | | 33,303,658.070 | | | 0.2200 | | | 7,326 | |
Total dividends declared for the year ended September 30, 2020 | | | | $ | 25,903 | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
(1) On May 6, 2022, the Company’s board of directors declared a distribution in an amount equal to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period June 1, 2022 through June 30, 2022, per share payable on September 14, 2022, to stockholders of record on June 24, 2022. Due to a net decrease in net assets resulting from operations for the period June 1, 2022 through June 30, 2022, the distribution declared for the June 2022 earnings period was zero.
(2) On August 5, 2022, the Company’s board of directors declared a distribution in an amount (if positive) such that the net asset value of the Company as of September 30, 2022 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period August 1, 2022 through September 30, 2022 and the payment of such distribution is $15.00 per share. Due to the net assets resulting from operations for the period August 1, 2022 through September 30, 2022 resulting in a net asset per share less than $15.00 per share, the distribution declared for the period was zero.
The following table summarizes the Company’s distributions reinvested during the years ended September 30, 2022, 2021 and 2020:
| | | | | | | | | | | | | | | | | | | | |
Payment Date | | DRIP Shares Issued | | NAV ($) per share | | DRIP Shares Value (1) |
For the year ended September 30, 2022 |
November 22, 2021 | | 316,630.174 | | | $ | 15.00 | | | $ | 4,749 | |
December 27, 2021 | | 407,110.101 | | | 15.00 | | | 6,107 | |
February 28, 2022 | | 199,720.003 | | | 15.00 | | | 2,996 | |
March 23, 2022 | | 178,035.741 | | | 15.00 | | | 2,670 |
May 23, 2022 | | 291,444.634 | | | 15.00 | | | 4,372 |
July 25, 2022 | | 214,666.093 | | | 14.88 | | | 3,195 |
September 14, 2022 | | 122,463.429 | | | 14.88 | | | 1,823 |
| | 1,730,070.175 | | | | | $ | 25,912 | |
| | | | | | |
For the year ended September 30, 2021 |
December 18, 2020 | | 431,254.910 | | | $ | 14.97 | | | $ | 6,455 | |
March 11, 2021 | | 117,853.968 | | | 15.00 | | | 1,767 | |
May 25, 2021 | | 449,711.990 | | | 15.00 | | | 6,745 | |
July 26, 2021 | | 438,408.120 | | | 15.00 | | | 6,576 | |
September 27, 2021 | | 103,287.089 | | | 15.00 | | | 1,550 | |
| | | | | | |
| | 1,540,516.077 | | | | | $ | 23,093 | |
| | | | | | |
For the year ended September 30, 2020 |
November 26, 2019 | | 185,724.541 | | | $ | 15.00 | | | $ | 2,786 | |
December 27, 2019 | | 173,246.102 | | | 15.00 | | | 2,599 | |
February 26, 2020 | | 170,062.979 | | | 15.00 | | | 2,551 | |
May 22, 2020 | | 123,254.899 | | | 13.64 | | | 1,681 | |
July 24, 2020 | | 89,404.010 | | | 14.68 | | | 1,312 | |
August 21, 2020 | | 217,078.831 | | | 14.68 | | | 3,187 | |
| | 958,771.362 | | | | | $ | 14,116 | |
| | | | | | |
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|
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| | | | | | |
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| | | | | | |
| | | | | | |
(1) Reflects DRIP shares issued multiplied by the unrounded NAV per share.
Note 14. Subsequent Events
In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date of issuance. There are no subsequent events to disclose except for the following:
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
On November 1, 2022, the Company notified stockholders of a capital call due on November 14, 2022. The estimated shares and proceeds are summarized in the table below: | | | | | | | | | | | | | | | | | | | | | | | |
| Date | | Shares Issued | | NAV ($) per share | | Proceeds |
Issuance of Shares | 11/14/2022 | | 1,343,605.140 | | | $ | 14.89 | | | $ | 20,006 | |
| | | | | | | |
| | | | | | | |
On August 5, 2022 and November 18, 2022, the Company’s board of directors declared distributions to holders of record as set forth in the table below:
| | | | | | | | | | | | | | |
Record Date | | Payment Date | | Amount Per Share |
| | | | |
| | | | |
| | | | |
| | | | |
October 18, 2022 | | December 28, 2022 | | In an amount (if positive) such that the net asset value of the Company as of October 31, 2022 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period October 1, 2022 through October 31, 2022 and the payment of this distribution is $15.00 per share |
December 15, 2022 | | December 20, 2022 | | The Company’s board of directors declared a distribution of $0.28 per share |
January 17, 2023 | | March 21, 2023 | | In an amount (if positive) such that the net asset value of the Company as of January 31, 2023 on a pro forma basis after giving effect to the net increase in net assets resulting from operations earned by the Company (if positive) as determined in accordance with GAAP for the period January 1, 2023 through January 31, 2023 and the payment of this distribution is $15.00 per share |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
Item 15: Exhibits and Financial Statement Schedules
The following documents are filed as part of this Annual Report on Form 10-K: | | | | | |
(1) | Financial Statements — Refer to Item 8 starting on page 4 |
(2) | Financial Statement Schedules — None |
(3) | Exhibits |
EXHIBIT INDEX | | | | | | | | | | | |
Number | | Description |
| | | |
| | Articles of Amendment and Restatement (Incorporated by reference to Exhibit 3.1 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Bylaws (Incorporated by reference to Exhibit 3.2 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Form of Stock Certificate (Incorporated by reference to Exhibit 4.1 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Description of securities (Incorporated by reference to Exhibit 4.2 filed with the Registrant’s Form 10-K (File No. 814-01244) filed on December 2, 2022). | |
| | Investment Advisory Agreement, dated as of September 29, 2017, by and between the Registrant and GC Advisors LLC (Incorporated by reference to Exhibit 10.1 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Waiver Agreement, dated as of September 29, 2017, by and between the Registrant and GC Advisors LLC (Incorporated by reference to Exhibit 10.2 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Administration Agreement, dated as of September 29, 2017, by and between the Registrant and Golub Capital LLC (Incorporated by reference to Exhibit 10.3 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Custody Agreement, dated as of September 29, 2017, by and between the Registrant and U.S. Bank National Association (Incorporated by reference to Exhibit 10.4 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Document Custody Agreement, dated as of September 29, 2017, by and between the Registrant, each wholly-owned subsidiary of the Registrant that has executed a Joinder and U.S. Bank National Association (Incorporated by reference to Exhibit 10.5 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Trademark License Agreement, dated as of September 29, 2017, by and between Golub Capital LLC and the Registrant (Incorporated by reference to Exhibit 10.6 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Dividend Reinvestment Plan (Incorporated by reference to Exhibit 10.7 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Revolving Loan Agreement, dated as of October 2, 2017, by and between the Registrant and GC Advisors LLC (Incorporated by reference to Exhibit 10.9 to the Registrant’s Report on Form 10-12G/A (File No. 000-55846), filed on November 28, 2017). | |
| | Form of Subscription Agreement (Incorporated by reference to Exhibit 10.10 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Form of Escrow Agreement (Incorporated by reference to Exhibit 10.11 to the Registrant’s Report on Form 10-12G (File No. 000-55846), filed on September 29, 2017). | |
| | Revolving and Security Agreement, dated February 4, 2019, by and among Golub Capital BDC 3, Inc., as the borrower, and Signature Bank, as the administrative agent and a lender (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on February 8, 2019). | |
| | First Amendment to Revolving Credit and Security Agreement, dated as of April 8, 2019, by and among Golub Capital BDC 3, Inc., as the borrower, and Signature Bank, as the administrative agent and a lender (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 10-Q (File No. 814-01244), filed on April 9, 2019). | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
| | | | | | | | | | | |
Number | | Description |
| | | |
| | Second Amendment to Revolving Credit and Security Agreement, dated as of May 31, 2019, by and among Golub Capital BDC 3, Inc., as the borrower, and Signature Bank, as the administrative agent and a lender (Incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 814-01244), filed on August 13, 2019). | |
| | First Amendment to Revolving Loan Agreement, dated as of June 28, 2019, by and among Golub Capital BDC 3, Inc., as the borrower, and GC Advisors LLC, as the lender (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on July 3, 2019). | |
| | Second Amendment to Revolving Loan Agreement, dated as of August 15, 2019, by and among Golub Capital BDC 3, Inc., as the borrower, and GC Advisors LLC, as the lender (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on August 16, 2019). | |
