Master Custodian AgreementMaster Custodian Agreement • August 8th, 2018 • Barings BDC, Inc. • Massachusetts
This Agreement is made as of August 2, 2018 by and among each management investment company identified on Appendix A hereto (each such investment company and each management investment company made subject to this Agreement in accordance with Section 19.5 below, shall hereinafter be referred to as a “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
CUSTODY AGREEMENTCustody Agreement • February 13th, 2007 • Triangle Capital CORP • New York
AGREEMENT, dated as of February [___], 2007 between TRIANGLE CAPITAL CORPORATION, a corporation organized and existing under the laws of the State of Maryland, and Triangle Mezzanine Fund LLLP, a limited liability limited partnership formed under the laws of the state of North Carolina, each having its principal office and place of business at 3600 Glenwood Avenue, Suite 104, Raleigh NC 27612 (collectively the “Fund”) and THE BANK OF NEW YORK, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • February 28th, 2018 • Triangle Capital CORP • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into effective as of January 16, 2018 (the “Effective Date”), by and between Triangle Capital Corporation, a Maryland corporation (collectively, with its affiliates and subsidiaries, the “Company”), and ______________ (“Indemnitee”).
AMENDMENT NO. 4 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • May 15th, 2023 • Barings BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of February 21, 2019 (this “Agreement”), among BARINGS BDC, INC., a Maryland corporation (the “Borrower”), the LENDERS party hereto, and ING CAPITAL LLC, as Administrative Agent.
AMENDMENT NO. 2 TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • February 23rd, 2022 • Barings BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of February 21, 2019 (this “Agreement”), among BARINGS BDC, INC., a Maryland corporation (the “Borrower”), the LENDERS party hereto, and ING CAPITAL LLC, as Administrative Agent.
STOCK TRANSFER AGENCY AGREEMENT between TRIANGLE CAPITAL CORPORATION and THE BANK OF NEW YORK Dated as of February 16, 2007 ACCOUNT NUMBER(S)Stock Transfer Agency Agreement • March 12th, 2008 • Triangle Capital CORP • New York
AGREEMENT, made as of February 16, 2007 by and between TRIANGLE CAPITAL CORPORATION, a corporation organized and existing under the laws of the State of Maryland (hereinafter referred to as the “Customer”), and THE BANK OF NEW YORK, a New York trust company (hereinafter referred to as the “Bank”).
REGISTRATION RIGHTS AGREEMENT by and among Barings BDC, Inc.,Registration Rights Agreement • November 24th, 2021 • Barings BDC, Inc. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 30, 2021, by and among Barings BDC, Inc., a Maryland corporation (the “Company”), and J.P. Morgan Securities LLC, ING Financial Markets LLC, MUFG Securities Americas Inc. and Wells Fargo Securities, LLC, as the representatives (together, the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $350,000,000 aggregate principal amount of the Company’s 3.300% Notes due 2026 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
COLLATERAL MANAGEMENT AGREEMENT dated as of May 9, 2019 by and between BARINGS BDC STATIC CLO LTD. 2019-I, as Issuer and BARINGS BDC, INC., as Collateral ManagerCollateral Management Agreement • July 30th, 2019 • Barings BDC, Inc. • New York
This Collateral Management Agreement (as amended from time to time, this “Agreement”), dated as of May 9, 2019, is entered into by and between BARINGS BDC STATIC CLO LTD. 2019-I, an exempted company incorporated with limited liability under the laws of the Cayman Islands, with its registered office located at the offices of MaplesFS Limited, PO Box 1093, Queensgate House, Grand Cayman, KY1-1102, Cayman Islands (the “Issuer”), and BARINGS BDC, INC., a Maryland corporation, located at 300 South Tryon Street, Suite 2500, Charlotte, NC 28202, U.S.A., as collateral manager (“Barings BDC” and the “Collateral Manager”).
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 3rd, 2017 • Triangle Capital CORP • North Carolina
THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT is dated as of May 4, 2015 among TRIANGLE CAPITAL CORPORATION, a Maryland corporation, as borrower, the LENDERS listed on the signature pages hereof, BRANCH BANKING AND TRUST COMPANY, as Administrative Agent and ING CAPITAL LLC, as Multicurrency Agent.
TRIANGLE CAPITAL CORPORATION 7,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 1st, 2017 • Triangle Capital CORP • New York
BARINGS BDC, INC. as Issuer and U.S. BANK NATIONAL ASSOCIATION as Trustee Indenture Dated as of November 23, 2021 Providing for the Issuance of Debt SecuritiesBarings BDC, Inc. • November 24th, 2021 • New York
SCHEDULES 1.01 Definitions 2.01 Commitments and Applicable Percentages 5.15 Taxpayer Identification Number; Other Identifying Information 10.02 Administrative Agent’s Office; Certain Addresses for Notices EXHIBITS Form of A Committed Loan Notice B...Credit Agreement • February 27th, 2019 • Barings BDC, Inc. • New York
BARINGS BDC, INC. $80,000,000 3.41% SERIES D SENIOR UNSECURED NOTES DUE FEBRUARY 26, 2026 $70,000,000 4.06% SERIES E SENIOR UNSECURED NOTES DUE FEBRUARY 26, 2028 NOTE PURCHASE AGREEMENT Dated February 25, 2021Note Purchase Agreement • February 25th, 2021 • Barings BDC, Inc. • New York
GUARANTEE, PLEDGE AND SECURITY AGREEMENT dated as of February 21, 2019 among BARINGS BDC, INC., as Borrower, the SUBSIDIARY GUARANTORS party hereto, ING CAPITAL LLC, as Revolving Administrative Agent for the Revolving Lenders, each FINANCING AGENT and...Pledge and Security Agreement • May 9th, 2019 • Barings BDC, Inc. • New York
GUARANTEE, PLEDGE AND SECURITY AGREEMENT, dated as of February 21, 2019 (as amended, supplemented, or otherwise modified from time to time, this “Agreement”), among BARINGS BDC, INC., a corporation duly organized and validly existing under the laws of the State of Maryland (the “Borrower”), Energy Hardware Holdings, Inc., a corporation duly organized and validly existing under the laws of the State of Delaware (“Energy Hardware”) and each other entity that becomes a “SUBSIDIARY GUARANTOR” after the date hereof pursuant to Section 7.05 hereof (collectively with Energy Hardware, the “Subsidiary Guarantors” and, together with the Borrower, the “Obligors”), ING CAPITAL LLC, as administrative agent for the Revolving Lenders (as hereinafter defined) (in such capacity, together with its successors in such capacity, the “Revolving Administrative Agent”), each “Financing Agent” (as hereinafter defined) or “Designated Indebtedness Holder” (as hereinafter defined) that becomes a party hereto afte
ContractGeneral Security Agreement • May 6th, 2015 • Triangle Capital CORP • North Carolina
This SECOND AMENDED AND RESTATED GENERAL SECURITY AGREEMENT, dated as of May 4, 2015 (the “Agreement”), is made among TRIANGLE CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), ARC INDUSTRIES HOLDINGS, INC., a Delaware corporation, BRANTLEY HOLDINGS, INC., a Delaware corporation, ENERGY HARDWARE HOLDINGS, INC., a Delaware corporation, MINCO HOLDINGS, INC., a Delaware corporation, PEADEN HOLDINGS, INC., a Delaware corporation, TECHNOLOGY CROPS HOLDINGS, INC., a Delaware corporation (collectively, the “Guarantor-Grantors”, and the Borrower and the Guarantor-Grantors being collectively called the “Grantors”) and BRANCH BANKING AND TRUST COMPANY (“BB&T”), acting as agent (in such capacity, the “Administrative Agent”) for itself and for the other Secured Parties as defined herein.
FORM OF EMPLOYMENT AGREEMENTForm of Employment Agreement • February 5th, 2007 • Triangle Capital CORP • North Carolina
This Employment Agreement (this “Agreement”), effective as of the date of the consummation of the initial public offering of common stock of Triangle Capital Corporation (the “Effective Date”), is entered into by and among Triangle Capital Corporation, a Maryland corporation (the “Company”), and David F. Parker (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2007 • Triangle Capital CORP • North Carolina
This Employment Agreement (this “Agreement”), effective as of the date of the consummation of the initial public offering of common stock of Triangle Capital Corporation (the “Effective Date”), is entered into by and among Triangle Capital Corporation, a Maryland corporation (the “Company”), and Brent P. W. Burgess (the “Executive”).
THIRD AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN BARINGS BDC, INC. AND BARINGS LLCInvestment Advisory Agreement • July 14th, 2023 • Barings BDC, Inc. • New York
THIS THIRD AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT, dated as of June 24, 2023 (this “Agreement”), between Barings BDC, Inc., a Maryland corporation (the “Company”), and Barings LLC, a Delaware limited liability company (the “Adviser”).
