GOLDMAN SACHS BDC, INC. (a Delaware corporation) 6,500,000 Shares of Common Stock (Par Value $0.001 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 2023 • Goldman Sachs BDC, Inc. • New York
GOLDMAN SACHS BDC, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of October 3, 2016 4.50% Convertible Notes due 2022Indenture • October 3rd, 2016 • Goldman Sachs BDC, Inc. • New York
INDENTURE dated as of October 3, 2016, between GOLDMAN SACHS BDC, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
EIGHTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • August 19th, 2021 • Goldman Sachs BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 (this “Agreement”), among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and TRUIST BANK (as successor by merger to SunTrust Bank), as Administrative Agent.
GOLDMAN SACHS BDC, INC. (a Delaware corporation) 6,000,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: [—], 2015Underwriting Agreement • March 17th, 2015 • Goldman Sachs BDC, Inc. • New York
Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Goldman, Sachs & Co. and Morgan Stanley & Co. LLC (“Morgan Stanley”) are acting as Representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 900,000 additional shares of Common Stock.
Goldman Sachs BDC, Inc. Up to $200,000,000 Shares of Common Stock (par value $0.001 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 26th, 2022 • Goldman Sachs BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 among GOLDMAN SACHS BDC, INC. as Borrower The LENDERS Party Hereto and SUNTRUST BANK as Administrative Agent SUNTRUST ROBINSON HUMPHREY, INC. as Joint Lead Arranger and Sole Book...Senior Secured • March 10th, 2015 • Goldman Sachs BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 (this “Agreement”), among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and SUNTRUST BANK, as Administrative Agent.
GOLDMAN SACHS BDC, INC. (a Delaware corporation) $[•] [•]% Notes due 20[•] UNDERWRITING AGREEMENT Dated: [•], 2020Underwriting Agreement • February 3rd, 2020 • Goldman Sachs BDC, Inc. • New York
Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”), confirms its agreement with [•] [and [•]] and each of the other underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom [•] [and [•]] are acting as representative[s] (in such capacity, the “Representative[s]”), with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $[•] aggregate principal amount of [•]% Notes due 20[•] (the “Securities”).
SUBSCRIPTION AGENT AGREEMENT BY AND BETWEEN GOLDMAN SACHS BDC, INC. andSubscription Agent Agreement • January 19th, 2017 • Goldman Sachs BDC, Inc. • New York
This Subscription Rights Agreement (the “Agreement”) is made as of between Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”), and (the “Subscription Agent”), and relates to the base prospectus included in the Registration Statement on Form N-2, File No. 333-, filed by the Company with the Securities and Exchange Commission on , , as amended by any amendment filed with respect thereto (the “Registration Statement”) and any supplemental prospectus (together with the base prospectus, the “Prospectus”). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Subscription Certificate (as defined below).
WARRANT AGREEMENT BY AND BETWEEN GOLDMAN SACHS BDC, INC. ANDWarrant Agreement • January 19th, 2017 • Goldman Sachs BDC, Inc. • New York
Agreement made as of , , between GOLDMAN SACHS BDC, INC., a Delaware corporation, with offices at 200 West Street, New York, New York 10282 (the “Company”), and , a corporation, with offices at (the “Warrant Agent”).
LICENSE AGREEMENT BETWEEN GOLDMAN, SACHS & CO. AND GOLDMAN SACHS BDC, INC.License Agreement • March 3rd, 2015 • Goldman Sachs BDC, Inc. • New York
This license agreement, dated the 1st day of April, 2013 and effective as of the 1st day of April, 2013 (this “Agreement”), is between Goldman, Sachs & Co., a limited partnership organized under the laws of the State of New York (“Goldman Sachs”), and Goldman Sachs BDC, Inc., a Delaware corporation (the “Licensed Party”).
ADMINISTRATION AGREEMENTAdministration Agreement • March 3rd, 2015 • Goldman Sachs BDC, Inc. • New York
This Administration Agreement (“Agreement”) dated and effective as of April 1, 2013, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”).
Goldman Sachs BDC, Inc. Up to $200,000,000 Shares of Common Stock (par value $0.001 per share) EQUITY DISTRIBUTION AGREEMENTDistribution Agreement • November 16th, 2023 • Goldman Sachs BDC, Inc. • New York
FIRST SUPPLEMENTAL INDENTURE between GOLDMAN SACHS BDC, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee Dated as of February 10, 2020First Supplemental Indenture • February 11th, 2020 • Goldman Sachs BDC, Inc. • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of February 10, 2020, is between Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”). All capitalized terms used herein shall have the meaning set forth in the Base Indenture (as defined below) unless otherwise defined herein.
CUSTODIAN CONTRACT BETWEEN GOLDMAN SACHS BDC, INC. AND STATE STREET BANK AND TRUST COMPANYCustodian Contract • March 10th, 2015 • Goldman Sachs BDC, Inc. • Massachusetts
This Contract is made between Goldman Sachs BDC, Inc., a corporation organized and existing under the laws of the State of Delaware, having its principal place of business at c/o Goldman Sachs Asset Management, L.P., 200 West Street, New York, New York 10282, hereinafter called the “Company,” and State Street Bank and Trust Company, a Massachusetts trust company, having its principal place of business at One Lincoln Street, Boston, Massachusetts, 02111, hereinafter called the “Custodian.”
TENTH OMNIBUS AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT AND GUARANTEE AND SECURITY AGREEMENTAssignment and Assumption • October 24th, 2023 • Goldman Sachs BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 (this “Agreement”), among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and TRUIST BANK (as successor by merger to SunTrust Bank), as Administrative Agent.
SIXTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • February 28th, 2020 • Goldman Sachs BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 (this “Agreement”), among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and TRUIST BANK (as successor by merger to SunTrust Bank), as Administrative Agent.
GOLDMAN SACHS BDC, INC. (a Delaware corporation) $500,000,000 2.875% Notes due 2026 UNDERWRITING AGREEMENT Dated: November 19, 2020Underwriting Agreement • November 24th, 2020 • Goldman Sachs BDC, Inc. • New York
Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”), confirms its agreement with BofA Securities, Inc. (“BofA”) and each of the other underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA is acting as representative (in such capacity, the “Representative”), with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $500,000,000 aggregate principal amount of 2.875% Notes due 2026 (the “Securities”).
Transfer Agency and Service Agreement Between Goldman Sachs BDC, Inc. and Computershare Trust Company, N.A. and Computershare Inc.Agency and Service Agreement • May 9th, 2016 • Goldman Sachs BDC, Inc. • New York
AGREEMENT effective as of the 29th day of April 2016 by and between Goldman Sachs BDC, Inc., a Delaware corporation, having its principal office and place of business at 200 West Street, New York, New York 10282 (“Company”), and Computershare Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, having its principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021 (collectively, “Transfer Agent” or individually, “Computershare” and “Trust Company”, respectively).
FIRST OMNIBUS AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT AND GUARANTEE AND SECURITY AGREEMENTSenior Secured Revolving Credit Agreement and Guarantee and Security Agreement • May 14th, 2015 • Goldman Sachs BDC, Inc. • New York
This FIRST OMNIBUS AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT AND GUARANTEE AND SECURITY AGREEMENT, dated as of October 3, 2014 (this “Amendment”), is entered into among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and SUNTRUST BANK, as Administrative Agent (the “Administrative Agent”) and as Collateral Agent (the “Collateral Agent”).
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • May 14th, 2015 • Goldman Sachs BDC, Inc. • New York
This Transfer Agency and Service Agreement (“Agreement’’) dated and effective as of March 17, 2015, is by and between State Street Bank and Trust Company, a Massachusetts trust company with its principal place of business at One Lincoln Street, Boston, Massachusetts (the “Transfer Agent”), and Goldman Sachs BDC, Inc., a Delaware corporation with its principal place of business at 200 West Street, New York, New York (the “Company”).
SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT between GOLDMAN SACHS BDC, INC. and GOLDMAN SACHS ASSET MANAGEMENT, L.P.Investment Management Agreement • June 15th, 2018 • Goldman Sachs BDC, Inc. • New York
This AGREEMENT (this “Agreement”) is made as of the 15th day of June, 2018 between GOLDMAN SACHS ASSET MANAGEMENT, L.P., a limited partnership formed under the laws of the state of Delaware (the “Investment Manager”), and GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Company”).
GOLDMAN SACHS BDC, INC. (a Delaware corporation) $400,000,000 6.375% Notes due 2027 UNDERWRITING AGREEMENT Dated: March 6, 2024Underwriting Agreement • March 11th, 2024 • Goldman Sachs BDC, Inc. • New York
Goldman Sachs BDC, Inc., a Delaware corporation (the “Company”), confirms its agreement with BofA Securities, Inc. (“BofA”) and each of the other underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA is acting as representative (in such capacity, the “Representative”), with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of $400,000,000 aggregate principal amount of 6.375% Notes due 2027 (the “Securities”).
AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF SENIOR CREDIT FUND, LLCLimited Liability Company Agreement • August 24th, 2018 • Goldman Sachs BDC, Inc.
This Amendment (this “Amendment”) to the limited liability company agreement (as currently in effect, the “Agreement”) of Senior Credit Fund, LLC, a Delaware limited liability company (the “Company”), by and between Goldman Sachs BDC, Inc. and Regents of the University of California (collectively, the “Members”), is adopted as of August 24, 2018.
FIRST OMNIBUS AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT AND GUARANTEE AND SECURITY AGREEMENTCredit Agreement and Guarantee and Security Agreement • March 10th, 2015 • Goldman Sachs BDC, Inc. • New York
This FIRST OMNIBUS AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT AND GUARANTEE AND SECURITY AGREEMENT, dated as of October 3, 2014 (this “Amendment”), is entered into among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and SUNTRUST BANK, as Administrative Agent (the “Administrative Agent”) and as Collateral Agent (the “Collateral Agent”).
AGREEMENT AND PLAN OF MERGER among GOLDMAN SACHS BDC, INC., EVERGREEN MERGER SUB INC., GOLDMAN SACHS MIDDLE MARKET LENDING CORP. and GOLDMAN SACHS ASSET MANAGEMENT, L.P. Dated as of December 9, 2019Agreement and Plan of Merger • December 9th, 2019 • Goldman Sachs BDC, Inc. • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of December 9, 2019 (this “Agreement”), among Goldman Sachs BDC, Inc., a Delaware corporation (“GSBD”), Goldman Sachs Middle Market Lending Corp., a Delaware corporation (“MMLC”), Evergreen Merger Sub Inc., a Delaware corporation and wholly-owned direct Consolidated Subsidiary of GSBD (“Merger Sub”) and Goldman Sachs Asset Management, L.P., a Delaware limited partnership (“GSAM”).
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among GOLDMAN SACHS BDC, INC., EVERGREEN MERGER SUB INC., GOLDMAN SACHS MIDDLE MARKET LENDING CORP. and GOLDMAN SACHS ASSET MANAGEMENT, L.P. Dated as of June 11, 2020Amended and Restated Agreement and Plan of Merger • June 11th, 2020 • Goldman Sachs BDC, Inc. • Delaware
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of June 11, 2020 (this “Agreement”), among Goldman Sachs BDC, Inc., a Delaware corporation (“GSBD”), Goldman Sachs Middle Market Lending Corp., a Delaware corporation (“MMLC”), Evergreen Merger Sub Inc., a Delaware corporation and wholly-owned direct Consolidated Subsidiary of GSBD (“Merger Sub”) and Goldman Sachs Asset Management, L.P., a Delaware limited partnership (“GSAM”).
THIRD AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF SENIOR CREDIT FUND, LLCLimited Liability Company Agreement • November 2nd, 2017 • Goldman Sachs BDC, Inc. • Delaware
This Third Amendment to Limited Liability Company Agreement (this “Amendment”) is adopted as of November 1, 2017, by Goldman Sachs BDC, Inc. and Regents of the University of California (collectively, the “Members”) as the members of Senior Credit Fund, LLC, a Delaware limited liability company (the “Company”).
ELEVENTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • July 3rd, 2024 • Goldman Sachs BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 (this “Agreement”), among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, and TRUIST BANK (as successor by merger to SunTrust Bank), as Administrative Agent.
SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF SENIOR CREDIT FUND, LLCLimited Liability Company Agreement • August 3rd, 2017 • Goldman Sachs BDC, Inc. • Delaware
This Second Amendment to Limited Liability Company Agreement (this “Amendment”) is adopted as of July 31, 2017, by Goldman Sachs BDC, Inc. and Regents of the University of California (collectively, the “Members”) as the members of Senior Credit Fund, LLC, a Delaware limited liability company (the “Company”).
AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF SENIOR CREDIT FUND, LLCLimited Liability Company Agreement • January 3rd, 2018 • Goldman Sachs BDC, Inc.
WHEREAS, the Members desire to amend the definition of “Investment Period” in the Agreement in accordance with the applicable provisions of the Agreement; and
GOLDMAN SACHS BDC, INC. TRANSFER AGENCY AGREEMENTTransfer Agency Agreement • March 17th, 2015 • Goldman Sachs BDC, Inc. • Illinois
THIS AGREEMENT made as of the 1st day of April, 2013 is by and between Goldman Sachs BDC, Inc. (the “Company”), a Delaware corporation, and Goldman, Sachs & Co. (“Goldman Sachs”), a New York limited partnership.
JOINDER AGREEMENTJoinder Agreement • May 14th, 2015 • Goldman Sachs BDC, Inc.
JOINDER AGREEMENT dated as of March 27, 2015, by CIT Finance LLC (the “Assuming Lender”), in favor of Goldman Sachs BDC, Inc., a Delaware corporation (the “Borrower”), and SunTrust Bank, as administrative agent under the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
JOINDER AGREEMENTJoinder Agreement • February 28th, 2019 • Goldman Sachs BDC, Inc.
JOINDER AGREEMENT dated as of February 27, 2019, by MUFG Union Bank, N.A. (the “Assuming Lender”), in favor of Goldman Sachs BDC, Inc., a Delaware corporation (the “Borrower”), and SunTrust Bank, as administrative agent under the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
SENIOR CREDIT FUND, LLC LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • March 3rd, 2015 • Goldman Sachs BDC, Inc. • New York
This Limited Liability Company Agreement, dated as of July 18, 2014, is entered into by and between Goldman Sachs BDC, Inc. and Regents of the University of California (collectively, the “Members”).
SEVENTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • February 25th, 2021 • Goldman Sachs BDC, Inc. • New York
This SEVENTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of November 20, 2020 (this “Amendment”), is entered into among GOLDMAN SACHS BDC, INC., a Delaware corporation (the “Borrower”), and, solely for the purposes of Section 4.9, GSBD WINE I, LLC, a Delaware limited liability company, MMLC WINE I, LLC, a Delaware limited liability company, BDC BLOCKER I, LLC (f/k/a My-On BDC Blocker, LLC), a Delaware limited liability company, MMLC BLOCKER I, LLC (f/k/a My-On MMLC Blocker, LLC), a Delaware limited liability company, GSBD BLOCKER II, LLC, a Delaware limited liability company, MMLC BLOCKER II, LLC, a Delaware limited liability company, GSBD Blocker III LLC, a Delaware limited liability company, and MMLC Blocker III LLC, a Delaware limited liability company (collectively, the “Subsidiary Guarantors”, and each individually, a “Subsidiary Guarantor”), the LENDERS party hereto and TRUIST BANK (as successor by merger to SunTrust Bank), as Administrative Agent (in such ca
