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WhiteHorse Finance, Inc.

For the period ended Jun 30, 2025. Filed Aug 7, 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.

Jun 30, 2025 · Filed Aug 7, 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 2025-03-31; filed 2025-05-12.

0001558370-25-007430

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

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001558370-25-010646

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 150 previous paragraphs and 163 current paragraphs.

102 unchanged; 45 reworded; 11 added; 0 removed; 3 previous and 5 current paragraphs rearranged.

Tables are not compared: 67 previous and 69 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 (11)

Current report

PIK income decreased by $1.2 million for the three months ended June 30, 2025 from the three months ended June 30, 2024, primarily due to $0.9 million of PIK income earned on the Honors Holdings, LLC (d/b/a Orange Theory) investments during the three months ended June 30, 2024. PIK income decreased $2.5 million for the six months ended June 30, 2025 from the six months ended June 30, 2024 due to higher PIK income earned in the six months ended June 30, 2025, primarily due to $1.6 million on the Telestream Holdings Corporation and $0.9 million on the Honors Holdings, LLC (d/b/a Orange Theory) investments, respectively.

Current report

On June 27, 2025, the terms of the Credit Facility were amended to, among other things, reduce the availability under the Credit Facility to $100.0 million from $335.0 million.

Current report

On June 10, 2025, we completed a $298.15 million term debt securitization transaction (the “2025 CLO Securitization”). The 2025 CLO Securitization functions as a source of long-term balance sheet financing for a portion of our portfolio investments and, as a result, the debt issued in connection with the 2025 CLO Securitization that is held by external counterparties to the Company is subject to the Company’s regulatory asset coverage requirement.

Current report

The debt tranches offered in the 2025 CLO Securitization were issued by WHF CLO, a wholly-owned subsidiary of WhiteHorse Finance, and executed through a private placement comprised of both senior secured floating rate notes and loans (the “2025 Senior CLO Notes”) as well as subordinated notes (the “2025 Subordinated CLO Notes”). The 2025 Senior CLO Notes consisted of (i) $174.0 million of AAA-rated Class A Notes and Class A-L Loans, issued in the aggregate and pari passu to one another (the “Class A Notes”); (ii) $30.0 million of AA-rated Class B Notes (the “Class B Notes”); (iii) $24.0 million of A-rated Class C Notes (the “Class C Notes”). Additionally, $70.15 million of 2025 Subordinated CLO Notes were issued, which do not bear interest but are entitled to all of the residual principal and interest payments made on the loan portfolio of assets collateralizing the 2025 CLO Securitization, net of the interest expense and debt principal payments distributed to the holders of the 2025 Senior CLO Notes. The 2025 Senior CLO Notes, together with the 2025 Subordinated CLO Notes, are collectively referred to herein as the “2025 CLO Notes”. As of June 30, 2025, the Company indirectly retained $30.0 million of the Class B Notes, $24.0 million of the Class C Notes and $70.15 million of the 2025 Subordinated CLO Notes. The Class A Notes are included in the consolidated statements of assets and liabilities as debt of the Company. As of June 30, 2025, the Class B Notes, Class C Notes and 2025 Subordinated CLO Notes were eliminated in consolidation.

Current report

The following table presents additional information on the 2025 CLONotes issued in the 2025 CLO Securitizationas of June 30, 2025:

Current report

As part of the 2025 CLO Securitization, the Company entered into master loan sale agreements that provide for the sale of assets on the 2025 CLO Securitization closing date as well as for future sales from the Company to WHF CLO. The 2025 CLO Securitization is collateralized and secured by a diversified portfolio of senior secured loans or participation interests therein with the potential for reinvestment in (i) first and second lien loans or participation interests therein, (ii) corporate bonds or (iii) loans made to a debtor-in-possession pursuant to Section 364 of the Bankruptcy Code (“DIP loans”). Through May 25, 2029, all principal collections received on the underlying collateral may be used by WHF CLO to purchase new collateral (allowing the Company to maintain the initial leverage obtained in the 2025 CLO Securitization) under the direction of H.I.G. Capital, L.L.C., an affiliate of the Investment Advisor, in its capacity as the collateral manager to WHF CLO (the “CLO Investment Manager”), and in accordance with the Company’s investment strategy and subject to customary conditions set forth in the documents governing the 2025 CLO Securitization; any fees that the CLO Investment Manager would otherwise be entitled to for providing such services has been waived. The 2025 CLO Notes are scheduled to mature on May 5, 2037; however, they may be redeemed by the Company, at the written direction of (i) a majority of the Subordinated Notes (with the consent of the CLO Investment Manager) or (ii) the CLO Investment Manager (with the consent of a majority of the 2025 Subordinated CLO Notes), in each case, on any business day on or after June 10, 2027.

Current report

As of June 30, 2025, there were 38 portfolio companies with a total fair value of approximately $294.5 million** **securing the 2025 CLO Securitization. The pool of loans in the 2025 CLO Securitization must meet certain requirements, including asset mix and concentration, collateral coverage, term, agency rating, minimum coupon, minimum spread and sector diversity requirements.

Current report

In June 2025, as part of a restructuring agreement between the Company and Telestream Holdings Corporation, the Company’s first lien secured term loan and revolver investments to Telestream Holdings Corporation, were converted into a new first lien secured term loan in Telestream 2 LLC (d/b/a Telestream Holdings Corporation) and common equity of Telestream Topco 2 LLC (d/b/a Telestream Holdings Corporation).

Current report

In September 2024, as part of a restructuring and partial foreclosure agreement between the Company and Honors Holdings, LLC (d/b/a Orange Theory), the Company’s first lien secured term loan, first lien delayed draw loan and revolver investments in Honors Holdings, LLC, which had a historical cost basis of $17,816, were converted into a new first lien secured term loan of Camarillo Fitness Holdings, LLC (f/k/a Honors Holdings, LLC) and common equity interests in H.I.G. Camarillo, L.P. (f/k/a Honors Holdings, LLC). As of the restructuring date, these investments had an adjusted cost basis of $10,234. The remaining portion of the Honors Holdings, LLC first lien secured investments, with a cost basis of $7,582, was recognized as a net realized loss in the consolidated statements of operations.

Current report

In January 2024, as part of a restructuring agreement between the Company and Arcstor Midco, LLC (d/b/a Arcserve (USA), the Company’s first lien secured term loan and priority first lien delayed draw loan investments in Arcstor Midco, LLC (d/b/a Arcserve (USA), converted into a new first lien secured delayed draw loan and unsecured notes in Arcserve Cayman Opco LP (d/b/a Arcserve (USA), LLC) and common equity of Arcserve Cayman GP LLC (d/b/a Arcserve (USA), LLC) and Arcserve Cayman Topco LP (d/b/a Arcserve (USA), LLC).
Reworded paragraphs (45)

Previous wording

We are an externally managed, non-diversified, closed-end management investment company that has elected to be treated as a business development company under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, for tax purposes, we elected to be treated as a regulated investment company, or RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code.

Current wording

We are an externally managed, non-diversified, closed-end management investment company that has elected to be treated as a business development company under the 1940 Act defined above. In addition, for tax purposes, we elected to be treated as a regulated investment company, or RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code.

Previous wording

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 wording

For the period July 1, 2025 through August 7, 2025, we contributed two additional assets to the STRS JV, which included two issuers of senior secured debt facilities held as of June 30, 2025.

Previous wording

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

Current wording

Comparison of the Three and Six Months Ended June 30, 2025 and June 30, 2024

Previous wording

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

Current wording

Set forth below are the consolidated results of operations for the three and six months ended June 30, 2025 and 2024:

Previous wording

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

Current wording

Consolidated operating results for the three and six months ended June 30, 2025 and 2024 are as follows:

Previous 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.”

