CAPITAL SOUTHWEST CORP

Previous wording

We focus on investing in companies with histories of generating revenues and positive cash flow, established market positions and proven management teams with strong operating discipline. We primarily target senior debt and equity investments in LMM companies. Our target companies typically have annual EBITDA between $3.0 million and $25.0 million, and our investments generally range in size from $5.0 million to $35.0 million.

Current wording

We focus on investing in companies with histories of generating revenues and positive cash flow, established market positions and proven management teams with strong operating discipline. We primarily target senior debt and equity investments in LMM companies. Our target companies typically have annual EBITDA between $3.0 million and $25.0 million, and our investments generally range in size from $5.0 million to $50.0 million.

Previous wording

Because we are internally managed, we do not pay any external investment advisory fees, but instead directly incur the operating costs associated with employing investment and portfolio management professionals. We believe that our internally managed structure provides us with a beneficial operating expense structure when compared to other publicly traded and privately held investment firms that are externally managed, and our internally managed structure allows us the opportunity to leverage our non-interest operating expenses as we grow our investment portfolio. For the three months ended June 30, 2024 and 2023, the ratio of our last twelve months ("LTM") operating expenses, excluding interest expense, as a percentage of our LTM average total assets was 1.79% and 1.90%, respectively.

Current wording

Because we are internally managed, we do not pay any external investment advisory fees, but instead directly incur the operating costs associated with employing investment and portfolio management professionals. We believe that our internally managed structure provides us with a beneficial operating expense structure when compared to other publicly traded and privately held investment firms that are externally managed, and our internally managed structure allows us the opportunity to leverage our non-interest operating expenses as we grow our investment portfolio. For the six months ended September 30,

Previous wording

The most significant determination inherent in the preparation of our consolidated financial statements is the valuation of our investment portfolio and the related amounts of unrealized appreciation and depreciation. As of June 30, 2024 and March 31, 2024, our investment portfolio at fair value represented approximately 95.1% and 94.8% of our total assets, respectively. We are required to report our investments at fair value. We follow the provisions of ASC 820. ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and enhances disclosure requirements for fair value measurements. ASC 820 requires us to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. See Note 4 — Fair Value Measurements in the Notes to Consolidated Financial Statements for a detailed discussion of our investment portfolio valuation process and procedures.

Current wording

The most significant determination inherent in the preparation of our consolidated financial statements is the valuation of our investment portfolio and the related amounts of unrealized appreciation and depreciation. As of September 30, 2024 and March 31, 2024, our investment portfolio at fair value represented approximately 94.0% and 94.8% of our total assets, respectively. We are required to report our investments at fair value. We follow the provisions of ASC 820. ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and enhances disclosure requirements for fair value measurements. ASC 820 requires us to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. See Note 4 — Fair Value Measurements in the Notes to the Consolidated Financial Statements for a detailed discussion of our investment portfolio valuation process and procedures.

Previous wording

Interest and dividend income is recorded on an accrual basis to the extent amounts are expected to be collected. Dividend income is recognized on the date dividends are declared by the portfolio company or at the point an obligation exists for the portfolio company to make a distribution. Discounts/premiums received to par on loans purchased are capitalized and accreted or amortized into income over the life of the loan using the effective interest method. In accordance with our valuation policy, accrued interest and dividend income is evaluated quarterly for collectability. When we do not expect the debtor to be able to service all of its debt or other obligations, we will generally establish a reserve against interest income receivable, thereby placing the loan or debt security on non-accrual status, and cease to recognize interest income on that loan or debt security until the borrower has demonstrated the ability and intent to pay contractual amounts due. If a loan or debt security’s status significantly improves regarding its ability to service debt or other obligations, it will be restored to accrual basis. As of June 30, 2024, investments on non-accrual status represented approximately 1.9% of our total investment portfolio's fair value and approximately 3.9% of its cost. As of March 31, 2024, investments on non-accrual status represented approximately 2.3% of our total investment portfolio's fair value and approximately 3.9% of its cost.

Current wording

Interest and dividend income is recorded on an accrual basis to the extent amounts are expected to be collected. Dividend income is recognized on the date dividends are declared by the portfolio company or at the point an obligation exists for the portfolio company to make a distribution. Discounts/premiums received to par on loans purchased are capitalized and accreted or amortized into income over the life of the loan using the effective interest method. In accordance with our valuation policy, accrued interest and dividend income is evaluated quarterly for collectability. When we do not expect the debtor to be able to service all of its debt or other obligations, we will generally establish a reserve against interest income receivable, thereby placing the loan or debt security on non-accrual status, and cease to recognize interest income on that loan or debt security until the borrower has demonstrated the ability and intent to pay contractual amounts due. If a loan or debt security’s status significantly improves regarding its ability to service debt or other obligations, it will be restored to accrual basis. As of September 30, 2024, investments on non-accrual status represented approximately 3.5% of our total investment portfolio's fair value and approximately 5.4% of its cost. As of March 31, 2024, investments on non-accrual status represented approximately 2.3% of our total investment portfolio's fair value and approximately 3.9% of its cost.

Previous wording

The total fair value of our investment portfolio was $1,468.1 million as of June 30, 2024, as compared to $1,476.6 million as of March 31, 2024. As of June 30, 2024, we had investments in 117 portfolio companies with an aggregate cost of $1,484.1 million. As of March 31, 2024, we had investments in 116 portfolio companies with an aggregate cost of $1,476.7 million.

Current wording

The total fair value of our investment portfolio was $1,508.5 million as of September 30, 2024, as compared to $1,476.6 million as of March 31, 2024. As of September 30, 2024, we had investments in 118 portfolio companies with an aggregate cost of $1,522.7 million. As of March 31, 2024, we had investments in 116 portfolio companies with an aggregate cost of $1,476.7 million.

Previous wording

As of June 30, 2024 and March 31, 2024, approximately $1,303.1 million, or 97.6%, and $1,310.0 million, or 97.4%, respectively, of our debt investment portfolio (at fair value) bore interest at floating rates, of which 99.2% and 99.1%, respectively, were subject to contractual minimum interest rates. As of June 30, 2024 and March 31, 2024, the weighted average contractual minimum interest rate is 1.34% and 1.28%, respectively. As of June 30, 2024 and March 31, 2024, approximately $32.2 million, or 2.4%, and $34.5 million, or 2.6%, respectively, of our debt investment portfolio (at fair value) bore interest at fixed rates.

Current wording

As of September 30, 2024 and March 31, 2024, approximately $1,340.0 million, or 97.5%, and $1,310.0 million, or 97.4%, respectively, of our debt investment portfolio (at fair value) bore interest at floating rates, of which 99.3% and 99.1%, respectively, were subject to contractual minimum interest rates. As of September 30, 2024 and March 31, 2024, the weighted average contractual minimum interest rate is 1.38% and 1.28%, respectively. As of September 30, 2024 and March 31, 2024, approximately $34.0 million, or 2.5%, and $34.5 million, or 2.6%, respectively, of our debt investment portfolio (at fair value) bore interest at fixed rates.

Previous wording

(a)At June 30, 2024 and March 31, 2024, we had equity ownership in approximately 59.0% and 56.0%, respectively, of our investments.

Current wording

(a)At September 30, 2024 and March 31, 2024, we had equity ownership in approximately 61.0% and 56.0%, respectively, of our portfolio companies.

Previous wording

(b)The weighted average annual effective yield of debt investments is not the same as a return on investment for CSWC's shareholders, but rather relates to CSWC's investment portfolio and is calculated before the payment of all of CSWC's and subsidiaries' fees and expenses. The weighted average annual effective yields were computed using the effective interest rates during the quarter for all debt investments at cost as of June 30, 2024 and March 31, 2024, respectively, including accretion of original issue discount but excluding fees payable upon repayment of the debt instruments. As of June 30, 2024, investments on non-accrual status represented approximately 1.9% of our total investment portfolio's fair value and approximately 3.9% of its cost. As of March 31, 2024, investments on non-accrual status represented approximately 2.3% of our total investment portfolio's fair value and approximately 3.9% of its cost. Weighted average annual effective yield is not a return to shareholders and is higher than what an investor in shares in our common stock will realize on its investment because it does not reflect our expenses or any sales load paid by an investor.

