Business Context and Reporting Period
Company: Carlyle Secured Lending, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: March 28, 2025
Event: Entry into a Material Definitive Agreement (Equity Distribution Agreement).
Key Financial Metrics
This filing does not report revenue, profit, cash flow, margins, debt, or liquidity metrics. It is a disclosure of a new financing facility.
- Maximum Offering Size: Up to $150,000,000 in aggregate offering price.
- Security Type: Common stock, par value $0.01 per share.
- Commission Rate: Up to 2.00% of the gross sales price per Sales Agent.
- NAV Protection: The Adviser may pay commissions or supplemental payments to ensure the sales price per share is not less than the Company's current net asset value per share.
Material Changes
On March 28, 2025, the Company entered into an Equity Distribution Agreement with five Sales Agents (Oppenheimer & Co. Inc., B. Riley Securities, Inc., Citizens JMP Securities, LLC, Keefe, Bruyette & Woods, Inc., and Raymond James & Associates, Inc.). This agreement establishes an "at-the-market" offering program allowing the Company to sell shares from time to time. There are no mandatory sales obligations for the Sales Agents or the Company.
Guidance, Outlook, and Risks
Management Commentary: Actual sales will depend on market conditions, the trading price of the common stock, and the Company's determination of its need for additional capital. The Company retains the right to suspend the offering at any time.
Risks and Contingencies:
- Sales are not guaranteed; Sales Agents are only required to use commercially reasonable efforts.
- The filing explicitly states it does not constitute an offer to sell securities in jurisdictions where such an offer would be unlawful.
Investor Verification Checklist
- Verify the current Net Asset Value (NAV) per share to assess the floor price protection mechanism.
- Review the full text of the Equity Distribution Agreement (Exhibit 10.1) for specific termination provisions and indemnification details.
- Monitor future filings for actual share issuance volumes and proceeds raised under this program.
- Confirm the Company's current liquidity position to understand the immediate necessity of this capital raise.