2/27/2026

speaker
John Silas
Member of Investor Relations, Goldman Sachs BDC

Good morning. This is John Silas, a member of the investor relations team for Goldman Sachs BDC, Inc. And I would like to welcome everyone to the Goldman Sachs BDC, Inc. fourth quarter and fiscal year end 2025 earnings conference call. Please note that all participants will be in listen only mode until the end of the call when we will open up the line for questions. Before we begin today's call, I would like to remind our listeners that today's remarks may include forward-looking statements. These statements represent the company's belief regarding future events that by their nature are uncertain and outside of the company's control. The company's actual results and financial condition may differ possibly materially from what is indicated in those forward-looking statements as a result of a number of factors, including those described from time to time in the company's SEC filings. This audio cast is copyrighted material of Goldman Sachs BDC, Inc., and may not be duplicated, reproduced, or rebroadcasted without our consent. Yesterday, after the market closed, the company issued an earnings press release and posted a supplemental earnings presentation, both of which can be found on the homepage of our website at www.goldmansachsbdc.com. under the investor resources section and which includes reconciliations of non-GAAP measures to the most directly comparable GAAP measures. These documents should be reviewed in conjunction with the company's annual report on Form 10-K filed yesterday with the SEC. This conference call is being recorded today, Friday, February 27th, 2026 for replay purposes. I'll now turn the call over to Vivek Mantwal Co-CEO of Goldman Sachs BDC, Inc.

