FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • February 3rd, 2020 • Crescent Capital BDC, Inc. • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into effective as of the day of , 20 , by and between Crescent Capital BDC, Inc., a Maryland corporation (the “Company”), and [●] (“Indemnitee”).
FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • March 7th, 2022 • Crescent Capital BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of October 27, 2021 (this “Agreement”), among CRESCENT CAPITAL BDC, INC., a Maryland corporation (the “Borrower”), the LENDERS party hereto and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent (as defined below) and as Collateral Agent (as defined below).
Crescent Capital BDC, Inc. (a Maryland corporation) 2,500,000 Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • November 18th, 2021 • Crescent Capital BDC, Inc. • New York
SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT, dated as of March 7, 2023 (this “Amendment”), by and among CRESCENT CAPITAL BDC FUNDING, LLC, a bankruptcy remote, special purpose Delaware limited liability company (the “Borrower”), CRESCENT CAPITAL...Loan and Security Agreement • March 8th, 2023 • Crescent Capital BDC, Inc. • New York
THIS LOAN AND SECURITY AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this “Agreement”) is made as of March 28, 2016, by and among:
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of October 27, 2021, among CRESCENT CAPITAL BDC, INC., as Borrower, the LENDERS party hereto, and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent and Collateral Agent, SUMITOMO MITSUI...Revolving Credit Agreement • October 29th, 2021 • Crescent Capital BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of October 27, 2021 (this “Agreement”), among CRESCENT CAPITAL BDC, INC., a Maryland corporation (the “Borrower”), the LENDERS party hereto and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent (as defined below) and as Collateral Agent (as defined below).
ADMINISTRATION AGREEMENTAdministration Agreement • June 5th, 2015 • Crescent Capital BDC, Inc. • New York
AGREEMENT (this “Agreement”) made as of this 2nd day of June, 2015, by and between Crescent Capital BDC, Inc., a Delaware corporation (hereinafter referred to as the “Company”), and CBDC Administration, LLC, a Delaware limited liability company (the “Administrator”).
Custodian AgreementCustodian Agreement • June 5th, 2015 • Crescent Capital BDC, Inc. • Massachusetts
This Agreement is made as of June [ ], 2015 (this “Agreement”), by and between Crescent Capital BDC, Inc., a corporation organized and existing under the laws of Delaware, (the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
AGREEMENT AND PLAN OF MERGER by and among Crescent Capital BDC, Inc., Echelon Acquisition Sub, Inc., Echelon Acquisition Sub LLC, First Eagle Alternative Capital BDC, Inc. and Crescent Cap Advisors, LLC Dated as of October 3, 2022Agreement and Plan of Merger • October 4th, 2022 • Crescent Capital BDC, Inc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of October 3, 2022 (this “Agreement”), is made by and among Crescent Capital BDC, Inc., a Maryland corporation (“Parent”), Echelon Acquisition Sub, Inc., a Delaware corporation and a direct wholly-owned Subsidiary of Parent (“Acquisition Sub”), Echelon Acquisition Sub LLC, a Delaware limited liability company and a direct wholly-owned Subsidiary of Parent (“Acquisition Sub 2”), First Eagle Alternative Capital BDC, Inc., a Delaware corporation (the “Company”), and Crescent Cap Advisors, LLC, a Delaware limited liability company (the “Parent External Adviser”). The Parent External Adviser is party to this Agreement solely for purposes of Article II (with respect to the Parent External Adviser Aggregate Cash Consideration), Article V, Section 8.4, Section 8.5 and Article IX. Defined terms used in this Agreement have the respective meanings ascribed to them by definition in this Agreement or in Appendix A.
