Item 7A. Quantitative and Qualitative Disclosures About Market Risk
ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We are subject to financial market risks, including valuation risk, interest rate risk and currency risk.
Valuation Risk
We have invested, and plan to continue to
invest, in illiquid debt and equity securities of private companies. These investments will generally not have a readily available market price, and we will value these investments at fair value as determined in good faith by our Board in accordance
with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while
employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented
and such differences could be material. See Note 2. Summary of Significant Account Policies to our consolidated financial statements for more details on estimates and judgments made by us in connection with the valuation of our investments.
Interest Rate Risk
Interest rate sensitivity refers to
the change in earnings that may result from changes in the level of interest rates. We also fund a portion of our investments with borrowings and our net investment income will be affected by the difference between the rate at which we invest and
the rate at which we borrow. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.
We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing
our interest rate-sensitive assets to our interest rate-sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.
As of December 31, 2020, 98.4% of the investments at fair value in our portfolio were at variable rates, subject to interest rate floors. The SPV Asset
Facility and Corporate Revolving Facility also bear interest at variable rates.
63
Assuming that our Consolidated Statements of Assets and Liabilities as of December 31, 2020 were to
remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (considering interest rate floors for floating rate
instruments):
($ in millions)
Basis Point Change
Interest Income
Interest Expense
Increase (decrease)
in net assets
resulting from
operations
Up 300 basis points
$
27.3
$
12.3
$
15.0
Up 200 basis points
18.2
8.2
10.0
Up 100 basis points
9.1
4.1
5.0
Down 25 basis points
(0.4
)
(1.0
)
0.6
Down 100 basis points
(0.4
)
(1.0
)
0.6
Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust
for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments that could affect our net income. Accordingly, we cannot assure you that actual results would not differ
materially from the analysis above.
We may in the future hedge against interest rate fluctuations by using hedging instruments such as interest rate
swaps, futures, options and forward contracts. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements,
may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio investments.
Currency Risk
From time to time, we may make investments that are denominated in a foreign currency. These investments are converted into U.S. dollars at the balance sheet
date, exposing us to movements in foreign exchange rates. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us. We may seek to utilize instruments such as,
but not limited to, forward contracts to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates. To the extent the loan or investment is based on a floating rate, we may seek to
utilize interest rate derivatives to hedge our exposure to changes in the associated rate. As of December 31, 2020, we had £9.4 million, 16.1 million and CAD $12.6 million notional exposure to foreign currency forward
contracts related to investments totaling £9.7 million, 16.7 million and CAD $13.1 million of par value.
64
ITEM 8. CONSOLIDATED FINANCIAL
STATEMENTS AND SUPPLEMENTARY DATA
CRESCENT CAPITAL BDC, INC.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm
66
Consolidated Statements of Assets and Liabilities as of December
31, 2020 and December 31, 2019
67
Consolidated Statements of Operations for the years ended December
31, 2020, December 31, 2019, and December 31, 2018
68
Consolidated Statements of Changes in Net Assets for the years ended December 31,
2020, December 31, 2019, and December 31, 2018
69
Consolidated Statements of Cash Flows for the years ended December
31, 2020, December 31, 2019, and December 31, 2018
72
Consolidated Schedules of Investments as of December
31, 2020 and December 31, 2019
74
Notes to Consolidated Financial Statements
101
65
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Crescent Capital BDC, Inc.
Opinion on the Financial Statements
We have audited the
accompanying consolidated statements of assets and liabilities of Crescent Capital BDC, Inc. (the Company), including the consolidated schedules of investments, as of December 31, 2020 and 2019, the related consolidated statements of operations,
changes in net assets and cash flows for each of the three years in the period ended December 31, 2020, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial
statements present fairly, in all material respects, the financial position of the Company at December 31, 2020 and 2019, and the results of its operations, changes in its net assets, and its cash flows for each of the three years in the period
ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on the Companys 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.
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 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 the Companys internal control over financial reporting. 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 Companys internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the 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 financial statements. Our procedures included confirmation of investments owned as of
December 31, 2020 and 2019, by correspondence with the custodian, syndication agents and underlying investee companies, or by other appropriate auditing procedures where confirmation was not received. 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. We believe that our audits provide a reasonable basis for our opinion.
/s/ Ernst & Young LLP
We have served as the Companys
auditor since 2015.
Los Angeles, California
February 24,
2021
66
Crescent Capital BDC, Inc.
Consolidated Statements of Assets and Liabilities
(in
thousands, except share and per share data)
As of
December 31, 2020
As of
December 31, 2019
Assets
Investments, at fair value
Non-controlled
non-affiliated (cost of $936,921 and $675,329, respectively)
$
940,066
$
671,582
Non-controlled affiliated (cost of $34,203 and $19,766,
respectively)
55,200
20,507
Controlled (cost of $40,000 and $34,000, respectively)
38,735
34,442
Cash and cash equivalents
1,896
4,576
Restricted cash and cash equivalents
12,953
8,851
Interest receivable
3,859
2,832
Deferred tax assets
630
421
Other assets
543
3,046
Unrealized appreciation on foreign currency forward contracts
264
758
Receivable for investments sold
6
160
Total assets
$
1,054,152
$
747,175
Liabilities
Debt (net of deferred financing costs of $4,600 and $3,431, respectively)
$
471,932
$
322,010
Distributions payable
11,549
8,554
Interest and other debt financing costs payable
3,923
3,545
Accrued expenses and other liabilities
2,563
3,788
Management fees payable
1,867
1,343
Deferred tax liabilities
1,324
879
Unrealized depreciation on foreign currency forward contracts
896
65
Directors fees payable
98
74
Total liabilities
$
494,152
$
340,258
Commitments and Contingencies (Note 8)
Net Assets
Preferred stock, par value $0.001 per share (10,000 shares authorized, zero outstanding,
respectively)
$
$
Common stock, par value $0.001 per share (200,000,000 shares authorized, 28,167,360 and 20,862,314
shares issued and outstanding, respectively)
28
21
Paid-in capital in excess of par value
594,658
414,293
Accumulated earnings (loss)
(34,686
)
(7,397
)
Total Net Assets
$
560,000
$
406,917
Total Liabilities and Net Assets
$
1,054,152
$
747,175
Net asset value per share
$
19.88
$
19.50
See accompanying notes
67
Crescent Capital BDC, Inc.
Consolidated Statements of Operations
(in thousands,
except share and per share data)
For the year ended
December 31, 2020
For the year ended
December 31, 2019
For the year ended
December 31, 2018
Investment Income:
From non-controlled non-affiliated investments:
Interest income
$
66,078
$
45,237
$
29,705
Paid-in-kind
interest
2,169
560
454
Dividend income
2,730
2,361
591
Other income
1,060
807
641
From non-controlled affiliated
investments:
Interest income
1,420
1,902
1,904
Paid-in-kind
interest
1,456
Dividend income
310
From controlled investments:
Dividend income
2,200
2,300
Total investment income
77,113
53,477
33,295
Expenses:
Interest and other debt financing costs
15,485
13,362
8,450
Management fees
11,438
9,198
5,987
Incentive fees
8,639
4,752
2,742
Professional fees
1,460
957
760
Directors fees
437
303
290
Organization expenses
136
154
Other general and administrative expenses
2,544
2,201
1,851
Total expenses
40,003
30,909
20,234
Management fee waiver
(4,672
)
(4,502
)
(2,602
)
Incentive fee waiver
(8,639
)
(4,752
)
(2,187
)
Net expenses
26,692
21,655
15,445
Net investment income before taxes
50,421
31,822
17,850
Income and excise taxes
541
139
121
Net investment income
49,880
31,683
17,729
Net realized and unrealized gains (losses) on investments:
Net realized gain (loss) on:
Non-controlled
non-affiliated investments
(10,889
)
824
(467
)
Non-controlled affiliated investments
(4,314
)
(7,900
)
Foreign currency transactions
(83
)
(70
)
(79
)
Net change in unrealized appreciation (depreciation) on:
Non-controlled
non-affiliated investments and foreign currency translation
6,867
3,926
(9,702
)
Non-controlled affiliated investments
20,256
(80
)
705
Controlled investments
(1,707
)
442
Foreign currency forward contracts
(1,324
)
675
17
Net realized and unrealized gains (losses) on investments
8,806
(2,183
)
(9,526
)
Realized loss on asset acquisition
(3,825
)
Net realized and unrealized gains (losses) on investments and asset acquisition
4,981
(2,183
)
(9,526
)
Benefit (provision) for taxes on realized gain on investments
46
(67
)
Benefit (provision) for taxes on unrealized appreciation (depreciation) on investments
(235
)
(154
)
(88
)
Net increase (decrease) in net assets resulting from operations
$
54,672
$
29,279
$
8,115
Per Common Share Data:
Net increase in net assets resulting from operations per share (basic and diluted):
$
1.98
$
1.69
$
0.76
Net investment income per share (basic and diluted):
$
1.80
$
1.83
$
1.65
Weighted average shares outstanding (basic and diluted):
27,681,757
17,344,640
10,719,485
See accompanying notes
68
Crescent Capital BDC, Inc.
Consolidated Statements of Changes in Net Assets
(in
thousands, except share and per share data)
Common Stock
Shares
Par Amount
Paid in Capital in
Excess of Par
Value
Accumulated
Earnings (Loss)
Total
Net Assets
Balance at December 31, 2019
20,862,314
$
21
$
414,293
$
(7,397
)
$
406,917
Net increase (decrease) in net assets resulting from operations:
Net investment income
49,880
49,880
Net realized gain (loss) on investments and foreign currency transactions
(15,286
)
(15,286
)
Net change in unrealized appreciation (depreciation) on investments, foreign currency forward
contracts and foreign currency translation
24,092
24,092
Realized loss on asset acquisition
(3,825
)
(3,825
)
Provision for taxes on realized gain on investment
46
46
Benefit/(Provision) for taxes on unrealized appreciation/(depreciation) on investments
(235
)
(235
)
Stockholder distributions:
Issuance of common stock
2,265,021
2
44,295
44,297
Issuance in connection with asset acquisition (Note 14)
5,202,312
5
101,944
101,949
Issuance of common shares pursuant to dividend reinvestment plan
30,128
589
589
Repurchase of common stock
(192,415
)
(2,208
)
(2,208
)
Distributions to stockholders
(46,216
)
(46,216
)
Total increase (decrease) for the year ended December 31, 2020
7,305,046
7
144,620
8,456
153,083
Tax reclassification of stockholders equity in accordance with GAAP
35,745
(35,745
)
Balance at December 31, 2020
28,167,360
$
28
$
594,658
$
(34,686
)
$
560,000
Distributions declared per share
$
1.64
See accompanying notes
69
Crescent Capital BDC, Inc.
Consolidated Statements of Changes in Net Assets
(in thousands, except share and per share data)
Common Stock
Shares
Par Amount
Paid in Capital in
Excess of Par
Value
Accumulated
Earnings (Loss)
Total
Net Assets
Balance at December 31, 2018
13,358,289
$
13
$
266,024
$
(6,458
)
$
259,579
Net increase (decrease) in net assets resulting from operations:
Net investment income
31,683
31,683
Net realized gain (loss) on investments and foreign currency transactions
(7,146
)
(7,146
)
Net change in unrealized appreciation (depreciation) on investments, foreign currency forward
contracts and foreign currency translation
4,963
4,963
Provision for taxes on realized gain on investment
(67
)
(67
)
Benefit/(Provision) for taxes on unrealized appreciation/(depreciation) on investments
(154
)
(154
)
Stockholder distributions:
Issuance of common stock
7,427,056
7
145,993
146,000
Issuance of common shares pursuant to dividend reinvestment plan
76,969
1
1,508
1,509
Equity offering costs
(191
)
(191
)
Distributions to stockholders
(29,259
)
(29,259
)
Total increase (decrease) for the year ended December 31, 2019
7,504,025
8
147,310
20
147,338
Tax reclassification of stockholders equity in accordance with GAAP
959
(959
)
Balance at December 31, 2019
20,862,314
$
21
$
414,293
$
(7,397
)
$
406,917
Distributions declared per share
$
1.64
See accompanying notes
70
Crescent Capital BDC, Inc.
Consolidated Statements of Changes in Net Assets
(in thousands, except share and per share data)
Common Stock
Shares
Par Amount
Paid in Capital in
Excess of Par
Value
Accumulated
Earnings (Loss)
Total
Net Assets
Balance at December 31, 2017
8,597,116
$
9
$
170,756
$
2,035
$
172,800
Net increase (decrease) in net assets resulting from operations:
Net investment income
17,729
17,729
Net realized gain (loss) on investments and foreign currency transactions
(546
)
(546
)
Net change in unrealized appreciation (depreciation) on investments, foreign currency forward
contracts and foreign currency translation
(8,980
)
(8,980
)
Benefit/(Provision) for taxes on unrealized appreciation/(depreciation) on investments
(88
)
(88
)
Stockholder distributions:
Issuance of common stock
4,731,259
4
94,996
95,000
Issuance of common shares pursuant to dividend reinvestment plan
29,914
600
600
Equity offering costs
(216
)
(216
)
Distributions to stockholders
(16,720
)
(16,720
)
Total increase (decrease) for the year ended December 31, 2018
4,761,173
4
95,380
(8,605
)
86,779
Tax reclassification of stockholders equity in accordance with GAAP
(112
)
112
Balance at December 31, 2018
13,358,289
$
13
$
266,024
$
(6,458
)
$
259,579
Distributions declared per share
$
1.47
See accompanying notes
71
Crescent Capital BDC, Inc.
Consolidated Statements of Cash Flows
(in thousands, except share and per share data)
For the year
ended
December 31,
2020
For the year
ended
December 31,
2019
For the year
ended
December 31,
2018
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations
$
54,672
$
29,279
$
8,115
Adjustments to reconcile net increase (decrease) in net assets resulting from
operations to net cash provided by (used for) operating activities:
Purchases of investments
(352,392
)
(378,342
)
(291,155
)
Paid-in-kind
interest income
(3,625
)
(560
)
(454
)
Proceeds from sales of investments and principal repayments
258,979
145,828
109,697
Net realized (gain) loss on investments and foreign currency transactions
15,786
7,676
467
Realized loss on asset acquisition (2)
3,825
Acquisition of Alcentra Capital Corporation, net of cash acquired (2)
(12,884
)
Net change in unrealized (appreciation) depreciation on investments and foreign currency
translation
(25,416
)
(4,288
)
8,997
Net change in unrealized (appreciation) depreciation on foreign currency forward contracts
1,324
(675
)
(17
)
Amortization of premium and accretion of discount, net
(5,109
)
(3,016
)
(2,020
)
Amortization of deferred financing costs
1,329
1,040
761
Change in operating assets and liabilities:
(Increase) decrease in receivable for investments sold
549
(123
)
(26
)
(Increase) decrease in interest receivable
(25
)
(1,498
)
(1
)
(Increase) decrease in deferred tax asset
(209
)
(121
)
(Increase) decrease in other assets
2,480
(3,026
)
54
Increase (decrease) in payable for investments purchased
(300
)
300
Increase (decrease) in management fees payable
524
380
228
Increase (decrease) in incentive fees payable
(504
)
Increase (decrease) in directors fees payable
24
12
5
Increase (decrease) in interest and other debt financing costs payable
(456
)
1,695
832
Increase (decrease) in deferred tax liability
445
275
88
Increase (decrease) in accrued expenses and other liabilities
(1,620
)
2,778
79
Net cash provided by (used for) operating activities
(61,799
)
(202,986
)
(164,554
)
Cash flows from financing activities:
Issuance of common stock
44,297
146,000
95,000
Repurchase of common stock
(2,208
)
Deferred financing and debt issuance costs paid
(2,498
)
(2,776
)
(1,600
)
Distributions paid
(42,632
)
(24,540
)
(13,484
)
Equity offering costs
(191
)
(216
)
Borrowings on debt
352,342
308,250
223,300
Repayments on debt
(302,227
)
(220,746
)
(137,300
)
Issuance of unsecured debt
50,000
Repayments on InterNotes ®
(33,853
)
Net cash provided by (used for) financing activities
63,221
205,997
165,700
Effect of exchange rate changes on cash denominated in foreign currency
47
(48
)
Net increase (decrease) in cash, cash equivalents, restricted cash and foreign currency
1,422
3,058
1,098
Cash, cash equivalents, restricted cash and foreign currency, beginning of period
13,427
10,369
9,271
Cash, cash equivalents, restricted cash and foreign currency, end of period (1)
$
14,849
$
13,427
$
10,369
Supplemental and non-cash financing
activities:
Cash paid during the period for interest
$
14,489
$
10,626
$
6,858
Issuance of common stock pursuant to dividend reinvestment plan
$
589
$
1,509
$
600
Accrued but unpaid equity offering costs
$
$
$
79
Accrued but unpaid distributions
$
11,549
$
8,554
$
5,343
Issuance of shares in connection with asset acquisition (Note 14) (2)
$
101,949
$
$
See accompanying notes
72
(1)
As of December 31, 2020, the balance included cash and cash equivalents of $1,764, cash denominated in
foreign currency of $132 and restricted cash of $12,953, respectively. As of December 31, 2019, the balance includes cash and cash equivalents of $3,867, cash denominated in foreign currency of $709, and restricted cash of $8,851, respectively.
As of December 31, 2018, the balance includes cash and cash equivalents of $3,667, cash denominated in foreign currency of $559 and restricted cash of $6,143, respectively.
(2)
After the close of business on January 31, 2020, in connection with the Alcentra Acquisition (as defined
in Note 1 and further discussed in Note 14), the Company acquired net assets of $114,431 which included $195,682 of investments, $3,409 cash and cash equivalents and $1,398 of other assets, net of $86,058 of assumed liabilities, for the total cash
and stock consideration of $118,256, inclusive of $7,250 of asset acquisition costs.
See accompanying notes
73
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Investments (1) (2)
United States
Debt Investments
Automobiles & Components
Auto-Vehicle Parts, LLC (3) (4) (5)
(6)
Senior Secured First Lien Revolver
01/2023
$
$
(4
)
%
$
(10
)
Auto-Vehicle Parts, LLC (3)
Senior Secured First Lien Term Loan
L + 450 (100 Floor) (7)
5.50
%
01/2023
4,566
4,535
0.8
4,488
Continental Battery Company (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 675 (100 Floor) (7)
7.75
%
12/2022
6,578
6,522
1.2
6,578
Continental Battery Company (3) (5)
Senior Secured First Lien Delayed Draw Term Loan
L + 675 (100 Floor) (7)
7.75
%
12/2022
3,465
3,444
0.6
3,465
Continental Battery Company (3) (5)
(6)
Senior Secured First Lien Revolver
L + 675 (100 Floor) (7)
7.75
%
12/2022
283
278
0.1
283
Continental Battery Company (3)
Senior Secured First Lien Term Loan
L + 675 (100 Floor) (7)
7.75
%
12/2022
3,933
3,902
0.7
3,933
Empire Auto Parts, LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
09/2024
(5
)
(8
)
Empire Auto Parts, LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
09/2024
2,370
2,334
0.4
2,324
Empire Auto Parts, LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
09/2024
2,444
2,411
0.4
2,396
23,639
23,417
4.2
23,449
Capital Goods
Envocore Holding, LLC (3)
Senior Secured First Lien Term Loan
L + 900 (200 Floor) (including 425 PIK)
(8)
11.00
%
06/2022
18,541
15,834
2.6
14,335
Potter Electric Signal Company (3) (4) (6)
(9)
Senior Secured First Lien Delayed Draw Term Loan
12/2024
(16
)
(8
)
Potter Electric Signal Company (3) (4) (5)
(6)
Senior Secured First Lien Revolver
12/2022
(4
)
(4
)
Potter Electric Signal Company (3)
Senior Secured First Lien Term Loan
L + 425 (100 Floor) (8)
5.25
%
12/2025
2,480
2,461
0.4
2,461
Potter Electric Signal Company (3)
Senior Secured First Lien Term Loan
L + 425 (100 Floor) (8)
5.25
%
12/2024
471
468
0.1
467
21,492
18,743
3.1
17,251
Commercial & Professional Services
ASP MCS Acquisition Corp. (3) (10)
Senior Secured Second Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
10/2025
295
273
0.1
293
Battery Solutions, Inc. (3) (10)
Unsecured Debt
1200 + 200 PIK (11)
14.00
%
11/2021
1,263
1,248
0.2
1,192
BFC Solmetex LLC & Bonded Filter Co. LLC (3)
(5)
Unitranche First Lien Revolver
L + 850 (100 Floor) (8)
9.50
%
09/2023
750
742
0.1
750
BFC Solmetex LLC & Bonded Filter Co. LLC (3)
(5)
Unitranche First Lien Revolver
L + 850 (100 Floor) (8)
9.50
%
09/2023
300
296
0.1
300
BFC Solmetex LLC & Bonded Filter Co.
LLC (3)
Unitranche First Lien Term Loan
L + 850 (100 Floor) (8)
9.50
%
09/2023
5,920
5,848
1.0
5,920
BFC Solmetex LLC & Bonded Filter Co.
LLC (3)
Unitranche First Lien Term Loan
L + 850 (100 Floor) (8)
9.50
%
09/2023
618
610
0.1
618
See accompanying notes
74
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
CHA Holdings, Inc. (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 450 (100 Floor) (8)
5.50
%
04/2025
$
1,013
$
1,010
0.2
%
$
987
CHA Holdings, Inc. (3)
Senior Secured First Lien Term Loan
L + 450 (100 Floor) (8)
5.50
%
04/2025
4,805
4,789
0.8
4,683
Consolidated Label Co., LLC (3) (4) (5)
(6)
Senior Secured First Lien Revolver
07/2026
(12
)
Consolidated Label Co., LLC (3)
Senior Secured First Lien Term Loan
L + 575 (100 Floor) (8)
6.75
%
07/2026
4,339
4,258
0.8
4,339
Digital Room Holdings, Inc. (3)
Senior Secured First Lien Term Loan
L + 500 (12)
5.27
%
05/2026
6,895
6,602
1.2
6,533
GH Holding Company (3)
Senior Secured First Lien Term Loan
L + 450 (7)
4.65
%
02/2023
1,459
1,455
0.2
1,412
GI Revelation Acquisition, LLC (3)
Senior Secured First Lien Term Loan
L + 500 (7)
5.15
%
04/2025
7,321
7,296
1.3
7,049
Hepaco, LLC (3) (6) (9)
Senior Secured First Lien Delayed Draw Term Loan
L + 500 (100 Floor) (7)
6.00
%
08/2024
4,156
4,130
0.7
3,999
Hepaco, LLC (3) (5) (6)
Senior Secured First Lien Revolver
L + 500 (100 Floor) (7)
6.00
%
08/2024
825
824
0.1
791
Hepaco, LLC (3)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (7)
6.00
%
08/2024
5,098
5,067
0.9
4,911
Hercules Borrower LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
12/2026
(55
)
(55
)
Hercules Borrower LLC (3)
Unitranche First Lien Term Loan
L + 650 (100 Floor) (8)
7.50
%
12/2026
19,125
18,650
3.3
18,647
Hsid Acquisition, LLC (3) (9)
Senior Secured First Lien Delayed Draw Term Loan
L + 500 (100 Floor) (8)
6.00
%
01/2026
2,893
2,844
0.5
2,893
Hsid Acquisition, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
01/2026
(13
)
Hsid Acquisition, LLC (3)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (7)
6.00
%
01/2026
3,866
3,799
0.7
3,866
Impact Group, LLC (3)
Senior Secured First Lien Term Loan
L + 737 (100 Floor) (7)
8.37
%
06/2023
7,040
5,455
1.2
6,585
Impact Sales, LLC (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 737 (100 Floor) (7)
8.37
%
06/2023
6,645
5,149
1.1
6,216
Institutional Shareholder Services,
Inc. (3)
Senior Secured First Lien Term Loan
L + 450 (8)
4.75
%
03/2026
2,948
2,909
0.5
2,936
Institutional Shareholder Services,
Inc. (3)
Senior Secured Second Lien Term Loan
L + 850 (8)
8.75
%
03/2027
2,000
1,928
0.3
2,000
ISS Compressors Industries, Inc. (3) (4) (5)
(6)
Senior Secured First Lien Revolver
02/2026
(7
)
(27
)
ISS Compressors Industries, Inc. (3)
Senior Secured First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
02/2026
9,098
9,019
1.6
8,807
Jordan Healthcare, Inc. (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (8)
7.00
%
07/2022
691
688
0.1
691
Jordan Healthcare, Inc. (3)
Senior Secured First Lien Revolver
L + 600 (100 Floor) (8)
7.00
%
07/2022
450
449
0.1
450
Jordan Healthcare, Inc. (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
07/2022
3,980
3,966
0.7
3,980
MHS Acquisition Holdings, LLC (3)
Senior Secured Second Lien Delayed Draw Term Loan
L + 875 (100 Floor) (8)
9.75
%
03/2025
467
461
0.1
455
MHS Acquisition Holdings, LLC (3)
Senior Secured Second Lien Term Loan
L + 875 (100 Floor) (8)
9.75
%
03/2025
8,102
7,956
1.4
7,900
See accompanying notes
75
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
MHS Acquisition Holdings, LLC (3)
Unsecured Debt
1350
PIK (11)
13.50
%
03/2026
$
272
$
270
%
$
264
MHS Acquisition Holdings, LLC (3)
Unsecured Debt
1350
PIK (11)
13.50
%
03/2026
817
810
0.1
792
Pinstripe Holdings, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
01/2025
9,825
9,618
1.7
9,807
Pye-Barker Fire & Safety, LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (8)
7.00
%
11/2025
3,715
3,623
0.7
3,715
Pye-Barker Fire & Safety, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
11/2025
10,024
9,790
1.8
10,024
Receivable Solutions, Inc. (3) (4) (5)
(6)
Senior Secured First Lien Revolver
10/2024
(4
)
(3
)
Receivable Solutions, Inc. (3)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (7)
6.00
%
10/2024
2,070
2,042
0.4
2,047
SavATree, LLC (3) (6) (9)
Senior Secured First Lien Delayed Draw Term Loan
L + 500 (100 Floor) (8)
6.00
%
06/2022
772
766
0.1
772
SavATree, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
06/2022
(3
)
SavATree, LLC (3)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (8)
6.00
%
06/2022
3,910
3,887
0.7
3,910
Service Logic Acquisition, Inc (3) (4) (6)
(9)
Senior Secured Second Lien Delayed Draw Term Loan
10/2028
(71
)
Service Logic Acquisition, Inc (3)
Senior Secured Second Lien Term Loan
L + 850 (100 Floor) (8)
9.50
%
10/2028
8,755
8,496
1.6
8,755
Spear Education (3) (4) (6) (9)
Senior Secured First Lien Delayed Draw Term Loan
02/2025
(26
)
(81
)
Spear Education (3)
Senior Secured First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
02/2025
6,823
6,765
1.2
6,646
TecoStar Holdings, Inc. (3)
Senior Secured Second Lien Term Loan
L + 850 (100 Floor) (8)
9.50
%
11/2024
5,000
4,925
0.9
5,000
UP Acquisition Corp. (3)
Unitranche First Lien Delayed Draw Term Loan
L + 625 (100 Floor) (7)
7.25
%
05/2024
1,189
1,170
0.2
1,163
UP Acquisition Corp. (3) (5) (6)
Unitranche First Lien Revolver
L + 625 (100 Floor) (7)
7.25
%
05/2024
391
374
0.1
364
UP Acquisition Corp. (3)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (7)
7.25
%
05/2024
4,334
4,272
0.8
4,242
Xcentric Mold and Engineering Acquisition Company,
LLC (3)
Senior Secured First Lien Revolver
L + 700 (100 Floor)
(including 100 PIK) (8)
8.00
%
01/2022
710
707
0.1
614
Xcentric Mold and Engineering Acquisition Company,
LLC (3)
Senior Secured First Lien Term Loan
L + 700 (100 Floor)
(including 100 PIK) (8)
8.00
%
01/2022
4,416
4,395
0.7
3,819
175,385
169,440
30.5
170,971
Consumer Durables & Apparel
EiKo Global, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
06/2023
(8
)
EiKo Global, LLC (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
06/2023
3,223
3,188
0.6
3,223
3,223
3,180
0.6
3,223
See accompanying notes
76
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Consumer Services
BJH Holdings III Corp. (3)
Unitranche First Lien Term Loan
L + 525 (100 Floor) (8)
6.25
%
08/2025
$
13,355
$
13,194
2.3
%
$
12,921
Cambium Learning Group, Inc. (3)
Senior Secured Second Lien Term Loan
L + 850 (100 Floor) (8)
9.50
%
12/2026
5,000
4,865
0.9
4,800
Colibri Group LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 575 (100 Floor) (8)
6.75
%
05/2025
1,337
1,312
0.2
1,350
Colibri Group LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
05/2025
(18
)
10
Colibri Group LLC (3)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (8)
6.75
%
05/2025
8,126
7,970
1.5
8,208
Everlast Parent Inc. (3) (4) (6) (9)
Unitranche First Lien Delayed Draw Term Loan
10/2026
(41
)
Everlast Parent Inc. (3) (4) (5) (6)
Unitranche First Lien Revolver
10/2026
(39
)
Everlast Parent Inc. (3)
Unitranche First Lien Term Loan
L + 650 (100 Floor) (8)
7.50
%
10/2026
14,028
13,686
2.5
14,028
HGH Purchaser, Inc. (3) (6) (9)
Unitranche First Lien Delayed Draw Term Loan
L + 675 (100 Floor) (8)
7.75
%
11/2025
2,815
2,725
0.5
2,815
HGH Purchaser, Inc. (3) (5) (6)
Unitranche First Lien Revolver
L + 675 (100 Floor) (8)
7.75
%
11/2025
101
81
101
HGH Purchaser, Inc. (3)
Unitranche First Lien Term Loan
L + 675 (100 Floor) (8)
7.75
%
11/2025
8,027
7,859
1.4
8,027
JLL XDD, Inc. (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (13)
7.00
%
12/2023
5,970
5,824
1.1
6,030
JLL XDD, Inc. (3)
Senior Secured First Lien Term Loan
L + 550 (100 Floor) (12)
6.50
%
12/2023
2,113
2,076
0.4
2,105
Learn-It Systems, LLC (3) (6) (14)
Senior Secured First Lien Delayed Draw Term Loan
L + 450 (100 Floor) (8)
5.50
%
03/2025
1,140
1,079
0.2
1,111
Learn-It Systems, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
03/2025
(14
)
(7
)
Learn-It Systems, LLC (3)
Senior Secured First Lien Term Loan
L + 450 (100 Floor) (8)
5.50
%
03/2025
4,337
4,236
0.8
4,288
Southern HVAC Corporation (3) (4) (6)
(14)
Unitranche First Lien Delayed Draw Term Loan
10/2025
(24
)
Southern HVAC Corporation (3) (4) (5)
(6)
Unitranche First Lien Revolver
10/2025
(19
)
Southern HVAC Corporation (3)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (8)
7.25
%
10/2025
5,550
5,442
1.0
5,550
Teaching Strategies LLC (3) (4) (5)
(6)
Unitranche First Lien Revolver
05/2024
(9
)
Teaching Strategies LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
05/2024
9,141
8,999
1.6
9,141
United Language Group, Inc. (3) (5)
Senior Secured First Lien Revolver
L + 675 (100 Floor) (7)
7.75
%
12/2021
400
398
0.1
381
United Language Group, Inc. (3)
Senior Secured First Lien Term Loan
L + 675 (100 Floor) (7)
7.75
%
12/2021
4,641
4,616
0.8
4,419
Vistage Worldwide, Inc.
Senior Secured First Lien Term Loan
L + 400 (100 Floor) (8)
5.00
%
02/2025
6,134
6,143
1.1
6,092
WeddingWire, Inc. (3)
Senior Secured Second Lien Term Loan
L +
825 (8)
8.46
%
12/2026
5,000
4,955
0.8
4,604
See accompanying notes
77
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Wrench Group LLC (3)
Senior Secured Second Lien Term Loan
L +
788 (8)
8.13
%
04/2027
$
2,500
$
2,436
0.4
%
$
2,492
99,715
97,732
17.6
98,466
Diversified Financials
GGC Aperio Holdings, L.P. (3)
Unitranche First Lien Term Loan
L +
500 (8)
5.15
%
10/2024
8,405
8,393
1.5
8,410
Goldentree Loan Management US CLO 2, Ltd. (3)
(15)
CLO, Series 2017-2A, Class E
L + 470
4.92
%
11/2030
2,000
1,902
0.3
1,829
10,405
10,295
1.8
10,239
Energy
BJ Services, LLC (3) (16) (17)
Unitranche First Lien - Last Out Term Loan
01/2023
8,075
8,014
1.1
6,463
BJ Services, LLC (3)
Unitranche First Lien Term Loan
L + 700 (150 Floor) (8)
8.50
%
01/2023
2,668
2,653
0.5
2,668
Black Diamond Oilfield Rentals,
LLC (3)
Senior Secured First Lien Term Loan
L + 650 (100 Floor) (8)
7.50
%
09/2021
10,386
10,332
1.7
9,645
21,129
20,999
3.3
18,776
Food & Staples Retailing
Isagenix International, LLC
Senior Secured First Lien Term Loan
L + 575 (100 Floor) (8)
6.75
%
06/2025
6,068
6,046
0.6
3,408
PetIQ, LLC (3) (15)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (7)
6.00
%
07/2025
14,812
14,703
2.6
14,812
20,880
20,749
3.2
18,220
Food, Beverage & Tobacco
Mann Lake Ltd. (3) (5) (6)
Senior Secured First Lien Revolver
L + 750 (100 Floor) (8)
8.50
%
10/2024
840
829
0.1
840
Mann Lake Ltd. (3)
Senior Secured First Lien Term Loan
L + 750 (100 Floor) (8)
8.50
%
10/2024
3,826
3,773
0.7
3,826
4,666
4,602
0.8
4,666
Health Care Equipment & Services
Abode Healthcare, Inc. (3) (4) (5) (6)
Senior Secured First Lien Revolver
08/2025
(18
)
(11
)
Abode Healthcare, Inc. (3)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (8)
6.25
%
08/2025
4,740
4,663
0.8
4,693
Aegis Sciences Corporation
Senior Secured First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
05/2025
7,328
6,936
1.2
6,442
Ameda, Inc. (3) (5) (6)
Senior Secured First Lien Revolver
L + 700 (100 Floor) (7)
8.00
%
09/2022
188
186
163
Ameda, Inc. (3)
Senior Secured First Lien Term Loan
L + 700 (100 Floor) (7)
8.00
%
09/2022
2,201
2,185
0.4
2,022
Anne Arundel Dermatology Management, LLC (3) (6)
(9)
Senior Secured First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (8)
7.00
%
10/2025
491
460
0.1
491
Anne Arundel Dermatology Management, LLC (3) (4) (5)
(6)
Senior Secured First Lien Revolver
10/2025
(11
)
Anne Arundel Dermatology Management,
LLC (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
10/2025
2,450
2,403
0.4
2,450
Avalign Technologies, Inc. (3)
Senior Secured First Lien Term Loan
L +
450 (8)
4.73
%
12/2025
16,837
16,709
3.0
16,753
BAART Programs, Inc. (3)
Senior Secured Second Lien Delayed Draw Term Loan
L + 800 (100 Floor) (8)
9.00
%
03/2025
1,000
957
0.2
997
BAART Programs, Inc. (3)
Senior Secured Second Lien Term Loan
L + 825 (100 Floor) (18)
9.25
%
03/2025
7,000
6,700
1.3
6,977
See accompanying notes
78
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Centria Subsidiary Holdings, LLC (3) (5)
(6)
Unitranche First Lien Revolver
P +
500 (19)
8.25
%
12/2025
$
158
$
109
%
$
158
Centria Subsidiary Holdings, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
12/2025
11,753
11,452
2.1
11,753
CRA MSO, LLC (3) (5) (6)
Senior Secured First Lien Revolver
L + 700 (100 Floor) (7)
8.00
%
12/2023
80
78
72
CRA MSO, LLC (3)
Senior Secured First Lien Term Loan
L + 700 (100 Floor) (7)
8.00
%
12/2023
1,225
1,210
0.2
1,173
ExamWorks Group, Inc. (3)
Senior Secured Second Lien Term Loan
L + 725 (100 Floor) (8)
8.25
%
07/2024
5,735
5,642
1.0
5,735
FH MD Buyer, Inc (3)
Senior Secured First Lien Term Loan
L + 575 (100 Floor) (7)
6.75
%
10/2026
17,264
16,845
3.0
16,832
GrapeTree Medical Staffing, LLC (3) (4) (5)
(6)
Senior Secured First Lien Revolver
10/2022
(3
)
(3
)
GrapeTree Medical Staffing, LLC (3)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (7)
6.25
%
10/2022
1,645
1,633
0.3
1,634
GrapeTree Medical Staffing, LLC (3)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (7)
6.25
%
10/2022
1,383
1,367
0.2
1,374
HCAT Acquisition, Inc. (3)
Unitranche First Lien Delayed Draw Term Loan
L + 925 (100 Floor) (8)
10.25
%
11/2022
2,307
2,195
0.4
2,104
HCAT Acquisition, Inc. (3) (20)
Unitranche First Lien Revolver
L + 925 (100 Floor) (8)
10.25
%
11/2022
3,837
3,649
0.6
3,499
HCAT Acquisition, Inc. (3)
Unitranche First Lien Term Loan
L + 925 (100 Floor) (8)
10.25
%
11/2022
14,666
13,948
2.4
13,375
HCOS Group Intermediate III LLC (3) (4) (5)
(6)
Senior Secured First Lien Revolver
09/2026
(17
)
(13
)
HCOS Group Intermediate III LLC (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
09/2026
11,571
11,348
2.0
11,397
Hospice Care Buyer, Inc. (3) (4) (6)
(9)
Unitranche First Lien Delayed Draw Term Loan
12/2026
(40
)
Hospice Care Buyer, Inc. (3) (5) (6)
Unitranche First Lien Revolver
L + 650 (100 Floor) (8)
7.50
%
12/2026
231
183
231
Hospice Care Buyer, Inc. (3) (6)
Unitranche First Lien Term Loan
L + 650 (100 Floor) (7)
7.50
%
12/2026
12,743
12,339
2.3
12,743
IvyRehab Intermediate II, LLC (3) (4) (6)
(9)
Unitranche First Lien Delayed Draw Term Loan
12/2024
(28
)
(14
)
IvyRehab Intermediate II, LLC (3) (4) (5)
(6)
Unitranche First Lien Revolver
12/2024
(10
)
(5
)
IvyRehab Intermediate II, LLC (3)
Unitranche First Lien Term Loan
L + 675 (100 Floor) (8)
7.75
%
12/2024
8,030
7,872
1.4
7,951
Lightspeed Buyer, Inc. (3) (6) (9)
Unitranche First Lien Delayed Draw Term Loan
L + 550 (100 Floor) (7)
6.50
%
02/2026
1,146
1,120
0.2
1,114
Lightspeed Buyer, Inc. (3) (5) (6)
Unitranche First Lien Revolver
L + 550 (100 Floor) (8)
6.50
%
02/2026
350
332
0.1
331
Lightspeed Buyer, Inc. (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (7)
6.50
%
02/2026
9,925
9,752
1.7
9,745
MDVIP, Inc.
Senior Secured First Lien Term Loan
L + 425 (100 Floor) (7)
5.25
%
11/2024
9,561
9,561
1.7
9,534
Medsurant Holdings, LLC (3)
Senior Secured Second Lien Term Loan
1400 (11)
14.00
%
03/2022
7,945
7,907
1.4
7,859
See accompanying notes
79
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
NMN Holdings III Corp. (3)
Senior Secured Second Lien Delayed Draw Term Loan
L +
775 (7)
7.93
%
11/2026
$
1,667
$
1,626
0.3
%
$
1,641
NMN Holdings III Corp. (3)
Senior Secured Second Lien Term Loan
L +
775 (7)
7.93
%
11/2026
7,222
7,049
1.3
7,110
NMSC Holdings, Inc. (3)
Senior Secured Second Lien Term Loan
L + 1000 (100 Floor) (8)
11.00
%
10/2023
4,307
4,230
0.8
4,194
Omni Ophthalmic Management Consultants, LLC (3) (4)
(6) (9)
Senior Secured First Lien Delayed Draw Term Loan
03/2021
(2
)
(39
)
Omni Ophthalmic Management Consultants, LLC (3)
(5)
Senior Secured First Lien Revolver
L + 750 (100 Floor) (7)
8.50
%
05/2023
850
843
0.1
797
Omni Ophthalmic Management Consultants,
LLC (3)
Senior Secured First Lien Term Loan
L + 750 (100 Floor) (7)
8.50
%
05/2023
6,878
6,820
1.2
6,452
Pinnacle Treatment Centers, Inc. (3) (6)
(9)
Unitranche First Lien Delayed Draw Term Loan
L + 625 (100 Floor) (8)
7.25
%
12/2022
684
677
0.1
684
Pinnacle Treatment Centers, Inc. (3) (4) (5)
(6)
Unitranche First Lien Revolver
12/2022
(5
)
Pinnacle Treatment Centers, Inc. (3)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (8)
7.25
%
12/2022
8,052
7,996
1.4
8,052
Professional Physical Therapy (3)
Senior Secured First Lien Term Loan
L + 850 (100 Floor)
(including 250 PIK) (8)
9.50
%
12/2022
8,975
8,755
1.2
6,855
PT Network, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
11/2023
(1
)
(10
)
PT Network, LLC (3)
Senior Secured First Lien Term Loan
L + 750 (100 Floor)
(including 200 PIK) (8)
8.50
%
11/2023
4,789
4,782
0.8
4,672
Safco Dental Supply, LLC (3) (4) (5)
(6)
Unitranche First Lien Revolver
06/2025
(8
)
(1
)
Safco Dental Supply, LLC (3)
Unitranche First Lien Term Loan
L + 450 (100 Floor) (8)
5.50
%
06/2025
4,043
3,988
0.7
4,034
Seniorlink Incorporated (3) (4) (5)
(6)
Unitranche First Lien Revolver
07/2026
(29
)
Seniorlink Incorporated (3)
Unitranche First Lien Term Loan
L + 700 (100 Floor) (8)
8.00
%
07/2026
6,818
6,626
1.2
6,818
Smile Brands, Inc. (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 517 (21 Floor) (8)
5.49
%
10/2024
619
615
0.1
604
Smile Brands, Inc. (3) (4) (5) (6)
Senior Secured First Lien Revolver
09/2024
(2
)
(7
)
Smile Brands, Inc. (3)
Senior Secured First Lien Term Loan
L + 517 (21 Floor) (8)
5.49
%
10/2024
2,058
2,044
0.4
2,007
Smile Doctors LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
10/2022
(6
)
Smile Doctors LLC (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
10/2022
16,280
16,261
2.9
16,196
Unifeye Vision Partners (3) (6) (14)
Senior Secured First Lien Delayed Draw Term Loan
P +
400 (19)
7.25
%
09/2025
813
782
0.1
707
Unifeye Vision Partners (3) (5) (6)
Senior Secured First Lien Revolver
P +
400 (19)
7.25
%
09/2025
453
427
0.1
394
Unifeye Vision Partners (3)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (8)
6.00
%
09/2025
5,346
5,259
0.9
5,159
Vital Care Buyer, LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
10/2025
(37
)
(39
)
See accompanying notes
80
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Vital Care Buyer, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
10/2025
$
7,778
$
7,646
1.4
%
$
7,642
Zest Acquisition Corp.
Senior Secured First Lien Term Loan
L +
350 (7)
3.66
%
03/2025
8,603
8,604
1.5
8,259
260,025
254,560
44.9
251,731
Household & Personal Products
Tranzonic (3) (5) (6)
Senior Secured First Lien Revolver
P + 375 (100 Floor) (19)
7.00
%
03/2023
440
438
0.1
440
Tranzonic (3)
Senior Secured First Lien Term Loan
L + 450 (100 Floor) (7)
5.50
%
03/2023
3,813
3,793
0.7
3,813
4,253
4,231
0.8
4,253
Insurance
Comet Acquisition, Inc. (3)
Senior Secured Second Lien Term Loan
L +
750 (8)
7.75
%
10/2026
3,563
3,556
0.6
3,231
Integrity Marketing Acquisition,
LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 550 (100 Floor) (8)
6.50
%
08/2025
5,068
4,959
0.9
5,068
Integrity Marketing Acquisition,
LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 550 (100 Floor) (8)
6.50
%
08/2025
3,064
2,997
0.5
3,064
Integrity Marketing Acquisition, LLC (3) (4) (5)
(6)
Unitranche First Lien Revolver
08/2025
(39
)
Integrity Marketing Acquisition,
LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
08/2025
12,879
12,618
2.3
12,879
Integro Parent, Inc. (3) (15)
Senior Secured First Lien Term Loan
L + 575 (100 Floor) (7)
6.75
%
10/2022
473
470
0.1
473
Integro Parent, Inc. (3) (15)
Senior Secured Second Lien Delayed Draw Term Loan
L + 925 (100 Floor) (7)
10.25
%
10/2023
380
378
0.1
369
Integro Parent, Inc. (3) (15)
Senior Secured Second Lien Term Loan
L + 925 (100 Floor) (7)
10.25
%
10/2023
2,916
2,889
0.5
2,825
The Hilb Group, LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 575 (100 Floor) (7)
6.75
%
12/2026
1,019
996
0.2
1,016
The Hilb Group, LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
12/2025
(7
)
(1
)
The Hilb Group, LLC (3)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (8)
6.75
%
12/2026
3,603
3,524
0.6
3,594
THG Acquisition, LLC (3) (6) (9)
Unitranche First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (8)
7.00
%
12/2026
53
31
49
THG Acquisition, LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
12/2025
(4
)
THG Acquisition, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
12/2026
1,069
1,042
0.2
1,066
34,087
33,410
6.0
33,633
Materials
Kestrel Parent, LLC (3) (4) (6) (20)
Unitranche First Lien Revolver
11/2023
(12
)
Kestrel Parent, LLC (3)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (8)
6.75
%
11/2025
6,672
6,547
1.2
6,672
6,672
6,535
1.2
6,672
Pharmaceuticals, Biotechnology & Life Sciences
Pharmalogic Holdings Corp. (3)
Senior Secured Second Lien Delayed Draw Term Loan
L +
800 (7)
8.15
%
12/2023
4,760
4,733
0.8
4,663
Pharmalogic Holdings Corp. (3)
Senior Secured Second Lien Term Loan
L +
800 (7)
8.15
%
12/2023
5,460
5,428
1.0
5,349
See accompanying notes
81
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Pharmalogic Holdings Corp. (3)
Senior Secured Second Lien Term Loan
L +
800 (7)
8.15
%
12/2023
$
5,880
$
5,845
1.0
%
$
5,760
Teal Acquisition Co., Inc (3) (4) (6)
(9)
Unitranche First Lien Delayed Draw Term Loan
09/2026
(24
)
Teal Acquisition Co., Inc (3) (5) (6)
Unitranche First Lien Revolver
L + 625 (100 Floor) (8)
7.25
%
09/2026
274
237
0.1
274
Teal Acquisition Co., Inc (3)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (8)
7.25
%
09/2026
9,124
8,861
1.6
9,124
Trinity Partners, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
02/2025
(4
)
Trinity Partners, LLC (3)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (7)
6.25
%
02/2025
3,709
3,682
0.7
3,709
29,207
28,758
5.2
28,879
Retailing
Palmetto Moon LLC, (3)
Senior Secured First Lien Term Loan
1150 + 250
PIK (11)
14.00
%
10/2021
4,155
3,397
0.7
3,813
Slickdeals Holdings, LLC (3) (4) (6) (10)
(20)
Unitranche First Lien Revolver
06/2023
(10
)
Slickdeals Holdings, LLC (3) (10)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (12)
7.25
%
06/2024
14,528
14,223
2.6
14,528
18,683
17,610
3.3
18,341
Software & Services
Affinitiv, Inc. (3) (4) (5) (6)
Unitranche First Lien Revolver
08/2024
(7
)
Affinitiv, Inc. (3)
Unitranche First Lien Term Loan
L + 700 (100 Floor) (8)
8.00
%
08/2024
6,435
6,349
1.2
6,435
Ansira Partners, Inc. (3) (16)
Unitranche First Lien Delayed Draw Term Loan
12/2024
964
931
0.1
676
Ansira Partners, Inc. (3) (16)
Unitranche First Lien Term Loan
12/2024
7,122
6,687
0.9
4,997
Avaap USA LLC (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 725 (100 Floor) (7)
8.25
%
03/2023
344
340
0.1
336
Avaap USA LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
03/2023
(7
)
(15
)
Avaap USA LLC (3)
Senior Secured First Lien Term Loan
L + 725 (100 Floor) (7)
8.25
%
03/2023
3,769
3,727
0.7
3,684
Benesys Inc. (3)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (7)
5.75
%
10/2024
300
294
0.1
295
Benesys, Inc. (3) (4) (5) (6)
Senior Secured First Lien Revolver
10/2024
(1
)
(3
)
Benesys, Inc. (3)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (7)
5.75
%
10/2024
1,414
1,400
0.3
1,388
C-4 Analytics, LLC (3) (4) (5) (6)
Senior Secured First Lien Revolver
08/2023
(5
)
C-4 Analytics, LLC (3)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (7)
6.25
%
08/2023
9,916
9,832
1.8
9,916
CAT Buyer, LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
04/2024
(8
)
(17
)
CAT Buyer, LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (7)
6.50
%
04/2024
6,239
6,154
1.1
6,041
Claritas, LLC (3) (5) (6)
Senior Secured First Lien Revolver
L + 600 (100 Floor) (8)
7.00
%
12/2023
113
111
113
Claritas, LLC (3)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
12/2023
1,093
1,085
0.2
1,093
See accompanying notes
82
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
List Partners, Inc. (3) (4) (5) (6)
Senior Secured First Lien Revolver
01/2023
$
$
(4
)
%
$
(6
)
List Partners, Inc. (3)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (7)
6.00
%
01/2023
4,495
4,455
0.8
4,440
MRI Software LLC (3) (4) (6) (9)
Unitranche First Lien Delayed Draw Term Loan
02/2026
(22
)
(3
)
MRI Software LLC (3) (4) (5) (6)
Unitranche First Lien Delayed Draw Term Loan
02/2026
(4
)
(1
)
MRI Software LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
02/2026
(16
)
(32
)
MRI Software LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
02/2026
149
145
149
MRI Software LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (8)
6.50
%
02/2026
18,079
17,841
3.2
18,034
Ontario Systems, LLC (3) (4) (6) (9)
Unitranche First Lien Delayed Draw Term Loan
08/2025
(4
)
(38
)
Ontario Systems, LLC (3) (5) (6)
Unitranche First Lien Revolver
L + 550 (100 Floor) (8)
6.50
%
08/2025
200
196
183
Ontario Systems, LLC (3)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (7)
6.50
%
08/2025
3,209
3,183
0.6
3,098
Park Place Technologies, LLC (3)
Unsecured Debt
1250
PIK (11)
12.50
%
05/2029
784
784
0.1
784
Perforce Software, Inc. (3)
Senior Secured Second Lien Term Loan
L +
800 (7)
8.15
%
07/2027
5,000
4,977
0.9
5,000
Prism Bidco, Inc. (3) (4) (5) (6)
Unitranche First Lien Revolver
06/2026
(23
)
(13
)
Prism Bidco, Inc. (3)
Unitranche First Lien Term Loan
L + 700 (100 Floor) (8)
8.00
%
06/2026
7,463
7,254
1.3
7,351
Right Networks, LLC (3) (4) (5) (6)
Unitranche First Lien Revolver
11/2024
(4
)
Right Networks, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (7)
7.00
%
11/2024
9,645
9,472
1.7
9,645
Ruffalo Noel Levitz, LLC (3) (5) (6)
Unitranche First Lien Revolver
L + 600 (100 Floor) (8)
7.00
%
05/2022
240
238
237
Ruffalo Noel Levitz, LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (8)
7.00
%
05/2022
2,505
2,489
0.4
2,480
Saturn Borrower Inc (3) (4) (5) (6)
Unitranche First Lien Revolver
09/2026
(43
)
Saturn Borrower Inc (3)
Unitranche First Lien Term Loan
L + 650 (100 Floor) (8)
7.50
%
09/2026
20,524
19,929
3.7
20,524
Transportation Insight, LLC (3) (9)
Senior Secured First Lien Delayed Draw Term Loan
L +
450 (7)
4.65
%
12/2024
1,277
1,269
0.2
1,226
Transportation Insight, LLC (3) (4) (5)
(6)
Senior Secured First Lien Revolver
12/2024
(5
)
(30
)
Transportation Insight, LLC (3)
Senior Secured First Lien Term Loan
L +
450 (7)
4.65
%
12/2024
5,142
5,107
0.9
4,936
Trident Technologies, LLC (3)
Senior Secured First Lien Term Loan
L + 600 (150 Floor) (8)
7.50
%
12/2025
14,850
14,658
2.6
14,726
Winxnet Holdings LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (7)
7.00
%
06/2023
641
632
0.1
636
Winxnet Holdings LLC (3)
Unitranche First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (8)
7.00
%
06/2023
1,050
1,029
0.2
1,043
Winxnet Holdings LLC (3) (5) (6)
Unitranche First Lien Revolver
L + 600 (100 Floor) (7)
7.00
%
06/2023
240
236
237
See accompanying notes
83
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Winxnet Holdings LLC (3)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (7)
7.00
%
06/2023
$
1,950
$
1,929
0.3
%
$
1,936
135,152
132,580
23.5
131,481
Technology Hardware & Equipment
Onvoy, LLC (3)
Senior Secured Second Lien Term Loan
L + 1050 (100 Floor) (7)
11.50
%
02/2025
2,635
2,556
0.5
2,585
Transportation
Pilot Air Freight, LLC (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 475 (100 Floor) (8)
5.75
%
07/2024
1,196
1,196
0.2
1,184
Pilot Air Freight, LLC (3)
Senior Secured First Lien Delayed Draw Term Loan
L + 475 (100 Floor) (8)
5.75
%
07/2024
771
769
0.1
764
Pilot Air Freight, LLC (3) (4) (6) (9)
Senior Secured First Lien Revolver
07/2024
(1
)
Pilot Air Freight, LLC (3)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (8)
5.75
%
07/2024
5,363
5,343
1.0
5,310
7,330
7,308
1.3
7,257
Total Debt Investments
United States
$
878,578
$
856,705
151.8
%
$
850,093
Equity Investments
Capital Goods
Alion Science and Technology
Corporation (3)
Common Stock
745,504
766
0.2
1,392
Envocore Holding, LLC (3)
Preferred Stock
1,139,725
1,885,229
766
0.2
1,392
Commercial & Professional Services
Allied Universal holdings, LLC (3)
Common Stock, Class A
2,240,375
1,011
0.5
2,716
ASP MCS Acquisition Corp. (10)
Common Stock
11,792
1,150
0.3
1,500
Battery Solutions, Inc. (3) (10)
Preferred Stock, Class E
5,275,561
3,669
0.4
2,373
Battery Solutions, Inc. (3) (10)
Preferred Stock, Class A
50,000
Battery Solutions, Inc. (3) (10)
Preferred Stock, Class F
3,333,333
Hercules Borrower LLC (3)
Common Stock
1,153,075
1,153
0.2
1,153
IGT Holding LLC (3)
Preferred Stock
645,730
IGT Holding LLC (3)
Common Stock
1,000,000
MHS Acquisition Holdings, LLC (3)
Common Stock
10
10
MHS Acquisition Holdings, LLC (3)
Preferred Stock
1,018
923
0.2
799
My Alarm Center, LLC (3)
Common Stock
129,582
My Alarm Center, LLC (3)
Junior Preferred Stock
2,420
My Alarm Center, LLC (3)
Senior Preferred Stock
2,998
PB Parent, LP (3)
Common Stock
1,125,000
1,125
0.2
1,189
RSI Acquisition, LLC (3)
Preferred Stock, Class A
137,000
137
196
Saber Parent Holdings (3)
Common Stock
13,132
1,313
0.2
1,313
TecoStar Holdings, Inc. (3)
Common Stock
500,000
500
0.2
1,024
15,621,026
10,991
2.2
12,263
Consumer Services
Everlast Holding, Inc. (3)
Common Stock
948
948
0.2
948
Green Wrench Acquisition, LLC (3)
Common Stock
4,082
410
0.1
569
HGH Investment, LP (3)
Common Stock, Class A
4,171
417
0.1
562
Legalshield (3)
Common Stock
372
372
0.1
495
Southern Technical Institute, Inc. (3)
(10)
Common Stock, Class A1
6,000,000
1.3
6,987
Southern Technical Institute, Inc. (3)
(10)
Common Stock, Class A
3,164,063
266
Wrench Group Holdings, LLC (3)
Common Stock, Class A
1,143
115
160
9,174,779
2,262
1.8
9,987
Diversified Financials
CBDC Senior Loan Fund LLC (15) (21)
(22)
Partnership Interest
40,000,000
40,000
6.9
38,735
GACP II LP (15) (22) (23)
Partnership Interest
16,227,613
16,228
2.9
16,154
56,227,613
56,228
9.8
54,889
Health Care Equipment & Services
ExamWorks Group, Inc. (3)
Common Stock
7,500
750
0.3
1,586
Hospice Care Buyer, Inc. (3)
Common Stock
11,265
1,127
0.2
1,127
See accompanying notes
84
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
MDVIP, Inc. (3)
Common Stock
46,807
$
648
0.2
%
$
1,169
NMN Holdings LP (3)
Common Stock
11,111
1,111
0.3
1,454
PT Network, LLC (3)
Common Stock, Class C
0.93
SL Topco Holdings, Inc. (3)
Common Stock
68,182
682
0.2
944
Spartan Healthcare Holdings, LLC (3)
Common Stock
11,911
1,191
0.2
1,353
156,777
5,509
1.4
7,633
Insurance
Integrity Marketing Acquisition,
LLC (3)
Common Stock
619,562
648
0.2
1,252
Integrity Marketing Acquisition,
LLC (3)
Preferred Stock
1,247
1,216
0.3
1,485
Integro Parent, Inc. (3) (15)
Common Stock
4,468
454
0.1
784
625,277
2,318
0.6
3,521
Materials
Kestrel Upperco, LLC (3)
Common Stock, Class A
41,791
209
240
Media & Entertainment
Conisus, LLC (3) (10)
Common Stock
4,914,556
0.8
4,320
Conisus, LLC (3) (10) (24)
Preferred Stock, Series B
1500 PIK
15.00
%
18,544,370
10,160
3.3
18,545
23,458,926
10,160
4.1
22,865
Pharmaceuticals, Biotechnology & Life Sciences
Teal Parent Holdings, LP (3)
Common Stock
4,562
456
0.1
456
Retailing
Palmetto Moon, LLC (3)
Common Stock
99
Slickdeals Holdings, LLC (3) (10)
Common Stock
61
990
0.3
1,482
Vivid Seats Ltd. (3) (10)
Common Stock
608,108
608
0.1
801
Vivid Seats Ltd. (3) (10)
Preferred Stock
1,891,892
1,892
0.5
2,913
2,500,160
3,490
0.9
5,196
Software & Services
Curvature (3) (25)
Residual Interest
2,482
0.4
2,481
Saturn Topco LP (3)
Common Stock
411,511
412
0.1
412
411,511
2,894
0.5
2,893
Technology Hardware & Equipment
Onvoy, LLC (3)
Common Stock, Class A
3,649
365
0.1
410
Onvoy, LLC (3)
Common Stock, Class B
2,536
6,185
365
0.1
410
Transportation
Xpress Global Systems, LLC (3)
Common Stock
12,544
Total Equity Investments
United States
110,126,380
$
95,648
21.7
%
$
121,745
Total United States
$
952,353
173.5
%
$
971,838
Canada
Debt Investments
Health Care Equipment & Services
VetStrategy (3) (4) (6) (9) (11)
Unitranche First Lien Delayed Draw Term Loan
07/2027
C$
657
(35
)
VetStrategy (3) (15)
Unitranche First Lien Term Loan
C + 700 (100 Floor) (26)
8.00
%
07/2027
9,292
6,738
1.3
7,294
VetStrategy (3) (6) (9) (15)
Unitranche First Lien Delayed Draw Term Loan
C + 700 (100 Floor) (26)
8.00
%
07/2027
1,399
973
0.2
1,010
VetStrategy (3) (15)
Unitranche First Lien Delayed Draw Term Loan
C + 700 (100 Floor) (26)
8.00
%
07/2027
1,729
1,259
0.2
1,357
13,077
8,935
1.7
9,661
Telecommunication Services
Sandvine Corporation (3) (15)
Senior Secured Second Lien Term Loan
L +
800 (7)
8.15
%
11/2026
4,500
4,359
0.7
4,062
Total Debt Investments
Canada
C$
17,577
$
13,294
2.4
%
$
13,723
See accompanying notes
85
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity/
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Equity Investments
Health Care Equipment & Services
VetStrategy (3) (15)
Common Stock
750,000
$
560
0.1
%
$
589
750,000
560
0.1
589
Total Equity Investments
Canada
750,000
$
560
0.1
%
$
589
Total Canada
$
13,854
2.5
%
$
14,312
United Kingdom
Debt Investments
Commercial & Professional Services
Crusoe Bidco Limited (3) (6) (15) (27)
Unitranche First Lien Delayed Draw Term Loan
L +
625 (28)
6.27
%
12/2025
£
303
398
0.1
415
Crusoe Bidco Limited (3) (15)
Unitranche First Lien Term Loan
L +
625 (28)
6.28
%
12/2025
6,068
7,431
1.5
8,294
Crusoe Bidco Limited (3) (6) (15) (27)
Unitranche First Lien Delayed Draw Term Loan
12/2025
6,371
7,829
1.6
8,709
Consumer Services
Auction Technology Group (3) (15)
Unitranche First Lien Term Loan
L +
650 (29)
6.62
%
02/2027
£
3,339
4,241
0.8
4,564
Auction Technology Group (3) (15)
Unitranche First Lien Term Loan
L +
650 (29)
6.84
%
02/2027
$
10,687
10,398
1.9
10,687
14,026
14,639
2.7
15,251
Total Debt Investments
United Kingdom
20,397
$
22,468
4.3
%
$
23,960
Total United Kingdom
$
22,468
4.3
%
$
23,960
Netherlands
Debt Investments
Pharmaceuticals, Biotechnology & Life Sciences
PharComp Parent B.V. (3) (15) (17)
Unitranche First Lien - Last Out Term Loan
E + 625 (30)
(31)
6.25
%
02/2026
6,910
7,654
1.5
8,454
PharComp Parent B.V. (3) (6) (15) (27)
Unitranche First Lien Term Loan
E + 625 (30)
(31)
6.25
%
02/2026
187
151
0.1
229
7,097
7,805
1.6
8,683
Total Debt Investments
Netherlands
7,097
$
7,805
1.6
%
$
8,683
Total Netherlands
$
7,805
1.6
%
$
8,683
Belgium
Debt Investments
Commercial & Professional Services
MIR Bidco SA (3) (15)
Unitranche First Lien Term Loan
E + 625 (31)
(32)
6.25
%
04/2026
9,507
10,491
2.0
11,168
Miraclon Corporation (3) (15)
Unitranche First Lien Term Loan
L +
625 (12)
7.47
%
04/2026
$
4,162
4,061
0.7
3,983
13,669
14,552
2.7
15,151
Total Debt Investments
Belgium
13,669
$
14,552
2.7
%
$
15,151
Equity Investments
Commercial & Professional Services
MIR Bidco SA (3) (15)
Common Stock
921
1
MIR Bidco SA (3) (15)
Preferred Stock
81,384
91
57
82,305
92
57
Total Equity Investments
Belgium
82,305
$
92
%
$
57
Total Belgium
$
14,644
2.7
%
$
15,208
Total Investments
$
1,011,124
184.6
%
$
1,034,001
See accompanying notes
86
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
*
The majority of the investments bear interest at a rate that may be determined by reference to London Interbank
Offered Rate (LIBOR or L), Prime (P), CDOR (C) or EURIBOR (E) and which reset monthly, bi-monthly, quarterly, semiannually or annually. For each, the
Company has provided the spread over LIBOR or Prime and the current interest rate in effect at December 31, 2020. Certain investments are subject to a LIBOR or Prime interest rate floor. For fixed rate loans, a spread above a reference rate is
not applicable.
**
Percentage is based on net assets of $560,000 as of December 31, 2020.
(1)
All positions held are
non-controlled/non-affiliated investments, unless otherwise noted, as defined by the Investment Company Act of 1940, as amended (1940 Act). Non-controlled/non-affiliated investments are investments that are neither controlled nor affiliated.
(2)
All debt investments are income-producing, unless otherwise noted. Equity and member interests are non-income-producing unless otherwise noted. The Company generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended, or the Securities Act. Its
investments are therefore generally subject to certain limitations on resale, and may be deemed to be restricted securities under the Securities Act.
(3)
The fair value of the investment was determined using significant unobservable inputs. See Note 2 Summary
of Significant Accounting Policies.
(4)
The negative cost, if applicable, is the result of the capitalized discount or unfunded commitment being
greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount or unfunded commitment on the loan.
(5)
Investment pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(6)
Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded
portion. See Note 7 Commitments and Contingencies.
(7)
The interest rate on these loans is subject to the greater of a LIBOR floor or 1 month LIBOR plus a base rate.
The 1 month LIBOR as of December 31, 2020 was 0.14%. For some of these loans, the interest rate is based on the last reset date.
(8)
The interest rate on these loans is subject to the greater of a LIBOR floor or 3 month LIBOR plus a base rate.
The 3 month LIBOR as of December 31, 2020 was 0.24%. For some of these loans, the interest rate is based on the last reset date.
(9)
Investment pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(10)
As defined in the 1940 Act, the portfolio company is deemed to be a
non-controlled affiliated person of the Company because the Company owns, either directly or indirectly, 5% or more of the portfolio companys outstanding voting securities. See Note 3
Agreements and Related Party Transactions.
(11)
Fixed rate investment.
(12)
The interest rate on these loans is subject to the greater of a LIBOR floor or 6 month LIBOR plus a base rate.
The 6 month LIBOR as of December 31, 2020 was 0.26%. For some of these loans, the interest rate is based on the last reset date.
(13)
The interest rate on these loans is subject to the greater of a LIBOR floor or 2 month LIBOR plus a base rate.
The 2 month LIBOR as of December 31, 2020 was 0.19%. For some of these loans, the interest rate is based on the last reset date.
(14)
Investment pays 0.75% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(15)
Investment is not a qualifying investment as defined under section 55 (a) of the Investment Company Act of
1940. Qualifying assets must represent at least 70% of total assets at the time of acquisition. The Companys percentage of non-qualifying assets based on fair value was 13.30% as of December 31,
2020.
(16)
The investment is on non-accrual status as of December 31, 2020.
(17)
These loans are unitranche first lien/last-out term loans. In addition
to the interest earned based on the effective interest rate of this loan, which is the amount reflected in this schedule, the Company is entitled to receive additional interest as a result of an agreement among lenders whereby the loan has been
allocated to first-out and last-out tranches, whereby the first-out tranche will have
priority as to the last-out tranche with respect to payments of principal, interest and any amounts due thereunder. The Company holds the
last-out tranche.
(18)
The interest rate on these loans is subject to the greater of a LIBOR floor or 12 month LIBOR plus a base rate.
The 12 month LIBOR as of December 31, 2020 was 0.34%. For some of these loans, the interest rate is based on the last reset date.
(19)
The interest rate on these loans is subject to the U.S. Prime rate, which as of December 31, 2020 was
3.25%.
(20)
Investment pays 0.38% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(21)
As defined in the 1940 Act, the portfolio company is deemed to be a controlled affiliated person of
the Company because the Company owns, either directly or indirectly, 25% or more of the portfolio companys outstanding voting securities or has the power to exercise control over management or policies of such portfolio company. See Note 3
Agreements and Related Party Transactions.
(22)
This investment was valued using net asset value as a practical expedient for fair value. Consistent with FASB
guidance under ASC 820, these investments are excluded from the hierarchical levels.
(23)
Investment is not redeemable.
(24)
Income producing equity security.
(25)
Residual interest in Curvature (Beijing) Technology Limited.
See accompanying notes
87
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2020
(in
thousands, except share and per share data)
(26)
The interest rate on these loans is subject to the greater of a CDOR floor or 3 month CDOR plus a base rate.
The 3 month CDOR as of December 31, 2020 was 0.50%. For some of these loans, the interest rate is based on the last reset date.
(27)
Investment pays 2.19% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(28)
The interest rate on these loans is subject to the greater of a GBP LIBOR floor or 3 month GBP LIBOR plus a
base rate. The 3 month GBP LIBOR as of December 31, 2020 was 0.03%. For some of these loans, the interest rate is based on the last reset date.
(29)
The interest rate on these loans is subject to the greater of a GBP LIBOR floor or 6 month GBP LIBOR plus a
base rate. The 6 month GBP LIBOR as of December 31, 2020 was 0.03%. For some of these loans, the interest rate is based on the last reset date.
(30)
The interest rate on these loans is subject to the greater of a EURIBOR floor or 3 month EURIBOR plus a base
rate. The 3 month EURIBOR as of December 31, 2020 was (0.55)%. For some of these loans, the interest rate is based on the last reset date.
(31)
For EURIBOR rate investments where negative rates can be prevalent, a 0% floor is presumed.
(32)
The interest rate on these loans is subject to the greater of a EURIBOR floor or 6 month EURIBOR plus a base
rate. The 6 month EURIBOR as of December 31, 2020 was (0.53)%. For some of these loans, the interest rate is based on the last reset date.
Foreign Currency Exchange
Contracts
Counterparty
Currency Purchased
Currency Sold
Settlement
Unrealized Appreciation
(Depreciation)
Wells Fargo Bank, N.A.
USD
7,089
CAD
9,712
07/31/2025
(12
)
Wells Fargo Bank, N.A.
USD
612
CAD
801
07/31/2025
(485
)
Wells Fargo Bank, N.A.
USD
325
CAD
422
07/31/2025
(4
)
Wells Fargo Bank, N.A.
USD
622
CAD
839
07/31/2025
(32
)
Wells Fargo Bank, N.A.
USD
635
CAD
864
07/31/2025
(39
)
Wells Fargo Bank, N.A.
USD
209
EUR
187
02/20/2024
(26
)
Wells Fargo Bank, N.A.
USD
8,063
EUR
6,703
02/20/2024
183
Wells Fargo Bank, N.A.
USD
11,682
EUR
9,222
04/10/2024
81
Wells Fargo Bank, N.A.
USD
7,975
GBP
5,885
12/01/2023
(125
)
Wells Fargo Bank, N.A.
USD
395
GBP
294
12/01/2023
(10
)
Wells Fargo Bank, N.A.
USD
4,317
GBP
3,239
02/13/2025
(163
)
Total Foreign Currency Exchange Contracts
(632
)
CAD
Canadian Dollar
EUR
Euro
GBP
Great British Pound
PIK
Payment In-Kind
USD
United States Dollar
See accompanying notes
88
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
United States
Debt Investments
Automobiles & Components
Auto-Vehicle Parts, LLC (1)
Senior Secured First
Lien Term Loan
L + 450 (100
Floor) (2)
6.30
%
01/2023
$
4,720
$
4,674
1.2
%
$
4,702
Auto-Vehicle Parts, LLC (1) (3) (4)
(20)
Senior Secured First
Lien Revolver
01/2023
(5
)
(2
)
Continental Battery Company (1) (3)
(20)
Senior Secured First Lien Delayed Draw Term Loan
L + 525 (100
Floor) (2)
7.05
%
01/2020
1,689
1,683
0.4
1,689
Continental Battery Company (1)
Senior Secured First
Lien Term Loan
L + 525 (100
Floor) (2)
7.05
%
12/2022
3,973
3,928
1.0
3,973
Continental Battery Company (1) (3)
(20)
Senior Secured First
Lien Revolver
L + 525 (100
Floor) (2)
7.05
%
12/2022
680
671
0.2
680
Continental Battery Company (1)
Senior Secured First Lien Delayed Draw Term Loan
L + 525 (100
Floor) (2)
7.05
%
12/2022
6,645
6,559
1.6
6,645
Empire Auto Parts, LLC (1)
Unitranche First
Lien Term Loan
L + 550 (100
Floor) (5)
7.39
%
09/2024
2,469
2,429
0.6
2,493
Empire Auto Parts, LLC (1) (3) (4)
(20)
Unitranche First
Lien Revolver
09/2024
(6
)
4
Empire Auto Parts, LLC (1)
Unitranche First
Lien Term Loan
L + 550 (100
Floor) (5)
7.39
%
09/2024
2,394
2,349
0.6
2,418
POC Investors, LLC (1)
Senior Secured First
Lien Term Loan
L + 550 (100
Floor) (5)
7.44
%
11/2021
9,448
9,371
2.3
9,448
POC Investors, LLC (1) (3) (4) (20)
Senior Secured First
Lien Revolver
11/2021
(7
)
32,018
31,646
7.9
32,050
Capital Goods
Alion Science and Technology Corporation
Senior Secured First
Lien Term Loan
L + 450 (100
Floor) (2)
6.30
%
08/2021
2,968
2,968
0.7
2,977
Alion Science and Technology Corporation (1)
(6)
Unsecured Debt
11.00
%
08/2022
6,543
6,440
1.6
6,543
Midwest Industrial Rubber (1)
Senior Secured First
Lien Term Loan
L + 550 (100
Floor) (2)
7.05
%
12/2021
7,180
7,123
1.8
7,180
Midwest Industrial Rubber (1) (3) (4)
(20)
Senior Secured First
Lien Revolver
12/2021
(4
)
Potter Electric Signal Company (1) (3)
(21)
Senior Secured First Lien Delayed Draw Term Loan
L + 425 (100
Floor) (5)
6.13
%
12/2021
476
453
0.1
468
Potter Electric Signal Company (1) (3)
(20)
Senior Secured First
Lien Revolver
P + 325 (7)
8.00
%
12/2024
31
26
28
Potter Electric Signal Company (1)
Senior Secured First
Lien Term Loan
L + 425 (100
Floor) (8)
6.54
%
12/2025
2,506
2,483
0.6
2,493
19,704
19,489
4.8
19,689
Commercial & Professional Services
ASP MCS Acquisition Corp.
Senior Secured First
Lien Term Loan
L + 475 (100
Floor) (5)
6.64
%
05/2024
5,241
5,223
0.6
2,495
BFC Solmetex LLC & Bonded Filter Co. LLC (1)
(3) (2)
Unitranche First
Lien Revolver
L + 650 (100
Floor) (5)
8.45
%
09/2023
60
54
60
BFC Solmetex LLC & Bonded Filter Co. LLC (1)
(20)
Unitranche First
Lien Revolver
L + 650 (100
Floor) (5)
8.45
%
09/2023
750
739
0.2
750
BFC Solmetex LLC & Bonded Filter Co.
LLC (1)
Unitranche First
Lien Term Loan
L + 650 (100
Floor) (5)
8.45
%
09/2023
5,981
5,885
1.5
5,981
BFC Solmetex LLC & Bonded Filter Co.
LLC (1)
Unitranche First
Lien Term Loan
L + 650 (100
Floor) (5)
8.45
%
09/2023
624
614
0.1
624
BFC Solmetex LLC & Bonded Filter Co. LLC (1)
(3) (4)
Unitranche First
Lien Term Loan
09/2023
(6
)
CHA Holdings, Inc. (1)
Senior Secured First
Lien Term Loan
L + 450 (100
Floor) (5)
6.44
%
04/2025
4,855
4,835
1.2
4,849
CHA Holdings, Inc. (1)
Senior Secured First Lien Delayed Draw Term Loan
L + 450 (100
Floor) (5)
6.44
%
04/2025
1,023
1,020
0.2
1,022
See accompanying notes
89
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
DFS Intermediate Holdings, LLC (1)
Senior Secured First
Lien Term Loan
L + 525 (100 Floor) (2)
7.02
%
03/2022
$
8,793
$
8,707
2.2
%
$
8,793
DFS Intermediate Holdings, LLC (1) (3)
(20)
Senior Secured First
Lien Revolver
L + 525 (100 Floor) (2)
7.02
%
03/2022
1,644
1,620
0.4
1,644
DFS Intermediate Holdings, LLC (1) (3)
(20)
Senior Secured First Lien Delayed Draw Term Loan
L + 525 (100 Floor) (2)
6.95
%
03/2022
3,473
3,431
0.8
3,473
GH Holding Company (1)
Senior Secured First
Lien Term Loan
L + 450 (2)
6.30
%
02/2023
1,474
1,469
0.3
1,463
GI Revelation Acquisition LLC
Senior Secured First
Lien Term Loan
L + 500 (2)
6.80
%
04/2025
7,396
7,366
1.7
6,999
Hepaco, LLC (1) (3) (20)
Senior Secured First
Lien Revolver
L + 475 (100 Floor) (2)
6.54
%
08/2023
660
658
0.2
660
Hepaco, LLC (1)
Senior Secured First
Lien Term Loan
L + 475 (100 Floor) (2)
6.55
%
08/2024
5,151
5,112
1.3
5,151
Hepaco, LLC (1) (3) (21)
Senior Secured First Lien Delayed Draw Term Loan
L + 475 (100 Floor) (2)
6.55
%
08/2024
3,978
3,945
1.0
3,978
Jordan Healthcare, Inc. (1)
Senior Secured First
Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
07/2022
4,021
3,998
1.0
4,036
Jordan Healthcare, Inc. (1)
Senior Secured First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (5)
7.94
%
07/2022
698
694
0.2
701
Jordan Healthcare, Inc. (1) (3) (20)
Senior Secured First
Lien Revolver
L + 600 (100 Floor) (5)
7.94
%
07/2022
294
292
0.1
296
MHS Acquisition Holdings, LLC (1)
Senior Secured
Second Lien
Term Loan
L + 875 (100 Floor) (5)
10.69
%
03/2025
8,102
7,929
1.9
7,818
MHS Acquisition Holdings, LLC (1)
Senior Secured
Second Lien Delayed
Draw Term Loan
L + 875 (100 Floor) (5)
10.69
%
03/2025
467
460
0.1
450
MHS Acquisition Holdings, LLC (1)
Unsecured Debt
1350 PIK
13.50
%
03/2026
714
706
0.2
653
MHS Acquisition Holdings, LLC (1)
Unsecured Debt
1350 PIK
13.50
%
03/2026
238
236
0.1
218
Pye-Barker Fire & Safety, LLC (1)
Unitranche First
Lien Term Loan
L + 575 (100 Floor) (5)
7.67
%
11/2025
10,125
9,850
2.5
10,125
Pye-Barker Fire & Safety, LLC (1) (3) (4)
Unitranche First
Lien Delayed Draw
Term Loan
11/2025
(51
)
Receivable Solutions, Inc. (1)
Senior Secured First
Lien Term Loan
L + 500 (100 Floor) (5)
6.94
%
10/2024
2,194
2,158
0.5
2,194
Receivable Solutions, Inc. (1) (3)
(20)
Senior Secured First
Lien Revolver
L + 500 (100 Floor) (2)
6.80
%
10/2024
30
25
30
SavATree, LLC (1)
Senior Secured First
Lien Term Loan
L + 500 (100 Floor) (5)
6.94
%
06/2022
3,956
3,916
1.0
3,956
SavATree, LLC (1) (3) (4) (20)
Senior Secured First
Lien Revolver
06/2022
(5
)
SavATree, LLC (1) (3) (21)
Senior Secured First Lien Delayed Draw Term Loan
L + 500 (100 Floor) (5)
6.89
%
06/2022
154
147
154
TecoStar Holdings, Inc. (1)
Senior Secured
Second Lien
Term Loan
L + 850 (100 Floor) (5)
10.24
%
11/2024
5,000
4,909
1.2
5,000
UP Acquisition Corp (1)
Unitranche First
Lien Term Loan
L + 575 (100 Floor) (2)
7.55
%
05/2024
4,378
4,299
1.1
4,378
UP Acquisition Corp (1) (3) (20)
Unitranche First
Lien Revolver
L + 575 (100 Floor) (5)
7.55
%
05/2024
73
51
73
UP Acquisition Corp (1) (3) (20)
Unitranche First
Lien Delayed Draw
Term Loan
L + 575 (100 Floor) (2)
7.55
%
05/2024
276
271
0.1
276
Valet Waste Holdings, Inc.
Senior Secured First
Lien Term Loan
L + 375 (2)
5.54
%
09/2025
14,812
14,781
3.6
14,683
See accompanying notes
90
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Xcentric Mold and Engineering Acquisition Company,
LLC (1)
Senior Secured First Lien Term Loan
L + 700 (100 Floor) (including 100 PIK) (2)
8.69
%
01/2022
$
4,933
$
4,889
1.1
%
$
4,587
Xcentric Mold and Engineering Acquisition Company,
LLC (1)
Senior Secured First Lien Revolver
L + 700 (100 Floor) (including 100 PIK) (2)
8.69
%
01/2022
703
697
0.2
654
112,271
110,924
26.6
108,224
Consumer Durables & Apparel
EiKo Global, LLC (1)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
06/2023
3,256
3,207
0.8
3,256
EiKo Global, LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
06/2023
(11
)
3,256
3,196
0.8
3,256
Consumer Services
Colibri Group LLC (1)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (5)
7.70
%
05/2025
8,209
8,021
2.0
8,200
Colibri Group LLC (1) (21)
Unitranche First Lien Delayed Draw Term Loan
L + 575 (100 Floor) (5)
7.68
%
05/2025
1,350
1,320
0.3
1,348
Colibri Group LLC (1) (3) (20)
Unitranche First Lien Revolver
L + 575 (100 Floor) (2)
7.55
%
05/2025
267
244
0.1
266
COP Home Services Holdings, Inc. (1) (3) (4)
(20)
Senior Secured First Lien Term Loan
05/2025
(8
)
(2
)
COP Home Services Holdings, Inc. (1)
(21)
Senior Secured First Lien Term Loan
L + 450 (100 Floor) (5)
6.40
%
05/2025
3,474
3,411
0.8
3,457
COP Home Services Holdings, Inc. (1) (3)
(4)
Senior Secured First Lien Delayed Draw Term Loan
05/2025
(9
)
(4
)
HGH Purchaser, Inc. (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (2)
7.69
%
11/2025
8,108
7,910
2.0
8,108
HGH Purchaser, Inc. (1) (3) (4) (21)
Unitranche First Lien Delayed Draw Term Loan
11/2025
(41
)
HGH Purchaser, Inc. (1) (3) (20)
Unitranche First Lien Revolver
P +
500 (7)
9.75
%
11/2025
186
161
186
JLL XDD, Inc. (1)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (5)
6.69
%
12/2023
2,134
2,086
0.5
2,134
Learn-It Systems, LLC (1)
Senior Secured First Lien Term Loan
L + 450 (50 Floor) (5)
6.40
%
03/2025
4,367
4,265
1.1
4,367
Learn-It Systems, LLC (1) (3) (20)
Senior Secured First Lien Revolver
P +
350 (7)
8.25
%
03/2025
492
478
0.1
492
Learn-It Systems, LLC (1) (3) (22)
Senior Secured First Lien Delayed Draw Term Loan
L + 450 (50 Floor) (5)
6.50
%
03/2025
311
251
0.1
311
New Mountain Learning (1)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
03/2024
1,825
1,798
0.4
1,579
New Mountain Learning (1) (3) (20)
Senior Secured First Lien Revolver
L + 600 (100 Floor) (5)
7.94
%
03/2024
475
467
0.1
394
New Mountain Learning (1)
Senior Secured First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (5)
7.94
%
03/2024
370
365
0.1
320
Pre-Paid Legal Services, Inc.
Senior Secured Second Lien Term Loan
L +
750 (2)
9.30
%
05/2026
9,333
9,249
2.3
9,318
Teaching Strategies LLC (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
05/2024
9,234
9,055
2.3
9,327
Teaching Strategies LLC (1) (3) (20)
Unitranche First Lien Revolver
L + 600 (100 Floor) (5)
7.94
%
05/2024
183
171
189
United Language Group, Inc. (1)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (2)
7.88
%
12/2021
4,689
4,638
1.1
4,344
United Language Group, Inc. (1) (20)
Senior Secured First Lien Revolver
L + 600 (100 Floor) (2)
7.88
%
12/2021
400
395
0.1
370
Vistage Worldwide, Inc.
Senior Secured First Lien Term Loan
L + 400 (100 Floor) (2)
5.80
%
02/2025
6,473
6,483
1.6
6,441
See accompanying notes
91
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Wrench Group LLC (1)
Senior Secured First Lien Term Loan
L +
425 (5)
6.19
%
04/2026
$
3,089
$
3,060
0.8
%
$
3,097
Wrench Group LLC (1) (3) (23)
Senior Secured First Lien Delayed Draw Term Loan
04/2026
2
Wrench Group LLC (1)
Senior Secured Second Lien Term Loan
L +
788 (10)
9.82
%
04/2027
2,500
2,429
0.6
2,500
67,469
66,199
16.4
66,744
Diversified Financials
CC SAG Acquisition Corp. (1)
Unitranche First Lien Term Loan
L + 500 (100 Floor) (5)
6.89
%
09/2025
7,182
7,021
1.8
7,132
CC SAG Acquisition Corp. (1) (3) (21)
Unitranche First Lien Delayed Draw Term Loan
L + 500 (100 Floor) (2)
6.76
%
09/2025
172
142
157
CC SAG Acquisition Corp. (1) (3) (4)
(20)
Unitranche First Lien Revolver
09/2025
(23
)
(7
)
7,354
7,140
1.8
7,282
Energy
BJ Services, LLC (1) (11)
Unitranche First LienLast Out Term Loan
L + 1033 (150 Floor) (5)
12.43
%
01/2023
8,287
8,220
2.0
8,287
BJ Services, LLC (1)
Unitranche First Lien Term Loan
L + 700 (150 Floor) (5)
9.10
%
01/2023
4,875
4,836
1.2
4,875
13,162
13,056
3.2
13,162
Food & Staples Retailing
BJH Holdings III Corp. (1)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (2)
7.55
%
08/2025
13,715
13,520
3.4
13,647
Isagenix International, LLC
Senior Secured First Lien Term Loan
L + 575 (100 Floor) (5)
7.70
%
06/2025
6,471
6,442
1.1
4,652
PetIQ, LLC (1) (9)
Senior Secured First Lien Term Loan
L + 450 (100 Floor) (2)
6.30
%
07/2025
15,000
14,868
3.7
15,000
35,186
34,830
8.2
33,299
Food, Beverage & Tobacco
Mann Lake Ltd. (1)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (5)
6.91
%
10/2024
3,865
3,800
1.0
3,826
Mann Lake Ltd. (1) (3) (20)
Senior Secured First Lien Revolver
L + 500 (100 Floor) (5)
6.91
%
10/2024
444
430
0.1
435
4,309
4,230
1.1
4,261
Health Care Equipment & Services
Abode Healthcare, Inc. (1)
Senior Secured First Lien Term Loan
L + 425 (100 Floor) (5)
6.16
%
08/2025
4,788
4,697
1.2
4,716
Abode Healthcare, Inc. (1) (3) (20)
Senior Secured First Lien Revolver
L + 425 (100 Floor) (5)
6.16
%
08/2025
288
266
0.1
270
Ameda, Inc. (1)
Senior Secured First Lien Term Loan
L + 700 (100 Floor) (2)
8.77
%
09/2022
2,279
2,254
0.6
2,244
Ameda, Inc. (1) (3) (20)
Senior Secured First Lien Revolver
L + 700 (100 Floor) (2)
8.77
%
09/2022
188
184
183
Avalign Technologies, Inc. (1)
Senior Secured First Lien Term Loan
L +
450 (2)
6.30
%
12/2025
17,009
16,858
4.2
16,881
Centauri Health Solutions, Inc. (1)
Senior Secured First Lien Delayed Draw Term Loan
L + 475 (100 Floor) (2)
6.55
%
01/2023
891
881
0.2
900
Centauri Health Solutions, Inc. (1)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (2)
6.55
%
01/2023
14,546
14,387
3.6
14,692
Centauri Health Solutions, Inc. (1) (3) (4)
(20)
Senior Secured First Lien Revolver
01/2023
(9
)
16
Centria Subsidiary Holdings, LLC (1) (3) (4)
(20)
Unitranche First Lien Revolver
12/2025
(59
)
Centria Subsidiary Holdings, LLC (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (5)
7.89
%
12/2025
11,842
11,490
2.9
11,842
Clarkson Eyecare, LLC (1)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (2)
8.05
%
04/2021
9,013
8,869
2.2
8,877
Clarkson Eyecare, LLC (1)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (2)
8.05
%
04/2021
5,950
5,853
1.4
5,861
See accompanying notes
92
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
CRA MSO, LLC (1)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (2)
6.55
%
12/2023
$
1,237
$
1,218
0.3
%
$
1,237
CRA MSO, LLC (1) (3) (4) (20)
Senior Secured First Lien Delayed Draw Term Loan
12/2023
(6
)
CRA MSO, LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
12/2023
(3
)
ExamWorks Group, Inc. (1)
Senior Secured Second Lien Term Loan
L + 725 (100 Floor) (2)
9.05
%
07/2024
5,735
5,621
1.4
5,745
GrapeTree Medical Staffing, LLC (1)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (2)
7.05
%
10/2022
1,662
1,644
0.4
1,662
GrapeTree Medical Staffing, LLC (1) (3) (4)
(20)
Senior Secured First Lien Revolver
10/2022
(4
)
GrapeTree Medical Staffing, LLC (1)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (2)
7.05
%
10/2022
1,396
1,373
0.3
1,396
MDVIP, Inc.
Senior Secured First Lien Term Loan
L + 425 (100 Floor) (2)
6.05
%
11/2024
9,659
9,659
2.4
9,611
NMN Holdings III Corp. (1)
Senior Secured Second Lien Term Loan Term Loan
L +
775 (2)
9.49
%
11/2026
7,222
7,027
1.8
7,182
NMN Holdings III Corp. (1) (3) (4)
(24)
Senior Secured Second Lien Delayed Draw Term Loan
11/2026
(21
)
(9
)
NMSC Holdings, Inc. (1)
Senior Secured Second Lien Term Loan
L +
1000 (2)
11.80
%
10/2023
4,307
4,202
1.1
4,286
Omni Ophthalmic Management Consultants, LLC (1) (3)
(4) (20)
Senior Secured First Lien Revolver
05/2023
(10
)
(3
)
Omni Ophthalmic Management Consultants, LLC (1) (3)
(4) (21)
Senior Secured First Lien Delayed Draw Term Loan
05/2023
(9
)
(4
)
Omni Ophthalmic Management Consultants,
LLC (1)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (2)
7.05
%
05/2023
6,947
6,868
1.7
6,924
Professional Physical Therapy (1)
Senior Secured First Lien Term Loan
L + 675 (100 Floor) (including 75 PIK) (5)
8.44
%
12/2022
8,906
8,574
1.8
7,488
PT Network, LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
11/2023
(1
)
(8
)
PT Network, LLC (1)
Senior Secured First Lien Term Loan
L + 750 (100 Floor) (including 200 PIK) (10)
9.44
%
11/2023
4,727
4,718
1.1
4,627
Safco Dental Supply, LLC (1)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (5)
7.25
%
06/2025
4,549
4,475
1.1
4,549
Safco Dental Supply, LLC (1) (3) (4)
(20)
Unitranche First Lien Revolver
06/2025
(10
)
Smile Brands, Inc. (1) (3) (20)
Senior Secured First Lien Revolver
P +
350 (7)
8.25
%
10/2023
40
38
38
Smile Brands, Inc. (1) (3) (21)
Senior Secured First Lien Delayed Draw Term Loan
L +
450 (5)
6.43
%
10/2024
378
372
0.1
374
Smile Brands, Inc. (1)
Senior Secured First Lien Term Loan
L +
450 (10)
6.70
%
10/2024
2,079
2,062
0.5
2,069
Smile Doctors LLC (1) (3) (20)
Senior Secured First Lien Revolver
L + 600 (100 Floor) (5)
7.94
%
10/2022
139
138
139
Smile Doctors LLC (1)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
10/2022
3,173
3,146
0.8
3,173
Smile Doctors LLC (1) (3) (21)
Senior Secured First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (5)
7.94
%
10/2022
1,685
1,683
0.4
1,685
Unifeye Vision Partners (1)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (5)
6.89
%
09/2025
5,400
5,296
1.3
5,400
See accompanying notes
93
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Unifeye Vision Partners (1) (3) (20)
Senior Secured First Lien Revolver
L + 500 (100 Floor) (5)
6.89
%
09/2025
$
227
$
194
0.1
%
$
227
Unifeye Vision Partners (1) (3) (4)
Senior Secured First Lien Delayed Draw Term Loan
09/2025
(29
)
Zest Acquisition Corp.
Senior Secured First Lien Term Loan
L +
350 (2)
5.25
%
03/2025
8,830
8,831
2.1
8,432
145,092
142,717
35.1
142,702
Household & Personal Products
Tranzonic (1)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (2)
6.55
%
03/2023
3,854
3,826
0.9
3,854
Tranzonic (1) (3) (4) (20)
Senior Secured First Lien Revolver
03/2023
(3
)
3,854
3,823
0.9
3,854
Insurance
Comet Acquisition, Inc. (1)
Senior Secured Second Lien Term Loan
L +
750 (5)
9.41
%
10/2026
4,632
4,622
1.1
4,411
Integrity Marketing Acquisition, LLC (1) (3)
(21)
Unitranche First Lien Delayed Draw Term Loan
L + 575 (100 Floor) (5)
7.81
%
02/2020
3,543
3,433
0.8
3,517
Integrity Marketing Acquisition, LLC (1) (3) (4)
(21)
Unitranche First Lien Delayed Draw Term Loan
07/2021
(37
)
(15
)
Integrity Marketing Acquisition,
LLC (1)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (5)
7.67
%
08/2025
13,009
12,699
3.2
12,944
Integrity Marketing Acquisition, LLC (1) (3) (4)
(20)
Unitranche First Lien Revolver
08/2025
(48
)
(7
)
Integro Parent, Inc. (1) (9)
Senior Secured First Lien Term Loan
L + 575 (100 Floor) (2)
7.55
%
10/2022
477
473
0.1
470
Integro Parent, Inc. (1) (9)
Senior Secured Second Lien Term Loan
L + 925 (100 Floor) (2)
11.05
%
10/2023
2,916
2,882
0.7
2,916
Integro Parent, Inc. (1) (9)
Senior Secured Second Lien Delayed Draw Term Loan
L + 925 (100 Floor) (2)
10.99
%
10/2023
380
377
0.1
380
The Hilb Group, LLC (1) (3) (4)
Unitranche First Lien Revolver
12/2025
(8
)
(2
)
The Hilb Group, LLC (1) (20)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (2)
7.69
%
12/2026
3,640
3,549
0.9
3,612
The Hilb Group, LLC (1) (3) (4) (21)
Unitranche First Lien Term Loan
12/2026
(13
)
(8
)
28,597
27,929
6.9
28,218
Materials
Kestrel Parent, LLC (1) (3) (4) (20)
Unitranche First Lien Revolver
11/2023
(17
)
13
Kestrel Parent, LLC (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (2)
7.78
%
11/2025
6,740
6,593
1.7
6,841
Maroon Group, LLC (1)
Unitranche First Lien Term Loan
L + 675 (100 Floor) (5)
8.72
%
08/2022
2,712
2,693
0.7
2,712
Maroon Group, LLC (1) (3) (20)
Unitranche First Lien Revolver
L + 675 (100 Floor) (2)
8.56
%
08/2022
98
96
98
Maroon Group, LLC (1) (21)
Unitranche First Lien Delayed Draw Term Loan
L + 675 (100 Floor) (5)
8.72
%
08/2022
1,250
1,242
0.3
1,250
10,800
10,607
2.7
10,914
Pharmaceuticals, Biotechnology & Life Sciences
Trinity Partners, LLC (1)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (2)
6.80
%
02/2023
3,744
3,706
0.9
3,744
Trinity Partners, LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
02/2023
(6
)
3,744
3,700
0.9
3,744
Retailing
Slickdeals Holdings, LLC (1) (3) (4) (19)
(25)
Unitranche First Lien Revolver
06/2023
(14
)
See accompanying notes
94
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Slickdeals Holdings, LLC (1) (19)
Unitranche First Lien Term Loan
L + 625 (100 Floor) (2)
7.99
%
06/2024
$
14,726
$
14,342
3.6
%
$
14,726
Strategic Partners, Inc. (1)
Senior Secured First Lien Term Loan
L + 375 (100 Floor) (2)
5.55
%
06/2023
6,322
6,313
1.6
6,338
21,048
20,641
5.2
21,064
Software & Services
Affinitiv, Inc. (1)
Unitranche First Lien Term Loan
L + 525 (100 Floor) (5)
7.17
%
08/2024
6,500
6,393
1.6
6,500
Affinitiv, Inc. (1) (3) (4) (20)
Unitranche First Lien Revolver
08/2024
(14
)
Ansira Partners, Inc. (1)
Unitranche First Lien Term Loan
L + 575 (100 Floor) (2)
7.55
%
12/2022
6,867
6,829
1.6
6,477
Ansira Partners, Inc. (1) (3) (21)
Unitranche First Lien Delayed Draw Term Loan
L + 575 (100 Floor) (2)
7.49
%
12/2022
626
622
0.1
572
Avaap USA LLC (1)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (2)
7.05
%
03/2023
3,808
3,748
1.0
3,846
Avaap USA LLC (1) (20)
Senior Secured First Lien Delayed Draw Term Loan
L + 525 (100 Floor) (2)
7.02
%
03/2023
347
342
0.1
351
Avaap USA LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
03/2023
(10
)
7
Benesys, Inc. (1)
Senior Secured First Lien Term Loan
L + 425 (100 Floor) (2)
6.05
%
10/2024
1,432
1,414
0.4
1,411
Benesys, Inc. (1) (3) (20)
Senior Secured First Lien Revolver
L + 425 (100 Floor) (2)
6.05
%
10/2024
48
46
46
C-4 Analytics, LLC (1)
Senior Secured First Lien Term Loan
L + 475 (100 Floor) (2)
6.55
%
08/2023
10,313
10,195
2.5
10,313
C-4 Analytics, LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
08/2023
(6
)
CAT Buyer, LLC (1)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (2)
7.30
%
04/2024
6,302
6,194
1.5
6,272
CAT Buyer, LLC (1) (3) (20)
Unitranche First Lien Revolver
L +
550 (2)
7.30
%
04/2024
151
140
149
Claritas, LLC (1)
Senior Secured First Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
12/2023
1,121
1,112
0.3
1,121
Claritas, LLC (1) (3) (2)
Senior Secured First Lien Revolver
L + 600 (100 Floor) (2)
7.80
%
12/2023
120
118
120
List Partners, Inc. (1)
Senior Secured First Lien Term Loan
L + 500 (100 Floor) (2)
6.77
%
01/2023
4,623
4,563
1.1
4,649
List Partners, Inc. (1) (3) (4) (20)
Senior Secured First Lien Revolver
01/2023
(5
)
3
Ontario Systems, LLC (1)
Unitranche First Lien Term Loan
L + 550 (100 Floor) (2)
7.30
%
08/2025
3,242
3,211
0.8
3,242
Ontario Systems, LLC (1) (3) (4) (20)
Unitranche First Lien Revolver
08/2025
(5
)
Ontario Systems, LLC (1) (3) (4) (21)
Unitranche First Lien Delayed Draw Term Loan
08/2025
(5
)
Perforce Software, Inc.