speaker
Vivek Mantwal
Co-Chief Executive Officer, Goldman Sachs BDC

Thank you, John. Good morning, everyone, and thank you for joining us for our fourth quarter and fiscal year-end 2025 earnings conference call. I am here today with David Miller, our Co-Chief Executive Officer, Tucker Green, our President and Chief Operating Officer, and Stan Matuszewski, our Chief Financial Officer. I would like to start by highlighting GSBD's progress since our integration. followed by an overview of our platform's activity during 2025. I'll then spend some time sharing our perspective on current market conditions amidst most recent headlines in the software space. I'll then turn the call over to David and Tucker, who will dive into our fourth quarter results, portfolio activity, and performance, before handing it off to Stan to take us through our financial results. And finally, we'll open the line for Q&A. Since GSBD's integration into the broader direct lending platform in 2022, we've enhanced our sourcing, underwriting, and portfolio management oversight. This quarter, the proportion of our portfolio benefiting from the 2022 reorganization has grown to 57%, while 43% still reflects deals made prior to the integration, which we call the legacy portfolio. From this integration, GSBD has directly benefited through a deeper origination funnel and the ability to invest in and frequently lead larger senior secured debt transactions supported by the platform's disciplined approach. We have approximately 250 investment professionals on our broader private credit platform. The scale of our investing team, the scale of our platform, and the incumbency, relationships, and investment prowess our team has built up over nearly 30 years stacks up well against industry peers. What makes it more powerful and unique is having a private credit business attached to the number one global investment bank. In addition to the deal origination through our dedicated private credit team, we are able to draw on the relationships of more than 3,000 investment bankers, helping us identify potentially attractive opportunities from our number one M&A franchise, which we can select from as a fiduciary, to investors, subject to regulatory requirements. Before I dive into our view on the market, I'd like to highlight some broader stats that illustrate the progress GSBD has made as we continue to transition to the direct lending platform. The median EBITDA of the portfolio has increased 84% from year-end 2021 to $71.8 million at year-end 2025. Our exposure to first lien investments increased to 97% of the portfolio from 89% during that same period. Throughout 2025, GSBD demonstrated continued progress in addressing credit quality concerns and active management of the portfolio. PIC as a percentage of total investment income was 9% in Q4 2025, which is down from 15.3% in Q4 2024. Of that 9% during the fourth quarter, 5.5% of total investment income during the quarter was from PIC that was introduced as a loan modification or amendment after the initial agreement, the vast majority of which relates to the legacy portfolio. Our investments on non-accrual decreased slightly to 1.9% of fair value from 2% during the year. This is well below our highest non-recrual rate since integration of 3.4% of fair value. Another topical consideration we've been keen to address is our exposure to annualized recurring revenue or ARR loans within our broader BDC complex, which includes GSBD. From its peak of 36.5% during Q3 2022, we have significantly reduced the ARR exposure within the BDC complex to approximately 5% at year-end 2025. Within GSBD specifically, ARR loans came down from nearly 39% of the portfolio on a fair value basis to 11% during that same time period. This trend is attributed to our strategic focus on EBITDA-based investments since integration and our proactive approach in mitigating ARR loans from the legacy portfolio as we seek strategic exits or EBITDA conversions for the existing loans in the space. Overall, our direct lending platform had another strong year in 2025, which directly benefited GSBD. For the year in the Americas specifically, we committed a total of approximately $14.6 billion, which was larger than the $13 billion committed during 2024 and more than double the activity in 2023 all the while remaining selective and disciplined in our underwriting approach. From a macro perspective, despite a volatile first half of 2025, total M&A volume globally throughout the year was up 44% from 2024. U.S. private equity deals reached nearly $1.2 trillion, marking the second time in history that deal volume has surpassed $1 trillion. Despite this being driven largely by mega deals exceeding $1 billion, We expect this M&A momentum in a potentially falling rate environment to continue and spur a resumption of private equity activity. A more favorable M&A environment should stimulate greater demand for credit financing. And despite the supply of credit remaining robust, we do anticipate spreads to moderately widen during the market dynamics we've seen over the past month. We believe that in today's market environment, differentiation among managers will increasingly be driven by sourcing quality, underwriting discipline, collateral oversight, and creditor protections. Let's get to the topic of software. We have a very experienced software investing team. Our view, informed by extensive collaboration across Goldman Sachs, including our 13,000 software engineers, our technology investment banking team, and our growth equity investors who were early to companies like Anthropic, is that AI's impact will be highly company-specific and nuanced. We will come back to the topic of software and go through some more detail on our framework and a case study, but our broader private credit platform has operated with an incredibly high bar, focusing on what we believe are high-quality situations in our very broad funnel. As it relates to the recent headlines in software and the volatility we've seen in equity markets, we understand the concerns regarding AI's potential impact on certain software business models. However, as credit investors positioned at the top of the capital structure, our lens is fundamentally different from, say, equity investors. We don't participate in growth or equity valuation upside. We're focused on the durability of assets and their cash flows. This credit focused perspective provides some insulation from valuation volatility. That said, we recognize that sufficiently severe disruption could impact creditworthiness, which is why we maintain ongoing vigilance and are prepared to adapt if our thesis on any portfolio company changes materially. We are focused on lending to scaled incumbent businesses that are deeply entrenched in mission-critical workflows and complex use cases evidenced by strong retention and efficient growth. These structural features, among other things, are key characteristics that we seek in software companies that demonstrate real incumbency advantages. Our direct lending platform has a long history of investing in the software sector with investments in the sector dating back to 2008 when we launched our first senior direct lending fund. We have been proactively assessing the impacts of AI on the software space for years. We passed on our first deal due to AI concerns in October of 2023 and rolled out an internal framework to evaluate AI disruption risk in early 2025, which is incorporated into all new investments in addition to our ongoing monitoring of existing portfolio exposure. The characteristics of our framework include, but are not limited to, acting as mission-critical systems of record with proprietary data and deep domain expertise, solving for complex use cases and deterministic outcomes with no tolerance for errors, leveraging the accumulation of context, deep understanding of customers' unique requirements to drive critical business processes, providing broad platforms versus single product tools, operating on modern underlying architecture with limited technical debt, actively innovating and embedding AI into their own products, operating in regulated and risk-averse industries with long-term customer relationships and trust, as well as having proven track records of managing security, compliance, regulatory, and governance complexities. We look at each opportunity through this lens in the underwriting process. Across our broader direct lending Americas platform, we have closed or committed to 26 new software deals since January 2025 that exhibit strong KPIs, including an average rule of 40 of 55.8%. comprised of 16.6% recurring revenue growth and 39.1% cash EBITDA margins. During the third quarter 2025, revenue growth and EBITDA margins of our Direct Lending America software portfolio improved to 9.2% and 34.9% respectively, up from 7.8% and 30.3% a year earlier, respectively. Let me provide a concrete example of how we leverage the Goldman Sachs ecosystem for both proprietary origination and enhanced diligence by discussing our largest committed software deal during the quarter, Clearwater Analytics. Clearwater Analytics, founded in 2004 and based in Boise, Idaho, provides cloud-native investment accounting, analytics, and reporting solutions for institutional investors, including insurance companies. Goldman Sachs has been around this company for a very long time. we were approached by the sponsors looking to take Clearwater Private as the only organization that we believe could have provided a 100% solution on transaction of this size in both public and private markets, in addition to offering M&A advice. We showed the sponsors indicative financing terms across both markets, and ultimately, the sponsors selected the private credit alternative where we were able to structure and negotiate a mutually beneficial bilateral credit facility that included our desired long-term size allocation. The bilateral process both simplified and streamlined the sponsor's financing process while protecting the confidentiality of the M&A process, which was critically important for the M&A execution. This is an example of leveraging the broader GS ecosystem to deliver differentiated origination and outcomes for our investors. The other part of the ecosystem relates to diligence in our AI framework. The deal team benefited from a firsthand perspective on Clearwater's capabilities and value proposition, with Goldman Sachs being a customer of Clearwater's across our asset and wealth management and global banking and markets divisions. The deal team was able to conduct multiple calls with our engineering colleagues to validate our credit thesis and build a high degree of conviction related to the mission criticality and stickiness of the solution and competitive positioning and durability in a rapidly evolving technology landscape. And so, in December 2025, the GS Private Credit Complex committed to 100% of a $3.5 billion investment in a new Unitronge financing to support the take private of Clearwater by Warburg, Pincus, and Primera. And a few weeks later, the sponsors brought nine other lenders into the deal. The Goldman Sachs Private Credit Complex retained our desired $1.235 billion in the facility, and the GSBDC will own $75 million of that at closing. The Clearwater investment highlights key characteristics that underscore our approach to investing in software amidst an evolving and nuanced investing environment. Clearwater's advantages are not about the cost-to-write code. They're about owning the customer relationship, leveraging proprietary data with network effects, navigating regulatory complexity, and providing the insurance policy that mission-critical systems will work reliably. These structural and strategic advantages enable Clearwater to continue providing value to its customers and benefit from AI advancements rather than be disrupted by them. Looking forward, our framework will continue to evolve as the landscape develops. While AI remains a dynamic and rapidly evolving area, we remain confident in our ability to thoughtfully assess and help mitigate AI-related risks across both our current portfolio and new investment opportunities. That said, And this is important. This is not a time for complacency, but rather a time to remain humble, proactive, disciplined, and forward-looking. We are focused on the implications of AI, not only within software, but across the broader business landscape. And we continue to leverage the differentiated capabilities of the Goldman Sachs ecosystem in support of our portfolio. With that, let me turn it over to my co-CEO, David.