CRESCENT CAPITAL BDC, INC. 5.95% Series 2020A Senior Notes due July 30, 2023 MASTER NOTE PURCHASE AGREEMENT Dated July 30, 2020Master Note Purchase Agreement • August 10th, 2020 • Crescent Capital BDC, Inc. • New York
CRESCENT CAPITAL BDC, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • June 5th, 2015 • Crescent Capital BDC, Inc. • Delaware
The undersigned subscriber (the “Subscriber”) understands that (i) Crescent Capital BDC, Inc., a Delaware corporation (the “Company”), has been formed for the purpose of originating and investing primarily in secured debt and unsecured debt, as well as related equity securities of private U.S. middle-market companies, as described in the Private Placement Memorandum of the Company, as such document may be amended, amended and restated or supplemented from time to time (together with any appendices and supplements thereto, the “Offering Document”). Subject to the terms and conditions hereof, and in reliance upon the representations and warranties contained in this subscription agreement (the “Subscription Agreement”), the Subscriber irrevocably subscribes for and agrees to purchase shares of common stock of the Company (“Shares”), on the terms and conditions described herein, in the Private Placement Memorandum, in the Company’s Amended and Restated Certificate of Incorporation (the “Ce
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • July 2nd, 2015 • Crescent Capital BDC, Inc. • New York
INVESTMENT ADVISORY AGREEMENT BETWEEN CRESCENT CAPITAL BDC, INC. AND CRESCENT CAP ADVISORS, LLCInvestment Advisory Agreement • January 6th, 2021 • Crescent Capital BDC, Inc. • New York
This Investment Advisory Agreement (this “Agreement”) is hereby made as of this 5th day of January, 2021 (the “Effective Date”), by and between CRESCENT CAPITAL BDC, INC., a Maryland corporation (the “Company”), and CRESCENT CAP ADVISORS, LLC, a Delaware limited liability company (the “Advisor”).
INVESTMENT ADVISORY AGREEMENT BETWEEN CRESCENT CAPITAL BDC, INC. AND CBDC ADVISORS, LLCInvestment Advisory Agreement • June 5th, 2015 • Crescent Capital BDC, Inc. • New York
Investment Advisory Agreement made this 2nd day of June, 2015 (this “Agreement”), by and between CRESCENT CAPITAL BDC, INC., a Delaware corporation (the “Company”), and CBDC ADVISORS, LLC, a Delaware limited liability company (the “Advisor”).
FIRST OMNIBUS AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT AND GUARANTEE AND SECURITY AGREEMENTSenior Secured Revolving Credit Agreement and Guarantee and Security Agreement • January 18th, 2023 • Crescent Capital BDC, Inc. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of October 27, 2021 (this “Agreement”), among CRESCENT CAPITAL BDC, INC., a Maryland corporation (the “Borrower”), the LENDERS party hereto and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent (as defined below) and as Collateral Agent (as defined below).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 7th, 2019 • Crescent Capital BDC, Inc. • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 27, 2019, between Crescent Reincorporation Sub, Inc., a Maryland corporation (the “Surviving Entity”), and Crescent Capital BDC, Inc., a Delaware corporation (the “Merging Entity”).
Simpson Thacher & Bartlett LLPCrescent Capital BDC, Inc. • March 9th, 2023
We refer to the Agreement and Plan of Merger, dated as of October 3, 2022 (the “Merger Agreement”), by and among Crescent Capital BDC, Inc., a Maryland corporation (“Parent”), Echelon Acquisition Sub, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Acquisition Sub”), Echelon Acquisition Sub LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Parent (“Acquisition Sub 2”), First Eagle Alternative Capital BDC, Inc., a Delaware corporation (the “Company”), and Crescent Cap Advisors, LLC, a Delaware limited liability company. Pursuant to the Merger Agreement, Acquisition Sub will merge with and into the Company (the “First Merger”), with the Company continuing as the surviving corporation and as a wholly-owned subsidiary of Parent. Immediately after the First Merger, the Company, as the surviving corporation, will merge with and into Acquisition Sub 2 (the “Second Merger” and, together with the First Merger, the “Mergers”), with Ac
Crescent Capital BDC, Inc. Second Supplement to Note Purchase Agreement Dated as of May 9, 2023 Re: $50,000,000 7.54% Series 2023A Senior Notes Due July 28, 2026Note Purchase Agreement • May 10th, 2023 • Crescent Capital BDC, Inc.
This Second Supplement to Note Purchase Agreement (the “Supplement”) is among Crescent Capital BDC, Inc., a Maryland corporation (the “Company”), the institutional investors named on Schedule A attached hereto (the “Series 2023A Additional Purchasers”).
REVOLVING CREDIT AGREEMENT dated as of June 29, 2017 CRESCENT CAPITAL BDC, INC., as the Initial Borrower CAPITAL ONE, NATIONAL ASSOCIATION, as the Administrative Agent, Lead Arranger, Managing Agent and Committed Lender and The other Lender Groups...Revolving Credit Agreement • June 30th, 2017 • Crescent Capital BDC, Inc. • New York
THIS REVOLVING CREDIT AGREEMENT, is dated as of June 29, 2017, by and among CRESCENT CAPITAL BDC, INC., a Delaware corporation (the “Initial Borrower”, and collectively with any Qualified Borrowers, the “Borrowers”), the banks and other financial institutions from time to time party hereto as Managing Agents, Conduit Lenders and Committed Lenders (each capitalized term not defined is defined below), and CAPITAL ONE, NATIONAL ASSOCIATION (“Capital One”), as the Administrative Agent (as hereinafter defined) for the Secured Parties.