ADMINISTRATION AGREEMENTAdministration Agreement • August 2nd, 2018 • Barings BDC, Inc. • New York
This ADMINISTRATION AGREEMENT (this “Agreement”) is made as of August 2, 2018 by and between Triangle Capital Corporation, a Maryland corporation (the “Company”), and Barings LLC, a Delaware limited liability company (the “Administrator”).
MASTER PARTICIPATION AGREEMENTMaster Participation Agreement • July 30th, 2019 • Barings BDC, Inc. • New York
Master Participation and Assignment Agreement (as amended from time to time, this “Agreement”), dated as of May 9, 2019, between Barings BDC Senior Funding I, LLC, a Delaware limited liability company (the “Financing Subsidiary”), and Barings BDC Static CLO Ltd. 2019-I, an exempted company incorporated in the Cayman Islands (the “Issuer”).
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TRIANGLE MEZZANINE FUND LLLP Dated as of February 21, 2007Agreement • November 7th, 2007 • Triangle Capital CORP • North Carolina
This AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP is dated and effective as of February 21, 2007, among New Triangle GP, LLC, a North Carolina limited liability company (the “New General Partner”) in its capacity as the sole general partner of the Partnership, Triangle Capital Corporation, a Maryland corporation, in its capacity as the sole limited partner of the Partnership (“TCC”), and the individuals and entities whose names hereafter appear on Schedule A as Limited Partners as amended from time to time (collectively, the “Limited Partners”), and such other individuals and entities as shall become parties as hereinafter provided.
MASTER LOAN SALE AGREEMENT by and among BARINGS BDC, INC., as the Seller, and BARINGS BDC STATIC CLO LTD. 2019-I, as the Buyer.Master Loan Sale Agreement • July 30th, 2019 • Barings BDC, Inc.
THIS MASTER LOAN SALE AGREEMENT, dated as of May 9, 2019 (as amended, modified, supplemented or restated from time to time, this “Agreement”), is among BARINGS BDC, INC., a Maryland corporation (in its capacity as seller hereunder, together with its successors and assigns, the “Seller”) and BARINGS BDC STATIC CLO LTD. 2019-I, an exempted company incorporated in the Cayman Islands (together with its successors and assigns, the “Buyer”).
ASSET PURCHASE AGREEMENT by and between TRIANGLE CAPITAL CORPORATION and BSP ASSET ACQUISITION I, LLC DATED AS OF APRIL 3, 2018Triangle Capital CORP • April 9th, 2018 • Maryland
ASSET PURCHASE AGREEMENT, dated as of April 3, 2018 (this “Agreement”), by and between Triangle Capital Corporation, a Maryland corporation (“Seller”), and BSP Asset Acquisition I, LLC, a Delaware limited liability company (“Buyer”).
SECURITY AGREEMENT BySecurity Agreement • August 6th, 2018 • Barings BDC, Inc.
This SECURITY AGREEMENT dated as of August 3, 2018 (as may be amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by BARINGS BDC SENIOR FUNDING I, LLC, a Delaware limited liability company (the “Borrower” or the “Pledgor”), as pledgor, assignor and debtor, in favor of BANK OF AMERICA, N.A., in its capacity as administrative agent pursuant to the Credit Agreement (as hereinafter defined), as pledgee, assignee and secured party (in such capacities and together with any successors in such capacities, the “Administrative Agent”).
SUPPLEMENT AND JOINDER AGREEMENT FOR TRIANGLE CAPITAL CORPORATION CREDIT AGREEMENTSupplement and Joinder Agreement • October 3rd, 2017 • Triangle Capital CORP • North Carolina
THIS SUPPLEMENT AND JOINDER AGREEMENT (this “Agreement”), dated as of September 29, 2017, is made among Triangle Capital Corporation, a Maryland corporation (the “Borrower”), the Guarantors party to the Credit Agreement referred to below, Branch Banking and Trust Company, as administrative agent, swingline lender and an existing Lender pursuant to the Credit Agreement (the “Administrative Agent”), and United Community Bank, as a new joining Lender pursuant to the Credit Agreement (the “Additional Lender”).
THIRD SUPPLEMENTAL INDENTURE between TRIANGLE CAPITAL CORPORATION and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 6, 2015 THIRD SUPPLEMENTAL INDENTURETriangle Capital CORP • February 6th, 2015
THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of February 6, 2015, is between Triangle Capital Corporation, a Maryland corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). All capitalized terms used herein shall have the meaning set forth in the Base Indenture (as defined below).
