10-Q: Goldman Sachs BDC Reports Q3 2025 Mixed Results
Quarterly Report
Goldman Sachs BDC, Inc. reports a decrease in net investment income and NAV per share for Q3 2025, alongside significant unrealized appreciation and reduced non-accrual investments.
Summary
- Net investment income after taxes for the nine months ended September 30, 2025, decreased to $139.38 million from $196.00 million in the prior year period.
- Net asset value (NAV) per share decreased to $12.75 as of September 30, 2025, from $13.41 as of December 31, 2024.
- Total investment income for the nine months ended September 30, 2025, was $279.51 million, down from $330.57 million in the prior year period.
- Total expenses increased to $137.00 million for the nine months ended September 30, 2025, compared to $130.76 million in the prior year period.
- The company reported net realized losses on investments of $120.27 million for the nine months ended September 30, 2025, an improvement from $133.46 million in the prior year period.
- Net change in unrealized appreciation on investments was $79.63 million for the nine months ended September 30, 2025, a significant improvement from a depreciation of $36.52 million in the prior year period.
- The weighted average yield on the total portfolio at amortized cost decreased to 9.8% as of September 30, 2025, from 10.1% as of December 31, 2024.
- Non-accrual investments decreased to 2.5% of total investments at amortized cost as of September 30, 2025, from 4.5% as of December 31, 2024.
- The asset coverage ratio remained strong at 178% as of September 30, 2025, above the 150% minimum requirement.
- The company issued $400 million aggregate principal amount of 5.650% unsecured notes due 2030 on September 9, 2025, and fully repaid $360 million of 3.75% unsecured notes due 2025 on February 10, 2025.
- A 10b5-1 stock repurchase plan was initiated, with $37.16 million of common stock repurchased for the nine months ended September 30, 2025.
Sentiment
Score: 4
Explanation: The company experienced a notable decline in net investment income and NAV per share, and weighted average yields decreased. However, there was a significant improvement in net unrealized appreciation and a reduction in non-accrual investments, alongside active capital management through debt issuance and share repurchases. The overall sentiment is slightly negative due to core income and NAV decline, but with mitigating positive factors.
Positives
- Net change in unrealized appreciation on investments significantly improved to $79.63 million for the nine months ended September 30, 2025, compared to a depreciation of $36.52 million in the prior year.
- Non-accrual investments decreased to 2.5% of total investments at amortized cost as of September 30, 2025, down from 4.5% as of December 31, 2024, indicating improved portfolio health.
- The asset coverage ratio of 178% as of September 30, 2025, remains well above the regulatory minimum of 150%.
- Net realized losses on investments decreased to $120.27 million for the nine months ended September 30, 2025, from $133.46 million in the prior year period.
- The company actively managed its debt, repaying $360 million of 2025 Notes and issuing new 2030 Notes, demonstrating financial flexibility.
- Initiation of a 10b5-1 stock repurchase plan, with $37.16 million in repurchases, signals confidence and potential value return to shareholders.
Negatives
- Net investment income after taxes for the nine months ended September 30, 2025, decreased by 28.9% to $139.38 million from $196.00 million in the prior year period.
- NAV per share decreased to $12.75 as of September 30, 2025, from $13.41 as of December 31, 2024.
- Total investment income for the nine months ended September 30, 2025, decreased by 15.5% to $279.51 million from $330.57 million in the prior year period, primarily due to a decrease in portfolio size and a decline in base interest rates.
- Total expenses increased to $137.00 million for the nine months ended September 30, 2025, from $130.76 million in the prior year period, driven by higher incentive fees.
- Incentive fees significantly increased to $22.38 million for the nine months ended September 30, 2025, from $10.88 million in the prior year period, despite a decrease in net investment income.
- Weighted average yields on the total portfolio at both amortized cost (9.8% vs 10.1%) and fair value (10.8% vs 13.2%) decreased compared to December 31, 2024.
- Investments with a Grade 4 performance rating (substantially increased risk) increased to $82.23 million (2.6% of total fair value) as of September 30, 2025, from $54.60 million (1.6%) as of December 31, 2024, indicating deterioration in some portfolio assets.
- Unfunded commitments increased to $636.23 million as of September 30, 2025, from $492.97 million as of December 31, 2024, representing increased future funding obligations.
Risks
- Exposure to financial market risks, particularly changes in interest rates, which can significantly impact net investment income.