| | Third Amendment to Revolving Loan Agreement, dated as of October 28, 2019, by and among Golub Capital BDC 3, Inc., as the borrower, and GC Advisors LLC, as the lender (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on October 30, 2019). | |
| | Loan Financing and Servicing Agreement, dated as of September 10, 2019, by and among GBDC 3 Funding LLC, as borrower, Golub Capital BDC 3, Inc., as equityholder and as servicer, the lenders from time to time party 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 (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on September 12, 2019). | |
| | Sale and Contribution Agreement, dated as of September 10, 2019, between Golub Capital BDC 3, Inc., as seller, and GBDC 3 Funding LLC, as purchaser (Incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on September 12, 2019). | |
| | Third Amendment to Revolving Credit and Security Agreement, dated as of February 7, 2020, by and among Golub Capital BDC 3, Inc. and GBDC 3 Funding LLC, as borrowers, and Signature Bank, as administrative agent and a lender (Incorporated by reference to Exhibit 10.1 to the Registrant's Report on Form 8-K (File No. 814-01244), filed on February 13, 2020). | |
| | Fourth Amendment to Revolving Loan Agreement, dated as of October 1, 2020, by and between Golub Capital BDC 3, Inc., as borrower, and GC Advisors LLC, as the lender.(Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on February 5, 2021). | |
| | Collateral Management Agreement, dated as of March 11, 2021, entered into by and among Golub Capital BDC 3 , Inc. and Golub Capital BDC 3 CLO 1 LLC, as Issuer and GC Advisors LLC, as Collateral Manager (Incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on March 17, 2021). | |
| | Master Loan Sale Agreement, dated as of March 11, 2021, entered into by and among Golub Capital BDC 3, Inc., as Seller, GC Advisors LLC, as Closing Date Seller, Golub Capital BDC 3 CLO 1 LLC, as Buyer and GBDC 3 Funding LLC, as Warehouse Buyer (Incorporated by reference to Exhibit 10.4 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on March 17, 2021). | |
| | Master Loan Sale Agreement, dated as of March 11, 2021, entered into by and among Golub Capital BDC 3, Inc., as Seller, Golub Capital BDC 3 CLO 1 Depositor LLC, as Intermediate Seller, and Golub Capital BDC 3 CLO 1 LLC, as Buyer (Incorporated by reference to Exhibit 10.4 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on March 17, 2021). | |
| | Fourth Amendment, dated as of February 4, 2021, to Revolving Credit and Security Agreement, entered into by and among Golub Capital BDC 3, Inc. and GBDC 3 Funding II LLC, as borrowers, and Signature Bank, as the administrative agent and a lender (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on February 5, 2021). | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
| | | | | | | | | | | |
Number | | Description |
| | | |
| | Note Purchase Agreement, dated as of March 11, 2021, entered into by and among Golub Capital BDC 3, Inc. and Golub Capital BDC 3 CLO 1 LLC, as borrowers, and Deutsche Bank Securities, Inc., as the administrative agent and a lender (Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on March 17, 2021). | |
| | Indenture, dated as of March 11, 2021, entered into by and among Golub Capital BDC 3, Inc. and Golub Capital BDC 3 CLO 1 LLC, as Issuer, and Deutsche Bank Trust Company Americas, as Trustee (Incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on March 17, 2021). | |
| | Collateral Management Agreement, dated as of March 11, 2021, entered into by and among Golub Capital BDC 3 , Inc. and Golub Capital BDC 3 CLO 1 LLC, as Issuer and GC Advisors LLC, as Collateral Manager (Incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K (File No. 814-01244), filed on March 17, 2021). | |
| | Letter Re: Reduction of Commitment from Golub Capital BDC 3, Inc. and GBDC 3 Funding II LLC to Signature Bank, dated as of November 19, 2021. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244). filed on November 29, 2021). | |
| | Amendment No. 2 to Loan Financing and Servicing Agreement, dated as of October 29, 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. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244). filed on November 3, 2021). | |
| | Sixth Amendment to Revolving Credit and Security Agreement, dated as of March 3, 2022, by and among Golub Capital BDC 3, Inc. and GBDC 3 Funding II LLC, as borrowers, and Signature Bank, as administrative agent and a lender.* | |
| | Fifth Amendment to Revolving Credit and Security Agreement, dated as of February 4, 2022, by and among Golub Capital BDC 3, Inc. and GBDC 3 Funding II LLC, as borrowers, and Signature Bank, as administrative agent and a lender. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on February 10, 2022). | |
| | Note Purchase Agreement, dated as of January 25, 2022, by and between Golub Capital BDC 3 ABS 2022-1 LLC and Deutsche Bank Securities Inc. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022). | |
| | Indenture, dated as of January 25, 2022, by and between Golub Capital BDC 3 ABS 2022-1 LLC, as Issuer, and Deutsche Bank Trust Company Americas, as Trustee (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022). | |
| | Collateral Management Agreement, dated as of January 25, 2022, by and between Golub Capital BDC 3 ABS 2022-1 LLC, as Issuer and GC Advisors LLC, as Collateral Manager (Incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022). | |
| | Master Loan Sale Agreement, dated as of January 25, 2022, by and among Golub Capital BDC 3, Inc., as the Seller, GC Advisors LLC, as the Closing Date Seller, Golub Capital BDC 3 ABS 2022-1 LLC, as the Buyer, and Golub Capital 3 Holdings LLC (Incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022). | |
| | Master Loan Sale Agreement, dated as of January 25, 2022, by and among Golub Capital BDC 3, Inc., as the Seller, Golub Capital BDC 3 ABS 2022-1 Depositor LLC, as the Intermediate Seller, Golub Capital BDC 3 ABS 2022-1 LLC, as the Buyer, and GBDC 3 Funding LLC (Incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022).
