FS KKR Capital Corp
For the period ended Jun 30, 2025. Filed Aug 6, 2025.
View on SEC.govAbout 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 6, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Notes to Unaudited Consolidated Financial Statements
Note 1. Principal Business and Organization
FS KKR Capital Corp. (NYSE: FSK), or the Company, was incorporated under the general corporation laws of the State of Maryland on December 21, 2007 and formally commenced investment operations on January 2, 2009. The Company is an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, the Company has elected to be treated for U.S. federal income tax purposes, and intends to qualify annually, as a regulated investment company, or RIC, as defined under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. The Company has various wholly-owned subsidiaries, including special-purpose financing subsidiaries and subsidiaries through which it holds interests in portfolio companies. The unaudited consolidated financial statements include both the Company’s accounts and the accounts of its wholly-owned subsidiaries as of June 30, 2025. All intercompany transactions have been eliminated in consolidation. Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state income taxes.
The Company’s investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation. The Company’s portfolio is comprised primarily of investments in senior secured loans and second lien secured loans of private middle-market U.S. companies and, to a lesser extent, subordinated loans and certain asset-based financing loans of private U.S. companies. In addition, a portion of the Company’s portfolio may be comprised of equity and equity-related securities, corporate bonds, structured products, other debt securities and derivatives, including total return swaps and credit default swaps.
The Company is externally managed by FS/KKR Advisor, LLC, or the Adviser, pursuant to an investment advisory agreement, dated as of June 16, 2021, or the investment advisory agreement.
Note 2. Summary of Significant Accounting Policies
Basis of Presentation: The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For a more complete discussion of significant accounting policies and certain other information, the Company’s interim unaudited consolidated financial statements should be read in conjunction with its audited consolidated financial statements as of and for the year ended December 31, 2024 included in the Company’s annual report on Form 10-K for the year ended December 31, 2024. Operating results for the six months ended June 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025. The December 31, 2024 consolidated balance sheet and consolidated schedule of investments are derived from the Company’s audited consolidated financial statements as of and for the year ended December 31, 2024. The Company is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies under Financial Accounting Standards Board, or the FASB, Accounting Standards Codification Topic 946, Financial Services—Investment Companies. The Company has evaluated the impact of subsequent events through the date the consolidated financial statements were issued and filed with the U.S. Securities and Exchange Commission, or the SEC. The Company has concluded that there are no subsequent events that would require adjustment or disclosure in the consolidated financial statements.
Use of Estimates: The preparation of the unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Segment Reporting: In accordance with ASC Topic 280, Segment Reporting, or ASC 280, the Company has determined that it has a single operating and reporting segment. As a result, the Company’s segment accounting policies are the same as described herein and the Company does not have any intra-segment sales and transfers of assets.
Capital Gains Incentive Fee: Pursuant to the terms of the investment advisory agreement, the incentive fee on capital gains is determined and payable in arrears as of the end of each calendar year (or upon termination of the investment advisory agreement). This fee equals 20.0% of the Company’s incentive fee capital gains, which shall equal the realized capital gains of Corporate Capital Trust, Inc., or CCT, (as predecessor-by-merger to the Company), FS KKR Capital Corp. II, or FSKR, (as predecessor-by-merger to the Company) and the Company (without duplication) on a cumulative basis from inception, calculated as of the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation (without duplication) on a cumulative basis, less the aggregate amount of any capital gain incentive fees previously paid by CCT, FSKR and the Company. On a quarterly basis, the Company accrues for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end of such period.
Note 2. Summary of Significant Accounting Policies (continued)
The Company includes unrealized gains in the calculation of the capital gains incentive fee expense and related accrued capital gains incentive fee. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.
Subordinated Income Incentive Fee: Pursuant to the terms of the investment advisory agreement, the Adviser may also be entitled to receive a subordinated incentive fee on income. The subordinated incentive fee on income under the investment advisory agreement, which is calculated and payable quarterly in arrears, equals 17.5% of the Company’s “pre-incentive fee net investment income” for the immediately preceding quarter and is subject to a hurdle rate, expressed as a rate of return on the value of the Company’s net assets, equal to 1.75% per quarter, or an annualized hurdle rate of 7.0%. As a result, the Adviser will not earn this incentive fee for any quarter until the Company’s pre-incentive fee net investment income for such quarter exceeds the hurdle rate of 1.75%. Once the Company’s pre-incentive fee net investment income in any quarter exceeds the hurdle rate, the Adviser will be entitled to a “catch-up” fee equal to the amount of the pre-incentive fee net investment income in excess of the hurdle rate, until the Company’s pre-incentive fee net investment income for such quarter equals 2.12%, or 8.48% annually, of net assets. Thereafter, the Adviser will be entitled to receive 17.5% of pre-incentive fee net investment income.
Revenue Recognition: Security transactions are accounted for on the trade date. The Company records interest income on an accrual basis to the extent that it expects to collect such amounts. The Company records dividend income on the ex-dividend date. Distributions received from limited liability company, or LLC, and limited partnership, or LP, investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. The Company holds investments in certain preferred securities that accumulate paid-in-kind interest income, or PIK income, to be paid upon the redemption, liquidation or maturity of the underlying investment. Such PIK income is accumulated onto the principal balance of the respective security. The Company does not accrue as a receivable interest or dividends on loans and securities if it has reason to doubt its ability to collect such income. The Company’s policy is to place investments on non-accrual status when there is reasonable doubt that interest income will be collected. The Company considers many factors relevant to an investment when placing it on or removing it from non-accrual status including, but not limited to, the delinquency status of the investment, economic and business conditions, the overall financial condition of the underlying investment, the value of the underlying collateral, bankruptcy status, if any, and any other facts or circumstances relevant to the investment. If there is reasonable doubt that the Company will receive any previously accrued interest, then the accrued interest will be written-off. When a PIK income-paying investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK income. Payments received on non-accrual investments may be recognized as income or applied to principal depending upon the collectability of the remaining principal and interest. Non-accrual investments may be restored to accrual status when principal and interest become current and are likely to remain current based on the Company’s judgment.
Loan origination fees, original issue discount and market discount are capitalized and the Company amortizes such amounts as interest income over the respective term of the loan or security. Upon the prepayment of a loan or security, any unamortized loan origination fees and original issue discount are recorded as interest income. Structuring and other non-recurring upfront fees are recorded as fee income when earned. The Company records prepayment premiums on loans and securities as fee income when it receives such amounts. For the six months ended June 30, 2025 and 2024, the Company recognized $15 and $21, respectively, in structuring fee revenue and included such revenue in the fee income line item on its consolidated statements of operations.
Derivative Instruments: The Company’s derivative instruments include foreign currency forward contracts and interest rate swaps. The Company has designated certain interest rate swaps as hedging instruments in a qualifying fair value hedge accounting relationship, and as a result, the change in fair value of the hedging instruments and hedged items are recorded in and recognized as components of interest expense in the Company’s consolidated statements of operations. The change in fair value of the interest rate swaps is offset by a change in the carrying value of the corresponding fixed rate debt.
For all other derivatives, the Company does not utilize hedge accounting and recognizes such derivative instruments as assets or liabilities at fair value in its consolidated financial statements. Changes in fair value of derivative contracts entered into by the Company which have not been designated as hedging instruments are recognized through the net change in unrealized appreciation (depreciation) on derivative instruments in the consolidated statements of operations. Realized gains and losses on the derivative instruments are included in net realized gains (losses) on derivative instruments in the consolidated statements of operations.
Recent Accounting Pronouncements: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, or ASU 2023-09, which requires additional disaggregated disclosures on the entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.
Note 2. Summary of Significant Accounting Policies (continued)
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, or ASU 2024-03, which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.
Note 3. Share Transactions
Below is a summary of transactions with respect to shares of the Company’s common stock during the six months ended June 30, 2025 and 2024:
| Six Months Ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Shares | Amount | Shares | Amount | |
| Share Repurchase Program | — | — | — | — |
| Net Proceeds from Share Transactions | — | — | — | — |
During the six months ended June 30, 2025, the administrator for the Company’s distribution reinvestment plan, or DRP, purchased 351,873 shares of common stock in the open market at an average price per share of $21.03 (totaling $7) pursuant to the DRP, and distributed such shares to participants in the DRP. During the six months ended June 30, 2024, the administrator for the Company’s DRP purchased 1,628,448 shares of common stock in the open market at an average price per share of $19.95 (totaling $32) pursuant to the DRP, and distributed such shares to participants in the DRP. During the period from July 1, 2025 to July 31, 2025, the administrator for the DRP purchased 343,451 shares of common stock in the open market at an average price per share of $21.36 (totaling $7) pursuant to the DRP, and distributed such shares to participants in the DRP. For additional information regarding the terms of the DRP, see Note 5.
“At the Market” Offering
On May 9, 2025, the Company entered into equity distribution agreements, or the Equity Distribution Agreements, by and among the Company and the Adviser, and each of Truist Securities, Inc., RBC Capital Markets, LLC, KKR Capital Markets LLC, and SMBC Nikko Securities America, Inc., or the Sales Agents. The Equity Distribution Agreements provide that the Company may, from time to time, issue and sell shares of its common stock, par value $0.001 per share, having an aggregate offering price of up to $750, through the Sales Agents or to them as principals for their own respective accounts, in an “at the market offering,” as defined in Rule 415 under the Securities Act of 1933, as amended, or the Securities Act.
Sales of shares, if any, may be made in negotiated transactions or transactions that are deemed to be “at the market,” as defined in Rule 415 under the Securities Act, including sales made directly on The New York Stock Exchange or a similar securities exchange or sales made to or through a market maker other than on an exchange and by any other method permitted by law, which may include block trades, at prices related to prevailing market prices or negotiated prices.
The Sales Agents will receive a commission from the Company of up to 1.5% of the gross sales price of any shares sold through such Sales Agent under the Equity Distribution Agreements. The offering price per share of shares less commissions payable under the Equity Distribution Agreements and discounts, if any, will not be less than the net asset value per share of the Company’s common stock at the time of such sale, provided, that the Adviser may, but is not obligated to, from time to time, in its sole discretion, pay some or all of the commissions payable under the Equity Distribution Agreements or make additional supplemental payments to ensure that the sales price per share of any shares sold in the offering will not be less than the Company’s then-current net asset value per share. Any such payments made by the Adviser will not be subject to reimbursement by the Company.
During the three and six months ended June 30, 2025, the Company did not issue or sell shares of its common stock under the Equity Distribution Agreements.
Note 4. Related Party Transactions
Compensation of the Investment Adviser
Pursuant to the investment advisory agreement, the Adviser is entitled to a base management fee calculated at an annual rate of 1.50% of the average weekly value of the Company’s gross assets excluding cash and cash equivalents (gross assets equal the total assets of the Company as set forth on the Company’s consolidated balance sheets) and an incentive fee based on the Company’s performance. Effective June 15, 2019, in connection with stockholder approval of the modification of the asset coverage requirement applicable to senior securities from 200% to 150%, the Adviser reduced (by permanent waiver) the annual base management fee payable under the investment advisory agreement from 1.5% to 1.0% on all assets financed using leverage over 1.0x debt-to-equity. The base management fee is payable quarterly in arrears. All or any part of the base management fee not taken as to any quarter will be deferred without interest and may be taken in such other quarter as the Adviser determines. See Note 2 for a discussion of the capital gains and subordinated income incentive fees that the Adviser may be entitled to under the investment advisory agreement.
The Adviser has agreed to exclude from the calculation of the subordinated incentive fee on income and the incentive fee on capital gains any changes to the fair value recorded for the assets and liabilities of FSKR resulting solely from the new cost basis of the acquired FSKR investments determined in accordance with Accounting Standards Codification Topic 805-50, Business Combinations—Related Issues as a result of the June 16, 2021 merger of FSKR.
On April 9, 2018, the Company entered into an administration agreement with the Adviser, or the administration agreement. Pursuant to the administration agreement, the Adviser oversees the Company’s day-to-day operations, including the provision of general ledger accounting, fund accounting, legal services, investor relations, certain government and regulatory affairs activities, and other administrative services. The Adviser also performs, or oversees the performance of, the Company’s corporate operations and required administrative services, which includes being responsible for the financial records that the Company is required to maintain and preparing reports for the Company’s stockholders and reports filed with the SEC. In addition, the Adviser assists the Company in calculating its net asset value, overseeing the preparation and filing of tax returns and the printing and dissemination of reports to the Company’s stockholders, and generally overseeing the payment of the Company’s expenses and the performance of administrative and professional services rendered to the Company by others.
Pursuant to the administration agreement, the Company reimburses the Adviser for expenses necessary to perform services related to its administration and operations, including the Adviser’s allocable portion of the compensation and related expenses of certain personnel of Franklin Square Holdings, L.P., which does business as Future Standard, or Future Standard, and KKR Credit Advisors (US), LLC, or KKR Credit, providing administrative services to the Company on behalf of the Adviser. The Company reimburses the Adviser no less than quarterly for all costs and expenses incurred by the Adviser in performing its obligations and providing personnel and facilities under the administration agreement. The Adviser allocates the cost of such services to the Company based on factors such as total assets, revenues, time allocations and/or other reasonable metrics. The Company’s board of directors reviews the methodology employed in determining how the expenses are allocated to the Company and the proposed allocation of administrative expenses among the Company and certain affiliates of the Adviser. The Company’s board of directors then assesses the reasonableness of such reimbursements for expenses allocated to it based on the breadth, depth and quality of such services as compared to the estimated cost to the Company of obtaining similar services from third-party service providers known to be available. In addition, the Company’s board of directors considers whether any single third-party service provider would be capable of providing all such services at comparable cost and quality. Finally, the Company’s board of directors compares the total amount paid to the Adviser for such services as a percentage of the Company’s net assets to the same ratio as reported by other comparable BDCs.
The following table describes the fees and expenses accrued under the investment advisory agreement and the administration agreement, as applicable, during the three and six months ended June 30, 2025 and 2024:
| Three Months Ended · Six Months Ended | ||||||
|---|---|---|---|---|---|---|
| Related Party · June 30, · June 30, | ||||||
| Source Agreement | Description | 2025 | 2024 | 2025 | 2024 | |
| The Adviser | Investment advisory agreement | Base Management Fee(1) | $53 | $54 | $105 | $109 |
| The Adviser | Investment advisory agreement | Subordinated Incentive Fee on Income(2) | $36 | $45 | $75 | $88 |
| The Adviser | Administration agreement | Administrative Services Expenses(3) | $2 | $2 | $5 | $5 |
(1)During the six months ended June 30, 2025 and 2024, $105 and $111 in base management fees were paid to the Adviser. As of June 30, 2025, $53 in base management fees were payable to the Adviser.
(2)During the six months ended June 30, 2025 and 2024, $74 and $85, respectively, of subordinated incentive fees on income were paid to the Adviser. As of June 30, 2025, subordinated incentive fees on income of $36 were payable to the Adviser.
Note 4. Related Party Transactions (continued)
(3)During the six months ended June 30, 2025 and 2024, $4 and $4, respectively, of administrative services expenses related to the allocation of costs of administrative personnel for services rendered to the Company by the Adviser and the remainder related to other reimbursable expenses, including reimbursement of fees related to transactional expenses for prospective investments, such as fees and expenses associated with performing due diligence reviews of investments that do not close, often referred to as “broken deal” costs. Broken deal costs were $0.4 for the six months ended June 30, 2025. The Company paid $2 and $3, respectively, in administrative services expenses to the Adviser during the six months ended June 30, 2025 and 2024.
Potential Conflicts of Interest
The members of the senior management and investment teams of the Adviser serve or may serve as officers, directors or principals of entities that operate in the same or a related line of business as the Company does, or of investment vehicles managed by the same personnel. For example, the Adviser is the investment adviser to KKR FS Income Trust and KKR FS Income Trust Select, and the officers, managers and other personnel of the Adviser may serve in similar or other capacities for the investment advisers to future investment vehicles affiliated with Future Standard or KKR Credit. In serving in these multiple and other capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the Company’s best interests or in the best interest of the Company’s stockholders. The Company’s investment objectives may overlap with the investment objectives of such investment funds, accounts or other investment vehicles. For additional information regarding potential conflicts of interest, see the Company’s annual report on Form 10-K for the year ended December 31, 2024.
Exemptive Relief
As a BDC, the Company is subject to certain regulatory restrictions in making its investments. For example, BDCs generally are not permitted to co-invest with certain affiliated entities in transactions originated by the BDC or its affiliates in the absence of an exemptive order from the SEC. However, BDCs are permitted to, and may, simultaneously co-invest in transactions where price is the only negotiated term.
In an order dated June 4, 2013, or the FS Order, the SEC granted exemptive relief permitting the Company, subject to the satisfaction of certain conditions, to co-invest in certain privately negotiated investment transactions with certain affiliates of its former investment adviser and any future BDCs that are advised by its former investment adviser or its affiliated investment advisers. However, in connection with the investment advisory relationship with the Adviser, and in an effort to mitigate potential future conflicts of interest, the Company’s board of directors authorized and directed that the Company (i) withdraw from the FS Order, except with respect to any transaction in which the Company participated in reliance on the FS Order prior to April 9, 2018, and (ii) rely on an exemptive relief order, dated January 5, 2021, that permits the Company, subject to the satisfaction of certain conditions, to co-invest in certain privately negotiated investment transactions, including investments originated and directly negotiated by the Adviser or KKR Credit, with certain affiliates of the Adviser.
On June 16, 2025, the Company applied for streamlined co-investment exemptive relief, which, if granted by the SEC, would similarly permit co-investments with certain affiliates but would simplify certain of the conditions under the current order and provide more flexibility than the current order. The streamlined co-investment exemptive relief would supersede the exemptive order issued by the SEC on January 5, 2021, except to the extent the Company continues to rely on the FS Order solely with respect to any transaction in which the Company participated in reliance on the FS Order prior to April 9, 2018.
Affiliated Purchaser Program
As previously disclosed, certain affiliates of the owners of the Adviser committed $100 to a $350 investment vehicle that may invest from time to time in shares of the Company’s common stock. In August 2023 and March 2024, that investment vehicle entered into a written trading plan with a third-party broker in accordance with Rule 10b5-1 and Rule 10b-18 promulgated under the Exchange Act to facilitate the sale of shares of the Company’s common stock pursuant to the terms and conditions of such plan. The Company is not a party to any transaction with the investment vehicle.
Note 5. Distributions
The following tables reflect the distributions per share that the Company has declared on its common stock during the six months ended June 30, 2025 and 2024:
| Date Declared · Dividend · Record Date · Payment Date · Dividend per Share | |||||
|---|---|---|---|---|---|
| February 25, 2025 | Base | March 19, 2025 | April 2, 2025 | $0.64 | |
| February 25, 2025 | Supplemental | March 19, 2025 | April 2, 2025 | 0.06 | |
| May 5, 2025 | Base | June 18, 2025 | July 2, 2025 | 0.64 | |
| May 5, 2025 | Supplemental | June 18, 2025 | July 2, 2025 | 0.06 | |
| Total Dividends Declared | $1.40 | ||||
| Date Declared · Dividend · Record Date · Payment Date · Dividend per Share | |||||
|---|---|---|---|---|---|
| November 2, 2023 | Special | February 14, 2024 | February 28, 2024 | $0.05 | |
| February 20, 2024 | Base | March 13, 2024 | April 2, 2024 | 0.64 | |
| February 20, 2024 | Supplemental | March 13, 2024 | April 2, 2024 | 0.06 | |
| November 2, 2023 | Special | May 15, 2024 | May 29, 2024 | 0.05 | |
| May 2, 2024 | Base | June 12, 2024 | July 2, 2024 | 0.64 | |
| May 2, 2024 | Supplemental | June 12, 2024 | July 2, 2024 | 0.06 | |
| Total Dividends Declared | $1.50 | ||||
On July 31, 2025, the Company’s board of directors declared a regular quarterly distribution of $0.70 per share consisting of a $0.64 base distribution and a $0.06 supplemental distribution, which will be paid on or about October 2, 2025 to stockholders of record as of the close of business on September 17, 2025. The timing and amount of any future distributions to stockholders are subject to applicable legal restrictions and the sole discretion of the Company’s board of directors.
Pursuant to the DRP, the Company will reinvest all cash dividends or distributions declared by the Company’s board of directors on behalf of stockholders who do not elect to receive their distributions in cash. As a result, if the Company’s board of directors declares a distribution, then stockholders who have not elected to “opt out” of the DRP will have their distributions automatically reinvested in additional shares of the Company’s common stock.
With respect to each distribution pursuant to the DRP, the Company reserves the right to either issue new shares of common stock or purchase shares of common stock in the open market in connection with implementation of the DRP. Unless the Company, in its sole discretion, otherwise directs the plan administrator, (A) if the per share market price (as defined in the DRP) is equal to or greater than the estimated net asset value per share (rounded up to the nearest whole cent) of the Company’s common stock on the payment date for the distribution, then the Company will issue shares of common stock at the greater of (i) net asset value per share of common stock or (ii)95% of the market price; or (B) if the market price is less than the net asset value per share, then, in the sole discretion of the Company, (i) shares of common stock will be purchased in open market transactions for the accounts of participants to the extent practicable, or (ii) the Company will issue shares of common stock at net asset value per share. Pursuant to the terms of the DRP, the number of shares of common stock to be issued to a participant will be determined by dividing the total dollar amount of the distribution payable to a participant by the price per share at which the Company issues such shares; provided, however, that shares purchased in open market transactions by the plan administrator will be allocated to a participant based on the average purchase price, excluding any brokerage charges or other charges, of all shares of common stock purchased in the open market.
If a stockholder receives distributions in the form of common stock pursuant to the DRP, such stockholder generally will be subject to the same federal, state and local tax consequences as if it elected to receive distributions in cash. If the Company’s common stock is trading at or below net asset value, a stockholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of cash that they would have received if they had elected to receive the distribution in cash. If the Company’s common stock is trading above net asset value, a stockholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of the fair market value of the Company’s common stock. The stockholder’s basis for determining gain or loss upon the sale of common stock received in a distribution will be equal to the total
Note 5. Distributions (continued)
dollar amount of the distribution payable to the stockholder. Any stock received in a distribution will have a holding period for tax purposes commencing on the day following the day on which the shares of common stock are credited to the stockholder’s account.
The Company may fund its cash distributions to stockholders from any sources of funds legally available to it, including proceeds from the sale of shares of the Company’s common stock, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, and dividends or other distributions paid to the Company on account of preferred and common equity investments in portfolio companies. The Company has not established limits on the amount of funds it may use from available sources to make distributions. During certain periods, the Company’s distributions may exceed its earnings. As a result, it is possible that a portion of the distributions the Company makes may represent a return of capital. A return of capital generally is a return of a stockholder’s investment rather than a return of earnings or gains derived from the Company’s investment activities. Each year a statement on Form 1099-DIV identifying the sources of the distributions (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of capital, which is a nontaxable distribution) will be mailed to the Company’s stockholders. There can be no assurance that the Company will be able to pay distributions at a specific rate or at all.
The following table reflects the sources of the cash distributions on a tax basis that the Company has paid on its common stock during the six months ended June 30, 2025 and 2024:
| Six Months Ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Source of Distribution | DistributionAmount | Percentage | DistributionAmount | Percentage |
| Return of capital | $— | — | $— | — |
| Net investment income(1) | 392 | 100% | 420 | 100% |
| Short-term capital gains proceeds from the sale of assets | — | — | — | — |
| Long-term capital gains proceeds from the sale of assets | — | — | — | — |
| Total | $392 | 100% | $420 | 100% |
(1)During the six months ended June 30, 2025 and 2024,83.6% and 88.3%, respectively, of the Company’s gross investment income was attributable to cash income earned,2.0% and 2.8%, respectively, was attributable to non-cash accretion of discount and 14.4% and 8.9%, respectively, was attributable to PIK interest.
The determination of the tax attributes of the Company’s distributions is made annually as of the end of the Company’s fiscal year based upon the Company’s taxable income for the full year and distributions paid for the full year. Therefore, a determination made on a quarterly basis may not be representative of the actual tax attributes of the Company’s distributions for a full year. The actual tax characteristics of distributions to stockholders are reported to stockholders annually on Form 1099-DIV.
Net capital losses may be carried forward indefinitely, and their character is retained as short-term or long-term losses. As of June 30, 2025, the Company had capital loss carryforwards available to offset future realized capital gains of approximately $2,871. Because of the loss limitation rules of the Code, some of the tax basis losses may be limited in their use. Any unused balances resulting from such limitations may be carried forward into future years indefinitely.
As of June 30, 2025 and December 31, 2024, the Company’s gross unrealized appreciation on a tax basis was $1,195 and $1,254, respectively. As of June 30, 2025 and December 31, 2024, the Company’s gross unrealized depreciation on a tax basis was $1,912 and $1,762, respectively.
The aggregate cost of the Company’s investments for U.S. federal income tax purposes totaled $15,023 and $14,760 as of June 30, 2025 and December 31, 2024, respectively. The aggregate net unrealized appreciation (depreciation) on investments on a tax basis was $(1,375) and $(1,270) as of June 30, 2025 and December 31, 2024, respectively. The aggregate net unrealized appreciation (depreciation) on investments on a tax basis excludes net unrealized appreciation (depreciation) from merger accounting, foreign currency forward contracts and foreign currency transactions.
As of June 30, 2025, the Company had a gross deferred tax liability of $5 and net deferred tax liability of $0 resulting from unrealized appreciation on investments held by the Company’s wholly-owned taxable subsidiaries, a deferred tax asset of $130 resulting from a combination of unrealized depreciation on investments held by and net operating losses and other tax attributes of the Company’s wholly-owned taxable subsidiaries. As of June 30, 2025, certain wholly-owned taxable subsidiaries anticipated that they
Note 5. Distributions (continued)
would be unable to fully utilize their generated net operating losses, therefore the deferred tax asset was offset by a valuation allowance of $125. During the six months ended June 30, 2025, the Company recorded a provision for taxes related to wholly-owned taxable subsidiaries of $11 related to current taxes.
Note 6. Investment Portfolio
The following table summarizes the composition of the Company’s investment portfolio at cost and fair value as of June 30, 2025 and December 31, 2024:
| (Unaudited) | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| AmortizedCost(1) | Fair Value | Percentageof Portfolio | AmortizedCost(1) | Fair Value | Percentageof Portfolio | |
| Senior Secured Loans—First Lien | $8,397 | $8,055 | 59.0% | $7,995 | $7,795 | 57.8% |
| Senior Secured Loans—Second Lien | 692 | 673 | 4.9% | 690 | 693 | 5.1% |
| Other Senior Secured Debt | 33 | 30 | 0.2% | 130 | 123 | 0.9% |
| Subordinated Debt | 207 | 225 | 1.6% | 214 | 233 | 1.7% |
| Asset Based Finance | 2,119 | 2,000 | 14.7% | 2,232 | 2,102 | 15.6% |
| Credit Opportunities Partners JV, LLC | 1,869 | 1,632 | 12.0% | 1,572 | 1,363 | 10.1% |
| Equity/Other | 1,054 | 1,033 | 7.6% | 1,211 | 1,181 | 8.8% |
| Total | $14,371 | $13,648 | 100.0% | $14,044 | $13,490 | 100.0% |
(1)Amortized cost represents the original cost adjusted for the amortization of premiums and/or accretion of discounts and PIK interest or dividends, as applicable, on investments.
In general, under the 1940 Act, the Company would be presumed to “control” a portfolio company if it owned more than 25% of its voting securities or it had the power to exercise control over the management or policies of such portfolio company, and would be an “affiliated person” of a portfolio company if it owned 5% or more of its voting securities.
As of June 30, 2025, the Company held investments inthirty-two portfolio companies of which it is deemed to “control.” As of June 30, 2025, the Company held investments ineleven portfolio companies of which it is deemed to be an “affiliated person” but is not deemed to “control.” For additional information with respect to such portfolio companies, see footnotes (ac) and (ad) to the unaudited consolidated schedule of investments as of June 30, 2025 in this quarterly report on Form 10-Q.
As of December 31, 2024, the Company held investments inthirty-one portfolio companies of which it is deemed to “control.” As of December 31, 2024, the Company held investments ineleven portfolio companies of which it is deemed to be an “affiliated person” but is not deemed to “control.” For additional information with respect to such portfolio companies, see footnotes (ac) and (ad) to the consolidated schedule of investments as of December 31, 2024 in this quarterly report on Form 10-Q.
The Company’s investment portfolio may contain loans and other unfunded arrangements that are in the form of lines of credit, revolving credit facilities, delayed draw credit facilities or other investments, which require the Company to provide funding when requested by portfolio companies in accordance with the terms of the underlying agreements. As of June 30, 2025, the Company had unfunded debt investments with aggregate unfunded commitments of $1,730.1, unfunded equity/other commitments of $369.7 and unfunded commitments of $577.5 to Credit Opportunities Partners JV, LLC, or COPJV. As of December 31, 2024, the Company had unfunded debt investments with aggregate unfunded commitments of $1,534.1, unfunded equity/other commitments of $387.1 and unfunded commitments of $735.2 to COPJV. The Company maintains sufficient cash on hand and available borrowings to fund such unfunded commitments should the need arise. For additional details regarding the Company’s unfunded debt investments, see the Company’s unaudited consolidated schedule of investments as of June 30, 2025 and the Company’s audited consolidated schedule of investments as of December 31, 2024.
Note 6. Investment Portfolio (continued)
The table below describes investments by industry classification and enumerates the percentage, by fair value, of the total portfolio assets in such industries as of June 30, 2025 and December 31, 2024:
| (Unaudited) | December 31, 2024 | |||
|---|---|---|---|---|
| Industry Classification(1) | FairValue | Percentage ofPortfolio | FairValue | Percentage ofPortfolio |
| Automobiles & Components | $4 | 0.0% | $4 | 0.0% |
| Banks | — | — | 5 | 0.0% |
| Capital Goods | 1,658 | 12.1% | 1,712 | 12.7% |
| Commercial & Professional Services | 1,741 | 12.8% | 1,733 | 12.8% |
| Consumer Discretionary Distribution & Retail | 94 | 0.7% | 174 | 1.3% |
| Consumer Durables & Apparel | 279 | 2.0% | 229 | 1.7% |
| Consumer Services | 323 | 2.4% | 244 | 1.8% |
| Consumer Staples Distribution & Retail | 98 | 0.7% | 102 | 0.8% |
| Credit Opportunities Partners JV, LLC | 1,632 | 12.0% | 1,363 | 10.1% |
| Energy | 33 | 0.2% | 89 | 0.7% |
| Equity Real Estate Investment Trusts (REITs) | 266 | 1.9% | 278 | 2.1% |
| Financial Services | 936 | 6.9% | 998 | 7.4% |
| Food, Beverage & Tobacco | 114 | 0.8% | 113 | 0.8% |
| Health Care Equipment & Services | 1,611 | 11.8% | 1,667 | 12.4% |
| Household & Personal Products | 119 | 0.9% | 134 | 1.0% |
| Insurance | 679 | 5.0% | 735 | 5.4% |
| Materials | 306 | 2.2% | 334 | 2.5% |
| Media & Entertainment | 612 | 4.5% | 699 | 5.2% |
| Pharmaceuticals, Biotechnology & Life Sciences | 381 | 2.8% | 298 | 2.2% |
| Real Estate Management & Development | 13 | 0.1% | 27 | 0.2% |
| Software & Services | 2,331 | 17.1% | 2,187 | 16.2% |
| Technology Hardware & Equipment | 2 | 0.0% | 2 | 0.0% |
| Telecommunication Services | 65 | 0.5% | 69 | 0.5% |
| Transportation | 351 | 2.6% | 294 | 2.2% |
| Total | $13,648 | 100.0% | $13,490 | 100.0% |
Credit Opportunities Partners JV, LLC
COPJV is a joint venture between the Company and South Carolina Retirement Systems Group Trust, or SCRS. COPJV’s second amended and restated limited liability company agreement, or the COPJV Agreement, requires the Company and SCRS to provide capital to COPJV of up to $2,800 in the aggregate where the Company and SCRS would provide 87.5% and 12.5%, respectively, of the committed capital. Pursuant to the terms of the COPJV Agreement, the Company and SCRS each have 50% voting control of COPJV and are required to agree on all investment decisions as well as certain other significant actions for COPJV. COPJV invests its capital in a range of investments, including senior secured loans (both first lien and second lien) to middle market companies, broadly syndicated loans, equity, warrants and other investments. As of June 30, 2025, the Company and SCRS have funded approximately $2,140.0 to COPJV, of which $1,872.5 was from the Company.
During the six months ended June 30, 2025, the Company sold investments with a cost of $836.6 for proceeds of $850.5 to COPJV and recognized a net realized gain (loss) of $13.9 in connection with the transactions. As of June 30, 2025, $355.4 of these sales to COPJV are included in the Company’s receivable for investments sold in the consolidated statements of assets and liabilities. As administrative agent of COPJV, the Company performs certain day-to-day management responsibilities on behalf of COPJV and is entitled to a fee of 0.25% of COPJV’s assets under administration, calculated and payable quarterly in arrears. For the six months ended June 30, 2025 and 2024, the Company earned $5.1 and $4.7 of administrative services fees, respectively.
Note 6. Investment Portfolio (continued)
Below is selected balance sheet information for COPJV as of June 30, 2025 and December 31, 2024:
| As of | ||
|---|---|---|
| June 30, 2025 (Unaudited) | December 31, 2024 | |
| Selected Balance Sheet Information | ||
| Total investments, at fair value | $4,206.9 | $3,295.5 |
| Cash and other assets | 365.1 | 363.8 |
| Total assets | 4,572.0 | 3,659.3 |
| Debt | 2,251.5 | 1,828.6 |
| Other liabilities | 455.3 | 272.6 |
| Total liabilities | 2,706.8 | 2,101.2 |
| Member’s equity | $1,865.2 | $1,558.1 |
Below is selected statement of operations information for COPJV for the three and six months ended June 30, 2025 and 2024:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Selected Statement of Operations Information | ||||
| Total investment income | $109.0 | $90.2 | $191.2 | $180.8 |
| Expenses | ||||
| Interest expense | 35.1 | 29.9 | 63.4 | 62.3 |
| Custodian and accounting fees | 0.3 | 0.4 | 0.7 | 0.8 |
| Administrative services | 2.8 | 2.3 | 5.1 | 4.7 |
| Professional services | 0.1 | 0.2 | 0.2 | 0.3 |
| Other | 1.6 | 0.4 | 1.8 | 0.6 |
| Total expenses | 39.9 | 33.2 | 71.2 | 68.7 |
| Net investment income | 69.1 | 57.0 | 120.0 | 112.1 |
| Net realized and unrealized gain (loss) | (34.2) | (0.6) | (33.1) | (3.2) |
| Net increase in net assets resulting from operations | $34.9 | $56.4 | $86.9 | $108.9 |
Note 7. Financial Instruments
The following is a summary of the fair value and location of the Company’s derivative instruments not designated as a qualifying hedge accounting relationship in the consolidated balance sheets held as of June 30, 2025 and December 31, 2024:
| Derivative Instrument | Statement Location | June 30, 2025 (Unaudited) | December 31, 2024 |
|---|---|---|---|
| Foreign currency forward contracts | Unrealized appreciation on foreign currency forward contracts | $— | $3 |
| Foreign currency forward contracts | Unrealized depreciation on foreign currency forward contracts | (18) | (1) |
| Total | $(18) | $2 |
Net realized and unrealized gains and losses on derivative instruments not designated as a qualifying hedge accounting relationship recorded by the Company for the six months ended June 30, 2025 and 2024 are in the following locations in the consolidated statements of operations:
| Six Months Ended June 30, | |||
|---|---|---|---|
| Derivative Instrument | Statement Location | 2025 | 2024 |
| Foreign currency forward contracts | Net realized gain (loss) on foreign currency forward contracts | $(3) | $19 |
| Foreign currency forward contracts | Net change in unrealized appreciation (depreciation) on foreign currency forward contracts | (20) | (13) |
| Total | $(23) | $6 | |
Offsetting of Derivative Instruments
The Company has derivative instruments that are subject to master netting agreements. These agreements include provisions to offset positions with the same counterparty in the event of default by one of the parties. The Company’s unrealized appreciation and depreciation on derivative instruments are reported as gross assets and liabilities, respectively, in the consolidated balance sheets. The following tables present the Company’s assets and liabilities related to derivatives by counterparty, net of amounts available for offset under a master netting arrangement and net of any collateral received or pledged by the Company for such assets and liabilities as of June 30, 2025 and December 31, 2024:
| As of June 30, 2025 (Unaudited) | |||||
|---|---|---|---|---|---|
| Counterparty | Derivative Assets Subject to Master Netting Agreement | Derivatives Available for Offset | Non-cash Collateral Received(1) | Cash Collateral Received(1) | Net Amount of Derivative Assets(2) |
| JP Morgan Chase Bank | $— | $— | $— | $— | $— |
| Total | $— | $— | $— | $— | $— |
| Counterparty | Derivative Liabilities Subject to Master Netting Agreement | Derivatives Available for Offset | Non-cash Collateral Pledged(1) | Cash Collateral Pledged(1) | Net Amount of Derivative Liabilities(3) |
| JP Morgan Chase Bank | $(18) | $— | $— | $— | $(18) |
| Total | $(18) | $— | $— | $— | $(18) |
| Counterparty | Derivative Assets Subject to Master Netting Agreement | Derivatives Available for Offset | Non-cash Collateral Received(1) | Cash Collateral Received(1) | Net Amount of Derivative Assets(2) |
|---|---|---|---|---|---|
| JP Morgan Chase Bank | $3 | $(1) | $— | $— | $2 |
| Total | $3 | $(1) | $— | $— | $2 |
| Counterparty | Derivative Liabilities Subject to Master Netting Agreement | Derivatives Available for Offset | Non-cash Collateral Pledged(1) | Cash Collateral Pledged(1) | Net Amount of Derivative Liabilities(3) |
| JP Morgan Chase Bank | $(1) | $1 | $— | $— | $— |
| Total | $(1) | $1 | $— | $— | $— |
(1)In some instances, the actual amount of the collateral received and/or pledged may be more than the amount shown due to overcollateralization.
(2)Net amount of derivative assets represents the net amount due from the counterparty to the Company.
(3)Net amount of derivative liabilities represents the net amount due from the Company to the counterparty.
Foreign Currency Forward Contracts and Cross Currency Swaps
The Company may enter into foreign currency forward contracts and cross currency swaps from time to time to facilitate settlement of purchases and sales of investments denominated in foreign currencies and to economically hedge the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies. A foreign currency forward contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. These contracts are marked-to-market by recognizing the difference between the contract forward exchange rate and the forward market exchange rate on the last day of the period presented as unrealized appreciation or depreciation. Realized gains or losses are recognized when forward contracts are settled. Risks arise as a result of the potential inability of the counterparties to meet the terms of their contracts. The Company attempts to limit counterparty risk by only dealing with well-known counterparties.
Cross currency swaps are interest rate swaps in which interest cash flows are exchanged between two parties based on the notional amounts of two different currencies. These swaps are marked-to-market by recognizing the difference between the present value of cash flows of each leg of the swaps as unrealized appreciation or depreciation. Realized gain or loss is recognized when periodic payments are received or paid and the swaps are terminated. The entire notional value of a cross currency swap is subject to the risk that the counterparty to the swap will default on its contractual delivery obligations. The Company attempts to limit counterparty risk by only dealing with well-known counterparties. The Company utilizes cross currency swaps from time to time in order to hedge a portion of its investments in foreign currency.
The average notional balance for foreign currency forward contracts during the six months ended June 30, 2025 and 2024 was $174.4 and $188.0, respectively. See consolidated schedules of investments for the Company’s open foreign currency forward contracts.
Interest Rate Swaps
In connection with the Company’s issuance of $600 aggregate principal amount of its 6.875% Notes due 2029, or the 6.875% Notes, the Company entered into interest rate swap agreements for a total notional amount of $600 that mature on August 15, 2029, to reduce the exposure to changes in fair value associated with the 6.875% Notes. Under an interest rate swap agreement entered into on June 13, 2024, the Company receives a fixed interest rate of 6.875% and pays a floating interest rate of one-month SOFR plus 2.754% on a notional amount of $200; and under an interest rate swap agreement entered into on June 27, 2024, the Company receives a fixed interest rate of 6.875% and pays a floating interest rate of one-month SOFR plus 2.788% on a notional amount of $400. The Company designated these interest rate swaps and the 6.875% Notes as a qualifying fair value hedge accounting relationship. See Note 9 for more information on the 6.875% Notes.
In connection with the Company’s issuance of $700 aggregate principal amount of its 6.125% Notes due 2030, or the 6.125% Notes, the Company entered into interest rate swap agreements for a total notional amount of $700 that mature on January 15, 2030, to reduce the exposure to changes in fair value associated with the 6.125% Notes. Under an interest rate swap agreement entered into on November 13, 2024, the Company receives a fixed interest rate of 6.125% and pays a floating interest rate of daily compounded SOFR plus 2.1374% on a notional amount of $600; and under an interest rate swap agreement entered into on December 20, 2024, the Company receives a fixed interest rate of 6.125% and pays a floating interest rate of daily compounded SOFR plus 2.0614% on a notional amount of $100. The Company designated these interest rate swaps and the 6.125% Notes as a qualifying fair value hedge accounting relationship. See Note 9 for more information on the 6.125% Notes.
As of June 30, 2025, the counterparty to the Company’s interest rate swap agreements was ING Capital Markets LLC.
As a result of the Company’s designation of the interest rate swaps as hedging instruments in a qualifying fair value hedge accounting relationship, the Company is required to fair value the hedging instruments and the related hedged items, with the changes in the fair value of each being recorded in interest expense. The following is a summary of the fair value and location of the Company’s derivative instruments in the consolidated balance sheets held as of June 30, 2025:
| Derivative Instrument · Notional Amount · Maturity Date · Gross Amount of Recognized Assets · Gross Amount of Recognized Liabilities · Statement Location | |||||||
|---|---|---|---|---|---|---|---|
| Interest rate swap(1) | $200 | 8/15/2029 | $8 | $— | Prepaid expenses and other assets | ||
| Interest rate swap(1) | $400 | 8/15/2029 | 16 | — | Prepaid expenses and other assets | ||
| Interest rate swap(2) | $600 | 1/15/2030 | 34 | — | Prepaid expenses and other assets | ||
| Interest rate swap(2) | $100 | 1/15/2030 | 5 | — | Prepaid expenses and other assets | ||
| Total | $63 | $— | |||||
(1)The asset related to the fair value of the interest rate swaps was offset by a$24 increase to the carrying value of the 6.875% Notes.
(2)The asset related to the fair value of the interest rate swaps was offset by a$39 increase to the carrying value of the 6.125% Notes.
Note 8. Fair Value of Financial Instruments
Under existing accounting guidance, fair value is defined as the price that the Company would receive upon selling an investment or pay to transfer a liability in an orderly transaction to a market participant in the principal or most advantageous market for the investment. This accounting guidance emphasizes valuation techniques that maximize the use of observable market inputs and minimize the use of unobservable inputs. Inputs refer broadly to the assumptions that market participants would use in pricing an asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on the best information available in the circumstances. The Company classifies the inputs used to measure these fair values into the following hierarchy as defined by current accounting guidance:
Level 1: Inputs that are quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs that are quoted prices for similar assets or liabilities in active markets.
Level 3: Inputs that are unobservable for an asset or liability.
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
As of June 30, 2025 and December 31, 2024, the Company’s investments were categorized as follows in the fair value hierarchy:
| Valuation Inputs | (Unaudited) | December 31, 2024 |
|---|---|---|
| Level 1—Price quotations in active markets | $3 | $1 |
| Level 2—Significant other observable inputs | 23 | 91 |
| Level 3—Significant unobservable inputs | 11,990 | 12,035 |
| Investments measured at net asset value(1) | 1,632 | 1,363 |
| $13,648 | $13,490 |
(1)Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated balance sheets.
In addition, the Company had foreign currency forward contracts and interest rate swaps, as described in Note 7, which were categorized as Level 2 in the fair value hierarchy as of June 30, 2025 and December 31, 2024.
The Company’s board of directors is responsible for overseeing the valuation of the Company’s portfolio investments at fair value as determined in good faith pursuant to the Adviser’s valuation policy. The Company’s board of directors has designated the Adviser with day-to-day responsibility for implementing the portfolio valuation process set forth in the Adviser’s valuation policy.
The Company’s investments consist primarily of debt investments that were acquired directly from the issuer. Debt investments, for which broker quotes are not available, are valued by independent valuation firms, which determine the fair value of such investments by considering, among other factors, the borrower’s ability to adequately service its debt, prevailing interest rates for like investments, expected cash flows, call features, anticipated repayments and other relevant terms of the investments. Except as described below, all of the Company’s equity/other investments are also valued by independent valuation firms, which determine the fair value of such investments by considering, among other factors, contractual rights ascribed to such investments, as well as various income scenarios and multiples of earnings before interest, taxes, depreciation and amortization, or EBITDA, cash flows, net income, revenues or, in limited instances, book value or liquidation value. An investment that is newly issued and purchased near the date of the financial statements is valued at cost if the Adviser determines that the cost of such investment is the best indication of its fair value. Such investments described above are typically classified as Level 3 within the fair value hierarchy. Investments that are traded on an active public market are valued at their closing price as of the date of the financial statements and are classified as Level 1 within the fair value hierarchy. Except as described above, the Adviser typically values the Company’s other investments by using the midpoint of the prevailing bid and ask prices from dealers on the date of the relevant period end, which are provided by independent third-party pricing services and screened for validity by such services and are typically classified as Level 2 within the fair value hierarchy.
The Adviser periodically benchmarks the bid and ask prices it receives from the third-party pricing services and/or dealers and independent valuation firms as applicable, against the actual prices at which the Company purchases and sells its investments. Based on the results of the benchmark analysis and the experience of the Company’s management in purchasing and selling these investments, the Adviser believes that these prices are reliable indicators of fair value. The Adviser reviewed and approved the valuation determinations made with respect to these investments in a manner consistent with the Adviser’s valuation policy.
The following is a reconciliation for the six months ended June 30, 2025 and 2024 of investments for which significant unobservable inputs (Level 3) were used in determining fair value:
| Senior SecuredLoans—FirstLien | Senior SecuredLoans—SecondLien | Other SeniorSecuredDebt | SubordinatedDebt | Asset Based Finance | Equity/Other | Total | |
|---|---|---|---|---|---|---|---|
| Fair value at beginning of period | $7,780 | $693 | $46 | $233 | $2,102 | $1,181 | $12,035 |
| Accretion of discount (amortization of premium) | 16 | 2 | — | 1 | 1 | 3 | 23 |
| Net realized gain (loss) | (62) | — | (7) | (9) | 14 | (89) | (153) |
| Net change in unrealized appreciation (depreciation) | (141) | (21) | 3 | (1) | 11 | 7 | (142) |
| Purchases | 2,367 | — | 19 | 72 | 550 | 193 | 3,201 |
| Paid-in-kind interest | 64 | 1 | 1 | 5 | 9 | 36 | 116 |
| Sales and repayments | (1,985) | (1) | (36) | (76) | (691) | (301) | (3,090) |
| Transfers into Level 3 | — | — | — | — | — | — | — |
| Transfers out of Level 3 | — | — | — | — | — | — | — |
| Fair value at end of period | $8,039 | $674 | $26 | $225 | $1,996 | $1,030 | $11,990 |
| The amount of total gains or losses for the period included in changes in net assets attributable to the change in unrealized gains or losses relating to investments still held at the reporting date | $(200) | $(21) | $0 | $(8) | $12 | $(92) | $(309) |
| Senior SecuredLoans—FirstLien | Senior SecuredLoans—SecondLien | Other SeniorSecuredDebt | SubordinatedDebt | Asset Based Finance | Equity/Other | Total | |
|---|---|---|---|---|---|---|---|
| Fair value at beginning of period | $8,429 | $1,090 | $21 | $322 | $2,077 | $1,134 | $13,073 |
| Accretion of discount (amortization of premium) | 25 | 2 | — | — | 1 | — | 28 |
| Net realized gain (loss) | (125) | (100) | (2) | — | (63) | (16) | (306) |
| Net change in unrealized appreciation (depreciation) | 45 | 84 | (1) | (4) | 77 | (59) | 142 |
| Purchases | 2,721 | 51 | 24 | 27 | 547 | 58 | 3,428 |
| Paid-in-kind interest | 34 | 1 | 1 | 15 | 5 | 7 | 63 |
| Sales and repayments | (3,007) | (203) | — | — | (619) | (38) | (3,867) |
| Transfers into Level 3 | — | — | — | — | — | — | — |
| Transfers out of Level 3 | — | — | — | — | — | — | — |
| Fair value at end of period | $8,122 | $925 | $43 | $360 | $2,025 | $1,086 | $12,561 |
| The amount of total gains or losses for the period included in changes in net assets attributable to the change in unrealized gains or losses relating to investments still held at the reporting date | $(35) | $(7) | $(3) | $(3) | $8 | $(81) | $(121) |
The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements as of June 30, 2025 and December 31, 2024 were as follows:
| Type of Investment | Fair Value atJune 30, 2025(Unaudited) | ValuationTechnique(1) | UnobservableInput | Range (Weighted Average) | Impact to Valuation from an Increase in Input(2) |
|---|---|---|---|---|---|
| Senior Debt | $7,280 | Discounted Cash Flow | Discount Rate | 6.8% - 20.1% (10.5%) | Decrease |
| 1,306 | Waterfall | EBITDA Multiple | 0.5x - 12.6x (8.2x) | Increase | |
| 149 | Cost | ||||
| 4 | Other(3) | ||||
| Subordinated Debt | 196 | Discounted Cash Flow | Discount Rate | 9.0% - 15.5% (11.9%) | Decrease |
| 29 | Waterfall | EBITDA Multiple | 5.0x - 9.0x (5.4x) | Increase | |
| Asset Based Finance | 1,519 | Discounted Cash Flow | Discount Rate | 4.7% - 41.3% (11.9%) | Decrease |
| 435 | Waterfall | EBITDA Multiple | 1.0x - 1.3x (1.2x) | Increase | |
| 41 | Other(3) | ||||
| 1 | Indicative Dealer Quotes | 16.5% - 16.5% (16.5%) | Increase | ||
| Equity/Other | 529 | Discounted Cash Flow | Discount Rate | 4.0% - 21.0% (13.5%) | Decrease |
| 438 | Waterfall | EBITDA Multiple | 1.2x - 19.0x (10.0x) | Increase | |
| 53 | Other(3) | ||||
| 10 | Option Pricing Model | Equity Illiquidity Discount | 30.0% - 30.0% (30.0%) | Decrease | |
| Total | $11,990 | ||||
| Type of Investment · Fair Value atDecember 31, 2024 · ValuationTechnique(1) · UnobservableInput · Range · Impact to Valuation from an Increase in Input(2) | ||||||
|---|---|---|---|---|---|---|
| Senior Debt | $7,115 | Discounted Cash Flow | Discount Rate | 5.8% - 23.8% (10.6%) | Decrease | |
| 1,376 | Waterfall | EBITDA Multiple | 0.7x - 11.3x (8.6x) | Increase | ||
| 14 | Cost | |||||
| 14 | Other(3) | |||||
| Subordinated Debt | 188 | Discounted Cash Flow | Discount Rate | 11.3% - 15.4% (12.7%) | Decrease | |
| 33 | Waterfall | EBITDA Multiple | 7.0x - 7.0x (7.0x) | Increase | ||
| 12 | Other(3) | |||||
| Asset Based Finance | 1,513 | Discounted Cash Flow | Discount Rate | 4.8% - 41.7% (12.8%) | Decrease | |
| 516 | Waterfall | EBITDA Multiple | 1.0x - 1.4x (1.2x) | Increase | ||
| 41 | Cost | |||||
| 30 | Other(3) | |||||
| 2 | Indicative Dealer Quotes | 23.0% - 23.0% (23.0%) | Increase | |||
| Equity/Other | 625 | Waterfall | EBITDA Multiple | 0.7x - 16.0x (8.3x) | Increase | |
| 538 | Discounted Cash Flow | Discount Rate | 4.3% - 24.8% (14.3%) | Decrease | ||
| 18 | Other(3) | |||||
| Total | $12,035 | |||||
(1)Investments using a market quotes valuation technique were primarily valued by using the midpoint of the prevailing bid and ask prices from dealers on the date of the relevant period end, which were provided by independent third-party pricing services and screened for validity by such services. Investments valued using an EBITDA multiple or a revenue multiple pursuant to the market comparables valuation technique may be conducted using an enterprise valuation waterfall analysis.
(2)Represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the input would have the opposite effect. Significant changes in these inputs in isolation could result in significantly higher or lower fair value measurements.
(3)Fair value based on expected outcome of proposed corporate transactions and/or other factors.
Note 9. Financing Arrangements
Prior to June 14, 2019, in accordance with the 1940 Act, the Company was allowed to borrow amounts such that its asset coverage, calculated pursuant to the 1940 Act, was at least 200% after such borrowing. Effective June 15, 2019, the Company’s asset coverage requirement applicable to senior securities was reduced from 200% to 150%. As of June 30, 2025, the aggregate amount outstanding of the senior securities issued by the Company was $8,022. As of June 30, 2025, the Company’s asset coverage was 177%.
The following tables present summary information with respect to the Company’s outstanding financing arrangements as of June 30, 2025 and December 31, 2024. For additional information regarding these financing arrangements, see the notes to the Company’s audited consolidated financial statements contained in its annual report on Form 10-K for the year ended December 31, 2024. See Note 9 to the financial statements included in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 for a description of amendments or other changes to the financing arrangements during the three months ended March 31, 2025. Any significant changes to the Company’s financing arrangements during the three months ended June 30, 2025 are discussed below.
| As of June 30, 2025(Unaudited) | |||||||
|---|---|---|---|---|---|---|---|
| Arrangement · Type of Arrangement · Rate · AmountOutstanding · AmountAvailable · Maturity Date | |||||||
| Ambler Credit Facility(2) | Revolving Credit Facility | SOFR+2.25%(1) | $188 | $12 | November 13, 2029 | ||
| Callowhill Credit Facility(2) | Revolving Credit Facility | SOFR+1.75%(1) | 368 | 32 | June 2, 2030 | ||
| CCT Tokyo Funding Credit Facility(2) | Revolving Credit Facility | SOFR+1.90% - 2.05%(1)(3) | 90 | — | June 2, 2026 | ||
| Meadowbrook Run Credit Facility(2) | Revolving Credit Facility | SOFR+1.95%(1) | 296 | 4 | November 22, 2028 | ||
| Senior Secured Revolving Credit Facility(2) | Revolving Credit Facility | SOFR+1.75% - 1.88%(1)(4) | 2,188(5) | 2,377(6) | October 31, 2028 | ||
| 3.400% Notes due 2026(7) | Unsecured Notes | 3.40% | 1,000 | — | January 15, 2026 | ||
| 2.625% Notes due 2027(7) | Unsecured Notes | 2.63% | 400 | — | January 15, 2027 | ||
| 3.250% Notes due 2027(7) | Unsecured Notes | 3.25% | 500 | — | July 15, 2027 | ||
| 3.125% Notes due 2028(7) | Unsecured Notes | 3.13% | 750 | — | October 12, 2028 | ||
| 7.875% Notes due 2029(7) | Unsecured Notes | 7.88% | 400 | — | January 15, 2029 | ||
| 6.875% Notes due 2029(7)(8) | Unsecured Notes | 6.88% | 600 | — | August 15, 2029 | ||
| 6.125% Notes due 2030(7)(8) | Unsecured Notes | 6.13% | 700 | — | January 15, 2030 | ||
| CLO-1 Notes(2)(9) | Collateralized Loan Obligation | 3.01% - SOFR+1.85%(1) | 162 | — | January 15, 2031 | ||
| CLO-2 Notes(2)(10) | Collateralized Loan Obligation | SOFR+1.48% - 2.15%(1) | 380 | — | April 15, 2037 | ||
| Total | $8,022 | $2,425 | |||||
(3)As of June 30, 2025, there was $60 term loan outstanding at SOFR+1.90% and $30 revolving commitment outstanding at SOFR+2.05%.
(4)The spread over the benchmark rate is determined by reference to the ratio of the value of the borrowing base to the aggregate amount of certain outstanding indebtedness of the Company. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.10% and 0.0326% is applicable to borrowings in U.S. dollars and pounds sterling, respectively.
(5)Amount includes borrowing in Euros, pounds sterling and Australian dollars. Euro balance outstanding of €467 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.18 as of June 30, 2025 to reflect total amount outstanding in U.S. dollars. Pounds sterling balance outstanding of £288 has been converted to U.S dollars at an exchange rate of £1.00 to $1.37 as of June 30, 2025 to reflect total amount outstanding in U.S. dollars. Australian dollar balance outstanding of AUD36 has been converted to U.S dollars at an exchange rate of AUD1.00 to $0.66 as of June 30, 2025 to reflect total amount outstanding in U.S. dollars.
(6)The amount available for borrowing under the Senior Secured Revolving Credit Facility is reduced by any standby letters of credit issued under the Senior Secured Revolving Credit Facility. As of June 30, 2025, $30 of such letters of credit have been issued.
(7)As of June 30, 2025, the fair value of the 3.400% Notes, the 2.625% Notes, the 3.250% Notes, the 3.125% Notes, the 7.875% Notes, the 6.875% Notes and the 6.125% Notes was approximately $991, $384, $480, $688, $422, $624 and $739, respectively. These valuations are considered Level 2 valuations within the fair value hierarchy.
(8)The carrying value of the 6.875% Notes and 6.125% Notes as of June 30, 2025 includes a $24 and $39 increase, respectively, as a result of an effective hedge accounting relationship. See Note 7 for additional information.
(9)As of June 30, 2025, there were $91.2 of Class A-1R notes outstanding at SOFR+1.85%, $20.5 of Class A-2R notes outstanding at SOFR+2.25%, $32.4 of Class B-1R notes outstanding at SOFR+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.26161% is applicable to Class A-1R, Class A-2R and Class B-1R notes outstanding.
(10)As of June 30, 2025, there were $160.0 of Class A-1 notes outstanding at SOFR+1.48%, $100.0 of Class A-1L notes outstanding at SOFR+1.48%, $30.0 of Class A-1W notes outstanding at SOFR+1.48%, $20.0 of Class A-2L notes outstanding at SOFR+1.60%,$30.0 of Class B notes outstanding at SOFR+1.75% and $40.0 of Class C notes outstanding at SOFR+2.15%.
| Arrangement · Type of Arrangement · Rate · AmountOutstanding · AmountAvailable · Maturity Date | |||||||
|---|---|---|---|---|---|---|---|
| Ambler Credit Facility(2) | Revolving Credit Facility | SOFR+2.25%(1) | $133 | $67 | November 13, 2029 | ||
| CCT Tokyo Funding Credit Facility(2) | Revolving Credit Facility | SOFR+1.90% - 2.05%(1)(3) | 147 | — | June 2, 2026 | ||
| Darby Creek Credit Facility(2) | Revolving Credit Facility | SOFR+2.65%(1) | 500 | 250 | February 26, 2027 | ||
| Meadowbrook Run Credit Facility(2) | Revolving Credit Facility | SOFR+2.70%(1) | 200 | 100 | November 22, 2026 | ||
| Senior Secured Revolving Credit Facility(2) | Revolving Credit Facility | SOFR+1.75% - 1.88%(1)(4) | 628(5) | 3,946(6) | October 31, 2028 | ||
| 4.125% Notes due 2025(7) | Unsecured Notes | 4.13% | 470 | — | February 1, 2025 | ||
| 4.250% Notes due 2025(7) | Unsecured Notes | 4.25% | 475 | — | February 14, 2025 | ||
| 8.625% Notes due 2025(7) | Unsecured Notes | 8.63% | 250 | — | May 15, 2025 | ||
| 3.400% Notes due 2026(7) | Unsecured Notes | 3.40% | 1,000 | — | January 15, 2026 | ||
| 2.625% Notes due 2027(7) | Unsecured Notes | 2.63% | 400 | — | January 15, 2027 | ||
| 3.250% Notes due 2027(7) | Unsecured Notes | 3.25% | 500 | — | July 15, 2027 | ||
| 3.125% Notes due 2028(7) | Unsecured Notes | 3.13% | 750 | — | October 12, 2028 | ||
| 7.875% Notes due 2029(7) | Unsecured Notes | 7.88% | 400 | — | January 15, 2029 | ||
| 6.875% Notes due 2029(7)(8) | Unsecured Notes | 6.88% | 600 | — | August 15, 2029 | ||
| 6.125% Notes due 2030(7)(8) | Unsecured Notes | 6.13% | 700 | — | January 15, 2030 | ||
| CLO-1 Notes(2)(9) | Collateralized Loan Obligation | 3.01% - SOFR+1.85%(1) | 232 | — | January 15, 2031 | ||
| Total | $7,385 | $4,363 | |||||
(3)As of December 31, 2024, there was $98 term loan outstanding at SOFR+1.90% and $49 revolving commitment outstanding at SOFR+2.05%.
(4)The spread over the benchmark rate is determined by reference to the ratio of the value of the borrowing base to the aggregate amount of certain outstanding indebtedness of the Company. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.10% and 0.0326% is applicable to borrowings in U.S. dollars and pounds sterling, respectively.
(5)Amount includes borrowing in Euros, Canadian dollars, pounds sterling and Australian dollars. Euro balance outstanding of €455 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.04 as of December 31, 2024 to reflect total amount outstanding in U.S. dollars. Canadian dollar balance outstanding of CAD 3 has been converted to U.S dollars at an exchange rate of CAD1.00 to $0.69 as of December 31, 2024 to reflect total amount outstanding in U.S. dollars. Pounds sterling balance outstanding of £165 has been converted to U.S dollars at an exchange rate of £1.00 to $1.25 as of December 31, 2024 to reflect total amount outstanding in U.S. dollars. Australian dollar balance outstanding of AUD 4 has been converted to U.S dollars at an exchange rate of AUD1.00 to $0.62 as of December 31, 2024 to reflect total amount outstanding in U.S. dollars.
(6)The amount available for borrowing under the Senior Secured Revolving Credit Facility is reduced by any standby letters of credit issued under the Senior Secured Revolving Credit Facility. As of December 31, 2024, $21 of such letters of credit have been issued.
(7)As of December 31, 2024, the fair value of the 4.125% Notes, the 4.250% Notes, the 8.625% Notes, the 3.400% Notes, the 2.625% Notes, the 3.250% Notes,3.125% Notes, the 7.875% Notes, the 6.875% Notes and the 6.125% Notes was approximately $469, $474, $251, $981, $379, $474, $680, $426, $615 and $700, respectively. These valuations are considered Level 2 valuations within the fair value hierarchy.
(8)As of December 31, 2024, the carrying values of the 6.875% Notes and 6.125% Notes include a $15 and $0 increase, respectively, as a result of an effective hedge accounting relationship. See Note 7 for additional information.
(9)As of December 31, 2024, there were $161.8 of Class A-1R notes outstanding at SOFR+1.85%, $20.5 of Class A-2R notes outstanding at SOFR+2.25%, $32.4 of Class B-1R notes outstanding at SOFR+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%.
For the six months ended June 30, 2025 and 2024, the components of total interest expense for the Company’s financing arrangements were as follows:
| Six Months Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Arrangement(1) | Direct Interest Expense | Amortization of Deferred Financing Costs and Discount / Premium | Total Interest Expense | Direct Interest Expense | Amortization of Deferred Financing Costs and Discount / Premium | Total Interest Expense |
| Ambler Credit Facility(2) | $6 | $0 | $6 | $7 | $0 | $7 |
| Callowhill Credit Facility(2) | 2 | 0 | 2 | — | — | — |
| CCT Tokyo Funding Credit Facility(2) | 4 | 0 | 4 | 10 | 0 | 10 |
| Darby Creek Credit Facility(2) | 16 | 1 | 17 | 28 | 1 | 29 |
| Meadowbrook Run Credit Facility(2) | 8 | 1 | 9 | 10 | 0 | 10 |
| Senior Secured Revolving Credit Facility(2) | 69 | 2 | 71 | 51 | 3 | 54 |
| 4.625% Notes due 2024 | — | — | — | 9 | 0 | 9 |
| 1.650% Notes due 2024 | — | — | — | 4 | 1 | 5 |
| 4.125% Notes due 2025 | 2 | 0 | 2 | 10 | 1 | 11 |
| 4.250% Notes due 2025 | 2 | (1) | 1 | 10 | (2) | 8 |
| 8.625% Notes due 2025 | 4 | 1 | 5 | 11 | 1 | 12 |
| 3.400% Notes due 2026 | 17 | 4 | 21 | 17 | 2 | 19 |
| 2.625% Notes due 2027 | 5 | 0 | 5 | 5 | 0 | 5 |
| 3.250% Notes due 2027 | 8 | 0 | 8 | 8 | 0 | 8 |
| 3.125% Notes due 2028 | 12 | 1 | 13 | 12 | 1 | 13 |
| 7.875% Notes due 2029 | 16 | 0 | 16 | 16 | 1 | 17 |
| 6.875% Notes due 2029(3) | 22 | 2 | 24 | 3 | 0 | 3 |
| 6.125% Notes due 2030(3) | 22 | 0 | 22 | — | — | — |
| CLO-1 Notes | 6 | 0 | 6 | 11 | 0 | 11 |
| CLO-2 Notes | 6 | 0 | 6 | — | — | — |
| Total | $227 | $11 | $238 | $222 | $9 | $231 |
(1)Borrowings of each of the Company’s wholly-owned, special-purpose financing subsidiaries are considered borrowings of the Company for purposes of complying with the asset coverage requirements applicable to BDCs under the 1940 Act.
(2)Direct interest expense includes the effect of non-usage fees.
(3)Direct interest expense includes the impact of interest rate swaps.
The Company’s average borrowings and weighted average interest rate, including the effect of non-usage fees, for the six months ended June 30, 2025 were $8,212 and 5.51%, respectively. As of June 30, 2025, the Company’s weighted average effective interest rate on borrowings, including the effect of non-usage fees, was 5.34%.
The Company’s average borrowings and weighted average interest rate, including the effect of non-usage fees, for the six months ended June 30, 2024 were $8,176 and 5.42%, respectively. As of June 30, 2024, the Company’s weighted average effective interest rate on borrowings, including the effect of non-usage fees, was 5.34%.
Under its financing arrangements, the Company has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar financing arrangements. The Company was in compliance with all covenants required by its financing arrangements as of June 30, 2025 and December 31, 2024.
Callowhill Credit Facility
On June 2, 2025, Callowhill Street Funding LLC, or Callowhill, a wholly-owned, special purpose financing subsidiary of the Company, entered into a revolving credit facility, or the Callowhill Credit Facility, pursuant to a Loan and Security Agreement, the Loan Agreement, by and among Callowhill, as borrower, Canadian Imperial Bank of Commerce, or CIBC, as administrative agent, each of the lenders from time to time party thereto, and Computershare Trust Company, N.A., as securities intermediary, collateral agent, collateral administrator and collateral custodian. The Callowhill Credit Facility provides for, among other things, borrowings in an initial aggregate amount of up to $400.
The revolving period during which Callowhill is permitted to borrow, repay and re-borrow advances will terminate on June 2, 2028. Advances under the Callowhill Credit Facility are subject to satisfaction of certain conditions, including maintenance of the required borrowing base. Any amounts borrowed under the Callowhill Credit Facility will mature, and all accrued and unpaid interest thereunder will be due and payable, on June 3, 2030.
Borrowings under the Callowhill Credit Facility accrue interest at a rate equal to a spread of 1.75% per annum plus (i) in the case of borrowings in Dollars, at the option of Callowhill either (x) Daily Simple SOFR or (y) Term SOFR, as applicable, (ii) in the case of borrowings in Sterling, Daily Simple SONIA, (iii) in the case of borrowings in Australian Dollars, BBSY and (iv) in the case of borrowings in Canadian Dollars, Term CORRA. In addition, Callowhill will pay a non-usage fee on the unused facility amount, for each day following the three-month anniversary of the Closing Date, equal to the sum of the products of (i)0.50% and (ii) the positive difference, if any, of the aggregate commitments minus the greater of (x) the advances outstanding and (y) the minimum utilization.
Darby Creek Credit Facility
On June 5, 2025, Darby Creek LLC, or Darby, repaid all outstanding borrowings under, and terminated the loan financing and servicing agreement, or Darby Creek Facility, by and among Darby, as borrower, Deutsche Bank AG, New York Branch, as facility agent, each other lender from time to time party thereto, and Wells Fargo Bank, N.A., as collateral agent and collateral custodian, which resulted in a realized loss on the extinguishment of debt of $3.
Note 10. Commitments and Contingencies
The Company enters into contracts that contain a variety of indemnification provisions. The Company’s maximum exposure under these arrangements is unknown; however, the Company has not had prior claims or losses pursuant to these contracts. The Adviser has reviewed the Company’s existing contracts and expects the risk of loss to the Company to be remote.
The Company is not currently subject to any material legal proceedings and, to the Company’s knowledge, no material legal proceedings are threatened against the Company. From time to time, the Company may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of the Company’s rights under contracts with its portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty, the Company does not expect that any such proceedings will have a material effect upon its financial condition or results of operations.
Unfunded commitments to provide funds to portfolio companies are not recorded in the Company’s consolidated balance sheets. Since these commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. The Company has sufficient liquidity to fund these commitments. As of June 30, 2025, the Company’s unfunded commitments consisted of the following:
| Category / Company(1) | Commitment Amount |
|---|---|
| Senior Secured Loans—First Lien | |
| 3Pillar Global Inc | $8.2 |
| 48Forty Solutions LLC | 2.1 |
| Aareon AG | 15.1 |
| Advanced Dermatology & Cosmetic Surgery | 3.3 |
| Affordable Care Inc | 10.0 |
| Alacrity Solutions Group LLC | 1.7 |
| Alacrity Solutions Group LLC | 2.3 |
| Alpha Financial Markets Consulting PLC | 2.4 |
| American Vision Partners | 2.2 |
| Amerivet Partners Management Inc | 8.4 |
| Apex Service Partners LLC | 5.1 |
| Arcfield Acquisition Corp | 6.0 |
| Arcwood Environmental (fka Heritage Environmental Services Inc) | 8.0 |
| Arcwood Environmental (fka Heritage Environmental Services Inc) | 4.0 |
| Area Wide Protective Inc | 12.1 |
| Avetta LLC | 2.6 |
| Avetta LLC | 3.7 |
| BGB Group LLC | 7.4 |
| BGB Group LLC | 19.9 |
| Bonterra LLC | 17.0 |
| Bonterra LLC | 13.4 |
| Cadence Education LLC | 8.5 |
| Cadence Education LLC | 8.6 |
| Cambrex Corp | 8.2 |
| Cambrex Corp | 9.4 |
| Carrier Fire Protection | 2.1 |
| Carrier Fire Protection | 2.1 |
| Circana Group (f.k.a. NPD Group) | 4.3 |
| Civica Group Ltd | 6.4 |
| Civica Group Ltd | 4.4 |
| Clarience Technologies LLC | 37.4 |
| Clarience Technologies LLC | 12.4 |
| Clarience Technologies LLC | 4.5 |
| CLEAResult Consulting Inc | 4.5 |
| CLEAResult Consulting Inc | 3.0 |
| Community Brands Inc | 4.4 |
| Category / Company(1) | Commitment Amount |
|---|---|
| Community Brands Inc | $7.5 |
| Consilium Safety Group AB | 10.5 |
| CSafe Global | 3.5 |
| Cubic Corp | 0.8 |
| Cyncly Refinancing | 3.2 |
| Cyncly Refinancing | 4.7 |
| Dental365 LLC | 4.8 |
| Dental365 LLC | 3.3 |
| DOXA Insurance Holdings LLC | 2.9 |
| DOXA Insurance Holdings LLC | 0.1 |
| DOXA Insurance Holdings LLC | 22.6 |
| DuBois Chemicals Inc | 14.7 |
| DuBois Chemicals Inc | 5.9 |
| Eagle Railcar Services Roscoe Inc | 10.8 |
| Eagle Railcar Services Roscoe Inc | 12.0 |
| Envirotainer Ltd | 2.8 |
| Excelitas Technologies Corp | 2.4 |
| Excelitas Technologies Corp | 22.6 |
| Follett Software Co | 4.0 |
| Foundation Consumer Brands LLC | 7.7 |
| Foundation Risk Partners Corp | 11.8 |
| Foundation Risk Partners Corp | 16.6 |
| Frontline Road Safety LLC | 25.3 |
| Frontline Road Safety LLC | 12.3 |
| Frontline Road Safety LLC | 14.3 |
| Galway Partners Holdings LLC | 8.9 |
| Galway Partners Holdings LLC | 7.0 |
| Gigamon Inc | 1.9 |
| Granicus Inc | 2.0 |
| Granicus Inc | 1.0 |
| Heniff Transportation Systems LLC | 9.1 |
| Higginbotham Insurance Agency Inc | 8.9 |
| Highgate Hotels Inc | 3.0 |
| HM Dunn Co Inc | 5.5 |
| Homrich & Berg Inc | 1.0 |
| Horizon CTS Buyer LLC | 13.8 |
| Horizon CTS Buyer LLC | 15.9 |
| Individual FoodService | 1.5 |
| Inhabit IQ | 3.6 |
| Inhabit IQ | 2.2 |
| iNova Pharmaceuticals (Australia) Pty Limited | 2.5 |
| Insight Global LLC | 36.6 |
| Insightsoftware.Com Inc | 25.8 |
| Insightsoftware.Com Inc | 4.9 |
| Integrity Marketing Group LLC | 0.1 |
| Integrity Marketing Group LLC | 0.8 |
| J S Held LLC | 5.8 |
| J S Held LLC | 13.8 |
| Laboratoires Vivacy SAS | 0.6 |
| Lazer Logistics Inc | 1.1 |
| Category / Company(1) | Commitment Amount |
|---|---|
| Legends Hospitality LLC | $8.3 |
| Legends Hospitality LLC | 6.9 |
| Lloyd's Register Quality Assurance Ltd | 8.3 |
| Magna Legal Services LLC | 2.2 |
| Magna Legal Services LLC | 2.1 |
| MAI Capital Management LLC | 4.0 |
| MAI Capital Management LLC | 2.6 |
| MAI Capital Management LLC | 9.3 |
| MB2 Dental Solutions LLC | 31.1 |
| MB2 Dental Solutions LLC | 10.7 |
| Med-Metrix | 7.8 |
| Mercer Advisors Inc | 13.0 |
| Misys Ltd | 1.2 |
| Model N Inc | 6.1 |
| Model N Inc | 3.2 |
| Net Documents | 3.3 |
| Netsmart Technologies Inc | 6.2 |
| Netsmart Technologies Inc | 6.3 |
| Nordic Climate Group Holding AB | 5.2 |
| OEConnection LLC | 6.4 |
| OEConnection LLC | 6.3 |
| Oxford Global Resources LLC | 7.6 |
| PartsSource Inc | 2.1 |
| PartsSource Inc | 7.8 |
| PCI Pharma Services | 52.1 |
| PCI Pharma Services | 9.9 |
| PSC Group | 1.4 |
| PSC Group | 1.8 |
| Radwell International LLC | 60.4 |
| Radwell International LLC | 4.8 |
| Resa Power LLC | 17.4 |
| Resa Power LLC | 8.6 |
| Revere Superior Holdings Inc | 3.8 |
| Rialto Capital Management LLC | 0.5 |
| Rockefeller Capital Management LP | 3.9 |
| RSC Insurance Brokerage Inc | 9.2 |
| RSC Insurance Brokerage Inc | 9.6 |
| Safe-Guard Products International LLC | 8.8 |
| SAMBA Safety Inc | 1.2 |
| Service Express Inc | 5.8 |
| Service Express Inc | 4.3 |
| Spins LLC | 3.2 |
| Spotless Brands LLC | 11.0 |
| STV Group Inc | 8.3 |
| STV Group Inc | 11.9 |
| Sweeping Corp of America Inc | 4.5 |
| Time Manufacturing Co | 14.6 |
| Trackunit ApS | 32.9 |
| Trescal SA | 4.9 |
| Turnpoint Services Inc | 1.4 |
| Category / Company(1) | Commitment Amount |
|---|---|
| Turnpoint Services Inc | $2.5 |
| USIC Holdings Inc | 4.6 |
| USIC Holdings Inc | 8.2 |
| Veriforce LLC | 4.7 |
| Veriforce LLC | 3.7 |
| Vermont Information Processing Inc | 9.6 |
| Vermont Information Processing Inc | 2.9 |
| Version1 Software Ltd | 13.0 |
| VetCor Professional Practices LLC | 6.7 |
| VetCor Professional Practices LLC | 20.8 |
| Vitu | 9.1 |
| Waste Services Group Pty Ltd | 6.9 |
| Wealth Enhancement Group LLC | 2.8 |
| Wealth Enhancement Group LLC | 17.8 |
| Wedgewood Weddings | 5.8 |
| Wedgewood Weddings | 5.8 |
| West Star Aviation Inc | 17.9 |
| West Star Aviation Inc | 29.5 |
| Woolpert Inc | 17.6 |
| Woolpert Inc | 17.8 |
| Worldwise Inc | 0.8 |
| Xylem Kendall | 20.5 |
| Xylem Kendall | 1.9 |
| Zellis Holdings Ltd | 4.4 |
| Zendesk Inc | 9.7 |
| Zendesk Inc | 6.0 |
| Zeus Industrial Products Inc | 11.6 |
| Zeus Industrial Products Inc | 7.7 |
| Senior Secured Loans—Second Lien | |
| Valeo Foods Group Ltd | 3.0 |
| Subordinated Debt | |
| Cyncly Refinancing | 1.6 |
| Asset Based Finance | |
| Altitude II IRL WH Borrower DAC, Revolver | 9.8 |
| Bausch Health Cos Inc, Revolver | 60.0 |
| Callodine Commercial Finance LLC, 2L Term Loan B | 36.1 |
| Curia Global Inc, Revolver | 41.3 |
| EW Scripps Co/The, Revolver | 29.1 |
| Florida Food Products LLC, Revolver | 4.0 |
| Fortna Group Inc, Revolver | 41.0 |
| GreenSky Holdings LLC, Term Loan | 3.0 |
| TalkTalk Telecom Group Ltd, Revolver | 10.1 |
| Tropicana Products Inc, Revolver | 18.3 |
| Weber-Stephen Products LLC, Revolver | 49.6 |
| Equity/Other | |
| Kestra Financial Inc, Preferred Equity | 9.2 |
| Total | $1,730.1 |
| Unfunded Asset Based Finance/Other commitments | $369.7 |
(1)May be commitments to one or more entities affiliated with the named company.
As of June 30, 2025, the Company’s debt commitments are comprised of $841.3 revolving credit facilities and $888.8 delayed draw term loans, which generally are used for acquisitions or capital expenditures and are subject to certain performance tests. Such unfunded debt commitments have a fair value representing unrealized appreciation (depreciation) of $(2.1). The Company’s unfunded Asset Based Finance/Other commitments generally require certain conditions to be met or actual approval from the Adviser prior to funding.
The Senior Secured Revolving Credit Facility provides for the issuance of letters of credit in an initial aggregate face amount of up to $175, subject to increase or reduction from time to time pursuant to the terms of the Senior Secured Revolving Credit Facility. As of June 30, 2025, $30 of such letters of credit have been issued.
As of June 30, 2025, the Company also has an unfunded commitment to provide $577.5 of capital to COPJV. The capital commitment can be satisfied with contributions of cash and/or investments. The capital commitments cannot be drawn without an affirmative vote by both the Company’s and SCRS’s representatives on COPJV’s board of managers.
While the Company does not expect to fund all of its unfunded commitments, there can be no assurance that it will not be required to do so.
In the normal course of business, the Company may enter into guarantees on behalf of portfolio companies. Under such arrangements, the Company would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. The Company has no such guarantees outstanding at June 30, 2025 and December 31, 2024.
Note 11. Financial Highlights
The following is a schedule of financial highlights of the Company for the six months ended June 30, 2025 and 2024:
| Six Months Ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Per Share Data:(1) | ||
| Net asset value, beginning of period | $23.64 | $24.46 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.