Current wording

(b)The weighted average annual effective yield of debt investments is not the same as a return on investment for CSWC's shareholders, but rather relates to CSWC's investment portfolio and is calculated before the payment of all of CSWC's and subsidiaries' fees and expenses. The weighted average annual effective yields were computed using the effective interest rates during the quarter for all debt investments at cost as of September 30, 2024 and March 31, 2024, respectively, including accretion of original issue discount but excluding fees payable upon repayment of the debt instruments. As of September 30, 2024, investments on non-accrual status represented approximately 3.5% of our total investment portfolio's fair value and approximately 5.4% of its cost. As of March 31, 2024, investments on non-accrual status represented approximately 2.3% of our total investment portfolio's fair value and approximately 3.9% of its cost. Weighted average annual effective yield is not a return to shareholders and is higher than what an investor in shares in our common stock will realize on its investment because it does not reflect our expenses or any sales load paid by an investor.

Previous wording

(d)Includes CSWC debt investments only. Weighted average EBITDA metric is calculated using investment cost basis weighting. For the three months ended June 30, 2024, 12 portfolio companies are excluded from this calculation due to a reported debt to adjusted EBITDA ratio that was not meaningful. For the year ended March 31, 2024, 12 portfolio companies are excluded from this calculation due to a reported debt to adjusted EBITDA ratio that was not meaningful.

Current wording

(d)Includes CSWC debt investments only. Weighted average EBITDA metric is calculated using investment cost basis weighting. For the three months ended September 30, 2024, 12 portfolio companies are excluded from this calculation due to a reported debt to adjusted

Previous wording

During the three months ended June 30, 2024, we made debt investments totaling $76.8 million and equity investments totaling $3.1 million. We received contractual principal repayments totaling approximately $9.0 million and full prepayments of approximately $71.1 million. We funded $11.3 million on revolving loans and received $8.2 million in repayments on revolving loans. In addition, we received proceeds from sales of debt investments totaling $8.2 million.

Current wording

During the six months ended September 30, 2024, we made debt investments totaling $165.5 million and equity investments totaling $4.9 million. We received contractual principal repayments totaling approximately $16.2 million and full prepayments of approximately $103.0 million. We funded $23.6 million on revolving loans and received $13.0 million in repayments on revolving loans. In addition, we received proceeds from sales of debt investments totaling $22.6 million.

Previous wording

During the three months ended June 30, 2023, we made debt investments totaling $94.5 million and equity investments totaling $5.0 million. We received contractual principal repayments totaling approximately $18.2 million. We funded $4.6 million on revolving loans and received $6.7 million in repayments on revolving loans. In addition, we received proceeds from sales of equity investments totaling $3.4 million.

Current wording

During the six months ended September 30, 2023, we made debt investments totaling $186.5 million and equity investments totaling $7.5 million. We received contractual principal repayments totaling approximately $31.5 million. We funded $12.0 million on revolving loans and received $9.9 million in repayments on revolving loans. In addition, we received proceeds from sales of debt and equity investments totaling $17.3 million.

