Skip to main content

WhiteHorse Finance, Inc.

For the period ended Mar 31, 2025. Filed May 12, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 12, 2025

WHF$8.39+1.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-11-07.

0001558370-24-014753

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-12.

0001558370-25-007430

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 157 previous paragraphs and 150 current paragraphs.

96 unchanged; 46 reworded; 2 added; 8 removed; 7 previous and 6 current paragraphs rearranged.

Tables are not compared: 64 previous and 67 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

For the period April 1, 2025 through May 12, 2025, we contributed two additional assets to the STRS JV, which included one issuer of senior secured debt facilities held as of March 31, 2025.

Current report

On January 17, 2025, the terms of the Credit Facility were amended to, among other things, (i) reduce the applicable margins for interest rates to 2.25%, (ii) extend the non-call period to January 17, 2027, (iii) extend the reinvestment period to January 17, 2028, and (iv) extend the scheduled termination date to January 17, 2030​.
Removed paragraphs (8)

Previous report

In July 2017, the head of the United Kingdom Financial Conduct Authority, or the FCA, announced that it would phase out the use of the London Interbank Offer Rate, or LIBOR, by 2021. One-week and two-month U.S.

Previous report

dollar LIBOR and non-U.S. LIBOR ceased at the end of 2021, and the remaining U.S. dollar LIBOR tenors ceased after June 30, 2023. In light of feedback received, the FCA proposed that the one-, three- and six-month U.S. dollar LIBOR tenors continue to be published on a synthetic basis through September 2024. Other jurisdictions have also proposed their own alternatives to LIBOR, including the Sterling Overnight Index Average for Sterling markets, the Euro Short Term Rate for Euros and Tokyo Overnight Average Rate for Japanese Yen.

Previous report

To identify a successor rate for U.S. dollar LIBOR, the Federal Reserve System, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial institutions, has identified SOFR as its preferred alternative rate for LIBOR. SOFR is a measure of the cost of borrowing cash overnight, collateralized by U.S. Treasury securities, and is based on directly observable U.S. Treasury-backed repurchase transactions. LIBOR is no longer utilized as the floating benchmark rate on our debt investments to portfolio companies or Credit Facility.

Previous report

General and administrative expenses increased by $0.2 million and $0.5 million for the three and nine months ended September 30, 2024, respectively, from the three and nine months ended September 30, 2023, primarily due to higher professional and legal fees.

Previous report

On July 13, 2018, we entered into the 2023 Note Purchase Agreement to sell in a private offering $30 million of aggregate principal amount of unsecured notes to qualified institutional investors in reliance on Section 4(a)(2) of the Securities Act. Interest on the 6.000% 2023 Notes was payable semiannually on February 7 and August 7, at a fixed, annual rate of 6.000%. This interest rate was subject to increase (up to 6.50%) in the event that, subject to certain exceptions, the 6.000% 2023 Notes cease to have an investment grade rating. The 6.000% 2023 Notes were issued on August 7, 2018 and were general unsecured obligations that ranked pari passu with all outstanding and future unsecured unsubordinated indebtedness that we may issue. On August 7, 2023, the 6.000% 2023 Notes matured and were fully repaid by the Company.
Reworded paragraphs (46)

Previous wording

whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file with the U.S. Securities and Exchange Commission, or the SEC, in the future, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Current wording

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report on Form 10-Q, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file with the U.S. Securities and Exchange Commission, or the SEC, in the future, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Previous wording

Our investment activities are managed by WhiteHorse Advisers and are supervised by our board of directors, a majority of whom are independent of us, WhiteHorse Advisers and its affiliates. Under the Investment Advisory Agreement, we have agreed to pay WhiteHorse Advisers an annual base management fee based on our average consolidated gross assets as well as an incentive fee based on our investment performance. Under our Administration Agreement, we have agreed to reimburse WhiteHorse Administration for our allocable portion (subject to the review and approval of our independent directors) of overhead and other expenses incurred by WhiteHorse Administration in performing its obligations under the Administration Agreement.

Current wording

consolidated gross assets as well as an incentive fee based on our investment performance. Under our Administration Agreement, we have agreed to reimburse WhiteHorse Administration for our allocable portion (subject to the review and approval of our independent directors) of overhead and other expenses incurred by WhiteHorse Administration in performing its obligations under the Administration Agreement.

