false 0001578348 0001578348 2024-05-13 2024-05-13

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

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 13, 2024

 

 

Investcorp Credit Management BDC, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   814-01054   46-2883380

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

280 Park Avenue

39th Floor

New York, NY 10017

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (212) 257-5199

Former name or former address, if changed since last report

 

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading

symbol(s)

 

Name of Each Exchange

on Which Registered

Common Stock, par value $0.001 per share   ICMB   The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 13, 2024, the Board of Directors (the “Board”) of Investcorp Credit Management BDC, Inc. (the “Company”) accepted the resignation of Michael C. Mauer from his position as Chief Executive Officer of the Company. Mr. Mauer’s resignation is not a result of any disagreement with the Company on any matter relating to its operations, policies, or practices, or to any issues regarding its accounting policies or practices. Mr. Mauer will retain his existing role as Chairman of the Board. Concurrently, Mr. Mauer has been appointed Vice Chairman of Private Credit at Investcorp.

On May 13, 2024, the Board appointed Suhail A. Shaikh as Chief Executive Officer of the Company, effective immediately. Concurrently, Mr. Shaikh has been appointed as the sole Chief Investment Officer of Private Credit at Investcorp.

Mr. Shaikh, 56, has served as the Co-Chief Investment Officer of CM Investment Partners LLC, the Company’s investment adviser, since January 2023 and as President of the Company since February 2023. Mr. Shaikh has served as a member of the Board since September 2023. Prior to joining Investcorp, Mr. Shaikh served as the Head of U.S. Private Credit for Alcentra Group. Mr. Shaikh also served as Vice Chair of the Global Private Credit Investment Committee and was a Board member of Alcentra NY, LLC, external manager to funds managed by Alcentra Group. Mr. Shaikh also served as a member of Alcentra’s management committee. Mr. Shaikh was the Chief Executive Officer and Co-President of Alcentra Capital Corporation, a publicly listed business development company managed by Alcentra NY, LLC, and served on its Board of Directors. Prior to joining Alcentra, Mr. Shaikh was a senior investment professional with Solar Capital Partners LLC. Prior to being a private credit investor, Mr. Shaikh was in investment banking for over fifteen years as a leveraged finance specialist and financial sponsor banker at Bank of America Merrill Lynch, CIBC World Markets and JPMorgan & Co. He began his career as an investment analyst at Bankers Trust. Mr. Shaikh earned an M.B.A. from The Wharton School with a concentration in Finance and graduated with an A.B. in Computer Science and Economics from Middlebury College.

There is no arrangement or understanding between Mr. Shaikh and any other person pursuant to which he was appointed as Chief Executive Officer of the Company. The Company does not pay cash compensation or provide other benefits directly to Mr. Shaikh or to any of its other executive officers. Further, with regard to Mr. Shaikh, there are no transactions since the beginning of the Company’s last fiscal year, or any currently proposed transaction, in which the Company is a participant that would require disclosure under Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

   Description
99.1    Press release, dated May 13, 2024
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 14, 2024     INVESTCORP CREDIT MANAGEMENT BDC, INC.
    By:  

/s/ Suhail A. Shaikh

    Name:   Suhail A. Shaikh
    Title:   President and Chief Executive Officer

Exhibit 99.1

Investcorp Credit Management BDC, Inc. Announces CEO Transition

NEW YORK – May 13, 2024 – Investcorp Credit Management BDC, Inc. (formerly CM Finance Inc.) (NASDAQ: ICMB) (“ICMB” or the “Company”), today announced that the Company’s President, Suhail A. Shaikh, has been appointed Chief Executive Officer, effective immediately. Outgoing CEO Michael C. Mauer will remain Chairman of the Board of Directors. Concurrently, Mr. Mauer has been appointed Vice Chairman of Private Credit at Investcorp.

Mr. Shaikh joined Investcorp in January 2023 and has served as the Company’s President since February 2023 and as a member of the Board of Directors since September 2023. Messrs. Mauer and Shaikh have served together as Co-Chief Investment Officers of the Company’s external investment adviser, CM Investment Partners LLC (the “Adviser”) since January 2023. Mr. Shaikh will become the Adviser’s sole Chief Investment Officer.

“It is an honor to be named CEO of ICMB, and I look forward to driving our business of lending to middle market companies to support their growth,” said Mr. Shaikh. “The current lending environment favors alternative lenders such as business development companies, and we are positioned well to execute our business strategy in the current market.”

“I’m proud of the lending platform we’ve built over the years and look forward to supporting Suhail, the Board, and the investment team as they seek to grow the ICMB platform,” said Mr. Mauer.

About Investcorp Credit Management BDC, Inc.

The Company is an externally-managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company’s primary investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation by investing in debt and related equity investments of privately held middle-market companies. The Company seeks to invest primarily in middle-market companies that have annual revenues of at least $50 million and earnings before interest, taxes, depreciation, and amortization of at least $15 million. The Company’s investment activities are managed by its investment adviser, CM Investment Partners LLC. To learn more about Investcorp Credit Management BDC, Inc., please visit www.icmbdc.com.

Forward-Looking Statements

Statements included herein may contain “forward-looking statements,” which relate to future performance or financial condition, are based upon current expectations and are inherently uncertain. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of assumptions, risks and uncertainties and other factors, some of which are beyond the Company’s control, including changes in base interest rates and significant market volatility on the Company’s business, its portfolio companies, its industry and the global economy. Actual results may differ materially from those anticipated in any forward-looking statements as a result of a number of factors, including those described from time to time in filings by the Company with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein, except as required by law. All forward-looking statements speak only as of the date of this press release.


CONTACT:

Investcorp Credit Management BDC, Inc.

Investor Relations

Email: ICMBinvestorrelations@investcorp.com

Phone: 212-703-1154

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May 13, 2024
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Entity Central Index Key 0001578348
Document Type 8-K
Document Period End Date May 13, 2024
Entity Registrant Name Investcorp Credit Management BDC, Inc.
Entity Incorporation State Country Code MD
Entity File Number 814-01054
Entity Tax Identification Number 46-2883380
Entity Address, Address Line One 280 Park Avenue
Entity Address, Address Line Two 39th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10017
City Area Code (212)
Local Phone Number 257-5199
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Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, par value $0.001 per share
Trading Symbol ICMB
Security Exchange Name NASDAQ
Entity Emerging Growth Company false

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