Previous wording

Total portfolio investment activity for the three months ended June 30, 2024 and 2023 was as follows (dollars in thousands):

Current wording

Total portfolio investment activity for the six months ended September 30, 2024 and 2023 was as follows (dollars in thousands):

Previous wording

The composite measure of our financial performance in the Consolidated Statements of Operations is captioned “Net increase in net assets from operations” and consists of four elements. The first is “Net investment income,” which is the difference between income from interest, dividends and fees and our combined operating and interest expenses, net of applicable income taxes. The second element is “Net realized (loss) gain on investments, net of tax,” which is the difference between the proceeds received from the disposition of portfolio securities and their stated cost. The third element is the “Net unrealized (depreciation) appreciation on investments, net of tax,” which is the net change in the market or fair value of our investment portfolio, compared with the stated cost. The “Net realized (loss) gain on investments before income tax” and “Net unrealized appreciation (depreciation) on investments, net of tax” are directly related in that when an appreciated portfolio security is sold to realize a gain, a corresponding decrease in net unrealized appreciation occurs by transferring the gain associated with the transaction from being “unrealized” to being “realized.” Conversely, when a loss is realized on a depreciated portfolio security, an increase in net unrealized appreciation occurs.

Current wording

The composite measure of our financial performance in the Consolidated Statements of Operations is captioned “Net increase in net assets from operations” and consists of four elements. The first is “Net investment income,” which is the difference between income from interest, dividends and fees and our combined operating and interest expenses, net of applicable income taxes. The second element is “Net realized (loss) gain on investments, net of tax,” which is the difference between the proceeds received from the disposition of portfolio securities and their stated cost. The third element is the “Net unrealized (depreciation) appreciation on investments, net of tax,” which is the net change in the market or fair value of our investment portfolio, compared with the stated cost. The “Net realized (loss) gain on investments before income tax” and “Net unrealized appreciation (depreciation) on investments, net of tax” are directly related in that when an appreciated portfolio security is sold to realize a gain, a corresponding decrease in net unrealized appreciation occurs by transferring the gain associated with the transaction from being “unrealized” to being “realized.” Conversely, when a loss is realized on a depreciated portfolio security, an increase in net unrealized appreciation occurs. The fourth element is the “Realized loss on extinguishment of debt”, which is the acceleration of unamortized deferred fees associated with amendments to the Corporate Credit Facility that trigger a debt extinguishment or, in relation to notes payable, the difference between the principal amount due at maturity adjusted for any unamortized debt issuance costs and any "make-whole" premium payable at the time of the debt extinguishment.

Previous wording

Total investment income for the three months ended June 30, 2024 was approximately $51.4 million, a $11.0 million, or 27.2%, increase as compared to the three months ended June 30, 2023. Investment income primarily consists of interest income, dividend income, fee income and other income for each applicable period.

Current wording

Total investment income for the three months ended September 30, 2024 was approximately $48.7 million, a $5.9 million, or 13.9%, increase as compared to the three months ended September 30, 2023. Investment income primarily consists of interest income, dividend income, fee income and other income for each applicable period.

Previous wording

Interest income (including PIK interest income and amortization of purchase discounts and fees) for the three months ended June 30, 2024 totaled $46.0 million as compared to $36.5 million for the three months ended June 30, 2023. The increase was primarily due to a 24.3% increase in the average monthly cost basis of debt investments held by us from $1,106.5 million to $1,375.7 million year-over-year and an increase in the weighted average yield on debt investments from 12.9% to 13.3% year-over-year primarily due to an increase in benchmark interest rates. Dividend income for the three months ended June 30, 2024 decreased $0.3 million as compared to the three months ended June 30, 2023 primarily due to the liquidation of I-45 SLF during the quarter ended March 31, 2024, partially offset by an increase in distributions received from our equity investments. Fee income for the three months ended June 30, 2024 increased $1.2 million as compared to the three months ended June 30, 2023 primarily due to an increase in prepayment and amendment fees in the current quarter.

Current wording

Interest income (including PIK interest income and amortization of purchase discounts and fees) for the three months ended September 30, 2024 totaled $46.1 million as compared to $39.5 million for the three months ended September 30, 2023. The increase was primarily due to a 22.2% increase in the average monthly cost basis of debt investments held by us from $1,150.2 million to $1,405.4 million year-over-year, partially offset by a decrease in the weighted average yield on debt investments from 13.5% to 12.9% year-over-year. Dividend income for the three months ended September 30, 2024 decreased $1.9 million as compared to the three months ended September 30, 2023 primarily due to the liquidation of I-45 SLF during the quarter ended March 31, 2024, partially offset by an increase in distributions received from our equity investments. Fee income for the three months ended September 30, 2024 increased $0.8 million as compared to the three months ended September 30, 2023 primarily due to an increase in prepayment and amendment fees in the current quarter. Other income for the three months ended September 30, 2024 increased $0.4 million as compared to the three months ended September 30, 2023 primarily due to an increase in interest income on cash balances held.

