Carlyle Secured Lending Enters Material Definitive Agreement

TL;DR

Carlyle Secured Lending just signed a big deal, filing an 8-K today.

AI Summary

On October 18, 2024, Carlyle Secured Lending, Inc. entered into a material definitive agreement related to a direct financial obligation. The company, formerly known as TCG BDC, Inc. and Carlyle GMS Finance, Inc., filed an 8-K report detailing this event.

Why It Matters

This filing indicates a significant financial commitment or obligation for Carlyle Secured Lending, Inc., which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and direct financial obligations can introduce new risks or alter existing ones for a company.

Key Players & Entities

• Carlyle Secured Lending, Inc. (company) — Registrant
• October 18, 2024 (date) — Date of Report
• TCG BDC, Inc. (company) — Former Company Name
• Carlyle GMS Finance, Inc. (company) — Former Company Name

FAQ

Key Financial Figures

• $0.01 — nge on which registered: Common stock, $0.01 per share CGBD The Nasdaq Global Se

Filing Documents

• d814451d8k.htm (8-K) — 36KB
• d814451dex43.htm (EX-4.3) — 141KB
• d814451dex51.htm (EX-5.1) — 6KB
• d814451dex52.htm (EX-5.2) — 13KB
• 0001193125-24-239669.txt ( ) — 530KB
• cgbd-20241018.xsd (EX-101.SCH) — 5KB
• cgbd-20241018_cal.xml (EX-101.CAL) — 1KB
• cgbd-20241018_def.xml (EX-101.DEF) — 13KB
• cgbd-20241018_lab.xml (EX-101.LAB) — 13KB
• cgbd-20241018_pre.xml (EX-101.PRE) — 14KB
• d814451d8k_htm.xml (XML) — 12KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2024 Carlyle Secured Lending, Inc. (Exact Name of Registrant as Specified in Charter) Maryland No. 814-00995 80-0789789 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) One Vanderbilt Avenue , Suite 3400 New York , New York 10017 (Address of Principal Executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 813-4900 (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class: Trading Symbol(s) Name of each exchange on which registered: Common stock, $0.01 per share CGBD The Nasdaq Global Select Market 8.20% notes due 2028 CGBDL The Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item1.01 Entry into a Material Definitive Agreement On October 18, 2024, in connection with the previously announced public offering by Carlyle Secured Lending Inc. (the "Company"), the Company and U.S. Bank Trust Company, National Association, as successor trustee to The Bank of New York Mellon Trust Company, N.A. as trustee (the "Trustee"), entered into a Second Supplemental Indenture (the "Second Supplemental Indenture", and together with the Indenture, dated as of November 20, 2023, between the Company and the Trustee (the "Base Indenture"), and the First Supplemental Indenture, dated as of November 20, 2023, between the Company and the Trustee, the "Indenture"). The Second Supplemental Indenture relates to the Company's issuance and sale of $ 300,000,000 aggregate principal amount of the Company's 6.750% Notes due 2030 (the "Notes"). The Notes will mature on February 18, 2030 and may be redeemed in whole or in part at the Company's option at any time or from time to time at the redemption prices set forth in the Indenture. The Notes bear interest at a rate of 6.750% per year, commencing October 18, 2024. The Company will pay interest on the Notes on February 18 and August 18 each year, beginning on February 18, 2025. The Company intends to use the net proceeds from the offering to repay outstanding debt of the Company including the Company's Senior Secured Revolving Credit Agreement, dated as of March 21, 2014 (as amended, modified or supplemented from time to time) among the Company, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, the Company's 4.750% senior unsecured notes due December 31, 2024 and the Company's 4.500% senior unsecured notes due December 31, 2024, to fund new investment opportunities, and for other general corporate purposes. The Notes are the Company's direct unsecured obligations and rank pari passu with all existing and future unsubordinated unsecured indebtedness issued by the Company. The Indenture contains certain covenants including certain covenants requiring the Company to comply with Section 18(a)(1)(A) as modified by Section 61(a) of the Investment Company Act of 1940, as amended (the "1940 Act"), or any successor provisions, whether or not the Company continues to be subject to such provisions of the 1940 Act, but giving effect, in either case, to any exemptive relief granted to the Company by the U.S. Securities and Exchange Commission (the "SEC"), and to provide financial information to the holders of the Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Securities Exchange Act of 1934, as amended. These covenants are subject to important limitations and exceptions that are described in the Indenture. In addition, on the occurrence of a "change of control repurchase event," as defined in the Indent

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View this 8-K filing on SEC EDGAR