| |
| | Amendment No. 4 to Loan Financing and Servicing Agreement, dated as of June 24, 2022, 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. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on June 27, 2022). | |
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
| | | | | | | | | | | |
Number | | Description |
| | | |
| | Seventh Amendment to Revolving Credit and Security Agreement, dated as of July 6, 2022, by and among Golub Capital BDC 3, Inc. and GBDC 3 Funding II LLC, as borrowers, and Signature Bank, as administrative agent and a lender. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on July 6, 2022). | |
| | Letter Re: Reduction of Commitment from Golub Capital BDC 3, Inc. and GBDC 3 Funding II LLC to Signature Bank, dated as of September 6, 2022. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on September 6, 2022). | |
| | Joint Code of Ethics of Golub Capital BDC, Inc., the Registrant and GC Advisors LLC (Incorporated by reference to Exhibit 14.1 to the Annual Report on Form 10-K of Golub Capital BDC, Inc. (File No. 814-00794), filed on November 29, 2021). | |
| | Code of Ethics of GC Advisors LLC (Incorporated by reference to Exhibit 14.2 to the Annual Report on Form 10-K of Golub Capital BDC, Inc. (File No. 814-00794), filed on November 29, 2021). | |
| | List of subsidiaries. (Incorporated by reference to Exhibit 21.1 filed with the Registrant’s Form 10-K (File No. 814-01244) filed on December 2, 2022). | |
| | Power of attorney (included on the signature page hereto). | |
| | Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.* | |
| | Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.* | |
| | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.* | |
| | Privacy Policy of the Registrant. (Incorporated by reference to Exhibit 99.1 filed with the Registrant’s Form 10-K (File No. 814-01244) filed on December 2, 2022). | |
_________________
* Filed herewith
TABLE OF CONTENTS
Golub Capital BDC 3, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(In thousands, except shares and per share data)
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | |
| | Golub Capital BDC 3, Inc. |
| | A Maryland Corporation |
| | |
October 19, 2023 | By: | /s/ David B. Golub |
| | Name: David B. Golub |
| | Title: President and Chief Executive Officer |
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Lawrence E. Golub, David B. Golub and Christopher C. Ericson as his or her true and lawful attorneys-in-fact, each with full power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact or their substitute or substitutes may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. | | | | | | | | | | | | | | |
Signature | | Title | | Date |
/s/ David B. Golub | | President, Chief Executive Officer and Director | | October 19, 2023 |
David B. Golub | | (Principal Executive Officer) | | |
/s/ Christopher C. Ericson | | Chief Financial Officer | | October 19, 2023 |
Christopher C. Ericson | | (Principal Financial and Accounting Officer) | | |
/s/ Lawrence E. Golub | | Chairman of the Board of Directors | | October 19, 2023 |
Lawrence E. Golub | | | | |
/s/ John T. Baily | | Director | | October 19, 2023 |
John T. Baily | | | | |
/s/ Kenneth F. Bernstein | | Director | | October 19, 2023 |
Kenneth F. Bernstein | | | | |
/s/ Lofton P. Holder | | Director | | October 19, 2023 |
Lofton P. Holder | | | | |
/s/ Anita J. Rival | | Director | | October 19, 2023 |
Anita J. Rival | | | | |
/s/ William M. Webster IV | | Director | | October 19, 2023 |
William M. Webster IV | | | | |