Previous wording

For the three months ended June 30, 2024, income before taxes increased by $6.3 million, or 25.1%. Net investment income increased from the prior year period by $4.3 million, or 17.5%, to $28.9 million as a result of an $11.0 million increase in total investment income, partially offset by a $2.7 million increase in interest expense and a $2.0 million increase in income tax provision.

Current wording

For the three months ended September 30, 2024, income before taxes increased by $3.6 million, or 13.6%. Net investment income increased from the prior year period by $4.0 million, or 14.6%, to $31.2 million as a result of a $5.9 million increase in total investment income and a $0.4 million increase in income tax benefit, partially offset by a $2.1 million increase in interest expense.

Previous wording

The following table provides a summary of the primary components of the total net realized gain on investments of $0.7 million for the three months ended June 30, 2024:

Current wording

The following table provides a summary of the primary components of the total net realized gain on investments of $0.4 million for the three months ended September 30, 2023:

Previous wording

1 Includes a deferred tax provision of $20.0 thousand associated with the Taxable Subsidiary.

Current wording

1 Includes a deferred tax provision of $1.1 million associated with the Taxable Subsidiary.

Previous wording

For the three months ended June 30, 2024, our total interest expense was $12.4 million, an increase of $2.7 million, as compared to the total interest expense of $9.7 million for the three months ended June 30, 2023. The increase was primarily attributable to an increase in average borrowings outstanding and an increase in the weighted average interest rate on our total debt from 5.23% to 5.60% for the three months ended June 30, 2023 and June 30, 2024, respectively. This increase in the weighted average interest rate was primarily due to an increase to the base rate on our Corporate Credit Facility, the addition of the SPV Credit Facility, and the issuance of the August 2028 Notes.

Current wording

For the six months ended September 30, 2024, our total interest expense was $25.0 million, an increase of $4.9 million, as compared to the total interest expense of $20.2 million for the six months ended September 30, 2023. The increase was primarily attributable to an increase in average borrowings outstanding and an increase in the weighted average interest rate on our total debt from 5.33% to 5.60% for the six months ended September 30, 2023 and September 30, 2024, respectively. The increase in the weighted average interest rate was primarily due to an increase to the base rate on our Corporate Credit Facility and the addition of the SPV Credit Facility.

Previous wording

For the three months ended June 30, 2024, our total employee compensation expense (including both cash and share-based compensation) increased by $1.2 million, or 35.0%, as compared to the total employee compensation expense for the three months ended June 30, 2023. The increase was primarily due to an increase in headcount and an increase in accrued bonus compensation based on the Company's projected performance compared to its plan. For the three months ended June 30, 2024, our total general and administrative expense was $2.9 million, an increase of $0.7 million or 33.0%, as compared to the total general and administrative expense of $2.2 million for the three months ended June 30, 2023. The increase was attributable to an increase in professional fees incurred in connection with the compensation consultant engaged by the Compensation Committee and an increase in audit fees, as well as individually immaterial increases across several general operating expenses.

Current wording

For the six months ended September 30, 2024, our total employee compensation expense (including both cash and share-based compensation) increased by $1.2 million, or 16.7%, as compared to the total employee compensation expense for the six months ended September 30, 2023. The increase was primarily due to an increase in headcount year over year. For the six months ended September 30, 2024, our total general and administrative expense was $5.5 million, an increase of $1.0 million, or 21.9%, as compared to the total general and administrative expense of $4.5 million for the six months ended September 30, 2023. The increase was primarily attributable to an increase in professional fees incurred in connection with the compensation consultant engaged by the Compensation Committee and an increase in audit fees, as well as individually immaterial increases across several general operating expenses.