COLLATERAL ADMINISTRATION AGREEMENTCollateral Administration Agreement • July 30th, 2019 • Barings BDC, Inc. • New York
This COLLATERAL ADMINISTRATION AGREEMENT, dated as of May 9, 2019 (the “Agreement”), is entered into by and among BARINGS BDC STATIC CLO LTD. 2019-I, an exempted company incorporated with limited liability and existing under the laws of the Cayman Islands as the Issuer (the “Issuer”), BARINGS BDC, INC., a Delaware limited liability company as the Collateral Manager (as that term is defined in the Indenture, referred to herein, together with any successor Collateral Manager under the Indenture, the “Collateral Manager”), and STATE STREET BANK AND TRUST COMPANY (“State Street”), a Massachusetts trust company acting as collateral administrator under and for purposes of this Agreement (in such capacity, and together with any successor Collateral Administrator hereunder, the “Collateral Administrator”).
CUSTODY AGREEMENTCustody Agreement • March 29th, 2007 • Triangle Capital CORP • Minnesota
This AGREEMENT made as of the 8 day of March, 2007 by and between U.S. BANK NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America (“Custodian”) and Triangle Capital Corporation (“Customer”) a corporation organized under the laws of the State of Maryland.
SUPPLEMENT AND JOINDER AGREEMENT FOR TRIANGLE CAPITAL CORPORATION CREDIT AGREEMENTSupplement and Joinder Agreement • November 2nd, 2011 • Triangle Capital CORP • North Carolina
THIS SUPPLEMENT AND JOINDER AGREEMENT (this “Agreement”), dated as of November 1, 2011, is made among Triangle Capital Corporation, a Maryland corporation (the “Borrower”), the Guarantors party to the Credit Agreement referred to below, Branch Banking and Trust Company, as administrative agent and an existing Lender pursuant to the Credit Agreement (the “Administrative Agent”), Fifth Third Bank as an existing Lender pursuant to the Credit Agreement (together with Branch Banking and Trust Company in its capacity as a Lender, the “Existing Lenders”) and Morgan Stanley Bank, N.A., as a new joining Lender pursuant to the Credit Agreement (the “Additional Lender”) and is being executed and delivered pursuant to that certain Credit Agreement, dated as of May 9, 2011 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Guarantors, the Administrative Agent and the Existing Lenders. Capitalized terms used herein and not ot
UNDERWRITING AGREEMENTUnderwriting 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”).
NON-EMPLOYEE DIRECTOR RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • August 2nd, 2017 • Triangle Capital CORP • Maryland
THIS RESTRICTED SHARE AWARD AGREEMENT (this “Agreement”) is made and entered into as of the day of , 20___ (the “Grant Date”), between Triangle Capital Corporation, a Maryland corporation (the “Company”), and (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Triangle Capital Corporation Omnibus Incentive Plan (the “Plan”).
TRIANGLE CAPITAL CORPORATION EXECUTIVE OFFICER RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • March 9th, 2011 • Triangle Capital CORP • Maryland
THIS RESTRICTED SHARE AWARD AGREEMENT (this “Agreement”) is made and entered into as of the ___ day of ______, 20__ (the “Grant Date”), between Triangle Capital Corporation, a Maryland corporation (the “Company”), and _____________ (the “Employee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Triangle Capital Corporation Amended and Restated 2007 Equity Incentive Plan.
Rule 10b5-1 Purchase PlanBarings BDC, Inc. • September 24th, 2018
This Rule 10b5-1 Purchase Plan, including the recitals and exhibits hereto (this “Plan”), is entered into on September 24, 2018 by and between Barings LLC (“Affiliated Purchaser”) and (“Broker”).
CREDIT AGREEMENT dated as of May 9, 2011 among TRIANGLE CAPITAL CORPORATION as Borrower, The Lenders Listed Herein and BRANCH BANKING AND TRUST COMPANY, as Administrative Agent, and BB&T CAPITAL MARKETS, and FIFTH THIRD BANK as Joint Lead ArrangersCredit Agreement • May 11th, 2011 • Triangle Capital CORP • North Carolina
THIS CREDIT AGREEMENT is dated as of May 9, 2011 among TRIANGLE CAPITAL CORPORATION, a Maryland corporation, as borrower, the LENDERS listed on the signature pages hereof and BRANCH BANKING AND TRUST COMPANY, as Administrative Agent.
Custody Agreement Account Identifying InformationTriangle Capital CORP • March 2nd, 2012 • North Carolina
