TriplePoint Venture Growth BDC Corp.

Previous wording

•the potential widespread re-emergence of COVID-19 or its variants, or a similar health pandemic, and the length and duration thereof in the United States as well as worldwide, and the magnitude of its impact and time required for economic recovery;

Current wording

•the potential emergence (or re-emergence) of a widespread health pandemic, and the length and duration thereof in the United States as well as worldwide, and the magnitude of its impact and time required for economic recovery;

Previous wording

Our investment objective is to maximize our total return to stockholders primarily in the form of current income and, to a lesser extent, capital appreciation by lending primarily with warrants to venture growth stage companies focused in technology and other high growth industries backed by TPC’s select group of leading venture capital investors.

Current wording

Our investment objective is to maximize our total return to stockholders primarily in the form of current income and, to a lesser extent, capital appreciation by lending, typically with warrants, primarily to venture growth stage companies focused in technology and other high growth industries backed by TPC’s select group of leading venture capital investors.

Previous wording

We originate and invest primarily in venture growth stage companies. Companies at the venture growth stage have distinct characteristics differentiating them from venture capital-backed companies at other stages in their development lifecycle. We invest primarily in (i) growth capital loans that have a secured collateral position and that are generally used by venture growth stage companies to finance their continued expansion and growth, (ii) on a select basis, equipment financings, which may be structured as loans or leases, that have a secured collateral position on specified mission-critical equipment, (iii) on a select basis, revolving loans that have a secured collateral position and that are typically used by venture growth stage companies to advance against inventory, components, accounts receivable, contractual or future billings, bookings, revenues, sales or cash payments and collections including proceeds from a sale, financing or the equivalent and (iv) direct equity investments in venture growth stage companies. In connection with our growth capital loans, equipment financings and revolving loans, we generally receive warrant investments as part of the transaction that allow us to participate in any equity appreciation of our borrowers and enhance our overall investment returns.

Current wording

We originate and invest primarily in venture growth stage companies. Companies at the venture growth stage have distinct characteristics differentiating them from venture capital-backed companies at other stages in their development lifecycle. We invest primarily in (i) growth capital loans that have a secured collateral position and that are generally used by venture growth stage companies to finance their continued expansion and growth, (ii) on a select basis, (a) equipment financings, which may be structured as loans or leases, that have a secured collateral position on specified mission-critical equipment, and (b) revolving loans that have a secured collateral position and that are typically used by venture growth stage companies to advance against inventory, components, accounts receivable, contractual or future billings, bookings, revenues, sales or cash payments and collections including proceeds from a sale, financing or the equivalent and (iii) direct equity investments in venture growth stage companies. In connection with our growth capital loans, equipment financings and revolving loans, we generally receive warrant investments as part of the transaction that allow us to participate in any equity appreciation of our borrowers and enhance our overall investment returns. We may also invest in venture capital-backed companies in other lifecycle stages of development, including early stage and later stage, when our Adviser’s senior investment team believes that they present an attractive investment opportunity for us and may give us an advantage to not only source future financing opportunities but also to evaluate credit performance over a longer period of time.

Previous wording

As of September 30, 2024, we had 309 investments in 107 companies. Our investments included 137 debt investments, 110 warrant investments, and 62 direct equity and related investments. As of September 30, 2024, the aggregate cost and fair value of these investments were $739.0 million and $721.0 million, respectively. As of September 30, 2024, six of our portfolio companies were publicly traded. As of September 30, 2024, the 137 debt investments had an aggregate fair value of $604.7 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.6%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.

Current wording

As of March 31, 2025, we had 303 investments in 114 companies. Our investments included 126 debt investments, 116 warrant investments, and 61 direct equity and related investments. As of March 31, 2025, the aggregate cost and fair value of these investments were $719.8 million and $682.0 million, respectively. As of March 31, 2025, six of our portfolio companies were publicly traded. As of March 31, 2025, the 126 debt investments had an aggregate fair value of $565.4 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.7%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.

Previous wording

As of December 31, 2023, we had 321 investments in 109 companies. Our investments included 151 debt investments, 111 warrant investments, and 59 direct equity and related investments. As of December 31, 2023, the aggregate cost and fair value of these investments were $850.1 million and $802.1 million, respectively. As of December 31, 2023, seven of our portfolio companies were publicly traded. As of December 31, 2023, the 151 debt investments had an aggregate fair value of $730.3 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.9%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.

Current wording

As of December 31, 2024, we had 300 investments in 109 companies. Our investments included 128 debt investments, 112 warrant investments, and 60 direct equity and related investments. As of December 31, 2024, the aggregate cost and fair value of these investments were $713.7 million and $676.2 million, respectively. As of December 31, 2024, six of our portfolio companies were publicly traded. As of December 31, 2024, the 128 debt investments had an aggregate fair value of $560.1 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.8%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.

Previous wording

Growth capital loans in which the borrower held a term loan facility, with or without an accompanying revolving loan, in priority to our senior lien represent 8.8% and 14.5% of our debt investments at fair value as of September 30, 2024 and December 31, 2023, respectively.

Current wording

Growth capital loans in which the borrower held a term loan facility, with or without an accompanying revolving loan, in priority to our senior lien represent 10.0% and 11.3% of our debt investments at fair value as of March 31, 2025 and December 31, 2024, respectively.

Previous wording

During the three months ended September 30, 2023, we entered into debt commitments with one new portfolio company and two existing portfolio companies totaling $5.6 million, funded debt investments to five portfolio companies for $12.7 million in principal value and acquired warrant investments representing $1.3 million at fair value. Debt investments funded during the three months ended September 30, 2023 carried a weighted average annualized portfolio yield of 14.2% at origination.

Current wording

During the three months ended March 31, 2025, we entered into debt commitments with four new portfolio companies and one existing portfolio company totaling $76.5 million, funded debt investments to five portfolio companies for $27.7 million in principal value and acquired warrant investments representing $0.8 million at fair value. Debt investments funded during the three months ended March 31, 2025 carried a weighted average annualized portfolio yield of 13.3% at origination.

Previous wording

During the three months ended September 30, 2024, we received $35.7 million of principal prepayments and $4.6 million of scheduled principal amortization. During the nine months ended September 30, 2024, we received $117.8 million of principal prepayments and $39.3 million of scheduled principal amortization.

Current wording

During the three months ended March 31, 2025, we received $17.0 million of principal prepayments, $0.8 million of early repayments and $9.9 million of scheduled principal amortization.

Previous wording

The following table shows the total portfolio investment activity for the three and nine months ended September 30, 2024 and 2023:

Current wording

The following table shows the total portfolio investment activity for the three months ended March 31, 2025 and 2024:

Previous wording

The following table shows the debt commitments, fundings of debt investments (principal balance) and equity investments, and non-binding term sheet activity for the three and nine months ended September 30, 2024 and 2023:

Current wording

The following table shows the debt commitments, fundings of debt investments (principal balance) and equity investments, and non-binding term sheet activity for the three months ended March 31, 2025 and 2024:

Previous wording

(1)Includes backlog of potential future commitments.

Current wording

(1)Includes backlog of potential future commitments, as applicable.

Previous wording

Consistent with TPC’s existing policies, our Adviser maintains a credit watch list which places borrowers into five risk categories based on our Adviser’s senior investment team’s judgment, where 1 is the best rating and all new loans are generally assigned a rating of 2.

Current wording

Consistent with TPC’s existing policies, our Adviser maintains a Credit Watch List which places borrowers into five risk categories based upon our Adviser’s senior investment team’s judgment and in consultation with, among others, the Adviser’s Portfolio Group Committee and Originations Professionals and Investment and Credit Analysis Professionals, where 1 is the best rating and all new loans are generally assigned a rating of 2.