ALCENTRA CAPITAL CORPORATION, CRESCENT CAPITAL BDC, INC. and as Trustee Nineteenth Supplemental Indenture Dated as of January 31, 2020Original Merger Agreement • February 3rd, 2020 • Crescent Capital BDC, Inc. • New York
NINETEENTH SUPPLEMENTAL INDENTURE dated as of January 31, 2020, by and among ALCENTRA CAPITAL CORPORATION, a Maryland corporation (“Alcentra”), CRESCENT CAPITAL BDC, INC. (f/k/a Crescent Reincorporation Sub, Inc.), a Maryland corporation (“Crescent Capital BDC Maryland”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Trustee (the “Trustee”).
Re: Transaction Support; Advisory Agreement AmendmentAdvisory Agreement • August 13th, 2019 • Crescent Capital BDC, Inc. • New York
This letter is with reference to (a) the Investment Advisory Agreement, dated as of June 2, 2015 (the “Advisory Agreement”), between Crescent Capital BDC, Inc., a Delaware corporation (the “Company”), and CBDC Advisors, LLC, a Delaware limited liability (the “Advisor”), and (b) the Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), by and among the Company, Atlantis Acquisition Sub, Inc. a Maryland corporation (“Acquisition Sub”), Alcentra Capital Corporation, a Maryland corporation (“Atlantis”), and, solely for purposes set forth therein, the Advisor. Capitalized terms used but not defined herein have the meanings ascribed to them in the Merger Agreement.
FORM OF VOTING AGREEMENTForm of Voting Agreement • October 4th, 2022 • Crescent Capital BDC, Inc. • Delaware
This VOTING AGREEMENT (this “Agreement”) is entered into as of [ ], 2022, by and among Crescent Capital BDC, Inc. a Maryland corporation (“Parent”), and [ ] (“Stockholder”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 30th, 2020 • Crescent Capital BDC, Inc. • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of September 27, 2019, between Crescent Reincorporation Sub, Inc., a Maryland corporation (the “Surviving Entity”), and Crescent Capital BDC, Inc., a Delaware corporation (the “Merging Entity”).
AMENDED AND RESTATED ADMINISTRATION AGREEMENTAgreement • February 3rd, 2020 • Crescent Capital BDC, Inc. • New York
AGREEMENT (this “Agreement”) made as of this 1st day of February, 2020 (the “Effective Date”), by and between Crescent Capital BDC, Inc., a Maryland corporation (hereinafter referred to as the “Company”), and CCAP Administration LLC, a Delaware limited liability company (the “Administrator”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 10th, 2020 • Crescent Capital BDC, Inc. • New York
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of July 14, 2020 by and among CRESCENT CAPITAL BDC, INC., a Delaware corporation (the “Borrower”); the Lenders party hereto; and ALLY BANK (“Administrative Agent”).
AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT CRESCENT CAPITAL BDC, INC.And • August 10th, 2018 • Crescent Capital BDC, Inc. • Delaware
THIS AGREEMENT is hereby made as of August 7, 2018 (the “Agreement”) between Crescent Capital BDC, Inc., a Delaware corporation (the “Company”), and CBDC Advisors, LLC, a Delaware limited liability company (the “Advisor”).
ADVISORY FEE WAIVER AGREEMENT CRESCENT CAPITAL BDC, INC.Fee Waiver Agreement • June 5th, 2015 • Crescent Capital BDC, Inc. • Delaware
THIS AGREEMENT is hereby made as of [ ], 2015 (the “Agreement”) between Crescent Capital BDC, Inc., a Delaware corporation (the “Company”), and CBDC Advisors, LLC, a Delaware limited liability company (the “Advisor”).
