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What changed 10-K

Item 9A. Controls and Procedures

2021-02-24 compared with 2020-03-04 · 49 added, 54 removed, 179 unchanged (37% of the section changed)

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(d) Changes in Internal Control over Financial Reporting.

There have been no changes in our internal control over financial

reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2019, that have materially affected,

or that are reasonably likely to materially affect, our internal control over financial reporting.

There have been no changes in our internal control over financial reporting (as

defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2020, that have materially affected, or that are

reasonably likely to materially affect, our internal control over financial reporting.

OTHER INFORMATION

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ExhibitsThe following is a list of all exhibits filed as a part of this annual report on Form 10-K, including those incorporated by reference.

Agreement and Plan of Merger, dated August

12, 2019, by and among the Company, Atlantis Acquisition Sub, Inc., Alcentra Capital Corporation and Crescent Cap Advisors, LLC (formerly CBDC Advisors, LLC) (incorporated by reference to Exhibit 2.1 to the Companys current report on Form 8-K filed on August 13, 2019).

Agreement and Plan of Merger, dated August 12, 2019, by and among the Company, Atlantis Acquisition Sub, Inc., Alcentra Capital Corporation

and Crescent Cap Advisors, LLC (formerly CBDC Advisors, LLC) (incorporated by reference to Exhibit 2.1 to the Companys current report on Form 8-K filed on August 13, 2019).

Amendment No.

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on January 30, 2020).

Amended and Restated Dividend Reinvestment Plan (filed herewith).

Amended and Restated Dividend Reinvestment Plan (incorporated by reference to Exhibit 4.1 to the Companys Form 10-K filed on March 4, 2020).

Form of Base Indenture (incorporated by reference to Exhibit 4.1 to the Companys Form 8-K filed

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Form of Global Note relating to the Alcentra Capital InterNotes ®

6.500% Notes due 2022

(included as Exhibit A to the Form of First Supplemental Indenture) (incorporated by reference to Exhibit 4.4 to the Companys Form 8-K filed on February 3, 2020).

due 2022 (included as Exhibit A to the Form of First Supplemental Indenture) (incorporated by reference to Exhibit 4.4 to the Companys Form 8-K filed on February 3, 2020).

Form of Seventh Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.750% Notes due

2022 (included as Exhibit A to the Form of Seventh Supplemental Indenture (incorporated by reference to Exhibit 4.6 to the Companys Form 8-K filed on February 3, 2020).

Form of Eighth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

Notes due 2020 (incorporated by reference to Exhibit 4.77= to the Companys Form 8-K filed on February 3, 2020)).

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.25% Notes due 2020

(included as Exhibit A to the Form of Eighth Supplemental Indenture) (incorporated by reference to Exhibit 4.8 to the Companys Form 8-K filed on February 3, 2020).

Form of Ninth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

Notes due 2020 (incorporated by reference to Exhibit 4.9 to the Companys Form 8-K filed on February 3, 2020)).

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.50% Notes due 2020

(included as Exhibit A to the Form of Ninth Supplemental Indenture) (incorporated by reference to Exhibit 4.10 to the Companys Form 8-K filed on February 3, 2020).

due 2022 (included as Exhibit A to the Form of Seventh Supplemental Indenture (incorporated by reference to Exhibit 4.6 to the Companys Form 8-K filed on February 3, 2020).

Form of Tenth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.50% Notes due 2021

(included as Exhibit A to the Form of Tenth Supplemental Indenture) (incorporated by reference to Exhibit 4.12 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Tenth Supplemental Indenture) (incorporated by reference to Exhibit 4.12 to the Companys Form 8-K filed on February 3, 2020).

Form of Eleventh Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.50% Notes due 2021

(included as Exhibit A to the Form of Eleventh Supplemental Indenture) (incorporated by reference to Exhibit 4.14 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Eleventh Supplemental Indenture) (incorporated by reference to Exhibit 4.14 to the Companys Form 8-K filed on February 3, 2020).

Form of Twelfth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.50% Notes due

2021 (included as Exhibit A to the Form of Twelfth Supplemental Indenture) (incorporated by reference to Exhibit 4.16 to the Companys Form 8-K filed on February 3, 202)).

due 2021 (included as Exhibit A to the Form of Twelfth Supplemental Indenture) (incorporated by reference to Exhibit 4.16 to the Companys Form 8-K filed on February 3, 202)).

Form of Thirteenth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.375% Notes due

2021 (included as Exhibit A to the Form of Thirteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.18 to the Companys Form 8-K filed on February 3, 2020)).

due 2021 (included as Exhibit A to the Form of Thirteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.18 to the Companys Form 8-K filed on February 3, 2020)).

Form of Fourteenth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.375% Notes due

2021 (included as Exhibit A to the Form of Fourteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.20 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Fourteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.20 to the Companys Form 8-K filed on February 3, 2020).

Form of Fifteenth Supplemental Indenture relating to the Alcentra Capital InterNotes ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.375% Notes due

2021 (included as Exhibit A to the Form of Fifteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.22 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Fifteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.22 to the Companys Form 8-K filed on February 3, 2020).

Form of Sixteenth Supplemental Indenture relating to the Alcentra Capital ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.375% Notes due

2021 (included as Exhibit A to the Form of Sixteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.24 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Sixteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.24 to the Companys Form 8-K filed on February 3, 2020).

Form of Seventeenth Supplemental Indenture relating to the Alcentra Capital ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.25% Notes due 2021

(included as Exhibit A to the Form of Seventeenth Supplemental Indenture) (incorporated by reference to Exhibit 4.26 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Seventeenth Supplemental Indenture) (incorporated by reference to Exhibit 4.26 to the Companys Form 8-K filed on February 3, 2020).

