Palmer Square Capital BDC Inc 8-K, filed May 16, 2023
Palmer Square Capital BDC Inc. (PSBD)
About this 8-K
Palmer Square Capital BDC Inc filed this 8-K on May 16, 2023, reporting on events of May 15, 2023.
Items reported
- Item 3.02: Unregistered sale of equity
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
May 16, 2023 (
(Exact name of Registrant as Specified in Its Charter)
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(IRS Employer Identification No.) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b- 2 of the Securities Exchange Act of 1934.
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| Item 3.02. | Unregistered Sales of Equity Securities. |
On May 15, 2023, Palmer Square Capital BDC Inc. (the “Company”) issued and sold 309,090.909 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) for an aggregate offering price of $5,100,000 and a price per share of $16.50. The sale of Common Stock was made pursuant to subscription agreements entered into by the Company and its investors. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase shares of Common Stock up to the amount of their respective capital commitments on an as-needed basis with a minimum of 10 days’ prior notice to investors.
The issuance of the Common Stock was exempt from the registration requirements of the Securities Act of 1933, as amended, (the “Securities Act”) pursuant to Section 4(a)(2) thereof and Regulation D thereunder. The Company relied, in part, upon representations from the investors in the subscription agreements that each investor was an accredited investor as defined in Regulation D under the Securities Act.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Palmer Square Capital BDC Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Palmer Square Capital BDC Inc. | ||
| Date: May 16, 2023 | By: | /s/ Jeffrey D. Fox |
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Name: Title: |
Jeffrey D. Fox Chief Financial Officer | |
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