Nuveen Churchill Direct Lending Corp. Reports Material Agreement

TL;DR

Nuveen Churchill Direct Lending Corp. just signed a new deal creating a financial obligation.

AI Summary

Nuveen Churchill Direct Lending Corp. filed an 8-K on January 15, 2025, reporting a material definitive agreement and the creation of a direct financial obligation. The filing details events that occurred on January 14, 2025, related to these obligations. The company, formerly Nuveen Churchill BDC INC., is incorporated in Maryland.

Why It Matters

This filing indicates Nuveen Churchill Direct Lending Corp. has entered into a significant new agreement that creates a financial obligation, which could impact its financial structure and operations.

Risk Assessment

Risk Level: medium — Entering into new material definitive agreements and financial obligations can introduce new risks related to the terms of the agreement and the company's ability to meet them.

Key Players & Entities

• Nuveen Churchill Direct Lending Corp. (company) — Registrant
• January 14, 2025 (date) — Date of earliest event reported
• January 15, 2025 (date) — Date of report
• Nuveen Churchill BDC INC. (company) — Former company name
• 375 Park Avenue, 9th Floor, New York, NY 10152 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 NCDL New York Stock Exchange Indicate
• $300 million — onnection with the issuance and sale of $300 million aggregate principal amount of the Compa

Filing Documents

• ncdlc-20250114.htm (8-K) — 32KB
• exhibit11-form8xkjan2025.htm (EX-1.1) — 332KB
• 0001628280-25-001630.txt ( ) — 541KB
• ncdlc-20250114.xsd (EX-101.SCH) — 2KB
• ncdlc-20250114_lab.xml (EX-101.LAB) — 22KB
• ncdlc-20250114_pre.xml (EX-101.PRE) — 13KB
• ncdlc-20250114_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On January 14, 2025, Nuveen Churchill Direct Lending Corp. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and among the Company, Churchill DLC Advisor LLC (the "Adviser"), Churchill Asset Management LLC ("Churchill"), and Churchill BDC Administration LLC (the "Administrator"), and BofA Securities, Inc., SMBC Nikko Securities America, Inc., and Wells Fargo Securities, LLC, as the representatives of the several underwriters named in Schedule A thereto, in connection with the issuance and sale of $300 million aggregate principal amount of the Company's 6.650% Notes due 2030 (the "Notes" and the issuance and sale of the Notes, the "Offering"). The closing of the Offering is expected to occur on January 22, 2025, subject to the satisfaction of customary closing conditions. The Underwriting Agreement includes customary representations, warranties, and covenants by the Company, the Adviser, Churchill, and the Administrator. It also provides for customary indemnification by each of the Company, the Adviser, Churchill, the Administrator, and the underwriters against certain liabilities and customary contribution provisions in respect of those liabilities. The Offering was made pursuant to the Company's effective shelf registration statement on Form N-2 (File No. 333-283950) previously filed with the Securities and Exchange Commission (the "SEC"), as supplemented by a preliminary prospectus supplement dated January 14, 2025, a final prospectus supplement dated January 14, 2025, and the pricing term sheet filed with the SEC on January 14, 2025. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such sta

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, dated January 14, 2025 , by and among Nuveen Churchill Direct Lending Corp., Churchill DLC Advisor LLC, Churchill Asset Management LLC, and Churchill BDC Administration and BofA Securities, Inc., SMBC Nikko Securities America, Inc., and Wells Fargo Securities, LLC, as the representatives of the several underwriters named in Schedule A thereto. 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. By: /s/ Kenneth J. Kencel Name: Kenneth J. Kencel Title: Chief Executive Officer and President Date: January 15, 2025

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View this 8-K filing on SEC EDGAR