Nuveen Churchill Direct Lending Files 8-K on Material Agreement

TL;DR

**NCDL just signed a big deal, details pending, could move the stock.**

AI Summary

Nuveen Churchill Direct Lending Corp. (NCDL) filed an 8-K on January 30, 2024, reporting an "Entry into a Material Definitive Agreement" on January 29, 2024. This filing indicates a significant new contractual obligation or partnership for the company, which could impact its financial performance and future operations. For investors, understanding the specifics of this agreement is crucial as it could signal new revenue streams, increased liabilities, or strategic shifts that will affect the stock's value.

Why It Matters

This filing signals a new, significant contractual agreement for Nuveen Churchill Direct Lending Corp., which could materially impact its financial health and strategic direction. Investors need to monitor for further details to assess potential opportunities or risks.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement without providing specifics, creating uncertainty about its financial implications.

Analyst Insight

A smart investor would await further details on the "Material Definitive Agreement" to understand its nature, financial impact, and strategic implications before making any investment decisions regarding NCDL.

Key Players & Entities

• Nuveen Churchill Direct Lending Corp. (company) — the registrant filing the 8-K
• NCDL (company) — trading symbol for Nuveen Churchill Direct Lending Corp.
• New York Stock Exchange (company) — where NCDL's Common Stock is registered
• January 29, 2024 (date) — date of the earliest event reported
• January 30, 2024 (date) — date the 8-K was filed

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 NCDL New York Stock Exchange Indicate

Filing Documents

• ncdlc-20240129.htm (8-K) — 45KB
• exhibit101-closing8xk.htm (EX-10.1) — 92KB
• exhibit102-closing8xk.htm (EX-10.2) — 77KB
• exhibit103-closing8xk.htm (EX-10.3) — 14KB
• 0001628280-24-002584.txt ( ) — 427KB
• ncdlc-20240129.xsd (EX-101.SCH) — 2KB
• ncdlc-20240129_def.xml (EX-101.DEF) — 15KB
• ncdlc-20240129_lab.xml (EX-101.LAB) — 29KB
• ncdlc-20240129_pre.xml (EX-101.PRE) — 16KB
• ncdlc-20240129_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Amended Advisory Agreement As previously disclosed, on December 15, 2023, Nuveen Churchill Direct Lending Corp.'s (the " Company ") shareholders approved an amended and restated investment advisory agreement (the " Amended Advisory Agreement ") by and between the Company and Churchill DLC Advisor LLC (f/k/a Nuveen Churchill Advisors LLC) (the " Adviser "), pursuant to which the Adviser will continue to provide investment advisory services to the Company. The Amended Advisory Agreement became effective on January 29, 2024 upon the consummation of the Company's initial public offering (the " IPO "). The Amended Advisory Agreement amends and restates the prior investment advisory agreement, dated December 31, 2019, by and between the Company and the Adviser (the " Prior Advisory Agreement ") as follows: reduces the base management fee payable by the Company to the Adviser following the IPO from an annual rate of 1.25% of Average Total Assets (as defined in the Amended Advisory Agreement) to an annual rate of 0.75% of Average Total Assets for the first five quarters beginning with the calendar quarter in which the IPO was consummated (i.e., beginning with the calendar quarter ending March 31, 2024 through the calendar quarter ending March 31, 2025), and thereafter, the base management fee will step up to 1.00% of Average Total Assets; waives both the incentive fee on income and the incentive fee on capital gains for the first five quarters beginning with the calendar quarter in which the IPO was consummated; the calculation of the incentive fee on income is be subject to a "three-year look back"; the incentive fee on income is subject to a cap equal to the difference between (x) 15% of the Cumulative Pre-Incentive Fee Net Return (as defined in the Amended Advisory Agreement) in respect of the current calendar quarter and the eleven preceding calendar quarters (or, if fewer, the number of calendar quarters begi

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits d) Exhibits. Exhibit Number Description 10.1 Amended and Restated Investment Advisory Agreement, dated as of January 29, 2024, by and between Nuveen Churchill Direct Lending Corp. and Churchill DLC Advisor LLC. 10.2 Investment Sub-Advisory Agreement, dated as of January 29, 2024, by and among Churchill DLC Advisor, Churchill Asset Management LLC, and Nuveen Asset Management, LLC. 10.3 Amended and Restated Dividend Reinvestment Plan. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. Nuveen Churchill Direct Lending Corp. Date: January 30, 2024 By: /s/ Kenneth J. Kencel Kenneth J. Kencel Chief Executive Officer and President

View Full Filing

View this 8-K filing on SEC EDGAR