6 unchanged sentences
In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events.
−Removed: Because of these and other inherent limitations of
−Removed: control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
+Added: Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
Management’s Report on Internal Control over Financial Reporting
14 unchanged sentences
Not applicable.
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance.
26 unchanged sentences
Financial Statements:
−Removed: Report s of Independent Registered Public Accounting Firm s
+Added: Reports of Independent Registered Public Accounting Firm s
Consolidated Balance Sheets as of December 31, 2021 and 2020
12 unchanged sentences
2.2 Stock Purchase and Transaction Agreement, dated April 3, 2018, by and between the Registrant and Barings LLC (Filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 9, 2018 and incorporated herein by reference).
−Removed: 2.3 Agreement and Plan of Merger, by and among Barings BDC, Inc., MVC Capital, Inc., Mustang Acquisition Sub, Inc., and Barings LLC, dated as of August 10, 2020 (Filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 11, 2020 and incorporated herein by reference).
+Added: 2.3 Agreement and Plan of Merger, by and among the Registrant , MVC Capital, Inc., Mustang Acquisition Sub, Inc., and Barings LLC, dated as of August 10, 2020 (Filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 11, 2020 and incorporated herein by reference).
+Added: 2.4 Agreement and Plan of Merger, by and among the Registrant, Mercury Acquisition Sub, Inc., Sierra Income Corporation and Barings LLC, dated as of September 21, 2021 (Filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 22, 2021 and incorporated herein by reference) .
3.1 Form of Articles of Amendment and Restatement of the Registrant (Filed as Exhibit (a)(3) to the Registrant's Pre-Effective Amendment No.
3 unchanged sentences
3.3 Seventh Amended and Restated Bylaws of the Registrant (Filed as Exhibit 3.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2018 and incorporated herein by reference).
−Removed: 3.4 Articles Supplementary (Filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2018 and incorporated herein by reference).
Number Exhibit
−Removed: 3.5 Amended and Restated Limited Liability Company Agreement of Barings BDC Senior Funding I, LLC Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 6, 2018 and incorporated herein by reference)
+Added: 3.4 Articles Supplementary (Filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2018 and incorporated herein by reference).
4.1 Form of Common Stock Certificate (Filed as Exhibit (d) to the Registrant's Post-Effective Amendment No.
5 unchanged sentences
4.4 Description of Registrant's securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (Filed as Exhibit 4.4 to the Registrant’s Current Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on February 27, 2020 and incorporated herein by reference).
+Added: 4.5 Indenture, dated as of November 23, 2021, by and between the Registrant and U.S.
+Added: Bank National Association, as trustee (Filed as Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 24, 2021 and incorporated herein by reference).
+Added: 4.6 First Supplemental Indenture, dated as of November 23, 2021, relating to the 3.300% Notes due 2026, by and between the Registrant and U.S.
+Added: Bank National Association, as trustee (Filed as Exhibit 4.2 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 24, 2021 and incorporated herein by reference).
+Added: 4.7 Form of 3.300% Notes due 2026 (incorporated by reference to Exhibit 4.6 hereto).
10.1 Amended and Restated Investment Advisory Agreement, dated December 23, 2020 by and between Barings BDC, Inc.
8 unchanged sentences
(Filed as Exhibit 10.23 to the Registrant ' s Annual Report on Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission on February 28, 2018 and incorporated herein by reference).
+Added: Number Exhibit
10.8 Senior Secured Revolving Credit Facility, dated as of February 21, 2019, by and among the Company, as borrower, the lenders party thereto, ING Capital LLC, as administrative agent, and the other parties signatory thereto (Filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 filed with the Securities and Exchange Commission on May 9, 2019 and incorporated herein by reference).
10.9 Guarantee, Pledge and Security Agreement, dated as of February 21, 2019, by and among the Company, as borrower, the subsidiary guarantors party thereto, ING Capital LLC, as revolving administrative agent for the revolving lenders and collateral agent, and the other parties signatory thereto (Filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 filed with the Securities and Exchange Commission on May 9, 2019 and incorporated herein by reference).
−Removed: Number Exhibit
−Removed: 10.10 Amendment to the Senior Secured Revolving Credit Agreement dated as of December 3, 2019, by and among the Company, as borrower, the lenders party thereto, ING Capital LLC, as administrative agent, and the other parties signatory thereto (Filed as Exhibit 10.18 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on February 27, 2020 and incorporated herein by reference).
−Removed: 10.11 Credit Support Agreement, dated December 23, 2020, by and between the Company and Barings LLC (Filed as Exhibit 10.
−Removed: 2 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23, 2020 and incorporated herein by reference).
−Removed: 10.12 N ote Purchase Agreement b y and between the Company and the purchase r s party thereto, dated August 3, 2020 (Filed as Exhibit 10.1 to the Registra nt's Quarterly Report on Form 10-Q filed with the Securities and Ex change Commission on August 5, 2020 and inc orporated herein by reference ).
−Removed: 10.13 Amend ment No.
−Removed: 1 to August 3, 2020 Note Purchase Agreement by and between the Company and the purchase r s party thereto, dated November 4 , 2 020 (Filed as Exhibit 10.2 to the Registrant 's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2020 and inc orporated herein by reference).
−Removed: 10.14 Note Purchase Agreement by and between the C ompany and the purchase rs party thereto, dated November 4, 2020 (Filed as Exhibit 10.
−Removed: 1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2020 and incorporated herein by reference).
+Added: 10.10 Amendment No.
+Added: 1 to the Senior Secured Revolving Credit Agreement dated as of December 3, 2019, by and among the Company, as borrower, the lenders party thereto, ING Capital LLC, as administrative agent, and the other parties signatory thereto (Filed as Exhibit 10.18 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on February 27, 2020 and incorporated herein by reference ).
+Added: 10.11 Credit Support Agreement, dated December 23, 2020, by and between the Company and Barings LLC (Filed as Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 23, 2020 and incorporated herein by reference).
+Added: 10.12 Note Purchase Agreement by and between the Company and the purchasers party thereto, dated August 3, 2020 (Filed as Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2020 and incorporated herein by reference).
+Added: 10.13 Amendment No.
+Added: 1 to August 3, 2020 Note Purchase Agreement by and between the Company and the purchasers party thereto, dated November 4, 2020 (Filed as Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2020 and incorporated herein by reference).
+Added: 10.14 Note Purchase Agreement by and between the Company and the purchasers party thereto, dated November 4, 2020 (Filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2020 and incorporated herein by reference).
10.15 Note Purchase Agreement by and between the Company and the purchasers party thereto, dated February 25, 2021 (Filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on February 25, 2021 and incorporated herein by reference).
+Added: 10.16 Registration Rights Agreement, dated as of November 23, 2021, relating to the 3.300% Notes due 2026, by and among the Registrant and J.P.
+Added: Morgan Securities LLC, ING Financial Markets LLC, MUFG Securities Americas Inc.
+Added: and Wells Fargo Securities, LLC, as the representatives of the initial purchasers (Filed as Exhibit 4.4 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 24, 2021 and incorporated herein by reference) .
+Added: 10.17 Amendment No.
+Added: 2 to the Senior Secured Revolving Credit Agreement dated as of December 29 , 20 21 , by and among the Company, as borrower, the lenders party thereto, ING Capital LLC, as administrative agent, and the other parties signatory thereto .* ^
21.1 List of Subsidiaries.*
4 unchanged sentences
99.1 Report of KPMG LLP on Senior Securities Table.*
−Removed: 99.2 Report of Ernst & Young LLP on Senior Securities Table.*
−Removed: 99.3 Consent of Ernst & Young LL P .
+Added: Number Exhibit
+Added: 99.2 Consent of Ernst & Young LLP.*
† Management contract or compensatory plan or arrangement.
1 unchanged sentence
** Furnished herewith.
+Added: ^ Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K.
+Added: The registrant agrees to furnish supplementally a copy of all omitted exhibits and/or schedules to the SEC upon its request.
See Item 15(a)(3) above.
2 unchanged sentences
Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
−Removed: March 23, 2021
+Added: February 23, 2022
BARINGS BDC, INC.
/s/ Eric Lloyd
−Removed: Chief Executive Officer
+Added: Chief Executive Officer and Chairman
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature Title Date
−Removed: /s/ Eric Lloyd Chief Executive Officer and Director
−Removed: (Principal Executive Officer) March 23, 2021
−Removed: /s/ Ian Fowler President March 23, 2021
+Added: /s/ Eric Lloyd Chief Executive Officer and Chairman of the Board
+Added: (Principal Executive Officer) February 23, 2022
+Added: /s/ Ian Fowler President February 23, 2022
/s/ Jonathan Bock Chief Financial Officer
−Removed: (Principal Financial Officer) March 23, 2021
+Added: (Principal Financial Officer) February 23, 2022
Jonathan Bock
/s/ Elizabeth A.
−Removed: Murray Controller (Principal Accounting Officer) March 23, 2021
−Removed: /s/ Michael Freno Chairman of the Board March 23, 2021
−Removed: Michael Freno
+Added: Murray Controller (Principal Accounting Officer) February 23, 2022
+Added: /s/ Bernard A.
+Added: Harris Director February 23, 2022
+Added: Bernard Harris
/s/ Robert C.
−Removed: Knapp Director March 23, 2021
−Removed: /s/ David Mihalick Director March 23, 2021
+Added: Knapp Director February 23, 2022
+Added: /s/ David Mihalick Director February 23, 2022
David Mihalick
−Removed: Mulhern Director March 23, 2021
+Added: Mulhern Director February 23, 2022
/s/ Thomas W.
−Removed: Okel Director March 23, 2021
−Removed: /s/ Jill Olmstead Director March 23, 2021
+Added: Okel Director February 23, 2022
+Added: /s/ Jill Olmstead Director February 23, 2022
Jill Olmstead
−Removed: Switzer Director March 23, 2021
+Added: Switzer Director February 23, 2022
Barings BDC, Inc.
3 unchanged sentences
Consolidated Statements of Operations for the years ended December 31, 2021 , 2020 and 2019
−Removed: Consolidated Statements of Ch anges in Net Assets for the years ended December 31, 2020, 2019 and 2018
+Added: Consolidated Statements of Changes in Net Assets for the years ended December 31, 2021 , 2020 and 2019
Consolidated Statements of Cash Flows for the years ended December 31, 2021 , 2020 and 2019
3 unchanged sentences
Report of Independent Registered Public Accounting Firm
−Removed: To the Shareholders and the Board of Directors of Barings BDC, Inc.
+Added: To the Shareholders and Board of Directors
+Added: Barings BDC, Inc.:
Opinion on the Financial Statements
−Removed: We have audited the accompanying consolidated balance sheet of Barings BDC, Inc.
−Removed: and subsidiaries (the Company), including the consolidated schedule of investments, as of December 31, 2020, the related consolidated statements of operations, changes in net assets, and cash flows for the year then ended, and the related notes (collectively, the consolidated financial statements).
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020, the results of its operations, and its cash flows for the year then ended, in conformity with U.S.
+Added: We have audited the accompanying consolidated balance sheets of Barings BDC, Inc.
+Added: and subsidiaries (the Company), including the consolidated schedules of investments, as of December 31, 2021 and 2020, the related consolidated statements of operations, changes in net assets, and cash flows for each of the years in the two-year period ended December 31, 2021, and the related notes (collectively, the consolidated financial statements).
+Added: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations, changes in its net assets and its cash flows for each of the years in the two-year period ended December 31, 2021, in conformity with U.S.
generally accepted accounting principles.
1 unchanged sentence
These consolidated financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
+Added: Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audit in accordance with the standards of the PCAOB.
+Added: We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.
−Removed: As a part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purposes of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
+Added: As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
Accordingly, we express no such opinion.
−Removed: Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
+Added: Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
−Removed: Such procedures also included confirmation of securities owned as of December 31, 2020, by correspondence with custodians, portfolio companies or agents or by other appropriate auditing procedures.
−Removed: Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
−Removed: Critical Audit Matters
−Removed: The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that:
−Removed: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
−Removed: Acquisition of MVC Capital, Inc.
−Removed: As discussed in Note 11 to the consolidated financial statements, the Company completed its acquisition of MVC Capital, Inc.
−Removed: on December 23, 2020.
−Removed: The transaction was accounted for as an asset acquisition under Accounting Standards Codification 805-50.
−Removed: The difference between the fair value of net assets acquired and the fair value of the merger consideration paid was recognized as deemed contribution from the Company’s investment adviser and shareholder, Barings LLC.
−Removed: We identified the evaluation of the acquisition of MVC Capital, Inc.
−Removed: as a critical audit matter because the application of asset acquisition guidance and the accounting for the difference between the fair value of the net assets acquired and the fair value of the merger consideration paid involved a higher degree of auditor judgment.
−Removed: The following are the procedures we performed to address this critical audit matter.
−Removed: We evaluated the design of certain internal controls over the Company’s acquisition process, including controls related to the application of the asset acquisition guidance.
−Removed: We assessed the evidence underlying the accounting of the transaction as an asset acquisition and the recognition of deemed contribution from Barings LLC.
−Removed: Specifically, we read and evaluated the Company’s asset acquisition accounting memorandum that documented the facts and circumstances in the transaction, which included the factors the Company considered in determining the applicable accounting treatment.
−Removed: In addition, we compared the facts and circumstances in the Company’s accounting memorandum to the acquisition agreement.
−Removed: Credit Support Agreement
−Removed: As discussed in Note 2 to the consolidated financial statements, the Company entered into a credit support arrangement (CSA) with Barings LLC.
−Removed: The CSA was recognized as a derivative asset and deemed contribution from Barings LLC.
−Removed: We identified the evaluation of the CSA as a critical audit matter.
−Removed: A higher degree of auditor judgment was required to evaluate the application of the derivative accounting guidance due to the nature of the CSA.
−Removed: The following are the procedures we performed to address this critical audit matter.
−Removed: We evaluated the design of certain internal controls over the Company’s derivatives process, including the control related to the application of the derivative guidance to the CSA.
−Removed: We assessed the evidence underlying the accounting of the CSA as a derivative and the recognition of deemed contribution from Barings LLC.
−Removed: Specifically, we read and evaluated the Company’s CSA accounting memorandum that documented the business purpose and the terms of the CSA, which included the factors the Company considered in determining the applicable accounting treatment.
−Removed: In addition, we compared the facts and circumstances in the Company’s accounting memorandum to the CSA.
+Added: Such procedures also included confirmation of securities owned as of December 31, 2021 and 2020, by correspondence with custodians, portfolio companies or agent banks or by other appropriate auditing procedures where replies were not received.
+Added: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
+Added: We believe that our audits provide a reasonable basis for our opinion.
+Added: Critical Audit Matter
+Added: The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:
+Added: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Assessment of the fair value of investments
1 unchanged sentence
In determining the fair value of investments that are not publicly traded and whose market quotations are not readily available, the Company makes subjective judgments and estimates using unobservable inputs.
−Removed: We identified the assessment of the fair value of investments with no readily determinable market value as a critical audit matter.
−Removed: The evaluation of certain assumptions used to estimate the fair value of investments with no readily determinable market value involved a high degree of subjective auditor judgment and specialized skills and knowledge.
−Removed: Specifically, market yields for investments with similar terms and credit risks used in income approach analyses and the selection of comparable companies and financial performance multiples of such comparable companies used in market approach analyses required subjective auditor judgment.
−Removed: Changes in these assumptions could have a significant impact on the estimate of the fair value of investments.
+Added: We identified the assessment of the fair value of investments that are not publicly traded and whose market quotations are not readily available as a critical audit matter.
+Added: The evaluation of certain assumptions used to estimate the fair value of such investments involved a high degree of auditor judgment and specialized skills and knowledge.
+Added: Specifically, assessing the market yields for investments with similar terms and credit risks used in an income approach and the selection of comparable companies and financial performance multiples of such comparable companies used in a market approach required subjective auditor judgment as changes in these assumptions could have a significant impact on the estimate of the fair value of investments.
The following are the procedures we performed to address this critical audit matter.
−Removed: We evaluated the design of certain internal controls over the process to value investments.
−Removed: These included controls related to the determination of market yields, credit risk, selection of comparable companies, and financial performance multiples assumptions.
+Added: We evaluated the design of certain internal controls over the process to measure the fair value of investments that are not publicly traded and whose market quotations are not readily available, including controls related to the determination of market yields, credit risk, selection of comparable companies, and financial performance multiple assumptions.
We evaluated the Company’s ability to estimate fair value by comparing prior period fair values for a selection of investments to transaction prices of transactions occurring subsequent to the valuation date.
−Removed: We involved valuation professionals with specialized skills and
−Removed: knowledge who, for a selection of the Company’s investments, assisted in evaluating the Company’s fair value estimate by:
−Removed: • developing a market yield, for investments fair valued using an income approach, by assessing available market information, such as market yields of comparable companies of similar credit risk
−Removed: • developing a market multiple, for investments fair valued using a market approach, by assessing market information from third-party sources, including financial performance multiples of comparable companies
−Removed: • developing independent estimates of fair value, for the selected investments, based upon developed market yields and financial performance multiples and compared the results to the Company’s fair value estimates.
+Added: We involved valuation professionals with specialized skills and knowledge who, for a selection of the Company’s investments, assisted in evaluating the Company’s estimate of fair value by developing:
+Added: • a market yield, for investments fair valued using an income approach, by assessing available market information, such as market yields of comparable companies of similar credit risk
+Added: • a market multiple, for investments fair valued using a market approach, by assessing market information from third-party sources, including financial performance multiples of comparable companies
+Added: • estimates of fair value for the selected investments and comparing the results to the Company’s fair value estimates.
We have served as the Company’s auditor since 2020.
Charlotte, North Carolina
−Removed: March 23, 2021
+Added: February 23, 2022
Report of Independent Registered Public Accounting Firm
1 unchanged sentence
Opinion on the Financial Statements
−Removed: We have audited the accompanying consolidated balance sheet of Barings BDC, Inc.
−Removed: (the “Company”), including the consolidated schedule of investments, as of December 31, 2019, the related consolidated statements of operations, changes in net assets, and cash flows for each of the two years in the period ended December 31, 2019, and the related notes (collectively referred to as the “consolidated financial statements”).
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2019, the results of its operations, changes in its net assets, and its cash flows for each of the two years in the period ended December 31, 2019, in conformity with U.S.
+Added: We have audited the accompanying consolidated statements of operations, changes in net assets, and cash flows of Barings BDC, Inc.
+Added: (the “Company”) for the year ended December 31, 2019, and the related notes (collectively referred to as the “consolidated financial statements”).
+Added: In our opinion, the consolidated financial statements present fairly, in all material respects, the results of its operations, changes in its net assets, and its cash flows for the year ended December 31, 2019, in conformity with U.S.
generally accepted accounting principles.
8 unchanged sentences
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
−Removed: Our procedures included confirmation of investments owned as of December 31, 2019, by correspondence with the custodians, agents and/or the underlying investee or by other appropriate auditing procedures where replies from agents were not received.
−Removed: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
+Added: Our audits included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that our audits provide a reasonable basis for our opinion.
6 unchanged sentences
Investments at fair value:
−Removed: Non-Control / Non-Affiliate investments (cost of $1,318,614,617 and $1,085,886,720 at December 31, 2020 and 2019, respectively) $ 1,325,783,281 $ 1,066,845,054
−Removed: Affiliate investments (cost of $76,055,873 and $10,158,270 at December 31, 2020 and December 31, 2019, respectively) 78,598,633 10,229,813
−Removed: Control investments (cost of $25,826,428 at December 31, 2020) 25,855,796 —
−Removed: Short-term investments (cost of $65,558,227 and $96,568,940 at December 31, 2020 and 2019, respectively) 65,558,227 96,568,940
+Added: Non-Control / Non-Affiliate investments (cost of $1,494,030,725 and $1,318,614,617 as of December 31, 2021 and 2020, respectively)
+Added: $ 1,490,112,663 $ 1,325,783,281
+Added: Affiliate investments (cost of $267,966,911 and $76,055,873 as of December 31, 2021 and December 31, 2020, respectively)
+Added: 288,068,788 78,598,633
+Added: Control investments (cost of $25,826,428 and $25,826,428 as of December 31, 2021 and 2020, respectively)
+Added: 22,412,501 25,855,796
+Added: Short-term investments (cost of $0 and $65,558,227 as of December 31, 2021 and 2020, respectively) — 65,558,227
Total investments at fair value 1,800,593,952 1,495,795,937
Cash (restricted cash of $0 and $3,488,336 at December 31, 2021 and 2020, respectively) 49,987,222 62,651,340
−Removed: Foreign currencies (cost of $29,555,465 and $8,360,011 at December 31, 2020 and December 31, 2019, respectively) 29,836,121 8,423,716
+Added: Foreign currencies (cost of $34,068,609 and $29,555,465 as of December 31, 2021 and December 31, 2020, respectively) 34,266,378 29,836,121
Interest and fees receivable 33,644,942 21,617,843
Prepaid expenses and other assets 4,297,383 2,014,558
−Removed: Credit support agreement 13,600,000 —
+Added: Credit support agreement (cost of $13,600,000 as of both December 31, 2021 and December 31, 2020) 15,400,000 13,600,000
Deferred financing fees 2,984,872 4,110,564
5 unchanged sentences
Base management fees payable 5,422,322 3,413,270
+Added: Incentive management fees payable 4,067,256 —
Derivatives liabilities 1,159,788 1,336,283
1 unchanged sentence
Borrowings under credit facilities 655,189,256 719,660,707
−Removed: Debt securitization — 316,664,474
−Removed: Notes payable 224,335,666 —
+Added: Notes payable (net of deferred financing fees) 717,556,296 224,335,666
Total liabilities 1,418,975,578 959,234,221
Commitments and contingencies (Note 8)
−Removed: Common stock, $0.001 par value per share (150,000,000 shares authorized, 65,316,085 and 48,950,803 shares issued and outstanding as of December 31, 2020 and 2019, respectively) 65,316 48,951
+Added: Common stock, $0.001 par value per share (150,000,000 shares authorized, 65,316,085 shares issued and outstanding as of both December 31, 2021 and 2020) 65,316 65,316
Additional paid-in capital 1,027,686,768 1,027,707,047
34 unchanged sentences
Base management fee (Note 2) 19,516,741 14,317,693 12,112,475
+Added: Incentive management fees (Note 2) 14,741,949 — —
Compensation expenses — 48,381 442,238
1 unchanged sentence
Total operating expenses 76,367,540 39,972,665 45,096,749
−Removed: Base management fee waived (Note 2) — — (1,486,607)
−Removed: Net operating expenses 39,972,665 45,096,749 80,284,347
−Removed: Net investment income (loss) before taxes 31,058,403 30,551,596 (60,722)
+Added: Net investment income before taxes 58,967,834 31,058,403 30,551,596
Income taxes, including excise tax expense 7,495 70,599 —
−Removed: Net investment income(loss) after taxes $ 30,987,804 $ 30,551,596 $ (60,722)
+Added: Net investment income after taxes $ 58,960,339 $ 30,987,804 $ 30,551,596
Barings BDC, Inc.
2 unchanged sentences
2021 2020 2019
−Removed: Realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions:
+Added: Realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreement and foreign currency transactions:
Net realized gains (losses):
1 unchanged sentence
Affiliate investments (100,931) — —
−Removed: Control investments — — (38,542,704)
−Removed: Net realized losses on investments (38,302,323) (3,798,263) (159,473,759)
+Added: Net realized gains (losses) on investments 2,645,505 (38,302,323) (3,798,263)
Foreign currency transactions (6,024,567) 12,743 (12,185)
5 unchanged sentences
Net unrealized appreciation on investments 3,029,097 28,710,914 33,092,792
+Added: Credit support agreement 1,800,000 — —
Foreign currency transactions 17,275,899 (10,161,326) (1,004,788)
Net unrealized appreciation 22,104,996 18,549,588 32,088,004
−Removed: Net realized losses and unrealized appreciation (depreciation) on investments and foreign currency transactions (19,739,992) 28,277,556 (104,646,403)
+Added: Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreement and foreign currency transactions 18,725,934 (19,739,992) 28,277,556
Loss on extinguishment of debt — (3,088,728) (297,188)
Benefit from (provision for) taxes (844) 17,709 (340,330)
−Removed: Net increase (decrease) in net assets resulting from operations $ 8,176,793 $ 58,191,634 $ (114,282,136)
−Removed: Net investment income (loss) per share — basic and diluted $ 0.64 $ 0.61 $ —
−Removed: Net increase (decrease) in net assets resulting from operations per share — basic and diluted $ 0.17 $ 1.16 $ (2.29)
+Added: Net increase in net assets resulting from operations $ 77,685,429 $ 8,176,793 $ 58,191,634
+Added: Net investment income per share — basic and diluted $ 0.90 $ 0.64 $ 0.61
+Added: Net increase in net assets resulting from operations per share — basic and diluted $ 1.19 $ 0.17 $ 1.16
Dividends / distributions per share:
8 unchanged sentences
Balance, January 1, 2019 51,284,064 $ 51,284 $ 884,894,249 $ (321,978,246) $ 562,967,287
−Removed: Net investment loss — — — (60,722) (60,722)
−Removed: Stock-based compensation — — 14,229,633 — 14,229,633
+Added: Net investment income — — — 30,551,596 30,551,596
Net realized loss on investments / foreign currency transactions — — — (3,810,448) (3,810,448)
1 unchanged sentence
Loss on extinguishment of debt — — — (297,188) (297,188)
−Removed: Income tax benefit — — — 932,172 932,172
+Added: Provision for taxes — — — (340,330) (340,330)
Return of capital and other tax related adjustments — — (7,773,706) 7,773,706 —
Distributions of net investment income — — (26,927,706) (26,927,706)
−Removed: Return of capital distributions — — (850,745) — (850,745)
−Removed: Issuance of shares to Adviser 8,529,917 8,530 99,831,315 — 99,839,845
−Removed: Purchase of shares in tender offer (4,901,961) (4,902) (50,997,387) — (51,002,289)
−Removed: Issuance of restricted stock 435,106 435 (435) — —
−Removed: Common stock withheld for payroll taxes upon vesting of restricted stock (519,830) (520) (6,018,308) — (6,018,828)
+Added: Purchases of shares in repurchase plan (2,333,261) (2,333) (23,354,173) — (23,356,506)
Balance, December 31, 2019 48,950,803 $ 48,951 $ 853,766,370 $ (282,940,612) $ 570,874,709
6 unchanged sentences
Distributions of net investment income — (31,325,222) (31,325,222)
+Added: Deemed contribution - CSA (See Note 2) — — 13,600,000 — 13,600,000
+Added: Deemed contribution - from Adviser (See Note 10) — — 3,254,849 — 3,254,849
+Added: Issuance of common stock in connection with acquisition of MVC Capital 17,354,332 17,354 160,336,673 — 160,354,027
Purchase of shares in repurchase plan (989,050) (989) (7,129,643) — (7,130,632)
2 unchanged sentences
Net realized loss on investments / foreign currency transactions — — — (3,379,062) (3,379,062)
−Removed: Net unrealized appreciation on investments / foreign currency transactions — — — 18,549,588 18,549,588
−Removed: Loss on extinguishment of debt — — — (3,088,728) (3,088,728)
+Added: Net unrealized appreciation on investments / CSA / foreign currency transactions — — — 22,104,996 22,104,996
Provision for taxes — — — (844) (844)
1 unchanged sentence
Distributions of net investment income — — — (51,910,036) (51,910,036)
−Removed: Deemed contribution - CSA (See Note 2) — — 13,600,000 — 13,600,000
−Removed: Deemed contribution - from Adviser (See Note 11) — — 3,254,849 — 3,254,849
−Removed: Issuance of common stock in connection with acquisition of MVC Capital 17,354,332 17,354 160,336,673 — 160,354,027
−Removed: Purchase of shares in repurchase plan (989,050) (989) (7,129,643) — (7,130,632)
+Added: Return of capital distributions — — (1,649,154) — (1,649,154)
Balance, December 31, 2021 65,316,085 $ 65,316 $ 1,027,686,768 $ (285,821,321) $ 741,930,763
5 unchanged sentences
Cash flows from operating activities:
−Removed: Net increase (decrease) in net assets resulting from operations $ 8,176,793 $ 58,191,634 $ (114,282,136)
−Removed: Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
+Added: Net increase in net assets resulting from operations $ 77,685,429 $ 8,176,793 $ 58,191,634
+Added: Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments (1,461,056,755) (881,171,047) (473,701,786)
1 unchanged sentence
Repayments received / sales of portfolio investments 943,867,143 684,530,539 449,882,092
−Removed: Proceeds from sale of portfolio to Asset Buyer — — 793,281,722
Purchases of short-term investments (297,560,982) (1,182,185,606) (913,641,727)
1 unchanged sentence
Loan origination and other fees received 30,504,341 19,193,244 8,606,347
−Removed: Net realized loss on investments 38,302,323 3,798,263 159,473,759
+Added: Net realized (gain) loss on investments (2,645,505) 38,302,323 3,798,263
Net realized (gain) loss on foreign currency transactions 6,024,567 (12,743) 12,185
Net unrealized appreciation on investments (3,029,097) (28,710,914) (33,092,792)
−Removed: Net unrealized depreciation on foreign currency transactions 10,161,326 1,004,788 863,980
−Removed: Payment-in-kind interest / fees accrued, net of payments received (1,348,204) (5,413) 120,933
+Added: Net unrealized appreciation of CSA (1,800,000) — —
+Added: Net unrealized (appreciation) depreciation on foreign currency transactions (17,275,899) 10,161,326 1,004,788
+Added: Payment-in-kind interest (10,795,470) (1,348,204) (5,413)
Amortization of deferred financing fees 1,620,170 1,478,364 1,336,181
Loss on extinguishment of debt — 3,088,728 297,188
−Removed: Loss on disposal of property and equipment — — 22,236
Accretion of loan origination and other fees (9,443,933) (2,716,765) (1,609,167)
Amortization / accretion of purchased loan premium / discount (4,646,285) (1,805,972) (279,694)
−Removed: Depreciation expense — — 27,414
−Removed: Stock-based compensation — — 14,229,633
Changes in operating assets and liabilities:
3 unchanged sentences
Interest payable 3,483,456 (1,411,993) 1,805,266
−Removed: Net cash provided by (used in) operating activities (218,130,487) (31,504,476) (198,287,307)
−Removed: Cash flows from investing activities:
−Removed: Proceeds from sales of property and equipment — — 31,499
−Removed: Net cash provided by (used in) investing activities — — 31,499
+Added: Net cash used in operating activities (396,552,436) (218,130,487) (31,504,476)
Cash flows from financing activities:
−Removed: Repayments of SBA-guaranteed debentures payable — — (250,000,000)
Borrowings under credit facilities 455,731,649 636,707,505 320,777,502
7 unchanged sentences
Purchases of shares in repurchase plan — (7,130,632) (23,356,506)
−Removed: Common stock withheld for taxes upon vesting of restricted stock — — (6,018,828)
Cash dividends / distributions paid (53,559,190) (31,325,222) (26,927,706)
−Removed: Purchase of common stock in tender offer — — (51,002,289)
Net cash provided by financing activities 388,318,575 288,626,383 41,069,059
−Removed: Net increase (decrease) in cash 70,495,896 9,564,583 (179,422,715)
+Added: Net increase (decrease) in cash and foreign currencies (8,233,861) 70,495,896 9,564,583
Cash and foreign currencies, beginning of year 92,487,461 21,991,565 12,426,982
Cash and foreign currencies, end of year $ 84,253,600 $ 92,487,461 $ 21,991,565
−Removed: Supplemental disclosure of cash flow information:
+Added: Supplemental Information:
Cash paid for interest $ 27,203,144 $ 16,697,097 $ 20,063,847
+Added: Excise taxes paid during the period $ 70,533 $ 85,505 $ —
See accompanying notes.
14 unchanged sentences
7,567,965 7,485,604 7,429,314
−Removed: Accurus Aerospace Corporation (2.9%)* (7) (9) (12)
−Removed: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 10/18, Due 10/24) 24,500,000 24,251,575 20,506,500
−Removed: 24,500,000 24,251,575 20,506,500
−Removed: ADE Holding (d/b/a AD Education) (0.8%)* (3) (7) (9) (19)
−Removed: Education Services First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27) 5,459,746 4,977,557 5,459,746
+Added: Acclime Holdings HK Limited
(0.2%)* (3) (7) (8) (10)
−Removed: AEP Holdings, Inc.
+Added: Business Services First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.0% Cash, Acquired 08/21, Due 07/27) 1,211,310 1,137,872 1,146,517
1,211,310 1,137,872 1,146,517
−Removed: Wholesale First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (18)
+Added: Accurus Aerospace Corporation (3.2%)* (7) (8) (11)
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.50% PIK, Acquired 10/18, Due 10/24) 24,873,702 24,684,100 24,015,559
24,873,702 24,684,100 24,015,559
−Removed: First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (12)
+Added: ADB Safegate (0.7%)* (3) (8) (10)
+Added: Aerospace & Defense Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.8% Cash, Acquired 08/21, Due 07/25) 5,500,000 5,091,328 5,105,815
5,500,000 5,091,328 5,105,815
+Added: Advantage Software Company (The), LLC (0.0%)* (7)
+Added: Advertising, Printing & Publishing Class A1 Partnership Units (8,717.76 units, Acquired 12/21) 280,379 280,379
+Added: Class A2 Partnership Units (2,248.46 units, Acquired 12/21) 72,350 72,350
+Added: Class B1 Partnership Units (8,717.76 units, Acquired 12/21) 9,006 9,006
+Added: Class B2 Partnership Units (2,248.46 units, Acquired 12/21) 2,322 2,322
364,057 364,057
2 unchanged sentences
9,425,284 9,298,664 9,302,756
−Removed: Ahead DB Borrower, LLC.
+Added: Air Canada 2020-2 Class B Pass Through Trust (0.9%)* Airlines Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25) 6,170,321 6,170,321 6,822,282
6,170,321 6,170,321 6,822,282
−Removed: Technology Distributors Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 9.5% Cash, Acquired 10/20, Due 10/28) 2,139,295 2,076,161 2,075,117
+Added: Air Comm Corporation, LLC (1.5%)* (7) (8) (10)
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 07/27) 11,539,605 11,265,477 11,279,635
11,539,605 11,265,477 11,279,635
−Removed: Air Canada 2020-2 Class B Pass Through Trust (1.1%)* Airlines Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25) 7,500,000 7,500,000 8,077,169
+Added: AIT Worldwide Logistics Holdings, Inc.
+Added: Transportation Services Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.5% Cash, Acquired 04/21, Due 04/29) (8) (10)
6,460,345 6,324,652 6,460,345
−Removed: American Dental Partners, Inc.
+Added: Partnership Units (348.68 units, Acquired 04/21) 348,678 688,918
6,460,345 6,673,330 7,149,263
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 11/18, Due 03/23) 9,800,000 9,786,672 9,396,240
+Added: Alpine US Bidco LLC (2.4%)* (7) (8) (10)
+Added: Agricultural Products Second Lien Senior Secured Term Loan (LIBOR + 9.0%, 9.8% Cash, Acquired 05/21, Due 05/29) 18,156,509 17,642,081 17,974,944
18,156,509 17,642,081 17,974,944
−Removed: American Scaffold, Inc.
+Added: Amtech LLC (0.5%)* (7) (8)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27) (9)
4,090,909 3,957,893 3,954,545
−Removed: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/19, Due 09/25) 9,686,750 9,509,443 9,686,750
+Added: Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27) (10)
(13,268) (13,636)
+Added: 4,090,909 3,944,625 3,940,909
Anagram Holdings, LLC
1 unchanged sentence
14,395,213 13,459,291 16,050,670
−Removed: Anchorage Capital CLO Ltd:
−Removed: Series 2013-1A (0.3%)* (3) (9) (12)
−Removed: Structured Finance Structured Secured Note - Class DR (LIBOR + 6.8%, 7.0% Cash, Acquired 03/20, Due 10/30) 2,000,000 1,743,066 2,000,156
+Added: AnalytiChem Holding Gmbh (0.3%)* (3) (7) (8) (14)
+Added: Chemicals First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 11/28) 2,800,958 2,580,095 2,575,751
2,800,958 2,580,095 2,575,751
3 unchanged sentences
13,527,812 13,355,243 13,284,312
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
+Added: AP Aristotle Holdings, LLC (0.2)* (7)
+Added: Oil Field Services Subordinated Term Loan (19.8% Cash, Acquired 12/21, Due 06/25) $ 1,883,461 $ 1,890,302 $ 1,853,945
+Added: 1,883,461 1,890,302 1,853,945
Apex Bidco Limited (0.3%)* (3) (7)
3 unchanged sentences
2,251,556 2,132,738 2,247,609
+Added: GmbH (0.6%)* (3) (7)
+Added: Chemicals, Plastics, & Rubber First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/27) (8) (14)
+Added: 4,655,991 4,716,681 4,552,419
+Added: Preferred Stock (13 shares, Acquired 09/21) 119,828 111,378
+Added: Common Stock (48 shares, Acquired 09/21) 11,983 11,434
+Added: 4,655,991 4,848,492 4,675,231
+Added: Apus Bidco Limited (0.5%)* (3) (7) (8) (17)
+Added: Banking, Finance, Insurance & Real Estate First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 02/21, Due 03/28) 3,901,705 3,873,560 3,822,621
+Added: 3,901,705 3,873,560 3,822,621
AQA Acquisition Holding, Inc.
−Removed: (f/k/a SmartBear) (0.7%)* (7) (9) (12)
+Added: (2.7%)* (7) (8) (10)
High Tech Industries Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.0% Cash, Acquired 03/21, Due 03/29) 20,000,000 19,510,261 20,000,000
20,000,000 19,510,261 20,000,000
+Added: Aquavista Watersides 2 LTD (1.0%)* (3) (7) (8) (17)
+Added: Transportation Services First Lien Senior Secured Term Loan (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/28) 6,041,660 5,696,275 5,766,009
+Added: Second Lien Senior Secured Term Loan (SONIA + 10.5% PIK, Acquired 12/21, Due 12/28) 1,510,415 1,446,466 1,465,103
+Added: Revolver (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/22) (4,252) (5,035)
+Added: 7,552,075 7,138,489 7,226,077
Arch Global Precision LLC (1.2%)* (7) (8) (10)
1 unchanged sentence
9,247,611 9,243,613 9,247,611
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2020
−Removed: Portfolio Company (6)
−Removed: Industry Type of Investment (1) (2) (6)
−Removed: Amount Cost Fair
Archimede (1.1%)* (3) (7) (8) (14)
2 unchanged sentences
Argus Bidco Limited (0.5%)* (3) (7) (8)
−Removed: High Tech Industries First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27) 5,715,005 5,383,300 5,543,555
+Added: High Tech Industries First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27) (16)
2,682,222 2,559,483 2,682,222
−Removed: Armstrong Transport Group (Pele Buyer, LLC ) (1.0%)* (7) (9) (12)
−Removed: Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24) 5,354,941 5,277,976 5,302,778
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 5.8% Cash, Acquired 05/21, Due 12/27) (10)
671,922 653,387 671,922
−Removed: Ascensus Specialties, LLC
3,354,144 3,212,870 3,354,144
−Removed: Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 09/19, Due 09/26) 7,019,401 6,959,939 6,978,909
+Added: Armstrong Transport Group (Pele Buyer, LLC ) (0.5%)* (7) (8) (10)
+Added: Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24) 4,019,862 3,961,175 3,939,465
4,019,862 3,961,175 3,939,465
2 unchanged sentences
8,463,895 8,377,060 8,463,895
+Added: Astra Bidco Limited (0.7%)* (3) (7) (8) (16)
+Added: Healthcare First Lien Senior Secured Term Loan (SONIA + 5.75%, 5.8% Cash, Acquired 11/21, Due 11/28) 5,785,660 5,478,502 5,534,948
+Added: 5,785,660 5,478,502 5,534,948
Auxi International (0.3%)* (3) (7) (8)
1 unchanged sentence
1,592,080 1,520,648 1,439,240
−Removed: AVSC Holding Corp.
+Added: First Lien Senior Secured Term Loan (SONIA + 6.25%, 6.3% Cash, Acquired 04/21, Due 12/26) (17)
907,482 897,284 820,363
+Added: 2,499,562 2,417,932 2,259,603
+Added: Avance Clinical Bidco Pty Ltd (0.8%)* (3) (7) (8) (20)
+Added: Healthcare First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 11/21, Due 11/27) 6,456,649 6,039,823 6,158,029
+Added: 6,456,649 6,039,823 6,158,029
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
+Added: AVSC Holding Corp.
(1.6%)* Advertising First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, 0.25% PIK, Acquired 08/18, Due 03/25) (8) (10)
+Added: $ 4,866,634 $ 4,405,273 $ 4,457,837
First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 10/26) (8) (10)
+Added: 748,248 692,634 692,930
First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26) 5,513,525 5,399,114 6,403,959
11,128,407 10,497,021 11,554,726
−Removed: Bass Pro Group, LLC (0.3%)* (9) (12)
−Removed: General Merchandise Stores First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.8% Cash, Acquired 03/20, Due 09/24) 1,979,540 1,793,950 1,983,083
+Added: Azalea Buyer, Inc.
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27) (10)
4,605,769 4,495,830 4,494,423
+Added: Subordinated Term Loan (12.0% PIK, Acquired 11/21, Due 05/28) 1,259,615 1,234,657 1,234,423
+Added: Common Stock (192,307.7 shares, Acquired 11/21) 192,308 192,308
+Added: Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27) (10)
+Added: (9,476) (9,615)
+Added: 5,865,384 5,913,319 5,911,539
+Added: Bariacum S.A.
+Added: (0.8%)* (3) (7) (8) (14)
+Added: Consumer Products First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28) 6,482,038 6,236,161 6,244,364
+Added: 6,482,038 6,236,161 6,244,364
BDP International, Inc.
2 unchanged sentences
14,849,238 14,642,747 14,626,499
−Removed: Beacon Pointe Advisors, LLC (0.1%)* (7) (9) (12)
−Removed: Asset Manager & Custody Bank First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 03/20, Due 03/26) 631,591 611,703 631,591
−Removed: 631,591 611,703 631,591
Benify (Bennevis AB)
2 unchanged sentences
1,286,109 1,222,031 1,286,109
+Added: Beyond Risk Management, Inc.
+Added: (0.3%)* (7) (8) (10)
+Added: Other Financial First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 10/21, Due 09/27) 2,426,667 2,335,532 2,326,667
+Added: 2,426,667 2,335,532 2,326,667
+Added: Bidwax (1.0%)* (3) (7) (8) (14)
+Added: Non-durable Consumer Goods First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 02/21, Due 02/28) 7,960,398 8,062,475 7,741,487
+Added: 7,960,398 8,062,475 7,741,487
+Added: BigHand UK Bidco Limited (0.1%)* (3) (7) (8) (13)
+Added: High Tech Industries First Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.4% Cash, Acquired 01/21, Due 01/28) 908,791 879,693 878,365
+Added: 908,791 879,693 878,365
Black Diamond Equipment Rentals LLC (1.5%)* (7) (25)
Equipment Rental Second Lien Loan (12.5% Cash, Acquired 12/20, Due 06/22) 10,000,000 10,000,000 10,000,000
−Removed: Warrant (1.0 unit, Acquired 12/20) 847,000 847,000
+Added: Warrant (4.17 units, Acquired 12/20) 1,010,000 863,949
10,000,000 11,010,000 10,863,949
−Removed: British Airways 2020-1 Class B Pass Through Trust (0.2%)*
−Removed: Airlines Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28) 1,500,000 1,500,000 1,661,827
+Added: Bounteous, Inc.
(0.6%)* (7) (8) (10)
−Removed: British Engineering Services Holdco Limited (1.1%)* (3) (7) (9) (15)
−Removed: Commercial Services & Supplies First Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.5% Cash, Acquired 12/20, Due 12/27) 8,667,451 7,989,566 8,191,066
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27) 4,911,434 4,751,788 4,756,398
4,911,434 4,751,788 4,756,398
−Removed: Brown Machine Group Holdings, LLC (0.7%)* (7) (9) (12)
−Removed: Industrial Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24) 5,286,022 5,241,933 5,286,022
+Added: Brightline Trains Florida LLC (0.7%)* (7)
+Added: Transportation Senior Secured Note (8.0% Cash, Acquired 08/21, Due 01/28) 5,000,000 5,000,000 5,005,000
5,000,000 5,000,000 5,005,000
−Removed: Cadent, LLC (f/k/a Cross MediaWorks) (1.0%)* (7) (9) (12)
+Added: Brightpay Limited (0.3%)* (3) (7) (8) (14)
+Added: Technology First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28) 1,917,970 1,883,003 1,861,862
+Added: 1,917,970 1,883,003 1,861,862
+Added: BrightSign LLC (1.9%)* (7)
Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 10/27) (8) (10)
12,811,105 12,686,575 12,682,994
+Added: LLC units (1,107,492.71 units, Acquired 10/21) 1,107,493 1,135,180
+Added: Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 10/27) (8) (10)
+Added: (12,847) (13,290)
+Added: 12,811,105 13,781,221 13,804,884
+Added: British Airways 2020-1 Class B Pass Through Trust (0.1%)* Airlines Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28) 809,722 809,722 915,587
+Added: 809,722 809,722 915,587
Barings BDC, Inc.
4 unchanged sentences
Amount Cost Fair
−Removed: Carlson Travel, Inc (1.0%)* Business Travel Management First Lien Senior Secured Note (6.8% Cash, Acquired 09/20, Due 12/25) $ 3,000,000 $ 2,362,500 $ 2,471,250
−Removed: Super Senior Senior Secured Term Loan (10.5% Cash, Acquired 12/20, Due 3/25) 4,239,000 4,149,608 4,376,768
−Removed: Common Stock (1,962 units, Acquired 11/20) (7)
+Added: British Engineering Services Holdco Limited (2.1%)* (3) (7) (8) (17)
+Added: Commercial Services & Supplies First Lien Senior Secured Term Loan (SONIA + 6.75%, 7.0% Cash, Acquired 12/20, Due 12/27) $ 15,530,143 $ 15,080,745 $ 15,405,902
+Added: Revolver (SONIA + 6.75%, 7.0% Cash, Acquired 12/20, Due 06/22) (1,565) (4,900)
15,530,143 15,079,180 15,401,002
+Added: Brown Machine Group Holdings, LLC (0.9%)* (7) (8) (9)
+Added: Industrial Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24) 6,633,915 6,587,022 6,633,915
6,633,915 6,587,022 6,633,915
−Removed: Carlyle Aviation Partners Ltd.
−Removed: (0.2%)* Structured Finance Structured Secured Note, Series 2019-2 - Class A (3.4% Cash, Acquired 3/20, Due 11/39) 912,844 826,343 863,003
−Removed: Structured Secured Note, Series 2018-2 - Class A (4.5% Cash, Acquired 3/20, Due 11/38) 432,194 391,920 408,302
+Added: Cadent, LLC (f/k/a Cross MediaWorks) (0.9%)* (7) (8) (9)
+Added: Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23) 6,913,258 6,888,254 6,913,258
6,913,258 6,888,254 6,913,258
+Added: CAi Software, LLC (1.2%)* (7) (8) (10)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28) 9,057,014 8,876,923 8,875,874
+Added: Revolver (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28) — (18,723) (18,860)
+Added: 9,057,014 8,858,200 8,857,014
+Added: Canadian Orthodontic Partners Corp.(0.2%)* (3) (7) (8) (21)
+Added: Healthcare First Lien Senior Secured Term Loan (CDOR + 6.5%, 7.5% Cash, Acquired 06/21, Due 03/26) 1,640,011 1,696,743 1,625,340
+Added: 1,640,011 1,696,743 1,625,340
+Added: Carlson Travel, Inc (1.2%)* Business Travel Management First Lien Senior Secured Note (8.5% Cash, Acquired 11/21, Due 11/26) 6,050,181 5,654,462 6,161,383
+Added: Common Stock (94,155 shares, Acquired 11/21) 1,655,434 3,083,576
+Added: 6,050,181 7,309,896 9,244,959
Centralis Finco S.a.r.l.
2 unchanged sentences
806,661 738,691 806,661
+Added: Ceres Pharma NV (0.6%)* (3) (7) (8) (15)
+Added: Pharmaceuticals First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 10/21, Due 10/28) 4,555,832 4,443,959 4,354,688
+Added: 4,555,832 4,443,959 4,354,688
Cineworld Group PLC
+Added: Leisure Products Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24) 1,786,456 1,591,243 2,127,562
+Added: Super Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 07/21, Due 05/24) (8) (11)
993,503 960,951 1,054,356
−Removed: Leisure Products First Lien Senior Secured Term Loan (LIBOR + 2.50%, 2.8% Cash, Acquired 04/20, Due 02/25) 9,070,729 5,915,501 6,121,290
−Removed: Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24) 1,618,242 1,446,976 1,920,318
Warrants (553,375 units, Acquired 12/20) 101,602 243,594
9 unchanged sentences
Distributors First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25) (8) (10)
+Added: 4,144,368 4,090,219 3,999,315
LLC Units (8,782 units, Acquired 01/20) 351,709 227,366
4,144,368 4,441,928 4,226,681
+Added: Coastal Marina Holdings, LLC (2.4%)* (7)
+Added: Other Financial Subordinated Term Loan (10.0% PIK, Acquired 11/21, Due 11/31) 17,607,836 15,965,060 15,965,704
+Added: LLC Units (547,591 units, Acquired 11/21) 1,642,774 1,642,773
+Added: 17,607,836 17,607,834 17,608,477
+Added: Cobham Slip Rings SAS (0.6%)* (3) (7) (8) (10)
+Added: Diversified Manufacturing First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.4% Cash, Acquired 11/21, Due 11/28) 4,303,474 4,199,148 4,195,887
+Added: 4,303,474 4,199,148 4,195,887
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
Command Alkon (Project Potter Buyer, LLC) (1.9%)* (7)
Software First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27) (8) (9)
+Added: $ 13,778,715 $ 13,290,020 $ 13,658,353
Class A Units (90.384 units, Acquired 04/20) 90,384 100,961
1 unchanged sentence
13,778,715 13,380,404 13,945,166
−Removed: Confie Seguros Holding II Co.
+Added: Contabo Finco S.À R.L (0.8%)* (3) (7) (8) (16)
+Added: Internet Software & Services First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 11/21, Due 10/26) 5,949,094 5,818,536 5,830,113
5,949,094 5,818,536 5,830,113
−Removed: Insurance Brokerage Services Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.7% Cash, Acquired 10/19, Due 11/25) 2,500,000 2,370,563 2,233,600
+Added: Coyo Uprising GmbH (0.6%)* (3) (7)
+Added: First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/28) (8) (14)
4,061,503 4,050,409 3,937,732
−Removed: Contabo Finco S.À R.L (0.2%)* (3) (7) (9) (18)
−Removed: Internet Software & Services First Lien Senior Secured Term Loan (EURIBOR + 4.75%, 4.8% Cash, Acquired 10/19, Due 10/26) 1,483,377 1,310,386 1,454,918
+Added: Class A Units (440.0 units, Acquired 09/21) 205,333 586,704
+Added: Class B Units (191.0 units, Acquired 09/21) 445,883 252,276
4,061,503 4,701,625 4,776,712
+Added: Crash Champions (1.9%)* (7) (8) (10)
+Added: Automotive First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/25) 14,567,197 14,040,003 13,967,572
+Added: 14,567,197 14,040,003 13,967,572
CSL DualCom (0.2%)* (3) (7) (8) (13)
5 unchanged sentences
49,255,337 40,780,794 30,045,756
+Added: CVL 3 (1.3%)* (3) (7) (8)
+Added: Capital Equipment First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28) (14)
+Added: 5,913,439 5,724,352 5,765,603
+Added: First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28) (22)
+Added: 3,382,200 3,297,974 3,297,645
+Added: 6-Month Bridge Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 06/22) (14)
+Added: 796,040 771,808 788,079
+Added: 10,091,679 9,794,134 9,851,327
+Added: CW Group Holdings, LLC (0.4%)* (7)
+Added: High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/21, Due 01/27) (8) (10)
+Added: 2,817,419 2,762,181 2,773,516
+Added: LLC Units (161,290.32 units, Acquired 01/21) 161,290 112,097
+Added: 2,817,419 2,923,471 2,885,613
Dart Buyer, Inc.
2 unchanged sentences
12,217,300 12,047,482 11,733,921
−Removed: Diamond Sports Group, LLC (0.1%)* (9) (10)
−Removed: Broadcasting First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 03/20, Due 08/26) 989,975 790,536 872,208
+Added: DecksDirect, LLC (0.1%)* (7)
+Added: Building Materials First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26) (8) (9)
727,273 712,749 712,727
+Added: Revolver (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26) (8) (10)
+Added: (4,357) (4,364)
+Added: LLC Units (1,280.8 units, Acquired 12/21) 54,545 54,549
+Added: 727,273 762,937 762,912
+Added: Discovery Education, Inc.
+Added: (1.6%)* (7) (8) (10)
+Added: Publishing First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26) 11,815,226 11,625,619 11,815,226
+Added: 11,815,226 11,625,619 11,815,226
+Added: Distinct Holdings, Inc.
+Added: (0.9%)* (7) (8) (9)
+Added: Systems Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23) 6,880,088 6,840,597 6,714,966
+Added: 6,880,088 6,840,597 6,714,966
+Added: Dragon Bidco (0.4%)* (3) (7) (8) (15)
+Added: Technology First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 04/21, Due 04/28) 2,729,279 2,811,548 2,676,462
+Added: 2,729,279 2,811,548 2,676,462
+Added: DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)* (3) (7) (8) (15)
+Added: Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/20, Due 03/27) 2,418,426 2,294,573 2,385,347
+Added: 2,418,426 2,294,573 2,385,347
Barings BDC, Inc.
4 unchanged sentences
Amount Cost Fair
−Removed: Discovery Education, Inc.
+Added: Dune Group (0.2%)* (3) (7) (8)
+Added: Health Care Equipment First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.0% Cash, Acquired 09/21, Due 09/28) (10)
$ 1,230,280 $ 1,204,767 $ 1,202,086
−Removed: Publishing First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26) $ 27,000,000 $ 26,538,991 $ 26,527,500
+Added: First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28) (14)
131,453 104,801 113,210
−Removed: Distinct Holdings, Inc.
1,361,733 1,309,568 1,315,296
−Removed: Systems Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23) 7,516,792 7,453,665 7,475,638
+Added: Dwyer Instruments, Inc.
(0.6%)* (7) (8) (10)
−Removed: DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)* (3) (7) (9) (19)
−Removed: Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 1.8% PIK, Acquired 03/20, Due 03/27) 2,232,173 1,939,189 2,176,655
+Added: First Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.3% Cash, Acquired 07/21, Due 07/27) 4,562,902 4,451,732 4,515,611
4,562,902 4,451,732 4,515,611
−Removed: Dukane IAS, LLC (0.6%)* (7) (23)
−Removed: Welding Equipment Manufacturer Second Lien Note (10.5% Cash, 2.5% PIK, Acquired 12/20, Due 12/24) 4,604,374 4,604,374 4,604,374
+Added: Echo Global Logistics, Inc.
+Added: Air Transportation Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 8.0% Cash, Acquired 11/21, Due 11/29) (8) (10)
14,469,027 14,210,471 14,215,819
−Removed: Envision Healthcare Corp.
+Added: Partnership Equity (530.92 units, Acquired 11/21) 530,973 530,970
14,469,027 14,741,444 14,746,789
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.75%, 3.9% Cash, Acquired 03/20, Due 10/25) 3,156,772 2,259,339 2,623,688
+Added: Ellkay, LLC (0.7%)* (7) (8) (10)
+Added: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 09/21, Due 09/27) 4,987,500 4,891,525 4,897,630
4,987,500 4,891,525 4,897,630
−Removed: Exeter Property Group, LLC (2.6%)* (7) (9) (10)
−Removed: Real Estate First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.7% Cash, Acquired 02/19, Due 08/24) 19,363,647 19,100,177 18,976,374
+Added: EMI Porta Holdco LLC (1.2%)* (7) (8) (10)
+Added: Diversified Manufacturing First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27) 9,576,271 9,140,733 9,135,593
+Added: Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27) (58,526) (59,322)
9,576,271 9,082,207 9,076,271
+Added: Entact Environmental Services, Inc.
+Added: (0.8%)* (7) (8) (10)
+Added: Environmental Industries First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/21, Due 12/25) 5,704,863 5,656,971 5,630,699
+Added: 5,704,863 5,656,971 5,630,699
+Added: EPS NASS Parent, Inc.
+Added: (0.8%)* (7) (8) (10)
+Added: Electrical Components & Equipment First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/21, Due 04/28) 5,812,941 5,695,455 5,714,871
+Added: 5,812,941 5,695,455 5,714,871
+Added: Eshipping, LLC (0.8%)* (7) (8)
+Added: Transportation Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27) (9)
+Added: 5,965,459 5,799,040 5,795,187
+Added: Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 12/27) (10)
+Added: 254,813 225,848 225,085
+Added: 6,220,272 6,024,888 6,020,272
F24 (Stairway BidCo Gmbh) (0.2%)* (3) (7) (8) (14)
1 unchanged sentence
1,620,521 1,648,879 1,620,521
+Added: Ferrellgas L.P.
+Added: (0.4%)* (3) (7)
+Added: Oil & Gas Equipment & Services OpCo Preferred Units (2,886 units, Acquired 03/21) 2,799,420 3,145,740
+Added: 2,799,420 3,145,740
+Added: Fineline Technologies, Inc.
+Added: (0.2%)* (7) (8) (10)
+Added: Consumer Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/21, Due 02/28) 1,305,719 1,282,956 1,305,719
+Added: 1,305,719 1,282,956 1,305,719
FitzMark Buyer, LLC (0.6%)* (7) (8) (10)
1 unchanged sentence
4,269,265 4,196,714 4,183,880
−Removed: Foundation Risk Partners, Corp.
+Added: Flexential Issuer, LLC (2.1%)* Information Technology Structured Secured Note - Class C (6.9% Cash, Acquired 11/21, Due 11/51) 16,000,000 14,817,114 15,608,750
16,000,000 14,817,114 15,608,750
−Removed: Financial Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 11/23) 8,789,777 8,575,855 8,576,718
−Removed: Second Lien Senior Secured Term Loan (LIBOR + 8.50%, 9.5% Cash, Acquired 09/20, Due 11/24) 1,722,222 1,588,593 1,602,355
+Added: FragilePak LLC (0.7%)* (7)
+Added: Transportation Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 05/27) (8) (9)
4,696,562 4,519,341 4,540,910
−Removed: GoldenTree Loan Opportunities IX, Limited:
−Removed: Series 2014-9A (0.2%)* (3) (9) (12)
−Removed: Structured Finance Structured Secured Note - Class DR2 (LIBOR + 3.0%, 3.2% Cash, Acquired 03/20, Due 10/29) 1,250,000 916,935 1,231,963
+Added: Partnership Units (937.5 units, Acquired 05/21) 937,500 925,895
4,696,562 5,456,841 5,466,805
+Added: Front Line Power Construction LLC (0.5%)* Construction Machinery First Lien Senior Secured Term Loan (LIBOR + 12.5%, 13.5% Cash, Acquired 11/21, Due 11/28) (7) (8) (10)
+Added: 4,000,000 3,872,045 3,880,000
+Added: Common Stock (50,848 shares, Acquired 11/21) 130,171 111,357
+Added: 4,000,000 4,002,216 3,991,357
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
+Added: FSS Buyer LLC (0.9%)* (7)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 08/21, Due 08/28) (8) (10)
+Added: $ 6,912,504 $ 6,772,675 $ 6,789,614
+Added: LP Interest (1,160.9 units, Acquired 08/21) 11,609 29,998
+Added: LP Units (5,104.32 units, Acquired 08/21) 51,043 131,891
+Added: 6,912,504 6,835,327 6,951,503
GTM Intermediate Holdings, Inc.
1 unchanged sentence
Medical Equipment Manufacturer Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 12/24) 11,500,057 11,448,900 11,500,057
−Removed: Common Stock (2 shares, Acquired 12/20) 1,078,778 1,078,778
+Added: Series A Preferred Units (1,434,472.41 units) 2,166,331 2,290,223
+Added: Series C Preferred Units (715,649.59 units) 1,080,770 1,184,037
11,500,057 14,696,001 14,974,317
4 unchanged sentences
6,092,593 6,092,593 7,213,140
+Added: Heartland Veterinary Partners, LLC (1.2%)* (7)
+Added: Healthcare Subordinated Term Loan (11.0% PIK, Acquired 11/21, Due 11/28) 9,342,857 9,096,286 9,092,857
+Added: 9,342,857 9,096,286 9,092,857
Heartland, LLC (1.9%)* (7) (8) (10)
−Removed: Commercial Services & Supplies First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25) 8,831,018 8,667,194 8,582,892
+Added: Business Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25) 14,075,213 13,976,486 13,793,708
14,075,213 13,976,486 13,793,708
+Added: Heavy Construction Systems Specialists, LLC (1.0%)* (7) (8) (10)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27) 7,368,228 7,198,830 7,220,864
+Added: Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27) (54,310) (52,635)
+Added: 7,368,228 7,144,520 7,168,229
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.2%)* (3) (7) (8) (15)
1 unchanged sentence
8,789,013 9,380,255 8,611,809
−Removed: First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 07/20, Due 09/26) (18)
−Removed: 1,092,757 820,169 1,092,757
−Removed: 11,506,412 10,036,343 11,358,885
−Removed: Highbridge Loan Management Ltd:
−Removed: Series 2014A-19 (0.1%)* (3) (9) (12)
−Removed: Structured Finance Structured Secured Note - Class E (LIBOR + 6.75%, 7.0% Cash, Acquired 03/20, Due 07/30) 1,000,000 833,749 978,180
−Removed: 1,000,000 833,749 978,180
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2020
−Removed: Portfolio Company (6)
−Removed: Industry Type of Investment (1) (2) (6)
−Removed: Amount Cost Fair
Highpoint Global LLC (0.7%)* (7) (25)
1 unchanged sentence
5,416,251 5,395,020 5,416,251
−Removed: Holley Performance Products (Holley Purchaser, Inc.) (2.4%)* (7) (9) (12)
−Removed: Automotive Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.2% Cash, Acquired 10/18, Due 10/25) 16,936,387 16,754,221 16,936,387
+Added: Home Care Assistance, LLC (0.5%)* (7) (8) (10)
+Added: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 03/21, Due 03/27) 3,829,723 3,761,710 3,753,128
3,829,723 3,761,710 3,753,128
5 unchanged sentences
13,436,978 13,189,273 13,136,978
−Removed: Hyperion Materials & Technologies, Inc.
−Removed: (1.9%)* (7) (9) (12)
−Removed: Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/19, Due 08/26) 13,855,795 13,643,767 13,700,560
−Removed: 13,855,795 13,643,767 13,700,560
IGL Holdings III Corp.
4 unchanged sentences
Electronic Instruments & Components First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23) (10)
+Added: 8,126,270 8,084,935 6,602,594
Warrant (68,950 units, Acquired 11/19) — —
8,126,270 8,084,935 6,602,594
−Removed: INOS 19-090 GmbH (1.7%)* (3) (7) (9) (18)
−Removed: Aerospace & Defense First Lien Senior Secured Term Loan (EURIBOR + 6.1%, 6.1% Cash, Acquired 12/20, Due 10/27) 12,275,911 11,888,699 11,934,913
+Added: IM Square (0.9%)* (3) (7) (8) (15)
+Added: Banking, Finance, Insurance & Real Estate First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/28) 7,050,638 7,231,653 6,937,828
7,050,638 7,231,653 6,937,828
−Removed: Institutional Shareholder Services, Inc.
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
+Added: Infoniqa Holdings GmbH (1.2%)* (3) (7) (8) (14)
+Added: Technology First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 11/21, Due 11/28) $ 9,243,120 $ 8,946,900 $ 8,988,934
9,243,120 8,946,900 8,988,934
−Removed: Diversified Support Services Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.7% Cash, Acquired 03/19, Due 03/27) 4,951,685 4,830,132 4,951,685
+Added: Innovad Group II BV (0.8%)* (3) (7) (8) (14)
+Added: Beverage, Food & Tobacco First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 04/21, Due 04/28) 6,255,611 6,320,818 5,875,843
6,255,611 6,320,818 5,875,843
−Removed: International Precision Components (1.0%)* (7) (23)
−Removed: Plastic Injection Molding Second Lien Loan (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 10/24) 7,000,000 6,895,000 6,895,000
+Added: INOS 19-090 GmbH (0.7%)* (3) (7) (8) (14)
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (EURIBOR + 6.13%, 6.1% Cash, Acquired 12/20, Due 12/27) 5,271,103 5,495,469 5,263,297
5,271,103 5,495,469 5,263,297
2 unchanged sentences
6,736,785 6,639,355 6,406,683
+Added: ITI Intermodal, Inc.
+Added: (0.1%)* (7) (8)
+Added: Transportation Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27) (9)
+Added: 721,407 704,989 704,918
+Added: Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27) (10)
+Added: (2,468) (2,480)
+Added: 721,407 702,521 702,438
Jade Bidco Limited (Jane's)
2 unchanged sentences
2,315,363 2,257,104 2,315,363
−Removed: First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 11/19, Due 12/26) (19)
+Added: Jaguar Merger Sub Inc.
(0.3%)* (7) (8) (10)
+Added: Other Financial First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 09/24) 2,542,556 2,486,904 2,486,264
+Added: Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 09/24) (6,055) (6,127)
2,542,556 2,480,849 2,480,137
1 unchanged sentence
(0.4%)* (7) (25)
−Removed: Engineering & Construction Management First Lien Loan (12.0% Cash, 3.0% PIK, Acquired 12/20, Due 06/22) 9,560,423 3,000,000 3,000,000
+Added: Engineering & Construction Management First Lien Loan (12.0% Cash, Acquired 12/20, Due 06/24) 2,650,000 2,650,000 2,650,000
2,650,000 2,650,000 2,650,000
1 unchanged sentence
4,165,079 4,165,079 4,805,415
+Added: JF Acquisition, LLC (0.5%)* (7) (8) (10)
+Added: Automotive First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 07/24) 3,865,876 3,763,334 3,711,241
+Added: 3,865,876 3,763,334 3,711,241
Kano Laboratories LLC (1.2%)* (7)
Chemicals, Plastics & Rubber First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 11/26) (8) (11)
+Added: 9,001,571 8,773,232 8,727,599
Partnership Equity (203.2 units, Acquired 11/20) 203,198 205,053
9,001,571 8,976,430 8,932,652
−Removed: Kenan Advantage Group Inc.
+Added: Kene Acquisition, Inc.
+Added: (En Engineering) (1.0%)* (7) (8) (9)
+Added: Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26) 7,224,659 7,124,765 7,080,166
7,224,659 7,124,765 7,080,166
−Removed: Trucking First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 07/22) 4,265,453 4,263,951 4,217,125
+Added: Kid Distro Holdings, LLC (1.3%)* (7)
+Added: Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/21, Due 10/27) (8) (10)
9,361,702 9,167,507 9,174,468
+Added: Partnership Equity (637,677.11 units, Acquired 10/21) 638,298 637,677
+Added: 9,361,702 9,805,805 9,812,145
+Added: Kona Buyer, LLC (1.2%)* (7) (8) (10)
+Added: High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27) 8,993,949 8,785,068 8,993,949
+Added: 8,993,949 8,785,068 8,993,949
+Added: LAF International (0.2%)* (3) (7) (8) (15)
+Added: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28) 1,478,360 1,543,254 1,446,412
+Added: 1,478,360 1,543,254 1,446,412
Barings BDC, Inc.
4 unchanged sentences
Amount Cost Fair
−Removed: Kene Acquisition, Inc.
−Removed: (En Engineering) (1.0%)* (7) (9) (12)
−Removed: Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26) $ 7,298,712 $ 7,173,784 $ 7,202,679
+Added: Lambir Bidco Limited (0.9%)* (3) (7)
+Added: Healthcare First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/28) (8) (14)
$ 5,016,807 $ 4,770,361 $ 4,809,863
−Removed: Kona Buyer, LLC (4.8%)* (7) (9) (12)
−Removed: High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27) 35,000,000 34,132,135 34,125,000
+Added: Second Lien Senior Secured Term Loan (12.0% PIK, Acquired 12/21, Due 06/29) 1,417,248 1,363,346 1,374,730
+Added: Revolver (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/24) (8) (14)
313,550 292,375 294,737
−Removed: LAC Intermediate, LLC (f/k/a Lighthouse Autism Center) (1.3%)* (7) (9) (12)
−Removed: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/18, Due 10/24) 9,218,032 9,083,136 8,987,581
−Removed: Class A LLC Units (154,320 units, Acquired 10/18) 154,320 184,312
6,747,605 6,426,082 6,479,330
5 unchanged sentences
Legal Solutions Holdings (0.8%)* (7) (24) (25)
−Removed: Business Services Senior Subordinated Loan (6.0% Cash, 10.0% PIK, Acquired 12/20, Due 03/22) 10,398,126 9,597,471 9,597,471
+Added: Business Services Senior Subordinated Loan (16.0% PIK, Acquired 12/20, Due 03/22) 11,835,622 10,129,207 5,917,811
11,835,622 10,129,207 5,917,811
−Removed: MB2 Dental Solutions, LLC (1.0%)* (7) (9) (12)
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 6.5%, 6.7% Cash, Acquired 09/19, Due 09/23) 7,443,622 7,381,819 7,443,622
+Added: LivTech Purchaser, Inc.
(0.1%)* (7) (8) (10)
+Added: Business Services First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/21, Due 12/25) 918,023 907,776 910,023
+Added: 918,023 907,776 910,023
+Added: Marmoutier Holding B.V.
+Added: (0.3%)* (3) (7) (8) (14)
+Added: Consumer Products First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/21, Due 12/28) 1,944,392 1,872,008 1,879,782
+Added: Revolver (EURIBOR + 5.0%, 5.0% Cash, Acquired 12/21, Due 06/27) (4,417) (4,456)
+Added: 1,944,392 1,867,591 1,875,326
+Added: MC Group Ventures Corporation (0.6%)* (7)
+Added: Business Services First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 07/21, Due 06/27) (8) (10)
+Added: 3,687,290 3,598,064 3,655,758
+Added: Partnership Units (746.66 units, Acquired 06/21) 746,662 761,119
+Added: 3,687,290 4,344,726 4,416,877
Media Recovery, Inc.
2 unchanged sentences
2,933,019 2,892,443 2,933,019
+Added: First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 11/25) (12)
+Added: 4,442,371 4,302,804 4,442,371
+Added: 7,375,390 7,195,247 7,375,390
+Added: Medical Solutions Parent Holdings, Inc.
+Added: (0.6%)* (8) (10)
+Added: Healthcare Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 11/21, Due 11/29) 4,421,053 4,377,383 4,362,120
+Added: 4,421,053 4,377,383 4,362,120
+Added: MNS Buyer, Inc.
+Added: Construction & Building First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/21, Due 08/27) (8) (9)
+Added: 920,769 903,330 904,707
+Added: Partnership Units (76.92 Units, Acquired 08/21) — 76,923 78,462
+Added: 920,769 980,253 983,169
Modern Star Holdings Bidco Pty Limited.
12 unchanged sentences
7,462,000 7,287,999 7,312,760
−Removed: Neuberger Berman CLO Ltd:
−Removed: Series 2020-36A (0.3%)* (3) (9) (12)
−Removed: Structured Finance Structured Secured Note - Class E (LIBOR + 7.81%, 8.0% Cash, Acquired 03/20, Due 04/33) 2,500,000 2,476,562 2,501,790
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
+Added: Narda Acquisitionco., Inc.
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27) (8) (10)
$ 5,679,612 $ 5,581,205 $ 5,580,218
+Added: Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27) (8) (10)
+Added: (22,669) (22,937)
+Added: Class A Preferred Stock (4,587.38 shares, Acquired 12/21) 458,738 458,738
+Added: Class B Common Stock (509.71 shares, Acquired 12/21) 50,971 50,971
+Added: 5,679,612 6,068,245 6,066,990
+Added: Navia Benefit Solutions, Inc.
+Added: (0.4%)* (7) (8) (10)
+Added: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 02/21, Due 02/27) 2,727,200 2,668,002 2,703,272
+Added: 2,727,200 2,668,002 2,703,272
+Added: Nexus Underwriting Management Limited (0.2%)* (3) (7) (8) (17)
+Added: Other Financial First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 12/21, Due 10/28) 1,691,418 1,619,658 1,630,029
+Added: First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 12/21, Due 04/22) 103,483 102,210 100,896
+Added: 1,794,901 1,721,868 1,730,925
NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (0.6%)* (7) (8) (9)
1 unchanged sentence
4,752,671 4,734,086 4,676,629
+Added: Northstar Recycling, LLC (0.3%)* (7) (8) (10)
+Added: Environmental Industries First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/21, Due 09/27) 2,500,000 2,451,774 2,450,000
+Added: 2,500,000 2,451,774 2,450,000
+Added: OA Buyer, Inc.
+Added: Healthcare First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28) (8) (10)
+Added: 8,500,512 8,331,137 8,330,502
+Added: Revolver (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28) (8) (10)
+Added: (26,502) (26,625)
+Added: Partnership Units (210,920.11 units, Acquired 12/21) 210,920 210,920
+Added: 8,500,512 8,515,555 8,514,797
+Added: Odeon Cinemas Group Limited (0.5%)* (3) (7)
+Added: Hotel, Gaming, & Leisure First Lien Senior Secured Term Loan (10.8% Cash, Acquired 02/21, Due 08/23) 3,953,779 4,054,629 4,032,855
+Added: 3,953,779 4,054,629 4,032,855
+Added: (0.4%)* (3) (7) (8) (14)
+Added: Containers & Glass Products First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28) 2,916,043 2,996,732 2,842,746
+Added: 2,916,043 2,996,732 2,842,746
Omni Intermediate Holdings, LLC (1.5%)* (7) (8) (9)
5 unchanged sentences
2,313,396 2,281,827 2,267,128
+Added: Oracle Vision Bidco Limited (0.4%)* (3) (7) (8) (17)
+Added: Healthcare First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 06/21, Due 05/28) 3,100,064 3,140,808 3,027,730
+Added: 3,100,064 3,140,808 3,027,730
+Added: Origin Bidco Limited (0.1%)* (3) (7) (8)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/28) (10)
+Added: 597,094 581,734 583,730
+Added: First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28) (14)
+Added: 377,231 393,795 368,788
+Added: 974,325 975,529 952,518
+Added: OSP Hamilton Purchaser, LLC (0.3%)* (7) (8)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/21, Due 12/27) (9)
+Added: 2,280,849 2,235,301 2,235,232
+Added: Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 12/21, Due 12/27) (10)
+Added: (3,725) (3,731)
+Added: 2,280,849 2,231,576 2,231,501
Pacific Health Supplies Bidco Pty Limited (1.1%)* (3) (7) (8) (20)
1 unchanged sentence
8,778,969 8,730,244 8,529,382
−Removed: Pare SAS (SAS Maurice MARLE) (0.7%)* (3) (7) (9) (19)
−Removed: Health Care Equipment First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, 1.5% PIK, Acquired 12/19, Due 12/26) 4,817,430 4,305,403 4,683,024
−Removed: 4,817,430 4,305,403 4,683,024
Barings BDC, Inc.
4 unchanged sentences
Amount Cost Fair
+Added: Pare SAS (SAS Maurice MARLE) (0.6%)* (3) (7) (14)
+Added: Health Care Equipment First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 12/19, Due 12/26) $ 4,637,501 $ 4,477,701 $ 4,637,501
+Added: 4,637,501 4,477,701 4,637,501
Patriot New Midco 1 Limited (Forensic Risk Alliance) (0.9%)* (3) (7) (8)
4 unchanged sentences
6,980,143 6,701,998 6,659,057
−Removed: PerTronix, LLC (1.1%)* (7) (9) (13)
−Removed: Automotive First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/20, Due 10/26) 8,308,515 8,186,879 8,183,887
+Added: PDQ.Com Corporation (1.2%)* (7)
+Added: Business Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27) (8) (10)
9,061,874 8,710,392 8,706,642
−Removed: Playtika Holding Corp.
+Added: Class A-2 Partnership Units (26.32 units, Acquired 08/21) 28,795 29,003
9,061,874 8,739,187 8,735,645
−Removed: Leisure, Amusement & Entertainment First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 03/20, Due 12/24) 3,800,000 3,536,230 3,818,582
+Added: Permaconn Bidco Ltd (2.0%)* (3) (7) (8) (19)
+Added: Tele-communications First Lien Senior Secured Term Loan (BBSY + 6.5%, 6.5% Cash, Acquired 12/21, Due 12/27) 15,011,565 14,385,637 14,598,747
15,011,565 14,385,637 14,598,747
−Removed: Premier Technical Services Group (Project Graphite) (0.4%)* (3) (7) (9) (15)
−Removed: Construction & Engineering First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.3% Cash, Acquired 08/19, Due 06/26) 3,108,900 2,681,906 3,039,998
+Added: Polara Enterprises, LLC (0.6%)* (7)
+Added: Capital Equipment First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27) (8) (10)
4,242,634 4,158,730 4,157,781
+Added: Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27) (8) (10)
+Added: (10,763) (10,905)
+Added: Partnership Units (3,820.44 units, Acquired 12/21) 382,044 382,044
+Added: 4,242,634 4,530,011 4,528,920
+Added: Policy Services Company, LLC (5.9%)* (7)
+Added: Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, 4.0% PIK, Acquired 12/21, Due 06/26) (8) (10)
+Added: 45,830,921 44,017,961 44,007,782
+Added: Warrants - Class A (28,260 units, Acquired 12/21) — —
+Added: Warrants - Class B (9,537 units, Acquired 12/21) — —
+Added: Warrants - Class CC (980 units, Acquired 12/21) — —
+Added: Warrants - Class D (2,520 units, Acquired 12/21) — —
+Added: 45,830,921 44,017,961 44,007,782
Premium Franchise Brands, LLC (2.0%)* (7) (8) (10)
1 unchanged sentence
14,852,588 14,597,414 14,555,536
+Added: Premium Invest (0.5%)* (3) (7) (8) (14)
+Added: Brokerage, Asset Managers & Exchanges First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 06/21, Due 06/28) 4,093,919 4,113,303 4,009,539
+Added: 4,093,919 4,113,303 4,009,539
+Added: Preqin MC Limited (0.4%)* (3) (7) (8) (23)
+Added: Banking, Finance, Insurance & Real Estate First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 08/21, Due 07/28) 2,789,005 2,695,392 2,763,904
+Added: 2,789,005 2,695,392 2,763,904
Process Equipment, Inc.
6 unchanged sentences
1,836,485 1,833,488 1,808,938
−Removed: PSC UK Pty Ltd.
+Added: Protego Bidco B.V.
(0.5%)* (3) (7) (8) (14)
−Removed: Insurance Services First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 6.5% Cash, Acquired 11/19, Due 10/24) 2,684,817 2,439,292 2,614,299
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/21, Due 03/27) 2,227,493 2,268,899 2,194,658
+Added: First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28) 1,547,820 1,560,666 1,494,928
3,775,313 3,829,565 3,689,586
+Added: QPE7 SPV1 BidCo Pty Ltd (0.2%)* (3) (7) (8) (20)
+Added: Consumer Cyclical First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 09/21, Due 09/26) 1,631,514 1,563,925 1,604,782
+Added: 1,631,514 1,563,925 1,604,782
Questel Unite (0.9%)* (3) (7) (8) (10)
−Removed: Business Services First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/27)
+Added: Business Services First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/27) 6,892,270 6,802,056 6,850,916
6,892,270 6,802,056 6,850,916
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
+Added: Recovery Point Systems, Inc.
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 08/20, Due 08/26) (8) (10)
$ 11,648,329 $ 11,460,318 $ 11,648,329
−Removed: Radwell International, LLC (1.9%)* (7) (9) (12)
−Removed: Wholesale First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26) 14,264,053 13,916,962 13,914,053
+Added: Partnership Equity (187,235 units, Acquired 03/21) 187,235 149,788
11,648,329 11,647,553 11,798,117
−Removed: Recovery Point Systems, Inc.
+Added: Renovation Parent Holdings, LLC
+Added: Home Furnishings First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 11/21, Due 11/27) (8) (11)
4,854,369 4,735,241 4,733,010
−Removed: Technology First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 03/20, Due 07/26) 11,795,776 11,572,084 11,766,287
+Added: Partnership Equity (197,368.42 units, Acquired 11/21) 197,368 203,289
4,854,369 4,932,609 4,936,299
3 unchanged sentences
7,614,000 7,416,155 7,477,972
−Removed: RPX Corporation (2.4%)* (7) (9) (12)
−Removed: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25) 17,500,000 17,110,715 17,106,250
+Added: Resonetics, LLC (0.5%)* (7) (8) (10)
+Added: Health Care Equipment Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.8% Cash, Acquired 04/21, Due 04/29) 4,010,677 3,933,633 3,930,463
4,010,677 3,933,633 3,930,463
−Removed: Series 2019-6A
+Added: Reward Gateway (UK) Ltd (0.4%)* (3) (7) (8) (17)
+Added: Precious Metals & Minerals First Lien Senior Secured Term Loan (SONIA + 6.75%, 6.8% Cash, Acquired 08/21, Due 06/28) 2,869,039 2,806,803 2,775,848
2,869,039 2,806,803 2,775,848
−Removed: Structured Finance Structured Secured Note - Class D (LIBOR + 6.75%, 7.0% Cash, Acquired 03/20, Due 04/30) 2,000,000 1,661,539 2,000,124
+Added: Riedel Beheer B.V.
(0.3%)* (3) (7) (8) (14)
+Added: Food & Beverage First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28) 1,898,944 1,834,819 1,842,512
+Added: Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 06/28) (4,558) (4,594)
+Added: Super Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28) 229,711 222,459 223,394
+Added: 2,128,655 2,052,720 2,061,312
+Added: RPX Corporation (1.0%)* (7) (8) (10)
+Added: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25) 7,611,875 7,425,686 7,455,360
+Added: 7,611,875 7,425,686 7,455,360
Ruffalo Noel Levitz, LLC
5 unchanged sentences
12,025,850 11,797,759 11,755,269
−Removed: Common Stock (424.1 units, Acquired 12/20) 424,088 424,090
+Added: Preferred Stock (372.1 shares, Acquired 12/20) 372,088 509,836
12,025,850 12,169,847 12,265,105
2 unchanged sentences
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/21, Due 12/28) 1,747,991 1,705,099 1,704,707
+Added: Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 12/21, Due 12/28) (6,668) (6,716)
1,747,991 1,698,431 1,697,991
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2020
−Removed: Portfolio Company (6)
−Removed: Industry Type of Investment (1) (2) (6)
−Removed: Amount Cost Fair
Serta Simmons Bedding LLC
7 unchanged sentences
7,009,139 6,869,135 6,770,828
−Removed: SMA Holdings, Inc.
+Added: Smartling, Inc.
(2.2%)* (7) (8) (10)
−Removed: Consulting First Lien Loan (11.0% Cash, Acquired 12/20, Due 06/24) 7,000,000 6,720,000 6,720,000
−Removed: Warrants (2.0 units, Acquired 12/20) 286,781 286,781
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27) 16,470,588 16,102,057 16,094,118
+Added: Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27) (22,958) (23,529)
16,470,588 16,079,099 16,070,589
4 unchanged sentences
4,593,488 4,559,033 4,547,761
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
SN BUYER, LLC (2.5%)* (7) (8) (9)
4 unchanged sentences
10,345,662 10,179,244 10,345,662
+Added: SPT Acquico Limited (0.1%)* (3) (7) (8) (10)
+Added: High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 01/21, Due 12/27) 658,312 643,744 658,312
+Added: 658,312 643,744 658,312
SSCP Pegasus Midco Limited (0.4%)* (3) (7) (8) (12)
1 unchanged sentence
2,754,170 2,487,755 2,722,148
+Added: Starnmeer B.V.
+Added: (1.0%)* (3) (7) (8) (10)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 6.4%, 6.9% Cash, Acquired 10/21, Due 04/27) 7,500,000 7,390,652 7,387,500
+Added: 7,500,000 7,390,652 7,387,500
+Added: Superjet Buyer, LLC (3.0%)* (7) (8) (10)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27) 23,174,707 22,711,214 22,711,213
+Added: Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27) (36,506) (36,506)
+Added: 23,174,707 22,674,708 22,674,707
Syniverse Holdings, Inc.
2 unchanged sentences
17,314,396 16,493,137 17,191,810
−Removed: Team Health Holdings, Inc.
+Added: Syntax Systems Ltd (0.3%)* (3) (7) (8) (9)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/28) 2,055,730 2,018,017 2,015,842
+Added: Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/26) 442,229 432,475 432,117
2,497,959 2,450,492 2,447,959
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 02/24) 6,822,785 6,659,174 6,058,906
+Added: TA SL Cayman Aggregator Corp.
+Added: Technology Subordinated Term Loan (8.8% PIK, Acquired 07/21, Due 07/28) 1,994,681 1,957,088 1,960,329
+Added: Common Stock (1,227.79 shares, Acquired 07/21) 49,876 64,911
1,994,681 2,006,964 2,025,240
+Added: (1.1%)* (3) (7) (8) (14)
+Added: Technology First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28) 8,725,849 8,427,621 8,441,314
+Added: Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 05/28) 108,060 96,551 97,254
+Added: 8,833,909 8,524,172 8,538,568
+Added: Tencarva Machinery Company, LLC (0.7%)* (7) (8) (10)
+Added: Capital Equipment First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27) 5,485,512 5,374,529 5,374,012
+Added: Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27) (19,644) (19,750)
+Added: 5,485,512 5,354,885 5,354,262
+Added: The Caprock Group, Inc.
+Added: (aka TA/TCG Holdings, LLC) (0.5%)* (7)
+Added: Brokerage, Asset Managers & Exchanges First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27) (8) (10)
+Added: 847,007 776,281 775,960
+Added: Revolver (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27) (8) (10)
+Added: (14,394) (14,466)
+Added: Subordinated Term Loan (7.8% PIK, Acquired 10/21, Due 10/28) 3,333,333 3,267,904 3,266,667
+Added: 4,180,340 4,029,791 4,028,161
The Hilb Group, LLC
1 unchanged sentence
Insurance Brokerage First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26) 20,279,107 19,879,692 19,873,525
−Removed: 11,667,719 11,413,365 11,541,707
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/19, Due 12/26) 54,535 (1,347) (2,020)
20,333,642 19,878,345 19,871,505
−Removed: 15,269,720 14,788,299 14,915,010
Total Safety U.S.
+Added: (0.9%)* (8) (11)
Diversified Support Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25) 6,583,183 6,393,013 6,482,394
6,583,183 6,393,013 6,482,394
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
Transit Technologies LLC
5 unchanged sentences
11,329,748 11,260,323 11,159,802
+Added: Trident Maritime Systems, Inc.
+Added: (2.0%)* (7) (8) (10)
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/21, Due 02/27) 14,887,500 14,665,396 14,887,500
+Added: 14,887,500 14,665,396 14,887,500
Truck-Lite Co., LLC (2.0%)* (7) (8) (10)
3 unchanged sentences
Power Distribution Solutions First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/18, Due 09/23) (8) (10)
+Added: 11,987,848 11,777,295 11,778,060
Class A LLC Units (440.97 units, Acquired 09/18) 480,874 412,027
11,987,848 12,258,169 12,190,087
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2020
−Removed: Portfolio Company (6)
−Removed: Industry Type of Investment (1) (2) (6)
−Removed: Amount Cost Fair
−Removed: Tuf-Tug, Inc.
+Added: Turbo Buyer, Inc.
(1.1%)* (7) (8) (10)
−Removed: Safety Equipment Manufacturer Common Stock (24.6 shares, Acquired 12/20) $ 385,047 $ 385,047
+Added: Finance Companies First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/21, Due 12/25) 8,430,000 8,226,186 8,220,000
8,430,000 8,226,186 8,220,000
2 unchanged sentences
8,697,056 8,383,962 8,627,480
+Added: Turnberry Solutions, Inc.
+Added: (0.6%)* (7) (8) (10)
+Added: Consumer Cyclical First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/21, Due 09/26) 4,500,000 4,406,122 4,422,501
+Added: 4,500,000 4,406,122 4,422,501
Gas & Electric, Inc.
8 unchanged sentences
UKFast Leaders Limited (1.6%)* (3) (7) (8) (16)
−Removed: Technology First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 09/20, Due 9/27) 24,226,278 22,140,865 23,625,466
−Removed: 24,226,278 22,140,865 23,625,466
−Removed: USF Holdings LLC (U.S.
−Removed: Farathane, LLC) (0.4%)* (9) (12)
−Removed: Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 12/21) 3,088,580 3,092,541 2,849,214
+Added: Technology First Lien Senior Secured Term Loan (SONIA + 7.0%, 7.1% Cash, Acquired 09/20, Due 9/27) 12,311,660 11,399,095 12,090,050
12,311,660 11,399,095 12,090,050
6 unchanged sentences
1,705,800 1,706,086 1,673,224
+Added: First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.5% Cash, Acquired 02/21, Due 09/27) (10)
+Added: 3,517,700 3,455,739 3,450,522
+Added: 5,223,500 5,161,825 5,123,746
Validity, Inc.
2 unchanged sentences
4,783,146 4,686,773 4,764,014
+Added: VistaJet Pass Through Trust 2021-1B (0.7%)* Airlines Structured Secured Note - Class B (6.3% Cash, Acquired 11/21, Due 02/29) 5,000,000 5,000,000 4,905,485
+Added: 5,000,000 5,000,000 4,905,485
+Added: Vital Buyer, LLC (1.1%)* (7)
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 06/28) (8) (10)
+Added: 7,802,143 7,656,443 7,676,443
+Added: Partnership Units (16,442.9 units, Acquired 06/21) 164,429 170,924
+Added: 7,802,143 7,820,872 7,847,367
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2)
+Added: Amount Cost Fair
W2O Holdings, Inc.
(0.3%)* (7) (8) (10)
−Removed: Healthcare Technology Undrawn Delayed Draw Term Loan (LIBOR + 5.0%, 5.0% Cash, Acquired 10/20, Due 06/25) — (115,981) (104,214)
+Added: Healthcare Technology First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 06/25) $ 2,152,276 $ 2,090,468 $ 2,152,276
2,152,276 2,090,468 2,152,276
−Removed: Winebow Group, LLC, (The) (2.1%)* (9) (10)
−Removed: Consumer Goods First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.8% Cash, Acquired 11/19, Due 07/21) 10,599,445 10,113,510 9,690,543
−Removed: Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 10/19, Due 01/22)
+Added: Woodland Foods, LLC (1.8%)* (7)
+Added: Food & Beverage First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27) (8) (10)
11,512,234 11,284,684 11,281,989
+Added: Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27) (8) (10)
172,203 127,886 127,362
+Added: Common Stock (1,663,307.18 shares, Acquired 12/21) 1,663,307 1,663,307
+Added: 11,684,437 13,075,877 13,072,658
World 50, Inc.
5 unchanged sentences
Affiliate Investments:
−Removed: Advantage Insurance, Inc.
+Added: Eclipse Business Capital, LLC (13.4%)* (7)
+Added: Banking, Finance, Insurance, & Real Estate
+Added: Second Lien Senior Secured Term Loan (7.5% Cash, Acquired 07/21, Due 07/28) 4,545,455 4,502,418 4,738,230
+Added: Revolver (LIBOR + 7.25%, Acquired 07/21, Due 07/28) (10)
1,818,182 1,690,996 1,818,182
−Removed: Banking, Finance, Insurance, & Real Estate Preferred Stock (587,001 shares, Acquired 12/20) 5,946,641 5,946,641
+Added: LLC Units (89,447,396 units, Acquired 07/21) 89,849,519 92,667,503
6,363,637 96,042,933 99,223,915
6 unchanged sentences
4,753,000 6,197,037
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2020
−Removed: Portfolio Company (6)
−Removed: Industry Type of Investment (1) (2) (6)
−Removed: Amount Cost Fair
Security Holdings B.V.
2 unchanged sentences
Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22) 9,524,617 9,524,617 9,524,617
+Added: Senior Unsecured Term Loan (6.0% Cash, 9.0% PIK, Acquired 04/21, Due 04/25) 7,306,508 7,638,612 7,306,507
Common Stock (900 shares, Acquired 12/20) 21,264,000 24,825,075
3 unchanged sentences
79,414,272 84,438,256
+Added: Waccamaw River LLC (1.8%)* (3)
+Added: Investment Funds & Vehicles 20% Member Interest, Acquired 02/21 13,720,000 13,500,686
+Added: 13,720,000 13,500,686
Subtotal Affiliate Investments (38.8%) 28,645,967 267,966,911 288,068,788
1 unchanged sentence
MVC Automotive Group Gmbh (2.0%)* (3) (7) (25)
−Removed: Other Diversified Financial Services Bridge Loan (6.0% Cash, Acquired 12/20, Due 12/21) 7,149,166 7,149,166 7,149,166
+Added: Automotive Bridge Loan (6.0% Cash, Acquired 12/20, Due 06/26) 7,149,166 7,149,166 7,149,166
Common Equity Interest (18,000 shares, Acquired 12/20) 9,553,000 7,699,434
5 unchanged sentences
Subtotal Control Investments (3.0%) 7,149,166 25,826,428 22,412,501
−Removed: Short-Term Investments:
−Removed: BlackRock, Inc.
−Removed: (4.2%)* Money Market Fund BlackRock Liquidity Temporary Fund (0.08% yield) 30,000,000 30,000,000
−Removed: 30,000,000 30,000,000
−Removed: JPMorgan Chase & Co.
−Removed: (5.0%)* Money Market Fund JPMorgan Prime Money Market Fund (0.09% yield) 35,558,227 35,558,227
−Removed: 35,558,227 35,558,227
−Removed: Subtotal Short-Term Investments (9.1%) 65,558,227 65,558,227
Total Investments, December 31, 2021 (242.7%)*
+Added: $ 1,554,502,456 $ 1,787,824,064 $ 1,800,593,952
Barings BDC, Inc.
6 unchanged sentences
Total Credit Support Agreement, December 31, 2021
−Removed: (a) The Credit Support Agreement covers all of the investments acquired by the Company from MVC Capital, Inc.
−Removed: ("MVC") in connection with the MVC Acquisition (as defined in “Note 11 – MVC Capital, Inc.
−Removed: Acquisition”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from MVC in connection with the MVC Acquisition (collectively, the “Reference Portfolio”).
+Added: (a) The MVC Credit Support Agreement covers all of the investments acquired by Barings BDC, Inc.
+Added: (“the Company”) from MVC Capital, Inc.
+Added: ("MVC") in connection with the MVC Acquisition (as defined in “Note 1 – Organization, Business and Basis of Presentation”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from MVC in connection with the MVC Acquisition (collectively, the “Reference Portfolio”).
Each investment that is included in the Reference Portfolio is denoted in the above Schedule of Investments with footnote (25).
(b) The Company and Barings LLC entered into a Credit Support Agreement pursuant to which Barings LLC agreed to provide credit support to the Company in the amount of up to $23.0 million.
−Removed: (c) Settlement Date means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off.
−Removed: (d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Credit Support Agreement.
+Added: (c) Settlement Date means the earlier of (1) January 1, 2031 or (2) the date on which the entire Reference Portfolio has been realized or written off.
+Added: (d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the MVC Credit Support Agreement.
Foreign Currency Forward Contracts:
−Removed: Description Notional Amount to be Purchased Notional Amount to be Sold Settlement Date Unrealized Appreciation (Depreciation)
−Removed: Foreign currency forward contract (AUD) $8,471,304 A$11,378,670 01/05/21 $ (309,049)
−Removed: Foreign currency forward contract (AUD) A$11,378,670 $8,610,504 01/05/21 169,849
−Removed: Foreign currency forward contract (AUD) $148,019 A$193,882 04/06/21 (1,698)
−Removed: Foreign currency forward contract (EUR) $13,472,749 €11,406,604 01/05/21 (483,801)
−Removed: Foreign currency forward contract (EUR) €11,406,604 $13,518,023 01/05/21 438,526
−Removed: Foreign currency forward contract (EUR) $561,754 €456,604 04/06/21 1,944
−Removed: Foreign currency forward contract (GBP) $13,554,607 £10,215,299 01/05/21 (409,190)
−Removed: Foreign currency forward contract (GBP) £10,215,299 $13,717,678 01/05/21 246,118
−Removed: Foreign currency forward contract (GBP) $13,109,849 £9,672,758 04/06/21 (119,769)
−Removed: Foreign currency forward contract (SEK) $141,603 1,259,406kr 01/05/21 (11,748)
−Removed: Foreign currency forward contract (SEK) 1,259,406kr $152,396 01/05/21 955
−Removed: Foreign currency forward contract (SEK) $164,325 1,356,628kr 04/06/21 (1,028)
+Added: Description Notional Amount to be Purchased Notional Amount to be Sold Counterparty Settlement Date Unrealized Appreciation (Depreciation)
+Added: Foreign currency forward contract (AUD) A$31,601,341 $22,849,503 Bank of America, N.A.
+Added: 01/06/22 $ 126,319
+Added: Foreign currency forward contract (AUD) A$2,098,659 $1,507,742 HSBC Bank USA 01/06/22 18,092
+Added: Foreign currency forward contract (AUD) $20,727,370 A$28,700,000 Citibank N.A.
+Added: 01/06/22 (139,026)
+Added: Foreign currency forward contract (AUD) $3,579,961 A$5,000,000 HSBC Bank USA 04/08/22 (55,300)
+Added: Foreign currency forward contract (AUD) $18,247,151 A$25,385,697 Bank of America, N.A.
+Added: 04/08/22 (214,805)
+Added: Foreign currency forward contract (CAD) C$3,229,673 $2,527,527 Bank of America, N.A.
+Added: 01/06/22 29,309
+Added: Foreign currency forward contract (CAD) C$3,000,000 $2,425,209 HSBC Bank USA 01/06/22 (50,198)
+Added: Foreign currency forward contract (CAD) $4,881,155 C$6,229,673 HSBC Bank USA 01/06/22 (50,693)
+Added: Foreign currency forward contract (CAD) $2,506,088 C$3,203,161 Bank of America, N.A.
+Added: 04/08/22 (28,983)
+Added: Foreign currency forward contract (DKK) 2,142,838kr.
+Added: $326,309 Bank of America, N.A.
+Added: 01/06/22 1,343
+Added: Foreign currency forward contract (DKK) $335,107 2,142,838kr.
+Added: Bank of America, N.A.
+Added: 01/06/22 7,455
+Added: Foreign currency forward contract (DKK) $322,726 2,115,990kr.
+Added: Bank of America, N.A.
+Added: 04/08/22 (1,490)
+Added: Foreign currency forward contract (EUR) €52,582,593 $59,524,358 Bank of America, N.A.
+Added: 01/06/22 274,882
+Added: Foreign currency forward contract (EUR) €5,019,529 $5,701,273.9 HSBC Bank USA 04/08/22 18,430
+Added: Foreign currency forward contract (EUR) $24,721,638 €21,500,000 Bank of America, N.A.
+Added: 01/06/22 270,891
+Added: Foreign currency forward contract (EUR) $14,562,667 €12,900,000 HSBC Bank USA 01/06/22 (107,781)
+Added: Foreign currency forward contract (EUR) $20,655,383 €18,182,593 BNP Paribas SA 01/06/22 (22,663)
+Added: Foreign currency forward contract (EUR) $60,413,175 €53,264,857 Bank of America, N.A.
+Added: 04/08/22 (281,606)
+Added: Foreign currency forward contract (EUR) $1,129,597 €1,000,000 HSBC Bank USA 04/08/22 (9,893)
+Added: Foreign currency forward contract (EUR) $8,513,639 €7,500,000 BNP Paribas SA 04/08/22 (32,537)
+Added: Foreign currency forward contract (GBP) £9,900,000 $13,219,519 Bank of America, N.A.
+Added: 01/06/22 189,513
+Added: Foreign currency forward contract (GBP) $13,348,815 £9,900,000 BNP Paribas SA 01/06/22 (60,217)
+Added: Foreign currency forward contract (GBP) $6,121,622 £4,598,707 Bank of America, N.A.
+Added: 04/08/22 (104,366)
+Added: Foreign currency forward contract (SEK) 1,791,942kr $198,154 HSBC Bank USA 01/07/22 (230)
+Added: Foreign currency forward contract (SEK) $203,853 1,791,942kr Bank of America, N.A.
+Added: 01/07/22 5,928
+Added: Foreign currency forward contract (SEK) $207,483 1,874,724kr HSBC Bank USA 04/08/22 244
Total Foreign Currency Forward Contracts, December 31, 2021
2 unchanged sentences
(1) All debt investments are income producing, unless otherwise noted.
−Removed: Equity and any equity-linked investments are non-income producing, unless otherwise noted.
+Added: Eclipse Business Capital, LLC, Ferrellgas L.P ., Kano Laboratories LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing.
+Added: All other equity and any equity-linked investments are non-income producing.
The Company's Board of Directors (the "Board") determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the Investment Company Act of 1940, as amended (the “1940 Act”), based on, among other things, the input of the Company's external investment adviser, Barings LLC (“Barings”), the Company’s Audit Committee and independent valuation firms that have been engaged to assist in the valuation of the Company's middle-market investments.
1 unchanged sentence
Index-based floating interest rates are generally subject to a contractual minimum interest rate.
−Removed: A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option.
+Added: A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2021
+Added: to LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option.
The borrower may also elect to have multiple interest reset periods for each loan.
−Removed: (2) All of the Company’s portfolio company investments (including joint venture and short-term investments), which as of December 31, 2020 represented 208.4 % of the Company’s net assets, are subject to legal restrictions on sales.
+Added: (2) All of the Company’s portfolio company investments (including joint venture investments), which as of December 31, 2021 represented 242.0% of the Company’s net assets, are subject to legal restrictions on sales.
The acquisition date represents the date of the Company's initial investment in the relevant portfolio company.
(3) Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act.
−Removed: Non-qualifying assets repres ent 23.4% of tot al investments at fair value as of December 31, 2020.
+Added: Non-qualifying assets repres en t 25.7% of tot al investments at fair value as of December 31, 2021.
Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets.
If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2020
(4) As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”).
Transactions related to investments in non-controlled "Affiliate Investments" for the year ended December 31, 2021 were as follows:
−Removed: Amount of Realized Gain (Loss) Amount of Unrealized Gain (Loss) Amount of Interest or Dividends Credited to Income(b) December 31, 2019
+Added: December 31, 2020
Value Gross Additions
−Removed: (c) Gross Reductions (d) December 31, 2020
+Added: (b) Gross Reductions (c) Amount of Realized Gain (Loss) Amount of Unrealized Gain (Loss) December 31, 2021 Value
+Added: Amount of Interest or Dividends Credited to Income(d)
Portfolio Company Type of Investment(a)
2 unchanged sentences
5,946,641 — (5,870,010) (76,631) — — 71,500
+Added: Eclipse Business Capital, LLC (e)
+Added: Second Lien Senior Secured Term Loan (7.5% Cash) — 4,502,420 — — 235,810 4,738,230 169,899
+Added: Revolver (LIBOR + 7.25%) — 1,690,997 — — 127,185 1,818,182 52,983
+Added: LLC units (89,447,396 units) — 89,849,519 — — 2,817,984 92,667,503 3,581,825
+Added: — 96,042,936 — — 3,180,979 99,223,915 3,804,707
Jocassee Partners LLC 9.1% Member Interest 22,623,820 10,000,000 — — 4,977,670 37,601,490 —
1 unchanged sentence
JSC Tekers Holdings (e)
−Removed: Common Stock (3,201 shares) — — — — — — —
Preferred Stock (9,159,085 shares) 4,753,000 — (4) — 1,444,041 6,197,037 —
+Added: Common Stock (3,201 shares) — — — — — — —
4,753,000 — (4) — 1,444,041 6,197,037 —
2 unchanged sentences
Senior Subordinated Loan (3.1% PIK) 8,746,454 778,163 — — — 9,524,617 285,318
−Removed: Common Stock (1,099.5 shares) — 65,370 — — 21,329,370 — 21,329,370
+Added: Senior Unsecured Term Loan (9.0% PIK) — 8,831,162 (1,168,250) (24,300) (332,105) 7,306,507 819,588
+Added: Common Equity Interest 21,329,370 — — — 3,495,705 24,825,075 —
35,263,332 9,873,022 (1,168,250) (24,300) 3,163,600 47,107,404 1,381,251
1 unchanged sentence
10,011,840 69,414,271 — — 5,012,145 84,438,256 4,776,145
+Added: Waccamaw River LLC 20% Member Interest — 13,762,417 (68,188) — (193,543) 13,500,686 280,000
+Added: — 13,762,417 (68,188) — (193,543) 13,500,686 280,000
Total Affiliate Investments $ 78,598,633 $ 199,092,646 $ (7,106,452) $ (100,931) $ 17,584,892 $ 288,068,788 $ 10,313,603
−Removed: (a) Equity and equity-linked investments are non-income producing, unless otherwise noted.
−Removed: (b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.
−Removed: (c) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
−Removed: Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation.
−Removed: (d) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
−Removed: Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.
−Removed: (e) The fair value of the investment was determined using significant unobservable inputs.
−Removed: (5) As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement).
−Removed: Transactions as of and during the year ended December 31, 2020 in which the portfolio company is deemed to be a "Control Investment" of the Company are as follows:
+Added: (a) Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing.
+Added: All other equity and any equity-linked investments are non-income producing.
+Added: (b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
+Added: (c) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
Barings BDC, Inc.
1 unchanged sentence
December 31, 2021
−Removed: Amount of Realized Gain (Loss) Amount of Unrealized Gain (Loss) Amount of Interest or Dividends Credited to Income(b) December 31, 2019
+Added: (d) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.
+Added: (e) The fair value of the investment was determined using significant unobservable inputs.
+Added: (5) As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement).
+Added: Transactions as of and during the year ended December 31, 2021 in which the portfolio company is deemed to be a "Control Investment" of the Company were as follows:
+Added: December 31, 2020
Value Gross Additions
−Removed: (c) Gross Reductions (d) December 31, 2020
+Added: (b) Gross Reductions (c) Amount of Realized Gain (Loss) Amount of Unrealized Gain (Loss) December 31, 2021
+Added: Amount of Interest or Dividends Credited to Income(d)
Portfolio Company Type of Investment(a)
MVC Automotive Group GmbH (e)
−Removed: Common Equity Interest (18,000 shares) $ — $ 29,368 $ — $ — $ 9,582,368 $ — $ 9,582,368
−Removed: Bridge Loan (6.0% PIK) — — 9,532 — 7,149,166 — 7,149,166
+Added: Common Equity Interest $ 9,582,368 $ — $ — $ — $ (1,882,934) $ 7,699,434 $ —
+Added: Bridge Loan (6.0% Cash 12/31/2021) 7,149,166 — — — — 7,149,166 434,908
16,731,534 — — — (1,882,934) 14,848,600 434,908
−Removed: MVC Private Equity Fund LP (e)
−Removed: Limited Partnership Interest — — — — 8,899,284 — 8,899,284
+Added: MVC Private Equity Fund LP Limited Partnership Interest 8,899,284 — — — (1,522,896) 7,376,388 —
General Partnership Interest 224,978 — — (37,465) 187,513 642,609
9,124,262 — — — (1,560,361) 7,563,901 642,609
+Added: Waccamaw River LLC 50% Member Interest — 4,500,000 (4,474,229) — (25,771) — —
Total Control Investments $ 25,855,796 $ 4,500,000 $ (4,474,229) $ — $ (3,469,066) $ 22,412,501 $ 1,077,517
(a) Equity and equity-linked investments are non-income producing, unless otherwise noted.
−Removed: (b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.
−Removed: (c) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
−Removed: Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation.
−Removed: (d) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
−Removed: Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.
+Added: (b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
+Added: (c) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
+Added: (d) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.
(e) The fair value of the investment was determined using significant unobservable inputs.
1 unchanged sentence
(7) The fair value of the investment was determined using significant unobservable inputs.
−Removed: (8) Non-accrual investment.
(8) Debt investment includes interest rate floor feature.
−Removed: (10) The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, 2020 w as 0.14388%.
(9) The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, 2021 was 0.10125%.
3 unchanged sentences
(13) The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, 2021 was 0.47363%.
−Removed: (16) The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, 2020 was 0.02988%.
(14) The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2021 was -0.57200%.
(15) The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2021 was -0.54600%.
−Removed: (19) The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2020 was -0.526%.
+Added: (16) The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2021 was 0.33830%.
+Added: (17) The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2021 was 0.49870%.
(18) The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 2021 was -0.00050%.
1 unchanged sentence
(20) The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2021 was 0.06770%.
−Removed: (23) Investment was purchased as part of the MVC Acquisition and is part of the Reference Portfolio for purposes of the Credit Support Agreement.
−Removed: (24) In 2017, MVC Capital, Inc.
−Removed: received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC Capital, Inc's sale of its equity investment in U.S.
−Removed: Gas & Electric.
+Added: (21) The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 2021 was 0.51750%.
+Added: (22) The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2021 was 0.09125%.
+Added: (23) The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2021 was 0.19947%.
+Added: (24) Non-accrual investment.
+Added: (25) Investment was purchased as part of the MVC Acquisition and is part of the Reference Portfolio for purposes of the MVC Credit Support Agreement.
+Added: (26) In 2017, MVC received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC’s sale of its equity investment in U.S.
+Added: Gas & Electric ("U.S.
Effective January 1, 2018, the cost basis of the U.S.
5 unchanged sentences
December 31, 2020
−Removed: Portfolio Company Industry Type of Investment (1) (2)
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
Amount Cost Fair
4 unchanged sentences
29,000,000 28,490,102 28,420,000
−Removed: 24 Hour Fitness Worldwide, Inc.
−Removed: (0.6%)* (4) (6) (8)
−Removed: Leisure Facilities First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 05/25) 4,612,441 4,652,772 3,475,889
−Removed: 4,612,441 4,652,772 3,475,889
Accelerate Learning, Inc.
5 unchanged sentences
24,500,000 24,251,575 20,506,500
−Removed: Acrisure, LLC (0.9%)* (6) (8)
−Removed: Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.2% Cash, Acquired 08/18, Due 11/23) 4,961,929 4,986,542 4,968,131
+Added: ADE Holding (d/b/a AD Education) (0.8%)* (3) (7) (9) (19)
+Added: Education Services First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27) 5,459,746 4,977,557 5,459,746
5,459,746 4,977,557 5,459,746
+Added: AEP Holdings, Inc.
(1.8%)* (7) (9)
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 08/18, Due 04/25) 3,447,500 3,458,266 3,449,672
+Added: Wholesale First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (18)
4,362,794 4,143,810 4,275,538
+Added: First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (12)
+Added: 8,902,516 8,727,725 8,724,466
+Added: 13,265,310 12,871,535 13,000,004
Aftermath Bidco Corporation (1.3%)* (7) (9) (12)
1 unchanged sentence
9,425,284 9,265,301 9,335,155
−Removed: AlixPartners LLP (0.9%)* (6) (8)
−Removed: Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 04/24) 4,961,735 4,980,608 4,985,005
+Added: Ahead DB Borrower, LLC.
(0.3%)* (7) (9) (12)
−Removed: Alliant Holdings LP (0.9%)* (6) (8)
−Removed: Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 05/25) 4,922,531 4,929,349 4,919,775
+Added: Technology Distributors Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 9.5% Cash, Acquired 10/20, Due 10/28) 2,139,295 2,076,161 2,075,117
2,139,295 2,076,161 2,075,117
+Added: Air Canada 2020-2 Class B Pass Through Trust (1.1%)* Airlines Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25) 7,500,000 7,500,000 8,077,169
+Added: 7,500,000 7,500,000 8,077,169
American Dental Partners, Inc.
6 unchanged sentences
9,686,750 9,509,443 9,686,750
+Added: Anagram Holdings, LLC
+Added: Chemicals, Plastics, & Rubber First Lien Senior Secured Note (10.0% Cash, 5.0% PIK, Acquired 08/20, Due 08/25) 13,673,780 12,565,289 15,588,108
+Added: 13,673,780 12,565,289 15,588,108
+Added: Anchorage Capital CLO Ltd:
+Added: Series 2013-1A (0.3%)* (3) (9) (12)
+Added: Structured Finance Structured Secured Note - Class DR (LIBOR + 6.8%, 7.0% Cash, Acquired 03/20, Due 10/30) 2,000,000 1,743,066 2,000,156
+Added: 2,000,000 1,743,066 2,000,156
Anju Software, Inc.
2 unchanged sentences
13,701,182 13,442,543 13,385,963
−Removed: Apex Tool Group, LLC (1.2%)* (4) (6) (8)
−Removed: Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 5.5%, 7.3% Cash, Acquired 08/18, Due 08/24) 7,145,435 7,014,166 7,032,680
−Removed: 7,145,435 7,014,166 7,032,680
−Removed: Applied Systems Inc.
+Added: Apex Bidco Limited (0.3%)* (3) (7)
+Added: Business Equipment & Services First Lien Senior Secured Term Loan (GBP LIBOR + 6.50%, 7.0% Cash, Acquired 01/20, Due 01/27) (9) (15)
1,992,033 1,851,359 1,950,974
−Removed: Application Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 09/19, Due 09/24) 4,963,321 4,993,617 4,978,360
+Added: Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27) 258,955 241,837 253,618
2,250,988 2,093,196 2,204,592
4 unchanged sentences
Arch Global Precision LLC (2.3%)* (7) (12)
−Removed: (1.4%)* (5) (7) (8)
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 04/19, Due 04/26) 16,649,218 16,496,045 16,557,510
16,649,218 16,496,045 16,557,510
−Removed: Armstrong Transport Group (Pele Buyer, LLC ) (0.8%)* (5) (7) (8)
−Removed: Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.5% Cash, Acquired 06/19, Due 06/24) 4,679,427 4,581,840 4,575,617
−Removed: 4,679,427 4,581,840 4,575,617
Barings BDC, Inc.
1 unchanged sentence
December 31, 2020
−Removed: Portfolio Company Industry Type of Investment (1) (2)
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
Amount Cost Fair
−Removed: Ascend Learning, LLC (0.9%)* (6) (8)
−Removed: IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 07/24) $ 4,961,928 $ 4,971,130 $ 4,989,864
+Added: Archimede (0.4%)* (3) (7) (9) (17)
+Added: Consumer Services First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 10/20, Due 10/27) $ 2,677,354 $ 2,510,391 $ 2,610,420
2,677,354 2,510,391 2,610,420
+Added: Argus Bidco Limited (0.8%)* (3) (7) (9) (15)
+Added: High Tech Industries First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27) 5,715,005 5,383,300 5,543,555
+Added: 5,715,005 5,383,300 5,543,555
+Added: Armstrong Transport Group (Pele Buyer, LLC ) (1.0%)* (7) (9) (12)
+Added: Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24) 5,354,941 5,277,976 5,302,778
+Added: First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/20, Due 06/24) 2,000,318 1,964,493 2,000,318
+Added: 7,355,259 7,242,469 7,303,096
Ascensus Specialties, LLC
3 unchanged sentences
ASPEQ Heating Group LLC (1.2%)* (7) (9) (12)
−Removed: Building Products, Air and Heating First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 11/19, Due 11/25) 10,535,858 10,381,002 10,403,101
−Removed: 10,535,858 10,381,002 10,403,101
−Removed: AssuredPartners Capital, Inc.
−Removed: (0.9%)* (6) (8)
−Removed: Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 10/24) 4,957,568 4,966,915 4,968,722
+Added: Building Products, Air & Heating First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25) 8,945,499 8,833,249 8,862,629
8,945,499 8,833,249 8,862,629
2 unchanged sentences
1,712,970 1,514,901 1,682,438
−Removed: Avantor, Inc.
−Removed: (0.3%)* (3) (6) (8)
−Removed: Health Care Equipment First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 11/24) 1,477,017 1,494,467 1,489,320
−Removed: 1,477,017 1,494,467 1,489,320
−Removed: Aveanna Healthcare Holdings, Inc.
−Removed: (0.8%)* (6) (8)
−Removed: Health Care Facilities First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 10/18, Due 03/24) 1,473,559 1,457,678 1,415,545
−Removed: First Lien Senior Secured Term Loan (LIBOR + 5.5%, 7.3% Cash, Acquired 10/18, Due 03/24) 3,529,748 3,530,607 3,400,700
−Removed: 5,003,307 4,988,285 4,816,245
AVSC Holding Corp.
(1.4%)* (9) (12)
−Removed: Advertising First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.1% Cash, Acquired 08/18, Due 03/25) 7,879,699 7,843,898 7,840,301
−Removed: 7,879,699 7,843,898 7,840,301
−Removed: Bausch Health Companies Inc.
+Added: Advertising First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, 0.25% PIK, Acquired 08/18, Due 03/25) 4,904,496 4,313,104 4,165,780
+Added: First Lien Senior Secured Term Loan (LIBOR + 4.50%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 03/25) 748,116 682,722 665,823
+Added: First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26) 4,951,086 4,816,560 5,668,994
10,603,698 9,812,386 10,500,597
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.7% Cash, Acquired 08/18, Due 05/25) 4,581,718 4,600,701 4,604,627
+Added: Bass Pro Group, LLC (0.3%)* (9) (12)
+Added: General Merchandise Stores First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.8% Cash, Acquired 03/20, Due 09/24) 1,979,540 1,793,950 1,983,083
1,979,540 1,793,950 1,983,083
3 unchanged sentences
34,937,500 34,387,459 34,238,750
+Added: Beacon Pointe Advisors, LLC (0.1%)* (7) (9) (12)
+Added: Asset Manager & Custody Bank First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 03/20, Due 03/26) 631,591 611,703 631,591
+Added: 631,591 611,703 631,591
Benify (Bennevis AB)
2 unchanged sentences
1,588,980 1,366,586 1,576,555
−Removed: Berlin Packaging LLC
−Removed: (1.5%)* (4) (5) (6) (8)
−Removed: Forest Products /Containers First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.7% Cash, Acquired 08/18, Due 11/25) 8,372,500 8,389,597 8,297,734
+Added: Black Diamond Equipment Rentals LLC (1.2%)* (7) (23)
+Added: Equipment Rental Second Lien Loan (12.5% Cash, Acquired 12/20, Due 06/22) 7,500,000 7,500,000 7,500,000
+Added: Warrant (1.0 unit, Acquired 12/20) 847,000 847,000
7,500,000 8,347,000 8,347,000
−Removed: Blackhawk Network Holdings Inc.
+Added: British Airways 2020-1 Class B Pass Through Trust (0.2%)*
+Added: Airlines Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28) 1,500,000 1,500,000 1,661,827
1,500,000 1,500,000 1,661,827
−Removed: Data Processing & Outsourced Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 11/18, Due 06/25) 4,962,217 4,962,217 4,957,056
+Added: British Engineering Services Holdco Limited (1.1%)* (3) (7) (9) (15)
+Added: Commercial Services & Supplies First Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.5% Cash, Acquired 12/20, Due 12/27) 8,667,451 7,989,566 8,191,066
8,667,451 7,989,566 8,191,066
5 unchanged sentences
7,532,846 7,490,785 7,361,851
−Removed: Capital Automotive LLC (0.9%)* (6) (8)
−Removed: Automotive Retail First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 09/18, Due 03/24) 4,987,277 4,999,916 4,998,199
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
+Added: Carlson Travel, Inc (1.0%)* Business Travel Management First Lien Senior Secured Note (6.8% Cash, Acquired 09/20, Due 12/25) $ 3,000,000 $ 2,362,500 $ 2,471,250
+Added: Super Senior Senior Secured Term Loan (10.5% Cash, Acquired 12/20, Due 3/25) 4,239,000 4,149,608 4,376,768
+Added: Common Stock (1,962 units, Acquired 11/20) (7)
88,290 68,670
+Added: 7,239,000 6,600,398 6,916,688
+Added: Carlyle Aviation Partners Ltd.
+Added: (0.2%)* Structured Finance Structured Secured Note, Series 2019-2 - Class A (3.4% Cash, Acquired 3/20, Due 11/39) 912,844 826,343 863,003
+Added: Structured Secured Note, Series 2018-2 - Class A (4.5% Cash, Acquired 3/20, Due 11/38) 432,194 391,920 408,302
+Added: 1,345,038 1,218,263 1,271,305
+Added: Centralis Finco S.a.r.l.
+Added: (0.1%)* (3) (7) (9) (18)
+Added: Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/20, Due 05/27) 867,913 732,995 867,913
+Added: 867,913 732,995 867,913
+Added: Cineworld Group PLC
+Added: (1.1%)* (3) (9) (13)
+Added: Leisure Products First Lien Senior Secured Term Loan (LIBOR + 2.50%, 2.8% Cash, Acquired 04/20, Due 02/25) 9,070,729 5,915,501 6,121,290
+Added: Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24) 1,618,242 1,446,976 1,920,318
+Added: Warrants (553,375 units, Acquired 12/20) 101,602 166,416
+Added: 10,688,971 7,464,079 8,208,024
+Added: Classic Collision (Summit Buyer, LLC) (1.6%)* (7) (9) (12)
+Added: Auto Collision Repair Centers First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 01/20, Due 01/26) 12,006,341 11,774,075 11,820,664
+Added: 12,006,341 11,774,075 11,820,664
CM Acquisitions Holdings Inc.
−Removed: (f/k/a Campaign Monitor (UK) Limited) (3.5%)* (5) (7) (8)
+Added: (3.4%)* (7) (9) (13)
Internet & Direct Marketing First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/19, Due 05/25) 24,655,278 24,287,477 24,196,657
24,655,278 24,287,477 24,196,657
+Added: CMT Opco Holding, LLC (Concept Machine) (0.6%)* (7) (9) (12)
+Added: Distributors First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25) 4,425,935 4,351,646 4,097,088
+Added: LLC Units (8,309 units, Acquired 01/20) 332,904 230,492
+Added: 4,425,935 4,684,550 4,327,580
+Added: Command Alkon (Project Potter Buyer, LLC) (3.0%)* (7) (9) (10)
+Added: Software First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27) 22,166,804 21,527,201 21,501,800
+Added: Class A Units (90.384 units, Acquired 04/20) 90,384 93,510
+Added: Class B Units (33,324.69 units, Acquired 04/20) — 8,165
+Added: 22,166,804 21,617,585 21,603,475
Confie Seguros Holding II Co.
2 unchanged sentences
2,500,000 2,370,563 2,233,600
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
Contabo Finco S.À R.L (0.2%)* (3) (7) (9) (18)
−Removed: Internet Software and Services First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.75% Cash, Acquired 10/19, Due 10/26) $ 5,069,246 $ 4,853,087 $ 4,900,448
−Removed: 5,069,246 4,853,087 4,900,448
−Removed: Container Store Group, Inc., (The) (0.5%)* (6) (7) (8)
−Removed: Retail First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.8% Cash, Acquired 09/18, Due 09/23) 2,929,197 2,931,249 2,753,445
−Removed: 2,929,197 2,931,249 2,753,445
−Removed: Core & Main LP (0.7%)* (6) (8)
−Removed: Building Products First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 08/24) 3,979,695 3,995,692 3,978,024
−Removed: 3,979,695 3,995,692 3,978,024
−Removed: CPG Intermediate LLC (0.4%)* (6) (8)
−Removed: Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 11/24) 2,110,623 2,112,734 2,122,506
+Added: Internet Software & Services First Lien Senior Secured Term Loan (EURIBOR + 4.75%, 4.8% Cash, Acquired 10/19, Due 10/26) 1,483,377 1,310,386 1,454,918
1,483,377 1,310,386 1,454,918
−Removed: CPI International Inc.
+Added: CSL DualCom (0.5%)* (3) (7) (9) (15)
+Added: Tele-communications First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.6% Cash, Acquired 09/20, Due 09/27) 3,776,936 3,339,563 3,646,170
3,776,936 3,339,563 3,646,170
−Removed: Electronic Components First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 09/18, Due 07/24) 4,747,070 4,753,808 4,557,187
+Added: Custom Alloy Corporation (4.8%)* (7) (23)
+Added: Manufacturer of Pipe Fittings & Forgings Second Lien Loan (15.0% PIK, Acquired 12/20, Due 04/22) 39,391,300 31,434,257 31,434,257
+Added: Revolver (15.0% PIK, Acquired 12/20, Due 04/21) 3,745,808 3,228,308 3,228,308
43,137,108 34,662,565 34,662,565
3 unchanged sentences
12,310,907 12,092,929 12,188,061
−Removed: Dimora Brands, Inc.
+Added: Diamond Sports Group, LLC (0.1%)* (9) (10)
+Added: Broadcasting First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 03/20, Due 08/26) 989,975 790,536 872,208
989,975 790,536 872,208
−Removed: Building Products First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 08/24) 2,941,442 2,944,373 2,919,381
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
+Added: Discovery Education, Inc.
(3.7%)* (7) (9) (10)
+Added: Publishing First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26) $ 27,000,000 $ 26,538,991 $ 26,527,500
+Added: 27,000,000 26,538,991 26,527,500
Distinct Holdings, Inc.
2 unchanged sentences
7,516,792 7,453,665 7,475,638
−Removed: Duff & Phelps Corporation (1.2%)* (4) (6) (8)
−Removed: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 09/18, Due 02/25) 6,754,286 6,769,081 6,725,310
+Added: DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)* (3) (7) (9) (19)
+Added: Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 1.8% PIK, Acquired 03/20, Due 03/27) 2,232,173 1,939,189 2,176,655
2,232,173 1,939,189 2,176,655
−Removed: Edelman Financial Center, LLC, The (f/k/a Edelman Financial Group, Inc.) (0.9%)* (6) (8)
−Removed: Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 09/18, Due 07/25) 4,962,406 4,999,143 4,986,176
+Added: Dukane IAS, LLC (0.6%)* (7) (23)
+Added: Welding Equipment Manufacturer Second Lien Note (10.5% Cash, 2.5% PIK, Acquired 12/20, Due 12/24) 4,604,374 4,604,374 4,604,374
4,604,374 4,604,374 4,604,374
−Removed: Endo International PLC (1.3%)* (3) (4) (6) (8)
−Removed: Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.1% Cash, Acquired 09/18, Due 04/24) 7,878,788 7,939,415 7,524,242
+Added: Envision Healthcare Corp.
(0.4%)* (9) (10)
+Added: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.75%, 3.9% Cash, Acquired 03/20, Due 10/25) 3,156,772 2,259,339 2,623,688
+Added: 3,156,772 2,259,339 2,623,688
Exeter Property Group, LLC (2.6%)* (7) (9) (10)
1 unchanged sentence
19,363,647 19,100,177 18,976,374
−Removed: ExGen Renewables IV, LLC (f/k/a Exelon Corp.) (0.5%)* (3) (6) (8)
−Removed: Electric Utilities First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.9% Cash, Acquired 09/18, Due 11/24) 2,865,257 2,888,576 2,822,278
−Removed: 2,865,257 2,888,576 2,822,278
−Removed: Eyemart Express (0.6%)* (6) (8)
−Removed: Retail First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 08/24) 3,452,217 3,462,081 3,456,463
−Removed: 3,452,217 3,462,081 3,456,463
−Removed: Fieldwood Energy LLC
−Removed: (1.5%)* (4) (5) (6) (8)
−Removed: Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 08/18, Due 04/22) 10,000,000 10,065,208 8,322,200
+Added: F24 (Stairway BidCo Gmbh) (0.3%)* (3) (7) (9) (18)
+Added: Software Services First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 08/20, Due 08/27) 1,855,625 1,734,062 1,805,715
1,855,625 1,734,062 1,805,715
−Removed: Filtration Group Corporation (0.8%)* (6) (8)
−Removed: Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 03/25) 4,774,230 4,804,208 4,788,840
+Added: FitzMark Buyer, LLC (0.5%)* (7) (9) (10)
+Added: Cargo & Transportation First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26) 3,529,412 3,429,854 3,429,412
3,529,412 3,429,854 3,429,412
−Removed: Flex Acquisition Holdings, Inc.
+Added: Foundation Risk Partners, Corp.
(1.4%)* (7) (9) (12)
−Removed: Paper Packaging First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.3% Cash, Acquired 08/18, Due 06/25) 9,782,731 9,800,160 9,695,077
+Added: Financial Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 11/23) 8,789,777 8,575,855 8,576,718
+Added: Second Lien Senior Secured Term Loan (LIBOR + 8.50%, 9.5% Cash, Acquired 09/20, Due 11/24) 1,722,222 1,588,593 1,602,355
10,511,999 10,164,448 10,179,073
−Removed: Frazer Consultants, LLC (d/b/a Tribute Technology) (1.3%)* (5) (7) (8)
−Removed: Software Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.7% Cash, Acquired 11/19, Due 08/23) 7,742,985 7,667,700 7,684,869
+Added: GoldenTree Loan Opportunities IX, Limited:
+Added: Series 2014-9A (0.2%)* (3) (9) (12)
+Added: Structured Finance Structured Secured Note - Class DR2 (LIBOR + 3.0%, 3.2% Cash, Acquired 03/20, Due 10/29) 1,250,000 916,935 1,231,963
1,250,000 916,935 1,231,963
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
−Removed: Graftech International Ltd.
+Added: GTM Intermediate Holdings, Inc.
(0.9%)* (7) (23)
−Removed: Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 02/25) $ 9,013,889 $ 9,081,525 $ 8,980,087
+Added: Medical Equipment Manufacturer Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 11/24) 5,115,750 5,064,593 5,064,593
+Added: Common Stock (2 shares, Acquired 12/20) 1,078,778 1,078,778
5,115,750 6,143,371 6,143,371
2 unchanged sentences
1,048,305 944,246 788,105
−Removed: Harbor Freight Tools USA Inc.(1.0%)* (6) (8)
−Removed: Specialty Stores First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 08/18, Due 08/23) 5,979,675 5,931,148 5,951,870
−Removed: 5,979,675 5,931,148 5,951,870
−Removed: Hayward Industries, Inc.
−Removed: (1.4%)* (4) (6) (8)
−Removed: Leisure Products First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 08/24) 8,221,922 8,247,578 8,147,924
+Added: Hawaiian Airlines 2020-1 Class B Pass Through Certificates (1.1%)* Airlines Structured Secured Note - Class B (11.3% Cash, Acquired 08/20, Due 09/25) 7,500,000 7,500,000 7,738,286
7,500,000 7,500,000 7,738,286
5 unchanged sentences
10,413,655 9,216,174 10,266,128
−Removed: Hertz Corporation (The) (1.0%)* (3) (6) (8)
−Removed: Rental & Leasing Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.6% Cash, Acquired 09/18, Due 06/23) 5,814,910 5,806,679 5,845,206
+Added: First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 07/20, Due 09/26) (18)
1,092,757 820,169 1,092,757
−Removed: Holley Performance Products (Holley Purchaser, Inc.) (3.9%)* (5) (7) (8)
−Removed: Packaging First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 10/18, Due 10/25) 22,309,650 22,020,784 22,015,260
11,506,412 10,036,343 11,358,885
−Removed: Hub International Limited (0.9%)* (6) (8)
−Removed: Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.7% Cash, Acquired 08/18, Due 04/25) 4,962,217 4,966,855 4,955,666
+Added: Highbridge Loan Management Ltd:
+Added: Series 2014A-19 (0.1%)* (3) (9) (12)
+Added: Structured Finance Structured Secured Note - Class E (LIBOR + 6.75%, 7.0% Cash, Acquired 03/20, Due 07/30) 1,000,000 833,749 978,180
1,000,000 833,749 978,180
−Removed: HW Holdco, LLC (f/k/a Hanley Wood LLC) (1.3%)* (5) (7) (8)
−Removed: Advertising First Lien Senior Secured Term Loan (LIBOR + 6.25%, 8.1% Cash, Acquired 12/18, Due 12/24) 7,584,677 7,422,931 7,447,061
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
+Added: Highpoint Global LLC (0.7%)* (7) (23)
+Added: Government Services Second Lien Note (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 09/22) $ 5,307,799 $ 5,286,568 $ 5,286,568
5,307,799 5,286,568 5,286,568
−Removed: Hyland Software Inc.
+Added: Holley Performance Products (Holley Purchaser, Inc.) (2.4%)* (7) (9) (12)
+Added: Automotive Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.2% Cash, Acquired 10/18, Due 10/25) 16,936,387 16,754,221 16,936,387
16,936,387 16,754,221 16,936,387
−Removed: Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 09/18, Due 07/24) 4,962,312 5,001,673 4,984,046
+Added: HTI Technology & Industries (1.70%)* (7) (23)
+Added: Electronic Component Manufacturing Second Lien Note (12.0% Cash, 4.8% PIK, Acquired 12/20, Due 09/24) 12,619,964 12,115,165 12,115,165
12,619,964 12,115,165 12,115,165
+Added: HW Holdco, LLC (Hanley Wood LLC) (1.0%)* (7) (9) (12)
+Added: Advertising First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/18, Due 12/24) 7,527,218 7,396,115 7,527,218
+Added: 7,527,218 7,396,115 7,527,218
Hyperion Materials & Technologies, Inc.
2 unchanged sentences
13,855,795 13,643,767 13,700,560
−Removed: IM Analytics Holding, LLC (d/b/a NVT) (1.6%)* (5) (7) (8)
−Removed: Electronic Instruments and Components First Lien Senior Secured Term Loan (LIBOR + 6.5%, 8.4% Cash, Acquired 11/19, Due 11/23) 9,292,112 9,201,220 9,222,019
−Removed: Warrant (77,265 units, Acquired 11/19) — —
+Added: IGL Holdings III Corp.
(1.9%)* (7) (9) (12)
+Added: Commercial Printing First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/26) 14,025,147 13,635,887 13,626,360
14,025,147 13,635,887 13,626,360
−Removed: Healthcare First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 09/18, Due 06/21) 2,466,061 2,486,174 2,454,496
+Added: IM Analytics Holding, LLC (d/b/a NVT) (1.0%)* (7) (9) (12)
+Added: Electronic Instruments & Components First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23) 8,209,191 8,147,872 6,982,738
+Added: Warrant (68,950 units, Acquired 11/19) — —
8,209,191 8,147,872 6,982,738
−Removed: Infor Software Parent, LLC (0.9%)* (6) (8)
−Removed: Systems Software First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.7% Cash, Acquired 08/18, Due 02/22) 4,970,073 4,976,381 4,989,606
+Added: INOS 19-090 GmbH (1.7%)* (3) (7) (9) (18)
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (EURIBOR + 6.1%, 6.1% Cash, Acquired 12/20, Due 10/27) 12,275,911 11,888,699 11,934,913
12,275,911 11,888,699 11,934,913
3 unchanged sentences
4,951,685 4,830,132 4,951,685
−Removed: Internet Brands, Inc.(f/k/a Micro Holding Corp.) (0.7%)* (6) (8)
−Removed: Entertainment First Lien Senior Secured Term Loan (LIBOR + 3.75%, 5.5% Cash, Acquired 08/18, Due 09/24) 3,969,543 3,992,088 3,973,949
+Added: International Precision Components (1.0%)* (7) (23)
+Added: Plastic Injection Molding Second Lien Loan (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 10/24) 7,000,000 6,895,000 6,895,000
7,000,000 6,895,000 6,895,000
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
−Removed: ION Trading Technologies Ltd.
+Added: ISS#2, LLC (d/b/a Industrial Services Solutions) (0.9%)* (7) (9) (12)
+Added: Commercial Services & Supplies First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/20, Due 02/26) 6,819,551 6,700,432 6,300,583
6,819,551 6,700,432 6,300,583
−Removed: Electrical Components & Equipment First Lien Senior Secured Term Loan (LIBOR + 4.0%, 6.1% Cash, Acquired 08/18, Due 11/24) $ 14,773,869 $ 14,745,732 $ 14,145,980
+Added: Jade Bidco Limited (Jane's)
(1.7%)* (3) (7) (9)
−Removed: IRB Holding Corporation (0.7%)* (6) (8)
−Removed: Food Retail First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 08/18, Due 02/25) 3,969,697 3,984,302 3,990,657
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.8% Cash, 2.0% PIK, Acquired 11/19, Due 12/26) (13)
10,538,414 10,291,098 10,353,797
−Removed: Jade Bidco Limited (4.2%)* (3) (5) (7) (8)
−Removed: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 11/19, Due 12/26) 20,933,517 20,363,170 20,377,010
−Removed: First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 11/19, Due 12/26) 3,748,582 3,581,938 3,648,928
+Added: First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 11/19, Due 12/26) (19)
2,057,007 1,813,166 2,020,971
−Removed: Jaguar Holding Company I
12,595,421 12,104,264 12,374,768
−Removed: Life Sciences Tools & Services First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 08/18, Due 08/22) 4,922,680 4,923,566 4,945,620
+Added: Jedson Engineering, Inc.
(0.4%)* (7) (8) (23)
+Added: Engineering & Construction Management First Lien Loan (12.0% Cash, 3.0% PIK, Acquired 12/20, Due 06/22) 9,560,423 3,000,000 3,000,000
+Added: 9,560,423 3,000,000 3,000,000
+Added: JetBlue 2019-1 Class B Pass Through Trust (0.7%)* Airlines Structured Secured Note - Class B (8.0% Cash, Acquired 08/20, Due 11/27) 4,721,693 4,721,693 5,048,044
+Added: 4,721,693 4,721,693 5,048,044
+Added: Kano Laboratories LLC (1.4%)* (7) (9) (12)
+Added: Chemicals, Plastics & Rubber First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 09/26) 9,873,095 9,589,856 9,584,754
+Added: Partnership Equity (227.2 units, Acquired 11/20) 227,198 227,200
+Added: 9,873,095 9,817,054 9,811,954
Kenan Advantage Group Inc.
2 unchanged sentences
4,265,453 4,263,951 4,217,125
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
Kene Acquisition, Inc.
−Removed: (1.1%)* (5) (7) (8)
+Added: (En Engineering) (1.0%)* (7) (9) (12)
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26) $ 7,298,712 $ 7,173,784 $ 7,202,679
7,298,712 7,173,784 7,202,679
−Removed: K-Mac Holdings Corp.
−Removed: (0.2%)* (6) (8)
−Removed: Restaurants First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 03/25) 994,342 997,356 979,925
−Removed: 994,342 997,356 979,925
−Removed: (1.1%)* (6) (8)
−Removed: Application Software First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.9% Cash, Acquired 08/18, Due 11/23) 5,998,096 6,018,120 6,024,727
+Added: Kona Buyer, LLC (4.8%)* (7) (9) (12)
+Added: High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27) 35,000,000 34,132,135 34,125,000
35,000,000 34,132,135 34,125,000
3 unchanged sentences
9,218,032 9,237,456 9,171,893
−Removed: LTI Holdings, Inc.
+Added: Learfield Communications, LLC (1.0%)* Broadcasting First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/20, Due 12/23) (9)(10)
136,803 96,446 123,073
−Removed: Industrial Conglomerates First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 09/18, Due 09/25) 11,850,000 11,906,192 10,610,016
+Added: First Lien Senior Secured Term Loan (LIBOR + 3.00%, 3.2% Cash, 10.0% PIK, Acquired 08/20, Due 12/23) (12)
7,181,368 7,117,163 7,133,468
−Removed: Mallinckrodt Plc (0.5%)* (3) (4) (5) (6) (8)
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.9% Cash, Acquired 08/18, Due 09/24) 3,254,149 3,243,401 2,648,519
7,318,171 7,213,609 7,256,541
+Added: Legal Solutions Holdings (1.3%)* (7) (23)
+Added: Business Services Senior Subordinated Loan (6.0% Cash, 10.0% PIK, Acquired 12/20, Due 03/22) 10,398,126 9,597,471 9,597,471
+Added: 10,398,126 9,597,471 9,597,471
MB2 Dental Solutions, LLC (1.0%)* (7) (9) (12)
2 unchanged sentences
Media Recovery, Inc.
−Removed: (0.6%)* (5) (7) (8)
−Removed: Containers, Packaging and Glass First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.7% Cash, Acquired 11/19, Due 11/25) 3,233,126 3,169,337 3,176,175
+Added: (SpotSee) (1.3%)* (7) (9) (12)
+Added: Containers, Packaging & Glass First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 11/25) 9,179,626 8,873,020 9,018,983
9,179,626 8,873,020 9,018,983
−Removed: Men's Wearhouse, Inc.
−Removed: (The) (1.4%)* (4) (6) (8)
−Removed: Apparel Retail First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.9% Cash, Acquired 08/18, Due 04/25) 9,845,114 9,928,392 7,843,307
+Added: Modern Star Holdings Bidco Pty Limited.
(1.4%)* (3) (7) (9) (22)
−Removed: Nautilus Power, LLC (0.6%)* (6) (8)
−Removed: Independent Power Producers & Energy Traders First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 09/18, Due 05/24) 3,220,650 3,234,041 3,206,157
+Added: Non-durable Consumer Goods First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/26) 10,482,797 9,973,821 10,101,881
10,482,797 9,973,821 10,101,881
+Added: MSG National Properties (0.3%)* (3) (7) (9) (12)
+Added: Hotel, Gaming, & Leisure First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.0% Cash, Acquired 11/20, Due 11/25) 2,461,759 2,389,417 2,474,068
2,461,759 2,389,417 2,474,068
−Removed: Specialized Finance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 01/24) 8,564,081 8,562,584 8,521,261
+Added: Murphy Midco Limited (1.3%)* (3) (7) (9) (16)
+Added: Media, Diversified & Production First Lien Senior Secured Term Loan (GBP LIBOR + 5.50%, 5.5% Cash, Acquired 11/20, Due 11/27) 9,904,416 9,228,222 9,508,239
9,904,416 9,228,222 9,508,239
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
−Removed: NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (2.1%)* (5) (7) (8)
−Removed: Energy Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 10/18, Due 10/25) $ 11,994,231 $ 11,943,470 $ 11,870,574
+Added: Music Reports, Inc.
(0.8%)* (7) (9) (10)
−Removed: NVA Holdings, Inc.
+Added: Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 08/20, Due 08/26) 5,592,972 5,459,912 5,469,461
5,592,972 5,459,912 5,469,461
−Removed: Health Care Facilities First Lien Senior Secured Term Loan (LIBOR + 2.75%, 6.5% Cash, Acquired 08/18, Due 02/25) 3,979,900 3,973,472 3,975,761
+Added: Neuberger Berman CLO Ltd:
+Added: Series 2020-36A (0.3%)* (3) (9) (12)
+Added: Structured Finance Structured Secured Note - Class E (LIBOR + 7.81%, 8.0% Cash, Acquired 03/20, Due 04/33) 2,500,000 2,476,562 2,501,790
2,500,000 2,476,562 2,501,790
−Removed: Omaha Holdings LLC (0.9%)* (6) (8)
−Removed: Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 03/24) 4,961,929 4,991,732 4,961,929
+Added: NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (1.6%)* (7) (9) (10)
+Added: Energy Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 10/25) 11,855,804 11,813,315 11,645,956
11,855,804 11,813,315 11,645,956
−Removed: Omnitracs, LLC (0.8%)* (6) (8)
−Removed: Application Software First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.7% Cash, Acquired 08/18, Due 03/25) 4,619,141 4,606,867 4,600,387
+Added: Omni Intermediate Holdings, LLC (1.4%)* (7) (9) (10)
+Added: Transportation First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26) 10,000,000 9,700,263 9,700,000
10,000,000 9,700,263 9,700,000
3 unchanged sentences
9,796,552 9,583,342 9,633,049
−Removed: Ortho-Clinical Diagnostics Bermuda Co.
−Removed: (2.0%)* (4) (6) (8)
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.3% Cash, Acquired 08/18, Due 06/25) 11,286,170 11,289,852 11,142,722
+Added: Pacific Health Supplies Bidco Pty Limited (2.5%)* (3) (7) (9) (21)
+Added: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 12/20, Due 12/25) 18,489,367 17,237,355 17,919,335
18,489,367 17,237,355 17,919,335
2 unchanged sentences
4,817,430 4,305,403 4,683,024
−Removed: PAREXEL International Corp.
−Removed: (1.1%)* (4) (6) (8)
−Removed: Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.6% Cash, Acquired 09/18, Due 09/24) 6,680,843 6,655,192 6,544,821
−Removed: 6,680,843 6,655,192 6,544,821
−Removed: Penn Engineering & Manufacturing Corp.
−Removed: (0.3%)* (6) (8)
−Removed: Industrial Conglomerates First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 06/24) 1,684,725 1,696,539 1,682,619
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
+Added: Patriot New Midco 1 Limited (Forensic Risk Alliance) (1.2%)* (3) (7) (9)
+Added: Diversified Financial Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/20, Due 02/27) (12)
$ 4,489,471 $ 4,372,581 $ 4,388,907
−Removed: PeroxyChem Holdings, L.P.
+Added: First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 02/20, Due 02/27) (18)
4,126,940 3,579,755 4,034,496
−Removed: Diversified Chemicals First Lien Senior Secured Term Loan (LIBOR + 5.0%, 7.1% Cash, Acquired 10/19, Due 09/24) 8,415,118 8,374,666 8,384,879
8,616,411 7,952,336 8,423,403
−Removed: Phoenix Services International LLC (0.5%)* (6) (8)
−Removed: Steel First Lien Senior Secured Term Loan (LIBOR + 3.75%, 5.5% Cash, Acquired 08/18, Due 03/25) 2,954,887 2,964,982 2,757,885
+Added: PerTronix, LLC (1.1%)* (7) (9) (13)
+Added: Automotive First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/20, Due 10/26) 8,308,515 8,186,879 8,183,887
8,308,515 8,186,879 8,183,887
−Removed: PODS Enterprises, Inc.
+Added: Playtika Holding Corp.
(0.5%)* (9) (12)
−Removed: Packaging First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 12/24) 4,961,943 4,975,275 4,982,088
+Added: Leisure, Amusement & Entertainment First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 03/20, Due 12/24) 3,800,000 3,536,230 3,818,582
3,800,000 3,536,230 3,818,582
−Removed: Premier Technical Services Group (0.5%)* (3) (5) (7) (8)
+Added: Premier Technical Services Group (Project Graphite) (0.4%)* (3) (7) (9) (15)
Construction & Engineering First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.3% Cash, Acquired 08/19, Due 06/26) 3,108,900 2,681,906 3,039,998
3,108,900 2,681,906 3,039,998
−Removed: Pro Mach Inc.
−Removed: (1.0%)* (5) (6) (8)
−Removed: Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 08/18, Due 03/25) 5,909,774 5,893,603 5,847,013
−Removed: 5,909,774 5,893,603 5,847,013
−Removed: ProAmpac Intermediate Inc.
−Removed: (1.7%)* (4) (6) (8)
−Removed: Packaged Foods & Meats First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.4% Cash, Acquired 08/18, Due 11/23) 9,846,482 9,857,895 9,680,372
+Added: Premium Franchise Brands, LLC (3.4%)* (7) (9) (12)
+Added: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/26) 25,000,000 24,501,666 24,500,000
25,000,000 24,501,666 24,500,000
Process Equipment, Inc.
−Removed: (1.1%)* (5) (7) (8)
+Added: (ProcessBarron) (0.8%)* (7) (9) (12)
Industrial Air & Material Handling Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 03/19, Due 03/25) 6,173,594 6,090,812 5,612,414
4 unchanged sentences
16,924,678 16,905,254 16,628,496
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
PSC UK Pty Ltd.
2 unchanged sentences
2,684,817 2,439,292 2,614,299
−Removed: Qlik Technologies Inc.
−Removed: (Alpha Intermediate Holding, Inc.) (0.9%)* (6) (8)
−Removed: Application Software First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.5% Cash, Acquired 08/18, Due 04/24) 4,974,555 4,974,727 4,977,689
−Removed: 4,974,555 4,974,727 4,977,689
−Removed: Red Ventures, LLC (1.0%)* (6) (8)
−Removed: Advertising First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 11/24) 5,954,774 5,985,039 5,990,919
+Added: Questel Unite (3.1%)* (3) (7) (9) (18)
+Added: Business Services First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/27)
22,451,369 21,728,443 21,905,058
−Removed: RedPrairie Holding, Inc.
22,451,369 21,728,443 21,905,058
−Removed: Computer Storage & Peripherals First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.6% Cash, Acquired 09/18, Due 10/23) 4,961,637 4,990,946 4,989,571
+Added: Radwell International, LLC (1.9%)* (7) (9) (12)
+Added: Wholesale First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26) 14,264,053 13,916,962 13,914,053
14,264,053 13,916,962 13,914,053
−Removed: Renaissance Learning, Inc.
+Added: Recovery Point Systems, Inc.
(1.6%)* (7) (9) (10)
−Removed: Application Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 08/18, Due 05/25) 5,391,318 5,387,730 5,354,711
+Added: Technology First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 03/20, Due 07/26) 11,795,776 11,572,084 11,766,287
11,795,776 11,572,084 11,766,287
−Removed: Reynolds Group Holdings Ltd.
+Added: REP SEKO MERGER SUB LLC
(1.2%)* (7) (9) (10)
−Removed: Packaging First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 02/23) 4,961,637 4,979,527 4,973,297
+Added: Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26) 8,545,455 8,290,487 8,345,456
8,545,455 8,290,487 8,345,456
−Removed: Ruffalo Noel Levitz, LLC (1.7%)* (5) (7) (8)
−Removed: Media Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 01/19, Due 05/22) 9,714,617 9,607,656 9,641,334
+Added: RPX Corporation (2.4%)* (7) (9) (12)
+Added: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25) 17,500,000 17,110,715 17,106,250
17,500,000 17,110,715 17,106,250
−Removed: Scaled Agile, Inc.
+Added: Series 2019-6A
(0.3%)* (3) (12)
−Removed: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.0% Cash, Acquired 06/19, Due 06/24) 4,986,980 4,940,603 4,941,809
+Added: Structured Finance Structured Secured Note - Class D (LIBOR + 6.75%, 7.0% Cash, Acquired 03/20, Due 04/30) 2,000,000 1,661,539 2,000,124
2,000,000 1,661,539 2,000,124
−Removed: SCI Packaging Inc.
+Added: Ruffalo Noel Levitz, LLC
(1.3%)* (7) (9) (12)
−Removed: Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 08/18, Due 04/24) 4,961,832 4,952,139 4,940,149
+Added: Media Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/19, Due 05/22) 9,616,736 9,552,719 9,567,718
9,616,736 9,552,719 9,567,718
−Removed: Seadrill Ltd.
+Added: Safety Products Holdings, LLC (2.5%)* (9) (12)
+Added: Non-durable Consumer Goods First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26) (7)
18,108,567 17,559,056 17,555,609
−Removed: Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 09/18, Due 02/21) 9,809,097 9,508,856 4,883,066
+Added: Common Stock (424.1 units, Acquired 12/20) 424,088 424,090
18,108,567 17,983,144 17,979,699
−Removed: Seaworld Entertainment, Inc.
+Added: Scaled Agile, Inc.
(0.7%)* (7) (9) (10)
−Removed: Leisure Facilities First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 03/24) 5,954,081 5,945,241 5,978,910
+Added: Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24) 4,845,720 4,807,839 4,797,263
4,845,720 4,807,839 4,797,263
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
Serta Simmons Bedding LLC
−Removed: Home Furnishings First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.2% Cash, Acquired 10/19, Due 11/23) 4,961,929 3,927,986 3,184,963
(1.5%)* (9) (10)
−Removed: SIWF Holdings, Inc.
+Added: Home Furnishings Super Priority First Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23) $ 7,424,499 $ 7,234,063 $ 7,498,744
+Added: Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23) 3,643,817 3,379,870 3,272,913
11,068,316 10,613,933 10,771,657
−Removed: Home Furnishings First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 08/18, Due 06/25) 9,350,501 9,403,797 9,303,749
+Added: SISU ACQUISITIONCO., INC.
(2.2%)* (7) (9) (12)
−Removed: SK Blue Holdings, LP (0.7%)* (6) (7) (8)
−Removed: Commodity Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.8% Cash, Acquired 09/18, Due 10/25) 4,160,612 4,158,472 4,129,407
+Added: Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/20, Due 12/26) 16,132,835 15,811,282 15,810,178
16,132,835 15,811,282 15,810,178
−Removed: Smile Brands Group Inc.
+Added: SMA Holdings, Inc.
(1.0%)* (7) (23)
−Removed: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.6% Cash, Acquired 10/18, Due 10/24) 5,390,141 5,339,191 5,293,980
+Added: Consulting First Lien Loan (11.0% Cash, Acquired 12/20, Due 06/24) 7,000,000 6,720,000 6,720,000
+Added: Warrants (2.0 units, Acquired 12/20) 286,781 286,781
7,000,000 7,006,781 7,006,781
−Removed: Solenis International, LLC (f/k/a
−Removed: Solenis Holdings, L.P.) (1.4%)* (5) (6) (8)
−Removed: Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.9% Cash, Acquired 08/18, Due 06/25) 7,880,000 7,922,706 7,781,500
+Added: Smile Brands Group Inc.
(2.1%)* (7) (9) (12)
−Removed: SonicWALL, Inc.
+Added: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 5.17%, 5.4% Cash, Acquired 10/18, Due 10/24) 5,880,607 5,842,184 5,824,154
+Added: First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 10/24) 9,310,993 9,030,258 9,024,500
15,191,600 14,872,442 14,848,654
−Removed: Internet Software & Services First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.4% Cash, Acquired 08/18, Due 05/25) 4,455,000 4,457,031 4,336,185
+Added: SN BUYER, LLC (4.8%)* (7) (9) (12)
+Added: Health Care Services First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 11/26) 35,000,000 34,304,393 34,300,000
35,000,000 34,304,393 34,300,000
Springbrook Software (SBRK Intermediate, Inc.) (1.3%)* (7) (9) (12)
−Removed: Enterprise Software and Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.7% Cash, Acquired 12/19, Due 12/26) 10,520,990 10,269,533 10,294,130
−Removed: 10,520,990 10,269,533 10,294,130
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
−Removed: SRS Distribution, Inc.
−Removed: (0.9%)* (6) (8)
−Removed: Building Products First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 09/18, Due 05/25) $ 4,974,811 $ 4,899,772 $ 4,930,038
−Removed: 4,974,811 4,899,772 4,930,038
−Removed: SS&C Technologies, Inc.
+Added: Enterprise Software & Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26) 9,349,719 9,152,983 9,201,599
9,349,719 9,152,983 9,201,599
−Removed: Computer & Electronics Retail First Lien Senior Secured Term Loan (LIBOR + 2.25%, 4.0% Cash, Acquired 10/18, Due 04/25) 1,742,327 1,738,643 1,753,042
+Added: SSCP Pegasus Midco Limited (2.3%)* (3) (7) (9) (16)
+Added: Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 12/20, Due 11/27) 17,664,989 16,498,614 16,733,353
17,664,989 16,498,614 16,733,353
3 unchanged sentences
17,480,454 16,048,735 15,749,365
−Removed: Tahoe Subco 1 Ltd.
−Removed: (2.6%)* (3) (4) (6) (8)
−Removed: Internet Software & Services First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.7% Cash, Acquired 09/18, Due 06/24) 14,800,754 14,806,789 14,677,463
−Removed: 14,800,754 14,806,789 14,677,463
Team Health Holdings, Inc.
2 unchanged sentences
6,822,785 6,659,174 6,058,906
−Removed: Tempo Acquisition LLC (1.0%)* (6) (8)
−Removed: Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 05/24) 5,589,753 5,606,977 5,618,876
−Removed: 5,589,753 5,606,977 5,618,876
The Hilb Group, LLC
+Added: (2.1%)* (7) (9)
Insurance Brokerage First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26) (11)
11,667,719 11,413,365 11,541,707
−Removed: Total Safety U.S.
+Added: First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/19, Due 12/26) (12)
3,602,001 3,374,934 3,373,303
+Added: 15,269,720 14,788,299 14,915,010
+Added: Total Safety U.S.
Diversified Support Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25) 6,857,482 6,611,003 6,576,325
6,857,482 6,611,003 6,576,325
+Added: Transit Technologies LLC
+Added: (0.7%)* (7) (9) (12)
+Added: Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 02/20, Due 02/25) 6,035,305 5,859,123 5,221,746
+Added: 6,035,305 5,859,123 5,221,746
Transportation Insight, LLC (3.3%)* (7) (9) (12)
2 unchanged sentences
Truck-Lite Co., LLC (3.0%)* (7) (9) (12)
−Removed: Automotive Parts and Equipment First Lien Senior Secured Term Loan (LIBOR + 6.25%, 8.1% Cash, Acquired 12/19, Due 12/24) 21,794,872 21,298,442 21,337,947
+Added: Automotive Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26) 22,352,885 21,960,470 21,791,827
22,352,885 21,960,470 21,791,827
1 unchanged sentence
Power Distribution Solutions First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/18, Due 09/23) 17,596,398 17,384,658 17,288,461
−Removed: LLC Units (361.5 units, Acquired 09/18) 361,505 597,581
+Added: Class A LLC Units (384.5 units, Acquired 09/18) 395,995 339,474
17,596,398 17,780,653 17,627,935
−Removed: Anesthesia Partners, Inc.
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
+Added: Tuf-Tug, Inc.
(0.1%)* (7) (23)
−Removed: Managed Health Care First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 06/24) 13,585,533 13,637,823 13,534,587
+Added: Safety Equipment Manufacturer Common Stock (24.6 shares, Acquired 12/20) $ 385,047 $ 385,047
385,047 385,047
−Removed: Silica Company (0.2%)* (3) (4) (5) (8)
−Removed: Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.8% Cash, Acquired 08/18, Due 05/25) 1,502,945 1,506,348 1,324,200
+Added: Turf Products, LLC (1.2%)* (7) (23)
+Added: Landscaping & Irrigation Equipment Distributor Senior Subordinated Debt (10.0% Cash, Acquired 12/20, Due 10/23) $ 8,697,056 8,383,962 8,383,962
8,697,056 8,383,962 8,383,962
−Removed: USF Holdings LLC (0.5%)* (6) (7) (8)
−Removed: Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 12/21) 3,224,841 3,233,041 2,902,357
+Added: Gas & Electric, Inc.
(0.2%)* (7) (23)
−Removed: USIC Holdings, Inc.
+Added: Energy Services Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25) 2,285,250 1,785,250 1,785,250
+Added: Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25) (24)
2,485,469 — —
−Removed: Packaged Foods & Meats First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 08/18, Due 12/23) 6,896,886 6,925,717 6,866,746
4,770,719 1,785,250 1,785,250
−Removed: USI Holdings Corp.
+Added: Silica Company (0.2%)* (3) (9) (10)
+Added: Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.0% Cash, Acquired 08/18, Due 05/25) 1,487,525 1,490,312 1,299,724
1,487,525 1,490,312 1,299,724
−Removed: Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.9% Cash, Acquired 08/18, Due 05/24) 4,961,929 4,956,994 4,956,967
+Added: UKFast Leaders Limited (3.3%)* (3) (7) (9) (14)
+Added: Technology First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 09/20, Due 9/27) 24,226,278 22,140,865 23,625,466
24,226,278 22,140,865 23,625,466
+Added: USF Holdings LLC (U.S.
+Added: Farathane, LLC) (0.4%)* (9) (12)
+Added: Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 12/21) 3,088,580 3,092,541 2,849,214
+Added: 3,088,580 3,092,541 2,849,214
USLS Acquisition, Inc.
2 unchanged sentences
16,388,428 16,165,710 15,226,488
−Removed: Barings BDC, Inc.
−Removed: Consolidated Schedule of Investments — (Continued)
−Removed: December 31, 2019
−Removed: Portfolio Company Industry Type of Investment (1) (2)
−Removed: Amount Cost Fair
+Added: Utac Ceram (0.2%)* (3) (7) (9) (18)
+Added: Business Services First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/20, Due 09/27) 1,713,064 1,524,242 1,651,143
+Added: 1,713,064 1,524,242 1,651,143
Validity, Inc.
2 unchanged sentences
5,025,862 4,896,882 4,586,098
−Removed: Venator Materials LLC (0.3%)* (3) (6) (8)
−Removed: Commodity Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 08/24) 1,562,199 1,566,972 1,547,873
−Removed: 1,562,199 1,566,972 1,547,873
−Removed: Veritas Bermuda Intermediate Holdings Ltd.
−Removed: (0.8%)* (6) (8)
−Removed: Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.3% Cash, Acquired 09/18, Due 01/23) 4,961,735 4,784,696 4,767,235
−Removed: 4,961,735 4,784,696 4,767,235
−Removed: VF Holding Corp.
−Removed: (2.1%)* (4) (5) (6) (8)
−Removed: Systems Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 08/18, Due 07/25) 11,880,000 11,885,248 11,728,768
+Added: W2O Holdings, Inc.
(0.0%)* (7) (9)
−Removed: Wilsonart, LLC (0.9%)* (6) (8)
−Removed: Building Products First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 11/18, Due 12/23) 4,961,832 4,961,832 4,970,118
+Added: Healthcare Technology Undrawn Delayed Draw Term Loan (LIBOR + 5.0%, 5.0% Cash, Acquired 10/20, Due 06/25) — (115,981) (104,214)
— (115,981) (104,214)
3 unchanged sentences
7,141,980 4,813,864 5,713,584
−Removed: Wink Holdco, Inc.
17,741,425 14,927,374 15,404,127
−Removed: Managed Health Care First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 12/24) 3,969,620 3,967,724 3,972,121
−Removed: 3,969,620 3,967,724 3,972,121
+Added: World 50, Inc.
(1.7%)* (7) (9) (10)
−Removed: Semiconductor Equipment First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 08/18, Due 12/23) 2,049,364 2,042,322 2,048,729
+Added: Professional Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26) 3,313,191 3,218,141 3,313,191
+Added: First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 01/26) 9,100,607 8,905,025 8,940,436
12,413,798 12,123,166 12,253,627
Subtotal Non–Control / Non–Affiliate Investments (184.7%) 1,378,776,392 1,318,614,617 1,325,783,281
−Removed: Affiliate Investment:
+Added: Affiliate Investments:
+Added: Advantage Insurance, Inc.
+Added: (0.8%)* (7) (23)
+Added: Banking, Finance, Insurance, & Real Estate Preferred Stock (587,001 shares, Acquired 12/20) 5,946,641 5,946,641
+Added: 5,946,641 5,946,641
Jocassee Partners LLC (3.2%)* (3)
1 unchanged sentence
20,158,270 22,623,820
−Removed: Subtotal Affiliate Investment 10,158,270 10,229,813
−Removed: Short-Term Investments
−Removed: BNY Mellon Investment Advisor, Inc.
+Added: JSC Tekers Holdings (0.7%)* (3) (7) (23)
+Added: Real Estate Management Preferred Stock (9,159,085 shares, Acquired 12/20) 4,753,000 4,753,000
+Added: Common Stock (3,201 shares, Acquired 12/20) — —
4,753,000 4,753,000
−Removed: Money Market Fund Dreyfus Government Cash Management Fund (1.5% yield) 71,963,994 71,963,994
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Portfolio Company (6)
+Added: Industry Type of Investment (1) (2) (6)
+Added: Amount Cost Fair
+Added: Security Holdings B.V.
(4.9%)* (3) (7) (23)
−Removed: Federated Investment Management Company (4.3%)* (6)
−Removed: Money Market Fund Federated Government Obligation Fund (1.5% yield) 24,604,946 24,604,946
+Added: Electrical Engineering Bridge Loan (5.0% PIK, Acquired 12/20, Due 05/22) $ 5,187,506 $ 5,187,508 $ 5,187,508
+Added: Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22) 8,746,454 8,746,454 8,746,454
+Added: Common Stock (1,099.5 shares, Acquired 12/20) 21,264,000 21,329,370
13,933,960 35,197,962 35,263,332
+Added: Thompson Rivers LLC (1.4%)* (3)
+Added: Investment Funds & Vehicles 10% Member Interest, Acquired 06/20 10,000,000 10,011,840
+Added: 10,000,000 10,011,840
+Added: Subtotal Affiliate Investments (11.0%) 13,933,960 76,055,873 78,598,633
+Added: Control Investments:
+Added: MVC Automotive Group Gmbh (2.3%)* (3) (7) (23)
+Added: Other Diversified Financial Services Bridge Loan (6.0% Cash, Acquired 12/20, Due 12/21) 7,149,166 7,149,166 7,149,166
+Added: Common Equity Interest (18,000 shares, Acquired 12/20) 9,553,000 9,582,368
+Added: 7,149,166 16,702,166 16,731,534
+Added: MVC Private Equity Fund LP (1.3%)* (3) (23)
+Added: Investment Funds & Vehicles General Partnership Interest 224,978 224,978
+Added: Limited Partnership Interest 8,899,284 8,899,284
+Added: 9,124,262 9,124,262
+Added: Subtotal Control Investments (3.6%) 7,149,166 25,826,428 25,855,796
+Added: Short-Term Investments:
+Added: BlackRock, Inc.
+Added: (4.2%)* Money Market Fund BlackRock Liquidity Temporary Fund (0.08% yield) 30,000,000 30,000,000
+Added: 30,000,000 30,000,000
+Added: JPMorgan Chase & Co.
+Added: (5.0%)* Money Market Fund JPMorgan Prime Money Market Fund (0.09% yield) 35,558,227 35,558,227
+Added: 35,558,227 35,558,227
Subtotal Short-Term Investments (9.1%) 65,558,227 65,558,227
3 unchanged sentences
December 31, 2020
+Added: Derivative Instruments
+Added: Credit Support Agreement(a)(b)(d)
+Added: Description Counter Party Settlement Date(c) Notional Amount Value Unrealized Appreciation (Depreciation)
+Added: Credit Support Agreement Barings LLC 01/01/31 $ 23,000,000 $ 13,600,000 $ —
+Added: Total Credit Support Agreement, December 31, 2020 $ —
+Added: (a) The MVC Credit Support Agreement covers all of the investments acquired by the Company from MVC Capital, Inc.
+Added: ("MVC") in connection with the MVC Acquisition (as defined in “Note 10 – MVC Capital, Inc.
+Added: Acquisition”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from MVC in connection with the MVC Acquisition (collectively, the “Reference Portfolio”).
+Added: Each investment that is included in the Reference Portfolio is denoted in the above Schedule of Investments with footnote (23).
+Added: (b) The Company and Barings LLC entered into a Credit Support Agreement pursuant to which Barings LLC agreed to provide credit support to the Company in the amount of up to $23.0 million.
+Added: (c) Settlement Date means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off.
+Added: (d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the MVC Credit Support Agreement.
Foreign Currency Forward Contracts:
Description Notional Amount to be Purchased Notional Amount to be Sold Settlement Date Unrealized Appreciation (Depreciation)
+Added: Foreign currency forward contract (AUD) $8,471,304 A$11,378,670 01/05/21 $ (309,049)
+Added: Foreign currency forward contract (AUD) A$11,378,670 $8,610,504 01/05/21 169,849
+Added: Foreign currency forward contract (AUD) $148,019 A$193,882 04/06/21 (1,698)
Foreign currency forward contract (EUR) $13,472,749 €11,406,604 01/05/21 (483,801)
8 unchanged sentences
Total Foreign Currency Forward Contracts, December 31, 2020 $ (478,891)
+Added: _______________________________________________________________
* Fair value as a percentage of net assets.
1 unchanged sentence
Equity and any equity-linked investments are non-income producing, unless otherwise noted.
−Removed: The Board determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, the Company’s Audit Committee and, in accordance with the Company's valuation policies and procedures, an independent valuation firm that has been engaged to assist in the valuation of the Company's middle-market investments.
+Added: The Company's Board of Directors (the "Board") determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the Investment Company Act of 1940, as amended, (the "1940 Act") based on, among other things, the input of the Company's external investment adviser, Barings LLC ("Barings"), the Company’s Audit Committee and independent valuation firms that have been engaged to assist in the valuation of the Company's middle-market investments.
In addition, all debt investments are variable rate investments unless otherwise noted.
Index-based floating interest rates are generally subject to a contractual minimum interest rate.
−Removed: A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to either LIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option.
+Added: A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option.
The borrower may also elect to have multiple interest reset periods for each loan.
2 unchanged sentences
(3) Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act.
−Removed: Non-qualifying assets represent 14.8% of total investments at fair value as of December 31, 2019.
+Added: Non-qualifying assets repres ent 23.4% of tot al investments at fair value as of December 31, 2020.
Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets.
If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
−Removed: (4) Some or all of the investment is or will be encumbered as security for Barings BDC Senior Funding I, LLC's credit facility entered into in August 2018 with Bank of America, N.A., as subsequently amended in December 2018 and February 2020 (the "August 2018 Credit Facility").
−Removed: (5) Some or all of the investment is or will be encumbered as security for the February 2019 Credit Facility.
−Removed: (6) Some or all of the investment is encumbered as security for the Company's Debt Securitization.
−Removed: (7) The fair value of the investment was determined using significant unobservable inputs.
−Removed: (8) Debt investment includes interest rate floor feature.
−Removed: (9) As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”).
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: (4) As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25%(inclusive), of the portfolio company's voting securities (“non-controlled affiliate”).
Transactions related to investments in non-controlled "Affiliate Investments" for the year ended December 31, 2020 were as follows:
3 unchanged sentences
Portfolio Company Type of Investment(a)
+Added: Advantage Insurance, Inc.
+Added: Preferred Stock (587,001 shares) $ — $ — $ — $ — $ 5,946,641 $ — $ 5,946,641
+Added: — — — — 5,946,641 — 5,946,641
Jocassee Partners LLC 9.1% Member Interest — 2,394,007 — 10,229,813 12,394,007 — 22,623,820
+Added: — 2,394,007 — 10,229,813 12,394,007 — 22,623,820
+Added: JSC Tekers Holdings (e)
+Added: Common Stock (3,201 shares) — — — — — — —
+Added: Preferred Stock (9,159,085 shares) — — — — 4,753,000 — 4,753,000
+Added: — — — — 4,753,000 — 4,753,000
+Added: Security Holdings B.V (e)
+Added: Bridge Loan (5.0% PIK) — — — — 5,187,508 — 5,187,508
+Added: Senior Subordinated Loan (3.1% PIK) — — — — 8,746,454 — 8,746,454
+Added: Common Stock (1,099.5 shares) — 65,370 — — 21,329,370 — 21,329,370
+Added: — 65,370 — — 35,263,332 — 35,263,332
+Added: Thompson Rivers LLC 10% Member Interest — 11,840 — — 10,011,840 — 10,011,840
+Added: — 11,840 — — 10,011,840 — 10,011,840
Total Affiliate Investments $ — $ 2,471,217 $ — $ 10,229,813 $ 68,368,820 $ — $ 78,598,633
5 unchanged sentences
Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.
+Added: (e) The fair value of the investment was determined using significant unobservable inputs.
+Added: (5) As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement).
+Added: Transactions as of and during the year ended December 31, 2020 in which the portfolio company is deemed to be a "Control Investment" of the Company are as follows:
+Added: Barings BDC, Inc.
+Added: Consolidated Schedule of Investments — (Continued)
+Added: December 31, 2020
+Added: Amount of Realized Gain (Loss) Amount of Unrealized Gain (Loss) Amount of Interest or Dividends Credited to Income(b) December 31, 2019
+Added: Value Gross Additions
+Added: (c) Gross Reductions (d) December 31, 2020
+Added: Portfolio Company Type of Investment(a)
+Added: MVC Automotive Group GmbH (e)
+Added: Common Equity Interest (18,000 shares) $ — $ 29,368 $ — $ — $ 9,582,368 $ — $ 9,582,368
+Added: Bridge Loan (6.0% PIK) — — 9,532 — 7,149,166 — 7,149,166
+Added: — 29,368 9,532 — 16,731,534 — 16,731,534
+Added: MVC Private Equity Fund LP (e)
+Added: Limited Partnership Interest — — — — 8,899,284 — 8,899,284
+Added: General Partnership Interest — — 5,292 — 224,978 — 224,978
+Added: — — 5,292 — 9,124,262 — 9,124,262
+Added: Total Control Investments $ — $ 29,368 $ 14,824 $ — $ 25,855,796 $ — $ 25,855,796
+Added: (a) Equity and equity-linked investments are non-income producing, unless otherwise noted.
+Added: (b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.
+Added: (c) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
+Added: Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation.
+Added: (d) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
+Added: Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.
+Added: (e) The fair value of the investment was determined using significant unobservable inputs.
+Added: (6) Some or all of the investment is or will be encumbered as security for the Company's $800.0 million senior secured credit facility with ING Capital LLC initially entered into in February 2019 (as amended, restated and otherwise modified from time to time, the "February 2019 Credit Facility").
+Added: (7) The fair value of the investment was determined using significant unobservable inputs.
+Added: (8) Non-accrual investment.
+Added: (9) Debt investment includes interest rate floor feature.
+Added: (10) The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, 2020 w as 0.14388%.
+Added: (11) The interest rate on these loans is subject to 2 Month LIBOR, which as of December 31, 2020 was 0.19038%.
+Added: (12) The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, 2020 was 0.23838%.
+Added: (13) The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, 2020 was 0.25763%.
+Added: (14) The interest rate on these loans is subject to 2 month GBP LIBOR, which as of December 31, 2020 was 0.06088%.
+Added: (15) The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of December 31, 2020 was 0.02550%.
+Added: (16) The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, 2020 was 0.02988%.
+Added: (17) The interest rate on these loans is subject to 1 Month EURIBOR, which as of December 31, 2020 was -0.55400%.
+Added: (18) The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2020 was -0.54500%.
+Added: (19) The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2020 was -0.526%.
+Added: (20) The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 2020 was -0.08500%.
+Added: (21) The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 2020 was 0.01000%.
+Added: (22) The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2020 was 0.01000%.
+Added: (23) Investment was purchased as part of the MVC Acquisition and is part of the Reference Portfolio for purposes of the MVC Credit Support Agreement.
+Added: (24) In 2017, MVC Capital, Inc.
+Added: received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC Capital, Inc's sale of its equity investment in U.S.
+Added: Gas & Electric.
+Added: Effective January 1, 2018, the cost basis of the U.S.
+Added: Gas second lien loan was decreased by approximately $3.0 million due to a working capital adjustment.
+Added: This loan is still subject to indemnification adjustments.
See accompanying notes.
11 unchanged sentences
The Asset Sale Transaction and the Externalization Transaction are collectively referred to as the "Transactions." The Transactions were approved by the Company's stockholders at the Company's July 24, 2018 special meeting of stockholders.
−Removed: The Asset Sale Transaction closed on July 31, 2018.
−Removed: The gross cash proceeds received from the Asset Buyer and certain affiliates of the Asset Buyer in connection with the Asset Sale Transaction were approximately $793.3 million, after adjustments to take into account portfolio activity and other matters occurring since December 31, 2017, as described in greater detail in the Asset Purchase Agreement.
−Removed: Adjustments to the purchase price included, among other things, approximately $208.8 million of principal payments and prepayments, sales proceeds and distributions related to the investment portfolio that were received and retained by the Company between December 31, 2017 and the closing of the Asset Sale Transaction, offset by approximately $29.5 million of loans and equity investments originated between December 31, 2017 and the closing of the Asset Sale Transaction.
−Removed: In connection with the closing of the Asset Sale Transaction, the Company caused notices to be issued to the holders of its unsecured notes issued in October 2012 and November 2012 due 2022 (the “December 2022 Notes”) and to holders of its unsecured notes issued in February 2015 due 2022 (the “March 2022 Notes”) regarding the redemption of all $80.5 million in aggregate principal amount of the December 2022 Notes and all $86.3 million in aggregate principal amount of the March 2022 Notes, in each case, on August 30, 2018.
−Removed: The December 2022 Notes and the March 2022 Notes were redeemed at 100% of their principal amount ($25.00 per Note), plus the accrued and unpaid interest thereon from June 15, 2018 to, but excluding, August 30, 2018, which resulted in a loss on the extinguishment of debt of $2.9 million.
−Removed: In furtherance of the redemption, on July 31, 2018, the Company irrevocably deposited with The Bank of New York Mellon Trust Company, N.A., as trustee under the indenture and supplements thereto relating to the December 2022 Notes and the March 2022 Notes, funds in trust for the purposes of redeeming all of the issued and outstanding December 2022 Notes and March 2022 Notes and paying all sums due and payable under the indenture and supplements thereto.
−Removed: As a result, the Company’s obligations under the indenture and supplements thereto relating to the December 2022 Notes and the March 2022 Notes were satisfied and discharged as of July 31, 2018, except with respect to those obligations that the indenture expressly provides shall survive the satisfaction and discharge of the indenture.
−Removed: In addition, in connection with the closing of the Asset
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Sale Transaction, the Company terminated its senior secured credit facility entered into in May 2015 and subsequently amended in May 2017 which resulted in a loss on the extinguishment of debt of $4.1 million.
−Removed: The Company's former wholly-owned subsidiaries, Triangle Mezzanine Fund II LP ("Triangle SBIC II") and Triangle Mezzanine Fund III LP ("Triangle SBIC III") were specialty finance limited partnerships that were formed to make investments primarily in lower middle-market companies located throughout the United States.
+Added: The Company's former wholly-owned subsidiaries, Triangle Mezzanine Fund LLLP (“Triangle SBIC”), Triangle Mezzanine Fund II LP (“Triangle SBIC II”) and Triangle Mezzanine Fund III LP (“Triangle SBIC III”) were specialty finance limited partnerships that were formed to make investments primarily in lower middle-market companies located throughout the United States.
Each of Triangle SBIC, Triangle SBIC II and Triangle SBIC III held licenses to operate as Small Business Investment Companies (“SBICs”) under the authority of the United States Small Business Administration (“SBA”).
1 unchanged sentence
The Company recognized a loss on extinguishment of debt of $3.5 million related to the repayment of its outstanding SBA-guaranteed debentures.
+Added: Triangle SBIC, Triangle SBIC II, and Triangle SBIC III were dissolved during the year ended December 31, 2019.
The Externalization Transaction closed on August 2, 2018 (the "Externalization Closing").
3 unchanged sentences
• On August 2, 2018, the Company entered into an investment advisory agreement (the "Original Advisory Agreement") and an administration agreement (the "Administration Agreement") with the Adviser pursuant to which the Adviser serves as the Company’s investment adviser and administrator and manages its investment portfolio which initially consisted primarily of the cash proceeds received in connection with the Asset Sale Transaction.
−Removed: • On August 2, 2018, the Company issued 8,529,917 shares of the Company's common stock to the Adviser at a price of $11.723443 per share, or an aggregate of $100.0 million in cash, in a private transaction exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506 of Regulation D thereunder (the "Stock Issuance").
+Added: • On August 2, 2018, the Company issued 8,529,917 shares of the Company's common stock to the Adviser at a price of $11.723443 per share, or an aggregate of $100.0 million in cash, in a private transaction
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506 of Regulation D thereunder (the "Stock Issuance").
• On August 2, 2018, the Company entered into a registration rights agreement with the Adviser with respect to the shares of the Company's common stock acquired in the Stock Issuance.
8 unchanged sentences
Upon completion of the 10b5-1 Plan, the Adviser had purchased 5,084,302 shares of the Company's common stock pursuant to the 10b5-1 Plan and as of December 31, 2021, owned a total of 13,639,681 shares of our common stock, or 20.9% of the total shares outstanding.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Expenses Related to the Transactions
−Removed: In connection with the Externalization Transaction, and the subsequent change of control and related termination of employees, the Company recognized one-time compensation expenses of approximately $27.6 million in the year ended December 31, 2018.
−Removed: These one-time compensation expenses included severance expenses, pro-rata incentive compensation, transaction-related bonuses, expenses related to the acceleration of vesting of restricted stock grants and deferred compensation grants, and other expenses associated with the obligations under the Company's existing severance agreements and severance policy.
−Removed: In addition, the Company recognized transaction advisory fees, legal expenses and other direct costs associated with the Transactions of approximately $11.8 million in the year ended December 31, 2018.
The Company is a Maryland corporation incorporated on October 10, 2006.
−Removed: Prior to the Externalization Transaction, the Company was internally managed by its executive officers under the supervision of its Board of Directors (the "Board").
+Added: Prior to the Externalization Transaction, the Company was internally managed by its executive officers under the supervision of the Board.
During this period, the Company did not pay management or advisory fees, but instead incurred the operating costs associated with employing executive management and investment and portfolio management professionals.
10 unchanged sentences
None of the portfolio investments made by the Company qualify for this exception.
−Removed: Therefore, the Company's investment portfolio is carried on the Consolidated Balance Sheets at fair value, as discussed further in Note 3, with any adjustments to fair value recognized as "Net unrealized appreciation (depreciation)" on the Consolidated Statements of Operations.
+Added: Therefore, the Company's investment portfolio is carried on the Consolidated Balance Sheets at fair value, as discussed below under
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Significant Accounting Policies - Valuation of Investments , with any adjustments to fair value recognized as “Net unrealized appreciation (depreciation)” on the Consolidated Statements of Operations.
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S.
All financial data and information included in these financial statements have been presented on the basis described above.
+Added: Financial statements prepared on a U.S.
+Added: GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the consolidated financial statements and accompanying notes.
+Added: Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.
Recently Issued Accounting Standards
−Removed: In August 2018, the FASB issued Accounting Standards Update, 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"), which includes new, eliminated and modified fair value disclosure requirements.
−Removed: The new guidance requires disclosure of the range and weighted average of the significant unobservable inputs for Level 3 fair value measurements and the way it is calculated.
−Removed: The guidance also eliminates the following disclosures:
−Removed: (i) amount and reason for transfers between Level 1 and Level 2, (ii) policy for timing of transfers between levels of the fair value hierarchy and (iii) valuation processes for Level 3 fair value measurement.
−Removed: In addition, the disclosure is modified such that the narrative description for the recurring Level 3 fair value measures should communicate information about the measurement uncertainty in fair value measurements as of the reporting date rather than a point in the future.
−Removed: The guidance is effective for all entities for
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: interim and annual periods beginning after December 15, 2019.
−Removed: The Company adopted the aforementioned guidance on January 1, 2020 and it did not have a material impact on the Company’s consolidated financial statements.
In March 2020, the FASB issued Accounting Standards Update, 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04").
16 unchanged sentences
During the year ended December 31, 2020, the Company repurchased a total of 989,050 shares of its common stock in the open market under the 2020 Share Repurchase Program at an average price of $7.21 per share, including broker commissions.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: In connection with the completion of the Company’s acquisition of MVC Capital, Inc.
+Added: (“MVC”), a Delaware corporation, on December 23, 2020 (the “MVC Acquisition”), the Company committed to make open-market purchases of shares of its common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed NAV per share.
+Added: Any repurchases pursuant to the authorized program will occur during the 12-month period commencing upon the filing of the Company’s quarterly report on Form 10-Q for the quarter ended March 31, 2021, which occurred on May 6, 2021, and will be made in accordance with applicable legal, contractual and regulatory requirements.
+Added: During the year ended December 31, 2021, the Company did not repurchase any shares under the authorized program.
Significant Accounting Policies
3 unchanged sentences
Actual results could differ from those estimates.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
Valuation of Investments
3 unchanged sentences
For the Company’s portfolio securities, fair value is generally the amount that the Company might reasonably expect to receive upon the current sale of the security.
−Removed: Under ASC Topic 820, the fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security.
−Removed: Under ASC Topic 820, if no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
+Added: The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security.
+Added: If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
8 unchanged sentences
In certain cases, quoted prices or other observable inputs exist, and if so, the Company assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with the underlying performance of the portfolio company.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
There is no single standard for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment.
4 unchanged sentences
The Adviser uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
At least annually, the Adviser conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable.
5 unchanged sentences
The Company's money market fund investments are generally valued using Level 1 inputs and its equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day.
−Removed: The Company’s syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service.
+Added: The Company’s syndicated senior secured loans and structured products are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service.
The Company's middle-market, private debt and equity investments are generally valued using Level 3 inputs.
4 unchanged sentences
In addition, the Procedures were generally performed with respect to an investment where there was a significant change in the fair value or performance of the investment.
−Removed: Beginning with the fourth quarter of 2020, the fair value of bank loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market bank loans, are generally submitted to independent providers to perform an independent valuation on those bank loans and equity investments as of the end of each quarter.
−Removed: Such bank loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower).
−Removed: At the quarter end following the initial acquisition, such bank loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment.
−Removed: The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer.
−Removed: Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis.
−Removed: A range of values will be provided by the valuation provider and the Adviser will determine the point within that range that it will use in making valuation recommendations to the Board, and will report to the Board on its rationale for each such determination.
−Removed: The Adviser continued to use its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board.
−Removed: If the Advisers’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Board that is outside of the range provided by the independent valuation provider, and will notify the Board of any such override and the reasons therefore.
−Removed: In certain instances, the Company may determine that it is not cost-effective, and as a result is not in the stockholders' best interests, to request the independent valuation firm to perform an independent valuation on certain investments.
−Removed: Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio
+Added: Beginning with the fourth quarter of 2020, the fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter.
+Added: Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower).
+Added: At the quarter end following the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment.
+Added: The independent valuation providers apply various methods (synthetic
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: company is determined to be insignificant relative to the total investment portfolio.
−Removed: Pursuant to these procedures, the Board determines in good faith whether the Company's investments were valued at fair value in accordance with the Company's valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, the Company’s Audit Committee and the independent valuation firm.
+Added: rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer.
+Added: Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis.
+Added: A range of values will be provided by the valuation provider and Barings will determine the point within that range that it will use in making valuation recommendations to the Board, and will report to the Board on its rationale for each such determination.
+Added: Barings uses its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board.
+Added: If Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Board that is outside of the range provided by the independent valuation provider, and will notify the Board of any such override and the reasons therefore.
+Added: In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders' best interests, to request an independent valuation firm to perform an independent valuation on certain investments.
+Added: Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.
+Added: Pursuant to these procedures, the Board determines in good faith whether our investments were valued at fair value in accordance with our valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, our Audit Committee and the independent valuation firm.
Valuation Techniques
5 unchanged sentences
The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.
−Removed: Valuation of Investment in Jocassee
−Removed: The Company estimates the fair value of its investment in Jocassee Partners LLC using the net asset value of Jocassee Partners LLC and its ownership percentage.
−Removed: The net asset value of Jocassee Partners LLC is determined in accordance with the specialized accounting guidance for investment companies.
−Removed: Valuation of Investment in Thompson Rivers
−Removed: The Company estimates the fair value of its investment in Thompson Rivers LLC using the net asset value of Thompson Rivers LLC and its ownership percentage.
−Removed: The net asset value of Thompson Rivers LLC is determined in accordance with the specialized accounting guidance for investment companies.
−Removed: Valuation of Investments in MVC Private Equity Fund LP
−Removed: The Company estimates the fair value of its investment in MVC Private Equity Fund LP (the "MVC PE Fund") using the net asset value of the MVC PE Fund and its ownership percentage.
−Removed: The net asset value of the MVC PE Fund is determined in accordance with the specialized accounting guidance for investment companies.
+Added: Valuation of Investments in Jocassee, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP
+Added: As Jocassee, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP are investment companies with no readily determinable fair values, the Company estimates the fair value of the Company’s investments in these entities using net asset value of each company and the Company’s ownership percentage as a practical expedient.
+Added: The net asset value is determined in accordance with the specialized accounting guidance for investment companies.
Barings BDC, Inc.
8 unchanged sentences
Inputs Weighted
+Added: Average Impact to Valuation from an Increase in Input
Senior debt and 1 st lien notes (1)
−Removed: $ 650,550,710 Yield Analysis Market Yield 4.7% – 16.2% 7.4%
−Removed: 3,000,000 Liquidation Analysis Adjusted EBITDA Multiple 0.05x – 0.15x 0.10x
−Removed: 399,692,333 Recent Transaction Transaction Price 96.0% – 100.0% 97.8%
+Added: $ 717,374,281 Yield Analysis Market Yield 5.2% – 33.5% 7.7% Decrease
+Added: 416,010,236 Recent Transaction Transaction Price 96.5% – 99.0% 97.7% Increase
Subordinated debt and 2 nd lien notes (2)
−Removed: 109,851,771 Yield Analysis Market Yield 6.0% – 26.0% 16.7%
−Removed: 13,933,960 Market Approach Adjusted EBITDA Multiple 5.0x – 6.0x 5.50x
−Removed: 4,959,088 Recent Transaction Transaction Price 100% 100%
+Added: 107,345,323 Yield Analysis Market Yield 5.3% – 19.0% 11.5% Decrease
+Added: 64,895,063 Market Approach Adjusted EBITDA Multiple 0.6x – 9.0x 5.67x Increase
+Added: 40,353,543 Recent Transaction Transaction Price 97.0% – 100.0% 98.0% Increase
Equity shares (3)
−Removed: 39,178,157 Market Approach Adjusted EBITDA Multiple 0.8x – 11.8x 4.80x
−Removed: 4,752,997 Real Estate - Cost Approach Replacement Cost (CZK/m2) 1,237 to 1,892 1,892
−Removed: Real Estate - Cost Approach Depreciation Factor 0.50 to 1.00 0.81
−Removed: Real Estate - Income Approach Market Rent
−Removed: CZK/Year CZK5,011,718 to CZK8,700,000 CZK5,011,718
−Removed: Real Estate - Income Approach Cap Rate 6.0% to 7.0% 6.5%
−Removed: Real Estate - Income Approach Adj.
−Removed: Development Zone n/a 1.15
−Removed: 227,200 Recent Transaction Transaction Price $1,000 $1,000
−Removed: Equity warrants 1,133,781 Market Approach Adjusted EBITDA Multiple 4.8x-9.0x 6.0x
+Added: 137,393,404 Market Approach Adjusted EBITDA Multiple 5.5x – 54.0x 13.1x Increase
+Added: 6,197,037 Expected Transaction (4)
+Added: Transaction Price $6,197,037 $6,197,037 Increase
+Added: 4,545,542 Recent Transaction Transaction Price $1.0 – $1,000 $140.03 Increase
+Added: Equity warrants 863,949 Market Approach Adjusted EBITDA Multiple 5.0x-6.0x 6.0x Increase
(1) Excludes investments with an aggregate fair value amounting to $3,938,412, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
1 unchanged sentence
(3) Excludes investments with an aggregate fair value amounting to $3,145,740, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
+Added: (4) Estimated proceeds expected to be received under legally binding asset purchase agreement for sale of real estate held by portfolio company.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
December 31, 2020:
3 unchanged sentences
Inputs Weighted
+Added: Average Impact to Valuation from an Increase in Input
Senior debt and 1 st lien notes (1)
−Removed: $ 528,907,788 Income Approach Implied Spread 4.6% – 8.0% 5.7%
+Added: $ 650,550,710 Yield Analysis Market Yield 4.7% – 16.2% 7.4% Decrease
+Added: 3,000,000 Liquidation Analysis Adjusted EBITDA Multiple 0.05x – 0.15x 0.10x Increase
+Added: 399,692,333 Recent Transaction Transaction Price 96.0% – 100.0% 97.8% Increase
Subordinated debt and 2 nd lien notes (2)
−Removed: 9,699,465 Income
−Removed: Approach Implied Spread 8.8% – 9.4% 9.1%
−Removed: Equity shares 760,716 Enterprise
−Removed: Value Waterfall
−Removed: Approach Adjusted EBITDA Multiple 10.0x – 12.3x 10.5x
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
+Added: 109,851,771 Yield Analysis Market Yield 6.0% – 26.0% 16.7% Decrease
+Added: 13,933,960 Market Approach Adjusted EBITDA Multiple 5.0x – 6.0x 5.50x Increase
+Added: 4,959,088 Recent Transaction Transaction Price 100% 100% Increase
+Added: Equity shares (3)
+Added: 39,178,157 Market Approach Adjusted EBITDA Multiple 0.8x – 11.8x 4.80x Increase
+Added: 4,752,997 Real Estate - Cost Approach Replacement Cost (CZK/m2) 1,237 to 1,892 1,892 Increase
+Added: Real Estate - Cost Approach Depreciation Factor 0.50 to 1.00 0.81 Increase
+Added: Real Estate - Income Approach Market Rent
+Added: CZK/Year CZK5,011,718 to CZK8,700,000 CZK5,011,718 Increase
+Added: Real Estate - Income Approach Cap Rate 6.0% to 7.0% 6.5% Decrease
+Added: Real Estate - Income Approach Adj.
+Added: Development Zone n/a 1.15 Increase
+Added: 227,200 Recent Transaction Transaction Price $1,000 $1,000 Increase
+Added: Equity warrants 1,133,781 Market Approach Adjusted EBITDA Multiple 4.8x-9.0x 6.0x Increase
(1) Excludes investments with an aggregate fair value amounting to $2,474,068, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(2) Excludes investments with an aggregate fair value amounting to $2,075,117, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
−Removed: Significant increases or decreases in any of the above unobservable inputs in isolation, including changes in market yields, discount rates or EBITDA multiples, may change the fair value of certain of the Company’s investments.
−Removed: Generally, an increase in market yields or decrease in EBITDA multiples may result in a decrease in the fair value of certain of the Company's investments.
+Added: (3) Excludes investments with an aggregate fair value amounting to $68,670, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
Unsettled Purchases and Sales of Investments
1 unchanged sentence
As a result, unsettled purchases and sales are recorded as payables and receivables from unsettled transactions, respectively.
−Removed: While purchase and sales of the Company's syndicated senior secured loans generally settle on a T+7 basis, the settlement period will sometimes extend past the scheduled settlement.
−Removed: In such cases, the Company is contractually owed and recognizes interest income equal to the applicable margin ("spread") beginning on the T+7 date.
+Added: While purchases and sales of the Company's syndicated senior secured loans generally settle on a T+7 basis, the settlement period will sometimes extend past the scheduled settlement.
+Added: In such cases, the Company generally is contractually owed and recognizes interest income equal to the applicable margin ("spread") beginning on the T+7 date.
Such income is accrued as interest receivable and is collected upon settlement of the investment transaction.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
Realized Gain or Loss and Unrealized Appreciation or Depreciation of Portfolio Investments
11 unchanged sentences
Costs incurred to issue debt are capitalized and are amortized over the term of the debt agreements using the effective interest method.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
Investment Income
2 unchanged sentences
The Company writes off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible.
+Added: As of December 31, 2021, the Company had two investments that were on non-accrual.
As of December 31, 2020, the Company had one investment that was on non-accrual.
−Removed: As of December 31, 2019, the Company had no non-accrual assets.
Dividend income is recorded on the ex-dividend date.
4 unchanged sentences
PIK interest, which is a non-cash source of income at the time of recognition, is included in the Company’s taxable income and therefore affects the amount the Company is required to distribute to its stockholders to maintain its tax treatment as a RIC for federal income tax purposes, even though the Company has not yet collected the cash.
−Removed: Generally, when current cash interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible.
+Added: Generally, when current cash interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible.
The Company writes off any accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.
2 unchanged sentences
In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature.
−Removed: Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
+Added: Such fees include loan prepayment penalties, structuring fees and loan waiver and amendment fees, and are recorded as investment income when earned.
Fee income for the years ended December 31, 2021, 2020 and 2019 was as follows:
11 unchanged sentences
Total Fee Income $ 13,020,244 $ 4,080,636 $ 2,116,820
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
Compensation Expenses
9 unchanged sentences
As of December 31, 2021 and December 31, 2020, the Company’s largest single portfolio company investment, excluding short-term investments, represented approximately 5.5% and 2.5%, respectively, of the fair value of the Company’s portfolio, exclusive of short-term investments.
−Removed: Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, can fluctuate dramatically upon repayment of an investment or sale of an equity interest and in any given year can be highly concentrated among several portfolio companies.
+Added: Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, can fluctuate
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: dramatically upon repayment of an investment or sale of an equity interest and in any given year can be highly concentrated among several portfolio companies.
The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
1 unchanged sentence
Investments Denominated in Foreign Currency
−Removed: As of December 31, 2020 the Company held t wo investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, seventeen investments that were denominated in Euros and eleven investments that were denominated in British pounds sterling .
−Removed: As of December 31, 2019, the Company held one investment that was denominated in Swedish kronas, five investments that were denominated in Euros and two investments that were denominated in British pounds sterling.
+Added: As of December 31, 2021 the Company held one investment that was denominated in Canadian dollars, one investment that was denominated in Danish kroner, five investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, 36 investments that were denominated in Euros and 18 investments that were denominated in British pounds sterling.
+Added: As of December 31, 2020, the Company held two investments that were denominated in Australian dollars, one i nvestment that was denominated in Swedish kronas, 17 investments that were denominated in Euros and 11 investments that were denominated in British pounds sterling.
At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into United States dollars using the spot exchange rate on the last business day of the period.
3 unchanged sentences
In addition, during the years ended December 31, 2021 and 2020, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company's investments and related borrowings denominated in foreign currencies.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: unrealized appreciation or depreciation on foreign currency contracts are included in "Net unrealized appreciation (depreciation) - foreign currency transactions" and net realized gains or losses on forward currency contracts are included in "Net realized gains (losses) - foreign currency transactions" in the Consolidated Statements of Operations.
+Added: Net unrealized appreciation or depreciation on foreign currency contracts are included in "Net unrealized appreciation (depreciation) - foreign currency transactions" and net realized gains or losses on forward currency contracts are included in "Net realized gains (losses) - foreign currency transactions" in the Consolidated Statements of Operations.
Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S.
3 unchanged sentences
As a result, when the Company declares a dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of the Company’s common stock, rather than receiving cash dividends.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
The table below summarizes the Company’s dividends and distributions in the three years ended December 31, 2021:
3 unchanged sentences
February 27, 2019 March 13, 2019 March 20, 2019 $ 0.12 $ 6,107,000 $ — $ 6,107,000
−Removed: August 29, 2018 September 20, 2018 September 27, 2018 0.03 1,539,000 — 1,539,000
−Removed: October 11, 2018 December 14, 2018 December 21, 2018 0.10 5,128,000 — 5,128,000
−Removed: Total 2018 dividends and distributions $ 0.43 $ 21,074,000 $ — $ 21,074,000
−Removed: February 27, 2019 March 13, 2019 March 20, 2019 $ 0.12 $ 6,107,000 $ — $ 6,107,000
May 9, 2019 June 12, 2019 June 19, 2019 0.13 6,541,000 — 6,541,000
7 unchanged sentences
Total 2020 dividends and distributions $ 0.65 $ 31,325,000 $ — $ 31,325,000
+Added: February 7, 2021 March 10, 2021 March 17, 2021 $ 0.19 $ 12,410,056 $ — $ 12,410,056
+Added: May 6, 2021 June 9, 2021 June 16, 2021 0.20 13,063,217 — 13,063,217
+Added: August 5, 2021 September 8, 2021 September 15, 2021 0.21 13,716,378 — 13,716,378
+Added: November 9, 2021 November 24, 2021 December 1, 2021 0.22 14,369,539 — 14,369,539
+Added: Total 2021 dividends and distributions $ 0.82 $ 53,559,190 $ — $ 53,559,190
Per Share Amounts
5 unchanged sentences
In connection with the MVC Acquisition (as defined in “Note 10 – MVC Capital, Inc.
−Removed: Acquisition”) , on December 23, 2020, the Company entered into an amended and restated investment advisory agreement (the “Amended and Restated Advisory Agreement”) with the Adviser , following approval of the Amended and Restated
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Advisory Agreement by the Company’s stockholders at its December 23, 2020 special meeting of stockholders.
+Added: Acquisition”) , on December 23, 2020, the Company entered into an amended and restated investment advisory agreement (the “Amended and Restated Advisory Agreement”) with the Adviser , following approval of the Amended and Restated Advisory Agreement by the Company’s stockholders at its December 23, 2020 special meeting of stockholders.
The terms of the Amended and Restated Advisory Agreement became effective on January 1, 2021.
5 unchanged sentences
(iii) executes, closes, services and monitors the investments that the Company makes;
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
(iv) determines the securities and other assets that the Company will purchase, retain or sell;
2 unchanged sentences
The Adviser’s services under the Amended and Restated Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar services to other entities so long as its performance under the Amended and Restated Advisory Agreement is not adversely affected.
−Removed: The Adviser has entered into a personnel-sharing arrangement with its affiliate, Barings International Investment Limited ("BIIL").
+Added: The Adviser has entered into a personnel-sharing arrangement with its affiliate, Baring International Investment Limited ("BIIL").
BIIL is a wholly-owned subsidiary of Baring Asset Management Limited, which in turn is an indirect, wholly-owned subsidiary of the Adviser.
4 unchanged sentences
Pre-January 1, 2021 Base Management Fee
−Removed: For the period from January 1, 2020 through December 31, 2020, the Base Management Fee was calculated based on the Company's gross assets, including assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.375%.
−Removed: The annual rate of the Base Management Fee was
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: 1.0% for the period from August 2, 2018 through December 31, 2018, and was 1.125% for the period commencing on January 1, 2019 through December 31, 2019.
+Added: For the period from January 1, 2020 through December 31, 2020, the Base Management Fee was calculated based on the Company's gross assets, including the MVC Credit Support Agreement, assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.375%.
+Added: The annual rate of the Base Management Fee was 1.125% for the period commencing on January 1, 2019 through December 31, 2019.
The Base Management Fee was payable quarterly in arrears on a calendar quarter basis.
1 unchanged sentence
Base Management Fees for any partial month or quarter were appropriately pro-rated.
−Removed: For the years ended December 31, 2020 and December 31, 2019, the Base Management Fee determined in accordance with the terms of the Original Advisory Agreement was approximately $14.3 million and $12.1 million, respectively.
−Removed: As of December 31, 2020, the Base Management Fee of $3.4 million for the three months ended December 31, 2020 was unpaid and included in "Base management fees payable" in the accompanying Consolidated Balance Sheets.
−Removed: As of December 31, 2019, the Base Management Fee of $3.3 million for the three months ended December 31, 2019 was unpaid and included in "Base management fees payable" in the accompanying Consolidated Balance Sheets.
−Removed: For the year ended December 31, 2018, the Base Management Fee determined in accordance with the terms of the Original Advisory Agreement was approximately $4.2 million.
−Removed: For the quarter ended September 30, 2018, the calculation of the Base Management Fee under the terms of the Original Advisory Agreement was based on the average of the Company's gross assets, excluding cash and cash equivalents, as of March 31, 2018 and June 30, 2018, both of which were dates prior to the consummation of the Transactions.
−Removed: For the quarter ended December 31, 2018, the calculation of the Base Management Fee under the terms of the Original Advisory Agreement was based on the average of the Company's gross assets, excluding cash and cash equivalents, as of June 30, 2018, which was prior to the Transactions, and September 30, 2018.
−Removed: In light of this fact, and in order to ensure that the Adviser did not earn a Base Management Fee on assets that it did not manage prior to the Transactions, the Adviser calculated the Base Management Fee for the quarter ended September 30, 2018 based on the Company's average gross assets as of August 2, 2018 and September 30, 2018, excluding (i) cash and cash equivalents, (ii) short-term investments, (iii) unsettled purchased investments and (iv) assets subject to participation agreements (the “Q3 2018 Adjusted Management Fee”).
−Removed: For the quarter ended December 31, 2018, the Adviser calculated the Base Management Fee based on the Company's average gross assets as of September 30, 2018 and December 31, 2018, excluding (i) cash and cash equivalents, (ii) short-term investments, (iii) unsettled purchased investments and (iv) assets subject to participation agreements (the “Q4 2018 Adjusted Management Fee,” and together with the Q3 2018 Adjusted Management Fee,” the “FY 2018 Adjusted Management Fee”).
−Removed: The Adviser voluntary agreed to waive the difference between the $4.2 million Base Management Fee calculated under the terms of the Original Advisory Agreement and the FY 2018 Adjusted Management Fee, which resulted in a net Base Management Fee of approximately $2.7 million for the year ended December 31, 2018 after taking into account a waiver of approximately $1.5 million based on the calculations noted above.
Post-December 31, 2020 Base Management Fee
−Removed: Beginning January 1, 2021, the Base Management Fee is calculated based on the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.25%.
+Added: Beginning January 1, 2021, the Base Management Fee is calculated based on the Company’s gross assets, including the MVC Credit Support Agreement, assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.25%.
The Base Management Fee is payable quarterly in arrears on a calendar quarter basis.
1 unchanged sentence
Base Management Fees for any partial month or quarter will be appropriately pro-rated.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: For the year ended December 31, 2021, the Base Management Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was approximately $19.5 million.
+Added: For the years ended December 31, 2020 and December 31, 2019, the Base Management Fee determined in accordance with the terms of the Original Advisory Agreement was approximately $14.3 million and $12.1 million, respectively.
+Added: As of December 31, 2021, the Base Management Fee of $5.4 million for the three months ended December 31, 2021 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheets.
+Added: As of December 31, 2020, the Base Management Fee of $3.4 million for the three months ended December 31, 2020 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheets.
Pre-January 1, 2021 Incentive Fee
1 unchanged sentence
(1) a portion based on the Company’s pre-incentive fee net investment income (the "Pre-2021 Income-Based Fee") and (2) a portion based on the net capital gains received on the Company’s portfolio of securities on a cumulative basis for each calendar year, net of all realized capital losses and all unrealized capital depreciation for that same calendar year (the "Pre-2021 Capital Gains Fee").
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
The Pre-2021 Income-Based Fee was calculated as follows:
7 unchanged sentences
Pre-Incentive Fee Net Investment Income did not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.
−Removed: (iii) Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company’s net assets (defined as total assets less senior securities constituting indebtedness and preferred stock) at the end of the calendar quarter for which such fees were being calculated, was compared to a "hurdle rate", expressed as a rate of return on the value of the Company’s net assets at the end of the most recently completed calendar quarter, of 2% per quarter (8% annualized).
+Added: (iii) Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company’s net assets (defined as total assets less senior securities constituting indebtedness and preferred stock) at the
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: end of the calendar quarter for which such fees were being calculated, was compared to a "hurdle rate", expressed as a rate of return on the value of the Company’s net assets at the end of the most recently completed calendar quarter, of 2% per quarter (8% annualized).
The Company paid the Adviser the Pre-2021 Income-Based Fee with respect to the Company’s Pre-Incentive Fee Net Investment Income in each calendar quarter as follows:
1 unchanged sentence
(b) With respect to the Post-2019 Period, no Pre-2021 Income-Based Fee for any calendar quarter in which the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) did not exceed the hurdle rate;
−Removed: (2) (a) With respect to the Pre-2020 Period, 100% of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) for any calendar quarter with respect to that portion of the Pre-Incentive Fee Net Investment Income for such quarter, if any, that exceeded the hurdle rate
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: but was less than 2.5% (10% annualized) (the "Pre-2020 Catch-Up Amount").
+Added: (2) (a) With respect to the Pre-2020 Period, 100% of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) for any calendar quarter with respect to that portion of the Pre-Incentive Fee Net Investment Income for such quarter, if any, that exceeded the hurdle rate but was less than 2.5% (10% annualized) (the "Pre-2020 Catch-Up Amount").
The Pre-2020 Catch-Up Amount was intended to provide the Adviser with an incentive fee of 20% on all of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) when the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) reached 2% per quarter (8% annualized);
7 unchanged sentences
If, in any quarter, the Pre-2021 Incentive Fee Cap was zero or a negative value, the Company paid no Pre-2021 Income-Based Fee to the Adviser for such quarter.
−Removed: If, in any quarter, the Pre-2021 Incentive Fee Cap for such quarter was a positive value but was less than the Pre-2021 Income-Based Fee that was payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company paid a Pre-2021 Income-Based Fee to the Adviser equal to the Pre-2021 Incentive Fee Cap for such quarter.
+Added: If, in any quarter, the Pre-2021 Incentive Fee Cap for such quarter was a positive value but was less than the Pre-2021 Income-Based Fee that was payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company paid a Pre-2021 Income-Based Fee to the Adviser equal to the Pre-2021 Incentive
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Fee Cap for such quarter.
If, in any quarter, the Pre-2021 Incentive Fee Cap for such quarter was equal to or greater than the Pre-2021 Income-Based Fee that was payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company paid an Pre-2021 Income-Based Fee to the Adviser equal to the Pre-2021 Income-Based Fee calculated as described above for such quarter without regard to the Pre-2021 Incentive Fee Cap.
1 unchanged sentence
The Pre-2021 Capital Gains Fee was determined and payable in arrears as of the end of each calendar year, commencing with the calendar year ended on December 31, 2018, and was calculated at the end of each applicable year by subtracting (1) the sum of the Company’s cumulative aggregate realized capital losses and aggregate unrealized capital depreciation from (2) the Company’s cumulative aggregate realized capital gains, in each case calculated from August 2, 2018.
−Removed: If such amount was positive at the end of such year, then the Pre-2021 Capital Gains Fee payable for such year was equal to 20% of such amount, less the cumulative aggregate amount of
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Pre-2021 Capital Gains Fees paid in all prior years.
+Added: If such amount was positive at the end of such year, then the Pre-2021 Capital Gains Fee payable for such year was equal to 20% of such amount, less the cumulative aggregate amount of Pre-2021 Capital Gains Fees paid in all prior years.
If such amount was negative, then there was no Pre-2021 Capital Gains Fee payable for such year.
−Removed: The Company did not pay any Incentive Fees for the years ended December 31, 2020, 2019 and 2018.
Post-December 31, 2020 Incentive Fee
7 unchanged sentences
(A) No Income-Based Fee will be payable to the Adviser in any calendar quarter in which the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters does not exceed the Hurdle Amount;
−Removed: (B) 100% of the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”) determined on a quarterly basis by multiplying 2.5% (10% annualized) by the Company's net asset value at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters.
+Added: (B) 100% of the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”) determined on a quarterly basis by multiplying 2.5% (10% annualized) by the
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Company's net asset value at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters.
The Catch-Up Amount is intended to provide the Adviser with an incentive fee of 20% on all of the Company's Pre-Incentive Fee Net Investment Income when the Company's Pre-Incentive Fee Net Investment Income reaches the Catch-Up Amount for the Trailing Twelve Quarters;
1 unchanged sentence
Subject to the Incentive Fee Cap described below, the amount of the Income-Based Fee that will be paid to the Adviser for a particular quarter will equal the excess of the aggregate Income-Based Fee so calculated less the aggregate Income-Based Fees that were paid to the Adviser in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
(ii) The Income-Based Fee is subject to a cap (the “Incentive Fee Cap”).
10 unchanged sentences
Under the Amended and Restated Advisory Agreement, the "cumulative aggregate realized capital gains" are calculated as the sum of the differences, if positive, between (a) the net sales price of each investment in the Company's portfolio when sold and (b) the accreted or amortized cost basis of such investment.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
The cumulative aggregate realized capital losses are calculated as the sum of the differences, if negative, between (a) the net sales price of each investment in the Company's portfolio when sold and (b) the accreted or amortized cost basis of such investment.
1 unchanged sentence
Under the Amended and Restated Advisory Agreement, the “ accreted or amortized cost basis of an investment” shall mean the accreted or amortized cost basis of such investment as reflected in the Company’s financial statements.
+Added: For the year ended December 31, 2021, the Income-Based Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was $14.7 million.
+Added: As of December 31, 2021, the Income-Based Fee of $4.1 million for the three months ended December 31, 2021 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
+Added: The Company did not pay any Pre-2021 Income-Based Fee for the years ended December 31, 2020 and 2019.
+Added: The Company did not incur any capital gains fees for the years ended December 31, 2021, 2020 and 2019.
Payment of Company Expenses
−Removed: Under the Amended and Restated Advisory Agreement, all investment professionals of the Adviser and its staff, when and to the extent engaged in providing services required to be provided by the Adviser under the Amended and Restated Advisory Agreement, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Adviser and not by the Company, except that
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: all costs and expenses relating to the Company's operations and transactions, including, without limitation, those items listed in the Amended and Restated Advisory Agreement, will be borne by the Company.
+Added: Under the Amended and Restated Advisory Agreement, all investment professionals of the Adviser and its staff, when and to the extent engaged in providing services required to be provided by the Adviser under the Amended and Restated Advisory Agreement, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Adviser and not by the Company, except that all costs and expenses relating to the Company's operations and transactions, including, without limitation, those items listed in the Amended and Restated Advisory Agreement, will be borne by the Company.
Administration Agreement
5 unchanged sentences
• the allocable portion of the Adviser’s rent for the Company’s Chief Financial Officer and the Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the usage thereof by such personnel in connection with their performance of administrative services under the Administration Agreement;
−Removed: • the allocable portion of the salaries, bonuses, benefits and expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the time spent by such personnel in connection with performing administrative services for the Company under the Administration Agreement;
+Added: • the allocable portion of the salaries, bonuses, benefits and expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: allocable portion of the time spent by such personnel in connection with performing administrative services for the Company under the Administration Agreement;
• the actual cost of goods and services used for the Company and obtained by the Adviser from entities not affiliated with the Company, which is reasonably allocated to the Company on the basis of assets, revenues, time records or other methods conforming with generally accepted accounting principles;
5 unchanged sentences
As of December 31, 2020, the administrative expenses of $0.7 million incurred for the three months ended December 31, 2020 were unpaid and included in "Administrative fees payable" in the accompanying Consolidated Balance Sheets.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Credit Support Agreement
−Removed: In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the Merger (as defined in “Note 11 – MVC Capital, Inc.
−Removed: Acquisition”) , the Company entered into a Credit Support Agreement (the “Credit Support Agreement”) with the Adviser, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period.
−Removed: A summary of the material terms of the Credit Support Agreement are as follows:
−Removed: • The Credit Support Agreement covers all of the investments in the Reference Portfolio.
−Removed: • The Adviser has an obligation to provide credit support to the Company in an amount equal to the excess of (1) the aggregate realized and unrealized losses on the Reference Portfolio over (2) the aggregate realized and unrealized gains on the Reference Portfolio, in each case from the date of the closing of the Merger through the Designated Settlement Date (up to a $23.0 million cap) (such amount, the “Covered Losses”).
−Removed: For purposes of the Credit Support Agreement, “Designated Settlement Date” means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off.
−Removed: No credit support is required to be made by the Adviser to the Company under the Credit Support Agreement if the aggregate realized and unrealized gains on the Reference Portfolio exceed realized and unrealized losses of the Reference Portfolio on the Designated Settlement Date.
−Removed: • The Adviser will settle any credit support obligation under the Credit Support Agreement as follows.
−Removed: If the Covered Losses are greater than $0.00, then, in satisfaction of the Adviser’s obligation set forth in the Credit Support Agreement, the Adviser will irrevocably waive during the Waiver Period (as defined below) (1) the incentive fees payable under the Amended and Restated Advisory Agreement (including any incentive fee calculated on an annual basis during the Waiver Period), and (2) in the event that Covered Losses exceed such incentive fee, the base management fees payable under the Amended and Restated Advisory Agreement.
+Added: MVC Credit Support Agreement
+Added: In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the MVC Merger (as defined in “Note 10 – MVC Capital, Inc.
+Added: Acquisition”) , the Company entered into a Credit Support Agreement (the “MVC Credit Support Agreement”) with the Adviser, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period.
+Added: A summary of the material terms of the MVC Credit Support Agreement are as follows:
+Added: • The MVC Credit Support Agreement covers all of the investments in the Reference Portfolio.
+Added: • The Adviser has an obligation to provide credit support to the Company in an amount equal to the excess of (1) the aggregate realized and unrealized losses on the Reference Portfolio over (2) the aggregate realized and unrealized gains on the Reference Portfolio, in each case from the date of the closing of the MVC Merger through the Designated Settlement Date (up to a $23.0 million cap) (such amount, the “Covered Losses”).
+Added: For purposes of the MVC Credit Support Agreement, “Designated Settlement Date” means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off.
+Added: No credit support is required to be made by the Adviser to the Company under the MVC Credit Support Agreement if the aggregate realized and unrealized gains on the Reference Portfolio exceed realized and unrealized losses of the Reference Portfolio on the Designated Settlement Date.
+Added: • The Adviser will settle any credit support obligation under the MVC Credit Support Agreement as follows.
+Added: If the Covered Losses are greater than $0.00, then, in satisfaction of the Adviser’s obligation set forth in the MVC Credit Support Agreement, the Adviser will irrevocably waive during the Waiver Period (as defined below) (1) the incentive fees payable under the Amended and Restated Advisory Agreement (including any incentive fee calculated on an annual basis during the Waiver Period), and (2) in the event that Covered Losses exceed such incentive fee, the base management fees payable under the Amended and Restated Advisory Agreement.
The “Waiver Period” means the four quarterly measurement periods immediately following the quarter in which the Designated Settlement Date occurs.
−Removed: If the Covered Losses exceed the aggregate amount of incentive fees and base management fees waived by the Adviser during the Waiver Period, then, on the date on which the last incentive fee or base management fee payment would otherwise be due during the Waiver Period, the Adviser shall make a cash payment to the Company equal to the positive difference between the Covered Losses and the aggregate amount of incentive fees and base management fees previously waived by the Adviser during the Waiver Period.
−Removed: • The Credit Support Agreement and the rights of the Company thereunder shall automatically terminate if the Adviser (or an affiliate of the Adviser) ceases to serve as the investment adviser to the Company or any successor thereto, other than as a result of the voluntary termination by the Adviser of its investment advisory agreement with the Company.
−Removed: In the event of such a voluntary termination by the Adviser of the then-current investment advisory agreement with the Company, the Adviser will remain obligated to provide the credit support contemplated by the Credit Support Agreement.
−Removed: In the event of a non-voluntary termination of the advisory agreement or its expiration (due to non-renewal by the Board, the Adviser will have no obligations under the Credit Support Agreement.
−Removed: The Credit Support Agreement is intended to give stockholders of the combined company downside protection from net cumulative realized and unrealized losses on the acquired MVC portfolio and insulate the combined company’s stockholders from potential value volatility and losses in MVC’s portfolio following the closing of the Merger.
−Removed: There is no fee or other payment by the Company to the Adviser or any of its affiliates in connection with the Credit Support Agreement.
−Removed: Any cash payment from the Adviser to the Company under the Credit Support Agreement will be excluded from the combined company’s incentive fee calculations under the Amended and Restated Advisory Agreement.
−Removed: When the Company and the Adviser entered into the Credit Support Agreement, it was accounted for as a deemed contribution from the Adviser and is included in "Additional paid-in capital" in the accompanying Consolidated Balance Sheets.
−Removed: In addition, the Credit Support Agreement will be accounted for as a derivative in
+Added: If the Covered Losses exceed the aggregate amount of incentive fees and base management fees waived by the Adviser during the Waiver Period, then, on the date on which the last incentive fee or base management fee payment would otherwise be due during the Waiver Period, the Adviser shall make a cash payment to the Company equal to the
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: accordance with ASC 815, Derivatives and Hedging , and is included in "Credit support agreement" in the accompanying Consolidated Balance Sheets.
+Added: positive difference between the Covered Losses and the aggregate amount of incentive fees and base management fees previously waived by the Adviser during the Waiver Period.
+Added: • The MVC Credit Support Agreement and the rights of the Company thereunder shall automatically terminate if the Adviser (or an affiliate of the Adviser) ceases to serve as the investment adviser to the Company or any successor thereto, other than as a result of the voluntary termination by the Adviser of its investment advisory agreement with the Company.
+Added: In the event of such a voluntary termination by the Adviser of the then-current investment advisory agreement with the Company, the Adviser will remain obligated to provide the credit support contemplated by the MVC Credit Support Agreement.
+Added: In the event of a non-voluntary termination of the advisory agreement or its expiration (due to non-renewal by the Board), the Adviser will have no obligations under the MVC Credit Support Agreement.
+Added: The MVC Credit Support Agreement is intended to give stockholders of the combined company downside protection from net cumulative realized and unrealized losses on the acquired MVC portfolio and insulate the combined company’s stockholders from potential value volatility and losses in MVC’s portfolio following the closing of the MVC Merger.
+Added: There is no fee or other payment by the Company to the Adviser or any of its affiliates in connection with the MVC Credit Support Agreement.
+Added: Any cash payment from the Adviser to the Company under the MVC Credit Support Agreement will be excluded from the combined company’s incentive fee calculations under the Amended and Restated Advisory Agreement.
+Added: When the Company and the Adviser entered into the MVC Credit Support Agreement, it was accounted for as a deemed contribution from the Adviser and was included in "Additional paid-in capital" in the accompanying Consolidated Balance Sheets.
+Added: In addition, the MVC Credit Support Agreement is accounted for as a derivative in accordance with ASC 815, Derivatives and Hedging , and is included in "Credit support agreement" in the accompanying Consolidated Balance Sheets.
Portfolio Composition
−Removed: The Company invests predominately in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries, as well as syndicated senior secured loans, structured products, bonds and other fixed income securities.
−Removed: Structured products include collateralized loan obligations and asset-backed securities.
+Added: The Company invests predominately in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries, as well as syndicated senior secured loans, structured product investments, bonds and other fixed income securities.
+Added: Structured product investments include collateralized loan obligations and asset-backed securities.
The Adviser's existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser's affiliated private funds and SEC-registered funds to co-invest in loans originated by the Adviser, which allows the Adviser to efficiently implement its senior secured private debt investment strategy for the Company.
−Removed: The cost basis of the Company's debt investments includes any unamortized purchased premium or discount and unamortized loan origination fees and PIK interest, if any.
−Removed: Summaries of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments, are shown in the following tables:
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: The cost basis of the Company's debt investments includes any unamortized purchased premium or discount, unamortized loan origination fees and PIK interest, if any.
+Added: Summaries of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets, are shown in the following tables:
Cost Percent of
10 unchanged sentences
Investments in joint ventures / PE fund 132,416,803 8 143,104,332 8 19
−Removed: Short-term investments 65,558,227 4 65,558,227 4 9
$ 1,787,824,064 100 % $ 1,800,593,952 100 % 243 %
4 unchanged sentences
137,776,808 9 138,767,120 9 19
+Added: Structured products 30,071,808 2 32,508,845 2 5
Equity shares 44,693,645 3 44,651,114 3 6
+Added: Equity warrants 1,235,383 — 1,300,197 — —
Investment in joint venture 39,282,532 3 41,759,922 3 6
1 unchanged sentence
$ 1,486,055,145 100 % $ 1,495,795,937 100 % 208 %
+Added: During the year ended December 31, 2021, the Company made 112 new investments totaling $1,069.4 million, made investments in existing portfolio companies totaling $234.0 million, made a new joint venture equity investment totaling $13.7 million, made an additional investments existing joint venture equity portfolio companies totaling $79.4 million and made an $89.8 million equity co-investment alongside certain affiliates in a portfolio company focused on directly originated, senior-secured asset-based loans to middle-market companies.
During the year ended December 31, 2020, the Company made 76 new investments totaling $743.2 million, purchased $185.0 million of investments as part of the MVC Acquisition, made investments in existing portfolio companies totaling $114.6 million, made a new joint venture equity investment totaling $10.0 million and made an additional investment in one existing joint venture equity portfolio company totaling $10.0 million.
During the year ended December 31, 2019, the Company made 43 new investments totaling $425.9 million, investments in existing portfolio companies totaling $14.0 million and made one new joint venture equity investment totaling $10.2 million.
−Removed: During the year ended December 31, 2018, subsequent to the Transactions, the Company purchased $1,314.6 million in syndicated senior secured loans and made new investments in nineteen middle-market portfolio companies totaling $237.2 million.
−Removed: Prior to the Transactions, in the year ended December 31, 2018, the Company made investments in 12 existing portfolio companies totaling approximately $30.7 million.
Barings BDC, Inc.
17 unchanged sentences
Oil and Gas 5,774,031 0.3 788,105 0.1
+Added: Environmental Industries 8,080,699 0.4 — —
Healthcare and Pharmaceuticals 134,285,598 7.5 142,708,050 10.0
21 unchanged sentences
Notes to Consolidated Financial Statements — (Continued)
−Removed: Jocassee Partners LLC
−Removed: On May 8, 2019, the Company entered into an agreement with South Carolina Retirement Systems Group Trust ("SCRS") to create and co-manage Jocassee Partners LLC ("Jocassee"), a joint venture, which invests in a highly diversified asset mix including senior secured, middle-market, private debt investments, syndicated senior secured loans, structured products and real estate debt.
−Removed: The Company and SCRS committed to initially provide $50.0 million and $500.0 million, respectively, of equity capital to Jocassee.
−Removed: Equity contributions will be called from each member on a pro-rata basis, based on their equity commitments.
−Removed: As of December 31, 2020, Jocassee had $180.6 million in senior secured private middle-market debt investments, $382.9 million in U.S.
−Removed: syndicated senior secured loans, $161.5 million in European syndicated senior secured loans, $25.6 million in structured product investments, $5.8 million in an equity investment, $90.1 million in a joint venture investment and $23.1 million in short-term investments.
−Removed: As of December 31, 2019, Jocassee had $41.3 million in senior secured private middle-market debt investments, $140.8 million in U.S.
−Removed: syndicated senior secured loans, $57.3 million in European syndicated senior secured loans, $8.2 million in an equity investment and $36.7 million in a short-term investment.
−Removed: The Company may sell portions of its investments via assignment to Jocassee.
−Removed: Since inception, as of December 31, 2020, and December 31, 2019, the Company had sold $162.2 million and $36.1 million, respectively, of its investments to Jocassee.
−Removed: As of December 31, 2020, the Company had $44.2 million in unsettled receivables due from Jocassee that were included in "Receivable from unsettled transactions" in the accompanying Consolidated Balance Sheets.
−Removed: The sale of the investments met the criteria set forth in ASC 860, Transfers and Servicing for treatment as a sale and satisfies the following conditions:
−Removed: • Assigned investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership;
−Removed: • each participant has the right to pledge or exchange the assigned investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company;
−Removed: • the Company, its consolidated affiliates or its agents do not maintain effective control over the assigned investments through either:
−Removed: (i) an agreement that entitles and/or obligates the Company to repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.
−Removed: The Company has determined that Jocassee is an investment company under ASC, Topic 946, Financial Services - Investment Companies , however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary or a controlled operating company whose business consists of providing services to the Company.
−Removed: The Company does not consolidate its interest in Jocassee as it is not a substantially wholly owned investment company subsidiary.
−Removed: In addition, the Company does not control Jocassee due to the allocation of voting rights among Jocassee members.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: As of December 31, 2020 and December 31, 2019, Jocassee had the following commitments, contributions and unfunded commitments from its members:
−Removed: As of December 31, 2020
−Removed: Member Total Commitments Contributed Capital Return of Capital (not recallable) Unfunded Commitments
−Removed: Barings BDC, Inc.
−Removed: $ 50,000,000 $ 20,000,000 $ — $ 30,000,000
−Removed: South Carolina Retirement Systems Group Trust 500,000,000 200,000,000 — 300,000,000
−Removed: Total $ 550,000,000 $ 220,000,000 $ — $ 330,000,000
−Removed: As of December 31, 2019
−Removed: Member Total Commitments Contributed Capital Return of Capital (not recallable) Unfunded Commitments
−Removed: Barings BDC, Inc.
−Removed: $ 50,000,000 $ 10,000,000 $ — $ 40,000,000
−Removed: South Carolina Retirement Systems Group Trust 500,000,000 100,000,000 — 400,000,000
−Removed: Total $ 550,000,000 $ 110,000,000 $ — $ 440,000,000
−Removed: Thompson Rivers LLC
−Removed: On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company.
−Removed: On May 13, 2020, the Company entered into a limited liability company agreement (“LLC Agreement”) with Jocassee.
−Removed: The Company and Jocassee have committed to initially provide $10.0 million and $90.0 million, respectively, of equity capital to Thompson Rivers.
−Removed: Equity contributions (and equity ownership) are on a pro-rata basis, based on their equity commitments (10% for the Company and 90% for Jocassee).
−Removed: As of December 31, 2020, Thompson Rivers had $715.2 million in Ginnie Mae early buyout loans.
−Removed: The Company has determined that Thompson Rivers is an investment company under ASC, Topic 946, Financial Services - Investment Companies , however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company.
−Removed: The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary.
−Removed: In addition, the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
−Removed: As of December 31, 2020, Thompson Rivers had the following commitments, contributions and unfunded commitments from its members:
−Removed: As of December 31, 2020
−Removed: Member Total Commitments Contributed Capital Return of Capital (not recallable) Unfunded Commitments
−Removed: Barings BDC, Inc.
−Removed: $ 10,000,000 $ 10,000,000 $ — $ —
−Removed: Jocassee Partners LLC 90,000,000 90,000,000 — —
−Removed: Total $ 100,000,000 $ 100,000,000 $ — $ —
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
The following table presents the Company’s investment portfolio at fair value as of December 31, 2021 and 2020, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
18 unchanged sentences
— 7,947,184 130,819,936 138,767,120
+Added: Structured products — 32,508,845 — 32,508,845
Equity shares — 424,090 44,227,024 44,651,114
+Added: Equity warrants — 166,416 1,133,781 1,300,197
Short-term investments 65,558,227 — — 65,558,227
Investments subject to leveling $ 65,558,227 $ 156,579,936 $ 1,231,897,852 $ 1,454,036,015
−Removed: Investment in joint venture(1) 10,229,813
+Added: Investments in joint ventures / PE fund(1) 41,759,922
$ 1,495,795,937
−Removed: (1) The Company's investments in Jocassee, Thompson Rivers and the MVC PE Fund are measured at fair value using net asset value and have not been categorized in the fair value hierarchy.
+Added: (1) The Company's investments in Jocassee, Thompson Rivers, Waccamaw River and the MVC Private Equity Fund LP are measured at fair value using net asset value and have not been categorized in the fair value hierarchy.
The fair value amount presented in this table is intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Balance Sheets.
2 unchanged sentences
The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the years ended December 31, 2021 and 2020:
−Removed: December 31, 2020:
+Added: Year Ended December 31, 2021:
and 1 st Lien
3 unchanged sentences
New investments 1,096,052,639 151,300,891 103,526,450 163,000.00 1,351,042,980
−Removed: Investments acquired in MVC merger 9,720,000 122,082,933 42,980,466 1,133,781 175,917,180
Transfers into (out of) Level 3, net (2,629,679) 2,233,600 3,223,510.00 — 2,827,431
2 unchanged sentences
Principal repayments received (255,215,358) (32,131,013) — — (287,346,371)
−Removed: Payment-in-kind interest earned 249,907 41,753 — — 291,660
+Added: Payment-in-kind interest 865,462 8,503,991 — — 9,369,453
Accretion of loan premium/discount 15,607 222,447 — — 238,054
3 unchanged sentences
Fair value, end of period $ 1,137,322,929 $ 230,568,873 $ 151,281,723 $ 863,949 $ 1,520,037,474
−Removed: December 31, 2019:
+Added: Year Ended December 31, 2020:
and 1 st Lien
−Removed: Debt and 2 nd
+Added: Subordinated Debt and 2 nd Lien Notes
+Added: Shares Equity Warrants Total
Fair value, beginning of period $ 555,500,307 $ 12,011,965 $ 760,716 $ — $ 568,272,988
New investments 735,177,116 4,027,048 862,277 — 740,066,441
−Removed: Transfers out of Level 3, net (20,602,230) — — (20,602,230)
+Added: Investments acquired in MVC merger 9,720,000 122,082,933 42,980,466 1,133,781 175,917,180
+Added: Transfers into (out of) Level 3, net 19,074,284 (2,677,220) — — 16,397,064
Proceeds from sales of investments (209,685,651) (444,978) (78,992) — (210,209,621)
1 unchanged sentence
Principal repayments received (37,416,476) (5,104,857) — — (42,521,333)
+Added: Payment-in-kind interest 249,907 41,753 — — 291,660
Accretion of loan premium/discount 17,936 1,045 — — 18,981
Accretion of deferred loan origination revenue 2,631,269 44,571 — — 2,675,840
−Removed: Realized gain 197,877 — — 197,877
−Removed: Unrealized appreciation 2,270,042 85,545 244,891 2,600,478
+Added: Realized gain (loss) 1,544,794 (35,357) (10,019) — 1,499,418
+Added: Unrealized appreciation (depreciation) (3,369,605) 892,841 (287,424) — (2,764,188)
Fair value, end of period $ 1,055,717,111 $ 130,819,936 $ 44,227,024 $ 1,133,781 $ 1,231,897,852
All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Consolidated Statements of Operations.
−Removed: Pre-tax net unrealized depreciation on Level 3 investments of $4.9 million during the year ended December 31, 2020 was related to portfolio company investments that were still held by the Company as of December 31, 2020.
−Removed: Pre-tax net unrealized depreciation on Level 3 investments of $1.5 million during the year ended December 31, 2019 was related to portfolio company investments that were still held by the Company as of December 31, 2019.
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: The Company’s primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing.
−Removed: Exclusive of short-term investments, during the year ended December 31, 2020, the Company made investments of approximately $1,030.5 million in portfolio companies (including $185.0 million from the MVC Acquisition), to which it was not previously contractually committed to provide such financing.
−Removed: During the year ended December 31, 2020, the Company made investments of $32.4 million in companies to which it was previously committed to provide such financing.
+Added: Pre-tax net unrealized depreciation on Level 3 investments of $3.8 million during the year ended December 31, 2021 was related to portfolio company investments that were still held by the Company as of December 31, 2021.
+Added: Pre-tax net unrealized depreciation on Level 3 investments of $4.9 million during the year ended December 31, 2020 was related to portfolio company investments that were still held by the Company as of December 31, 2020.
Exclusive of short-term investments, during the year ended December 31, 2021, the Company made investments of approximately $1,410.5 million in portfolio companies to which it was not previously contractually committed to provide such financing.
During the year ended December 31, 2021, the Company made investments of $70.0 million in companies to which it was previously committed to provide such financing.
+Added: Exclusive of short-term investments, during the year ended December 31, 2020, the Company made investments of approximately $1,030.5 million in portfolio companies (including $185.0 million from the MVC Acquisition), to which it was not previously contractually committed to provide such financing.
+Added: During the year ended December 31, 2020, the Company made investments of $32.4 million in companies to which it was previously committed to provide such financing.
+Added: Jocassee Partners LLC
+Added: On May 8, 2019, the Company entered into an agreement with South Carolina Retirement Systems Group Trust ("SCRS") to create and co-manage Jocassee Partners LLC ("Jocassee"), a joint venture, which invests in a highly diversified asset mix including senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments.
+Added: The Company and SCRS committed to initially provide $50.0 million and $500.0 million, respectively, of equity capital to Jocassee.
+Added: Equity contributions will be called from each member on a pro-rata basis, based on their equity commitments.
+Added: The total value of Jocassee’s investment portfolio was $1,258.2 million as of December 31, 2021, as compared to $869.6 million as of December 31, 2020.
+Added: As of December 31, 2021, Jocassee’s investments had an aggregate cost of $1,242.2 million, as compared to $839.5 million as of December 31, 2020.
+Added: As of December 31, 2021 and December 31, 2020, the Jocassee investment portfolio consisted of the following investments:
+Added: Cost Percentage of
+Added: Portfolio Fair Value Percentage of
+Added: December 31, 2021:
+Added: Senior debt and 1 st lien notes
+Added: $ 1,084,501,574 87 % $ 1,085,171,923 86 %
+Added: Subordinated debt and 2nd lien notes 23,607,437 2 % 24,010,554 2 %
+Added: Structured products 4,568,790 — % 5,409,080 1 %
+Added: Equity shares 5,447,983 1 % 3,887,352 — %
+Added: Equity warrants 31,451 — % 75,406 — %
+Added: Investment in joint ventures 111,489,807 9 % 127,092,288 10 %
+Added: Short-term investments 12,571,932 1 % 12,571,932 1 %
+Added: $ 1,242,218,974 100 % $ 1,258,218,535 100 %
+Added: December 31, 2020:
+Added: Senior debt and 1 st lien notes
+Added: $ 686,341,760 81 % $ 714,747,405 82 %
+Added: Subordinated debt and 2nd lien notes 10,079,164 1 10,170,127 1
+Added: Structured products 22,981,004 3 25,626,147 3
+Added: Equity shares 6,964,845 1 5,829,554 1
+Added: Equity warrants 31,451 — 51,515 —
+Added: Investment in joint ventures 90,000,000 11 90,106,560 10
+Added: Short-term investments 23,093,064 3 23,093,055 3
+Added: $ 839,491,288 100 % $ 869,624,363 100 %
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: As of December 31, 2021 and December 31, 2020, the weighted average yield on the principal amount of Jocassee’s outstanding debt investments was approximately 5.3% and 4.4%, respectively.
+Added: The weighted average yield on the principal amount of all of Jocassee’s outstanding investments (including equity and equity-linked investments and short-term investments) was approximately 4.8% and 3.8% as of December 31, 2021 and December 31, 2020, respectively.
+Added: The industry composition of Jocassee’s investments at fair value at December 31, 2021 and December 31, 2020, excluding short-term investments, was as follows:
+Added: December 31, 2021 December 31, 2020
+Added: Aerospace and Defense $ 71,856,682 5.8 % $ 21,044,217 2.5 %
+Added: Automotive 18,625,991 1.5 15,520,985 1.8
+Added: Banking, Finance, Insurance and Real Estate 109,961,068 8.8 80,759,836 9.6
+Added: Beverage, Food and Tobacco 30,351,648 2.5 24,931,070 2.9
+Added: Capital Equipment 17,006,354 1.4 19,953,788 2.4
+Added: Chemicals, Plastics, and Rubber 24,665,132 2.0 26,419,508 3.1
+Added: Construction and Building 14,505,666 1.2 14,979,023 1.8
+Added: Consumer goods:
+Added: Durable 10,293,735 0.8 14,256,411 1.7
+Added: Consumer goods:
+Added: Non-durable 23,886,104 1.9 4,749,797 0.6
+Added: Containers, Packaging and Glass 25,276,979 2.0 16,742,506 2.0
+Added: Electricity 10,570,961 0.8 5,897,687 0.7
+Added: Oil and Gas 5,091,154 0.4 4,602,739 0.5
+Added: Environmental Industries 7,562,679 0.6 2,697,765 0.3
+Added: Forest Products & Paper 474,674 — — —
+Added: Healthcare and Pharmaceuticals 128,494,962 10.3 84,624,495 10.0
+Added: High Tech Industries 171,959,733 13.8 75,759,051 8.9
+Added: Hotel, Gaming and Leisure 35,382,908 2.8 49,013,967 5.8
+Added: Investment Funds and Vehicles 127,092,288 10.2 90,106,560 10.6
+Added: Advertising, Printing and Publishing 18,422,570 1.5 9,761,091 1.2
+Added: Broadcasting and Subscription 37,839,637 3.0 40,885,203 4.8
+Added: Diversified and Production 21,059,457 1.7 12,950,796 1.5
+Added: Metals and Mining 5,791,736 0.5 1,645,763 0.2
+Added: Retail 14,420,299 1.2 15,962,027 1.9
+Added: Business 151,722,574 12.2 87,474,340 10.3
+Added: Consumer 55,156,390 4.4 40,177,219 4.7
+Added: Structured Product 5,409,080 0.4 17,515,085 2.1
+Added: Telecommunications 36,036,221 2.9 48,768,364 5.8
+Added: Transportation:
+Added: Cargo 49,102,935 3.9 4,927,508 0.6
+Added: Transportation:
+Added: Consumer 6,546,191 0.5 7,730,907 0.9
+Added: Electric 3,265,429 0.3 5,720,376 0.7
+Added: Oil and Gas 6,870,267 0.6 — —
+Added: Wholesale 945,099 0.1 953,224 0.1
+Added: Total $ 1,245,646,603 100.0 % $ 846,531,308 100.0 %
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: The geographic composition of Jocassee’s investments at fair value at December 31, 2021 and December 31, 2020, excluding short-term investments, was as follows:
+Added: December 31, 2021 December 31, 2020
+Added: Australia $ 16,509,299 1.3 % $ — — %
+Added: Austria 1,115,024 0.1 1,181,240 0.1
+Added: Belgium 14,813,432 1.2 3,940,942 0.5
+Added: Canada 8,506,813 0.7 5,691,085 0.7
+Added: Denmark 6,959,844 0.6 4,839,238 0.6
+Added: Finland 47,992,207 3.9 2,328,122 0.3
+Added: France 3,391,221 0.3 77,599,427 9.1
+Added: Germany 6,356,605 0.5 41,184,179 4.9
+Added: Hong Kong 2,272,125 0.2 — —
+Added: Ireland 123,816,362 9.9 2,440,052 0.3
+Added: Italy 113,895,808 9.1 607,762 0.1
+Added: Luxembourg 4,766,248 0.4 2,512,059 0.3
+Added: Netherlands 3,743,457 0.3 26,905,224 3.2
+Added: Panama — — 965,149 0.1
+Added: Spain 1,224,851 0.1 11,163,151 1.3
+Added: Sweden 32,149,538 2.6 13,169,200 1.6
+Added: Switzerland 965,247 0.1 13,208,446 1.6
+Added: United Kingdom 5,305,027 0.4 76,748,680 9.0
+Added: USA 851,863,495 68.4 562,047,352 66.3
+Added: Total $ 1,245,646,603 100.0 % $ 846,531,308 100.0 %
+Added: Jocassee’s subscription facility with Bank of America N.A., which is non-recourse to the Company, had approximately $176.3 million and $204.9 million outstanding as of December 31, 2021 and December 31, 2020, respectively.
+Added: Jocassee’s credit facility with Citibank, N.A., which is non-recourse to the Company, had approximately $342.8 million and $113.1 million outstanding as of December 31, 2021 and December 31, 2020, respectively.
+Added: Jocassee’s term debt securitization, which is non-recourse to the Company, had approximately $323.1 million and $302.3 million outstanding as of December 31, 2021 and December 31, 2020, respectively.
+Added: The Company may sell portions of its investments via assignment to Jocassee.
+Added: Since inception, as of December 31, 2021, and December 31, 2020, the Company had sold $698.5 million and $162.2 million, respectively, of its investments to Jocassee.
+Added: For both the years ended December 31, 2021 and December 31, 2020, the Company realized a loss on the sales of its investments to Jocassee of $1.4 million.
+Added: As of December 31, 2021 and December 31, 2020, the Company had $216.9 million and $44.2 million, respectively, in unsettled receivables due from Jocassee that were included in "Receivable from unsettled transactions" in the accompanying Consolidated Balance Sheets.
+Added: The sale of the investments met the criteria set forth in ASC 860, Transfers and Servicing for treatment as a sale and satisfies the following conditions:
+Added: • Assigned investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership;
+Added: • each participant has the right to pledge or exchange the assigned investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company;
+Added: • the Company, its consolidated affiliates or its agents do not maintain effective control over the assigned investments through either:
+Added: (i) an agreement that entitles and/or obligates the Company to
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.
+Added: The Company has determined that Jocassee is an investment company under ASC, Topic 946, Financial Services - Investment Companies , however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company.
+Added: The Company does not consolidate its interest in Jocassee as it is not a substantially wholly owned investment company subsidiary.