Current wording

Net investment income for the three and six months ended June 30, 2025 totaled $6.6 million and $13.4 million, respectively. Net investment income for the three and six months ended June 30, 2024 totaled $9.3 million and $20.1 million, respectively. Net investment income decreased by $2.7 million and $6.7 million for the three and six months ended June 30, 2025 from the three and six months ended June 30, 2024, as described below under “Investment Income” and “Operating Expenses.”

Previous wording

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

Current wording

The following table summarizes our investment income for the three and six months ended June 30, 2025 and 2024:

Previous 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.

Current wording

Interest income other than PIK income, decreased $3.3 million and $7.3 million for the three and six months ended June 30, 2025 from the three and six months ended June 30, 2024, primarily attributable to lower yields, investments placed on non-accrual status and lower portfolio size. For the three and six months ended June 30, 2025, the weighted average size of the debt portfolio, excluding STRS JV, andthe weighted average yield on income producing investments, excluding STRS JV, was $549.6 million and $553.7 million, and 11.9% and 12.0%, respectively. For the three and six months ended June 30, 2024, the weighted average size of the debt portfolio, excluding STRS JV, and theweighted average yield on income producing investments, excluding STRS JV, was $583.9 million and $597.0 million and 13.8% and 13.7% respectively. During the three months ended June 30, 2024 and three months ended September 30, 2024, the Honors Holdings, LLC (d/b/a Orange Theory) and Telestream Holdings Corporation investments were placed on non-accrual status, respectively.

Previous 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.

Current wording

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. For the three and six months ended June 30, 2025, PIK income as a percentage of total investment income was 3.5% and 3.6%, respectively. For the three and six months ended June 30, 2024, PIK income as a percentage of total investment income was 7.8% and 7.9%, respectively.

Previous 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.

Current wording

Fee and dividend income increased by $0.3 million for the three months ended June 30, 2025 from the three months ended June 30, 2024, due to higher non-recurring fee income. We expect to generate some level of non-recurring fee income during most quarters from prepayments, amendments and other sources. For the three and six months ended June 30, 2025, we earned non-recurring fee income of $0.7 million and $1.1 million, respectively. For the three and six months ended June 30, 2024, we earned non-recurring fee income of $0.3 million and $0.9 million, respectively.

Previous 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.

Current wording

Interest and dividend income from STRS JV decreased by $0.5 million and $1.6 million for the three and six months ended June 30, 2025 from the three months ended June 30, 2024, primarily attributable toa decreasein base rates and portfolio yields.

Previous wording

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

Current wording

The following table summarizes our expenses for the three and six months ended June 30, 2025 and 2024:

Previous 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%.

Current wording

Interest expense decreased by $1.0 million and $2.1 million for the three and six months ended June 30, 2025 from the three and six months ended June 30, 2024, primarily due to lower weighted average borrowing base and weighted average interest rate. For the three and six months ended June 30, 2025, the weighted average outstanding borrowings were $371.3 million and $370.6 million at a weighted average interest rate of 5.72% and 5.79%, respectively. For the three and six months ended June 30, 2024, the weighted average outstanding borrowings were $386.0 million and $392.0 million at a weighted average interest rate of 6.48% and 6.51%, respectively.

Previous 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.

Current wording

Base management fees decreased by $0.2 million and $0.5 million for the three and six months ended June 30, 2025 from the three months ended June 30, 2024, primarily due to lower gross assets.

Previous 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.

Current wording

Performance-based incentive fees decreased by $0.7 million and $1.7 million for the three and six months ended June 30, 2025 from the three and six months ended June 30, 2024, primarily due to lower pre-incentive fee net investment income. For the three and six months ended June 30, 2025 and 2024, there were no capital gains incentive fee expenses incurred.

Previous 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.

Current wording

Excise tax was $0.2 million and $0.3 million for the three and six months ended June 30, 2025, respectively. Excise tax was $0.3 million and $0.6 million for the three and six months ended June 30, 2024, respectively. As of June 30, 2025 and December 31, 2024, we accrued a net federal excise tax expense of $0.4 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 months ended March 31, 2025 and 2024:

Current wording

The following table shows the breakdown of net realized gains and losses on investments for the three and six months ended June 30, 2025 and 2024:

Previous 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:

Current wording

The following table shows the breakdown in the changes in unrealized appreciation and depreciation of investments for the three and six months ended June 30, 2025 and 2024:

Previous wording

As a business development company, we distribute substantially all of our net income to our stockholders. We generate cash primarily from offerings of securities, borrowings under the Credit Facility, and cash flows from operations, including interest earned from the temporary investment of cash in U.S. government securities and other high-quality debt investments that mature in one year or less. We expect to fund a portion of our investments through future borrowings. In the future, we may obtain borrowings under other credit facilities and from issuances of senior securities to the extent permitted by the 1940 Act. We may also borrow funds to the extent we determine that additional capital would allow us to take advantage of additional investment opportunities, if the market for debt financing presents attractively priced debt financing opportunities or if our board of directors determines that leveraging our portfolio would be in our best interest and the best interests of our stockholders.

Current wording

As a business development company, we distribute substantially all of our net income to our stockholders. We generate cash primarily from offerings of securities, borrowings under the Credit Facility and WHF CLO, and cash flows from operations, including interest earned from the temporary investment of cash in U.S. government securities and other high-quality debt investments that mature in one year or less. We expect to fund a portion of our investments through future borrowings. In the future, we may obtain borrowings under other credit facilities and from issuances of senior securities to the extent permitted by the 1940 Act. We may also borrow funds to the extent we determine that additional capital would allow us to take advantage of additional investment opportunities, if the market for debt financing presents attractively priced debt financing opportunities or if our board of directors determines that leveraging our portfolio would be in our best interest and the best interests of our stockholders.

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 Administrative Agent generally once a quarter after the payment of operating expenses and amounts due under the Credit Facility.

Current wording

financing transactions including the Credit Facility and the 2025 CLO Securitization. Restricted cash and cash equivalents and restricted foreign currency are held by the trustee for the payment of interest expense and principal on the outstanding borrowings or reinvestment into new assets. Restricted amounts that represent interest or fee income are transferred to unrestricted cash accounts by the trustees generally once a quarter after the payment of operating expenses and other amounts due under the respective credit, indenture or other governing agreements for the Company’s financing transactions as more fully discussed below, pertaining to the Credit Facility and the 2025 CLO Securitization*.*

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 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.

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 June 30, 2025 and December 31, 2024, we had commitments to fund approximately $38.2 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 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.

Current wording

Our operating activities provided cash and cash equivalents of $14.7 million during the six months ended June 30, 2025, primarily from realizations and repayments on our investments, partially offset from acquisition of investments and cash used from the net change in working capital. Our financing activities used cash and cash equivalents of $9.3 million during the six months ended June 30, 2025, primarily due to payment of distributions to stockholders and repayment of net borrowings on the Credit Facility, offset with the issuance of the 2025 CLO Notes.

Previous 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.

Current wording

Our operating activities provided cash and cash equivalents of $43.1 million during the six months ended June 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 $45.8 million during the six months ended June 30, 2024, primarily for repayments on the Credit Facility and the payment of distributions to stockholders.

Previous 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.

Current wording

As of June 30, 2025, we had cash and cash equivalent resources of $33.3 million, including $22.7 million of restricted cash. As of June 30, 2025, we had approximately $100.0 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 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.

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 June 30, 2025, STRS JV had total assets of $351.0 million. As of December 31, 2024, STRS JV had total assets of $309.1 million.

Previous 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.

Current wording

As of both June 30, 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 June 30, 2025 and December 31, 2024, our investment

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

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 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.

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 March 31, 2025 and December 31, 2024 and selected statement of operations information for the three months ended March 31, 2025 and 2024.

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 June 30, 2025 and December 31, 2024 and selected statement of operations information for the three and six months ended June 30, 2025 and 2024.

Previous wording

As of March 31, 2025, the Credit Facility provided for borrowings in an aggregate principal amount up to $335.0 million with an accordion feature which allows for the expansion of the borrowing limit up to $375.0 million, subject to consent from the Lender and other customary conditions. As of March 31, 2025, the required minimum outstanding borrowings under the Credit Facility were $234.5 million.

Current wording

As of June 30, 2025, the Credit Facility provided for borrowings in an aggregate principal amount up to $100.0 million. As of June 30, 2025, there is no required minimum outstanding borrowings under the Credit Facility.

Previous 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.

Current wording

As of June 30, 2025, there were no outstanding borrowings under the Credit Facility and, based on collateral and portfolio requirements stipulated in the Credit Facility agreement, approximately $100.0 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 $186.8 million as of June 30, 2025.

Previous wording

On November 24, 2021, we completed a public offering of $75 million of aggregate principal amount of unsecured notes, the net proceeds of which were used to fund investments in debt and equity securities and repay outstanding indebtedness under the Credit Facility. Interest on the 4.000% 2026 Notes is paid semiannually on June 15, and December 15, at a fixed, annual rate of 4.00%. The 4.000% 2026 Notes will mature on December 15, 2026 and may be redeemed in whole or in part at any time prior to September 15, 2026, at par plus a “make-whole” premium, and thereafter at par. The 4.000% 2026 Notes are direct unsecured obligations and are structurally subordinate to borrowings under the Credit Facility and will rank pari passu with all outstanding and future unsecured unsubordinated indebtedness.

Current wording

On November 24, 2021, we completed a public offering of $75 million of aggregate principal amount of unsecured notes, the net proceeds of which were used to fund investments in debt and equity securities and repay outstanding indebtedness under the Credit Facility. Interest on the 4.000% 2026 Notes is paid semiannually on June 15, and December 15, at a fixed, annual rate of 4.00%. The 4.000% 2026 Notes will mature on December 15, 2026 and may be redeemed in whole or in part at any time prior to September 15, 2026, at par plus a “make-whole” premium, and thereafter at par. The 4.000% 2026 Notes are direct unsecured obligations and are structurally subordinate to borrowings under the Credit Facility and 2025 CLO Securitization and will rank pari passu with all outstanding and future unsecured unsubordinated indebtedness.

Previous wording

On August 24, 2023, the Company completed a public offering of 7.875% 2028 Notes in aggregate principal amount of $30 million, the net proceeds of which were used to fund investments in debt and equity securities and repay outstanding indebtedness under its revolving credit facility. Additionally the offering included an overallotment feature for up to an additional $4.5 million of aggregate principal amount under the same terms as the initial offering. On August 31, 2023, the underwriters fully exercised their option to purchase an additional $4.5 million, bringing the aggregate principal amount of the 7.875% 2028 Notes to $34.5 million. Interest on the 7.875% 2028 Notes is paid quarterly on March 15, June 15, September 15 and December 15 each year, at an annual rate of 7.875%. The 7.875% 2028 Notes will mature on September 15, 2028 and may be redeemed in whole or in part at any time, or from time to time, at the Company’s option on or after September 15, 2025. The 7.875% 2028 Notes are direct unsecured obligations and are structurally subordinate to borrowings under the Credit Facility and will rank pari passu with all outstanding and future unsecured unsubordinated indebtedness we may issue. The 7.875% 2028 Notes are listed on the Nasdaq Global Select Market under the trading symbol “WHFCL”.

Current wording

On August 24, 2023, the Company completed a public offering of 7.875% 2028 Notes in aggregate principal amount of $30 million, the net proceeds of which were used to fund investments in debt and equity securities and repay outstanding indebtedness under its revolving credit facility. Additionally, the offering included an overallotment feature for up to an additional $4.5 million of aggregate principal amount under the same terms as the initial offering. On August 31, 2023, the underwriters fully exercised their option to purchase an additional $4.5 million, bringing the aggregate principal amount of the 7.875% 2028 Notes to $34.5 million. Interest on the 7.875% 2028 Notes is paid quarterly on March 15, June 15, September 15 and December 15 each year, at an annual rate of 7.875%. The 7.875% 2028 Notes will mature on September 15, 2028 and may be redeemed in whole or in part at any time, or from time to time, at the Company’s option on or after September 15, 2025. The 7.875% 2028 Notes are direct unsecured obligations and are structurally subordinate to borrowings under the Credit Facility and 2025 CLO Securitization and will rank pari passu with all outstanding and future unsecured unsubordinated indebtedness we may issue. The 7.875% 2028 Notes are listed on the Nasdaq Global Select Market under the trading symbol “WHFCL”.

Previous 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%).

Current wording

As of June 30, 2025, our investment portfolio consisted primarily of senior secured loans across 132 positions in 71 companies with an aggregate fair value of $629.3 million. As of June 30, 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 June 30, 2025, our portfolio had an average investment size of $4.0 million based on fair value and average debt investment size of $5.0 million, with investment sizes ranging from zero to $22.3 million and a weighted average effective yield of 9.8% (and a weighted average effective yield on income-producing debt investments of 11.9%).

Previous 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.

Current wording

For the six months ended June 30, 2025, we invested $90.5 million in new and existing portfolio companies, offset by repayments and sales of $100.5 million. Proceeds from sales totaled $42.5 million while repayments included $3.1 million of scheduled repayments and $54.9 million of unscheduled repayments.

Previous 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.

Current wording

For the six months ended June 30, 2024, we invested $116.4 million in new and existing portfolio companies, offset by repayments and sales of $152.0 million. Proceeds from sales totaled $57.2 million while repayments included $3.6 million of scheduled repayments and $91.2 million of unscheduled repayments.

Previous wording

All investments are initially assigned a rating of 2, as this grade represents a company that is meeting initial expectations with regard to performance and outlook. A rating may be improved to a 1 if, in the opinion of our investment adviser, a portfolio company’s risk of loss has been reduced relative to initial expectations. An investment will be assigned a rating of 3 if the risk of loss has increased relative to initial expectations and will be assigned a rating of 4 if our investment principal is at a material risk of not being fully repaid. A rating of 5 indicates an investment is in payment default and has significant risk of not receiving full repayment.

Current wording

All investments are initially assigned a rating of 2, as this grade represents a company that is meeting initial expectations with regard to performance and outlook. A rating may be improved to a 1 if, in the opinion of our investment adviser, a portfolio company’s risk of loss has been reduced relative to initial expectations. An investment will be assigned a rating of 3 if the risk of loss has increased relative to initial expectations and will be assigned a rating

Previous 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.

Current wording

During the three and six months ended June 30, 2025, we declared to stockholders distributions of $0.385 and 0.770 per share for total distributions of $8.9 million and $17.9 million respectively. During the three and six months ended June 30, 2024, we declared to stockholders distributions of $0.385 and 0.770 per share for total distributions of $8.9 million and $17.9 million respectively.

Previous wording

To the extent our taxable earnings fall below the total amount of our distributions for a fiscal year, a portion of those distributions may be deemed a return of capital to our stockholders for U.S. federal income tax purposes. Thus, the source of a distribution to our stockholders may be the original capital invested by the stockholder rather than our income or gains. During the three months ended March 31, 2025, we estimate that distributions to stockholders included $8.9 million of ordinary income, for tax purposes, based on earnings for the fiscal year ended December 31, 2024 and current earnings for the three months ended March 31, 2025. The specific tax characteristics of the distribution are reported to stockholders subject to tax reporting on Form 1099-DIV after the end of each calendar year and in our periodic reports with the SEC. Stockholders should read any written disclosure accompanying a distribution payment carefully and should not assume that the source of any distribution is our ordinary income or gains.