Previous wording

In accordance with the 1940 Act, effective April 25, 2019, the Company is only allowed to borrow amounts such that its asset coverage (i.e., the ratio of assets less liabilities not represented by senior securities to senior securities such as borrowings), calculated pursuant to the 1940 Act, is at least 150% after such borrowing. The Board of Directors also approved a resolution that limits the Company’s issuance of senior securities such that the asset coverage ratio, taking into account any such issuance, would not be less than 166%, which became effective April 25, 2019. On August 11, 2021, we received an exemptive order from SEC to permit us to exclude the senior securities issued by SBIC I or any future SBIC subsidiary of the Company from the definition of senior securities in the asset coverage requirement applicable to the Company under the 1940 Act. As of June 30, 2024, the Company’s asset coverage was 232%.

Current wording

In accordance with the 1940 Act, effective April 25, 2019, the Company is only allowed to borrow amounts such that its asset coverage (i.e., the ratio of assets less liabilities not represented by senior securities to senior securities such as borrowings), calculated pursuant to the 1940 Act, is at least 150% after such borrowing. The Board of Directors also approved a resolution that limits the Company’s issuance of senior securities such that the asset coverage ratio, taking into account any such issuance, would not be less than 166%, which became effective April 25, 2019. On August 11, 2021, we received an exemptive order from SEC to permit us to exclude the senior securities issued by SBIC I or any future SBIC subsidiary of the Company from the definition of senior securities in the asset coverage requirement applicable to the Company under the 1940 Act. As of September 30, 2024, the Company’s asset coverage was 224%.

Previous wording

For the three months ended June 30, 2024, we experienced a net increase in cash and cash equivalents in the amount of $1.0 million. During the foregoing period, our operating activities provided $31.1 million in cash, consisting primarily of $95.4 million from sales and repayments received from debt investments in portfolio companies, partially offset by new portfolio investments made by the Company of $91.2 million. In addition, our financing activities used cash of $30.1 million, consisting primarily of net repayments on our Credit Facilities of $36.0 million and cash dividends paid in the amount of $29.5 million, partially offset by net proceeds from the Equity ATM Program of $37.8 million. At June 30, 2024, the Company had cash and cash equivalents of approximately $33.3 million.

Current wording

For the six months ended September 30, 2024, we experienced a net increase in cash and cash equivalents in the amount of $15.0 million. During the foregoing period, our operating activities provided $7.3 million in cash, consisting primarily of $153.1 million from sales and repayments received from debt investments in portfolio companies, partially offset by new portfolio investments made by the Company of $194.0 million. In addition, our financing activities used cash of $8.2 million, consisting primarily of cash dividends paid in the amount of $60.0 million, partially offset by net proceeds from the Equity ATM Program of $58.0 million and net borrowings on our Credit Facilities of $13.0 million. At September 30, 2024, the Company had cash and cash equivalents of approximately $47.2 million.

Previous wording

For the three months ended June 30, 2023, we experienced a net decrease in cash and cash equivalents in the amount of $0.3 million. During that period, our operating activities used $55.6 million in cash, consisting primarily of new portfolio investments made by the Company of $104.1 million, partially offset by $24.7 million from sales and repayments received from debt investments in portfolio companies and $3.4 million from sales and return of capital relating to our equity investments in portfolio companies. In addition, our financing activities provided cash of $55.3 million, consisting primarily of net proceeds from the issuance of the August 2028 Notes of $69.7 million, net proceeds from the Equity ATM Program of $44.9 million and net proceeds from the issuance of SBA debentures of $4.9 million, partially offset by net repayments on our Corporate Credit Facility of $40.0 million and cash dividends paid in the amount of $22.9 million. At June 30, 2023, the Company had cash and cash equivalents of approximately $21.3 million.