- Dependence on the general economy and its impact on the middle-market companies in which investments are made.
- Potential for covenant-lite loans to recover less value in default due to fewer financial maintenance covenants.
- Inherent uncertainties in valuation of illiquid securities, which may differ significantly from realized values.
- Limitations on the ability to use futures contracts or options on futures contracts or engage in swap transactions due to CFTC Rule 4.5.
- Limitations on the ability to use derivatives and/or enter into certain other financial contracts due to Rule 18f-4 under the Investment Company Act.
- Potential for future claims or litigation in the ordinary course of business, though none are currently material or threatened.
- Fluctuations in foreign currency exchange rates affecting the value of foreign-denominated investments.
- Impact of changing inflation and interest rates and the risk of recession on portfolio companies.
- Purchases of common stock under the repurchase plan may result in the price being higher than it otherwise might be, or dilution to NAV per share.
Future Outlook
The company expects to generate cash primarily from future offerings of securities, borrowings, and cash flows from operations. It may enter into additional credit facilities or issue other senior securities to take advantage of investment opportunities or if leveraging the portfolio is deemed beneficial. The company has adopted a new distribution framework providing a quarterly base distribution and a variable supplemental distribution, subject to certain measurement tests and Board approval. The company regularly measures its exposure to interest rate risk and may use hedging instruments to mitigate fluctuations.
Management Comments
- Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives.
Industry Context
The company operates as a specialty finance company focused on lending to U.S. middle-market companies, which it believes are underserved by traditional capital providers. The competitive landscape for investment opportunities remains high, influencing investment activity and capital availability. The company's portfolio is predominantly floating-rate, making it sensitive to interest rate changes, a key factor in the current economic environment.
Comparison to Industry Standards
- The company's asset coverage ratio of 178% is well above the BDC regulatory minimum of 150%, indicating a strong capital position relative to its peers.
- The weighted average leverage (net debt/EBITDA) of 5.8x as of September 30, 2025, is slightly lower than 6.2x as of December 31, 2024, suggesting a more conservative leverage profile compared to some highly leveraged BDCs.
- The weighted average interest coverage of 1.9x as of September 30, 2025, improved from 1.8x as of December 31, 2024, which is a positive indicator of portfolio companies' ability to service debt, potentially outperforming companies with tighter coverage ratios in a rising rate environment.
- The median EBITDA of portfolio companies at $70.85 million indicates a focus on established middle-market businesses, which may offer more stability than smaller, less mature companies often targeted by other BDCs.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Dividend Policy | The company adopted a new distribution framework providing a quarterly base distribution declared in the relevant quarter and a variable supplemental distribution declared in the following quarter, subject to certain measurement tests and Board approval. | 2025-02-26 | This change aims to align supplemental distributions with relevant quarter earnings, potentially offering more predictable base income for shareholders while allowing flexibility for additional distributions based on performance. |
| Stock Repurchase Program | The company entered into a 10b5-1 stock repurchase plan (2025 10b5-1 Plan) with Georgeson Securities Corporation for repurchases of common stock during the period from June 16, 2025, through June 13, 2026. This plan includes limitations based on the Debt/Equity Ratio. | 2025-06-13 | The plan allows for opportunistic share repurchases when the stock trades below NAV, potentially enhancing shareholder value and managing capital structure, while the Debt/Equity Ratio limitation ensures financial prudence. |
Legal Proceedings
- The company is not currently subject to any material legal proceedings, nor is any material legal proceeding threatened against it.
Related Party Transactions
- Goldman Sachs owned 5.7% of the outstanding shares of the company's common stock as of September 30, 2025.
- The company has an investment management agreement with Goldman Sachs Asset Management, L.P. (Investment Adviser), which manages the company's investment program and related activities.
- The company pays the Investment Adviser a management fee of 1.00% annually of gross assets (excluding cash or cash equivalents) and an incentive fee based on income and capital gains.
- The Investment Adviser waives a portion of its management fee equal to fees earned from affiliated money market funds in which the company invests.
- The company and certain other client accounts managed by the Investment Adviser (Accounts) can make negotiated co-investments pursuant to an exemptive order from the SEC.
- The Investment Adviser pays certain general and administrative expenses on behalf of the company, with $2,296,000 remaining payable as of September 30, 2025.
- Goldman Sachs Financial Square Government Fund is an affiliated money market fund in which the company invests, with a fair value of $32,693,000 as of September 30, 2025.
