Barings Capital Investment Refinances $100 Million of Unsecured Notes, Pushing Maturity to 2028
The new 6.79% notes carry a 0.75% coupon step-up if they fail certain investment grade rating conditions, and they required an amendment to the BDC’s senior secured credit facility.
October 30, 2026
Barings Capital Investment Corporation has rolled a $100 million debt maturity forward, issuing new senior unsecured notes due February 22, 2028 and using the proceeds, together with cash on hand, to prepay in full its $100 million of senior unsecured notes due February 2027.
The Charlotte, North Carolina-based business development company sold $100 million in aggregate principal amount of the new notes to qualified institutional investors in a private placement on October 22, 2026. The notes were delivered and paid for that day, and the 2027 notes were prepaid on the same date, plus accrued and unpaid interest.
Pricing and Redemption Terms
The new notes pay a fixed rate of 6.79% per year, with interest due semiannually in February and August beginning in February 2027. The rate steps up by 0.75% per year to the extent the notes fail to satisfy certain investment grade rating conditions.
Barings Capital Investment may redeem the notes in whole or in part at any time at par plus accrued interest, with a make-whole premium applying to redemptions on or before August 22, 2027. The company must also offer to repay the notes at par if certain change in control events occur.
Covenants
The note purchase agreement sets three financial covenants:
- A minimum obligors' net worth, measured at each fiscal quarter-end.
- An asset coverage ratio no lower than the statutory minimum applicable to the company under the Investment Company Act of 1940, tested whenever it incurs debt for borrowed money or pays a cash dividend to shareholders.
- A net debt-to-equity ratio no higher than 2.0x, measured at each fiscal quarter-end.
The agreement also requires the company to maintain its BDC status and restricts affiliate transactions, fundamental changes, changes of line of business, liens, restricted payments, and investments. If certain events of default occur, holders of more than two-thirds of the outstanding principal may declare the notes immediately due and payable. The notes are general unsecured obligations ranking pari passu with the company's other unsecured, unsubordinated debt.
Credit Facility Amendment
To clear the way for the issuance, Barings Capital Investment entered into Amendment No. 1 to its Second Amended and Restated Senior Secured Credit Agreement on October 22, with ING Capital LLC serving as administrative agent. Among other changes, the amendment permitted the company to issue the new notes.
The notes were offered under the Section 4(a)(2) exemption and have not been registered under the Securities Act of 1933 or any state securities laws. Barings Capital Investment has no class of securities registered on a national exchange.