Current wording

For the six months ended September 30, 2023, we experienced a net increase in cash and cash equivalents in the amount of $1.4 million. During that period, our operating activities used $104.4 million in cash, consisting primarily of new portfolio investments made by the Company of $206.0 million, partially offset by $54.8 million from sales and repayments received from debt investments in portfolio companies and $3.4 million from sales and return of capital relating to our equity investments in portfolio companies. In addition, our financing activities provided cash of $105.9 million, consisting primarily of net proceeds from the issuance of the August 2028 Notes of $69.7 million, net proceeds from the Equity ATM Program of $67.4 million, net borrowings on our Corporate Credit Facility of $15.0 million and net proceeds from the issuance of SBA debentures of $9.8 million, partially offset by cash dividends paid in the amount of $47.7 million. At September 30, 2023, the Company had cash and cash equivalents of approximately $23.0 million.

Previous wording

As of June 30, 2024, we had $33.3 million in cash and cash equivalents and $430.2 million of unused capacity under the Credit Facilities that we maintain to support our investment and operating activities.

Current wording

As of September 30, 2024, we had $47.2 million in cash and cash equivalents and $406.2 million of unused capacity under the Credit Facilities that we maintain to support our investment and operating activities.

Previous wording

As of June 30, 2024, we had $165.0 million outstanding and $294.2 million of undrawn commitments under the Corporate Credit Facility, and $64.0 million outstanding and $136.0 million of undrawn commitments under the SPV Credit Facility. Availability under the Credit Facilities is subject to certain leverage and borrowing base limitations, various covenants, reporting requirements and other customary requirements for similar credit facilities. For more information on our Credit Facilities, including material terms and financial covenants, refer to Note 5 - Borrowings in the Notes to the Consolidated Financial Statements.

Current wording

As of September 30, 2024, we had $200.0 million outstanding and $284.2 million of undrawn commitments under the Corporate Credit Facility, and $78.0 million outstanding and $122.0 million of undrawn commitments under the SPV Credit Facility. Availability under the Credit Facilities is subject to certain leverage and borrowing base limitations, various covenants, reporting requirements and other customary requirements for similar credit facilities. For more information on our Credit Facilities, including material terms and financial covenants, refer to Note 5 - Borrowings in the Notes to the Consolidated Financial Statements.

Previous wording

For more information on the SBA Debentures, refer toNote 5 - Borrowings in the Notes to the Consolidated Financial Statements.

Current wording

For more information on the SBA Debentures, refer to Note 5 - Borrowings in the Notes to the Consolidated Financial Statements.

Previous wording

1 Net proceeds reflects proceeds after deducting commissions to the sales agents on shares sold and offering expenses. As of June 30, 2024 and 2023, no amounts remained receivable.

Current wording

1 Net proceeds reflects proceeds after deducting commissions to the sales agents on shares sold. As of September 30, 2024 and 2023, no amounts remained receivable.

Previous wording

Cumulative to date, the Company has sold 26,845,418 shares of its common stock under the Equity ATM Program at a weighted-average price of $21.13, raising $567.3 million of gross proceeds. Net proceeds were $558.3 million after commissions to the sales agents on shares sold. As of June 30, 2024, the Company has $432.7 million available under the Equity ATM Program.

Current wording

Cumulative to date, the Company has sold 27,684,517 shares of its common stock under the Equity ATM Program at a weighted-average price of $21.23, raising $587.8 million of gross proceeds. Net proceeds were $578.6 million after commissions to the sales agents on shares sold. As of September 30, 2024, the Company had $412.2 million available under the Equity ATM Program.

Previous wording

On July 28, 2021, the Board of Directors approved a share repurchase program authorizing the Company to repurchase up to $20 million of its outstanding shares of common stock in the open market at certain thresholds below its NAV per share, in accordance with guidelines specified in Rules 10b5-1(c)(1)(i)(B) and 10b-18 under the Exchange Act. On August 31, 2021, the Company entered into a share repurchase agreement, which became effective immediately, and the Company will cease purchasing its common stock under the share repurchase program upon the earlier of, among other things: (1) the date on which the aggregate purchase price for all shares equals $20 million including, without limitation, all applicable fees, costs and expenses; or (2) upon written notice by the Company to the broker that the share repurchase agreement is terminated. During the three months ended June 30, 2024 and 2023, the Company did not repurchase any shares under the share repurchase program.