Senior Secured First Lien Term Loan
L +
450 (2)
6.30
%
07/2026
12,469
12,410
3.1
12,492
Right Networks, LLC (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (2)
7.70
%
11/2024
9,743
9,530
2.4
9,743
Right Networks, LLC (1) (3) (4) (2)
Unitranche First Lien Revolver
11/2024
(5
)
Ruffalo Noel Levitz, LLC (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (5)
7.94
%
05/2022
2,531
2,503
0.6
2,518
Ruffalo Noel Levitz, LLC (1) (3) (4)
(20)
Unitranche First Lien Revolver
05/2022
(3
)
(2
)
SMS Systems Maintenance Services, Inc. (1)
(12)
Senior Secured Second Lien Term Loan
10/2024
6,156
5,619
0.6
2,471
SMS Systems Maintenance Services, Inc. (1)
(12)
Senior Secured Second Lien Term Loan
10/2024
4,704
4,287
0.5
1,888
SMS Systems Maintenance Services, Inc. (1)
(12)
Senior Secured Second Lien Term Loan
10/2024
2,859
2,670
0.5
2,193
See accompanying notes
95
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Transportation Insight,
LLC (1) (3) (4) (20)
Senior Secured First Lien Revolver
12/2024
$
$
(6
)
%
$
(4
)
Transportation Insight, LLC (1)
Senior Secured First Lien Term Loan
L +
450 (2)
6.30
%
12/2024
5,194
5,151
1.3
5,168
Transportation Insight,
LLC (1) (3) (21)
Senior Secured First Lien Delayed Draw Term Loan
L +
450 (5)
6.20
%
12/2024
713
702
0.2
706
Trident Technologies, LLC (1)
Senior Secured First Lien Term Loan
L + 600 (150 Floor) (2)
7.62
%
12/2025
15,000
14,775
3.6
14,775
Winxnet Holdings LLC (1) (3)
Unitranche First Lien Delayed Draw Term Loan
L + 600 (100 Floor) (2)
7.76
%
06/2023
647
632
0.2
634
Winxnet Holdings LLC (1)
Unitranche First Lien Term Loan
L + 600 (100 Floor) (2)
7.76
%
06/2023
1,970
1,941
0.5
1,945
Winxnet Holdings LLC (1) (3) (20)
Unitranche First Lien Revolver
L + 600 (100 Floor) (2)
7.76
%
06/2023
80
74
75
107,566
105,162
24.5
99,681
Technology Hardware & Equipment
Onvoy, LLC (1)
Senior Secured Second Lien Term Loan
L + 1050 (100 Floor) (2)
12.30
%
02/2025
2,635
2,541
0.6
2,339
Transportation
Pilot Air Freight, LLC (1)
Senior Secured First Lien Term Loan
L + 525 (100 Floor) (2)
7.05
%
07/2024
5,417
5,393
1.3
5,417
Pilot Air Freight, LLC (1)
Senior Secured First Lien Delayed Draw Term Loan
L + 525 (100 Floor) (2)
7.05
%
07/2024
1,209
1,209
0.3
1,209
Pilot Air Freight, LLC (1) (3) (4)
(26)
Senior Secured First Lien Delayed Draw Term Loan
07/2024
(5
)
Pilot Air Freight, LLC (1) (3) (4)
(21)
Senior Secured First Lien Revolver
07/2024
(1
)
6,626
6,596
1.6
6,626
Total Debt Investments United States
$
624,691
$
614,426
149.2
%
$
607,109
Equity Investments
Automobiles & Components
APC Auto Tech Holdings, LLC (1) (13)
(19)
Common Stock
2,427
1,090
162
APC Auto Technology Intermediate, LLC (1) (13)
(19)
Preferred Stock
757
757
0.2
767
3,184
1,847
0.2
929
Capital Goods
Alion Science and Technology Corporation (1)
(13)
Common Stock
745,504
766
0.3
1,207
Commercial & Professional Services
Allied Universal holdings, LLC (1)
(13)
Common Stock, Class A
2,240,375
1,011
0.5
2,199
MHS Acquisition Holdings, LLC (1) (13)
Common Stock
912
913
0.2
586
MHS Acquisition Holdings, LLC (1) (13)
Preferred Stock
20
20
PB Parent, LP (1) (13)
Common Stock
1,125,000
1,125
0.3
1,125
RSI Acquisition, LLC (1) (13)
Preferred Stock, Class A
137,000
137
137
TecoStar Holdings, Inc. (1) (13)
Common Stock
500,000
$
500
0.2
%
$
973
4,003,307
3,706
1.2
5,020
Consumer Services
Green Wrench Acquisition, LLC (1) (13)
Common Stock
3,906
391
0.1
391
HGH Investment, LP (1) (13)
Common Stock, Class A
4,171
417
0.1
416
Legalshield (1) (13)
Common Stock
372
372
0.2
719
See accompanying notes
96
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
Wrench Group Holdings, LLC (1) (13)
Common Stock, Class A
1,094
$
109
%
$
109
9,543
1,289
0.4
1,635
Diversified Financials
CBDC Senior Loan Fund LLC (9) (14)
(15)
Partnership Interest
34,000,000
34,000
8.5
34,442
GACP II LP (9) (15)
Partnership Interest
18,067,282
18,067
4.5
18,564
52,067,282
52,067
13.0
53,006
Health Care Equipment & Services
ExamWorks Group, Inc. (1) (13)
Common Stock
7,500
750
0.3
1,344
MDVIP, Inc. (1) (13)
Common Stock
46,807
667
0.2
922
NMN Holdings LP (1) (13)
Common Stock
11,111
1,111
0.3
1,009
PT Network, LLC (1) (13)
Common Stock, Class C
1
Spartan Healthcare Holdings, LLC (1)
(13)
Common Stock
11,843
1,184
0.3
1,185
77,262
3,712
1.1
4,460
Insurance
Integrity Marketing Acquisition, LLC (1)
(13)
Common Stock
619,562
648
0.2
648
Integrity Marketing Acquisition, LLC (1)
(13)
Preferred Stock
1,247
1,213
0.3
1,247
Integro Parent, Inc. (1) (9) (13)
Common Stock
4,468
454
0.2
878
625,277
2,315
0.7
2,773
Materials
Kestrel Upperco, LLC (1) (13)
Common Stock, Class A
41,791
209
0.1
223
Retailing
Slickdeals Holdings, LLC (1) (13) (19)
Common Stock
109
1,091
0.3
1,207
Vivid Seats Ltd. (1) (13) (19)
Common Stock
608,108
608
0.3
1,083
Vivid Seats Ltd. (1) (13) (19)
Preferred Stock
1,891,892
1,892
0.6
2,563
2,500,109
3,591
1.2
4,853
Software & Services
SMS Systems Maintenance Services, Inc. (1)
(13)
Common Stock
1,142,789
1,144
Technology Hardware & Equipment
Onvoy, LLC (1) (13)
Common Stock, Class A
3,649
365
0.1
228
Onvoy, LLC (1) (13)
Common Stock, Class B
2,536
6,185
365
0.1
228
Total Equity Investments United States
61,222,233
$
71,011
18.3
%
$
74,334
Total United States
$
685,437
167.5
%
$
681,443
Canada
Debt Investments
Software & Services
Corel Corporation (9)
Senior Secured First Lien Term Loan
L +
500 (12)
6.91
%
07/2026
$
12,500
11,905
3.0
12,109
Total Debt Investments Canada
$
12,500
$
11,905
3.0
%
$
12,109
Total Canada
$
11,905
3.0
%
$
12,109
See accompanying notes
97
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
Company/Security/Country
Investment Type
Interest
Term *
Interest
Rate
Maturity /
Dissolution
Date
Principal
Amount, Par
Value or Shares
Cost
Percentage
of Net
Assets **
Fair
Value
France
Debt Investments
Technology Hardware & Equipment
Parkeon, Inc. (9)
Senior Secured First Lien Term Loan
E + 525 (17)
5.25
%
04/2023
1,995
$
2,136
0.5
%
$
2,248
1,995
2,136
0.5
2,248
Total Debt Investments France
1,995
$
2,136
0.5
%
$
2,248
Total France
$
2,136
0.5
%
$
2,248
United Kingdom
Debt Investments
Commercial & Professional Services
Crusoe Bidco Limited (1) (3) (9)
Unitranche First Lien Delayed Draw Term Loan
12/2025
£
Crusoe Bidco Limited (1) (3) (9)
Unitranche First Lien Delayed Draw Term Loan
12/2025
Crusoe Bidco Limited (1) (9)
Unitranche First Lien Term Loan
L + 625 (18)
7.04
%
12/2025
6,067
7,402
2.0
8,038
6,067
7,402
2.0
8,038
Total Debt Investments United Kingdom
£
6,067
$
7,402
2.0
%
$
8,038
Total United Kingdom
$
7,402
2.0
%
$
8,038
Netherlands
Debt Investments
Pharmaceuticals, Biotechnology & Life Sciences
PharComp Parent B.V. (1) (9) (11)
Unitranche First Lien - Last Out Term Loan
E + 650 (17)
6.50
%
02/2026
6,910
7,625
1.9
7,756
PharComp Parent B.V. (1) (3) (9)
Unitranche First Lien Term Loan
02/2026
6,910
7,625
1.9
7,756
Total Debt Investments Netherlands
6,910
$
7,625
1.9
%
$
7,756
Total Netherlands
$
7,625
1.9
%
$
7,756
Belgium
Debt Investments
Commercial & Professional Services
MIR Bidco SA (1) (9)
Unitranche First Lien Term Loan
E + 600 (17)
6.00
%
04/2026
$9,507
$
10,451
2.6
%
$
10,672
Miraclon Corporation (1) (9)
Unitranche First Lien Term Loan
L + 600 (10)
7.96
%
04/2026
$
4,161
4,046
1.0
4,161
Total Debt Investments Belgium
13,668
$
14,497
3.6
%
$
14,833
Equity Investments
Commercial & Professional Services
MIR Bidco SA (1) (9) (13)
Common Stock
921
1
1
MIR Bidco SA (1) (9) (13)
Preferred Stock
81,384
92
103
82,305
93
104
Total Equity Investments Belgium
82,305
$
93
%
$
104
Total Belgium
$
14,590
3.6
%
$
14,937
Total Investments
$
729,095
178.5
%
$
726,531
*
The majority of the investments bear interest at a rate that may be determined by reference to London Interbank
Offered Rate (LIBOR or L), Prime (P) or EURIBOR (E) and which reset monthly, bi-monthly, quarterly, semiannually or annually. For each, the Company has provided
the spread over LIBOR or Prime and the current interest rate in effect at December 31, 2019. Certain investments are subject to a LIBOR or Prime interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable.
See accompanying notes
98
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
**
Percentage is based on net assets of $406,917 as of December 31, 2019.
All positions held are
non-controlled/non-affiliated investments, unless otherwise noted, as defined by the Investment Company Act of 1940, as amended (1940 Act). Non-controlled/non-affiliated investments are investments that are neither controlled nor affiliated.
All debt investments are income-producing, unless otherwise noted. Equity and member interests are non-income-producing unless otherwise noted. The Company generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended, or the Securities Act. Its
investments are therefore generally subject to certain limitations on resale, and may be deemed to be restricted securities under the Securities Act.
(1)
The fair value of the investment was determined using significant unobservable inputs. See Note 2 Summary
of Significant Accounting Policies.
(2)
The interest rate on these loans is subject to the greater of a LIBOR floor or 1 month LIBOR plus a base rate.
The 1 month LIBOR as of December 31, 2019 was 1.76%.
(3)
Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded
portion. See Note 8 Commitments and Contingencies.
(4)
The negative cost, if applicable, is the result of the capitalized discount or unfunded commitment being
greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount or unfunded commitment on the loan.
(5)
The interest rate on these loans is subject to the greater of a LIBOR floor or 3 month LIBOR plus a base rate.
The 3 month LIBOR as of December 31, 2019 was 1.91%.
(6)
Fixed rate investment.
(7)
The interest rate on these loans is subject to the U.S. Prime rate, which as of December 31, 2019 was
4.75%.
(8)
The interest rate on these loans is subject to the greater of a LIBOR floor or 12 month LIBOR plus a base rate.
The 12 month LIBOR as of December 31, 2019 was 2.00%.
(9)
Investment is not a qualifying investment as defined under section 55 (a) of the Investment Company Act of
1940. Qualifying assets must represent at least 70% of total assets at the time of acquisition. The Companys percentage of non-qualifying assets based on fair value was 16.21% as of December 31,
2019.
(10)
The interest rate on these loans is subject to the greater of a LIBOR floor or 6 month LIBOR plus a base rate.
The 6 month LIBOR as of December 31, 2019 was 1.91%.
(11)
These loans are unitranche first lien/last-out term loans. In addition
to the interest earned based on the effective interest rate of this loan, which is the amount reflected in this schedule, the Company is entitled to receive additional interest as a result of an agreement among lenders whereby the loan has been
allocated to first-out and last-out tranches, whereby the first-out tranche will have
priority as to the last-out tranche with respect to payments of principal, interest and any amounts due thereunder. The Company holds the
last-out tranche.
(12)
The investment is on non-accrual status as of December 31, 2019.
(13)
Non-income producing security.
(14)
As defined in the Investment Company Act of 1940, the portfolio company is deemed to be a controlled
affiliated person of the Company because the Company owns, either directly or indirectly, 25% or more of the portfolio companys outstanding voting securities or has the power to exercise control over management or policies of such
portfolio company. See Note 3 Agreements and Related Party Transactions.
(15)
This investment was valued using net asset value as a practical expedient for fair value. Consistent with FASB
guidance under ASC 820, these investments are excluded from the hierarchical levels.
(16)
The interest rate on these loans is subject to the greater of a LIBOR floor or 2 month LIBOR plus a base rate.
The 2 month LIBOR as of December 31, 2019 was 1.83%.
(17)
The interest rate on these loans is subject to the greater of a EURIBOR floor or 3 month EURIBOR plus a base
rate. The 3 month EURIBOR as of December 31, 2019 was (0.38)%.
(18)
The interest rate on these loans is subject to the greater of a GBP LIBOR floor or 3 month GBP LIBOR plus a
base rate. The 3 month GBP LIBOR as of December 31, 2019 was 0.79%.
(19)
As defined in the 1940 Act, the portfolio company is deemed to be a
non-controlled affiliated person of the Company because the Company owns, either directly or indirectly, 5% or more of the portfolio companys outstanding voting securities. See Note 3
Agreements and Related Party Transactions.
(20)
Investment pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(21)
Investment pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(22)
Investment pays 0.75% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(23)
Investment pays 4.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(24)
Investment pays 3.88 % unfunded commitment fee on delayed draw term loan and/or revolving credit
facilities.
(25)
Investment pays 0.38% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
See accompanying notes
99
CRESCENT CAPITAL BDC, INC.
Consolidated Schedule of Investments
December 31, 2019
(in
thousands, except share and per share data)
(26)
Investment pays 1.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
Foreign Currency Exchange
Contracts
Counterparty
Currency
Purchased
Currency Sold
Settlement
Unrealized Appreciation
(Depreciation)
Wells Fargo Bank, N.A.
USD 7,974,709
GBP 5,885,394
12/01/2023
$
(65
)
Wells Fargo Bank, N.A.
USD 11,682,415
EUR 9,221,988
04/10/2024
366
Wells Fargo Bank, N.A.
USD 8,602,672
EUR 6,702,510
02/20/2024
392
$
693
EUR
Euro
GBP
Great British Pound
PIK
Payment In-Kind
USD
United States Dollar
See accompanying notes
100
CRESCENT CAPITAL BDC, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share amounts)
December 31, 2020
Note 1.
Organization and Basis of Presentation
Crescent Capital BDC, Inc. (the Company) was formed on February 5, 2015
(Inception) as a Delaware corporation structured as an externally managed, closed-end management investment company. The Company commenced investment operations on June 26, 2015. On
January 30, 2020, the Company changed its state of incorporation from the State of Delaware to the State of Maryland. The Company has elected to be treated as a business development company (BDC) under the Investment Company Act of
1940, as amended (the 1940 Act) and currently operates as a diversified investment company. In addition, the Company has elected to be treated for U.S. federal income tax purposes as a regulated investment company (a RIC)
under Subchapter M of the Internal Revenue Code of 1986, as amended (the Code). As a RIC, the Company will not be taxed on its income to the extent that it distributes such income each year and satisfies other applicable income tax
requirements.
The Companys primary investment objective is to maximize the total return to its stockholders in the form of current income and
capital appreciation through debt and related equity investments. The Company will seek to achieve its investment objectives by investing primarily in secured debt (including senior secured, unitranche and second lien debt) and unsecured debt
(including senior unsecured, mezzanine and subordinated debt), as well as related equity securities of private U.S. middle-market companies. The Company may make multiple investments in the same portfolio company. Although the Companys focus
is to invest in private credit transactions, in certain circumstances it may also invest in broadly syndicated loans and bonds.
The Company is managed by
Crescent Cap Advisors, LLC (the Adviser and formerly, CBDC Advisors, LLC), an investment adviser that is registered with the Securities and Exchange Commission (the SEC) under the Investment Advisers Act of 1940, as amended.
CCAP Administration LLC (the Administrator and formerly, CBDC Administration, LLC) provides the administrative services necessary for the Company to operate. Company management consists of investment and administrative professionals from
the Adviser and Administrator along with the Companys Board of Directors (the Board). The Adviser directs and executes the investment operations and capital raising activities of the Company subject to oversight from the Board,
which sets the broad policies of the Company. The Board has delegated investment management of the Companys investment assets to the Adviser. The Board consists of five directors, four of whom are independent.
The Company has formed a wholly owned subsidiary that is structured as a tax blocker, to hold equity or equity-like investments in portfolio companies
organized as limited liability companies or other forms of pass-through entities. This corporate subsidiary is not consolidated for income tax purposes and may incur income tax expense as a result of its ownership of portfolio companies.
On January 31, 2020, the Company completed a transaction to acquire Alcentra Capital Corporation in a cash and stock transaction (the Alcentra
Acquisition). The Company was listed and began trading on the NASDAQ stock exchange on February 3, 2020. See Note 14. Alcentra Acquisition for more information.
On January 5, 2021, Sun Life Financial Inc. (together with its subsidiaries and joint ventures, Sun Life) acquired a majority interest in
Crescent (the Sun Life Transaction). Consummation of the Sun Life Transaction resulted in a change of control of Crescent.
Basis of
Presentation
The Company is an investment company as defined in the accounting and reporting guidance under Accounting Standards Codification
(ASC) Topic 946 Financial Services Investment Companies (ASC Topic 946). The accompanying consolidated financial statements of the Company and related financial information have been prepared in accordance with
generally accepted accounting principles in the United States of America (GAAP) for financial information and pursuant to the requirements for reporting on Form 10-K and Regulation S-X. In the opinion of management, the consolidated financial statements reflect all adjustments and reclassifications consisting solely of normal accruals that are necessary for the fair presentation of financial
results as of and for the periods presented. All intercompany balances and transactions have been eliminated. Certain prior period amounts have been reclassified to conform to the current period presentation.
The Company does not consolidate its equity interest in CBDC Senior Loan Fund, LLC (the Senior Loan Fund).
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Note 2. Summary of Significant Accounting Policies
Use of Estimates
The preparation of the consolidated
financial statements in conformity with GAAP requires management to make certain estimates and assumptions that may affect the amounts reported in the consolidated financial statements and accompanying notes. These consolidated financial statements
reflect adjustments that in the opinion of management are necessary for the fair statement of the results for the periods presented. Although management believes that the estimates and assumptions are reasonable, changes in the economic environment,
financial markets and any other parameters used in determining these estimates could cause actual results to differ materially.
Cash and Cash
Equivalents
Cash and cash equivalents consist of demand deposits and may include highly liquid investments (e.g., money market funds, U.S. Treasury
notes, and similar type instruments) with original maturities of three months or less. Cash and cash equivalents other than money market mutual funds, are carried at cost plus accrued interest, which approximates fair value. Money market mutual
funds are carried at their net asset value, which approximates fair value. Restricted cash and cash equivalents consists of deposits held at Wells Fargo Bank N.A. related to the Companys credit facility. The Company holds cash and cash
equivalents denominated in foreign currencies. The Company deposits its cash, cash equivalents and restricted cash with highly-rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law.
Investment Transactions
Loan originations are recorded
on the date of the binding commitment. Investments purchased on a secondary market are recorded on the trade date. Realized gains or losses are recorded using the specific identification method as the difference between the net proceeds received
(excluding prepayment fees, if any) and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized, and include investments written off during the period, net of recoveries. The net change in
unrealized gains or losses primarily reflects the change in investment fair values as of the last business day of the reporting period and also includes the reversal of previously recorded unrealized gains or losses with respect to investments
realized during the period.
Investment Valuation
The Company applies Financial Accounting Standards Board ASC 820, Fair Value Measurement (ASC 820), as amended, which establishes a framework for
measuring fair value in accordance with GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between
market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to
transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of
inputs used in the determination of fair value. In accordance with ASC 820, these levels are summarized below:
Level 1Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to
access.
Level 2Valuations based on quoted prices in markets that are not active or for which all significant inputs are
observable, either directly or indirectly.
Level 3Valuations based on inputs that are unobservable and significant to the
overall fair value measurement.
Investments for which market quotations are readily available are typically valued at those market quotations. To
validate market quotations, the Company utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Debt and equity securities that are not publicly traded or whose
market prices are not readily available are valued at fair value as determined in good faith by the Board, based on, among other things, the input of the Adviser, the Companys Audit Committee and, with certain de minimis exceptions,
independent third-party valuation firms engaged at the direction of the Board.
The Board oversees and supervises a multi-step valuation process, which
includes, among other procedures, the following:
The valuation process begins with each investment being initially valued by the investment professionals
responsible for the portfolio investment in conjunction with the portfolio management team.
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The Advisers management and Crescents alternative investment valuation committee reviews the
preliminary valuations with the investment professionals. Agreed upon valuation recommendations are presented to the Audit Committee.
The Audit Committee reviews the valuations presented and recommends values for each investment to the Board.
The Board reviews the recommended valuations and determines the fair value of each investment.
Investments in investment companies are valued at fair value. Fair values are generally determined utilizing the net asset value
(NAV) supplied by, or on behalf of, management of each investment company, which is net of management and incentive fees or allocations charged by the investment company and is in accordance with the practical expedient, as
defined by ASC 820 . NAVs received by, or on behalf of, management of each investment company are based on the fair value of the investment companys underlying investments in accordance with policies established by
management of each investment company, as described in each of their financial statements and offering memorandum. Investments which are valued using NAV as a practical expedient are excluded from the above hierarchy.
The Company applies the valuation policy approved by its Board that is consistent with ASC 820. Consistent with the valuation policy, the Company evaluates
the source of inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When a security is valued based on prices provided by reputable
dealers or pricing services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for classification as a Level 2 or Level 3
investment. For example, the Company reviews pricing methodologies provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs. Some additional factors considered include
the number of prices obtained as well as an assessment as to their quality. Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the
Companys investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ
materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to
liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material. In addition, changes in the market environment and other events that may
occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.
Foreign Currency
Foreign currency amounts are translated
into U.S. dollars on the following basis:
cash and cash equivalents, fair value of investments, outstanding debt on revolving credit facilities, other
assets and liabilities: at the spot exchange rate on the last business day of the period; and
purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the
rates of exchange prevailing on the respective dates of such transactions.
Although net assets and fair values are presented based on
the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values
of investments held. Gains or losses on foreign currency transactions are included with net realized gain (loss) on foreign currency transactions on the Consolidated Statements of Operations. Fluctuations arising from the translation of foreign
currency on cash, investments and borrowings are included with net change in unrealized appreciation (depreciation) on investments and foreign currency translation on the Consolidated Statements of Operations.
The Companys approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments
is to borrow local currency under the Companys credit facilities or by entering into foreign currency forward contracts.
Foreign currency
forward contracts
The Company may enter into foreign currency forward contracts to reduce the Companys exposure to foreign currency exchange
rate fluctuations in the value of foreign currencies. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at
a future date. Forward foreign currency contracts are marked-to-market at the applicable forward rate. Unrealized appreciation (depreciation) on foreign currency forward
contracts are recorded on the Consolidated Statements of Assets and Liabilities by counterparty on a gross basis, not taking into account collateral posted which is recorded separately, if applicable. Notional amounts and the gross fair value of
foreign currency forward contract assets and liabilities
103
are presented separately on the Consolidated Schedules of Investments. Purchases and sales of foreign currency forward contracts having the same notional value, settlement date and counterparty
are generally settled net (which results in a net foreign currency position of zero with the counterparty) and any realized gains or losses are recognized on the settlement date.
The Company does not utilize hedge accounting and as such, the Company recognizes its derivatives at fair value with changes in the net unrealized
appreciation (depreciation) on foreign currency forward contracts recorded on the Consolidated Statements of Operations.
Equity Offering and
Organization Expenses
The Company agreed to repay the Adviser for initial organization costs and equity offering costs incurred prior to the
commencement of its operations up to a maximum of $1,500 on a pro rata basis over the first $350,000 of invested capital not to exceed 3 years from the initial capital commitment on June 26, 2015. The initial 3 year term was later extended to
June 30, 2019 with shareholder approval. To the extent such costs related to equity offerings, these costs were charged as a reduction of capital upon the issuance of common shares. To the extent such costs related to organization costs, these
costs were expensed in the Consolidated Statements of Operations upon the issuance of common shares. The Adviser was responsible for organization and private equity offerings costs in excess of $1,500. During the reimbursement period which began on
June 26, 2015 and expired on June 30, 2019, the Adviser had allocated to the Company $794 of equity offering costs and $568 of organization costs.
Debt Issuance Costs
The Company records costs related
to issuance of debt obligations as deferred financing costs. These costs are deferred and amortized using the effective yield method for revolving credit facilities, over the stated maturity life of the obligation. As of December 31, 2020 and
December 31, 2019, there were $4,600 and $3,431, respectively, of deferred financing costs netted against debt balances on the Companys Consolidated Statements of Assets and Liabilities.
Interest and Dividend Income Recognition
Interest
income is recorded on an accrual basis and includes the amortization of purchase discounts and premiums. Discounts and premiums to par value on securities purchased are accreted or amortized into interest income over the contractual life of the
respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion and amortization of discounts and premiums, if any. Upon prepayment of a loan or debt security, any
prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income.