+Added: In addition, the Company does not control Jocassee due to the allocation of voting rights among Jocassee members.
+Added: As of December 31, 2021 and December 31, 2020, Jocassee had the following contributed capital and unfunded commitments from its members:
+Added: As of December 31, 2021
+Added: As of December 31, 2020
+Added: Total contributed capital by Barings BDC, Inc.
+Added: $ 30,000,000 $ 20,000,000
+Added: Total contributed capital by all members $ 330,000,000 $ 220,000,000
+Added: Total unfunded commitments by Barings BDC, Inc.
+Added: $ 20,000,000 $ 30,000,000
+Added: Total unfunded commitments by all members $ 220,000,000 $ 330,000,000
+Added: Thompson Rivers LLC
+Added: On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company.
+Added: On May 13, 2020, the Company entered into a limited liability company agreement governing Thompson Rivers.
+Added: Under Thompson Rivers’ current operating agreement, as amended to date, the Company has a capital commitment of $75.0 million of equity capital to Thompson Rivers, all of which has been funded as of December 31, 2021.
+Added: As of December 31, 2021, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
+Added: For the year ended December 31, 2021, Thompson Rivers declared $37.5 million in dividends, of which $4.8 million was recognized as dividend income in the Company’s Consolidated Statement of Operations.
+Added: As of December 31, 2021, Thompson Rivers had $3.1 billion in Ginnie Mae early buyout loans and $220.6 million in cash.
+Added: As of December 31, 2020, Thompson Rivers had $715.2 million in Ginnie Mae early buyout loans.
+Added: As of December 31, 2021, Thompson Rivers had 15,617 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.01%.
+Added: As of December 31, 2020, Thompson Rivers had 3,023 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.65%.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: As of December 31, 2021 and December 31, 2020, the Thompson Rivers investment portfolio consisted of the following investments:
+Added: Cost Percentage of
+Added: Portfolio Fair Value Percentage of
+Added: December 31, 2021:
+Added: Federal Housing Administration (“FHA”) loans $ 2,799,868,603 93 % $ 2,839,495,339 93 %
+Added: Veterans Affairs (“VA”) loans 224,659,875 7 % 223,540,415 7 %
+Added: $ 3,024,528,478 100 % $ 3,063,035,754 100 %
+Added: December 31, 2020:
+Added: Federal Housing Administration (“FHA”) loans $ 712,854,085 100 % $ 712,854,085 100 %
+Added: $ 712,854,085 100 % $ 712,854,085 100 %
+Added: Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $694.8 million and $670.1 million outstanding as of December 31, 2021 and December 31, 2020, respectively.
+Added: Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $1,245.2 million outstanding as of December 31, 2021.
+Added: Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $933.1 million outstanding as of December 31, 2021.
+Added: The Company has determined that Thompson Rivers is an investment company under ASC, Topic 946, Financial Services - Investment Companies , however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company.
+Added: The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary.
+Added: In addition, the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
+Added: As of December 31, 2021 and December 31, 2020, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
+Added: As of December 31, 2021
+Added: As of December 31, 2020
+Added: Total contributed capital by Barings BDC, Inc.
+Added: $ 79,414,272 (1) $ 10,000,000
+Added: Total contributed capital by all members $ 482,120,173 (2) $ 100,000,000 (3)
+Added: Total unfunded commitments by Barings BDC, Inc.
+Added: Total unfunded commitments by all members $ — $ —
+Added: (1) Includes $4.4 million of dividend re-investments.
+Added: (2) Includes dividend re-investments of $32.1 million and $162.3 million of total contributed capital by related parties.
+Added: (3) Includes $90.0 million of total contributed capital by related parties.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Waccamaw River LLC
+Added: On January 4, 2021, Waccamaw River LLC (“Waccamaw River”) was formed as a Delaware limited liability company.
+Added: On February 8, 2021, the Company entered into a limited liability company agreement governing Waccamaw River.
+Added: Under Waccamaw River’s current operating agreement, as amended to date, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, of which approximately $19.0 million (including approximately $5.3 million of recallable return of capital) has been funded as of December 31, 2021.
+Added: As of December 31, 2021, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement total $125.0 million, of which $82.6 million (including $14.0 million of recallable return of capital) has been funded.
+Added: For the year ended December 31, 2021, Waccamaw River declared $1.4 million in dividends, of which $0.3 million was recognized as dividend income in the Company’s Consolidated Statement of Operations.
+Added: As of December 31, 2021, Waccamaw River had $60.8 million in unsecured consumer loans and $4.9 million in cash.
+Added: As of December 31, 2021, Waccamaw River had 5,500 outstanding loans with an average loan size of $11,280, remaining average life to maturity of 46.5 months and weighted average interest rate of 10.9%.
+Added: The Company has determined that Waccamaw River is an investment company under ASC, Topic 946, Financial Services - Investment Companies , however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company.
+Added: The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary.
+Added: In addition, the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
+Added: As of December 31, 2021, Waccamaw River had the following contributed capital and unfunded commitments from its members:
+Added: As of December 31, 2021
+Added: Total contributed capital by Barings BDC, Inc.
+Added: Total contributed capital by all members $ 82,620,000 (1)
+Added: Total return of capital (recallable) by Barings BDC, Inc.
+Added: $ (5,280,000)
+Added: Total return of capital (recallable) by all members $ (14,020,000) (2)
+Added: Total unfunded commitments by Barings BDC, Inc.
+Added: Total unfunded commitments by all members $ 56,400,000 (3)
+Added: (1) Includes $48.2 million of total contributed capital by related parties.
+Added: (2) Includes ($7.0) million of total return of capital (recallable) by related parties.
+Added: (3) Includes $33.8 million of unfunded commitments by related parties.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Eclipse Business Capital Holdings LLC
+Added: On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $89.8 million, a second lien senior secured loan of $4.5 million and unfunded revolver of $13.6 million, alongside other related party affiliates.
+Added: As of December 31, 2021, $1.8 million of the revolver was funded.
+Added: Eclipse conducts its business through Eclipse Business Capital LLC.
+Added: Eclipse is one of the country’s leading independent asset-based lending (“ABL”) platforms that provides financing to middle-market borrowers in the U.S.
+Added: Eclipse provides revolving lines of credit and term loans ranging in size from $10 – $125 million that are secured by collateral such as accounts receivable, inventory, equipment, or real estate.
+Added: Eclipse lends to both privately-owned and publicly-traded companies across a range of industries, including manufacturing, retail, automotive, oil & gas, services, distribution, and consumer products.
+Added: The addition of Eclipse to the portfolio allows the Company to participate in an asset class and commercial finance operations that offer differentiated income returns as compared to directly originated loans.
+Added: Eclipse is led by a seasoned team of ABL experts .
+Added: The Company has determined that Eclipse is not an investment company under ASC, Topic 946, Financial Services - Investment Companies.
+Added: Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company.
+Added: Thus, the Company is not required to consolidate Eclipse.
+Added: Instead the Company accounts for its investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
The Company had the following borrowings outstanding as of December 31, 2021 and 2020:
−Removed: Issuance Date Maturity Date Interest Rate as of December 31, 2020 December 31,
+Added: Issuance Date Maturity Date Interest Rate as of December 31, 2021
2021 December 31,
Credit Facilities:
−Removed: August 3, 2018 - Class A-1 NA NA $ — $ 107,200,000
February 21, 2019 February 21, 2024 2.100% $ 655,189,256 $ 719,660,707
Total Credit Facilities $ 655,189,256 $ 719,660,707
−Removed: Debt Securitization:
−Removed: May 9, 2019 - Class A-1 2019 Notes NA NA $ — $ 266,710,176
−Removed: May 9, 2019 - Class A-2 2019 Notes NA NA — 51,500,000
−Removed: Deferred financing fees — (1,545,702)
−Removed: Total Debt Securitization $ — $ 316,664,474
September 24, 2020 - August 2025 Notes August 4, 2025 4.660% $ 25,000,000 $ 25,000,000
2 unchanged sentences
November 5, 2020 - Series C Notes November 4, 2027 4.750% 112,500,000 112,500,000
+Added: February 25, 2021 Series D Notes February 26, 2026 3.410% 80,000,000 —
+Added: February 25, 2021 Series E Notes February 26, 2028 4.060% 70,000,000 —
+Added: November 23, 2021 - November 2026 Notes November 23, 2026 3.300% 350,000,000 —
Deferred financing fees (7,443,704) (664,334)
3 unchanged sentences
On August 3, 2018, BSF entered into the August 2018 Credit Facility (as subsequently amended in December 2018 and in February 2020) with Bank of America, N.A., as administrative agent and Class A-1 Lender, Société Générale, as Class A Lender, and Bank of America Merrill Lynch, as sole lead arranger and sole book manager.
−Removed: BSF and the administrative agent also entered into a security agreement dated as of August 3, 2018 (the "Security Agreement") pursuant to which BSF’s obligations under the August 2018 Credit Facility were secured by a first-priority security interest in substantially all of the assets of BSF, including its portfolio of investments (the "Pledged Property").
−Removed: In connection with the first-priority security interest established under the Security Agreement, all of the Pledged Property was held in the custody of State Street Bank and Trust Company, as collateral administrator.
+Added: BSF and the administrative agent also entered into a security agreement dated as of August 3, 2018 (the "Security Agreement") pursuant to which BSF’s obligations under the
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
+Added: August 2018 Credit Facility were secured by a first-priority security interest in substantially all of the assets of BSF, including its portfolio of investments (the "Pledged Property").
+Added: In connection with the first-priority security interest established under the Security Agreement, all of the Pledged Property was held in the custody of State Street Bank and Trust Company, as collateral administrator.
The August 2018 Credit Facility initially provided for borrowings in an aggregate amount up to $750.0 million, including up to $250.0 million borrowed under the Class A Loan Commitments and up to $500.0 million borrowed under the Class A-1 Loan Commitments.
23 unchanged sentences
The obligations of BSF under the August 2018 Credit Facility were non-recourse to the Company.
−Removed: As of December 31, 2019, BSF had borrowings of $107.2 million, outstanding under the August 2018 Credit Facility with an interest rate of 2.940%.
−Removed: As of December 31, 2019, the total fair value of the borrowings outstanding under the August 2018 Credit Facility was $107.2 million.
−Removed: The fair values of the borrowings outstanding under the August 2018 Credit Facility were based on a market yield approach and current interest rates, which were Level 3 inputs to the market yield model.
The August 2018 Credit Facility was terminated at the Company’s election on June 30, 2020.
4 unchanged sentences
The initial commitments under the February 2019 Credit Facility total $800.0 million.
−Removed: The February 2019 Credit Facility has an accordion feature that allows for an increase in the total commitments of up to $400.0 million, subject to certain conditions and the satisfaction of specified financial covenants.
+Added: Effective on November 4, 2021, the Company increased aggregate commitments under the February 2019 Credit Facility to $875.0 million from $800.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of $1.2 billion subject to certain conditions and the satisfaction of specified financial covenants.
The Company can borrow foreign currencies directly under the February 2019 Credit Facility.
The February 2019 Credit Facility, which is structured as a revolving credit facility, is secured primarily by a material portion of the Company's assets and guaranteed by certain subsidiaries of the Company.
−Removed: Following the termination of the August 2018 Credit Facility on June 30, 2020, BSF became a subsidiary guarantor and its assets will secure the February 2019 Credit Facility.
+Added: Following the termination on June 30, 2020 of Barings BDC Senior Funding I, LLC’s (“BSF”) credit facility entered into in August 2018 with Bank of America, N.A.
+Added: (the “August 2018 Credit Facility”), BSF became a subsidiary guarantor and its assets secure the February 2019 Credit Facility.
The revolving period of the February 2019 Credit Facility ends on February 21, 2023, followed by a one-year repayment period with a final maturity date of February 21, 2024.
2 unchanged sentences
The applicable LIBOR and currency rates depend on the currency and term of the draw under the February 2019 Credit Facility, and cannot be less than zero.
−Removed: In addition, the Company (i) paid a commitment fee of 0.375% per annum on undrawn amounts for the period beginning on the closing date of the February 2019 Credit Facility to and including the date that was six months after the closing date of the February 2019 Credit Facility, and (ii) thereafter pays a commitment fee of (x) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or (y) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments.
+Added: In addition, the Company pays a commitment fee of (i) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or (ii) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments.
In connection with entering into the February 2019 Credit Facility, the Company incurred financing fees of approximately $6.4 million, which will be amortized over the remaining life of the February 2019 Credit Facility.
5 unchanged sentences
As of December 31, 2021, the Company had U.S.
−Removed: dollar borrowings of $472.0 million outstanding under the February 2019 Credit Facility with a weighted average interest rate of 2.188% (weighted average one month LIBOR of 0.188%), borrowings denominated in Swedish kronas of 12.8kr million ($1.6 million U.S.
+Added: dollar borrowings of $377.0 million outstanding under the February 2019 Credit Facility with an interest rate of 2.125% (one month LIBOR of 0.125%), borrowings denominated in Swedish kronas of 12.8kr million ($1.4 million U.S.
dollars) with an interest rate of 2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of £68.3 million ($92.5 million U.S.
−Removed: dollars) with a weighted average interest rate of 2.063% (weighted average one month GBP LIBOR of 0.063%), borrowings denominated in Australian dollars of A$36.6 million ($28.2 million U.S.
−Removed: dollars) with a weighted average interest rate of 2.250% (weighted average one month AUD Screen Rate of 0.050%) and borrowings denominated in Euros of €100.6 million ($123.1 million U.S.
−Removed: dollars) with a weighted average
+Added: dollars) with an average interest rate of 2.125% (one month GBP LIBOR of 0.125%), borrowings denominated in Australian dollars of A$36.6 million ($26.6 million U.S.
+Added: dollars) with an interest rate of 2.250% (one month AUD Screen Rate of 0.250%) and borrowings denominated in Euros of €138.6 million ($157.6 million U.S.
+Added: dollars) with
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: interest rate of 2.00% (weighted average one month EURIBOR of 0.000%).
+Added: an interest rate of 2.00% (one month EURIBOR of 0.000%).
The borrowings denominated in foreign currencies were translated into U.S.
2 unchanged sentences
As of December 31, 2020, the Company had U.S.
−Removed: dollar borrowings of $195.0 million outstanding under the February 2019 Credit Facility with a weighted average interest rate of 4.054%, borrowings denominated in Swedish kronas of 12.8kr million ($1.4 million U.S.
−Removed: dollars) with an interest rate of 2.25%, borrowings denominated in British pounds sterling of £4.7 million ($6.3 million U.S.
−Removed: dollars) with an interest rate of 3.0%, and borrowings denominated in Euros of €38.0 million ($42.7 million U.S.
−Removed: dollars) with an interest rate of 2.25%.
+Added: dollar borrowings of $472.0 million outstanding under the February 2019 Credit Facility with a weighted average interest rate of 2.188% (weighted average one month LIBOR of 0.188%), borrowings denominated in Swedish kronas of 12.8kr million ($1.6 million U.S.
+Added: dollars) with an interest rate of 2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of £69.3 million ($94.8 million U.S.
+Added: dollars) with a weighted average interest rate of 2.063% (weighted average one month GBP LIBOR of 0.063%), borrowings denominated in Australian dollars of A$36.6 million ($28.2 million U.S.
+Added: dollars) with a weighted average interest rate of 2.250% (weighted average one month AUD Screen Rate of 0.050%) and borrowings denominated in Euros of €100.6 million ($123.1 million U.S.
+Added: dollars) with a weighted average interest rate of 2.00% (weighted average one month EURIBOR of 0.000%).
The borrowings denominated in foreign currencies were translated into U.S.
1 unchanged sentence
The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in the Company's Consolidated Statements of Operations.
−Removed: As of December 31, 2020 and December 31, 2019, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was $719.7 million and $245.3 million, respectively.
+Added: As of December 31, 2021 and 2020, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was $655.2 million and $719.7 million, respectively.
The fair values of the borrowings outstanding under the February 2019 Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
16 unchanged sentences
under a collateral management agreement and agreed to irrevocably waive all collateral management fees payable pursuant to the collateral management agreement.
−Removed: The Class A-1 2019 Notes and the Class A-2 2019 Notes issued in connection with the Debt Securitization had floating rate interest provisions based on the three-month LIBOR that reset quarterly, except that LIBOR for the first interest accrual period was calculated by reference to an interpolation between the rate for deposits with a term equal
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: to the next shorter period of time for which rates were available and the rate appearing for deposits with a term equal to the next longer period of time for which rates were available.
+Added: The Class A-1 2019 Notes and the Class A-2 2019 Notes issued in connection with the Debt Securitization had floating rate interest provisions based on the three-month LIBOR that reset quarterly, except that LIBOR for the first interest accrual period was calculated by reference to an interpolation between the rate for deposits with a term equal to the next shorter period of time for which rates were available and the rate appearing for deposits with a term equal to the next longer period of time for which rates were available.
During the year ended December 31, 2019, $30.0 million of the Class A-1 2019 Notes were repaid.
1 unchanged sentence
In connection with these repayments, the pro rata portion of the unamortized deferred financing costs related to the 2019 Notes was written off and recognized as a loss on extinguishment of debt in the Company's Consolidated Statements of Operations.
−Removed: As of December 31, 2019, the total fair value of the Class A-1 2019 Notes and the Class A-2 2019 Notes was $266.8 million and $51.5 million, respectively.
−Removed: The fair value determinations of the Company’s 2019 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
August 2025 Notes
1 unchanged sentence
An aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 24, 2020 and an aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 29, 2020, both of which will mature on August 4, 2025 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with their terms.
−Removed: Interest on the August 2025 Notes will be due semiannually in March and September, beginning in March 2021.
+Added: Interest on the August 2025 Notes is due semiannually in March and September, beginning in March 2021.
In addition, the Company is obligated to offer to repay the August 2025 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur.
2 unchanged sentences
On November 4, 2020, the Company amended the August 2020 NPA to reduce the aggregate principal amount of unissued Additional Notes from $50.0 million to $25.0 million.
−Removed: The August 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio.
+Added: The August 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio.
The August 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy.
1 unchanged sentence
As of December 31, 2021, the Company was in compliance with all covenants under the August 2020 NPA.
−Removed: The August 2025 Notes were offered in reliance on Section 4(a)(2) of the Securities Act.
+Added: The August 2025 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).
The August 2025 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
1 unchanged sentence
Notes to Consolidated Financial Statements — (Continued)
−Removed: As of December 31, 2020, the fair value of the outstanding August 2025 Notes was $50.0 million.
+Added: As of both December 31, 2021 and 2020, the fair value of the outstanding August 2025 Notes was $52.2 million.
The fair value determination of the August 2025 Notes was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
4 unchanged sentences
The Series B Notes will mature on November 4, 2025, and the Series C Notes will mature on November 4, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with their terms.
−Removed: Interest on the November Notes will be due semiannually in May and November, beginning in May 2021.
+Added: Interest on the November Notes is due semiannually in May and November, beginning in May 2021.
In addition, the Company is obligated to offer to repay the November Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur.
1 unchanged sentence
The November Notes are guaranteed by certain of the Company’s subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
−Removed: The November 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio.
+Added: The November 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio.
The November 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy.
3 unchanged sentences
The November Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
−Removed: As of December 31, 2020, the fair value of the outstanding Series B Notes and the Series C Notes was $62.5 million and $112.5 million, respectively.
+Added: As of both December 31, 2021 and 2020, the fair value of the outstanding Series B Notes and the Series C Notes was $64.1 million and $115.3 million, respectively.
The fair value determinations of the Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
+Added: February Notes
+Added: On February 25, 2021, the Company entered into a Note Purchase Agreement (the “February 2021 NPA”) governing the issuance of (1) $80.0 million in aggregate principal amount of Series D senior unsecured notes due February 26, 2026 (the “Series D Notes”) with a fixed interest rate of 3.41% per year and (2) $70.0 million in
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
+Added: aggregate principal amount of Series E senior unsecured notes due February 26, 2028 (the “Series E Notes” and, collectively with the Series D Notes, the “February Notes”) with a fixed interest rate of 4.06% per year, in each case, to qualified institutional investors in a private placement.
+Added: Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable February Notes do not satisfy certain investment grade rating conditions and/or (y) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end.
+Added: The February Notes were delivered and paid for on February 26, 2021.
+Added: The Series D Notes will mature on February 26, 2026, and the Series E Notes will mature on February 26, 2028 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2021 NPA.
+Added: Interest on the February Notes is due semiannually in February and August of each year, beginning in August 2021.
+Added: In addition, the Company is obligated to offer to repay the February Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur.
+Added: Subject to the terms of the February 2021 NPA, the Company may redeem the Series D Notes and the Series E Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before August 26, 2025, with respect to the Series D Notes, or on or before August 26, 2027, with respect to the Series E Notes, a make-whole premium.
+Added: The February Notes are guaranteed by certain of the Company’s subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
+Added: The February 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement , including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments.
+Added: In addition, the February 2021 NPA contains the following financial covenants:
+Added: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter end;
+Added: (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act;
+Added: and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter end.
+Added: The February 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy.
+Added: Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February Notes at the time outstanding may declare all February Notes then outstanding to be immediately due and payable.
+Added: As of December 31, 2021, the Company was in compliance with all covenants under the February 2021 NPA.
+Added: The February Notes were offered in reliance on Section 4(a)(2) of the Securities Act.
+Added: The February Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
+Added: As of December 31, 2021, the fair value of the outstanding Series D Notes and the Series E Notes was $79.2 million and $68.7 million, respectively.
+Added: The fair value determinations of the Series D Notes and Series E Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
+Added: November 2026 Notes
+Added: On November 23, 2021, the Company and U.S.
+Added: Bank National Association (the “Trustee”) entered into an Indenture (the “Base Indenture”) and a Supplemental Indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).
+Added: The First Supplemental Indenture relates to the Company’s issuance of $350.0 million aggregate principal amount of its 3.300% notes due 2026 (the “November 2026 Notes”).
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: The November 2026 Notes will mature on November 23, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the Indenture.
+Added: The November 2026 Notes bear interest at a rate of 3.300% per year payable semi-annually on May 23 and November 23 of each year, commencing on May 23, 2022.
+Added: The November 2026 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the November 2026 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.
+Added: The Indenture contains certain covenants, including covenants requiring the Company to comply with the asset coverage requirements of Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the 1940 Act, whether or not it is subject to those requirements, and to provide financial information to the holders of the November 2026 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Exchange Act.
+Added: These covenants are subject to important limitations and exceptions that are described in the Indenture.
+Added: In addition, on the occurrence of a “change of control repurchase event,” as defined in the Indenture, the Company will generally be required to make an offer to purchase the outstanding November 2026 Notes at a price equal to 100% of the principal amount of such November 2026 Notes plus accrued and unpaid interest to the repurchase date.
+Added: As of December 31, 2021, the fair value of the outstanding November 2026 Notes was $346.8 million.
+Added: The fair value determinations of the November 2026 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
The Company has elected for federal income tax purposes to be treated, and intends to qualify annually, as a RIC under the Code and intends to make the required distributions to its stockholders as specified therein.
1 unchanged sentence
If such requirements are met, then the Company is generally required to pay taxes only on the portion of its taxable income and gains it does not distribute (actually or constructively) and certain built-in gains.
−Removed: The Company met its source of income, asset diversification and minimum distribution requirements for 2020, 2019 and 2018 and continually monitors these requirements with the goal of ensuring compliance with the Code.
+Added: The Company has historically met its minimum distribution requirements and continually monitors its distribution requirements with the goal of ensuring compliance with the Code.
Depending on the level of investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward undistributed taxable income and pay a 4% nondeductible U.S.
1 unchanged sentence
federal income tax.
−Removed: Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to US federal income tax.
+Added: Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S.
+Added: federal income tax.
+Added: For the years ended December 31, 2021 and 2020, we recorded a net expense of $7,495 and $0.1 million,respectively, for U.S.
+Added: federal excise tax.
Taxable income generally differs from increase in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized.
1 unchanged sentence
To the extent these differences are permanent, they are charged or credited to additional paid in capital, or total distributable earnings (loss), as appropriate.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
During the years ended December 31, 2021, 2020 and 2019, the Company reclassified for book purposes amounts arising from permanent book/tax differences primarily related to differences in the tax basis and book basis of investments sold, merger adjustments and non-deductible excise taxes paid during the year as follows:
12 unchanged sentences
Distributions on a tax basis $ 53,559,190 $ 31,325,222 $ 26,927,706
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: At December 31, 2020, 2019 and 2018, the components of distributable earnings on a tax basis detailed below differ from the amounts reflected in the Company’s Consolidated Balance Sheets by temporary and other book/tax differences, primarily relating to depreciation expense, stock-based compensation, accruals of defaulted debt investment interest and the tax treatment of certain partnership investments, as follows:
+Added: At December 31, 2021, 2020 and 2019, the components of distributable earnings on a tax basis detailed below differ from the amounts reflected in the Company’s Consolidated Balance Sheets by temporary and other book/tax differences, primarily relating to accruals of defaulted debt investment interest and the tax treatment of certain partnership investments, as follows:
2021 2020 2019
8 unchanged sentences
Under current law, the Company may carry forward net capital losses indefinitely to use to offset capital gains realized in future years.
−Removed: As of December 31, 2019, the Company had a capital loss carryforward of $267.4 million.
−Removed: In addition, MVC had a capital loss carryforward of $3.8 million as of the merger date.
As of December 31, 2021, the Company estimates that it will have a capital loss carryforward of approximately $304.2 million ($5.7 million of short-term capital losses and $298.5 million of long-term capital losses), none of which will expire.
1 unchanged sentence
The unused balance will be carried forward and utilized as gains are realized, subject to such limitations.
+Added: As of December 31, 2020, the Company estimates that it will have a capital loss carryforward of approximately $312.3 million ($6.4 million of short-term capital losses and $305.9 million of long-term capital losses), none of which will expire.
+Added: In addition, MVC had a capital loss carryforward of $3.8 million as of the merger date.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
For federal income tax purposes, the cost of investments owned as of December 31, 2021 and December 31, 2020 was approximately $1,792.1 million and $1,486.0 million, respectively.
1 unchanged sentence
As of December 31, 2020, net unrealized depreciation on the Company's investments (tax basis) was approximately $1.3 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $23.4 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $24.7 million.
−Removed: I n addition, the Company has wholly-owned taxable subsidiaries (the “Taxable Subsidiaries”), which hold certain portfolio investments that are listed on the Consolidated Schedules of Investments.
+Added: In addition, the Company has wholly-owned taxable subsidiaries (the “Taxable Subsidiaries”), which hold certain portfolio investments that are listed on the Consolidated Schedules of Investments.
The Taxable Subsidiaries are consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiaries.
4 unchanged sentences
The Taxable Subsidiaries are not consolidated for income tax purposes and may generate income tax expense as a result of their ownership of the portfolio companies.
−Removed: This income tax expense is reflected in the Company’s Consolidated Statements of Operations.
−Removed: Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiaries (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiaries) is reflected net of applicable federal
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: and state income taxes in the Company's Consolidated Statements of Operations, with the related deferred tax liabilities included in "Accounts payable and accrued liabilities" in the Company's Consolidated Balance Sheets.
−Removed: As of December 31, 2020, the Company had a deferred tax asset of $8.6 million pertaining to operating losses, related to its investments.
−Removed: Given the losses generated by the entity, the deferred tax asset has been offset by a valuation allowance of $8.6 million.
−Removed: As of December 31, 2019, the Company had a deferred tax asset of $2.2 million pertaining to operating losses, related to its investments.
−Removed: Given the losses generated by the entity, the deferred tax asset has been offset by a valuation allowance of $2.2 million.
+Added: This income tax expense or benefit, if any, is reflected in the Company’s Consolidated Statements of Operations.
+Added: Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiaries (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiaries) is reflected net of applicable federal and state income taxes, if any, in the Company's Consolidated Statements of Operations, with the related deferred tax assets or liabilities, if any, included in "Accounts payable and accrued liabilities" in the Company's Consolidated Balance Sheets.
+Added: As of December 31, 2021, the Company had a deferred tax asset of $8.3 million pertaining to operating losses, related to its investments and a deferred tax asset of $0.3 million pertaining to tax basis differences related to certain partnership interests.
+Added: A valuation allowance is provided against deferred tax assets when it is more likely than not
+Added: that some portion or all of the deferred tax asset will not be realized.
+Added: Given the losses generated by the entity, the deferred tax assets have been offset by a valuation allowance of $8.6 million.
As of December 31, 2020, the Company had a deferred tax asset of $8.6 million pertaining to operating losses, related to its investments.
Given the losses generated by the entity, the deferred tax asset has been offset by a valuation allowance of $8.6 million.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
Derivative Instruments
−Removed: Credit Support Agreement
−Removed: In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the Merger, the Company and the Adviser entered into the Credit Support Agreement, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period.
−Removed: For the year ended December 31, 2020, there was no unrealized appreciation (depreciation) associated with the Credit Support Agreement.
−Removed: See “Note 2 - Agreements and Related Party Transactions” for additional information regarding the Credit Support Agreement.
−Removed: Description Counter Party Settlement Date Notional Amount Value Unrealized Appreciation (Depreciation)
−Removed: Credit Support Agreement Barings LLC 01/01/31 $ 23,000,000 $ 13,600,000 $ —
−Removed: Total Credit Support Agreement, December 31, 2020 $ —
−Removed: As of December 31, 2020, the fair value of the Credit Support Agreement was $13.6 million and is included in "Credit support agreement" in the accompanying Consolidated Balance Sheets.
−Removed: The fair value of the Credit Support Agreement was determined based on an income approach, with the primary inputs being the enterprise value, the continuously annual risk-free interest rate, a measure of expected asset volatility, and the expected time until an exit event for each portfolio company in the Referenced Portfolio, which are all Level 3 inputs.
+Added: MVC Credit Support Agreement
+Added: In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the MVC Merger, the Company and the Adviser entered into the MVC Credit Support Agreement, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period.
+Added: See “Note 2 - Agreements and Related Party Transactions” for additional information regarding the MVC Credit Support Agreement.
+Added: Net unrealized appreciation or depreciation on the MVC Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreement" in the accompanying Consolidated Statements of Operations.
+Added: The following tables present the fair value and aggregate unrealized depreciation of the MVC Credit Support Agreement as of December 31, 2021 and 2020:
+Added: As of December 31, 2021:
+Added: Counter Party Settlement Date Notional Amount Value Unrealized Appreciation (Depreciation)
+Added: MVC Credit Support Agreement Barings LLC 01/01/31 $ 23,000,000 $ 15,400,000 $ 1,800,000
+Added: Total MVC Credit Support Agreement $ 1,800,000
+Added: As of December 31, 2020:
+Added: Counter Party Settlement Date Notional Amount Value Unrealized Appreciation (Depreciation)
+Added: MVC Credit Support Agreement Barings LLC 01/01/31 $ 23,000,000 $ 13,600,000 $ —
+Added: Total MVC Credit Support Agreement $ —
+Added: As of December 31, 2021 and 2020, the fair value of the MVC Credit Support Agreement was $15.4 million and $13.6 million, respectively, and is included in "Credit support agreement" in the accompanying Consolidated Balance Sheets.
+Added: The fair value of the MVC Credit Support Agreement was determined based on an income approach, with the primary inputs being the enterprise value, the continuously annual risk-free interest rate, a measure of expected asset volatility, and the expected time until an exit event for each portfolio company in the Referenced Portfolio, which are all Level 3 inputs.
Foreign Currency Forward Contracts
4 unchanged sentences
Notes to Consolidated Financial Statements — (Continued)
−Removed: The following table presents the Company's foreign currency forward contracts as of December 31, 2020:
−Removed: Description Notional Amount to be Purchased Notional Amount to be Sold Maturity Date Gross Amount of Recognized Assets (Liabilities) Balance Sheet Location of Net Amounts
−Removed: Foreign currency forward contract (AUD) $8,471,304 A$11,378,670 01/05/21 $ (309,049) Derivative liability
+Added: The following tables present the Company's foreign currency forward contracts as of December 31, 2021 and 2020:
+Added: As of December 31, 2021:
+Added: Notional Amount to be Purchased Notional Amount to be Sold Maturity Date Gross Amount of Recognized Assets (Liabilities) Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD) A$31,601,341 $22,849,503 01/06/22 $ 126,319 Prepaid expenses and other assets
+Added: Foreign currency forward contract (AUD) A$2,098,659 $1,507,742 01/06/22 18,092 Prepaid expenses and other assets
Foreign currency forward contract (AUD) $20,727,370 A$28,700,000 01/06/22 (139,026) Derivative liability
−Removed: Foreign currency forward contract (EUR) $13,472,749 €11,406,604 01/05/21 (483,801) Derivative liability
+Added: Foreign currency forward contract (AUD) $3,579,961 A$5,000,000 04/08/22 (55,300) Derivative liability
+Added: Foreign currency forward contract (AUD) $18,247,151 A$25,385,697 04/08/22 (214,805) Derivative liability
+Added: Foreign currency forward contract (CAD) C$3,229,673 $2,527,527 01/06/22 29,309 Prepaid expenses and other assets
+Added: Foreign currency forward contract (CAD) C$3,000,000 $2,425,209 01/06/22 (50,198) Derivative liability
+Added: Foreign currency forward contract (CAD) $4,881,155 C$6,229,673 01/06/22 (50,693) Derivative liability
+Added: Foreign currency forward contract (CAD) $2,506,088 C$3,203,161 04/08/22 (28,983) Derivative liability
+Added: Foreign currency forward contract (DKK) 2,142,838kr.
+Added: $326,309 01/06/22 1,343 Prepaid expenses and other assets
+Added: Foreign currency forward contract (DKK) $335,107 2,142,838kr.
+Added: 01/06/22 7,455 Prepaid expenses and other assets
+Added: Foreign currency forward contract (DKK) $322,726 2,115,990kr.
+Added: 04/08/22 (1,490) Derivative liability
Foreign currency forward contract (EUR) €52,582,593 $59,524,358 01/06/22 274,882 Prepaid expenses and other assets
+Added: Foreign currency forward contract (EUR) €5,019,529 $5,701,273.9 04/08/22 18,430 Prepaid expenses and other assets
+Added: Foreign currency forward contract (EUR) $24,721,638 €21,500,000 01/06/22 270,891 Prepaid expenses and other assets
Foreign currency forward contract (EUR) $14,562,667 €12,900,000 01/06/22 (107,781) Derivative liability
−Removed: Foreign currency forward contract (GBP) $13,554,607 £10,215,299 01/05/21 (409,190) Derivative liability
+Added: Foreign currency forward contract (EUR) $20,655,383 €18,182,593 01/06/22 (22,663) Derivative liability
+Added: Foreign currency forward contract (EUR) $60,413,175 €53,264,857 04/08/22 (281,606) Derivative liability
+Added: Foreign currency forward contract (EUR) $1,129,597 €1,000,000 04/08/22 (9,893) Derivative liability
+Added: Foreign currency forward contract (EUR) $8,513,639 €7,500,000 04/08/22 (32,537) Derivative liability
Foreign currency forward contract (GBP) £9,900,000 $13,219,519 01/06/22 189,513 Prepaid expenses and other assets
Foreign currency forward contract (GBP) $13,348,815 £9,900,000 01/06/22 (60,217) Derivative liability
+Added: Foreign currency forward contract (GBP) $6,121,622 £4,598,707 04/08/22 (104,366) Derivative liability
Foreign currency forward contract (SEK) 1,791,942kr $198,154 01/07/22 (230) Derivative liability
Foreign currency forward contract (SEK) $203,853 1,791,942kr 01/07/22 5,928 Prepaid expenses and other assets
−Removed: Foreign currency forward contract (SEK) $164,325 1,356,628kr 04/06/21 (1,028) Derivative liability
+Added: Foreign currency forward contract (SEK) $207,483 1,874,724kr 04/08/22 244 Prepaid expenses and other assets
Total $ (217,382)
−Removed: The following table presents the Company's foreign currency forward contracts as of December 31, 2019:
−Removed: Description Notional Amount to be Purchased Notional Amount to be Sold Maturity Date Gross Amount of Recognized Assets (Liabilities) Balance Sheet Location of Net Amounts
−Removed: Foreign currency forward contract (EUR) $158,244 €142,781 01/02/20 $ (2,028) Derivative liability
+Added: As of December 31, 2020:
+Added: Notional Amount to be Purchased Notional Amount to be Sold Maturity Date Gross Amount of Recognized Assets (Liabilities) Balance Sheet Location of Net Amounts
+Added: Foreign currency forward contract (AUD) $8,471,304 A$11,378,670 01/05/21 $ (309,049) Derivative liability
+Added: Foreign currency forward contract (AUD) A$11,378,670 $8,610,504 01/05/21 169,849 Prepaid expenses and other assets
+Added: Foreign currency forward contract (AUD) $148,019 A$193,882 04/06/21 (1,698) Derivative liability
Foreign currency forward contract (EUR) $13,472,749 €11,406,604 01/05/21 (483,801) Derivative liability
+Added: Foreign currency forward contract (EUR) €11,406,604 $13,518,023 01/05/21 438,526 Prepaid expenses and other assets
Foreign currency forward contract (EUR) $561,754 €456,604 04/06/21 1,944 Derivative liability
Foreign currency forward contract (GBP) $13,554,607 £10,215,299 01/05/21 (409,190) Derivative liability
−Removed: Foreign currency forward contract (GBP) £549,253 $718,861 01/02/20 8,763 Derivative liability
+Added: Foreign currency forward contract (GBP) £10,215,299 $13,717,678 01/05/21 246,118 Prepaid expenses and other assets
Foreign currency forward contract (GBP) $13,109,849 £9,672,758 04/06/21 (119,769) Derivative liability
Foreign currency forward contract (SEK) $141,603 1,259,406kr 01/05/21 (11,748) Derivative liability
−Removed: Foreign currency forward contract (SEK) 920,569kr $96,846 01/02/20 1,495 Derivative liability
+Added: Foreign currency forward contract (SEK) 1,259,406kr $152,396 01/05/21 955 Prepaid expenses and other assets
Foreign currency forward contract (SEK) $164,325 1,356,628kr 04/06/21 (1,028) Derivative liability
Total $ (478,891)
−Removed: As of December 31, 2020 and 2019, the total fair value of the Company's foreign currency forward contracts was $(478,891) and $(23,559), respectively.
−Removed: The fair values of the Company's foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
−Removed: Equity-Based and Other Compensation Plans
−Removed: Prior to the Asset Sale Transaction, the Company utilized the Triangle Capital Corporation Omnibus Incentive Plan (the "Omnibus Plan") as part of its compensation programs.
−Removed: The Omnibus Plan provided for grants of restricted stock, incentive stock options, non-statutory stock options and cash-based and/or stock-based performance awards, collectively, "Awards," to the Company’s employees and independent directors.
−Removed: Equity-based awards granted under the Omnibus Plan to independent directors generally vested over a one-year period and equity-based awards granted under the Omnibus Plan to executive officers and employees generally vested ratably over a four-year period.
−Removed: The Company accounted for its equity-based compensation using the fair value method, as prescribed by ASC Topic 718, Stock Compensation .
−Removed: Accordingly, for restricted stock awards, the Company measured the grant date fair value based upon the market price of the Company’s common stock on the date of the grant and amortized this fair value to compensation expense ratably over the requisite service period or vesting term.
−Removed: On July 31, 2018, in connection with the closing of the Asset Sale Transaction, all 904,060 outstanding shares of restricted stock outstanding under the Omnibus Plan vested and on August 2, 2018, the Board terminated the
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: Omnibus Plan.
−Removed: As a result, in the year ended December 31, 2018, the Company recognized equity based compensation expense of approximately $14.2 million.
−Removed: The following table presents information with respect to equity-based compensation for the year ended December 31, 2018:
−Removed: Year Ended December 31,
−Removed: of Shares Weighted Average
−Removed: Grant Date Fair
−Removed: Value per Share
−Removed: Unvested shares, beginning of period
−Removed: 748,674 $ 19.79
−Removed: Shares granted during the period
−Removed: 435,106 $ 10.73
−Removed: Shares vested during the period
−Removed: (1,183,780) $ 16.46
−Removed: Unvested shares, end of period
−Removed: Prior to the Asset Sale Transaction, the Board had adopted a nonqualified deferred compensation plan covering the Company’s executive officers and key employees.
−Removed: On July 31, 2018, in connection with the closing of the Asset Sale Transaction, the Company's Amended and Restated Executive Deferred Compensation Plan was terminated and all previously unvested deferred compensation benefits became fully vested.
−Removed: As a result, in the year ended December 31, 2018, the Company accelerated the recognition of the remaining $0.8 million of deferred compensation expense.
