0001140361-24-007069 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • February 13th, 2024 • Barings BDC, Inc. • New York

Barings BDC, Inc., a Maryland corporation (the “Company”), proposes to issue and sell $300,000,000 aggregate principal amount of 7.000% Notes due 2029 (the “Securities”). It is understood that, subject to the conditions hereinafter stated, the Securities will be sold by the Company to the several underwriters named in Schedule A hereto (the “Underwriters”) in connection with the offer and sale of such Securities. Wells Fargo Securities, LLC, BMO Capital Markets Corp., Fifth Third Securities, Inc., and SMBC Nikko Securities America, Inc. shall act as the representatives of the Underwriters (the “Representatives”).

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