Item 9A. Controls and Procedures
ITEM 9A. CONTROLS AND
PROCEDURES
Evaluation of Disclosure Controls and
Procedures
Our management, with the participation of
our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as
defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act), as of
the end of the period covered by this Annual Report on Form 10-K. Based on such evaluation, our Chief Executive Officer and Chief Financial
Officer have concluded that, as of such date, our disclosure controls and procedures were effective at a reasonable assurance level.
Report of Management on Internal Control
Over Financial Reporting
This annual report does not include an
annual report of management’s assessment regarding internal control over financial reporting or attestation report of our
registered public accounting firm due to a transition period established by the rules of the Securities and Exchange Commission for
newly public companies.
Internal Control Over Financial Reporting
There have been no changes in our internal control over financial reporting
that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT
INSPECTIONS
Not Applicable.
63
PART
III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this item will be contained in the Company’s
definitive Proxy Statement for its 2022 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,
2021 and is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this item will be contained in the Company’s
definitive Proxy Statement for its 2022 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,
2021 and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP
OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by this item will be contained in the Company’s
definitive Proxy Statement for its 2022 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,
2021 and is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS
AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this item will be contained in the Company’s
definitive Proxy Statement for its 2022 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,
2021 and is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTING
FEES AND SERVICES
The information required by this item will be contained in the Company’s
definitive Proxy Statement for its 2022 Annual Stockholder Meeting, to be filed with the SEC within 120 days after December 31,
2021 and is incorporated herein by reference.
64
PART IV
ITEM 15. EXHIBITS AND
FINANCIAL STATEMENT SCHEDULES
(a) DOCUMENTS FILED AS PART OF THIS REPORT
The following is a list of our consolidated
financial statements included in this Annual Report on Form 10-K under Item 8 of Part II hereof:
1. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTAL
DATA
Index to Consolidated Financial Statements
Page
Report of Independent Registered Public Accounting
Firm for the year ended December 31, 2021
F-2
Consolidated Statements of Assets and Liabilities
as of December 31, 2021 and 2020
F-3
Consolidated Statements of Operations for the years
ended December 31, 2021 and 2020
F-4
Consolidated Statements of Changes in Net Assets for
the years ended December 31, 2021 and 2020
F-5
Consolidated Statement of Cash Flows for the years
ended December 31, 2021 and 2020
F-6
Consolidated Schedule of Investments as of December 31,
2021
F-7
Notes to Consolidated Financial Statements
F-9
(b) EXHIBITS
3.1
Certificate of Formation (3)
3.2
Initial Limited Liability Company Agreement (1)
3.3
Certificate of Conversion (2)
3.4
Certificate of Incorporation (2)
3.5
Bylaws (2)
4.1*
Description of Securities
10.1
Investment Advisory Agreement (1)
10.2
Administration Agreement (1)
10.3
License Agreement (1)
10.4
Indemnification Agreement (1)
10.5
Custody Agreement (1)
10.6
Subscription Agreement (1)
10.7
Loan and Security Agreement, dated as of February 5, 2021, by and between KA Credit Advisors, LLC, as collateral manager, Kayne Anderson BDC Financing, LLC, as borrower, certain lenders thereto, administrative agent for the lenders, and collateral agent for the lenders (2)
10.8
Credit Agreement, dated February 5, 2021, by and between Kayne Anderson BDC, Inc., as borrower, lenders signatories thereto, and agent and the lead arranger (2)
10.9
Senior Secured Revolving Credit Agreement (4)
10.10
Loan and Security Agreement (4)
21.1
Subsidiaries of Kayne Anderson BDC, Inc. (3)
31.1*
Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*
Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.1
Code of Ethics (1)
(1)
Incorporated by reference from the Company’s Amendment No. 2 to Form 10, as filed with the Securities and Exchange Commission on November 9, 2020.
(2)
Incorporated by reference from the Company’s Form 8-K, as filed with the Securities and Exchange Commission on February 9, 2021.
(3)
Incorporated by reference from the Company’s Form 10-K, as filed with the Securities and Exchange Commission on February 26, 2021.
(4)
Incorporated by reference from the Company’s Form 8-K, as filed with the Securities and Exchange Commission on February 25, 2022.
*
Filed herewith.
ITEM 16. FORM 10-K SUMMARY
None.
65
SIGNATURES
Pursuant to the requirements
of section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Kayne Anderson BDC, Inc.
Dated: March 10, 2022
By:
/s/
James C. Baker, Jr
James C. Baker, Jr.
Chief Executive Officer
(Principal Executive Officer)
Dated: March 10, 2022
By:
/s/ Terry A. Hart
Terry A. Hart
Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
66
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.