speaker
David Miller
Co-Chief Executive Officer, Goldman Sachs BDC

Thanks, Vivek. I'd now like to turn to our fourth quarter results. Our net investment income per share for the quarter was 37 cents and net asset value per share was $12.64 as a quarter end. This decrease of approximately 1% relative to third quarter NAV was largely due to net realized and unrealized losses in the quarter. The Board declared a fourth quarter 2025 supplemental dividend of 3 cents per share payable on or about March 20th, 2026 to shareholders of record as of March 9th, 2026. Adjusted for the impact of the supplemental dividend related to the fourth quarter earnings, the company's fourth quarter 2025 adjusted NAV per share is $12.61. The Board also declared a first quarter 2026 base dividend per share of 32 cents to shareholders, of record as of March 31st, 2026. We ended the quarter with net debt to equity ratio of 1.27 times as of December 31st, 2025, as compared to 1.17 times as of September 30th, 2025. GSBD committed approximately 1.2 billion in new commitments throughout the year in 35 new deals. Of the commitments made to new portfolio companies, GS played a lead role in approximately 75% of the deals. During the quarter, we made new commitments of approximately 394.9 million across 27 portfolio companies, comprised of seven new and 20 existing portfolio companies. 100% of our origination during the quarter were in first lien loans, which continues to reflect our bias in primarily maintaining exposure to investments that are at the top of the capital structure. During the quarter, in addition to Clearwater, we also acted as sole lead arranger in the acquisition of QU, which is an e-commerce native apparel and accessory brand focused on outdoor enthusiasts. This transaction exemplified our ability to lean into high-quality company and commit 100% of the financing, which is an illustration of the platform's deep sponsor relationships. Turning to portfolio composition. As of December 31st, 2025, total investments in our portfolio were $3.26 billion at fair value, comprised of 38.4% in senior secured loans, 1.3% in a combination of preferred and common stock, and a negligible amount of warrants. With that, let me turn it over to Tucker to discuss repayments, fundamentals, and credit quality.

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

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