Bain Capital Specialty Finance, Inc.

Previous wording

Bain Capital Specialty Finance, Inc. (the “Company”, “we”, “our” and “us”) is an externally managed specialty finance company focused on lending to middle market companies. We have elected to be regulated as a business development company (a “BDC”) under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”). We are managed by the Advisor, a subsidiary of Bain Capital Credit, LP (“Bain Capital Credit”). Our Advisor is registered as an investment adviser with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Our Advisor also provides the administrative services necessary for us to operate (in such capacity, our “Administrator”). Since we commenced operations on October 13, 2016 through September 30, 2024, we have invested approximately $8,132.9 million in aggregate principal amount of debt and equity investments prior to any subsequent exits or repayments. We seek to generate current income and, to a lesser extent, capital appreciation through direct originations of secured debt, including first lien, first lien/last-out, unitranche and second lien debt, investments in strategic joint ventures, equity investments and, to a lesser extent, corporate bonds.

Current wording

Bain Capital Specialty Finance, Inc. (the “Company”, “we”, “our” and “us”) is an externally managed specialty finance company focused on lending to middle market companies. We have elected to be regulated as a business development company (a “BDC”) under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”). We are managed by the Advisor, a subsidiary of Bain Capital Credit, LP (“Bain Capital Credit”). Our Advisor is registered as an investment adviser with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Our Advisor also provides the administrative services necessary for us to operate (in such capacity, our “Administrator”). Since we commenced operations on October 13, 2016 through March 31, 2025, we have invested approximately $9,060.8 million in aggregate principal amount of debt and equity investments prior to any subsequent exits or repayments. We seek to generate current income and, to a lesser extent, capital appreciation through direct originations of secured debt, including first lien, first lien/last-out, unitranche and second lien debt, investments in strategic joint ventures, equity investments and, to a lesser extent, corporate bonds.

Previous wording

Our primary focus is capitalizing on opportunities within our Senior Direct Lending strategy, which seeks to provide risk-adjusted returns and current income to our stockholders by investing primarily in middle-market companies with between $10.0 million and $150.0 million in annual earnings before interest, taxes, depreciation and amortization (“EBITDA”). However, we may, from time to time, invest in larger or smaller companies. We generally seek to retain effective voting control in respect of the loans or particular classes of securities in which we invest through maintaining affirmative voting positions or negotiating consent rights that allow us to retain a blocking position. We focus on senior investments with a first or second lien on collateral and strong structures and documentation intended to protect the lender. We may also invest in mezzanine debt and other junior securities, including common and preferred equity, on an opportunistic basis, and in secondary purchases of assets or portfolios but such investments are not the principal focus of our investment strategy. In addition, we may invest, from time to time, in distressed debt, debtor-in-possession loans, structured products, structurally subordinate loans, investments with deferred interest features, zero-coupon securities and defaulted securities.

Current wording

Our primary focus is capitalizing on opportunities within Bain Capital Credit's Senior Direct Lending Strategy, as defined below, which seeks to provide risk-adjusted returns and current income to investors by investing primarily in middle-market direct lending opportunities across North America, Europe and Australia and also in other geographic markets. We use the term "middle market" to refer to companies with between $10.0 million and $150.0 million in annual earnings before interest, taxes, depreciation and amortization (“EBITDA”). However, we may, from time to time, invest in larger or smaller companies. We focus on senior investments with a first or second lien on collateral and strong structures and documentation intended to protect the lender (including "unitranche" loans, which are loans that combine both senior and mezzanine debt). We generally seek to retain effective voting control in respect of the loans or particular class of securities in which we invest through maintaining affirmative voting positions or negotiating consent rights that allow us to retain a blocking position. We may also invest in mezzanine debt and other junior securities, including common and preferred equity and in secondary purchases of assets or portfolios, on an opportunistic basis, but such investments are not the principal focus of our investment strategy. We may also invest, from time to time, in distressed debt, debtor-in-possession loans, structured products, structurally subordinate loans, investments with deferred interest features, zero-coupon securities and defaulted securities. Our debt investments may be fixed or floating interest rates, and our floating rate investments may utilize one or more reference rates, such as SOFR. Our investments are subject to a number of risks.