Previous wording

As of September 30, 2024 and December 31, 2023, the weighted average investment ranking of our debt investment portfolio was 2.17 and 2.14, respectively. During the three months ended September 30, 2024, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $20.0 million was upgraded from White (2) to Clear (1), one portfolio company with a principal balance of $5.9 million was upgraded from Yellow (3) to White (2), one portfolio company with a principal balance of $26.7 million was upgraded from Orange (4) to Yellow (3), and one portfolio company with a principal balance of $10.0 million was downgraded from Clear (1) to White (2).

Current wording

As of March 31, 2025 and December 31, 2024, the weighted average investment ranking of our debt investment portfolio was 2.12 and 2.17, respectively. During the three months ended March 31, 2025, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $34.8 million was upgraded from Yellow (3) to White (2).

Previous wording

As of September 30, 2024, we had investments in three portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $28.9 million and $17.9 million, respectively. As of December 31, 2023, we had investments in five portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $41.7 million and $29.0 million, respectively.

Current wording

As of March 31, 2025, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.1 million and $20.6 million, respectively. As of December 31, 2024, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.1 million and $20.6 million, respectively.

Previous wording

Comparison of operating results for the three and nine months ended September 30, 2024 and 2023

Current wording

Comparison of operating results for the three months ended March 31, 2025 and 2024

Previous wording

For the three months ended September 30, 2024, our net increase in net assets resulting from operations was $22.6 million, which was comprised of $13.8 million of net investment income and $8.8 million of net realized and unrealized gains. For the three months ended September 30, 2023, our net increase in net assets resulting from operations was $2.1 million, which was comprised of $19.1 million of net investment income and $17.0 million of net realized and unrealized losses. On a per share basis for the three months ended September 30, 2024, net investment income was $0.35 per share and the net increase in net assets from operations was $0.57 per share, as compared to net investment income of $0.54 per share and a net increase in net assets from operations of $0.06 per share for the three months ended September 30, 2023.

Current wording

For the three months ended March 31, 2025, our net increase in net assets resulting from operations was $12.7 million, which was comprised of $10.7 million of net investment income and $2.0 million of net realized and unrealized gains. For the three months ended March 31, 2024, our net increase in net assets resulting from operations was $8.0 million, which was comprised of $15.5 million of net investment income and $7.5 million of net realized and unrealized losses. On a per share basis for the three months ended March 31, 2025, net investment income was $0.27 per share and the net increase in net assets from operations was $0.32 per share, as compared to net investment income of $0.41 per share and a net increase in net assets from operations of $0.21 per share for the three months ended March 31, 2024.

Previous wording

For the three months ended September 30, 2024, total investment and other income was $26.5 million as compared to $35.7 million for the three months ended September 30, 2023. The decrease in total investment and other income for the three months ended September 30, 2024, compared to the 2023 period, is primarily due to a lower weighted average principal amount outstanding on our income-bearing debt investment portfolio.

Current wording

For the three months ended March 31, 2025, total investment and other income was $22.5 million as compared to $29.3 million for the three months ended March 31, 2024. The decrease in total investment and other income for the three months ended March 31, 2025, compared to the 2024 period, is primarily due to a lower weighted average principal amount outstanding on our income-bearing debt investment portfolio and lower investment yields due in part to decreases in the Prime rate.

Previous wording

For the three months ended September 30, 2024, we recognized $0.6 million in other income consisting of $0.1 million due to the termination or expiration of unfunded commitments and $0.4 million from the realization of certain fees paid and accrued from portfolio companies. For the three months ended September 30, 2023, we recognized $1.7 million in other income consisting of $0.7 million due to the termination or expiration of unfunded commitments and $1.0 million from the realization of certain fees paid and accrued from portfolio companies.