Dividend income from common
equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. Dividend income from preferred equity securities is recorded
on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Each distribution received from an equity investment is evaluated to determine if the distribution should be recorded as
dividend income or a return of capital. Generally, the Company will not record distributions from equity investments as dividend income unless there is sufficient current or accumulated earnings prior to the distribution. Distributions that are
classified as a return of capital are recorded as a reduction in the cost basis of the investment.
Certain investments have contractual payment-in-kind (PIK) interest or dividends. PIK represents accrued interest or accumulated dividends that are added to the loan principal or cost basis of the
investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or upon being called by the issuer. PIK is recorded as interest income, as applicable. If at any point the Company
believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. Accrued PIK interest or dividends are generally reversed through interest or dividend income,
respectively, when an investment is placed on non-accrual status.
Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is
generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal
depending upon managements judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in managements judgment, are
likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2020, the
Company had two portfolio companies with three investment positions on non-accrual status, which represented 1.7% and 1.3% of the total debt investments at cost and fair value, respectively. As of
December 31, 2019, the Company had one portfolio company with three investment positions on non-accrual status, which represented 1.9% and 1.0% of the total debt investments at cost and fair value,
respectively.
104
Other Income
Other income may include income such as consent, waiver, amendment, underwriting and arranger fees associated with the Companys investment activities as
well as any fees for managerial assistance services rendered by the Company to the portfolio companies. Such fees are recognized as income when earned or the services are rendered.
Income Taxes
The Company has elected to be treated as
a BDC under the 1940 Act. The Company also has elected to be treated as a RIC under the Internal Revenue Code. So long as the Company maintains its status as a RIC, it will generally not pay corporate-level U.S. federal income or excise taxes
on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends. As a result, any tax liability related to income earned and distributed by the Company represents obligations of the Companys
stockholders and will not be reflected in the consolidated financial statements of the Company.
The Company evaluates tax positions taken or expected to
be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are more-likely-than-not to be sustained by the applicable tax authority. Tax
positions not deemed to meet the more-likely-than-not threshold are reversed and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes
are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax
laws, regulations and interpretations thereof. The Company accounts for income taxes in conformity with ASC 740 Income Taxes (ASC 740). ASC 740 provides guidelines for how uncertain tax positions should be
recognized, measured, presented and disclosed in financial statements.
The Company intends to comply with the applicable provisions of the Code,
pertaining to regulated investment companies and to make distributions of taxable income sufficient to relieve it from substantially all federal income taxes. As of December 31, 2020, the Company is subject to examination by U.S. federal tax
authorities for returns filed for the three most recent calendar years and by state tax authorities for returns filed for the four most recent calendar years.
In order for the Company not to be subject to federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its
ordinary income (taking into account certain deferrals and elections), (ii) 98.2% of its net capital gains from the current year and (iii) any undistributed ordinary income and net capital gains from preceding years. The Company, at its
discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% excise tax on this income. If the Company chooses to do so, this generally would increase expenses and reduce the amount available to be distributed to
stockholders. The Company accrues excise tax on estimated undistributed taxable income as required on a quarterly basis. For the year ended December 31, 2020, the Company expensed an excise tax of $592, of which $421 remained payable. For the
year ended December 31, 2019, the Company expensed an excise tax of $119, of which $110 remained payable. For the year ended December 31, 2018, the Company expensed an excise tax of $112, of which $112 remained payable.
CBDC Universal Equity, Inc. is a taxable entity (Taxable Subsidiary). The Taxable Subsidiary permits the Company to hold equity investments in
portfolio companies which are pass through entities for tax purposes and continues to comply with the source income requirements contained in RIC tax provisions of the Code. The Taxable Subsidiary is not consolidated with the
Company for income tax purposes and may generate income tax expense, benefit, and the related tax assets and liabilities, as a result of its ownership of certain portfolio investments. The income tax expense, or benefit, if any, and related tax
assets and liabilities are reflected in the Companys consolidated financial statements.
For the year ended December 31, 2020, the Company
recognized a benefit/(provision) for taxes of $(235) on unrealized appreciation/(depreciation) on investments and net operating losses and federal tax credits related to the Taxable Subsidiary. As of December 31, 2020, $630 was included in
deferred tax assets on the Consolidated Statements of Assets and Liabilities relating to net operating loss carryforwards and unrealized losses on investments and other temporary book to tax differences that are expected to be used in future
periods. As of December 31, 2020, $1,324, was included in deferred tax liabilities on the Consolidated Statements of Assets and Liabilities primarily relating to deferred taxes on unrealized gains on investments held in the Companys
corporate subsidiary and other temporary book to tax differences of the corporate subsidiary.
For the year ended December 31, 2019, the Company
recognized a benefit/(provision) for taxes of $(154), on unrealized appreciation/(depreciation) on investments and net operating losses and federal tax credits related to the Taxable Subsidiary. As of December 31, 2019, $421, was included in
deferred tax assets on the Consolidated Statements of Assets and Liabilities relating to net operating loss carryforwards and unrealized losses on investments and other temporary book to tax differences that are expected to be used in future
periods. As of December 31, 2019, $879 was included in deferred tax liabilities on the Consolidated Statements of Assets and Liabilities primarily relating to deferred taxes on unrealized gains on investments held in the Companys
corporate subsidiary and other temporary book to tax differences of the corporate subsidiary.
For the year ended December 31, 2018, the Company
recognized a benefit/(provision) for taxes of $(88), on unrealized appreciation/(depreciation) on investments and net operating losses and federal tax credits related to the Taxable Subsidiary. As of
105
December 31, 2018, $299, was included in deferred tax assets on the Consolidated Statements of Assets and Liabilities relating to net operating loss carryforwards and unrealized losses on
investments and other temporary book to tax differences that are expected to be used in future periods. As of December 31, 2018, $604 was included in deferred tax liabilities on the Consolidated Statements of Assets and Liabilities primarily
relating to deferred taxes on unrealized gains on investments held in the Companys corporate subsidiary and other temporary book to tax differences of the corporate subsidiary.
For the years ended December 31, 2020 and 2019, the Company recognized a tax benefit (provision) of $46 and $(67) on realized gains on investments,
respectively. For the year ended December 31, 2018 there was no realized gain on investments requiring a recognition of a tax provision.
Dividends and Distributions to Stockholders
Dividends
and distributions to common stockholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Board each quarter. Net realized capital gains, if any, are distributed at least annually, although the Company
may decide to retain such capital gains for investment.
The Company adopted a dividend reinvestment plan that provides for reinvestment of the
Companys dividends and other distributions on behalf of the stockholders unless a stockholder elects to receive cash. As a result, if the Companys Board authorizes, and the Company declares, a cash dividend, or other distribution then
stockholders who are participating in the dividend reinvestment plan will have their cash dividends and distributions automatically reinvested in additional shares of common stock, rather than receiving cash dividends and distributions.
Prior to February 3, 2020, which is the date of the Companys listing on NASDAQ, only stockholders who opted in to the dividend
reinvestment plan had their cash dividends and distributions automatically reinvested in additional shares of common stock. After February 3, 2020, stockholders who do not opt out of the dividend reinvestment plan will have their
cash dividends and distributions automatically reinvested in additional shares of the Companys common stock. The elections of stockholders that made an election prior to February 3, 2020 remain effective.
New Accounting Standards
In March 2020, the FASB
issued Accounting Standard Update (ASU) No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU
provides optional exceptions for applying GAAP to contract modifications, hedging relationships and other transactions affected reference rate reform if certain criteria are met. ASU 2020-04 is elective and
can be adopted between March 12, 2020 and December 31, 2022. The Company doesnt expect that the adoption of this guidance will have a material impact on its consolidated financial statements.
The SEC issued final rules that, among other things, amended the financial disclosure requirements of Regulation S-X
for acquired and disposed businesses and the significance tests for a significant subsidiary as applicable to BDCs and amended certain forms used by BDCs. The amendments are intended to assist BDCs in making more meaningful
determinations as to whether a subsidiary or an acquired or disposed entity is significant and improve the financial disclosure requirements applicable to acquisitions and dispositions of investment companies and BDCs. The Company early adopted the
updated rules for the year ended December 31, 2020 which did not result in any new significant subsidiaries being identified.
Note 3. Agreements
and Related Party Transactions
Administration Agreement
On June 2, 2015, the Company entered into the Administration Agreement with the Administrator, as amended and restated on February 1, 2020. Under
the terms of the Administration Agreement, the Administrator provides administrative services to the Company. These services include providing office space, equipment and office services, maintaining financial records, preparing reports to
stockholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others. Certain of these services are reimbursable to the Administrator under the terms of
the Administration Agreement. In addition, the Administrator is permitted to delegate its duties under the Administration Agreement to affiliates or third parties. To the extent the Administrator outsources any of its functions, the Company will pay
the fees associated with such functions on a direct basis, without incremental profit to the Administrator. The Administration Agreement may be terminated by either party without penalty on 60 days written notice to the other party.
For the years ended December 31, 2020, 2019 and 2018, the Company incurred administrative services expenses of $819, $657 and $652, respectively, which
are included in other general and administrative expenses on the Consolidated Statements of Operations, of which $321 and $175, respectively, were payable at December 31, 2020 and 2019.
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No person who is an officer, director or employee of the Administrator or its affiliates and who serves as
a director of the Company receives any compensation from the Company for his or her services as a director. However, the Company reimburses the Administrator (or its affiliates) for an allocable portion of the compensation paid by the Administrator
or its affiliates to the Companys compliance professionals, legal counsel, and other professionals who spend time on such related activities (based on the percentage of time those individuals devote, on an estimated basis, to the business and
affairs of the Company). The allocable portion of the compensation for these officers and other professionals are included in the administration expenses paid to the Administrator. Directors who are not affiliated with the Administrator or its
affiliates receive compensation for their services and reimbursement of expenses incurred to attend meetings, which are included as directors fees on the Consolidated Statements of Operations.
On June 5, 2015, the Company entered into a sub-administration agreement with State Street Bank and Trust
Company (SSB) to perform certain administrative, custodian and other services on behalf of the Company. The sub-administration agreement with SSB had an initial term of three years ending
June 5, 2018 and shall automatically renew for 1-year terms unless a written notice of non-renewal is delivered by the Company or SSB. The Company does not
reimburse the Administrator for any services for which it pays a separate sub-administrator and custodian fee to SSB. For the years ended December 31, 2020, 2019 and 2018, the Company incurred
expenses of $1,199, $973 and $778, respectively, which are included in other general and administrative expenses on the Consolidated Statements of Operations, under the terms of the sub-administration
agreements, of which $300 and $263, respectively, were payable at December 31, 2020 and 2019.
Investment Advisory Agreement
On June 2, 2015, the Company entered into a investment advisory agreement with the Adviser (the Investment Advisory Agreement), which was
subsequently replaced by the Amended and Restated Investment Advisory Agreement (together with the Investment Advisory Agreement, the Advisory Agreements), which was approved by the Companys stockholders on January 29, 2020 in
connection with the Alcentra Acquisition resulting in the change of certain terms. Subsequently on December 17, 2020 in connection with the Sun Life Transaction, the Amended and Restated Investment Advisory Agreement was re-approved by the Companys stockholders resulting in no substantive changes to the terms. Under the terms of the Amended and Restated Investment Advisory Agreement, the Adviser provides investment advisory
services to the Company and its portfolio investments. The Advisers services under the Amended and Restated Investment Advisory Agreement are not exclusive, and the Adviser is free to furnish similar or other services to others so long as its
services to the Company are not impaired. Under the terms of the Advisory Agreements, the Adviser is entitled to receive a base management fee and may also receive incentive fees, as discussed below.
Base Management Fee (prior to February 1, 2020)
Prior to February 1, 2020, pursuant to the Investment Advisory Agreement, the base management fee was calculated and payable quarterly in arrears at an
annual rate of 1.50% of the Companys gross assets, including assets acquired through the incurrence of debt but excluding any cash and cash equivalents. The base management fee was calculated based on the average value of gross assets at the
end of the two most recently completed calendar quarters, and appropriately adjusted for share issuances or repurchases during the current calendar quarter.
Under the Investment Advisory Agreement, the Adviser agreed to waive its right to receive management fees in excess of the sum of (i) 0.25% of the aggregate
committed but undrawn capital and (ii) 0.75% of the aggregate gross assets excluding cash and cash equivalents (including capital drawn to pay the Companys expenses) during the period prior to February 3, 2020, the date of the
Companys qualified initial public offering, as defined by the Investment Advisory Agreement (Qualified IPO). The listing of the Companys Common Stock on NASDAQ on February 3, 2020 qualified as a Qualified IPO. The
Adviser is not permitted to recoup any waived amounts at any time.
New Base Management Fee (effective February 1, 2020)
Effective February 1, 2020, pursuant to the Amended and Restated Investment Advisory Agreement, the base management fee is calculated and payable
quarterly in arrears at an annual rate of 1.25% of the Companys gross assets, including assets acquired through the incurrence of debt but excluding any cash and cash equivalents. The base management fee is calculated based on the average
value of gross assets at the end of the two most recently completed calendar quarters, and appropriately adjusted for any share issuances or repurchases during the current calendar quarter.
In addition, under the terms of the Amended and Restated Advisory Agreement, the Adviser agreed to waive a portion of the management fee from
February 1, 2020 through July 31, 2021 after the closing of the Alcentra Acquisition so that only 0.75% shall be charged for such time period. The Adviser is not permitted to recoup any waived amounts at any time.
For the years ended December 31, 2020, 2019 and 2018, the Company incurred management fees of $6,766, $4,696 and $3,385, respectively, which are net of
waived amounts, of $4,672, $4,502 and $2,602, respectively, of which $1,867 and $1,343 was payable at December 31, 2020 and December 31, 2019.
107
The Adviser has voluntarily waived its right to receive management fees on the Companys investment in
GACP II LP for any period in which GACP II LP remains in the investment portfolio. For the years ended December 31, 2020, 2019 and 2018, $148, $149 and $60, respectively, of management fees waived were attributable to the Companys
investment in GACP II LP.
Incentive Fee (prior to February 1, 2020)
Under the Investment Advisory Agreement, the Incentive Fee consisted of two parts. The first part, the income incentive fee, was calculated and payable
quarterly in arrears and equaled (a) 100% of the excess of the pre-incentive fee net investment income for the immediately preceding calendar quarter, over a preferred return of 1.5% per quarter (6.0%
annualized) (the Hurdle), and a catch-up feature until the Adviser received 15% of the pre-incentive fee net investment income for the current quarter up to
1.7647% (the Catch-up), and (b) 15% of all remaining pre-incentive fee net investment income above the
Catch-up.
The second part, the capital gains incentive fee, was determined and payable in arrears as
of the end of each fiscal year at a rate of 15.0% of the Companys realized capital gains, if any, on a cumulative basis from Inception through the end of the fiscal year, computed net of all realized capital losses and unrealized capital
depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees.
At the 2018 Annual Meeting of
Stockholders, in connection with the extension of the deadline to consummate a Qualified IPO, the Adviser agreed to waive its rights under the Investment Advisory Agreement to (i) the income incentive fee and (ii) the capital gain
incentive fee for the period from April 1, 2018 through February 1, 2020.
Incentive Fee (effective February 1, 2020)
Under the Amended and Restated Investment Advisory Agreement, the Incentive Fee consists of two parts. The first part, the income incentive fee, is calculated
and payable quarterly in arrears and (a) equals 100% of the excess of the pre-incentive fee net investment income for the immediately preceding calendar quarter, over a preferred return of 1.75% per
quarter (7.0% annualized) (the Hurdle), and a catch-up feature until the Adviser has received 17.5%, of the pre-incentive fee net investment income for the
current quarter up to 2.1212% (the Catch-up), and (b) 17.5% of all remaining pre-incentive fee net investment income above the
Catch-up.
In addition, under the terms of the Amended and Restated Investment Advisory Agreement,
the Adviser agreed to waive the income based portion of the incentive fee from February 1, 2020 through July 31, 2021. Once the Adviser begins to earn income incentive fees, the Adviser will voluntarily waive the income incentive fees
attributable to the investment income accrued by the Company as a result of its investment in GACP II. The second part, the capital gains incentive fee, is determined and payable in arrears as of the end of each fiscal year at a rate of 17.5% of the
Companys realized capital gains, if any, on a cumulative basis from Inception through the end of the fiscal year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount
of any previously paid capital gain incentive fees.
Since the Qualified IPO occurred on a date other than the first day of a calendar quarter, the
income incentive fee shall be calculated for such calendar quarter at a weighted rate calculated based on the fee rates applicable before and after a Qualified IPO based on the number of days in such calendar quarter before and after the Qualified
IPO. For the avoidance of doubt, such capital gains incentive fee shall be equal to 15.0% of the Companys realized capital gains on a cumulative basis from Inception through the day before the Qualified IPO, computed net of all realized
capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gains incentive fees. Following the Qualified IPO, solely for the purposes of calculating the capital gains incentive
fee, the Company will be deemed to have previously paid capital gains incentive fees prior to a Qualified IPO equal to the product obtained by multiplying (a) the actual aggregate amount of previously paid capital gains incentive fees for all
periods prior to the Qualified IPO by (b) the percentage obtained by dividing (x) 17.5% by (y) 15.0%. In the event that the Amended and Restated Investment Advisory Agreement shall terminate as of a date that is not a fiscal year end, the
termination date shall be treated as though it were a fiscal year end for purposes of calculating and paying a capital gains incentive fee.
Pre-incentive fee net investment income means interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination,
structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during each calendar quarter, minus operating expenses for such quarter (including the base management fee, expenses payable under
the Administration Agreement and any interest expense and distributions paid on any issued and outstanding debt or preferred stock, but excluding the incentive fee). Pre-incentive fee net investment income
includes, in the case of investments with a deferred interest feature (such as market discount, original issue discount, debt instruments with PIK interest, preferred stock with PIK dividends and zero coupon securities), accrued income that the
Company has not yet received in cash. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Pre-incentive fee net investment income will be compared to a Hurdle Amount equal to the product of (i) the Hurdle rate of 1.50% or 1.75% per quarter, 6.00% or 7.00% annualized, prior to and
effective February 1, 2020, respectively, and (ii) the Companys net assets (defined as total assets less indebtedness, before taking into account any incentive fees payable during the period), at the end of the immediately preceding
calendar quarter, subject to a catch-up provision incurred at the end of each calendar quarter.
108
For the years ended December 31, 2020, 2019 and 2018, the Company incurred income incentive fees of
$0, $0 and $555, respectively, which are net of waived amounts, of $8,639, $4,752 and $2,187, respectively, of which $0 and $0 were payable at December 31, 2020 and 2019.
GAAP Incentive Fee on Cumulative Unrealized Capital Appreciation
The Company accrues, but does not pay, a portion of the Incentive Fee based on capital gains with respect to net unrealized appreciation. Under GAAP, the
Company is required to accrue an Incentive Fee based on capital gains that includes net realized capital gains and losses and net unrealized capital appreciation and depreciation on investments held at the end of each period. In calculating the
accrual for the Incentive Fee based on capital gains, the Company considers the cumulative aggregate unrealized capital appreciation in the calculation, since an Incentive Fee based on capital gains would be payable if such unrealized capital
appreciation were realized, even though such unrealized capital appreciation is not permitted to be considered in calculating the fee payable under the Amended and Restated Investment Advisory Agreement. This accrual is calculated using the
aggregate cumulative realized capital gains and losses and aggregate cumulative unrealized capital appreciation or depreciation. If such amount is positive at the end of a period, then the Company records a capital gains incentive fee equal to 15%
(prior to February 3, 2020) or 17.5% (effective February 3, 2020) of such amount, minus the aggregate amount of actual Incentive Fees based on capital gains paid in all prior periods. If such amount is negative, then there is no accrual
for such period. There can be no assurance that such unrealized capital appreciation will be realized in the future.
For the years ended
December 31, 2020, 2019 and 2018, the Company recorded no incentive fee on cumulative unrealized capital appreciation.
Other Related Party
Transactions
From time to time, the Administrator may pay amounts owed by the Company to third-party providers of goods or services, including the
Board, and the Company will subsequently reimburse the Administrator for such amounts paid on its behalf. Amounts payable to the Administrator are settled in the normal course of business without formal payment terms.
In conjunction with the closing of Alcentra Capital merger, the Company and the Adviser executed a Transaction Support Agreement, as described in Note 14.
A portion of the outstanding shares of the Companys common stock are owned by Crescent Capital Group LP (Crescent). Crescent is also
the majority member of the Adviser and sole member of the Administrator. The Company has entered into a license agreement with Crescent under which Crescent granted the Company a non-exclusive, royalty-free
license to use the name Crescent Capital. The Adviser has entered into a resource sharing agreement with Crescent. Crescent will provide the Adviser with the resources necessary for the Adviser to fulfill its obligations under the
Investment Advisory Agreement. On January 5, 2021, Sun Life acquired a majority interest in Crescent. Consummation of the Sun Life Transaction resulted in a change of control of Crescent. There were no changes to the Companys investment
objective, strategies and process or to the Crescent team responsible for the investment operations of the Company as a result of the Sun Life Transaction.
As described in Note 6, the Company completed a private offering of senior unsecured notes due July 30, 2023 with Sun Life serving as sole lender.
Investments in and Advances to Affiliates
The
Companys investments in non-controlled affiliates for the year ended December 31, 2020 were as follows (in thousands):
Fair Value as of
December 31, 2019
Gross
Additions (2)
Gross
Reductions (3)
Net Realized
Gains/
(Losses)
Change in
Unrealized
Gains/
(Losses)
Fair Value as of
December 31,
2020
Dividend,
Interest, PIK
and Other
Income
Non-Controlled Affiliates
APC Auto Technology Intermediate, LLC
$
928
$
$
$
(1,847
)
$
919
$
$
ASP MCS Acquisition
5,224
(13
)
(3,788
)
370
1,793
76
Battery Solutions, Inc.
4,917
(1,352
)
3,565
178
Conisus, LLC
10,160
12,705
22,865
1,433
Slickdeals Holdings, LLC
15,933
82
(348
)
50
293
16,010
1,189
Southern Technical Institute, Inc.
(1,271
)
1,271
7,253
7,253
Vivid Seats Ltd.
3,646
68
3,714
Total Non-Controlled Affiliates
$
20,507
$
20,383
$
(1,632
)
$
(4,314
)
$
20,256
$
55,200
$
2,876
109
The Companys investments in non-controlled affiliates for the
year ended December 31, 2019 were as follows (in thousands):
Fair Value as of
December 31, 2018
Gross
Additions (2)
Gross
Reductions (3)
Net Realized
Gains/
(Losses)
Change in
Unrealized
Gains/
(Losses)
Fair Value as of
December 31,
2019
Dividend,
Interest, PIK
and Other
Income
Non-Controlled Affiliates
APC Auto Tech
$
$
9,747
$
$
(7,900
)
$
(919
)
$
928
$
665
Slickdeals Holdings, LLC
12,096
3,897
(129
)
69
15,933
1,464
Vivid Seats Ltd.
3,389
28
(541
)
770
3,646
83
Total Non-Controlled Affiliates
$
15,485
$
13,672
$
(670
)
$
(7,900
)
$
(80
)
$
20,507
$
2,212
The Companys investments in controlled affiliates for the year ended December 31, 2020 were as follows (in
thousands):
Fair Value as of
December 31, 2019
Gross
Additions (2)
Gross
Reductions (3)
Net Realized
Gains/
(Losses)
Change in
Unrealized
Gains/
(Losses)
Fair Value as of
December 31,
2020
Dividend,
Interest, PIK
and Other
Income
Controlled Affiliates
CBDC Senior Loan Fund LLC (1)
$
34,442
$
7,000
$
(1,000
)
$
$
(1,707
)
$
38,735
$
2,200
The Companys investments in controlled affiliates for the year ended December 31, 2019 were as follows (in
thousands):
Fair Value as of
December 31, 2018
Gross
Additions (2)
Gross
Reductions (3)
Net Realized
Gains/
(Losses)
Change in
Unrealized
Gains/
(Losses)
Fair Value as of
December 31,
2019
Dividend,
Interest, PIK
and Other
Income
Controlled Affiliates
CBDC Senior Loan Fund LLC (1)
$
$
34,000
$
$
$
442
$
34,442
$
2,300
(1)
Together with Masterland Enterprise Holdings, Ltd. (Masterland, and collectively with the Company,
the Members), the Company invests through the Senior Loan Fund. Although the Company owns more than 25% of the voting securities of the Senior Loan Fund, the Company does not have control over the Senior Loan Fund (other than for
purposes of the Investment Company Act). See Note 4 Investments.
(2)
Gross additions may include increases in the cost basis of investments resulting from new portfolio
investments, PIK interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
(3)
Gross reductions may include decreases in the cost basis of investments resulting from principal collections
related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
110
Note 4. Investments
The Companys investments at any time may include securities and other financial instruments or other assets of any sort, including, without limitation,
corporate and government bonds, convertible securities, collateralized loan obligations, term loans, trade claims, equity securities, privately negotiated securities, direct placements, working interests, warrants and investment derivatives
(including, but not limited to credit default swaps, recovery swaps, total return swaps, options, forward contracts, and futures) (all of the foregoing collectively referred to in these consolidated financial statements as investments).
First lien investments are senior loans on a lien basis to other liabilities in the issuers capital structure that have the benefit of
a first-priority security interest in assets of the issuer. The security interest ranks above the security interest of any second-lien lenders in those assets.
Unitranche first lien investments are loans that may extend deeper in a companys capital structure than traditional first lien debt and may
provide for a waterfall of cash flow priority among different lenders in the unitranche loan. In certain instances, the Company may find another lender to provide the first out portion of such loan and retain the last out
portion of such loan, in which case, the first out portion of the loan would generally receive priority with respect to payment of principal, interest and any other amounts due thereunder over the last out portion that the
Company would continue to hold. In exchange for the greater risk of loss, the last out portion earns a higher interest rate.
Second
lien investments are loans with a second priority lien on all existing and future assets of the portfolio company. The security interest ranks below the security interests of any first lien and unitranche first lien lenders in those assets.
Mezzanine or unsecured debt investments are loans that generally rank senior to a borrowers equity securities and junior in
right of payment to such borrowers other senior indebtedness.
Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns 5% or more of a portfolio companys outstanding voting securities and/or has the power to exercise control over the management or policies of such portfolio company as
investments in affiliated companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns more than 25% of a portfolio companys outstanding voting securities and/or has the power
to exercise control over the management or policies of such portfolio company as investments in controlled companies. Detailed information with respect to the Companys non-controlled, non-affiliated; non-controlled, affiliated; and controlled affiliated investments is contained in the accompanying consolidated financial statements, including the
Consolidated Schedule of Investments. The information in the following tables is presented on an aggregate portfolio basis, without regard to whether they are non-controlled,
non-affiliated, non-controlled, affiliated or controlled affiliated, investments.
Certain Risk Factors
In the ordinary course of business,
the Company manages a variety of risks including market risk and liquidity risk. The Company identifies, measures and monitors risk through various control mechanisms, including trading limits and diversifying exposures and activities across a
variety of instruments, markets and counterparties.
Market risk is the risk of potential adverse changes to the value of financial instruments because of
changes in market conditions, including as a result of changes in the credit quality of a particular issuer, credit spreads, interest rates, and other movements and volatility in security prices or commodities. In particular, the Company may invest
in issuers that are experiencing or have experienced financial or business difficulties (including difficulties resulting from the initiation or prospect of significant litigation or bankruptcy proceedings), which involves significant risks. The
Company manages its exposure to market risk through the use of risk management strategies and various analytical monitoring techniques.
The
Companys investments may, at any time, include securities and other financial instruments or obligations that are illiquid or thinly traded, making purchase or sale of such securities and financial instruments at desired prices or in desired
quantities difficult. Furthermore, the sale of any such investments may be possible only at substantial discounts, and it may be extremely difficult to value any such investments accurately.
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. dollar.
111
Investments at fair value consisted of the following at December 31, 2020 and December 31, 2019
(in thousands):
December 31, 2020
December 31, 2019
Investment
Type
Cost
Fair Value
Unrealized
Appreciation/
(Depreciation)
Cost
Fair Value
Unrealized
Appreciation/
(Depreciation)
Senior Secured First Lien
$
380,909
$
373,633
$
(7,276
)
$
356,080
$
351,332
$
(4,748
)
Unitranche First Lien
408,177
413,543
5,366
213,884
218,416
4,532
Unitranche First Lien - Last Out
15,668
14,917
(751
)
15,845
16,044
199
Senior Secured Second Lien
105,056
104,656
(400
)
64,801
58,887
(5,914
)
Unsecured Debt
3,112
3,032
(80
)
7,381
7,414
33
Equity & Other
41,974
69,331
27,357
19,037
21,432
2,395
LLC/LP Equity Interests
56,228
54,889
(1,339
)
52,067
53,006
939
Total Investments
$
1,011,124
$
1,034,001
$
22,877
$
729,095
$
726,531
$
(2,564
)
The industry composition of investments at fair value at December 31, 2020 and December 31, 2019 is as follows (in
thousands):
Industry
Fair Value
December 31, 2020
Percentage of
Fair Value
Fair Value
December 31, 2019
Percentage of
Fair Value
Health Care Equipment & Services
$
269,614
26.08
%
147,162
20.26
%
Commercial & Professional Services
207,151
20.03
136,218
18.75
Software & Services
134,374
13.00
111,790
15.39
Consumer Services
123,704
11.96
68,380
9.41
Diversified Financials
65,128
6.30
60,288
8.30
Pharmaceuticals, Biotechnology & Life Sciences
38,018
3.68
11,500
1.58
Insurance
37,154
3.59
30,991
4.27
Retailing
23,537
2.28
25,917
3.56
Automobiles & Components
23,449
2.27
32,978
4.54
Media & Entertainment
22,865
2.21
Energy
18,776
1.82
13,162
1.81
Capital Goods
18,643
1.80
20,896
2.88
Food & Staples Retailing
18,220
1.76
33,300
4.58
Transportation
7,257
0.70
6,626
0.91
Materials
6,912
0.67
11,137
1.53
Food, Beverage & Tobacco
4,666
0.45
4,261
0.59
Household & Personal Products
4,253
0.41
3,854
0.53
Telecommunication Services
4,062
0.39
Consumer Durables & Apparel
3,223
0.31
3,256
0.45
Technology Hardware & Equipment
2,995
0.29
4,815
0.66
Total Investments
$
1,034,001
100.00
%
$
726,531
100.00
%
112
The geographic composition of investments at fair value at December 31, 2020 and December 31, 2019
is as follows (in thousands):
Geographic Region
Fair Value
December 31, 2020
Percentage of
Fair Value
Fair Value
December 31, 2019
Percentage of
Fair Value
United States
$
971,838
93.99
%
$
681,443
93.79
%
United Kingdom
23,960
2.32
8,038
1.11
Belgium
15,208
1.47
14,937
2.05
Canada
14,312
1.38
12,109
1.67
Netherlands
8,683
0.84
7,756
1.07
France
2,248
0.31
Total Investments
$
1,034,001
100.00
%
$
726,531
100.00
%
Note 5. Fair Value of Financial Instruments
Investments
The following table presents fair value
measurements of investments as of December 31, 2020 (in thousands):
Fair Value
Hierarchy
Level 1
Level 2
Level 3
Total
Senior Secured First Lien
$
$
33,735
$
339,898
$
373,633
Unitranche First Lien
413,543
413,543
Unitranche First Lien Last Out
14,917
14,917
Senior Secured Second Lien
104,656
104,656
Unsecured Debt
3,032
3,032
Equity & Other
1,500
67,831
69,331
Subtotal
$
$
35,235
$
943,877
$
979,112
Investments Measured at NAV (1)
54,889
Total Investments
$
1,034,001
Foreign Currency Forward Contracts
$
$
(632
)
$
$
(632
)
The following table presents fair value measurements of investments as of December 31, 2019 (in thousands):
Fair Value
Hierarchy
Level 1
Level 2
Level 3
Total
Senior Secured First Lien
$
$
83,139
$
268,193
$
351,332
Unitranche First Lien
218,416
218,416
Unitranche First Lien Last Out
16,044
16,044
Senior Secured Second Lien
9,318
49,569
58,887
Unsecured Debt
7,414
7,414
Equity & Other
21,432
21,432
Subtotal
$
$
92,457
$
581,068
$
673,525
Investments Measured at NAV (1)
53,006
Total Investments
$
726,531
Foreign Currency Forward Contracts
$
$
693
$
$
693
(1)
In accordance with ASC 820-10, certain investments that are measured
using the net asset value per shares (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not redeemable. The fair value amounts presented in this table are
intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.
113
The following table provides a reconciliation of the beginning and ending balances for total investments
that use Level 3 inputs for the year ended December 31, 2020, based off of the fair value hierarchy at December 31, 2020 (in thousands):
Senior
Secured
First Lien
Unitranche
First Lien
Unitranche
First -
Last Out
Senior
Secured
Second Lien
Unsecured
Debt
Equity
& Other
Total
Balance as of January 1, 2020
$
268,193
$
218,416
$
16,044
$
49,569
$
7,414
$
21,432
$
581,068
Amortized discounts/premiums
1,776
1,669
35
218
119
10
3,827
Paid in-kind interest
1,399
352
267
175
1,432
3,625
Net realized gain (loss)
(334
)
(9,002
)
(667
)
(10,003
)
Net change in unrealized appreciation (depreciation)
(3,670
)
833
(949
)
5,855
(114
)
23,467
25,422
Purchases
155,047
239,785
62,622
1,981
22,376
481,811
Sales/return of capital/principal repayments/paydowns
(89,512
)
(47,512
)
(213
)
(4,873
)
(6,543
)
(219
)
(148,872
)
Transfers in
6,999
6,999
Transfers out
Balance as of December 31, 2020
$
339,898
$
413,543
$
14,917
$
104,656
$
3,032
$
67,831
$
943,877
Net change in unrealized appreciation (depreciation) from investments still held as of
December 31, 2020
$
(3,286
)
$
(2,116
)
$
(949
)
$
(253
)
$
46
$
2,518
$
(4,040
)
During the year ended December 31, 2020, the Company recorded $0 in transfers from Level 3 to Level 2 and
$6,999 in transfers from Level 2 to Level 3 due to a decrease in observable inputs in market data.
The following table provides a
reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the year ended December 31, 2019, based off of the fair value hierarchy at December 31, 2019 (in thousands):
Senior
Secured
First Lien
Unitranche
First Lien
Unitranche
First -
Last Out
Senior
Secured
Second Lien
Unsecured
Debt
Equity
& Other
Total
Balance as of January 1, 2019
$
232,214
$
84,891
$
$
53,857
$
7,263
$
13,806
$
392,031
Amortized discounts/premiums
1,090
1,097
47
290
33
2,557
Paid in-kind interest
440
120
560
Net realized gain (loss)
(597
)
10
(7,900
)
1,299
(7,188
)
Net change in unrealized appreciation (depreciation)
819
2,597
198
911
(2
)
2,072
6,595
Purchases
102,410
164,399
16,012
2,425
7,183
292,429
Sales/return of capital/principal repayments/paydowns
(50,060
)
(34,578
)
(213
)
(4,669
)
(2,928
)
(92,448
)
Transfers in
4,655
4,655
Transfers out
(18,123
)
(18,123
)
Balance as of December 31, 2019
$
268,193
$
218,416
$
16,044
$
49,569
$
7,414
$
21,432
$
581,068
Net change in unrealized appreciation (depreciation) from investments still held as of
December 31, 2019
$
395
$
3,375
$
199
$
(1,528
)
$
(2
)
$
2,780
$
5,219
114
During the year ended December 31, 2019, the Company recorded $18,123 in transfers from Level 3 to
Level 2 and $4,655 in transfers from Level 2 to Level 3 due to an increase and a decrease, respectively, in observable inputs in market data.
The following tables present the fair value of Level 3 investments and the ranges of significant unobservable inputs used to value the Companys
Level 3 investments as of December 31, 2020 and December 31, 2019. These ranges represent the significant unobservable inputs that were used in the valuation of each type of investment. These inputs are not representative of the
inputs that could have been used in the valuation of any one investment. For example, the highest market yield presented in the table for senior secured first lien investments is appropriate for valuing a specific investment but may not be
appropriate for valuing any other investment. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the Companys Level 3 investments.
Quantitative information about Level 3 Fair Value Measurements
Fair value as of
December 31, 2020
(in thousands)
Valuation
Techniques
Unobservable
Input
Range (Weighted
Average)
Senior Secured First Lien
$
301,956
Discounted Cash Flows
Discount Rate
4.7%-25.2% (7.3%)
21,189
Enterprise Value
Comparable EBITDA Multiple
3.7x-16.6x (7.9x)
16,753
Broker Quoted
Broker Quote
N/A
Subtotal:
$
339,898
Unitranche First Lien
$
392,281
Discounted Cash Flows
Discount Rate
4.8%-15.0% (7.0%)
5,673
Enterprise Value
Comparable EBITDA Multiple
5.9x-5.9x (5.9x)
2,668
Collateral Analysis
Recovery Rate
100.0%
12,921
Broker Quoted
Broker Quote
N/A
Subtotal
$
413,543
Unitranche First Lien - Last Out
$8,454
Discounted Cash Flows
Discount Rate
6.2%-6.2% (6.2%)
6,463
Collateral Analysis
Recovery Rate
80.0%
Subtotal
$
14,917
Senior Secured Second Lien
$
104,362
Discounted Cash Flows
Discount Rate
7.5%-14.0% (9.5%)
294
Broker Quoted
Broker Quote
N/A
Subtotal:
$
104,656
Unsecured Debt
$3,032
Discounted Cash Flows
Discount Rate
12.5%-21.4% (16.6%)
Equity & Other
$66,002
Enterprise Value
Comparable EBITDA Multiple
1.5x-25.9x (10.2x)
1,829
Broker Quoted
Broker Quote
N/A
Subtotal:
$
67,831
115
Quantitative information about Level 3 Fair Value Measurements
Fair value as of
December 31, 2019
(in thousands)
Valuation
Techniques
Unobservable
Input
Range (Weighted
Average)
Senior Secured First Lien
$
213,314
Discounted Cash Flows
Discount Rate
6.3%-12.9% (7.4%)
7,488
Enterprise Value
Comparable EBITDA Multiple
11.7x
47,391
Broker Quoted
Broker Quote
N/A
Subtotal:
$
268,193
Unitranche First Lien
$
183,908
Discounted Cash Flows
Discount Rate
7.1%-10.8% (8.0%)
34,508
Broker Quoted
Broker Quote
N/A
Subtotal
$
218,416
Unitranche First Lien - Last Out
$
16,044
Discounted Cash Flows
Discount Rate
6.5%-12.2% (9.5%)
Senior Secured Second Lien
$
43,018
Discounted Cash Flows
Discount Rate
9.1%-15.6% (10.8%)
6,551
Enterprise Value
Comparable EBITDA Multiple
11.4x
Subtotal:
$
49,569
Unsecured Debt
$
7,414
Discounted Cash Flows
Discount Rate
11.0%-15.7% (11.5%)
Equity & Other
$
21,432
Enterprise Value
Comparable EBITDA Multiple
7.3x-17.9x (14.4x)
As noted above, the discounted cash flows and market multiple approaches were used in the determination of fair value of
certain Level 3 assets as of December 31, 2020 and December 31, 2019. The significant unobservable inputs used in the discounted cash flow approach is the discount rate used to discount the estimated future cash flows expected to be
received from the underlying investment, which include both future principal and interest payments. Increases and decreases in the discount rate would result in a decrease and increase in the fair value, respectively. Included in the consideration
and selection of discount rates is risk of default, rating of the investment, call provisions and comparable company investments. The significant unobservable inputs used in the market multiple approach are the multiples of similar companies
earnings before income taxes, depreciation and amortization (EBITDA) and comparable market transactions. Increases and decreases in market EBITDA multiples would result in an increase or decrease in the fair value, respectively. The
recovery rate represents the extent to which proceeds can be recovered. An increase/decrease in the recovery rate would result in an increase/decrease, respectively, in the fair value.
116
Note 6. Debt
Debt consisted of the following as of December 31, 2020 and December 31, 2019 (in thousands):
December 31, 2020
Aggregate Principal
Amount Committed
Drawn
Amount
Amount
Available (1)
Carrying
Value (2)
Weighted
Average
Debt
Outstanding
Weighted
Average
Interest
Rate
SPV Asset Facility
$
350,000
$
260,210
$
89,790
$
260,210
$
235,263
2.63
%
Corporate Revolving Facility
200,000
149,904
50,096
149,904
150,378
2.93
%
Unsecured Notes
50,000
50,000
50,000
15,027
6.49
%
InterNotes ®
16,418
16,418
16,418
20,398
6.40
%
Total Debt
$
616,418
$
476,532
$
139,886
$
476,532
$
421,066
3.26
%
December 31, 2019
Aggregate Principal
Amount Committed
Drawn
Amount
Amount
Available (1)
Carrying
Value (2)
Weighted
Average
Debt
Outstanding
Weighted
Average
Interest
Rate
SPV Asset Facility
$
250,000
$
220,687
$
29,313
$
220,687
$
200,975
4.03
%
Corporate Revolving Facility
200,000
104,754
95,246
104,754
74,930
4.26
%
Total Debt
$
450,000
$
325,441
$
124,559
$
325,441
$
275,905
4.10
%
(1)
The amount available is subject to any limitations related to the respective debt facilities borrowing
bases and foreign currency translation adjustments.
(2)
The amount presented excludes netting of deferred financing costs.
As of December 31, 2020 and December 31, 2019, the carrying amount of the Companys outstanding debt approximated fair value. The fair values
of the Companys debt are determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under
current market conditions. The fair value of the Companys debt is estimated based upon market interest rates and entities with similar credit risk. As of December 31, 2020 and December 31, 2019, the debt would be deemed to be
Level 3 of the fair value hierarchy.
As of December 31, 2020 and December 31, 2019, the Company was in compliance with the terms and
covenants of its debt arrangements.
SPV Asset Facility
On March 28, 2016, Crescent Capital BDC Funding, LLC (CCAP SPV), a wholly owned subsidiary of CCAP, entered into a loan and security
agreement, as amended (the SPV Asset Facility), with the Company as the collateral manager, seller and equityholder, CCAP SPV as the borrower, the banks and other financial institutions from time to time party thereto as lenders, and
Wells Fargo Bank, National Association (Wells Fargo), as administrative agent, collateral agent, and lender. CCAP SPV is consolidated into the Companys financial statements and no gain or loss is recognized from transfer of assets
to and from CCAP SPV. Between February 8, 2017 and March 10, 2020, the Company has entered into multiple amendments to the SPV Asset Facility to, among other things, increase the facility limit from $75,000 to $350,000.
The maximum commitment amount under the SPV Asset Facility is $350,000 and may be increased with the consent of Wells Fargo or reduced upon request of the
Company. Proceeds of the advances under the SPV Asset Facility may be used to acquire portfolio investments, to make distributions to the Company in accordance with the SPV Asset Facility, and to pay related expenses. The maturity date is the
earlier of (a) the date the Borrower voluntarily reduces the commitments to zero, (b) March 10, 2025 (the Facility Maturity Date) and (c) the date upon which Wells Fargo declares the obligations due and payable after the occurrence of
an Event of Default. Borrowings under the SPV Asset Facility bear interest at LIBOR plus a margin with no LIBOR floor. The margin is between 1.65% and 2.20% as determined by the proportion of liquid and illiquid loans pledged to the SPV Asset
Facility. The Company pays unused facility fees of 0.50% per annum on committed but undrawn amounts under the SPV Asset Facility. The SPV Asset Facility includes customary covenants, including certain limitations on the incurrence of additional
indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature. The facility size is subject to availability under the borrowing base, which is based on the amount of CCAP SPVs assets
from time to time, and satisfaction of certain conditions, including certain concentration limits.
117
Costs incurred in connection with obtaining the SPV Asset Facility and subsequent amendments were recorded
as deferred financing costs and are being amortized over the life of the SPV Asset Facility on an effective yield basis. As of December 31, 2020 and December 31, 2019, deferred financing costs related to the SPV Asset Facility were $2,540
and $1,508, respectively, and were included in debt on the Consolidated Statements of Assets and Liabilities.
Corporate Revolving Facility
On August 20, 2019, the Company entered into the Corporate Revolving Facility with Ally Bank (Ally), as Administrative Agent and
Arranger. Proceeds of the advances under the Revolving Credit Agreement may be used to acquire portfolio investments, to make distributions to the Company in accordance with the Revolving Credit Agreement and to pay related expenses. The maximum
principal amount of the Corporate Revolving Facility is $200,000, subject to availability under the borrowing base.
Borrowings under the Corporate
Revolving Facility bear interest at LIBOR plus a 2.35%, which includes 0.05% utilization fee, with no LIBOR floor. The Company pays unused facility fees of 0.50% per annum on committed but undrawn amounts under the Corporate Revolving Facility.
Interest is payable quarterly in arrears. Any amounts borrowed under the Corporate Revolving Facility, and all accrued and unpaid interest, will be due and payable, on August 20, 2024.
Costs incurred in connection with obtaining the Corporate Revolving Facility have been recorded as deferred financing costs and are being amortized over the
life of the Corporate Revolving Facility on an effective yield basis. As of December 31, 2020 and December 31, 2019, deferred financing costs related to the Corporate Revolving Facility were $1,360 and $1,923, respectively, and were
included in debt on the Consolidated Statements of Assets and Liabilities.
The Corporate Revolving Facility replaced the prior corporate revolving
facility with Capital One, National Association, as Administrative Agent, Lead Arranger, Managing Agent and Committed Lender. The maximum principal amount of the prior corporate revolving facility was $85,000, subject to availability under the
borrowing base.
Borrowings under the prior corporate revolving facility bore interest at LIBOR plus a 1.55% margin with no LIBOR floor. The Company paid
unused facility fees of 0.20% per annum on committed but undrawn amounts under the prior corporate revolving facility. Interest was payable monthly in arrears. The Company paid down in full and terminated the prior corporate revolving facility on
August 20, 2019.
Unsecured Notes
On
July 30, 2020, the Company completed a private offering of $50,000 aggregate principal amount of 5.95% senior unsecured notes due July 30, 2023 (the Unsecured Notes). The Unsecured Notes have a delayed draw feature. The initial
issuance of $25,000 of Unsecured Notes closed July 30, 2020. The issuance of the remaining $25,000 of Unsecured Notes is closed on October 28, 2020.
The Unsecured Notes will mature on July 30, 2023 and may be redeemed in whole or in part, at the Companys option, at any time or from time to time
at par plus a make-whole premium, if applicable. Interest on the Unsecured Notes is due and payable semiannually in arrears on January 30 th and July 30 th of each year, commencing on January 30, 2021. As of December 31, 2020, the Company was in compliance with the terms of the note purchase agreement governing the Unsecured Notes.
Costs incurred in connection with issuing the Unsecured Notes were recorded as deferred financing costs and are being amortized over the life of the Unsecured
Notes on an effective yield basis. As of December 31, 2020 and December 31, 2019, deferred financing costs related to the Unsecured Notes were $700 and $0, respectively, and were included in debt on the Consolidated Statements of Assets
and Liabilities.
InterNotes ®
On January 31, 2020, in connection with the Alcentra Acquisition, the Company assumed direct unsecured fixed interest rate obligations or
InterNotes ® . The majority of InterNotes ® were issued by Alcentra Corporation between January 2015 and January 2016.
Each series of notes has been issued by a separate trust administered by U.S. Bank.
As of December 31, 2020, the outstanding InterNotes ® bear interest at fixed interest rates ranging between 6.25% and 6.75% and offer a variety of maturities ranging between February 15, 2021 and April 15, 2022.
118
Summary of Interest and Credit Facility Expenses
The summary information regarding the SPV Asset Facility, Corporate Revolving Facility, Unsecured Notes, InterNotes ® , and prior corporate revolving facility for the years ended December 31, 2020, 2019 and 2018, were as follows (in thousands):
For the year
ended
December 31,
2020
For the year
ended
December 31,
2019
For the year
ended
December 31,
2018
Borrowing interest expense
$
13,417
$
12,068
$
7,502
Unused facility fees
740
254
187
Amortization of financing costs
1,328
1,040
761
Total interest and credit facility expenses
$
15,485
$
13,362
$
8,450
Weighted average outstanding balance
$
421,066
$
275,905
$
182,328
Note 7. Derivatives
The
Company enters into foreign currency forward contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Companys investments denominated in foreign currencies.
In order to better define its contractual rights and to secure rights that will help mitigate its counterparty risk, the Company may enter into an
International Swaps and Derivatives Association, Inc. Master Agreement (ISDA Master Agreement) or a similar agreement with its derivative counterparties. An ISDA Master Agreement is a bilateral agreement between the Company and a
counterparty that governs OTC derivatives, including foreign currency forward contracts, and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. The provisions
of the ISDA Master Agreement typically permit a single net payment in the event of a default (close-out netting) or similar event, including the bankruptcy or insolvency of the counterparty.
For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Company and cash collateral received from the
counterparty, if any, is included in the Consolidated Statement of Assets and Liabilities as due to/due from broker. There has been no cash collateral received or paid from the counterparty. The Company minimizes counterparty credit risk by only
entering into agreements with counterparties that they believe to be of good standing and by monitoring the financial stability of those counterparties. All of the forward contracts qualify as Level 2 financial instruments.
For the years ended December 31, 2020, 2019 and 2018, the Companys average USD notional exposure to foreign currency forward contracts was $35,788,
$23,342 and $7,975, respectively.
The following table sets forth the Companys net exposure to foreign currency forward contracts that are subject
to ISDA Master Agreements or similar agreements as of December 31, 2020 and December 31, 2019.
As of December 31, 2020 (in thousands):
Counterparty
Gross Amount
of Assets on
the Consolidated
Statements of
Assets and
Liabilities
Gross Amount
of (Liabilities) on
the Consolidated
Statements of
Assets
and
Liabilities
Net Amount of Assets
or (Liabilities)
Presented on the
Consolidated
Statements of
Assets
and Liabilities
Collateral
(Received)
Pledged (1)
Net
Amounts (2)
Wells Fargo Bank, N.A.