- Certain investments are co-investments made with the company's affiliates in accordance with SEC exemptive relief.
Stakeholder Impact
- Shareholders: Experienced a decrease in NAV per share, but benefited from a stock repurchase program and a new dividend framework aiming for more predictable distributions. The increase in incentive fees may raise questions about alignment with shareholder returns given lower net investment income.
- Creditors: The company maintained a strong asset coverage ratio of 178% and actively managed its debt maturity profile by repaying old notes and issuing new ones, indicating a stable financial position for debt holders.
- Management/Investment Adviser: Received higher incentive fees despite a decrease in net investment income, reflecting the complex calculation methodology based on cumulative performance and a change in the incentive fee cap structure.
- Portfolio Companies: The company continues to provide financing to middle-market companies, with unfunded commitments increasing, suggesting ongoing support and investment activity.
Next Steps
- The company will continue to evaluate and consider its unfunded commitments for capital planning and liquidity management.
- The Board of Directors declared a quarterly base distribution of $0.32 per share payable on or about January 27, 2026.
- The Board declared a quarterly supplemental distribution of $0.04 per share payable on or about December 15, 2025.
- The 2026 Notes will mature on January 15, 2026, and may be redeemed in whole or in part at the company's option.
- The 2027 Notes will mature on March 11, 2027, and may be redeemed in whole or in part at the company's option.
- The 2030 Notes will mature on September 9, 2030, and may be redeemed in whole or in part at the company's option.
Key Dates
| Date | Description |
|---|---|
| 2012-09-26 | Company initially established as Goldman Sachs Liberty Harbor Capital, LLC. |
| 2012-11-15 | Company commenced operations. |
| 2013-03-29 | Company elected to be regulated as a Business Development Company (BDC). |
| 2013-04-01 | Company converted from a SMLLC to a Delaware corporation. |
| 2013-09-19 | Company entered into a senior secured revolving credit agreement (Revolving Credit Facility). |
| 2015-03-23 | Company completed its initial public offering and common stock began trading on the New York Stock Exchange. |
| 2020-02-10 | Company closed an offering of $360 million aggregate principal amount of its 3.75% unsecured notes due 2025 (2025 Notes). |
| 2020-11-24 | Company closed an offering of $500 million aggregate principal amount of its 2.875% unsecured notes due 2026 (2026 Notes). |
| 2024-03-11 | Company closed an offering of $400 million aggregate principal amount of its 6.375% unsecured notes due 2027 (2027 Notes). |
| 2024-08-08 | Board of Directors approved and authorized a 10b5-1 stock repurchase program of up to $75 million. |
| 2025-02-10 | The 2025 Notes matured and were fully repaid. |
| 2025-02-26 | Company announced a new distribution framework providing a quarterly base and variable supplemental distribution. |
| 2025-05-21 | SEC granted new exemptive relief for co-investment activities, superseding prior relief. |
| 2025-06-05 | The 2023 Equity Distribution Agreement was terminated. |
| 2025-06-13 | Company entered into a 10b5-1 stock repurchase plan (2025 10b5-1 Plan) with Georgeson Securities Corporation. |
| 2025-06-24 | Revolving Credit Facility was amended and restated. |
| 2025-09-09 | Company closed an offering of $400 million aggregate principal amount of its 5.650% unsecured notes due 2030 (2030 Notes). |
| 2025-09-30 | End of the quarterly period covered by this report. |
| 2025-11-05 | Board of Directors declared a quarterly base distribution of $0.32 per share payable on or about January 27, 2026, and a quarterly supplemental distribution of $0.04 per share payable on or about December 15, 2025. |
Recommendation
holdThe company presents a mixed financial picture. While net investment income and NAV per share have declined, indicating weaker core performance, there are positive developments such as a significant increase in net unrealized appreciation and a reduction in non-accrual investments. The active management of the debt portfolio and the initiation of a share repurchase program are favorable. However, the increase in incentive fees despite lower net investment income warrants further scrutiny. Given these offsetting factors, a 'hold' recommendation is appropriate, suggesting investors maintain their current positions while monitoring future performance and the impact of the new dividend framework.
Keywords
BDC, Goldman Sachs BDC, middle-market lending, secured debt, unitranche debt, second lien debt, unsecured debt, equity investments, investment income, net asset value, portfolio performance, interest rates, SEC filing, financial services, asset management
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