Current wording

For the three months ended March 31, 2025, we recognized $0.9 million in other income consisting of $0.4 million due to the termination or expiration of unfunded commitments and $0.4 million from the realization of certain fees paid and accrued from portfolio companies. For the three months ended March 31, 2024, we recognized $0.8 million in other income consisting of $0.3 million due to the termination or expiration of unfunded commitments and $0.5 million from the realization of certain fees paid and accrued from portfolio companies.

Previous wording

For the three months ended September 30, 2024, total operating expenses were $12.7 million as compared to $16.6 million for the three months ended September 30, 2023. For the nine months ended September 30, 2024, total operating expenses were $41.0 million as compared to $48.0 million for the nine months ended September 30, 2023.

Current wording

For the three months ended March 31, 2025, total operating expenses were $11.7 million as compared to $13.8 million for the three months ended March 31, 2024.

Previous wording

Base management fees for the three months ended September 30, 2024 and 2023 totaled $3.4 million and $4.6 million, respectively. Base management fees for the nine months ended September 30, 2024 and 2023 totaled $11.6 million and $13.4 million, respectively. Base management fees decreased during the three and nine months ended September 30, 2024, as compared to the three and nine months ended September 30, 2023, due primarily to decreases in the average size of our portfolio during the applicable periods used in the calculations.

Current wording

Base management fees for the three months ended March 31, 2025 and 2024 totaled $3.3 million and $4.3 million, respectively. Base management fees decreased during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, due primarily to decreases in the average size of our portfolio during the applicable periods used in the calculations.

Previous wording

There were no income incentive fees for the three and nine months ended September 30, 2024 or the three and nine months ended September 30, 2023. For the three and nine months ended September 30, 2024, our income incentive fee was reduced by $2.8 million and $8.4 million, respectively, due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase in net investment income of $2.8 million and $8.4 million, respectively. For the three and nine months ended September 30, 2023 our income incentive fee was reduced by $3.8 million and $11.3 million, respectively, due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase in net investment income of $3.8 million and $11.3 million, respectively.

Current wording

There were no income incentive fees for the three months ended March 31, 2025 or the three months ended March 31, 2024. For the three months ended March 31, 2025 and 2024, our income incentive fee was reduced by $2.1 million and $3.1 million, respectively, due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase in net investment income of $2.1 million and $3.1 million, respectively.

Previous wording

There were no capital gains incentive fee expenses for the nine months ended September 30, 2024 and 2023.

Current wording

There were no capital gains incentive fee expenses for the three months ended March 31, 2025 and 2024.

Previous wording

Interest expense and amortization of fees totaled $7.1 million and $9.3 million for the three months ended September 30, 2024 and 2023, respectively. The decrease during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023, is primarily due to a lower weighted-average outstanding principal balance under the Credit Facility. Interest expense and amortization of fees totaled $22.9 million and $28.5 million for the nine months ended September 30, 2024 and 2023, respectively. The decrease during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023, is primarily due to a lower weighted-average outstanding principal balance under the Credit Facility.

Current wording

Interest expense and amortization of fees totaled $6.4 million and $7.0 million for the three months ended March 31, 2025 and 2024, respectively. The decrease during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, is primarily due to a lower weighted-average outstanding principal balance under the Credit Facility.

Previous wording

Administration Agreement and general and administrative expenses totaled $2.2 million and $2.7 million for the three months ended September 30, 2024 and 2023, respectively, which includes $0.4 million and $0.6 million of excise tax accruals, respectively. The decrease during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 is primarily due to a reduction in legal fee expenses and excise tax accruals. Administration Agreement and general and administrative expenses totaled $6.6 million and $6.1 million for the nine months ended September 30, 2024 and 2023, respectively, which includes $1.1 million and $1.0 million of excise tax accruals, respectively. The increase for the 2024 periods, as compared to the 2023 periods, was primarily due to higher excise tax accruals and other professional fee expenses.

Current wording

Administration Agreement and general and administrative expenses totaled $2.0 million and $2.4 million for the three months ended March 31, 2025 and 2024, respectively, which includes $0.4 million and $0.4 million of excise tax accruals, respectively. The decrease during the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, is primarily due to a reduction in outside legal fee expenses.

Previous wording

During the three months ended September 30, 2023, we recognized net realized losses on investments of $25.6 million, resulting primarily from the write-off of a debt investment. During the nine months ended September 30, 2023, we recognized net realized losses on investments of $23.7 million.

Current wording

During the three months ended March 31, 2024, we recognized net realized losses on investments of $8.8 million, resulting primarily from the write-off of investments in two portfolio companies.

Previous wording

Net change in unrealized gains during the three months ended September 30, 2024 was $13.9 million, consisting of $9.4 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $5.2 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $0.7 million of net unrealized losses on the debt investment portfolio resulting from fair value adjustments. Net change in unrealized gains during the nine months ended September 30, 2024 was $30.0 million, consisting of $27.5 million of net unrealized gains on the warrant and equity portfolio resulting from fair value adjustments and $12.7 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $10.1 of net unrealized losses on the debt investment portfolio resulting from fair value adjustments.

Current wording

Net change in unrealized losses during the three months ended March 31, 2025 was $0.3 million, consisting of $2.5 million of net unrealized losses from the reversal of previously recorded unrealized gains on investments realized during the period and $1.6 million on the debt investment portfolio resulting from fair value adjustments, offset by $2.6 million of net unrealized gains from foreign currency adjustments and $1.2 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments.

Previous wording

Net change in unrealized gains during the three months ended September 30, 2023 was $8.6 million, consisting of $17.6 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $6.2 million of net unrealized losses on the existing debt investment portfolio and $2.8 million of net unrealized losses on the warrant and equity portfolio resulting from fair value adjustments. Net change in unrealized losses during the nine months ended September 30, 2023 was $43.8 million, consisting of $33.0 million of net unrealized losses on the debt investment portfolio and $10.8 million of net unrealized losses on the warrant and equity portfolio resulting from fair value adjustments.

Current wording

Net change in unrealized gains during the three months ended March 31, 2024 was $1.3 million, consisting of $6.2 million of net unrealized gains on the warrant and equity portfolio resulting from fair value adjustments and $4.9 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $9.8 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments.

Previous wording

Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in our dividend reinvestment plan divided by the beginning NAV per share for such period. Total return based on stock price is the change in the ending stock price of our common stock plus distributions paid during the period assuming participation in our dividend reinvestment plan divided by the beginning stock price of our common stock for such period. For the three months ended September 30, 2024 and 2023, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 7.6% and 0.7%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was (8.1)% and (7.6)%, respectively. For the nine months ended September 30, 2024 and 2023, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 13.5% and (2.7)%, respectively, and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was (25.3)% and 11.8%, respectively.

Current wording

Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in our dividend reinvestment plan divided by the beginning NAV per share for such period. Total return based on stock price is the change in the ending stock price of our common stock plus distributions paid during the period assuming participation in our dividend reinvestment plan divided by the beginning stock price of our common stock for such period. For the three months ended March 31, 2025 and 2024, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 4.7% and 2.4%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was (1.1)% and (8.8)%, respectively.

Previous wording

The table below shows our return on average total assets and return on average NAV for the three and nine months ended September 30, 2024 and 2023:

Current wording

The table below shows our return on average total assets and return on average NAV for the three months ended March 31, 2025 and 2024:

Previous wording

As of September 30, 2024, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented 92.6% of our total assets, as compared to 81.9% of our total assets as of December 31, 2023.

Current wording

As of March 31, 2025, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented 92.8% of our total assets, as compared to 88.6% of our total assets as of December 31, 2024.

Previous wording

We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Credit Facility, as may be extended or renewed from time to time, and our anticipated cash flows from operations, including from net cash proceeds from our Current ATM Program (described below), as may be extended or renewed from time to time, and contractual monthly portfolio company payments and cash flows, prepayments, and the ability to liquidate publicly traded investments, will be adequate to meet our cash needs for our daily operations, including to fund our unfunded commitment obligations.

Current wording

We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Credit Facility, as it may be extended or renewed from time to time, and our anticipated cash flows from operations, including from net cash proceeds from our Current ATM Program (described below), and contractual monthly portfolio company payments and cash flows, prepayments, and the ability to liquidate publicly traded investments, will be adequate to meet our cash needs for our daily operations, including to fund our unfunded commitment obligations.

Previous wording

During the nine months ended September 30, 2023, net cash provided by operating activities, consisting primarily of purchases, sales and repayments of investments and the items described in “Results of Operations,” was $63.0 million, and net cash provided by financing activities was $0.2 million due primarily to net borrowings under the Credit Facility of $35.0 million and $6.2 million from the issuance of common stock under the Prior ATM Program, partially offset by $40.8 million in distributions paid. As of September 30, 2023, cash and cash equivalents, including restricted cash, was $122.5 million.

Current wording

During the three months ended March 31, 2025, net cash used in operating activities, consisting primarily of purchases, sales and repayments of investments and the items described in “Results of Operations,” was $4.9 million, and net cash used in financing activities was $32.1 million due primarily to the repayment of the 2025 Notes and $11.4 million in distributions paid, partially offset by the issuance of the 2028 Notes. As of March 31, 2025, cash and cash equivalents, including restricted cash, were $41.7 million.

Previous wording

During the nine months ended September 30, 2024, net cash provided by operating activities, consisting primarily of purchases, sales and repayments of investments and the items described in “Results of Operations,” was $106.3 million, and net cash used in financing activities was $229.3 million due primarily to net repayments under the Credit Facility of $205.0 million and $40.7 million in distributions paid, partially offset by $19.4 million from the issuance of common stock under the Current ATM Program and the Prior ATM Program. As of September 30, 2024, cash and cash equivalents, including restricted cash, was $48.6 million.

Current wording

During the three months ended March 31, 2024, net cash provided by operating activities, consisting primarily of purchases, sales and repayments of investments and the items described in “Results of Operations,” was $18.2 million, and net cash used in financing activities was $189.0 million due primarily to net repayments under the Credit Facility of $176.0 million and $14.3 million in distributions paid, partially offset by $1.3 million from the issuance of common stock under the Prior ATM Program. As of March 31, 2024, cash and cash equivalents, including restricted cash, were $0.8 million.

Previous wording

As a BDC, we generally have an ongoing need to raise additional capital for investment purposes. As a result, we expect, from time to time, to access the debt and equity markets when we believe it is necessary and appropriate to do so. In this regard, we continue to explore various options for obtaining additional debt or equity capital for investments. This may include expanding or extending the Credit Facility or the issuance of additional shares of our common stock, including through our Current ATM Program, as may be extended or renewed, or debt securities. If we are unable to obtain leverage or raise equity capital on terms that are acceptable to us, our ability to grow our portfolio could be substantially impacted.

Current wording

As a BDC, we generally have an ongoing need to raise additional capital for investment purposes. As a result, we expect, from time to time, to access the debt and equity markets when we believe it is necessary and appropriate to do so. In this regard, we continue to explore various options for obtaining additional debt or equity capital for investments. This may include expanding or extending the Credit Facility or the issuance of additional shares of our common stock, including through our Current ATM Program, or debt securities. If we are unable to obtain leverage or raise equity capital on terms that are acceptable to us, our ability to grow our portfolio could be substantially impacted.

Previous wording

As of September 30, 2024 and December 31, 2023, we had outstanding borrowings under the Credit Facility of $10.0 million and $215.0 million, respectively, excluding deferred credit facility costs of $4.6 million and $2.7 million, respectively, which is included in the consolidated statements of assets and liabilities. We had $290.0 million and $135.0 million of remaining capacity on our Credit Facility as of September 30, 2024 and December 31, 2023, respectively.

Current wording

As of March 31, 2025 and December 31, 2024, we had outstanding borrowings under the Credit Facility of $5.0 million and $5.0 million, respectively, excluding deferred credit facility costs of $3.5 million and $3.9 million, respectively, which is included in the consolidated statements of assets and liabilities. We had $295.0 million and $295.0 million of remaining capacity on our Credit Facility as of March 31, 2025 and December 31, 2024, respectively.

Previous wording

On May 2, 2024, we entered into the 2024 Sales Agreement with the Adviser, the Administrator and the Sales Agent, providing for the issuance from time to time in the Current ATM Program of up to an aggregate of $75.0 million in shares of our common stock. Subject to the terms of the 2024 Sales Agreement, the Sales Agent is not required to sell any specific number or dollar amount of securities but will act as our sales agent using commercially reasonable efforts consistent with the Sales Agent’s normal trading and sales practices, on mutually agreed terms between us and the Sales Agent. Concurrently upon entry into the 2024 Sales Agreement, we, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement.

Current wording

On May 2, 2024, we entered into the 2024 Sales Agreement with the Adviser, the Administrator and the Sales Agent, providing for the issuance and sale from time to time of up to an aggregate of $75.0 million in shares of our common stock in the Current ATM Program. Concurrently upon entry into the 2024 Sales Agreement, we, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement. Subject to the terms of the 2024 Sales Agreement, the Sales Agent is not required to sell any specific number or dollar amount of securities but will act as our sales agent using commercially reasonable efforts consistent with the Sales Agent’s normal trading and sales practices, on mutually agreed terms between the Company and the Sales Agent.

Previous wording

On June 21, 2018, our stockholders voted at a special meeting of stockholders to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the special meeting, effective June 22, 2018, our applicable minimum asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. As of September 30, 2024, our asset coverage for borrowed amounts was 190%.

Current wording

On June 21, 2018, our stockholders voted at a special meeting of stockholders to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the special meeting, effective June 22, 2018, our applicable minimum asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. As of March 31, 2025, our asset coverage for borrowed amounts was 191%.

Previous wording

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of September 30, 2024 and December 31, 2023, our unfunded commitments totaled $74.0 million and $118.1 million, respectively, of which $5.0 million and $29.2 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.

Current wording

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of March 31, 2025 and December 31, 2024, our unfunded commitments totaled $116.8 million and $104.5 million, respectively, of which $19.1 million and $9.1 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.

Previous wording

As of December 31, 2023, our unfunded commitments to 14 companies totaled $118.1 million. During the year ended December 31, 2023, $112.2 million in unfunded commitments expired or were terminated.

Current wording

As of March 31, 2025, our unfunded commitments to 15 companies totaled $116.8 million. As of December 31, 2024, our unfunded commitments to 14 companies totaled $104.5 million. During the three months ended March 31, 2025, $36.5 million in unfunded commitments expired or were terminated. During the three months ended March 31, 2024, $41.5 million in unfunded commitments expired or were terminated.

Previous wording

The fair value at the inception of the delay draw credit agreements with our portfolio companies is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty’s credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments. As of September 30, 2024 and December 31, 2023, the fair value for these unfunded commitments totaled $0.7 million and $1.6 million, respectively, and was included in “other accrued expenses and liabilities” in our consolidated statements of assets and liabilities.

Current wording

The fair value at the inception of the delay draw credit agreements with our portfolio companies is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty’s credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments. As of March 31, 2025 and December 31, 2024, the fair value for these unfunded commitments totaled $1.0 million and $0.9 million, respectively, and was included in “other accrued expenses and liabilities” in our consolidated statements of assets and liabilities.