Previous wording

Our debt investment portfolio consists of primarily floating rate loans. As of September 30, 2024 and December 31, 2023, 90.8% and 93.8%, respectively, of our debt investments, based on fair value, bore interest at floating rates, which may be subject to interest rate floors. Variable-rate investments subject to a floor generally reset periodically to the applicable floor, only if the floor exceeds the index. Trends in base interest rates, such as SOFR, may affect our net investment income over the long term. In addition, our results may vary from period to period depending on the interest rates of new investments made during the period compared to investments that were sold or repaid during the period; these results reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business or macroeconomic trends.

Current wording

Our debt investment portfolio consists of primarily floating rate loans. As of March 31, 2025 and December 31, 2024, 93.2% and 92.0%, respectively, of our debt investments, based on fair value, bore interest at floating rates, which may be subject to interest rate floors. Variable-rate investments subject to a floor generally reset periodically to the applicable floor, only if the floor exceeds the index. Trends in base interest rates, such as SOFR, may affect our net investment income over the long term. In addition, our results may vary from period to period depending on the interest rates of new investments made during the period compared to investments that were sold or repaid during the period; these results reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business or macroeconomic trends.

Previous wording

To the extent that expenses to be borne by us are paid by the Administrator, we will generally reimburse the Administrator for such expenses. To the extent the Administrator outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis without profit to the Administrator. We will also reimburse the Administrator for its costs and expenses and our allocable portion of overhead incurred by it in performing its obligations under the Administration Agreement, including certain rent and compensation paid to or compensatory distributions received by our officers (including our Chief Compliance Officer and Chief Financial Officer) and any of their respective staff who provide services to us, operations staff who provide services to us, internal audit staff, if any, to the extent internal audit performs a role in our Sarbanes-Oxley internal control assessment and fees paid to third-party providers for goods or services. Our allocable portion of overhead will be determined by the Administrator, which expects to use various methodologies such as allocation based on the percentage of time certain individuals devote, on an estimated basis, to our business and affairs, and will be subject to oversight by our Board. We incurred expenses related to the Administrator of $0.7 million and $0.4 million for the three months ended September 30, 2024 and 2023, respectively, which is included in other general and administrative expenses on the consolidated statements of operations. We incurred expenses related to the Administrator of $1.8 million and $0.8 million for the nine months ended September 30, 2024 and 2023, respectively, which is included in other general and administrative expenses on the consolidated statements of operations. The sub-administrator is paid its compensation for performing its sub-administrative services under the sub-administration agreement. We incurred expenses related to the sub-administrator of $0.1 million and $0.1 million for the three months ended September 30, 2024 and 2023, respectively, which is included in other general and administrative expenses on the consolidated statements of operations. The sub-administrator is paid its compensation for performing its sub-administrative services under the sub-administration agreement. We incurred expenses related to the sub-administrator of $0.4 million and $0.4 million for the nine months ended September 30, 2024 and 2023, respectively, which is included in other general and administrative expenses on the consolidated statements of operations. The Administrator will not be reimbursed to the extent that such reimbursements would cause any distributions to our stockholders to constitute a return of capital. All of the foregoing expenses are ultimately borne by our stockholders.

Current wording

To the extent that expenses to be borne by us are paid by the Administrator, we will generally reimburse the Administrator for such expenses. To the extent the Administrator outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis without profit to the Administrator. We will also reimburse the Administrator for its costs and expenses and our allocable portion of overhead incurred by it in performing its obligations under the Administration Agreement, including certain rent and compensation paid to or compensatory distributions received by our officers (including our Chief Compliance Officer and Chief Financial Officer) and any of their respective staff who provide services to us, operations staff who provide services to us, internal audit staff, if any, to the extent internal audit performs a role in our Sarbanes-Oxley internal control assessment and fees paid to third-party providers for goods or services. Our allocable portion of overhead will be determined by the Administrator, which expects to use various methodologies such as allocation based on the percentage of time certain individuals devote, on an estimated basis, to our business and affairs, and will be subject to oversight by our Board. We incurred expenses related to the Administrator of $0.7 million and $0.4 million for the three months ended March 31, 2025 and 2024, respectively, which is included in other general and administrative expenses on the Consolidated Statements of Operations. The sub-administrator is paid its compensation for performing its sub-administrative services under the sub-administration agreement. We incurred expenses related to the sub-administrator of $0.2 million and $0.2 million for the three months ended March 31, 2025 and 2024, respectively, which is included in other general and administrative expenses on the Consolidated Statements of Operations. The Administrator will not be reimbursed to the extent that such reimbursements would cause any distributions to our stockholders to constitute a return of capital. All of the foregoing expenses are ultimately borne by our stockholders.

Previous wording

We may borrow money from time to time. However, our ability to incur indebtedness (including by issuing preferred stock), is limited by applicable regulations such that our asset coverage, as defined in the 1940 Act, must equal at least 150%. In determining whether to borrow money, we will analyze the maturity, covenant package and rate structure of the proposed borrowings as well as the risks of such borrowings compared to our investment outlook. As of September 30, 2024, the Company’s asset coverage was 187.8%.

Current wording

We may borrow money from time to time. However, our ability to incur indebtedness (including by issuing preferred stock), is limited by applicable regulations such that our asset coverage, as defined in the 1940 Act, must equal at least 150%. In determining whether to borrow money, we will analyze the maturity, covenant package and rate structure of the proposed borrowings as well as the risks of such borrowings compared to our investment outlook. As of March 31, 2025, the Company’s asset coverage was 178.2%.

Previous wording

During the three months ended September 30, 2024, we invested $413.1 million, including PIK, in 83 portfolio companies, and had $248.0 million in aggregate amount of principal repayments and sales, resulting in a net increase in investments of $165.1 million for the period. Of the $413.1 million invested during the three months ended September 30, 2024, $86.2 million was related to drawdowns on delayed draw term loans and revolvers of our portfolio companies.

Current wording

During the three months ended March 31, 2024, we invested $403.1 million, including PIK, in 83 portfolio companies, and had $296.0 million in aggregate amount of principal repayments and sales, resulting in a net increase in investments of $107.1 million for the period. Of the $403.1 million invested during the three months ended March 31, 2024, $49.6 million was related to drawdowns on delayed draw term loans and revolvers of our portfolio companies.

Previous wording

Loans or debt securities are placed on non-accrual status when there is reasonable doubt that principal or interest will be collected. Accrued interest generally is reversed when a loan or debt security is placed on non-accrual status. Interest payments received on non-accrual loans or debt securities may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans and debt securities are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. We may make exceptions to this treatment if the loan has sufficient collateral value and is in the process of collection. As of September 30, 2024, there were nine loans from five issuers placed on non-accrual in the Company’s portfolio. As of December 31, 2023, there were five loans from three issuers placed on non-accrual in the Company’s portfolio.

Current wording

Loans or debt securities are placed on non-accrual status when there is reasonable doubt that principal or interest will be collected. Accrued interest generally is reversed when a loan or debt security is placed on non-accrual status. Interest payments received on non-accrual loans or debt securities may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans and debt securities are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. We may make exceptions to this treatment if the loan has sufficient collateral value and is in the process of collection. As of March 31, 2025, there were twelve loans from four issuers placed on non-accrual in the Company’s portfolio. As of December 31, 2024, there were eight loans from five issuers placed on non-accrual in the Company’s portfolio.

Previous wording

Interest income from investments, which includes interest and accretion of discounts and fees, decreased to $166.1 million for the nine months ended September 30, 2024 from $172.3 million for the nine months ended September 30, 2023, primarily due to a decrease in the investment portfolio. Dividend income decreased to $22.7 million for the nine months ended September 30, 2024 from $25.7 million for the nine months ended September 30, 2023, primarily due to a decrease in dividend income from the 2018-1 Issuer interests which were sold to SLP during the first quarter of 2024, and a decrease in dividend income on Gale Aviation in the third quarter. Other income increased to approximately $14.1 million for the nine months ended September 30, 2024 from $8.2 million for the nine months ended September 30, 2023, primarily due to an increase in amendment, closing and consent fees earned on certain investments. As of September 30, 2024, the weighted average yield of our investment portfolio decreased to 12.1% from 12.9% as of September 30, 2023, at amortized cost.

