GOLUB CAPITAL INVESTMENT Corp (Form: 8-K, Received: 11/07/2018 12:24:58)

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): November 2, 2018

Golub Capital Investment Corporation

(Exact name of Registrant as Specified in Its Charter)

__ 666 Fifth Avenue, 18th Floor, New York, NY 10103_ _

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 750-6060

____ ____

(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b- 2 of the Securities Exchange Act of 1934.

Emerging growth company þ

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. þ



Item 1.01.	Entry into a Material Definitive Agreement.

On November 2, 2018, GCIC Funding LLC (“GCIC Funding”), a wholly-owned subsidiary of Golub Capital Investment Corporation (the “Company”), entered into a joinder supplement (the "Joinder Supplement") to the document governing the amended and restated senior secured revolving credit facility (the “Credit Facility”) by and among GCIC Funding, as the borrower, the Company, as the transferor, GC Advisors LLC, as the servicer, certain institutional lenders, and Wells Fargo Bank, N.A., as the swingline lender, collateral agent, account bank, collateral custodian, and administrative agent. The Joinder Supplement was effective as of November 2, 2018.

The Joinder Supplement increased the borrowing capacity under the Credit Facility from $500 million to $550 million. The other material terms of the Credit Facility were unchanged.

As previously disclosed, the Credit Facility is secured by all of the assets held by GCIC Funding, and the Company has pledged its interests in GCIC Funding as collateral to Wells Fargo Bank, N.A., as the collateral agent, to secure the obligations of the Company as the transferor and servicer under the Credit Facility. Borrowing under the Credit Facility remains subject to the leverage restrictions contained in the Investment Company Act of 1940, as amended.

The description above is only a summary of the material provisions of the Joinder Supplement and is qualified in its entirety by reference to a copy of the Joinder Supplement, which is filed as Exhibit 10.1 to this current report on Form 8-K.



Item 9.01.	Financial Statements and Exhibits.

(d) Exhibits.



10.1	Joinder Supplement, dated as of November 2, 2018, by and among GCIC Funding LLC, as the Borrower, Wells Fargo Bank, N.A., as an Institutional Lender and Wells Fargo Bank, N.A., as the Administrative Agent.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Golub Capital Investment Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



		GOLUB CAPITAL INVESTMENT CORPORATION

Date: November 7, 2018		By: /s/ Ross A. Teune
		Name: Ross A. Teune
		Title: Chief Financial Officer

EXECUTION VERSION

JOINDER SUPPLEMENT

JOINDER SUPPLEMENT, dated as of the date set forth in Item 1 of Schedule I hereto, among the financial institution identified in Item 2 of Schedule I hereto, GCIC Funding LLC, as the borrower (the “ Borrower ”) and Wells Fargo Bank, N.A., as the administrative agent (the “ Administrative Agent ”).

W I T N E S S E T H:

WHEREAS, this Joinder Supplement is being executed and delivered under Section 11.04 of the Amended and Restated Loan and Servicing Agreement, dated as of May 13, 2015 (as amended, modified, waived, supplemented or restated from time to time, the “ Loan and Servicing Agreement ”), by and among GCIC Funding LLC, as the borrower (in such capacity, the “ Borrower ”), Golub Capital Investment Corporation, as the transferor (in such capacity, the “ Transferor ”), GC Advisors LLC, as the servicer (in such capacity, the “ Servicer ”), Wells Fargo Bank, N.A., as the administrative agent (in such capacity, the “ Administrative Agent ”), each of the Conduit Lenders and Institutional Lenders from time to time party thereto (the “ Lenders ”), each of the Lender Agents from time to time party thereto (the “ Lender Agents ”), Wells Fargo Bank, N.A., as the Swingline Lender (the “ Swingline Lender ”) and Wells Fargo Bank, N.A., as the collateral agent (in such capacity, the “ Collateral Agent ”), as the account bank (in such capacity, the “ Account Bank ”) and as the collateral custodian (in such capacity, the “ Collateral Custodian ”). Capitalized terms used but not defined herein shall have the meanings provided in the Loan and Servicing Agreement; and

WHEREAS, the party set forth in Item 2 of Schedule I hereto (the “ Proposed Lender ”) wishes to become a Lender designated as an Institutional Lender party to the Loan and Servicing Agreement;