Form of Eighteenth Supplemental Indenture relating to the Alcentra Capital ®

1 unchanged sentence

Form of Global Note relating to the Alcentra Capital InterNotes ®

6.25% Notes due

2021 (included as Exhibit A to the Form of Eighteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.28 to the Companys Form 8-K filed on February 3, 2020).

due 2021 (included as Exhibit A to the Form of Eighteenth Supplemental Indenture) (incorporated by reference to Exhibit 4.28 to the Companys Form 8-K filed on February 3, 2020).

Form of Nineteenth Supplemental Indenture by and among Alcentra Capital Corporation, the Company and U.S.

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Trademark License Agreement, dated April

30, 2015, by and between the Company and CCG LP (incorporated by reference to Exhibit 10.3 to the Companys Registration Statement on Form 10 (File No.

30, 2015, by and between the Company and Crescent (incorporated by reference to Exhibit 10.3 to the Companys Registration Statement on Form 10 (File No.

000-55380) filed on June

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as Administrative Agent, Collateral Agent, and Lender (incorporated by reference to Exhibit 10.12 to the Companys current report on Form 10-Q filed on November 9,

Third Amendment to Loan and Security Agreement, dated April 9, 2019, among Crescent Capital BDC, Inc., as the collateral manager, seller and

equityholder, Crescent Capital BDC Funding, LLC, as the borrower, the banks and other financial institutions from time to time party thereto as lenders, and Wells Fargo Bank, National Association, as administrative agent, collateral agent, and

lender (incorporated by reference to Exhibit 10.13 to the Companys Current Report on Form 10-Q, filed on May 10, 2019)

Third Amendment to Loan and Security Agreement, dated April

9, 2019, among Crescent Capital BDC, Inc., as the collateral manager, seller and equityholder, Crescent Capital BDC Funding, LLC, as the borrower, the banks and other financial institutions from time to time party thereto as lenders, and Wells Fargo Bank,

National Association, as administrative agent, collateral agent, and lender (incorporated by reference to Exhibit 10.13 to the Companys Current Report on Form 10-Q, filed on May 10, 2019)

Revolving Credit Agreement, dated June

2 unchanged sentences

29, 2018, among the Company, as Borrower, Capital One, National Association, as Administrative Agent, Lead Arranger, Managing Agent and Committed Lender (incorporated by reference to Exhibit 10.10 to the Companys current report on Form 10-Q filed on August 10, 2018).

Second Amendment to Revolving Credit Agreement, dated June 13, 2019, among the Company, as Borrower, Capital One, National Association, as Administrative

Agent, Lead Arranger, Managing Agent and Committed Lender (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 10-Q, filed on August 13, 2019).

Transaction Support Agreement, dated August 12, 2019, between Crescent Capital BDC, Inc.

and Crescent Cap Advisors, LLC (f/k/a CBDC Advisors,

LLC) (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (File No.

Second Amendment to Revolving Credit Agreement, dated June

13, 2019, among the Company, as Borrower, Capital One, National Association, as Administrative Agent, Lead Arranger, Managing Agent and Committed Lender (incorporated by reference to Exhibit 10.2 to the Companys Current Report on Form 10-Q, filed on August 13, 2019).

Transaction Support Agreement, dated August

12, 2019, between Crescent Capital BDC, Inc.

and Crescent Cap Advisors, LLC (f/k/a CBDC Advisors, LLC) (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (File No.

814-01132), filed on August 13, 2019).

Code of Ethics (filed herewith).

Conformed Loan and Security Agreement (conformed through Amendment No.

4) (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on March 17, 2020)

Second Amendment to the Loan and Security Agreement, dated July

14, 2020, by and among the Company, as the Borrower, and certain banks and other financial institutions party thereto from time to time as lenders and Ally Bank, as administrative agent, arranger and lender (incorporated by reference to Exhibit 10.19 to

the Companys Current Report on Form 10-Q, filed on August 10, 2020).

Master Note Purchase Agreement, dated July

30, 2020, by and among Crescent Capital BDC, Inc.

and the Purchasers signatory thereto (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on July 30, 2020).

Form of 5.95% Series 2020A Senior Notes due July 30, 2023 (included in Exhibit 10.20).

First Supplement and Amendment to Note Purchase Agreement, dated February

17, 2021, by and among Crescent Capital BDC, Inc.

and the Purchasers signatory thereto (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on February 17, 2021).

Form of 4.00% SERIES 2021A Senior Note Due February 17, 2026 (included in Exhibit 10.22).

Code of Ethics (incorporated by reference to Exhibit 14.1 to the Companys Form 10-K filed on March 4, 2020).

Subsidiaries of Crescent Capital BDC Inc.

1 unchanged sentence

Power of attorney (included on the signature page hereto).

Certification of Chief Executive Officer, Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

Certification of Chief Financial Officer, Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

Certification of Chief Executive Officer, Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section

302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

Certification of Chief Financial Officer, Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section

302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

Certification of Chief Executive Officer and Chief Financial Officer, Pursuant to 18 U.S.C.

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

Section 1350, as Adopted Pursuant to Section

906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

FORM 10-K SUMMARY

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Crescent Capital BDC, INC.

March 4, 2020

February 24, 2021

Chief Executive Officer

March 4, 2020

February 24, 2021

/s/ Gerhard Lombard

11 unchanged sentences

Pursuant to the requirements of the

Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on March 4, 2020.

Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 24, 2021.

Chief Executive Officer

9 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.