−Removed: Prior to the Asset Sale Transaction, the Company maintained a 401(k) plan in which all full-time employees who were at least 21 years of age were eligible to participate and receive employer contributions.
−Removed: Eligible employees could contribute a portion of their compensation on a pretax basis into the 401(k) plan up to the maximum amount allowed under the Code, and direct the investment of their contributions.
−Removed: On July 31, 2018, the Board took action to terminate the Company's 401(k) plan in connection with the closing of the Asset Sale Transaction.
+Added: As of December 31, 2021 and 2020, the total fair value of the Company's foreign currency forward contracts was $(0.2) million and $(0.5) million, respectively.
+Added: The fair values of the Company's foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Transactions with Controlled Companies
−Removed: During the year ended December 31, 2020, the Company received management and other fees from the MVC PE Fund of $5,292.
−Removed: During the year ended December 31, 2018, the Company received management and other fees from SRC Worldwide, Inc., a wholly-owned subsidiary of CRS-SPV, Inc., of $100,000.
+Added: During the year ended December 31, 2021 and 2020, the Company received management and other fees from the MVC PE Fund of $0.6 million and $5,292, respectively.
These fees were recognized as fee income in the Company's Consolidated Statements of Operations.
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
Commitments and Contingencies
5 unchanged sentences
December 31, 2020
+Added: Acclime Holdings HK Limited(1) Delayed Draw Term Loan $ 1,178,571 $ —
+Added: Acclime Holdings HK Limited(1) Delayed Draw Term Loan 110,119 —
ADE Holding(1)(3) Committed Capex Line — 91,814
+Added: Air Comm Corporation, LLC(1) Delayed Draw Term Loan 10,801 —
+Added: Air Comm Corporation, LLC(1) Delayed Draw Term Loan 1,448,107 —
+Added: Amtech Software(1)(2) Delayed Draw Term Loan 2,727,273 —
+Added: Amtech Software(1)(2) Revolver 681,818 —
+Added: AnalytiChem Holding GmbH(1)(2)(3) Delayed Draw Term Loan 6,207,333 —
Anju Software, Inc.(1) Delayed Draw Term Loan — 1,981,371
+Added: Aquavista Watersides 2 LTD(1)(4) Bridge Revolver 503,472 —
+Added: Aquavista Watersides 2 LTD(1)(4) Acquisition Facility 3,146,698 —
Arch Global Precision, LLC(1) Delayed Draw Term Loan — 4,193,475
−Removed: Armstrong Transport Group (Pele Buyer, LLC) Delayed Draw Term Loan — 712,567
+Added: Astra Bidco Limited(1)(2)(4) Delayed Draw Term Loan 2,571,405 —
+Added: Avance Clinical Bidco Pty Ltd(1)(5) Delayed Draw Term Loan 3,497,352 —
+Added: Azalea Buyer, Inc.(1)(2) Delayed Draw Term Loan 961,538 —
+Added: Azalea Buyer, Inc.(1)(2) Revolver 480,769 —
+Added: Bariacum S.A(1)(3) Acquisition Facility 2,160,679 —
Beacon Pointe Advisors, LLC(1) Delayed Draw Term Loan — 363,636
+Added: Beyond Risk Management, Inc.(1)(2) Delayed Draw Term Loan 2,573,333 —
+Added: BigHand UK Bidco Limited(1)(2)(4) Acquisition Facility 378,348 —
+Added: Bounteous, Inc.(1) Delayed Draw Term Loan 2,840,367 —
+Added: Brightpay Limited(1)(2)(3) Delayed Draw Term Loan 431,799 —
+Added: Brightpay Limited(1)(2)(3) Delayed Draw Term Loan 143,933 —
+Added: BrightSign LLC(1) Revolver 1,328,991 —
British Engineering Services Holdco Limited(1)(4) Acquisition Facility — 7,006,008
British Engineering Services Holdco Limited(1)(4) Bridge Revolver 612,525 618,177
+Added: CAi Software, LLC(1)(2) Revolver 942,986 —
+Added: Canadian Orthodontic Partners Corp.(1)(2)(6) Acquisition Facility 166,685 —
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Portfolio Company Investment Type December 31, 2021
+Added: December 31, 2020
Centralis Finco S.a.r.l.(1)(3) Acquisition Facility $ 460,949 $ 495,950
+Added: Ceres Pharma NV(1)(3) Delayed Draw Term Loan 2,148,974 —
Classic Collision (Summit Buyer, LLC)(1) Delayed Draw Term Loan 392,619 1,672,446
CM Acquisitions Holdings Inc.(1) Delayed Draw Term Loan — 1,551,602
+Added: Coastal Marina Holdings, LLC(1) PIK Tranche B Term Loan 1,311,220 —
+Added: Coastal Marina Holdings, LLC(1) Tranche A Term Loan 3,575,892 —
+Added: Command Alkon (Project Potter Buyer, LLC)(1) Delayed Draw Term Loan 6,018,078 —
Contabo Finco S.À R.L(1)(3) Delayed Draw Term Loan — 228,211
−Removed: CSL Dualcom(4) Delayed Draw Term Loan 1,007,182 —
+Added: Coyo Uprising GmbH(1)(3) Delayed Draw Term Loan 893,523 —
+Added: Crash Champions, LLC(1)(2) Delayed Draw Term Loan 5,420,303 —
+Added: CSL Dualcom(1)(4) Acquisition Term Loan 997,972 1,007,182
Dart Buyer, Inc.(1)(2) Delayed Draw Term Loan 2,430,569 2,430,569
+Added: DecksDirect, LLC(1)(2) Revolver 218,182 —
DreamStart Bidco SAS(1)(3) Acquisition Facility 616,916 995,640
+Added: Dune Group(1)(3) Delayed Draw Term Loan 664,587 —
+Added: Dwyer Instruments, Inc.(1) Delayed Draw Term Loan 691,712 —
+Added: Eclipse Business Capital, LLC(1) Revolver 11,818,182 —
+Added: EMI Porta Holdco LLC(1)(2) Delayed Draw Term Loan 12,457,627 —
+Added: EMI Porta Holdco LLC(1)(2) Revolver 2,966,102 —
+Added: EPS NASS Parent, Inc.(1) Delayed Draw Term Loan 583,051 —
+Added: eShipping, LLC(1)(2) Delayed Draw Term Loan 2,548,131 —
+Added: eShipping, LLC(1)(2) Revolver 1,231,597 —
F24 (Stairway BidCo GmbH)(1)(2)(3) Delayed Draw Term Loan 405,130 323,840
FitzMark Buyer, Inc.(1)(2) Delayed Draw Term Loan — 1,470,588
−Removed: Foundation Risk Partners, Corp.
−Removed: Delayed Draw Term Loan 4,984,771 —
+Added: Foundation Risk Partners, Corp.(1) Delayed Draw Term Loan — 4,984,771
+Added: Fineline Technologies, Inc.(1) Delayed Draw Term Loan 180,000 —
+Added: FragilePak LLC(1) Delayed Draw Term Loan 2,354,167 —
Heartland, LLC(1)(2) Delayed Draw Term Loan — 5,347,666
+Added: Heartland Veterinary Partners, LLC(1)(2) Delayed Draw Term Loan 657,143 —
+Added: Heavy Construction Systems Specialists, LLC(1) Revolver 2,631,772 —
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(1)(2)(3) Accordion Facility — 10,225,081
+Added: HW Holdco, LLC (Hanley Wood LLC)(1)(2) Delayed Draw Term Loan 1,563,022 —
IGL Holdings III Corp.(1) Delayed Draw Term Loan 1,217,221 5,914,219
+Added: Innovad Group II BV(1)(2)(3) Delayed Draw Term Loan 1,824,551 —
INOS 19-090 GmbH(1)(2)(3) Acquisition Facility 2,535,457 2,727,980
Jocassee Partners LLC Joint Venture 20,000,000 30,000,000
+Added: ITI Intermodal, Inc.(1)(2) Delayed Draw Term Loan 103,058 —
+Added: ITI Intermodal, Inc.(1)(2) Revolver 124,006 —
+Added: Jaguar Merger Sub Inc.(1)(2) Delayed Draw Term Loan 1,960,784 —
+Added: Jaguar Merger Sub Inc.(1)(2) Revolver 490,196 —
Kano Laboratories LLC(1)(2) Delayed Draw Term Loan 153,064 —
−Removed: Kene Acquisition, Inc.
−Removed: Delayed Draw Term Loan 322,928 1,076,427
−Removed: LAC Intermediate, LLC(2) Delayed Draw Term Loan — 4,367,284
+Added: Kano Laboratories LLC(1)(2) Delayed Draw Term Loan 4,543,950 4,543,950
+Added: Kene Acquisition, Inc.(1)(2) Delayed Draw Term Loan — 322,928
+Added: LAF International(1)(2)(3) Acquisition Facility 341,160 —
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Portfolio Company Investment Type December 31, 2021
+Added: December 31, 2020
+Added: Lambir Bidco Limited(1)(3) Bridge Revolver $ 940,651 $ —
+Added: Lambir Bidco Limited(1)(3) Delayed Draw Term Loan 1,881,303 —
+Added: LivTech Purchaser, Inc.(1) Delayed Draw Term Loan 81,977 —
+Added: Marmoutier Holding B.V.(1)(3) Delayed Draw Term Loan 405,082 —
+Added: Marmoutier Holding B.V.(1)(3) Revolver 162,033 —
+Added: MC Group Ventures Corporation(1) Delayed Draw Term Loan 817,250 —
Modern Star Holdings Bidco Pty Limited(1)(5) Capex Term Loan 1,038,302 2,315,967
Murphy Midco Limited(1)(4) Delayed Draw Term Loan 2,617,027 3,301,472
−Removed: Options Technology Ltd.
−Removed: Delayed Draw Term Loan 2,604,080 2,918,447
+Added: Narda Acquisitionco., Inc.(1)(2) Revolver 1,310,680 —
+Added: Navia Benefit Solutions, Inc.(1) Delayed Draw Term Loan 1,260,800 —
+Added: Nexus Underwriting Management Limited(1)(4) Revolver 103,483 —
+Added: Nexus Underwriting Management Limited(1)(4) Acquisition Facility 540,919 —
+Added: OA Buyer, Inc.(1)(2) Revolver 1,331,244 —
+Added: OG III B.V.(1)(2)(3) Acquisition CapEx Facility 686,294 —
+Added: Omni Intermediate Holdings, LLC(1) Delayed Draw Term Loan 816,892 —
+Added: Omni Intermediate Holdings, LLC(1) Delayed Draw Term Loan 4,356,757 —
+Added: Options Technology Ltd.(1)(2) Delayed Draw Term Loan — 2,604,080
+Added: OSP Hamilton Purchaser, LLC(1)(2) Revolver 186,567 —
Pacific Health Supplies Bidco Pty Limited(1)(2)(5) CapEx Term Loan 1,282,566 1,535,025
+Added: PDQ.Com Corporation(1)(2) Delayed Draw Term Loan 289,389 —
+Added: PDQ.Com Corporation(1)(2) Delayed Draw Term Loan 10,947,692 —
+Added: Polara Enterprises, L.L.C.(1)(2) Revolver 545,234 —
+Added: Policy Services Company, LLC(1)(2) Delayed Draw Term Loan 6,944,079 —
Premier Technical Services Group(1)(4) Acquisition Facility — 1,197,505
−Removed: Process Equipment, Inc.(2) Delayed Draw Term Loan — 654,493
−Removed: Professional Datasolutions, Inc.
−Removed: (PDI) Delayed Draw Term Loan — 1,666,994
+Added: Premium Invest(1)(2)(3) Acquisition Facility 1,933,240 —
+Added: Protego Bidco B.V.(1)(2)(3) Delayed Draw Term Loan 844,265 —
PSC UK Pty Ltd.(1)(4) GBP Acquisition Facility — 535,157
+Added: QPE7 SPV1 BidCo Pty Ltd(1)(5) Acquisition Term Loan 373,449 —
Questel Unite(1)(3) Cap Acquisition Facility — 10,300,913
1 unchanged sentence
Rep Seko Merger Sub LLC(1) Delayed Draw Term Loan 1,454,545 1,454,546
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Portfolio Company(1) Investment Type December 31,
−Removed: 2020 December 31, 2019
+Added: Reward Gateway (UK) Ltd(1)(2)(4) Acquisition Facility 1,061,336 —
+Added: Riedel Beheer B.V.(1)(3) Revolver 229,711 —
+Added: Riedel Beheer B.V.(1)(3) Delayed Draw Term Loan 153,141 —
Safety Products Holdings, LLC(1) Delayed Draw Term Loan — 6,467,345
+Added: Scaled Agile, Inc.(1)(2) Delayed Draw Term Loan 416,188 —
+Added: Scaled Agile, Inc.(1)(2) Revolver 335,821 —
+Added: Security Holdings B.V.(1)(3) Delayed Draw Term Loan 2,274,399 —
+Added: Security Holdings B.V.(1)(3) Revolver 1,137,200 —
+Added: Smartling, Inc.(1)(2) Delayed Draw Term Loan 2,352,941 —
+Added: Smartling, Inc.(1)(2) Revolver 1,176,471 —
Smile Brands Group, Inc.(1)(2) Delayed Draw Term Loan 654,691 2,148,691
1 unchanged sentence
SSCP Pegasus Midco Limited(1)(4) Delayed Draw Term Loan 5,251,478 13,389,546
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Portfolio Company Investment Type December 31, 2021
+Added: December 31, 2020
+Added: Superjet Buyer, LLC(1) Revolver $ 1,825,293 $ —
+Added: Syntax Systems Ltd(1)(2) Revolver 568,965 —
+Added: Syntax Systems Ltd(1)(2) Delayed Draw Term Loan 1,933,077 —
+Added: Techone B.V.(1)(3) Delayed Draw Term Loan 1,620,901 —
+Added: Techone B.V.(1)(3) Revolver 432,240 —
+Added: Tencarva Machinery Company, LLC(1)(2) Delayed Draw Term Loan 885,903 —
+Added: Tencarva Machinery Company, LLC(1)(2) Revolver 1,128,585 —
+Added: The Caprock Group, Inc.
+Added: (aka TA/TCG Holdings, LLC)(1)(2) Delayed Draw Term Loan 2,811,186 —
+Added: The Caprock Group, Inc.
+Added: (aka TA/TCG Holdings, LLC)(1)(2) Revolver 826,620 —
The Hilb Group, LLC(1)(2) Delayed Draw Term Loan 2,773,208 5,545,939
Transit Technologies LLC(1)(2) Delayed Draw Term Loan 1,857,017 6,035,305
−Removed: Transportation Insight, LLC(2) Delayed Draw Term Loan — 2,464,230
Truck-Lite Co., LLC(1)(2) Delayed Draw Term Loan 4,539,745 —
+Added: Turbo Buyer, Inc.(1)(2) Delayed Draw Term Loan 2,070,000 —
USLS Acquisition, Inc.(1) Delayed Draw Term Loan — 450,466
Utac Ceram(1)(2)(3) Delayed Draw Term Loan — 743,327
−Removed: Validity, Inc.(2) Delayed Draw Term Loan — 898,298
−Removed: W2O Holdings, Inc.
−Removed: Delayed Draw Term Loan 5,989,298 $ —
+Added: Waccamaw River(2) Joint Venture 11,280,000 —
+Added: W2O Holdings, Inc.(1) Delayed Draw Term Loan 3,831,517
+Added: Woodland Foods, Inc.(1)(2) Revolver 2,069,868 5,989,298
Total unused commitments to extend financing $ 234,657,529 $ 159,236,659
9 unchanged sentences
dollars based on the spot rate at the relevant balance sheet date.
+Added: (6) Actual commitment amount is denominated in Canadian dollars.
+Added: Commitment was translated into U.S.
+Added: dollars based on the spot rate at the relevant balance sheet date.
In the normal course of business, the Company guarantees certain obligations in connection with its portfolio companies (in particular, certain controlled portfolio companies).
Under these guarantee arrangements, payments may be required to be made to third parties if such guarantees are called upon or if the portfolio companies were to default on their related obligations, as applicable.
−Removed: As of December 31, 2020, the Company had guaranteed € 9.9 million ($12.1 million U.S.
−Removed: dollars) relating to credit facilities among Erste Bank and MVC Automotive Group Gmbh ("MVC Auto").
+Added: As of December 31, 2021 and 2020, we had guaranteed €9.9 million ($11.3 million U.S.
+Added: dollars and $12.1 million U.S.
+Added: dollars, respectively) relating to credit facilities among Erste Bank and MVC Automotive Group Gmbh ("MVC Auto").
The Company would be required to make payments to Erste Bank if MVC Auto were to default on their related payment obligations.
2 unchanged sentences
dollars based on the spot rate at the relevant balance sheet date.
−Removed: In addition, the Company agreed to cash collateralize a $3.5 million letter of credit for Security Holdings B.V.
−Removed: The $3.5 million cash collateralization is reflected as "Restricted cash" on the accompanying Consolidated Balance Sheets.
−Removed: The Company and certain of its former executive officers have been named as defendants in two putative securities class action lawsuits, each filed in the United States District Court for the Southern District of New York (and then transferred to the United States District Court for the Eastern District of North Carolina) on behalf of all persons who purchased or otherwise acquired our common stock between May 7, 2014 and November 1, 2017.
−Removed: The first lawsuit was filed on November 21, 2017, and was captioned Elias Dagher, et al., v.
−Removed: Triangle Capital Corporation, et al.
−Removed: 5:18-cv-00015-FL (the “ Dagher Action”).
−Removed: The second lawsuit was filed on November 28, 2017, and was captioned Gary W.
−Removed: Holden, et al., v.
−Removed: Triangle Capital Corporation, et al.
−Removed: 5:18-cv-00010-FL (the “ Holden Action”).
−Removed: The Dagher Action and the Holden Action were consolidated and are currently captioned In re Triangle Capital Corp.
−Removed: Securities Litigation , Master File No.
−Removed: 5:18-cv-00010-FL.
−Removed: On April 10, 2018, the plaintiff filed its First Consolidated Amended Complaint.
−Removed: The complaint alleged certain violations of the securities laws, including, among other things, that the defendants made certain materially false and misleading statements and omissions regarding the Company’s business, operations and prospects between May 7,
+Added: In addition, as of December 31, 2020, we agreed to cash collateralize a $3.5 million letter of credit for Security Holdings B.V.
+Added: The $3.5 million cash collateralization is reflected as "Restricted cash" on the accompanying Consolidated Balance Sheets as of December 31, 2020.
+Added: The letter of credit expired on April 30, 2021, and as of December 31, 2021, none of the Company’s cash was restricted.
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: 2014 and November 1, 2017.
−Removed: The plaintiff seeks compensatory damages and attorneys’ fees and costs, among other relief, but did not specify the amount of damages being sought.
−Removed: On May 25, 2018, the defendants filed a motion to dismiss the complaint.
−Removed: On March 7, 2019, the court entered an order granting the defendants’ motion to dismiss.
−Removed: On March 28, 2019, the plaintiff filed a motion seeking leave to file a Second Consolidated Amended Complaint.
−Removed: On September 20, 2019, the court entered an order denying the plaintiff’s motion for leave to file a Second Consolidated Amended Complaint and dismissing the action with prejudice.
−Removed: On October 17, 2019, the plaintiff filed a notice of appeal seeking review of the court’s September 20, 2019 order.
−Removed: The plaintiff filed its opening brief with the United States Court of Appeals for the Fourth Circuit on January 6, 2020.
−Removed: The defendants filed their response brief on February 28, 2020, and the plaintiff filed its reply brief on March 27, 2020.
−Removed: The United States Court of Appeals for the Fourth Circuit heard oral argument on the appeal on December 9, 2020.
−Removed: On February 22, 2021, the United States Court of Appeals for the Fourth Circuit affirmed the court’s September 20, 2019 order dismissing the action with prejudice.
−Removed: In addition, the Company may be party to certain lawsuits in the normal course of business or in connection with strategic transactions.
−Removed: Furthermore, third parties may try to seek to impose liability on the Company in connection with the activities of its portfolio companies.
−Removed: While the outcome of any open legal proceedings, including those described above, cannot at this time be predicted with certainty, the Company does not expect that any reasonably possible losses arising from these matters will materially affect its financial condition or results of operations.
−Removed: Furthermore, in management's opinion, it is not possible to estimate a range of reasonably possible losses with respect to litigation contingencies.
+Added: Neither the Company, the Adviser, nor the Company’s subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to their respective businesses.
+Added: The Company, the Adviser, and the Company’s subsidiaries may from time to time, however, be involved in litigation arising out of operations in the normal course of business or otherwise, including in connection with strategic transactions.
+Added: Furthermore, third parties may seek to impose liability on the Company in connection with the activities of its portfolio companies.
+Added: While the outcome of any current legal proceedings cannot at this time be predicted with certainty, the Company does not expect any current matters will materially affect its financial condition or results of operations;
+Added: however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on the Company’s financial condition or results of operations in any future reporting period.
COVID-19 Developments
−Removed: During the year ended December 31, 2020, the spread of the Coronavirus and the COVID-19 pandemic had a significant impact on the U.S economy.
+Added: During the year ended December 31, 2021, the Coronavirus and the COVID-19 pandemic continued to have a significant impact on the U.S and global economies.
To the extent the Company's portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on the Company's future net investment income, the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of the Company's portfolio companies.
6 unchanged sentences
Net asset value at beginning of period $ 10.99 $ 11.66 $ 10.98 $ 13.43 $ 15.13
−Removed: Net investment income (loss)(1) 0.64 0.61 — 1.55 1.62
−Removed: Net realized gain (loss) on investments / foreign currency(1) (0.79) (0.08) (3.17) (1.11) 0.05
+Added: Net investment income(1) 0.90 0.64 0.61 — 1.55
+Added: Net realized loss on investments / foreign currency(1) (0.05) (0.79) (0.08) (3.17) (1.11)
Net unrealized appreciation (depreciation) on investments / foreign currency(1) 0.34 0.38 0.64 1.08 (1.04)
24 unchanged sentences
(1) Weighted average per share data—basic and diluted;
−Removed: (2) Represents the impact of the different share amounts used in calculating per share data as a result of calculating certain per share data based upon the weighted average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.
+Added: per share data was derived by using the weighted average shares outstanding during the applicable period.
(2) Represents the closing price of the Company’s common stock on the last day of the period.
(3) Does not include expenses of underlying investment companies, including joint ventures and short-term investments.
−Removed: (5) Portfolio turnover ratio as of December 31, 2020 excludes the impact of short-term investments and the MVC Acquisition.
+Added: (4) Portfolio turnover ratio as of December 31, 2021 and 2020 excludes the impact of short-term investments.
+Added: Portfolio turnover ratio as of December 31, 2020 excludes the impact of the MVC Acquisition.
(5) Total return is based on purchase of stock at the current market price on the first day and a sale at the current market price on the last day of each period reported on the table and assumes reinvestment of dividends at prices obtained by the Company's dividend reinvestment plan during the period.
2 unchanged sentences
MVC Capital, Inc.
−Removed: On December 23, 2020, the Company completed its acquisition of MVC pursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of August 10, 2020, with MVC, Mustang Acquisition Sub, Inc., a Delaware corporation and our wholly owned subsidiary (“Acquisition Sub”), and Barings.
−Removed: To effect the acquisition, Acquisition Sub merged with and into MVC, with MVC surviving the merger as our wholly owned subsidiary (the “First Merger”).
−Removed: Immediately thereafter, MVC merged with and into the Company, with the Company as the surviving company (the “Second Merger” and, together with the First Merger, the “Merger”).
+Added: On December 23, 2020, the Company completed its acquisition of MVC pursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “ MVC Merger Agreement”), dated as of August 10, 2020, with MVC, Mustang Acquisition Sub, Inc., a Delaware corporation and our wholly owned subsidiary (“Acquisition Sub”), and Barings.
+Added: To effect the acquisition, Acquisition Sub merged with and into MVC, with MVC surviving the merger as our wholly owned subsidiary (the “First MVC Merger”).
+Added: Immediately thereafter, MVC merged with and into the Company, with the Company as the surviving company (the “Second MVC Merger” and, together with the First MVC Merger, the “MVC Merger”).
The Merger has been treated as a “reorganization” within the meaning of Section 368(a)(1)(A) of the Code.
−Removed: Pursuant to the Merger Agreement, MVC stockholders received the right to the following merger consideration in exchange for each share of MVC common stock issued and outstanding immediately prior to the effective time of the First Merger (other than shares of MVC common stock issued and outstanding immediately prior to the effective time of the First Merger that were held by a subsidiary of MVC or held, directly or indirectly, by the Company or the Acquisition Sub), in accordance with the Merger Agreement:
−Removed: (i) an amount in cash from Barings, without interest, equal to $0.39492, and (ii) 0.9790836 shares of the Company’s common stock, which ratio gave effect to the Euro-dollar exchange rate adjustment mechanism in the Merger Agreement, plus cash in lieu of fractional shares.
−Removed: The Company issued approximately 17,354,332 shares of its common stock to MVC’s then-existing stockholders in connection with the Merger, thereby resulting in the Company’s then-existing stockholders owning approximately 73.4% of the combined company and MVC's then-existing stockholders owning approximately 26.6% of the combined company.
−Removed: In connection with the closing of the Merger on December 23, 2020, the Board affirmed the Company’s commitment to open-market purchases of shares of its common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed net asset value per share.
−Removed: Any repurchases pursuant to the authorized program will occur during the 12-month period commencing upon the filing of the Company’s quarterly report on Form 10-Q for the quarter ending March 31, 2021 and are expected to be made in accordance with a repurchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Exchange Act, as well as subject to compliance with the covenants in the Company’s borrowing arrangements, including under our the February 2019 Credit Facility, and certain other regulatory requirements.
−Removed: In connection with the MVC Acquisition, on December 23, 2020, following the closing of the Merger, the Company entered into the Amended and Restated Advisory Agreement with Barings, effective January 1, 2021.
−Removed: Promptly following the closing of the Merger, the Company also entered into the Credit Support Agreement with Barings.
−Removed: See “Note 2 - Agreements and Related Party Transactions” for more information regarding the Amended and Restated Advisory Agreement and the Credit Support Agreement.
−Removed: In connection with the closing of the Merger, MVC notified U.S.
+Added: Pursuant to the MVC Merger Agreement, MVC stockholders received the right to the following merger consideration in exchange for each share of MVC common stock issued and outstanding immediately prior to the effective time of the First MVC Merger (other than shares of MVC common stock issued and outstanding immediately prior to the effective time of the First MVC Merger that were held by a subsidiary of MVC or held, directly or indirectly, by the Company or the Acquisition Sub), in accordance with the MVC Merger Agreement:
+Added: (i) an amount in cash from Barings, without interest, equal to $0.39492, and (ii) 0.9790836 shares of the Company’s common stock, which ratio gave effect to the Euro-dollar exchange rate adjustment mechanism in the MVC Merger Agreement, plus cash in lieu of fractional shares.
+Added: The Company issued approximately 17,354,332 shares of its common stock to MVC’s then-existing stockholders in connection with the MVC Merger, thereby resulting in the Company’s then-existing stockholders owning approximately 73.4% of the combined company and MVC's then-existing stockholders owning approximately 26.6% of the combined company.
+Added: In connection with the closing of the MVC Merger on December 23, 2020, the Board affirmed the Company’s commitment to open-market purchases of shares of its common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed net asset value per share.
+Added: Any repurchases pursuant to the authorized program will occur during the 12-month period that commenced upon the filing of the Company’s quarterly report on Form 10-Q for the quarter ended March 31, 2021, which occurred on May 6, 2021, and will be made in accordance with applicable legal, regulatory and contractual requirements, including covenants under the February 2019 Credit Facility.
+Added: During the year ended December 31, 2021, the Company did not repurchase any shares under the authorized program.
+Added: In connection with the MVC Acquisition, on December 23, 2020, following the closing of the MVC Merger, the Company entered into the Amended and Restated Advisory Agreement with Barings, effective January 1, 2021.
+Added: Promptly following the closing of the MVC Merger, the Company also entered into the MVC Credit Support Agreement with Barings.
+Added: See “Note 2 - Agreements and Related Party Transactions” for more information regarding the Amended and Restated Advisory Agreement and the MVC Credit Support Agreement.
+Added: In connection with the closing of the MVC Merger, MVC notified U.S.
Bank National Association ("U.S.
5 unchanged sentences
Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group.
−Removed: Per ASC 805-50-30-1, the acquired assets (as a group) are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as
+Added: Per ASC 805-50-30-1, the acquired assets (as a group) are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets carrying amounts on the acquiring entity’s records.
+Added: ASC 805-50-30-2 goes on to say asset acquisitions in which the consideration given is cash are measured by the amount of cash paid.
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: consideration differs from the assets carrying amounts on the acquiring entity’s records.
−Removed: ASC 805-50-30-2 goes on to say asset acquisitions in which the consideration given is cash are measured by the amount of cash paid.
However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued), measurement is based on the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measured.
28 unchanged sentences
Total $ 96,028,570
−Removed: (a) On December 23, 2020, MVC and the Company deposited with the trustee for the MVC Notes funds from cash on hand sufficient to satisfy all obligations remaining to the redemption date for the MVC Notes under the indenture, and the trustee for the MVC Notes entered into a Satisfaction and Discharge of Indenture with the Company with
+Added: (a) On December 23, 2020, MVC and the Company deposited with the trustee for the MVC Notes funds from cash on hand sufficient to satisfy all obligations remaining to the redemption date for the MVC Notes under the indenture, and the trustee for the MVC Notes entered into a Satisfaction and Discharge of Indenture with the Company with respect to the indenture governing the MVC Notes.
+Added: The redemption was completed on January 22, 2021 with such trust funds.
Barings BDC, Inc.
Notes to Consolidated Financial Statements — (Continued)
−Removed: respect to the indenture governing the MVC Notes.
−Removed: The redemption was completed on January 22, 2021 with such trust funds.
+Added: Sierra Acquisition
+Added: On September 21, 2021, the Company entered into an Agreement and Plan of Merger (the “Sierra Merger Agreement”) by and among the Company, Mercury Acquisition Sub, Inc., a Maryland corporation and a direct wholly owned subsidiary of the Company (“Sierra Acquisition Sub”), Sierra Income Corporation, a Maryland corporation (“Sierra”), and Barings.
+Added: The Sierra Merger Agreement provides that, on the terms and subject to the conditions set forth in the Sierra Merger Agreement, Sierra Acquisition Sub will merge with and into Sierra, with Sierra continuing as the surviving company and as a wholly owned subsidiary of the Company (the “First Sierra Merger”) and, immediately thereafter, Sierra will merge with and into the Company, with the Company continuing as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the “Sierra Merger”).
+Added: The Board and the board of directors of Sierra, including all of the respective independent directors, have approved the Sierra Merger Agreement and the transactions contemplated therein.
+Added: The parties to the Sierra Merger Agreement intend the Sierra Merger to be treated as a “reorganization” within the meaning of Section 368(a) of the Code.
+Added: In the First Sierra Merger, each share of Sierra common stock issued and outstanding immediately prior to the effective time of the First Sierra Merger (excluding any shares cancelled pursuant to the Sierra Merger Agreement) will be converted into the right to receive (i) $0.9783641 per share in cash, without interest, from Barings (such amount of cash, the “Sierra Cash Consideration”) and (ii) 0.44973 of a validly issued, fully paid and non-assessable share of the Company’s common stock (the “Sierra Share Consideration” and, together with the Sierra Cash Consideration, the “Sierra Merger Consideration”).
+Added: The Sierra Merger Agreement contains representations, warranties and covenants, including, among others, covenants relating to the operation of each of the Company’s and Sierra’s businesses during the period prior to the closing of the Sierra Merger.
+Added: The Company and Sierra have agreed to convene and hold stockholder meetings for the purpose of obtaining the approvals required of the Company’s and Sierra’s stockholders, respectively, and the Board and the board of directors of Sierra have agreed to recommend that their respective stockholders approve the applicable proposals (as described below).
+Added: The Sierra Merger Agreement provides that Sierra shall not, and shall cause its subsidiaries and instruct its representatives not to, directly or indirectly, solicit proposals relating to alternative transactions, or, subject to certain exceptions, initiate or participate in discussions or negotiations regarding, or provide information with respect to, any proposal for an alternative transaction.
+Added: However, the Sierra board of directors may, subject to certain conditions, change its recommendation to the Sierra stockholders or, on payment of a termination fee of $11.0 million to the Company and the reimbursement of up to $2.0 million in expenses incurred by the Company and Barings, terminate the Sierra Merger Agreement and enter into an Alternative Acquisition Agreement (as defined in the Sierra Merger Agreement) for a Superior Proposal (as defined in the Sierra Merger Agreement) if it determines in good faith, after consultation with its outside legal counsel, that failure to do so would be inconsistent with the directors’ duties under applicable law.
+Added: Consummation of the First Sierra Merger, which is currently anticipated to occur during the first quarter of fiscal year 2022, is subject to certain customary closing conditions, including (1) approval of the First Sierra Merger by the holders of at least a majority of the outstanding shares of Sierra common stock entitled to vote thereon, (2) approval of the issuance of the Company’s common stock to be issued in the First Sierra Merger by a majority of the votes cast by the Company stockholders on the matter at the Company stockholders meeting, (3) approval of the issuance of the Company’s common stock in connection with the First Sierra Merger at a price below the then-current net asset value per share of the Company common stock, if applicable, by the vote specified in Section 63(2)(A) of the 1940 Act, (4) the absence of certain legal impediments to the consummation of the Sierra Merger, (5) effectiveness of the registration statement for the Company common stock to be issued as consideration in the First Sierra Merger, (6) approval for listing on the NYSE of the Company common stock to be issued as consideration in the First Sierra Merger, (7) subject to certain materiality standards, the accuracy of the representations and warranties and compliance with the covenants of each party to the Sierra Merger Agreement, and (8) required regulatory approvals (including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, or early termination thereof).
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
+Added: Barings, as party to the Sierra Merger Agreement, agreed to vote all shares of the Company common stock over which it has voting power (other than in its fiduciary capacity) in favor of the proposals to be submitted by the Company to its stockholders for approval relating to the Sierra Merger.
+Added: In addition, the Company and Sierra will take steps necessary to provide for the repayment at closing of Sierra’s existing loan agreement.
+Added: The Sierra Merger Agreement also contains certain termination rights in favor of the Company and Sierra, including if the First Sierra Merger is not completed on or before March 31, 2022 or if the requisite approvals of the Company stockholders or Sierra stockholders are not obtained.
+Added: Further, the Company will enter into an amendment and restatement of the Amended and Restated Advisory Agreement, effective as of the closing of the Sierra Merger, to raise the annualized hurdle rate thereunder from 8.0% to 8.25%.
+Added: Following the closing of the Sierra Merger, the Company will also enter into a credit support agreement with Barings, for the benefit of the combined company, to protect against net cumulative unrealized and realized losses of up to $100.0 million on the acquired Sierra investment portfolio over the next ten years.
+Added: The Company is expected to account for the Sierra Merger as an asset acquisition in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations-Related Issues .
+Added: Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group.
+Added: Per ASC 805-50-30-1, the acquired assets (as a group) are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets carrying amounts on the acquiring entity’s records.
+Added: ASC 805-50-30-2 goes on to say asset acquisitions in which the consideration given is cash are measured by the amount of cash paid.
+Added: However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued), measurement is based on the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measured.
+Added: If the fair value of the net assets to be acquired exceeds the fair value of the Sierra Merger Consideration to be paid by the Company, then the Company would recognize a deemed contribution from Barings in an amount up to approximately $100.0 million.
+Added: If the fair value of net assets to be acquired exceeds the fair value of the Sierra Merger Consideration to be paid by the Company and by Barings, then the Company would also recognize a purchase accounting gain.
+Added: Alternatively, if the fair value of the net assets to be acquired is less than the fair value of the portion of the Sierra Merger Consideration to be paid by the Company, then the Company would recognize a purchase accounting loss.
+Added: The Company expects any potential gain or loss would be classified as unrealized on the statement of operations until the underlying assets are sold.
+Added: The cost of the group of assets acquired in an asset acquisition is allocated to the individual assets acquired or liabilities assumed based on their relative fair values of net identifiable assets acquired other than “non-qualifying” assets (for example cash) and does not give rise to goodwill.
+Added: The final allocation of the purchase price will be determined after the Sierra Merger is completed and after completion of a final analysis to determine the estimated relative fair values of the acquired assets and liabilities.
+Added: Barings BDC, Inc.
+Added: Notes to Consolidated Financial Statements — (Continued)
Selected Quarterly Financial Data (Unaudited)
7 unchanged sentences
Net investment income 14,374,134 14,557,658 14,857,019 15,171,528
−Removed: Net increase (decrease) in net assets resulting from operations (112,521,747) 54,748,708 43,177,627 22,772,205
+Added: Net increase in net assets resulting from operations 22,488,279 29,308,031 14,410,382 11,478,737
Net investment income per share $ 0.22 $ 0.22 $ 0.23 $ 0.23
5 unchanged sentences
Net investment income 7,294,069 6,529,129 7,952,605 9,212,001
−Removed: Net increase in net assets resulting from operations 33,162,313 9,247,050 5,195,491 10,586,780
+Added: Net increase (decrease) in net assets resulting from operations (112,521,747) 54,748,708 43,177,627 22,772,205
Net investment income per share $ 0.15 $ 0.14 $ 0.17 $ 0.19
1 unchanged sentence
Subsequent to December 31, 2021, the Company made approximately $126.3 million of new commitments, of which $104.8 million closed and funded.
−Removed: The $202.2 million of investments consist of $162.2 million of first lien senior secured debt investments, a $14.5 million second lien senior secured debt investment, and $25.6 million of equity and joint venture investments.
+Added: The $104.8 million of investments consists of $75.8 million of first lien senior secured debt investments and $28.9 million of equity and joint venture investments.
The weighted average yield of the debt investments was 6.3%.
−Removed: In addition, the Company funded $27.1 million of previously committed delayed draw term loans.
−Removed: On February 7, 2021, the Board declared a quarterly distribution of $0.19 per share payable on March 17, 2021 to holders of record as of March 10, 2021.
−Removed: On February 25, 2021, the Company entered into a Note Purchase Agreement (the “February 2021 NPA”) governing the issuance of (1) $80.0 million in aggregate principal amount of Series D senior unsecured notes due February 26, 2026 (the “Series D Notes”) with a fixed interest rate of 3.41% per year and (2) $70.0 million in aggregate principal amount of Series E senior unsecured notes due February 26, 2028 (the “Series E Notes” and, collectively with the Series D Notes, the “February Notes”) with a fixed interest rate of 4.06% per year, in each case, to qualified institutional investors in a private placement.
−Removed: Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable February Notes do not satisfy certain investment grade rating conditions and/or (y) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end.
−Removed: The February Notes were delivered and paid for on February 26, 2021.
−Removed: The Company intends to use the net proceeds from the offering of the February Notes for general corporate purposes, including to make investments and make distributions permitted by the February 2021 NPA.
−Removed: The Series D Notes will mature on February 26, 2026, and the Series E Notes will mature on February 26, 2028 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2021 NPA.
−Removed: Interest on the February Notes will be due semiannually in February and August of each year, beginning in August 2021.
−Removed: In addition, the Company is obligated to offer to repay the February Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur.
−Removed: Subject to the terms of the February 2021 NPA, the Company may redeem the Series D Notes and the Series E
−Removed: Barings BDC, Inc.
−Removed: Notes to Consolidated Financial Statements — (Continued)
−Removed: Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before August 26, 2025, with respect to the Series D Notes, or on or before August 26, 2027, with respect to the Series E Notes, a make-whole premium.
−Removed: The February 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments.
−Removed: In addition, the February 2021 NPA contains the following financial covenants:
−Removed: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter end;
−Removed: (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act;
−Removed: and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter end.
−Removed: The February 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy.
−Removed: Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February Notes at the time outstanding may declare all February Notes then outstanding to be immediately due and payable.
−Removed: The Company’s obligations under the February 2021 NPA are guaranteed by certain of the Company’s subsidiaries, and are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
−Removed: The February Notes were offered in reliance on Section 4(a)(2) of the Securities Act.
−Removed: The February Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
−Removed: See Note 9 to the Company's Consolidated Financial Statements for information regarding the potential impact of the COVID-19 pandemic.
−Removed: To the extent the Company's portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on the Company's future net investment income, the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of the Company's portfolio companies.
+Added: In addition, the Company funded $7.9 million of previously committed revolvers and delayed draw term loans.
+Added: On February 1, 2022, the Board declared a quarterly distribution of $0.23 per share payable on February 23, 2022 to holders of record as of February 16, 2022.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.