NOW, THEREFORE, the parties hereto hereby agree as follows:

(a) Upon receipt by the Administrative Agent of an executed counterpart of this Joinder Supplement, to which is attached a fully completed Schedule I and Schedule II , each of which has been executed by the Proposed Lender, the Borrower, the Lender Agent, the Administrative Agent and the Collateral Agent, the Administrative Agent will transmit to the Proposed Lender, the Borrower, the Collateral Agent and the Lender Agent a Joinder Effective Notice, substantially in the form of Schedule III to this Joinder Supplement (a “ Joinder Effective Notice ”). Such Joinder Effective Notice shall be executed by the Administrative Agent and shall set forth, inter alia , the date on which the joinder effected by this Joinder Supplement shall become effective (the “ Joinder Effective Date ”). From and after the Joinder Effective Date, the Proposed Lender shall be a Lender designated as an Institutional Lender party to the Loan and Servicing Agreement for all purposes thereof.

(b) Each of the parties to this Joinder Supplement agrees and acknowledges that at any time and from time to time upon the written request of any other party, it will execute and deliver such further documents and do such further acts and things as such other party may reasonably request in order to effect the purposes of this Joinder Supplement.

(c) By executing and delivering this Joinder Supplement, the Proposed Lender confirms to and agrees with the Administrative Agent, the Collateral Agent, the Lender Agents and the other Lender(s) as follows: (i) none of the Administrative Agent, the Collateral Agent, the Lender Agents and the other Lender(s) makes any representation or warranty or assumes any responsibility with respect to any

statements, warranties or representations made in or in connection with the Loan and Servicing Agreement or the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Loan and Servicing Agreement or any other instrument or document furnished pursuant thereto, or with respect to any Variable Funding Notes issued under the Loan and Servicing Agreement, or the Collateral Portfolio or the financial condition of the Transferor, the Servicer or the Borrower, or the performance or observance by the Transferor, the Servicer or the Borrower of any of their respective obligations under the Loan and Servicing Agreement, any other Transaction Document or any other instrument or document furnished pursuant thereto; (ii) the Proposed Lender confirms that it has received a copy of such documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Joinder Supplement; (iii) the Proposed Lender will, independently and without reliance upon the Administrative Agent, the Collateral Agent, the Lender Agents or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Loan and Servicing Agreement; (iv) the Proposed Lender appoints and authorizes the Lender Agent to take such action as agent on its behalf and to exercise such powers under the Loan and Servicing Agreement as are delegated to the Lender Agent by the terms thereof, together with such powers as are reasonably incidental thereto, all in accordance with Article IX of the Loan and Servicing Agreement; (v) the Proposed Lender appoints and authorizes the Administrative Agent, the Collateral Custodian and the Collateral Agent, as applicable, to take such action as agent on its behalf and to exercise such powers under the Loan and Servicing Agreement as are delegated to the Administrative Agent, the Collateral Custodian and Collateral Agent, as applicable, by the terms thereof, together with such powers as are reasonably incidental thereto, all in accordance with the Loan and Servicing Agreement; and (vi) the Proposed Lender agrees (for the benefit of the parties hereto and the other Lender(s)) that it will perform in accordance with their terms all of the obligations which by the terms of the Loan and Servicing Agreement are required to be performed by it as a Lender designated as an Institutional Lender.

(d) Schedule II hereto sets forth administrative information with respect to the Proposed Lender.

(e) The effectiveness of this Joinder is subject to receipt by the Administrative Agent and the Proposed Lender of:

(i) executed counterparts (or other evidence of execution, including facsimile or other electronic signatures, satisfactory to the Administrative Agent) of this Joinder and the fee letters related thereto;

(ii) the legal opinions of Dechert LLP, counsel for the Borrower, in form and substance reasonably satisfactory to the Administrative Agent covering such matters as the Administrative Agent may reasonably request;

(iii) a good standing certificate of the Borrower from its jurisdiction of formation and a certified copy of the resolutions of the Borrower approving this Joinder and the transactions contemplated hereby; and


(iv)	the fees specified in the fee letters.

(f) This Joinder Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.

IN WITNESS WHEREOF, the parties hereto have caused this Joinder Supplement to be executed by their respective duly authorized officers on Schedule I hereto as of the date set forth in Item 1 of Schedule I hereto.

