Onex Direct Lending BDC Fund Files 8-K

TL;DR

ONEX filed an 8-K for unregistered equity sales on 10/17.

AI Summary

Onex Direct Lending BDC Fund filed an 8-K on October 21, 2025, reporting on events that occurred on October 17, 2025. The filing primarily concerns unregistered sales of equity securities and includes Regulation FD disclosures and other events. The company was formerly known as Onex Falcon Direct Lending BDC Fund and Onex Falcon BDC Fund.

Why It Matters

This filing provides updates on the company's financial activities, specifically regarding the sale of equity securities, which could impact its capital structure and investor holdings.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting an event and does not indicate immediate financial distress or significant operational changes.

Key Players & Entities

• Onex Direct Lending BDC Fund (company) — Registrant
• October 17, 2025 (date) — Date of earliest event reported
• October 21, 2025 (date) — Date of report
• Onex Falcon Direct Lending BDC Fund (company) — Former company name
• Onex Falcon BDC Fund (company) — Former company name

FAQ

Key Financial Figures

• $0.001 — hares of beneficial interest, par value $0.001 (the " Common Shares ") (with the final
• $21 — net asset value (" NAV ") per share was $21.53, compared to $22.48 as of June 30, 2
• $22.48 — AV ") per share was $21.53, compared to $22.48 as of June 30, 2025. The quarter-over-q
• $0.54 — e quarter ended September 30, 2025 were $0.54 per share, representing an annualized d
• $407.3 million — et value of the Company's portfolio was $407.3 million across 59 portfolio companies and 18 in
• $22.4 million — The Company's unfunded commitments were $22.4 million at September 30, 2025. Our portfolio re
• $124.0 million — y had remaining facility sizes totaling $124.0 million. 3 As of September 30, 2025, the weig
• $300.0 million — . Includes borrowing facility sizes of $300.0 million under our SPV facility and $80.0 millio
• $80.0 million — 00.0 million under our SPV facility and $80.0 million under the A&R Revolving OCF II Loan.
• $210.9 million — Company's aggregate net asset value was $210.9 million and the fair value of its investment po

Filing Documents

• d19246d8k.htm (8-K) — 36KB
• 0001193125-25-245163.txt ( ) — 140KB
• ck0001860424-20251017.xsd (EX-101.SCH) — 3KB
• ck0001860424-20251017_lab.xml (EX-101.LAB) — 16KB
• ck0001860424-20251017_pre.xml (EX-101.PRE) — 10KB
• d19246d8k_htm.xml (XML) — 3KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 17, 2025 Onex Direct Lending BDC Fund (Exact name of Registrant as specified in its charter) Delaware 814-01405 86-3687484 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 930 Sylvan Avenue Englewood Cliffs , NJ 07632 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (201) 541-2121 Not Applicable (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 Instruction A.2. below): 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: None Title of each class Trading Symbol(s) Name of each exchange on which registered 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. Item3.02. Unregistered Sale of Equity Securities. On October 1, 2025, the Company sold 7,989 unregistered common shares of beneficial interest, par value $0.001 (the " Common Shares ") (with the final number of Common Shares being determined on October 17, 2025) to investors, including feeder vehicles. The Common Shares were sold in a private placement in the United States under the exemption provided by Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder and Regulation S under the Securities Act (the " Private Offering "). The following table details the shares sold: Date of Unregistered Sale Amount of Common Shares Consideration October 1, 2025 (number of Common Shares finalized on October 17, 2025) 7,989 $ 172,000 Item7.01. Regulation FD Disclosure. Portfolio and Business Commentary (All figures as of September 30, 2025, unless otherwise noted.) For the quarter ended September 30, 2025, the Company's net asset value (" NAV ") per share was $21.53, compared to $22.48 as of June 30, 2025. The quarter-over-quarter change in NAV per share was driven primarily by unrealized losses from certain of the Company's investments in the portfolio, partially offset by net investment income per share in excess of distributions. Dividends for the quarter ended September 30, 2025 were $0.54 per share, representing an annualized distribution yield of 10.03% based on third quarter NAV per share. 1 The Company's quarterly and year-to-date returns through September 30, 2025 were -1.8% and -1.1%, respectively. 74% of the third quarter's gross unrealized losses were driven by three portfolio companies. As of September 30, 2025, the fair market value of the Company's portfolio was $407.3 million across 59 portfolio companies and 18 industries. The Company's unfunded commitments were $22.4 million at September 30, 2025. Our portfolio remained defensively positioned with 97% first lien debt investments and 99% floating rate debt investments based on fair market value, underscoring our focus to position the portfolio at the top of the capital structure in high quality credits. As of September 30, 2025, there were two investments placed on non-accrual status, unchanged from prior quarter end As of September 30, 2025, the Company's net leverage ratio was 0.99x 2 , which was within our target leverage ratio of 0.75x to 1.25x, and the Company had remaining facility sizes totaling $124.0 million. 3 As of September 30, 2025, the weighted average senior leverage of the portfolio at the time of commitment was approximately 5.3x, the loan-to-value ratio was approximately 45%, and the weighted average spread over reference rate to the London Interbank Offered Rate (" LIBOR "), Secured Overnight Financing Rate (" SOFR "), and Canadian Dollar Offered Rate (" CDOR ") was 594 bps. Year-to-date, the weighted average spread of new investments for the portfolio was 487 bps. During the third quarter, the Company closed on 16 new

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View this 8-K filing on SEC EDGAR