Previous wording

Comparison of the Three and Nine Months Ended September 30, 2024 and September 30, 2023

Current wording

Comparison of the Three Months Ended March 31, 2025 and March 31, 2024

Previous wording

Set forth below are the consolidated results of operations for the three and nine months ended September 30, 2024 and 2023:

Current wording

Set forth below are the consolidated results of operations for the three months ended March 31, 2025 and 2024:

Previous wording

Consolidated operating results for the three and nine months ended September 30, 2024 and 2023 are as follows:

Current wording

Consolidated operating results for the three months ended March 31, 2025 and 2024 are as follows:

Previous wording

Net investment income for the three and nine months ended September 30, 2024 totaled $9.2 million and $29.3 million, respectively. Net investment income for the three and nine months ended September 30, 2023 totaled $10.8 million and $32.1 million, respectively. Net investment income decreased by $1.7 million and $2.8 million for the three and nine months ended September 30, 2024 from the three and nine months ended September 30, 2023, as described below under “Investment Income” and “Operating Expenses.”

Current wording

Net investment income for the three months ended March 31, 2025 and 2024 totaled $6.8 million and $10.8 million, respectively. Net investment income decreased by $4.0 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, as described below under “Investment Income” and “Operating Expenses.”

Previous wording

The following table summarizes our investment income for the three and nine months ended September 30, 2024 and 2023:

Current wording

The following table summarizes our investment income for the three months ended March 31, 2025 and 2024:

Previous wording

Interest income other than PIK decreased $3.6 million and $7.3 million, respectively, for the three and nine months ended September 30, 2024 from the three and nine months ended September 30, 2023, primarily attributable to lower yields and portfolio size. For the three and nine months ended September 30, 2024, the weighted average size of the debt portfolio, excluding STRS JV, was $567.7 million and $590.2 million, respectively. For the three and nine months ended September 30, 2024, the weighted average yield, excluding STRS JV, was 10.3% and 10.7%, respectively. For the three and nine months ended September 30, 2023, the weighted average size of the debt portfolio, excluding STRS JV, was $636.1 million and $650.2 million, respectively. For the three and nine months ended September 30, 2023, the weighted average yield, excluding STRS JV, was 11.7% and 11.3%, respectively. For the three and nine months ended September 30, 2024, there was a reversal of accrued interest from our investment to Telestream Holdings Corporation, negatively impacting total investment income by $0.3 million, or approximately $0.013 cents per share.

Current wording

Interest income other than PIK income, decreased $4.0 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, primarily attributable to lower yields, investments placed on non-accrual status and lower portfolio size. For the three months ended March 31, 2025, the weighted average size and weighted average yield of the debt portfolio, excluding STRS JV, was $568.5 million and 9.0%, respectively. For the three months ended March 31, 2024, the weighted average size and weighted average yield of the debt portfolio, excluding STRS JV, was $612.6 million and 10.7%, respectively.

Previous wording

PIK income increased by $1.1 million for the three months ended September 30, 2024 from the three months ended September 30, 2023, primarily from investments to MSI Information Services, Inc. PIK income increased by $1.6 million for the nine months ended September 30, 2024 from the nine months ended September 30, 2023, primarily from investments to portfolio companies Honors Holdings, LLC (d/b/a Orange Theory), MSI Information Services, Inc. and Telestream Holdings Corporation. We may invest in loans that contain a PIK interest rate provision where PIK interest is accrued at the contractual rates and added to loan principal on the reset dates to the extent such amounts are expected to be collected.

Current wording

PIK income decreased by $1.3 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, primarily due to PIK income earned on the Telestream Holdings Corporation investments during the three months ended March 31, 2024. We may invest in loans that contain a PIK interest rate provision where PIK interest is accrued at the contractual rates and added to loan principal on the reset dates to the extent such amounts are expected to be collected.

Previous wording

Fee and dividend income decreased by $0.5 million and $1.5 million, respectively, for the three and nine months ended September 30, 2024 from the three and nine months ended September 30, 2023 due to lower non-recurring fee income. We expect to generate some level of non-recurring fee income during most quarters from prepayments, amendments and other sources.

Current wording

Fee and dividend income decreased by $0.2 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, due to lower non-recurring fee income. We expect to generate some level of non-recurring fee income during most quarters from prepayments, amendments and other sources.

Previous wording

Interest and dividend income from STRS JV increased by $1.3 million for the nine months ended September 30, 2024 from the nine months ended September 30, 2023, primarily attributable to an increase in base rates.