FORM OF ELECTIONCrescent Capital BDC, Inc. • December 23rd, 2022
This Form of Election (this “Form of Election”) is being delivered in connection with the Agreement and Plan of Merger, dated October 3, 2022, by and among Crescent Capital BDC, Inc. (“Parent”), Echelon Acquisition Sub, Inc. (“Acquisition Sub”), Echelon Acquisition Sub LLC (“Acquisition Sub 2”), First Eagle Alternative Capital BDC, Inc. (“FCRD”) and Crescent Cap Advisors, LLC (“Parent External Advisor”) (the “Merger Agreement”), and the Proxy Statement/Prospectus (File No. 333-268153) of Parent, filed on Form N-14 by Parent with the Securities and Exchange Commission (the “SEC”) on November 4, 2022, and amended by that Amendment No. 1 to Form N-14, filed by Parent with the SEC on [•], 2022, and filed on Schedule 14A by FCRD with the SEC on [•], 2022 (as amended from time to time, the “Proxy Statement”). The Merger Agreement provides for the acquisition of the shares of common stock of FCRD, par value $0.001 per share (“FCRD Common Stock”) by Parent through the following steps, on the t
FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • August 10th, 2018 • Crescent Capital BDC, Inc. • New York
This First Amendment to Revolving Credit Agreement (this “Amendment”) is made as of this 29th day of June, 2018, among CRESCENT CAPITAL BDC, INC., a Delaware corporation (“Borrower”), CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association (“Capital One”), as administrative agent (“Administrative Agent”), and Capital One, as a Committed Lender (in such capacity, the “Increasing Lender”).
SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • August 13th, 2019 • Crescent Capital BDC, Inc. • New York
This Second Amendment to Revolving Credit Agreement (this “Amendment”) is made as of this 13th day of June, 2019, among CRESCENT CAPITAL BDC, INC., a Delaware corporation (“Borrower”), CAPITAL ONE, NATIONAL ASSOCIATION, a national banking association (“Capital One”), as administrative agent (“Administrative Agent”), and Capital One, as a Lender (in such capacity, the “Lender”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • June 5th, 2015 • Crescent Capital BDC, Inc. • New York
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of April 30, 2015 (the “Effective Date”), by and between Crescent Capital Group LP, a Delaware limited partnership (“Licensor”), and Crescent Capital BDC, Inc., a Delaware corporation (“Licensee”) (each a “party,” and collectively, the “parties”).
CUSTODIAL AGREEMENT dated as of May 21, 2021 by and between CRESCENT CAPITAL BDC, INC. (“Company”) and (“Custodian”)Custodial Agreement • August 11th, 2021 • Crescent Capital BDC, Inc. • New York
THIS CUSTODIAL AGREEMENT (this “Agreement”) is dated as of May 21, 2021 and is by and between CRESCENT CAPITAL BDC, INC., a corporation incorporated under the laws of the State of Maryland (together with its successors and permitted assigns, the “Company”), U.S. BANK NATIONAL ASSOCIATION (in its capacity as custodian under this Agreement, or any successor or permitted assign acting in such capacity, the “Custodian” and together with the Document Custodian, the “Custodians”) a national banking association and U.S. BANK NATIONAL ASSOCIATION (in its capacity as document custodian under this Agreement, the “Document Custodian”).
CRESCENT CAPITAL BDC, INC. FIRST SUPPLEMENT AND AMENDMENT TO NOTE PURCHASE AGREEMENT Dated as of February 17, 2021Note Purchase Agreement • February 17th, 2021 • Crescent Capital BDC, Inc. • New York
This First Supplement and Amendment to Note Purchase Agreement (the “Supplement”) is among CRESCENT CAPITAL BDC, INC., a Maryland corporation (the “Company”), the institutional investors named on Schedule A attached hereto (the “Series 2021A Additional Purchasers”), and solely with respect to the amendments reflected in sections 5 and 7 hereof, the holders of the Series 2020A Notes (as hereinafter defined).
FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • March 9th, 2023 • Crescent Capital BDC, Inc.
Fifth Supplemental Indenture (this “Supplemental Indenture”), dated as of March 9, 2023, by and between Crescent Capital BDC, Inc., a Maryland corporation (“CCAP”) (as successor to Acquisition Sub 2 (as defined below), successor to First Eagle Alternative Capital BDC, Inc., a Delaware corporation (“FCRD”)), and U.S. Bank National Association, as trustee (the “Trustee”).
U.S. $200,000,000 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 5th, 2019 • Crescent Capital BDC, Inc. • Maryland
THIS LOAN AND SECURITY AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this Agreement”) is made as of August 20, 2019, by and among:
