The business development company is funding the raise through investor capital commitments rather than a public offering.

June 9, 2026

West Bay BDC LLC has notified its investors that it intends to draw down capital to sell about 2.1 million common units, a move expected to raise roughly $37.1 million. The company issued the drawdown notice on June 4, 2026, and anticipates closing the transaction on or around June 18.

The units represent limited liability company interests in West Bay, a structure common among newer business development companies that raise money privately before pursuing any broader market presence. Instead of selling shares on an exchange, the company is tapping capital that investors already committed when they signed on.

How the Drawdown Works

The raise is governed by subscription agreements between West Bay and its investors. Those agreements set the terms for how and when money is called:

• Each investor commits to a maximum amount upfront.
• The company draws portions of that commitment on an as-needed basis.
• Investors receive advance notice before each call.

The current notice covers only a portion of those total commitments rather than the full balance, a staged approach that lets the company match incoming capital to its investment needs.

A Private Placement, Not a Public Offering

West Bay is conducting the sale as a private placement, exempt from the registration requirements that govern public securities offerings. The company is relying on the exemption for transactions that do not involve a public offering, together with the private-placement and offshore safe harbors under federal securities rules.

To participate, every buyer had to confirm it qualified as an accredited investor, or, for units sold abroad, that it fell outside the definition of a domestic investor under the applicable offshore rules. Purchasers also represented that they were acquiring the units as a long-term investment rather than for quick resale. West Bay noted that it did not advertise the offering, market the units publicly, or use any general solicitation to find buyers.

Context

West Bay has identified itself as an emerging growth company, a status that carries lighter reporting obligations in its early years. The latest call adds to the firm’s investable base as it continues building out its portfolio, following a pattern typical of private BDCs that scale their balance sheets through repeated capital calls rather than a single large raise.