Current wording

Interest and dividend income from STRS JV decreased by $1.1 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, primarily attributable toa decreasein base rates.

Previous wording

The following table summarizes our expenses for the three and nine months ended September 30, 2024 and 2023:

Current wording

The following table summarizes our expenses for the three months ended March 31, 2025 and 2024:

Previous wording

Interest expense decreased $0.6 million and $1.0 million for the three and nine months ended September 30, 2024 from the three and nine months ended September 30, 2023, primarily due to a decrease in total debt outstanding. For the three and nine months ended September 30, 2024, the weighted average outstanding borrowings were $370.3 million and $384.7 million at a weighted average interest rate of 6.36% and 6.46%, respectively. For the three and nine months ended September 30, 2023, the weighted average outstanding borrowings were $421.6 million and $434.6 million at a weighted average interest rate of 6.52% and 6.33%, respectively.

Current wording

Interest expense decreased by $1.1 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, primarily due to lower weighted average borrowing base and weighted average interest rate. For the three months ended March 31, 2025, the weighted average outstanding borrowings were $366.5 million at a weighted average interest rate of 5.77%. For the three months ended March 31, 2024, the weighted average outstanding borrowings were $398.0 million at a weighted average interest rate of 6.53%.

Previous wording

Base management fees decreased by $0.7 million and $1.9 million for the three and nine months ended September 30, 2024, respectively, from the three and nine months ended September 30, 2023 due to the base management fee rate reduction to 1.75%, from 2.00% effective January 1, 2024.

Current wording

Base management fees decreased by $0.3 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, primarily due to lower gross assets.

Previous wording

Performance-based incentive fees decreased by $0.4 million and $0.7 million for the three and nine months ended September 30, 2024, respectively, from the three and nine months ended September 30, 2023 due to lower pre-incentive fee net investment income. There was no capital gains incentive fee incurred for both the three and nine months ended September 30, 2024 and the three and nine months ended September 30, 2023.

Current wording

Performance-based incentive fees decreased by $1.0 million for the three months ended March 31, 2025 from the three months ended March 31, 2024, due to lower pre-incentive fee net investment income. Forthe three months ended March 31, 2025 and 2024, there were no capital gains incentive fee expenses incurred.

Previous wording

Excise tax was $0.3 million and $0.9 million for the three and nine months ended September 30,2024, respectively. Excise tax was $0.2 million and $0.7 million for the three and nine months ended September 30, 2023, respectively. As of September 30, 2024 and December 31, 2023, we accrued a net federal excise tax expense of $0.8 million and $1.0 million, respectively.

Current wording

Excise tax was $0.1 million and $0.3 million for the three months ended March 31,2025 and 2024, respectively. As of March 31, 2025 and December 31, 2024, we accrued a net federal excise tax expense of $1.2 million and $1.1 million, respectively.

Previous wording

The following table shows the breakdown of net realized gains and losses on investments for the three and nine months ended September 30, 2024 and 2023:

Current wording

The following table shows the breakdown of net realized gains and losses on investments for the three months ended March 31, 2025 and 2024:

Previous wording

The following table shows the breakdown in the changes in unrealized appreciation and depreciation of investments for the three and nine months ended September 30, 2024 and 2023:

Current wording

The following table shows the breakdown in the changes in unrealized appreciation and depreciation of investments for the three months ended March 31, 2025 and 2024:

Previous wording

Our board of directors may decide to issue common stock, such as through at-the-market offerings, direct placements or otherwise, to finance our operations rather than issuing debt or other senior securities. Any decision to sell shares below the then-current net asset value per share of our common stock is subject to stockholder approval and a determination by our board of directors that such issuance and sale is in our and our stockholders’ best interests. Any sale or other issuance of shares of our common stock at a price below net asset value per share results in immediate

Current wording

Our board of directors may decide to issue common stock, such as through at-the-market offerings, direct placements or otherwise, to finance our operations rather than issuing debt or other senior securities. Any decision to sell shares below the then-current net asset value per share of our common stock is subject to stockholder approval and a determination by our board of directors that such issuance and sale is in our and our stockholders’ best interests. Any sale or other issuance of shares of our common stock at a price below net asset value per share results in immediate dilution to our stockholders’ interests in our common stock and a reduction in our net asset value per share. If we were to issue additional shares of our common stock during the next 12 months, we do not intend to issue shares below the then-current net asset value per share.

Previous wording

Restricted cash and cash equivalents include amounts that are collected and held by the trustee appointed as custodian of the assets securing the Credit Facility. Restricted cash is held by the trustee for the payment of interest expense and principal on the outstanding borrowings or reinvestment into new assets. Restricted cash that represents interest or fee income is transferred to unrestricted cash accounts by the trustee generally once a quarter after the payment of operating expenses and amounts due under the Credit Facility.

Current wording

Restricted cash and cash equivalents include amounts that are collected and held by the trustee appointed as custodian of the assets securing the Credit Facility. Restricted cash is held by the trustee for the payment of interest expense and principal on the outstanding borrowings or reinvestment into new assets. Restricted cash that represents interest or fee income is transferred to unrestricted cash accounts by the Administrative Agent generally once a quarter after the payment of operating expenses and amounts due under the Credit Facility.

Previous wording

We may become a party to financial instruments with off-balance sheet risk in the normal course of our business to meet the financial needs of our portfolio companies. These instruments may include commitments to extend credit and involve elements of liquidity and credit risk in excess of the amount recognized on the consolidated statements of assets and liabilities. As of September 30, 2024 and December 31, 2023, we had commitments to fund approximately $28.2 million and $21.4 million, respectively, of revolving lines of credit or delayed draw facilities to our portfolio companies. We reasonably believe that we have sufficient assets to adequately cover and allow us to satisfy our outstanding unfunded commitments.

Current wording

We may become a party to financial instruments with off-balance sheet risk in the normal course of our business to meet the financial needs of our portfolio companies. These instruments may include commitments to extend credit and involve elements of liquidity and credit risk in excess of the amount recognized on the consolidated statements of assets and liabilities. As of March 31, 2025 and December 31, 2024, we had commitments to fund approximately $31.9 million and $26.4 million, respectively, of revolving lines of credit or delayed draw facilities to our portfolio companies. We reasonably believe that we have sufficient assets to adequately cover and allow us to satisfy our outstanding unfunded commitments.

Previous wording

Our operating activities provided cash and cash equivalents of $74.6 million during the nine months ended September 30, 2023, primarily from the net proceeds received from realizations and repayments on our investments, partially offset by acquisition of investments and cash used from the net change in working capital. Our financing activities used cash and cash equivalents of $71.0 million during the nine months ended September 30, 2023, primarily due to repayments on the Credit Facility, repayment of the 6.000% 2023 Notes and the payment of distributions to stockholders, partially offset by proceeds from the 7.875% 2028 Notes of $34.5 million.

Current wording

Our operating activities used cash and cash equivalents of $7.0 million during the three months ended March 31, 2025, primarily from acquisition of investments and cash used from the net change in working capital the net proceeds, partially offset from realizations and repayments on our investments. Our financing activities used cash and cash equivalents of $1.2 million during the three months ended March 31, 2025, primarily due to payment of distributions to stockholders, offset with net fundings on the Credit Facility.

Previous wording

Our operating activities provided cash and cash equivalents of $57.7 million during the nine months ended September 30, 2024, primarily from the net proceeds received from realizations and repayments on our investments, partially offset by acquisition of investments and cash used from the net change in working capital. Our financing activities used cash and cash equivalents of $61.5 million during the nine months ended September 30, 2024, primarily for repayments on the Credit Facility and the payment of distributions to stockholders.

Current wording

Our operating activities provided cash and cash equivalents of $1.6 million during the three months ended March 31, 2024, primarily from the net proceeds received from realizations and repayments on our investments, partially offset by acquisition of investments and cash used from the net change in working capital. Our financing activities used cash and cash equivalents of $5.2 million during the three months ended March 31, 2024, primarily due to payment of distributions to stockholders, offset with net fundings on the Credit Facility.

Previous wording

As of September 30, 2024, we had cash and cash equivalent resources of $20.7 million, including $9.5 million of restricted cash. As of September 30, 2024, we had approximately $173.4 million undrawn and available to be drawn under the Credit Facility based on the collateral and portfolio quality requirements stipulated in the related credit agreement.

Current wording

As of March 31, 2025, we had cash and cash equivalent resources of $19.6 million, including $8.2 million of restricted cash. As of March 31, 2025, we had approximately $164.9 million undrawn and available to be drawn under the Credit Facility based on the collateral and portfolio quality requirements stipulated in the related credit agreement.

Previous wording

As of December 31, 2023, we had cash and cash equivalent resources of $24.5 million, including $13.7 million of restricted cash. As of December 31, 2023, we had approximately $138.5 million undrawn and available to be drawn under the Credit Facility based on the collateral and portfolio quality requirements stipulated in the related credit agreement.

Current wording

As of December 31, 2024, we had cash and cash equivalent resources of $27.8 million, including $15.4 million of restricted cash. As of December 31, 2024, we had approximately $173.5 million undrawn and available to be drawn under the Credit Facility based on the collateral and portfolio quality requirements stipulated in the related credit agreement.

Previous wording

In January 2019, we and STRS Ohio formed a joint venture, STRS JV, that invests primarily in senior secured loans, including first lien and second lien facilities, to performing lower middle market companies across a broad range of industries that typically carry a floating interest index rate based on SOFR, or an equivalent index rate and have a term of three to six years. STRS JV invests in portfolio companies in the same industries in which we may directly invest. STRS JV was formed as a Delaware LLC and is not consolidated by either us or STRS Ohio for financial reporting purposes. On July 19, 2019, STRS JV formally launched operations. As of September 30, 2024, STRS JV had total assets of $326.2 million. As of December 31, 2023, STRS JV had total assets of $332.2 million.

Current wording

In January 2019, we and STRS Ohio formed a joint venture, STRS JV, that invests primarily in senior secured loans, including first lien and second lien facilities, to performing lower middle market companies across a broad range of industries that typically carry a floating interest index rate based on SOFR, or an equivalent index rate and have a term of three to six years. STRS JV invests in portfolio companies in the same industries in which we may directly invest. STRS JV was formed as a Delaware LLC and is not consolidated by either us or STRS Ohio for financial reporting purposes. On July 19, 2019, STRS JV formally launched operations. As of March 31, 2025, STRS JV had total assets of $323.5 million. As of December 31, 2024, STRS JV had total assets of $309.1 million.

Previous wording

We provide capital to STRS JV in the form of LLC equity interests and subordinated notes. In February 2023, we increased our capital commitment to the STRS JV in the amount of an additional $15.0 million, bringing our total capital commitment to the STRS JV to $115.0 million, comprised of $92.0 million of subordinated notes and $23.0 million of LLC equity interests. We previously increased our capital commitment in February 2022 to the STRS JV in the amount

Current wording

We provide capital to STRS JV in the form of LLC equity interests and subordinated notes. In February 2023, we increased our capital commitment to the STRS JV in the amount of an additional $15.0 million, bringing our total capital commitment to the STRS JV to $115.0 million, comprised of $92.0 million of subordinated notes and $23.0 million of LLC equity interests. We previously increased our capital commitment in February 2022 to the STRS JV in the amount of an additional $25.0 million, bringing our then total capital commitment to the STRS JV to $100.0 million, comprised of $80.0 million of subordinated notes and $20.0 million of LLC equity interests.

Previous wording

As of September 30, 2024, we and STRS Ohio owned approximately 65.71% and 34.29%, respectively, of the LLC equity interests of STRS JV. As of September 30, 2024, our investment in STRS JV consisted of equity contributions and subordinated note advance commitments of $23.0 million and $92.0 million, respectively, of which $1.9 million and $7.6 million were unfunded, respectively.

Current wording

As of both March 31, 2025 and December 31, 2024, we and STRS Ohio owned approximately 65.71% and 34.29%, respectively, of the LLC equity interests of STRS JV. As of both March 31, 2025 and December 31, 2024, our investment in STRS JV consisted of equity contributions and subordinated note advance commitments of $23.0 million and $92.0 million, respectively, of which $1.9 million and $7.6 million were unfunded, respectively.

Previous wording

STRS JV is managed by a four-person board of managers, two of whom are selected by us and two of whom are selected by STRS Ohio. All material decisions with respect to STRS JV, including those involving its investment portfolio, require unanimous approval of a quorum of the board of managers. Quorum is defined as (i) the presence of two members of the board of managers; provided that at least one individual is present that was elected, designated or appointed by each member; (ii) the presence of three members of the board of managers; provided that the individual that was elected, designated or appointed by the member with only one individual present is entitled to cast two votes on each matter; or (iii) the presence of four members of the board of managers; provided that two individuals are present that were elected, designated or appointed by each member.

Current wording

STRS JV is managed by a four-person board of managers, two of whom are selected by us and two of whom are selected by STRS Ohio. All material decisions with respect to STRS JV, including those involving its investment portfolio, require unanimous approval of a quorum of the board of managers. Quorum is defined as (i) the presence of two members of the board of managers; provided that at least one individual is present that was elected, designated or appointed by each member; (ii) the presence of three members of the board of managers; provided that the individual

Previous wording

See Note 4 to our consolidated financial statements for further discussion on STRS JV’s portfolio and selected balance sheet information as of September 30, 2024 and December 31, 2023 and selected statement of operations information for the three and nine months ended September 30, 2024 and 2023.

Current wording

See Note 4 to our consolidated financial statements for further discussion on STRS JV’s portfolio and selected balance sheet information as of March 31, 2025 and December 31, 2024 and selected statement of operations information for the three months ended March 31, 2025 and 2024.

Previous wording

On December 23, 2015, our wholly owned subsidiary WhiteHorse Credit I, LLC, or WhiteHorse Credit, entered into a revolving credit and security agreement with JPMorgan, as administrative agent and lender (the “Credit Facility”).

Current wording

On December 23, 2015, our wholly owned subsidiary WhiteHorse Credit I, LLC, or WhiteHorse Credit, entered into the Credit Facility.

Previous wording

Advances under the Credit Facility are based on SOFR for USD denominated borrowings plus an annual spread of 2.50%. The Credit Facility bears interest at EurIBOR for EUR denominated borrowings, CDOR for CAD denominated borrowings and SONIA for GBP denominated borrowings, plus a spread of 2.35% on outstanding borrowings. Interest is payable quarterly in arrears. WhiteHorse Credit is required to pay a non-usage fee which accrues at 0.75% per annum on the average daily unused amount of the financing commitments, to the extent the aggregate principal amount available under the Credit Facility has not been borrowed. WhiteHorse Credit paid an upfront fee and incurred certain other customary costs and expenses in connection with obtaining the Credit Facility. Any amounts borrowed under the Credit Facility will mature, and all accrued and unpaid interest thereunder will be due and payable, on November 22, 2025.

Current wording

Advances under the Credit Facility are based on SOFR for USD denominated borrowings plus an annual spread of 2.25%. The Credit Facility bears interest at EurIBOR for EUR denominated borrowings, CORRA for CAD denominated borrowings and SONIA for GBP denominated borrowings, plus a spread of 2.25% on outstanding borrowings. Interest is payable quarterly in arrears. WhiteHorse Credit is required to pay a non-usage fee which accrues at 0.55% per annum on the average daily unused amount of the financing commitments, to the extent the aggregate principal amount available under the Credit Facility has not been borrowed. WhiteHorse Credit paid an upfront fee and incurred certain other customary costs and expenses in connection with obtaining the Credit Facility. Any amounts borrowed under the Credit Facility will mature, and all accrued and unpaid interest thereunder are due and payable, on January 17, 2030.

Previous wording

If we fail to perform our obligations under the Amended Loan Agreement or the related agreements, an event of default may occur, which could cause the Lender to accelerate all of the outstanding debt and other obligations under the Credit Facility or to exercise other remedies under the Amended Loan Agreement. Any such developments could have a material adverse effect on our financial condition and results of operations.

Current wording

If we fail to perform our obligations under the Amended Loan Agreement or the related agreements, an event of default may occur, which could cause the Lender to accelerate all of the outstanding debt and other obligations under the

Previous wording

As of September 30, 2024, there were $161.6 million in outstanding borrowings under the Credit Facility and, based on collateral and portfolio requirements stipulated in the Credit Facility agreement, approximately $173.4 million was available to be drawn on such date. The Credit Facility is secured by all of the assets of WhiteHorse Credit, which included loans with a fair value of $523.2 million as of September 30, 2024.

Current wording

As of March 31, 2025, there were $170.1 million in outstanding borrowings under the Credit Facility and, based on collateral and portfolio requirements stipulated in the Credit Facility agreement, approximately $164.9 million was available to be drawn on such date. The Credit Facility is secured by all of the assets of WhiteHorse Credit, which included loans with a fair value of $521.2 million as of March 31, 2025.

Previous wording

As of December 31, 2023, there were $196.5 million in outstanding borrowings under the Credit Facility and, based on collateral and portfolio requirements stipulated in the Credit Facility agreement, approximately $138.5 million was available to be drawn on such date. The Credit Facility is secured by all of the assets of WhiteHorse Credit, which included loans with a fair value of $572.1 million as of December 31, 2023.

Current wording

As of December 31, 2024, there was $161.5 million in outstanding borrowings under the Credit Facility and, based on collateral and portfolio requirements stipulated in the Credit Facility agreement, approximately $173.5 million was available to be drawn on such date. The Credit Facility is secured by all of the assets of WhiteHorse Credit, which included loans with a fair value of $512.2 million as of December 31, 2024.

Previous wording

As of December 31, 2023, our investment portfolio consisted primarily of senior secured loans across 116 positions in 72 companies with an aggregate fair value of $696.2 million. As of December 31, 2023, the majority of our portfolio was comprised of senior secured loans to lower middle market borrowers, and nearly all of those loans were variable-rate investments, primarily indexed to SOFR, with fixed-rate loan investments representing 0.9% based on fair value. As of December 31, 2023, our portfolio had an average investment size of $5.2 million based on fair value and average debt investment size of $6.7 million, with investment sizes ranging from zero to $21.7 million and a weighted average effective yield of 12.4% (and a weighted average effective yield on income-producing debt investments of 13.7%).

Current wording

As of March 31, 2025, our investment portfolio consisted primarily of senior secured loans across 134 positions in 74 companies with an aggregate fair value of $651.0 million. As of March 31, 2025, the majority of our portfolio was comprised of senior secured loans to lower middle market borrowers and nearly all of those loans were variable-rate investments (primarily indexed to SOFR) with five fixed-rate loan investments representing 1.3% based on fair value. As of March 31, 2025, our portfolio had an average investment size of $4.1 million based on fair value and average debt investment size of $5.2 million, with investment sizes ranging from zero to $22.3 million and a weighted average effective yield of 9.6% (and a weighted average effective yield on income-producing debt investments of 12.1%).

Previous wording

As of September 30, 2024, our investment portfolio consisted primarily of senior secured loans across 129 positions in 73 companies with an aggregate fair value of $654.3 million. As of September 30, 2024, the majority of our portfolio was comprised of senior secured loans to lower middle market borrowers and nearly all of those loans were variable-rate investments (primarily indexed to SOFR) with five fixed-rate loan investments representing 1.3% based on fair value. As of September 30, 2024, our portfolio had an average investment size of $4.3 million based on fair value and average

Current wording

As of December 31, 2024, our investment portfolio consisted primarily of senior secured loans across 127 positions in 71 companies with an aggregate fair value of $642.2 million. As of December 31, 2024, the majority of our portfolio was comprised of senior secured loans to lower middle market borrowers and nearly all of those loans were variable-rate investments, primarily indexed to SOFR, with fixed-rate loan investments representing 1.3% based on fair value. As of December 31, 2024, our portfolio had an average investment size of $4.3 million based on fair value and average debt investment size of $5.5 million, with investment sizes ranging from zero to $22.4 million and a weighted average effective yield of 10.2% (and a weighted average effective yield on income-producing debt investments of 12.5%).

Previous wording

For the nine months ended September 30, 2024, we invested $169.3 million in new and existing portfolio companies, offset by repayments and sales of $198.1 million. Proceeds from sales totaled $72.9 million while repayments included $5.0 million of scheduled repayments and $120.2 million of unscheduled repayments.

Current wording

For the three months ended March 31, 2025, we invested $47.2 million in new and existing portfolio companies, offset by repayments and sales of $37.5 million. Proceeds from sales totaled $18.5 million while repayments included $1.4 million of scheduled repayments and $17.6 million of unscheduled repayments.

Previous wording

For the nine months ended September 30, 2023, we invested $86.4 million in new and existing portfolio companies, offset by repayments and sales of $132.5 million. Proceeds from sales totaled $50.8 million while repayments included $9.2 million of scheduled repayments and $72.5 million of unscheduled repayments.

Current wording

For the three months ended March 31, 2024, we invested $58.2 million in new and existing portfolio companies, offset by repayments and sales of $54.9 million. Proceeds from sales totaled $29.1 million while repayments included $1.8 million of scheduled repayments and $24.0 million of unscheduled repayments.

Previous wording

During the three and nine months ended September 30, 2024, we declared to stockholders distributions of $0.385 and $1.155, respectively, per share for total distributions of $8.9 million and $26.8 million, respectively. During the three and nine months ended September 30, 2023 we declared to stockholders distributions of $0.37 and $1.165, respectively, per share for total distributions of $8.6 million and $27.1 million, respectively.

Current wording

During the three months ended March 31, 2025, we declared to stockholders distributions of $0.385 per share for total distributions of $8.9 million. During the three months ended March 31, 2024, we declared to stockholders distributions of $0.385 per share for total distributions of $8.9 million.

Showing the first 40 of 46 pairs. Open the source sections for the rest.

Rearranged current paragraphs (6)

Current report — wording carried from elsewhere

Our investment activities are managed by WhiteHorse Advisers and are supervised by our board of directors, a majority of whom are independent of us, WhiteHorse Advisers and its affiliates. Under the Investment Advisory Agreement, we have agreed to pay WhiteHorse Advisers an annual base management fee based on our average

Current report — wording carried from elsewhere

that was elected, designated or appointed by the member with only one individual present is entitled to cast two votes on each matter; or (iii) the presence of four members of the board of managers; provided that two individuals are present that were elected, designated or appointed by each member.

Current report — wording carried from elsewhere

Prior to the Credit Facility amendment on January 17, 2025, advances under the Credit Facility were based on SOFR for USD denominated borrowings plus an annual spread of 2.50%. The Credit Facility bore interest at EurIBOR for EUR denominated borrowings, CORRA for CAD denominated borrowings and SONIA for GBP denominated borrowings, plus a spread of 2.35% on outstanding borrowings. Interest is payable quarterly in arrears. WhiteHorse Credit was required to pay a non-usage fee which accrues at 0.75% per annum on the average daily unused amount of the financing commitments, to the extent the aggregate principal amount available under the Credit Facility has not been borrowed. WhiteHorse Credit paid an upfront fee and incurred certain other customary costs and expenses in connection with obtaining the Credit Facility.

Current report — wording carried from elsewhere

Credit Facility or to exercise other remedies under the Amended Loan Agreement. Any such developments could have a material adverse effect on our financial condition and results of operations.

Current report — wording carried from elsewhere

is not readily available is reviewed by an independent valuation firm at least once during each 12-month period. However, the Investment Adviser does not intend to have de minimis investments of less than 1.5% of our total assets (up to an aggregate of 10% of our total assets) independently reviewed.

Current report — wording carried from elsewhere

We may receive fees in addition to interest income from the loans during the life of the investment. We may receive origination fees upon the origination of an investment. We defer these origination fees and deduct them from the cost basis of the investment and subsequently accrete them into income over the term of the loan. We may receive facility,
Rearranged previous paragraphs (7)

Previous report — wording carried elsewhere

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report on Form 10-Q, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements,

Previous report — wording carried elsewhere

dilution to our stockholders’ interests in our common stock and a reduction in our net asset value per share. If we were to issue additional shares of our common stock during the next 12 months, we do not intend to issue shares below the then-current net asset value per share.

Previous report — wording carried elsewhere

of an additional $25.0 million, bringing our then total capital commitment to the STRS JV to $100.0 million, comprised of $80.0 million of subordinated notes and $20.0 million of LLC equity interests.

Previous report — wording carried elsewhere

As of December 31, 2023, we and STRS Ohio owned approximately 65.71% and 34.29%, respectively, of the LLC equity interests of STRS JV. As of December 31, 2023, our investment in STRS JV consisted of equity contributions and subordinated note advance commitments of $23.0 million and $92.0 million, respectively, of which $1.9 million and $7.6 million were unfunded, respectively.

Previous report — wording carried elsewhere

On March 15, 2021, we previously entered into an equity distribution agreement, or the 2021 Equity Distribution Agreement, with WhiteHorse Advisers, WhiteHorse Administration and Raymond James & Associates, Inc., as the sales agent, or Raymond James, in connection with the sale of shares of our common stock, with an aggregate offering price of up to $35.0 million (the “2021 ATM Offering”). We used all or substantially all of the net proceeds from the 2021 ATM Offering to invest in portfolio companies in accordance with our investment objective and strategies and for general corporate purposes. The 2021 Equity Distribution Agreement with Raymond James is no longer effective. Gross proceeds of $4.4 million were raised from the 2021 ATM Offering with Raymond James.

Previous report — wording carried elsewhere

debt investment size of $5.6 million, with investment sizes ranging from zero to $20.7 million and a weighted average effective yield of 10.6% (and a weighted average effective yield on income-producing debt investments of 13.1%).

Previous report — wording carried elsewhere

We record our investment transactions on a trade date basis, which is the date when we have determined that all material terms have been defined for the transactions. These transactions could possibly settle on a subsequent date