Current wording

To the extent our taxable earnings fall below the total amount of our distributions for a fiscal year, a portion of those distributions may be deemed a return of capital to our stockholders for U.S. federal income tax purposes. Thus, the source of a distribution to our stockholders may be the original capital invested by the stockholder rather than our income or gains. During the six months ended June 30, 2025, we estimate that distributions to stockholders included $17.9 million of ordinary income, for tax purposes, based on earnings for the fiscal year ended December 31, 2024 and current earnings for the six months ended June 30, 2025. The specific tax characteristics of the distribution are reported to stockholders subject to tax reporting on Form 1099-DIV after the end of each calendar year and in our periodic reports with the SEC. Stockholders should read any written disclosure accompanying a distribution payment carefully and should not assume that the source of any distribution is our ordinary income or gains.

Previous wording

In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. As long as a portion of such dividend is paid in cash (which portion may be as low as 20% of such dividend under published guidance from the Internal Revenue Service) and certain requirements are met, the entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.

Current wording

In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. As long as a portion of such dividend is paid in cash (which portion may be as low as 20% of such dividend under published guidance from the Internal Revenue Service) and certain requirements are met, the entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally would be subject to tax on 100% of the fair market value of the dividend

Previous wording

We entered into the Investment Advisory Agreement with WhiteHorse Advisers in accordance with the 1940 Act on December 4, 2012, which was most recently amended and restated on February 22, 2024. Under the Investment Advisory Agreement, WhiteHorse Advisers manages our day-to-day investment operations and provides us with access to personnel and an investment committee and certain other resources so that we may fulfill our obligation to act as a portfolio manager of WhiteHorse Credit under the Credit Facility. Payments under the Investment Advisory Agreement in future periods will be equal to (1) a management fee equal to 1.75% of the value of our consolidated gross assets; provided, however, that the management fee on consolidated gross assets financed using leverage over 200% asset coverage (in other words, over 1.0x debt to equity) will be equal to 1.25% and (2) an incentive fee based on our performance. See “Investment Advisory Agreement” in Note 7 to the consolidated financial statements.

Current wording

We entered into the Investment Advisory Agreement with WhiteHorse Advisers in accordance with the 1940 Act on December 4, 2012, which was most recently amended and restated on February 22, 2024. Under the Investment Advisory Agreement, WhiteHorse Advisers manages our day-to-day investment operations and provides us with access to personnel and an investment committee and certain other resources so that we may fulfill our obligation to act as a portfolio manager of WhiteHorse Credit under the Credit Facility and the 2025 CLO Securitization. Payments under the Investment Advisory Agreement in future periods will be equal to (1) a management fee equal to 1.75% of the value of our consolidated gross assets; provided, however, that the management fee on consolidated gross assets financed using leverage over 200% asset coverage (in other words, over 1.0x debt to equity) will be equal to 1.25% and (2) an incentive fee based on our performance. See “Investment Advisory Agreement” in Note 7 to the consolidated financial statements.

Showing the first 40 of 45 pairs. Open the source sections for the rest.

Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

Restricted cash and cash equivalents and restricted foreign currency include amounts that are collected and held by the custodians or trutees who have been appointed as custodian of the assets securing certain of the Company’s

Current report — wording carried from elsewhere

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 report — wording carried from elsewhere

of 4 if our investment principal is at a material risk of not being fully repaid. A rating of 5 indicates an investment is in payment default and has significant risk of not receiving full repayment.

Current report — wording carried from elsewhere

on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.

Current report — wording carried from elsewhere

based upon the transparency of the inputs to the valuation of the investment as of the measurement date. The three levels are defined as follows:
Rearranged previous paragraphs (3)

Previous report — wording carried 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.

Previous report — wording carried 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.

Previous report — wording carried 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,