SCHEDULE I TO JOINDER SUPPLEMENT

COMPLETION OF INFORMATION AND

SIGNATURES FOR JOINDER SUPPLEMENT

Re: Amended and Restated Loan and Servicing Agreement, dated as of May 13, 2015, among GCIC Funding LLC, as Borrower, the other parties thereto and Wells Fargo Bank, N.A., as Administrative Agent.

Item 1: Date of Joinder Supplement: November 2, 2018

Item 2: Proposed Lender: Wells Fargo Bank, N.A.

Item 3: Type of Lender:

Conduit Lender

X Institutional Lender

Item 4: Commitment: $50,000,000

Commitment Termination Date: Not Applicable

Item 5: Name of Lender Agent (if a Conduit Lender): Not Applicable

Item 6: Signatures of Parties to Agreement:

WELLS FARGO BANK, N.A.,

as Proposed Lender

By: /s/ Steve Sebo

Name: Steve Sebo

Title: Vice President

GCIC FUNDING LLC , as Borrower

By: Golub Capital Investm en t Corporation,

its designated manager

By: /s/ Ross A. Teune

Name: Ross A. Teune

Title: Chief Financial Officer

WELLS FARGO BANK, N.A., as

Administrative Agent

By: /s/ Matt Jensen

Name: Matt Jensen

Title: Director

SCHEDULE II TO

JOINDER SUPPLEMENT

ADDRESS FOR NOTICES

AND

WIRE INSTRUCTIONS

Address for Notices : Wells Fargo Bank, National Association

Duke Energy Center 550 South Tryon Street 5 th Floor

MAC D1086-051

Charlotte, North Carolina 28202 Attention: Corporate Debt Finance Telephone: (704) 715-0089

Confirmation: (704) 410-2450 Email: scp.mmloans@wellsfargo.com

SCHEDULE III TO

JOINDER SUPPLEMENT

JOINDER EFFECTIVE NOTICE


To:	GCIC Funding LLC

Golub Capital Investment Corporation 150 South Wacker Drive, Suite 800

Chicago, Illinois 60606 Attention: David Golub Facsimile: 312-201-9167

Wells Fargo Bank, N. A. Corporate Trust Services Division 9062 Old Annapolis Rd.

Columbia, Maryland 21045

Attn: CDO Trust Services- GCIC Funding LLC Fax: (443) 367-3986

Phone: (410) 884-2000

Wells Fargo Bank, N.A., as Lender Duke Energy Center

550 South Tryon Street, 5 th Floor MAC D1086-051

Charlotte, NC 28202

Attention: Corporate Debt Finance Facsimile: (704) 715-0089

Confirmation: (704) 410-2450

The undersigned, as Administrative Agent under the Amended and Restated Loan and Servicing Agreement, dated as of May 13, 2015 (as amended, modified, waived, supplemented or restated from time to time, the “ Loan and Servicing Agreement ”), by and among GCIC Funding LLC, as the borrower (in such capacity, the “ Borrower ”), Golub Capital Investment Corporation, as the transferor (in such capacity, the “ Transferor ”), GC Advisors LLC, as the servicer (in such capacity, the “ Servicer ”), Wells Fargo Bank, N.A., as the administrative agent (in such capacity, the “ Administrative Agent ”), each of the Conduit Lenders and Institutional Lenders from time to time party thereto (the “ Lenders ”), each of the Lender Agents from time to time party thereto (the “ Lender Agents ”), Wells Fargo Bank, N.A., as the Swingline Lender (the “ Swingline Lender ”) and Wells Fargo Bank, N.A., as the collateral agent (in such capacity, the “ Collateral Agent ”), as the account bank (in such capacity, the “ Account Bank ”) and as the collateral custodian (in such capacity, the “ Collateral Custodian ”). Terms defined in such Joinder Supplement are used herein as therein defined.

Pursuant to such Joinder Supplement, you are advised that the Joinder Effective Date for Wells Fargo Bank, N.A. will be November 2, 2018 and such Proposed Lender will be a Lender designated as an Institutional Lender with a Commitment of $475,000,000, which amount includes the Proposed Lender’s initial Commitment of $425,000,000 and its new Commitment of $50,000,000.

Very truly yours,

WELLS FARGO BANK, N.A., as

Administrative Agent

By: /s/ Matt Jensen

Name: Matt Jensen

Title: Director