Current wording

Interest income from investments, which includes interest and accretion of discounts and fees, decreased to $50.8 million for the three months ended March 31, 2025 from $55.6 million for the three months ended March 31, 2024, primarily due to a decrease in yield of the investment portfolio. Dividend income decreased to $6.5 million for the three months ended March 31, 2025 from $8.3 million for the three months ended March 31, 2024, primarily due to a decrease in dividend income from the SLP. PIK income increased to approximately $6.6 million for the three months ended March 31, 2025 from $5.4 million for the three months ended March 31, 2024, primarily due to an increase in the number of investments earning PIK income. Other income decreased to approximately $2.9 million for the three months ended March 31, 2025 from $5.3 million for the three months ended March 31, 2024, primarily due to a decrease in amendment, closing and commitment fees earned on certain investments. As of March 31, 2025, the weighted average yield of our investment portfolio decreased to 11.5% from 12.9% as of March 31, 2024, at amortized cost.

Previous wording

Interest and debt financing expenses on our borrowings totaled approximately $18.1 million and $20.8 million for the three months ended September 30, 2024 and 2023, respectively. Interest and debt financing expense for the three months ended September 30, 2024 as compared to September 30, 2023 decreased primarily due to decreased usage of our Sumitomo Credit Facility. Interest and debt financing expenses on our borrowings totaled approximately $53.8 million and $60.8 million for the nine months ended September 30, 2024 and 2023, respectively. Interest and debt financing expense for the nine months ended September 30, 2024 as compared to September 30, 2023 decreased primarily due to decreased usage of our Sumitomo Credit Facility. The weighted average principal debt balance outstanding for the three months ended September 30, 2024 was $1.3 billion compared to $1.4 billion for the three months ended September 30, 2023. The weighted average principal debt balance outstanding for the nine months ended September 30, 2024 was $1.3 billion compared to $1.5 billion for the nine months ended September 30, 2023.

Current wording

Interest and debt financing expenses on our borrowings totaled approximately $18.9 million and $18.1 million for the three months ended March 31, 2025 and 2024, respectively. Interest and debt financing expense for the three months ended March 31, 2025 as compared to March 31, 2024 increased primarily due to an increase in debt outstanding for the period. The weighted average principal debt balance outstanding for the three months ended March 31, 2025 was $1.4 billion compared to $1.3 billion for the three months ended March 31, 2024.

Previous wording

The combined weighted average interest rate (excluding deferred upfront financing costs and unused fees) of the aggregate borrowings outstanding for the nine months ended September 30, 2024 and year ended December 31, 2023 were 5.1% and 5.2%, respectively.

Current wording

The combined weighted average interest rate (excluding deferred upfront financing costs and unused fees) of the aggregate borrowings outstanding for the three months ended March 31, 2025 and the year ended December 31, 2024 was 4.8% and 5.1%, respectively.

Previous wording

Management fee (net of waivers) decreased to $8.9 million for the three months ended September 30, 2024 from $9.1 million for the three months ended September 30, 2023. Management fee (gross of waivers) decreased to $8.9 million for the three months ended September 30, 2024 from $9.1 million for the three months ended September 30, 2023, primarily due to a decrease in total assets throughout the three months ended September 30, 2024 compared to the three months ended September 30, 2023. Management fee waived for the three months ended September 30, 2024 and 2023 were $0.0 million and $0.0 million, respectively.

Current wording

Management fee (net of waivers) increased to $9.1 million for the three months ended March 31, 2025 from $8.8 million for the three months ended March 31, 2024. Management fee (gross of waivers) increased to $9.1 million for the three months ended March 31, 2025 from $8.8 million for the three months ended March 31, 2024, primarily due to an increase in total assets throughout the three months ended March 31, 2025 compared to the three months ended March 31, 2024. Management fee waived for the three months ended March 31, 2025 and 2024 was $0.0 million and $0.0 million, respectively.

Previous wording

Incentive fee (net of waivers) increased to $7.0 million for the three months ended September 30, 2024 from $3.0 million for the three months ended September 30, 2023 primarily due to the mechanics of the Trailing Twelve Quarters aspect of the incentive fee calculation. Incentive fee waivers related to pre-incentive fee net investment income consisted of voluntary waivers of $0.0 million for the three months ended September 30, 2024 and $0.0 million for the three months ended September 30, 2023. For the three months ended September 30, 2024, there were no incentive fees related to the GAAP Incentive Fee. Incentive fee (net of waivers) increased to $24.2 million for the nine months ended September 30, 2024 from $18.1 million for the nine months ended September 30, 2023 primarily due to the mechanics of the Trailing Twelve Quarters aspect of the incentive fee calculation. Incentive fee waivers related to pre-incentive fee net investment income consisted of voluntary waivers of $0.0 million for the nine months ended September 30, 2024 and $0.0 million for the nine months ended September 30, 2023. For the nine months ended September 30, 2024, there were no incentive fees related to the GAAP Incentive Fee.

Current wording

Incentive fee (net of waivers) decreased to $2.2 million for the three months ended March 31, 2025 from $9.2 million for the three months ended March 31, 2024 primarily due to the incentive fee cap. Incentive fee waivers related to pre-incentive fee net investment income consisted of voluntary waivers of $0.0 million for the three months ended March 31, 2025 and $0.0 million for the three months ended March 31, 2024. For the three months ended March 31, 2025, there were no incentive fees related to the GAAP Incentive Fee.

Previous wording

Professional fees and other general and administrative expenses increased to $3.3 million for the three months ended September 30, 2024 from $3.0 million for the three months ended September 30, 2023, primarily due to an increase in costs associated with servicing our investment portfolio.

Current wording

Professional fees and other general and administrative expenses increased to $3.5 million for the three months ended March 31, 2025 from $3.4 million for the three months ended March 31, 2024, primarily due to an increase in costs associated with servicing our investment portfolio.

Previous wording

For the three months ended September 30, 2024 and 2023, we had net realized gains (losses) on investments of $3.3 million and ($50.9) million, respectively, which was primarily driven by full or partial sales or paydowns of our investments. For the three months ended September 30, 2024 and 2023, we had net realized (losses) on foreign currency transactions of ($0.5) million and ($0.7) million, respectively. For the three months ended September 30, 2024 and 2023, we had realized gains (losses) on forward currency contracts of $0.0 million and ($0.2) million, respectively, primarily as a result of settling GBP forward contracts.

Current wording

For the three months ended March 31, 2025 and 2024, we had net realized gains (losses) on investments of ($24.0) million and $2.2 million, respectively, which were primarily driven by full or partial sales or paydowns of our investments. For the three months ended March 31, 2025 and 2024, we had net realized gains (losses) on foreign currency transactions of ($0.2) million and $0.0 million, respectively, primarily as a result of fluctuations in the EUR, GBP, NZD and CAD exchange rates. For the three months ended March 31, 2025 and 2024, we had net realized gains (losses) on forward currency contracts of ($2.4) million and $1.7 million, respectively, primarily as a result of settling AUD, EUR, GBP and NOK forward contracts.

Previous wording

For the three months ended September 30, 2024, we had $30.8 million in unrealized appreciation on 83 portfolio company investments, which was offset by $29.8 million in unrealized depreciation on 78 portfolio company investments. Unrealized appreciation for the three months ended September 30, 2024 resulted from an increase in fair value, primarily due to positive valuation adjustments. Unrealized depreciation for the three months ended September 30, 2024 resulted from a decrease in fair value, primarily due to a widening of credit spreads and negative valuation adjustments.

Current wording

For the three months ended March 31, 2025, we had $50.9 million in unrealized appreciation on 77 portfolio company investments, which was offset by $26.2 million in unrealized depreciation on 99 portfolio company investments. Unrealized appreciation for the three months ended March 31, 2025 resulted from an increase in fair value, primarily due to positive valuation adjustments. Unrealized depreciation for the three months ended March 31, 2025 resulted from a decrease in fair value, primarily due to a widening of credit spreads and negative valuation adjustments.

Previous wording

For the nine months ended September 30, 2024, we had $63.5 million in unrealized appreciation on 92 portfolio company investments, which was offset by $65.0 million in unrealized depreciation on 76 portfolio company investments. Unrealized appreciation for the nine months ended September 30, 2024 resulted from an increase in fair value, primarily due to positive valuation adjustments. Unrealized depreciation for the nine months ended September 30, 2024 resulted from a decrease in fair value, primarily due to a widening of credit spreads and negative valuation adjustments.

Current wording

For the three months ended March 31, 2024, we had $25.8 million in unrealized appreciation on 63 portfolio company investments, which was offset by $29.7 million in unrealized depreciation on 88 portfolio company investments. Unrealized appreciation was primarily due to positive valuation adjustments. Unrealized depreciation for the three months ended March 31, 2024 resulted from a decrease in fair value, primarily due to a widening of credit spreads and negative valuation adjustments.

Previous wording

For the three months ended September 30, 2024 and 2023, we had unrealized appreciation on forward currency exchange contracts of ($5.7) million and $7.1 million, respectively. For the three months ended September 30, 2024, unrealized depreciation on forward currency exchange contracts was primarily due to GBP, EUR and AUD forward contracts.

Current wording

For the three months ended March 31, 2025 and 2024, we had unrealized appreciation on forward currency exchange contracts of ($2.1) million and $1.2 million, respectively. For the three months ended March 31, 2025, unrealized depreciation on forward currency exchange contracts was primarily due to AUD, EUR, GBP, and NOK forward contracts.

Previous wording

Included in total net losses on the consolidated statements of operations were gains (losses) of $5.6 million and ($6.3) million related to realized and unrealized gains and losses on investments, foreign currency holdings and non-investment assets and liabilities attributable to the changes in foreign currency exchange rates for the three months ended September 30, 2024 and 2023, respectively. Including the total net realized and unrealized gains (losses) on forward currency exchange contracts of ($5.7) million and $6.9 million, respectively, included in the above table, the net impact of foreign currency on total net gains (losses) on the consolidated statements of operations is ($0.1) million and $0.5 million for the three months ended September 30, 2024 and 2023, respectively.

Current wording

Included in total net gains (losses) on the Consolidated Statements of Operations were gains (losses) of $4.3 million and ($2.3) million related to realized and unrealized gains and losses on investments, foreign currency holdings and non-investment assets and liabilities attributable to the changes in foreign currency exchange rates for the three months ended March 31, 2025 and 2024, respectively. Including the total net realized and unrealized gains (losses) on forward currency exchange contracts of ($4.5) million and $3.0 million, respectively, included in the above table, the net impact of foreign currency on total net gains (losses) on the Consolidated Statements of Operations is ($0.2) million and $0.7 million for the three months ended March 31, 2025 and 2024, respectively.

Previous wording

For the three months ended September 30, 2024 and 2023, the net increase in net assets resulting from operations was $33.1 million and $33.9 million, respectively. Based on the weighted average shares of common stock outstanding for the three months ended September 30, 2024 and 2023, our per share net increase in net assets resulting from operations was $0.51 and $0.52, respectively.

Current wording

For the three months ended March 31, 2025 and 2024, the increase in net assets resulting from operations was $28.5 million and $35.1 million, respectively. Based on the weighted average shares of common stock outstanding for the three months ended March 31, 2025 and 2024, our per share net increase in net assets resulting from operations was $0.44 and $0.55, respectively.

Previous wording

Our liquidity and capital resources are derived primarily from proceeds from equity issuances, advances from our credit facilities, 2019‑1 Debt, March 2026 Notes, October 2026 Notes, the Sumitomo Credit Facility and cash flows from operations. The primary uses of our cash are for (1) investments in portfolio companies and other investments and to comply with certain portfolio diversification requirements; (2) the cost of operations (including payments to the Advisor under the Investment Advisory and Administration Agreements); (3) debt service, repayment, and other financing costs; and (4) cash distributions to the holders of our common shares.

Current wording

Our liquidity and capital resources are derived primarily from proceeds from equity issuances, advances from our credit facilities, 2019‑1 Debt, March 2026 Notes, October 2026 Notes, March 2030 Notes, the Sumitomo Credit Facility and cash flows from operations. The primary uses of our cash are for (1) investments in portfolio companies and other investments and to comply with certain portfolio diversification requirements; (2) debt service, repayment, and other financing costs; (3) cash distributions to the holders of our common stock; and (4) the cost of operations (including payments to the Advisor under the Investment Advisory and Administration Agreements).

Previous wording

We intend to continue to generate cash primarily from cash flows from operations, future borrowings and future offerings of securities. We may from time to time raise additional equity or debt capital through registered offerings, enter into additional debt facilities, or increase the size of existing facilities or issue debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. We are required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) to our outstanding senior securities, of at least 150% after each issuance of senior securities. As of September 30, 2024 and December 31, 2023, our asset coverage ratio was 187.8% and 189.9%, respectively.

