Great Elm Capital Corp. Files 8-K on Material Agreement

TL;DR

GECC filed an 8-K for a new material agreement and financial obligation.

AI Summary

Great Elm Capital Corp. filed an 8-K on September 11, 2025, reporting the entry into a material definitive agreement and the creation of a direct financial obligation. The filing also includes financial statements and exhibits related to the company's operations.

Why It Matters

This filing indicates a significant new agreement and potential financial commitment for Great Elm Capital Corp., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing pertains to material definitive agreements and financial obligations, which inherently carry financial risks that could affect the company's performance.

Key Players & Entities

• Great Elm Capital Corp. (company) — Registrant
• September 11, 2025 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common stock, $0.01 par value GECC Nasdaq Global Market
• $50,000,000 million — re relates to the Company's issuance of $50,000,000 million aggregate principal amount of 7.75% not
• $7,500,000 million — e date hereof, plus up to an additional $7,500,000 million aggregate principal amount of the Notes
• $48.1 million — ayable by the Company, of approximately $48.1 million (or approximately $55.4 million if the
• $55.4 million — imately $48.1 million (or approximately $55.4 million if the underwriters exercise their over

Filing Documents

• dp234250_8k.htm (8-K) — 36KB
• dp234250_ex0401.htm (EX-4.1) — 71KB
• dp234250_ex0501.htm (EX-5.1) — 10KB
• dp234250_ex0502.htm (EX-5.2) — 17KB
• image_001.jpg (GRAPHIC) — 2KB
• image_002.jpg (GRAPHIC) — 4KB
• 0000950103-25-011541.txt ( ) — 390KB
• gecc-20250911.xsd (EX-101.SCH) — 4KB
• gecc-20250911_def.xml (EX-101.DEF) — 27KB
• gecc-20250911_lab.xml (EX-101.LAB) — 37KB
• gecc-20250911_pre.xml (EX-101.PRE) — 26KB
• dp234250_8k_htm.xml (XML) — 8KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On September 11, 2025, Great Elm Capital Corp. (the "Company") and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), as trustee (the "Trustee"), entered into an eighth supplemental indenture (the "Eighth Supplemental Indenture") to the indenture, dated September 18, 2017, between the Company and the Trustee (as supplemented by the Eighth Supplemental Indenture, the "Indenture"). The Eighth Supplemental Indenture relates to the Company's issuance of $50,000,000 million aggregate principal amount of 7.75% notes due 2030 (the "Notes") on the date hereof, plus up to an additional $7,500,000 million aggregate principal amount of the Notes that may be issued in the future pursuant to the underwriters' exercise of an over-allotment option (the "Offering"). The underwriters' over-allotment option expires at 11:59 p.m. on October 4, 2025. The Notes will mature on December 31, 2030 and may be redeemed in whole or in part at the Company's option at any time or from time to time on or after December 31, 2027 at a redemption price equal to 100% of the outstanding principal amount of the Notes to be redeemed, plus accrued and unpaid interest otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. The Notes bear interest at a rate of 7.75% per year payable quarterly on March 31, June 30, September 30 and December 31 of each year, commencing December 31, 2025. The Notes are direct unsecured obligations of the Company. The terms of the Notes are governed by the Indenture. The Indenture contains certain covenants, including covenants requiring the Company to comply with Sections 18(a)(1)(A) and (B) as modified by Sections 61(a)(1) and (2) of the Investment Company Act of 1940, as amended, and to provide financial information to the holders of the Notes and the Trustee if the Company should no longer be subject to the reporting re

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Eighth Supplemental Indenture, dated as of September 11, 2025, between Great Elm Capital Corp. and Equiniti Trust Company, LLC, as Trustee. 4.2 Form of Global Note representing the Company's 7.75% Notes due 2030 (included in Exhibit 4.1). 5.1 Opinion of Davis Polk & Wardwell LLP 5.2 Opinion of Venable LLP 104 The cover page of this Current Report on Form 8-K, formatted as inline XBRL.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GREAT ELM CAPITAL CORP. Date: September 11, 2025 By: /s/ Keri A. Davis Name: Keri A. Davis Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR