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Current Report · Items 7.01, 8.01 · 8-K

Onex Direct Lending BDC Fund

Regulation FD Disclosure · Other Events

Item 7.01. Regulation FD Disclosure. Portfolio and Business Commentary (All figures as of June 30, 2026, unless otherwise noted.) For the quarter ended June 30, 2026, the Company’s net asset value (“NAV”) per share was $17.31, compared to $18.75 as of March 31, 2026. The quarter-over-quarter change in NAV per share was driven primarily by unrealized losses from certain of the Company’s investments in the portfolio.…

Filed Jul 21, 2026Accepted Jul 21, 2026, 4:05 PM EDTCIK 1860424Accession 0001193125-26-310286
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Recent company filings

  1. SC TO-I/A filingAug 11, 2026
  2. 10-Q filingAug 7, 2026
  3. SC TO-I/A filingJul 21, 2026
  4. SC TO-I filingJul 13, 2026
  5. SC TO-I/A filingMay 12, 2026

Disclosure sections

Items 7.01, 8.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. Portfolio and Business Commentary (All figures as of June 30, 2026, unless otherwise noted.) For the quarter ended June 30, 2026, the Company’s net asset value (“NAV”) per share was $17.31, compared to $18.75 as of March 31, 2026. The quarter-over-quarter change in NAV per share was driven primarily by unrealized losses from certain of the Company’s investments in the portfolio. Net investment income was $0.49 per share for the quarter ended June 30, 2026. Dividends for the quarter ended June 30, 2026 were $0.53 per share, representing an annualized distribution yield of 12.25% based on second quarter NAV per share. 1 The Company’s quarterly and year-to-date returns through June 30, 2026 were -5.1% and -12.3%, respectively. For the quarter ended June 30, 2026, approximately 64% of the gross unrealized losses were driven by four portfolio companies, comprised of three Level 3 assets and one Level 2 asset (all Level 3 assets are valued by an independent third party). As of June 30, 2026, the fair market value of the Company’s portfolio was $287.8 million across 43 portfolio companies and 15 industries. The Company’s unfunded commitments were $15.2 million at June 30, 2026. The Company’s portfolio was positioned with 98% first lien debt investments and 99% floating rate investment commitments based on par value, underscoring the Company’s focus to position the portfolio at the top of the capital structure. As of June 30, 2026, there was one investment on non-accrual status, representing 3.7% of the Company’s investment portfolio at fair value, as compared with 6.5% as of March 31, 2026. As of June 30, 2026, the asset coverage ratio of total assets to total borrowings was 190%. As of June 30, 2026, the Company’s net leverage ratio was 1.04x2, which was within our target leverage ratio of 0.75x to 1.25x, and the Company had remaining facility sizes totaling $158.0 million. 3 As of June 30, 2026, the weighted average senior leverage of the portfolio at the time of commitment was approximately 5.2x, the loan-to-value ratio was approximately 44%, and the weighted average spread over reference rate to the Secured Overnight Financing Rate (“SOFR”), and Canadian Dollar Offered Rate (“CDOR”) was 590 bps. Quarter-to-date and year-to-date, the weighted average spread of new investments for the portfolio was 574 bps and 510 bps, respectively. The weighted average spread on the portfolio as of the quarter ended June 30, 2026 was 521 bps. During the second quarter, the Company closed on three new borrowers to the portfolio and completed eleven exits. As of June 30, 2026, 86% of the Company’s loan portfolio based on fair value was priced above 85 cents on the dollar. The annualized distribution yield is calculated by multiplying the current quarter’s (Q2 2026) regular distribution per share by four and dividing the result by the current quarter’s ending NAV per share. If the calculation was based on the prior quarter’s (Q1 2026) ending NAV per share, the annualized distribution yield would be 11.31% as of June 30, 2026. Net leverage ratio is defined as debt outstanding less cash and cash equivalents, divided by net assets. The Company believes presenting a net leverage ratio is useful and appropriate supplemental disclosure because it reflects the Company’s financial condition net of $9.7 million of cash and cash equivalents as of June 30, 2026. However, the net leverage ratio is a non-U.S. GAAP measure and should not be considered as a replacement for the regulatory asset coverage ratio and other simila... Includes borrowing facility sizes of $300.0 million under the Company’s SPV facility and $20.0 million under the Revolving OUSH Loan. The availability of this amount is subject to an overcollateralization ratio test, which is based on the value of the Company’s SPV’s assets from time to time, and satisfaction of certain conditions, including an interest coverage ratio test, certain concentration limits and collateral quality tests. The information disclosed under this Item 7.01 is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events. Net Asset Value The net asset value (“NAV”) per share of the Company as of June 30, 2026, as determined in accordance with the Company’s valuation policy, is set forth below. NAV per share as of June 30, 2026 ───────────────────────────────────────────────────────────────────────────── Common shares of beneficial interest, par value $0.001 $17.31 As of June 30, 2026, the Company’s aggregate net asset value was $146.1 million and the fair value of its investment portfolio was $287.8 million. Status of Offering The Company has sold Common Shares as part of the Private Offering. The following table lists the Common Shares issued and total consideration for the Private Offering as of the date of this filing. The Company intends to continue selling Common Shares in the Private Offering on a quarterly basis. Common Shares Total Consideration Issued Common shares of beneficial interest, par value $0.001 14,505,946 $ 359.8 million