Current wording

We intend to continue to generate cash primarily from cash flows from operations, future borrowings and future offerings of securities. We may from time to time raise additional equity or debt capital through registered offerings, enter into additional debt facilities, or increase the size of existing facilities or issue debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. We are required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) to our outstanding senior securities, of at least 150% after each issuance of senior securities. As of March 31, 2025 and December 31, 2024, our asset coverage ratio was 178.2% and 181.7%, respectively.

Previous wording

At September 30, 2024 and December 31, 2023, we had $59.8 million and $112.5 million in cash, foreign cash, restricted cash and cash equivalents, respectively.

Current wording

At March 31, 2025 and December 31, 2024, we had $94.0 million and $99.1 million in cash, foreign cash, restricted cash and cash equivalents, respectively.

Previous wording

At September 30, 2024, we had approximately $501.3 million of availability on our Sumitomo Credit Facility, subject to existing terms and regulatory requirements. At December 31, 2023 we had approximately $343.3 million of availability on our Sumitomo Credit Facility subject to existing terms and regulatory requirements.

Current wording

At March 31, 2025, we had approximately $699.0 million of availability on our Sumitomo Credit Facility, subject to existing terms and regulatory requirements. At December 31, 2024 we had approximately $412.3 million of availability on our Sumitomo Credit Facility subject to existing terms and regulatory requirements.

Previous wording

For the nine months ended September 30, 2024, cash, foreign cash, restricted cash, and cash equivalents decreased by $52.7 million. During the nine months ended September 30, 2024, we used ($7.1) million in cash for operating activities. The increase in cash used in operating activities was primarily related to purchases of investments of $1,097.8 million, which was offset by proceeds from principal payments and sales of investments of $1,001.5 million and a net increase in assets resulting from operations of $97.3 million.

Current wording

For the three months ended March 31, 2024, cash, foreign cash, restricted cash, and cash equivalents increased by $10.0 million. During the three months ended March 31, 2024, we used $63.7 million in cash for operating activities. The decrease in cash used for operating activities was primarily related to the purchases of investments of $400.9 million, which was offset by proceeds from principal payments and sales of investments of $296.7 million and a net increase in assets resulting from operations of $35.1 million. During the three months ended March 31, 2024, we provided $73.9 million for financing activities, primarily on repayments of our Sumitomo Credit Facility of $97.0 million, and distributions paid during the period of $27.1 million, partially offset by borrowings of $198.0 million.

Previous wording

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the nine months ended September 30, 2024 (dollars in thousands, except per share):

Current wording

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the three months ended March 31, 2025 (dollars in thousands, except per share):

Previous wording

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the nine months ended September 30, 2023 (dollars in thousands, except per share):

Current wording

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the three months ended March 31, 2024 (dollars in thousands, except per share):

Previous wording

The Company’s unaudited consolidated financial statements have been prepared in accordance with US GAAP. The Company’s unaudited consolidated financial statements and related financial information have been prepared pursuant to the requirements for reporting on Form 10‑Q and Articles 1, 6, 10 and 12 of Regulation S-X. These consolidated financial statements reflect adjustments that in the opinion of the Company are necessary for the fair statement of the financial position and results of operations for the periods presented herein and are not necessarily indicative of the full fiscal year. We have determined we meet the definition of an investment company and follow the accounting and reporting guidance in the FASB Accounting Standards Codification (“ASC”) Topic 946 — Financial Services — Investment Companies (“ASC 946”). Our financial currency is U.S. dollars and these consolidated financial statements have been prepared in that currency.

Current wording

The Company’s unaudited Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP"). The Company’s Consolidated Financial Statements and related financial information have been prepared pursuant to the requirements for reporting on Form 10‑Q and Articles 1, 6, 10 and 12 of Regulation S-X. These Consolidated Financial Statements reflect adjustments that in the opinion of the Company are necessary for the fair statement of the financial position and results of operations for the periods presented herein and are not necessarily indicative of the full fiscal year. We have determined we meet the definition of an investment company and follow the accounting and reporting guidance in the Financial Accounting Standards Board ("FASB") Accounting Standards Codification (“ASC”) Topic 946 — Financial Services — Investment Companies (“ASC 946”). Our financial currency is U.S. dollars and these Consolidated Financial Statements have been prepared in that currency.