Current wording

On July 28, 2021, the Board of Directors approved a share repurchase program authorizing the Company to repurchase up to $20 million of its outstanding shares of common stock in the open market at certain thresholds below its NAV per share, in accordance with guidelines specified in Rules 10b5-1(c)(1)(i)(B) and 10b-18 under the Exchange Act. On August 31, 2021, the Company entered into a share repurchase agreement, which became effective immediately, and the Company will cease purchasing its common stock under the share repurchase program upon the earlier of, among other things: (1) the date on which the aggregate price for all shares purchased under the share repurchase program equals $20 million including, without limitation, all applicable fees, costs and expenses; or (2) upon written notice by the Company to the broker that the share repurchase agreement is terminated. During the three and six ended September 30, 2024 and 2023, the Company did not repurchase any shares under the share repurchase program.

Previous wording

At June 30, 2024 and March 31, 2024, we had a total of approximately $157.6 million and $140.1 million, respectively, in currently unfunded commitments (as discussed in Note 10 - Commitments and Contingencies to the Consolidated Financial Statements). As of June 30, 2024, the total unfunded commitments included commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. As of June 30, 2024, we had $0.9 million in letters of credit issued and outstanding under these commitments on behalf of the portfolio companies. For the letters of credit issued and outstanding, we would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. Of these letters of credit, $0.4 million expire in February 2025, $0.3 million expire in March 2025, and $0.2 million expire in April 2025. As of June 30, 2024, none of the letters of credit issued and outstanding were recorded as a liability on the Company's balance sheet as such letters of credit are considered in the valuation of the investments in the portfolio company.

Current wording

At September 30, 2024 and March 31, 2024, we had a total of approximately $133.3 million and $140.1 million, respectively, in currently unfunded commitments (as discussed in Note 10 - Commitments and Contingencies to the Consolidated Financial Statements). As of September 30, 2024, the total unfunded commitments included commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. As of September 30, 2024, we had $0.9 million in letters of credit issued and outstanding under these commitments on behalf of the portfolio companies. For the letters of credit issued and outstanding, we would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. Of these letters of credit, $0.4 million expire in February 2025, $0.3 million expire in March 2025, and $0.2 million expire in April 2025. As of September 30, 2024, none of the letters of credit issued and outstanding were recorded as a liability on the Company's balance sheet as such letters of credit are considered in the valuation of the investments in the portfolio company.

Previous wording

(1)Amounts include interest payments calculated at an average rate of 7.75% of outstanding borrowings under the Corporate Credit Facility, which were $165.0 million as of June 30, 2024.

Current wording

(1)Amounts include interest payments calculated at an average rate of 7.74% of outstanding borrowings under the Corporate Credit Facility, which were $200.0 million as of September 30, 2024.

Previous wording

(2)Amounts include interest payments calculated at an average rate of 7.92% of outstanding borrowings under the SPV Credit Facility, which were $64.0 million as of June 30, 2024.

Current wording

(2)Amounts include interest payments calculated at an average rate of 7.85% of outstanding borrowings under the SPV Credit Facility, which were $78.0 million as of September 30, 2024.

Previous wording

On July 30, 2024, the Board of Directors declared a total dividend of $0.64 per share, comprised of a regular dividend of $0.58 and a supplemental dividend of $0.06, for the quarter ending September 30, 2024. The record date for the dividend is September 13, 2024. The payment date for the dividend is September 30, 2024.

Current wording

On October 23, 2024, the Board of Directors declared a total dividend of $0.63 per share, comprised of a regular dividend of $0.58 and a supplemental dividend of $0.05, for the quarter ending December 31, 2024. The record date for the dividend is December 13, 2024. The payment date for the dividend is December 31, 2024.