$
264
$
(896
)
$
(632
)
$
$
(632
)
Total
$
264
$
(896
)
$
(632
)
$
$
(632
)
119
As of December 31, 2019 (in thousands):
Counterparty
Gross Amount
of Assets on
the Consolidated
Statements of
Assets and
Liabilities
Gross Amount
of (Liabilities) on
the Consolidated
Statements of
Assets
and
Liabilities
Net Amount of Assets
or (Liabilities)
Presented on the
Consolidated
Statements
of
Assets and Liabilities
Collateral
(Received)
Pledged (1)
Net
Amounts (2)
Wells Fargo Bank, N.A.
$
758
$
(65
)
$
693
$
$
693
Total
$
758
$
(65
)
$
693
$
$
693
(1)
Amount excludes excess cash collateral paid.
(2)
Net amount represents the net amount due (to) from counterparty in the event of a default based on the
contractual setoff rights under the agreement. Net amount excludes any over-collateralized amounts.
The effect of transactions in
derivative instruments to the Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018, was as follows (in thousands):
For the year
ended
December 31,
2020
For the year
ended
December 31,
2019
For the year
ended
December 31,
2018
Net realized gain (loss) on foreign currency forward contracts
$
$
$
Net change in unrealized appreciation (depreciation) on foreign currency forward
contracts
(1,324
)
675
17
Total net realized and unrealized gains (losses) on foreign currency forward
contracts
$
(1,324
)
$
675
$
17
Note 8. Commitments, Contingencies and Indemnifications
The Companys investment portfolio may contain investments that are in the form of lines of credit or unfunded commitments, which require the Company to
provide funding when requested by portfolio companies in accordance with the terms of the underlying agreements. Unfunded commitments to provide funds to portfolio companies are not reflected on the Companys Consolidated Statements of Assets
and Liabilities. These commitments are subject to the same underwriting and ongoing portfolio maintenance as are the on-balance sheet financial instruments that the Company holds. Since these commitments may
expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of December 31, 2020 and December 31, 2019, the Company had aggregated unfunded commitments totaling $80,837 and
$82,745 including foreign denominated commitments converted to USD at the balance sheet date, respectively, under loan and financing agreements.
As of
December 31, 2020 and December 31, 2019, the Company has the following unfunded commitments to portfolio companies (in thousands):
December 31, 2020
December 31, 2019
Commitment
Expiration
Date (1)
Unfunded
Commitment (2)
Commitment
Expiration
Date (1)
Unfunded
Commitment (2)
Senior Secured and Unitranche First Lien
Abode Healthcare, Inc.
8/28/2025
$
1,150
8/25/2025
$
862
Affinitiv, Inc.
8/26/2024
567
8/26/2024
850
Ameda, Inc.
9/29/2022
113
9/29/2022
113
Anne Arundel Dermatology Management, LLC
10/16/2022
1,159
Anne Arundel Dermatology Management, LLC
10/16/2025
550
Ansira Partners, Inc.
4/16/2020
322
Auto-Vehicle Parts, LLC
1/3/2023
600
1/3/2023
600
Avaap USA LLC
3/22/2023
650
3/22/2023
650
120
December 31, 2020
December 31, 2019
Commitment
Expiration
Date (1)
Unfunded
Commitment (2)
Commitment
Expiration
Date (1)
Unfunded
Commitment (2)
Benesys, Inc.
10/5/2024
150
10/5/2024
102
BFC Solmetex LLC & Bonded Filter Co. LLC
11/16/2020
850
BFC Solmetex LLC & Bonded Filter Co. LLC
9/26/2023
240
C-4 Analytics, LLC
8/22/2023
600
8/22/2023
600
CAT Buyer, LLC
4/11/2024
550
4/11/2024
399
CC SAG Acquisition Corp.
9/9/2021
2,128
CC SAG Acquisition Corp.
9/9/2025
1,050
Centauri Health Solutions, Inc.
1/31/2022
1,575
Centria Subsidiary Holdings, LLC
12/09/2025
1,816
12/9/2025
1,974
Claritas, LLC
12/21/2023
188
12/21/2023
180
Colibri Group LLC
5/1/2025
1,000
5/1/2025
733
Consolidated Label Co., LLC
7/15/2026
650
Continental Battery Company
1/15/2020
1,811
Continental Battery Company
12/14/2022
567
12/14/2022
170
COP Home Services Holdings, Inc.
5/13/2025
464
CRA MSO, LLC
8/31/2020
1,000
CRA MSO, LLC
12/17/2023
120
12/17/2023
200
CRA MSO, LLC
5/13/2021
697
Crusoe Bidco Limited
12/2/2025
340
DFS Intermediate Holdings, LLC
9/18/2020
328
DFS Intermediate Holdings, LLC
3/31/2022
336
EiKo Global, LLC
6/1/2023
750
6/1/2023
750
Empire Auto Parts, LLC
9/5/2024
400
9/5/2023
400
Everlast Parent Inc.
10/30/2022
3,412
Everlast Parent Inc.
10/30/2026
1,611
GrapeTree Medical Staffing, LLC
10/19/2022
450
10/19/2022
450
HCOS Group Intermediate III LLC
9/30/2026
900
Hepaco, LLC
8/18/2023
92
8/18/2023
257
Hepaco, LLC
8/18/2024
112
Hercules Borrower LLC
12/15/2026
2,222
HGH Purchaser, Inc.
11/1/2021
557
11/1/2021
3,378
HGH Purchaser, Inc.
11/3/2025
912
11/3/2025
828
Hospice Care Buyer, Inc.
6/09/2021
2,679
Hospice Care Buyer, Inc.
12/09/2026
1,386
Hospice Care Buyer, Inc.
12/09/2026
1,668
Hsid Acquisition, LLC
1/31/2026
750
Integrity Marketing Acquisition, LLC
10/15/2020
333
Integrity Marketing Acquisition, LLC
2/29/2020
1,576
Integrity Marketing Acquisition, LLC
2/27/2021
3,095
Integrity Marketing Acquisition, LLC
8/27/2025
1,409
8/27/2025
1,409
ISS Compressors Industries, Inc.
2/05/2026
833
IvyRehab Intermediate II, LLC
12/04/2022
1,450
IvyRehab Intermediate II, LLC
12/04/2024
500
Kestrel Parent, LLC
11/13/2023
871
11/13/2023
871
Learn-It Systems, LLC
3/18/2022
1,456
3/18/2022
2,288
Learn-It Systems, LLC
3/18/2025
600
3/18/2025
108
Lightspeed Buyer, Inc.
8/3/2021
648
Lightspeed Buyer, Inc.
2/03/2026
700
List Partners, Inc.
7/6/2022
156
List Partners, Inc.
1/5/2023
450
1/5/2023
450
Mann Lake Ltd.
10/04/2024
60
10/4/2024
456
Maroon Group, LLC
8/31/2022
252
Midwest Industrial Rubber
12/2/2021
525
MRI Software LLC
2/10/2022
519
MRI Software LLC
2/10/2026
1,184
MRI Software LLC
2/10/2026
1,266
New Mountain Learning
3/16/2024
125
Omni Ophthalmic Management Consultants, LLC
7/10/2019
1,150
Omni Ophthalmic Management Consultants, LLC
9/22/2021
850
Omni Ophthalmic Management Consultants, LLC
2/28/2021
623
Ontario Systems, LLC
9/5/2021
1,100
9/5/2021
1,100
Ontario Systems, LLC
8/30/2025
300
8/30/2025
500
Pilot Air Freight, LLC
7/25/2020
1,200
121
December 31, 2020
December 31, 2019
Commitment
Expiration
Date (1)
Unfunded
Commitment (2)
Commitment
Expiration
Date (1)
Unfunded
Commitment (2)
Pilot Air Freight, LLC
7/25/2024
100
7/25/2024
100
Pinnacle Treatment Centers, Inc.
1/17/2022
457
Pinnacle Treatment Centers, Inc.
12/31/2022
571
POC Investors, LLC
11/10/2021
1,000
Potter Electric Signal Company
12/19/2021
1,123
12/19/2021
1,113
Potter Electric Signal Company
12/19/2022
519
Potter Electric Signal Company
12/19/2024
550
Prism Bidco, Inc.
6/25/2026
833
PT Network, LLC
11/30/2023
400
11/30/2023
400
Pye-Barker Fire & Safety, LLC
11/26/2021
3,750
Receivable Solutions, Inc.
10/1/2024
300
10/1/2024
270
Right Networks, LLC
11/4/2024
232
11/4/2024
233
Ruffalo Noel Levitz, LLC
5/29/2022
60
5/29/2022
300
Safco Dental Supply, LLC
6/14/2025
600
6/14/2025
600
Saturn Borrower Inc
9/30/2026
1,513
SavATree, LLC
6/2/2022
122
6/2/2020
745
SavATree, LLC
6/2/2022
550
6/2/2022
550
Seniorlink Incorporated
7/17/2026
1,037
Slickdeals Holdings, LLC
6/12/2023
727
6/12/2023
727
Smile Brands, Inc.
10/12/2020
419
Smile Brands, Inc.
10/12/2023
300
10/12/2023
260
Smile Doctors LLC
04/06/20
198
Smile Doctors LLC
10/6/2022
1,070
10/6/2022
170
Southern HVAC Corporation
10/30/2022
2,450
Southern HVAC Corporation
10/30/2022
1,000
Spear Education
2/3/2026
3,125
Teal Acquisition Co., Inc
9/22/2026
1,642
Teal Acquisition Co., Inc
9/22/2026
1,004
The Hilb Group, LLC
12/2/2021
1,020
The Hilb Group, LLC
12/2/2025
340
Teaching Strategies LLC
5/14/2024
629
5/14/2024
447
THG Acquisition, LLC
12/15/2022
1,728
THG Acquisition, LLC
12/02/2025
142
Transportation Insight, LLC
12/18/2020
576
Transportation Insight, LLC
12/3/2024
750
12/3/2024
750
Tranzonic
3/27/2023
110
3/27/2023
550
Trinity Partners, LLC
2/21/2023
450
2/21/2023
450
Unifeye Vision Partners
9/13/2021
2,237
9/13/2021
3,050
Unifeye Vision Partners
9/13/2025
1,247
9/13/2025
1,473
UP Acquisition Corp
1/31/2020
1,624
UP Acquisition Corp
5/23/2024
859
5/23/2024
1,177
Winxnet Holdings LLC
6/29/2020
400
Winxnet Holdings LLC
6/29/2023
160
6/29/2023
320
Wrench Group LLC
4/30/2021
1,035
Crusoe Bidco Limited
12/10/2025
538
12/5/2020
2,977
Crusoe Bidco Limited
12/10/2025
169
12/10/2025
2,233
VetStrategy
7/31/2027
347
VetStrategy
7/31/2027
2,355
Vital Care Buyer, LLC
10/19/2025
2,222
PharComp Parent B.V.
2/20/2026
2,056
2/20/2026
2,096
Total Senior Secured and Unitranche First Lien
78,405
72,613
Senior Secured Second Lien
Service Logic Acquisition, Inc
10/30/2022
2,432
NMN Holdings III Corp.
11/13/2020
1,667
Total Senior Secured Second Lien
2,432
1,667
LLC/LP Equity Interests
CBDC Senior Loan Fund LLC
$
$
6,000
GACP II LP
2,465
Total LLC/LP Equity Interests
8,465
Total
$
80,837
$
82,745
122
(1)
Commitments are generally subject to borrowers meeting certain criteria such as compliance with covenants and
certain operational metrics. These amounts may remain outstanding until the commitment period of an applicable loan expires, which may be shorter than its maturity.
(2)
Unfunded commitments denominated in currencies other than USD have been converted to USD using the applicable
foreign currency exchange rate as of December 31, 2020 and December 31, 2019.
As of December 31, 2020, the Company
believes that there is sufficient assets and liquidity to adequately cover future obligations under unfunded commitments. The cash and restricted cash balances, availability under the credit facilities and ongoing investment realizations are
expected to provide sufficient liquidity. In addition, broadly syndicated loans in the portfolio could be sold over a relatively short period to generate liquidity.
Other Commitments and Contingencies
In the normal course
of business, the Company enters into contracts which provide a variety of representations and warranties, and that provide general indemnifications. Such contracts include those with certain service providers, brokers and trading counterparties. Any
exposure to the Company under these arrangements is unknown as it would involve future claims that may be made against the Company; however, based on the Companys experience, the risk of loss is remote and no such claims are expected to occur.
As such, the Company has not accrued any liability in connection with such indemnifications.
Note 9. Stockholders Equity
The Company authorized 200,000,000 shares of its common stock with a par value of $0.001 per share. The Company has authorized 10,000 shares of its preferred
stock with a par value of $0.001 per share. To date, no shares of preferred stock have been issued.
Between June 26, 2015, commencement of
operations, and January 31, 2020, the date of Alcentra Acquisition, the Company entered into subscription agreements (collectively, the Subscription Agreements) with several investors, including Crescent, providing for the private
placement of its common shares. Pursuant to the Subscription Agreements, between June 26, 2015 and January 31, 2020, the Company issued 23,127,335 common shares for aggregate proceeds of $456,297, of which $10,000 was from Crescent.
Proceeds from the issuances were used to fund investing activities and for other general corporate purposes. Additionally, on January 31, 2020, the Company issued 5,203,016 shares in connection with the Alcentra Acquisition. Upon closing of the
Alcentra Acquisition, all unfunded commitments of stockholders subscribing in a private offering were terminated.
For the years ended December 31,
2020, 2019 and 2018, the Company issued 30,128, 76,969 and 29,914 new common shares, respectively, in connection with its dividend reinvestment plan.
The
following table summarizes the Companys recent distributions declared:
Date Declared
Record Date
Payment Date
Amount Per Share
November 4, 2020
December 31, 2020
January 15, 2021
$
0.41
August 7, 2020
September 30, 2020
October 15, 2020
$
0.41
May 11, 2020
June 30, 2020
July 15, 2020
$
0.41
March 3, 2020
March 31, 2020
April 15, 2020
$
0.41
November 8, 2019
December 30, 2019
January 17, 2020
$
0.41
September 27, 2019
September 27, 2019
October 18, 2019
$
0.41
June 28, 2019
June 28, 2019
July 18, 2019
$
0.41
March 29, 2019
March 29, 2019
April 12, 2019
$
0.41
December 31, 2018
December 31, 2018
January 15, 2019
$
0.40
September 27, 2018
September 28, 2018
October 12, 2018
$
0.38
June 19, 2018
June 20, 2018
July 13, 2018
$
0.37
March 29, 2018
March 30, 2018
April 13, 2018
$
0.32
At December 31, 2020 and December 31, 2019, Crescent owned 2.11% and 2.23%, respectively, of the outstanding common
shares of the Company.
Note 10. Earnings Per Share
In accordance with the provisions of ASC 260 Earnings per Share (ASC 260), basic earnings per share is computed by dividing earnings
available to common stockholders by the weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted
basis. As of December 31, 2020 and December 31, 2019, there are no dilutive shares.
123
The following table sets forth the computation of the weighted average basic and diluted net increase in net
assets per share from operations for the following periods (in thousands):
For the year
ended
December 31,
2020
For the year
ended
December 31,
2019
For the year
ended
December 31,
2018
Net increase (decrease) in net assets resulting from operations
$
54,672
$
29,279
$
8,115
Weighted average common shares outstanding
27,681,757
17,344,640
10,719,485
Net increase (decrease) in net assets resulting from operations per common share-basic and
diluted
$
1.98
$
1.69
$
0.76
Note 11. Income Taxes
The tax character of shareholder distributions attributable to the years ended December 31, 2020, 2019 and 2018, were as follows (in thousands):
2020
2019
2018
Ordinary Income (1)
$
46,216
$
29,258
$
16,720
Capital Gains
Total
$
46,216
$
29,258
$
16,720
(1)
For years ended December 31, 2020, 2019 and 2018, 98.0%, 100% and 100%, respectively, of ordinary income
qualified as interest related dividend which is exempt from U.S. withholding tax applicable to non U.S. shareholders.
For the years
ended December 31, 2020, 2019 and 2018, the components of distributable earnings on a tax basis detailed below differ from the amounts reflected in the Companys Consolidated Statements of Assets and Liabilities by temporary and other
book/tax differences, primarily relating to the tax treatment of wash sales, organizational expenses, partnership basis adjustments, forward contracts mark to market and defaulted bond income accruals is as follows (in thousands):
2020
2019
2018
Undistributed net investment income
$
8,439
$
6,685
$
2,454
Other temporary differences
(456
)
(465
)
(366
)
Post October loss deferrals
Capital loss carryover (1)
(63,271
)
(8,716
)
(916
)
Unrealized appreciation (depreciation)
20,630
(4,901
)
(7,630
)
Components of tax distributable earnings at year
end
$
(34,658
)
$
(7,397
)
$
(6,458
)
(1)
Capital loss carryforward is subject to limitations under IRC Sections 382 & 383.
Note: Taxable income is an estimate and is not fully determined until the Companys tax return is filed.
Taxable income generally differs from net increase (decrease) 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.
The Company makes certain adjustments to the classification of stockholders equity as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are
permanent, they are charged or credited to additional paid in capital, undistributed net investment income or undistributed net realized gains on investments, as appropriate.
The Company neither has any uncertain tax positions that met the recognition or measurement criteria of ASC 740-10-25, Income Taxes , nor did the Company have any unrecognized tax benefits as of the periods presented herein. Although the Company files federal and state tax returns, the Companys major
tax jurisdiction is federal. The Companys inception-to-date federal tax returns remain subject to examination by the Internal Revenue Service. A portion of losses
acquired from Alcentra Capital may be subject to limitations under the Internal Revenue Code.
124
Permanent differences between Investment Company Taxable Income (ICTI) and net investment income
for financial reporting purposes are reclassified among capital accounts in the financial statements to reflect their tax character. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax
purposes. For the years ended December 31, 2020, 2019 and 2018, the Company reclassified for book purposes amounts arising from permanent book/tax differences related to the different tax treatment of foreign currency gain/(loss), defaulted
bonds and non-deductible-excise tax as follows (in thousands):
2020
2019
2018
Accumulated net realized gain (loss)
$
(35,651
)
$
(1,379
)
$
670
Distributions in excess of Investment Company Taxable Income
(94
)
419
(558
)
Total
$
35,745
$
960
$
(112
)
The tax cost of the Companys investments as of December 31, 2020, approximates their amortized cost.
As of December 31, 2020 and December 31, 2019, the Companys aggregate investment unrealized appreciation and depreciation for federal income
tax purposes was (in thousands):
As of
December 31,
2020
As of
December 31,
2019
Tax cost
$
1,038,153
$
730,999
Gross unrealized appreciation
$
26,684
$
14,809
Gross unrealized depreciation
(30,836
)
(19,277
)
Net unrealized investment appreciation (depreciation)
$
(4,152
)
$
(4,468
)
Note 12. Financial Highlights
Below is the schedule of financial highlights of the Company for the years ended December 31, 2020, 2019, 2018, 2017 and 2016 relating to the common
shares issued through December 31, 2020 pursuant to the Subscription Agreements (in thousands, except share and per share data):
For the year ended
December 31, 2020
For the year ended
December 31, 2019
For the year ended
December 31, 2018
For the year ended
December 31, 2017
For the year ended
December 31, 2016
Per Share Data: (1)
Net asset value, beginning of period
$
19.50
$
19.43
$
20.10
$
20.08
$
19.13
Net investment income after tax
1.80
1.83
1.65
1.31
1.23
Net realized and unrealized gains (losses) on investments, asset acquisition and forward contracts,
net of taxes
0.18
(0.14
)
(0.89
)
(0.11
)
1.04
Net increase (decrease) in net assets resulting from operations
1.98
1.69
0.76
1.20
2.27
Effect of equity issuances, net of share repurchases
0.04
0.03
0.06
0.02
(0.20
)
Distributions declared from net investment income (2)
(1.64
)
(1.64
)
(1.47
)
(1.18
)
(1.10
)
Offering costs
(0.01
)
(0.02
)
(0.02
)
(0.02
)
Total increase (decrease) in net assets
0.38
0.07
(0.67
)
0.02
0.95
Net asset value, end of period
$
19.88
$
19.50
$
19.43
$
20.10
$
20.08
125
For the year ended
December 31, 2020
For the year ended
December 31, 2019
For the year ended
December 31, 2018
For the year ended
December 31, 2017
For the year ended
December 31, 2016
Shares outstanding, end of period
28,167,360
20,862,314
13,358,289
8,597,116
6,376,850
Market value, end of period
$
14.57
$
$
$
$
Weighted average shares outstanding
27,681,757
17,344,640
10,719,485
7,562,447
5,191,589
Total return based on market value (3)
1.47
%
%
%
%
%
Total return based on net asset value (4)
10.36
%
8.81
%
4.06
%
5.99
%
10.70
%
Ratio/Supplemental Data:
Net assets, end of period
$
560,000
$
406,917
$
259,579
$
172,800
$
128,056
Ratio of total net expenses to average net
assets (5)(6)
5.34
%
6.54
%
7.33
%
8.02
%
7.17
%
Ratio of net expenses (without incentive fees and interest and other debt expenses) to average net
assets (6)
2.24
%
2.50
%
3.06
%
3.53
%
4.08
%
Ratio of net investment income before taxes to average net assets (6)
10.10
%
9.61
%
8.48
%
6.45
%
6.14
%
Ratio of interest and credit facility expenses to average net assets (7)
3.10
%
4.03
%
4.01
%
3.44
%
2.59
%
Ratio of net incentive fees to average net assets
%
%
0.26
%
1.05
%
0.50
%
Ratio of portfolio turnover to average investments at fair value
28.01
%
23.97
%
27.89
%
19.27
%
34.36
%
Weighted average debt outstanding
$
421,066
$
275,905
$
182,328
$
133,486
$
78,294
Asset coverage ratio
217
%
225
%
209
%
214
%
236
%
(1)
Based on actual number of shares outstanding at the end of the corresponding period or the weighted average
shares outstanding for the period, unless otherwise noted, as appropriate.
(2)
The per share data for distributions per share reflects the actual amount of distributions declared per share
for the applicable periods.
(3)
Total return based on market value is calculated as the change in market value per share during the period,
taking into account dividends, if any, reinvested in accordance with the Companys dividend reinvestment plan. The beginning market value per share is based on the market price of $16.40 per share on February 3, 2020, the date of the
Companys listing on NASDAQ, and not annualized.
(4)
Total return based on net asset value is calculated as the change in net asset value per share during the
period plus declared dividends per share during the period, divided by the beginning net asset value per share.
(5)
The ratio of total expenses to average net assets in the table above reflects the Advisers voluntary
waivers of its right to receive a portion of the management fees and income incentive fees with respect to the Companys ownership in GACP II. Excluding the effects of waivers, the ratio of total expenses to average net assets would have been
5.37%, 6.58% and 7.36% for the years ended December 31, 2020, 2019 and 2018, respectively. The GACP II investment was made in 2018, and as such, the 2017 and 2016 ratios were not affected.
(6)
Annualized except for organization expenses.
(7)
Annualized.
126
Note 13. Selected Quarterly Financial Data (Unaudited)
Quarter Ended
December 31, 2020
Quarter Ended
September 30, 2020
Quarter Ended
June 30, 2020
Quarter Ended
March 31, 2020
Investment income
$
20,281
$
18,674
$
19,327
$
18,831
Net expenses
7,057
6,335
6,260
7,040
Net investment income before taxes
13,224
12,339
13,067
11,791
Income and excise taxes
61
131
111
238
Net investment income after taxes
13,163
12,208
12,956
11,553
Net realized and unrealized gains (losses)
21,586
26,294
43,654
(82,728
)
Realized loss on asset acquisition
(3,825
)
Benefit/(Provision) for taxes on realized gain on investments
46
Benefit/(Provision) for taxes on unrealized appreciation (depreciation) on investments
(336
)
(161
)
(193
)
455
Net increase (decrease) in net assets resulting from operations after tax
$
34,459
$
38,341
$
56,417
$
(74,545
)
Net investment income per share (basic and diluted)
$
0.47
$
0.43
$
0.46
$
0.44
Net increase (decrease) in net assets resulting from operations per share (basic and
diluted)
$
1.22
$
1.36
$
2.00
$
(2.84
)
Weighted average shares outstanding
28,167,360
28,167,360
28,168,643
26,212,991
Net asset value per share
$
19.88
$
19.07
$
18.12
$
16.52
Quarter Ended
December 31, 2019
Quarter Ended
September 30, 2019
Quarter Ended
June 30, 2019
Quarter Ended
March 31, 2019
Investment income
$
14,667
$
14,836
$
12,519
$
11,455
Total expenses
6,232
5,659
5,140
4,624
Net investment income before taxes
8,435
9,177
7,379
6,831
Income and excise taxes
125
9
3
2
Net investment income after taxes
8,310
9,168
7,376
6,829
Net realized and unrealized gains
584
(6,415
)
1,167
2,481
Provision for taxes on realized gain on investments
(67
)
Benefit/(Provision) for taxes on unrealized
appreciation (depreciation) on investments
352
(26
)
(31
)
(449
)
Net increase in net assets resulting from operations after tax
$
9,179
$
2,727
$
8,512
$
8,861
Net investment income per share (basic and diluted)
$
0.41
$
0.49
$
0.47
$
0.47
Net increase in net assets resulting from operations per share (basic and diluted)
$
0.45
$
0.15
$
0.54
$
0.61
Weighted average shares outstanding
20,320,131
18,810,099
15,703,473
14,464 ,405
Net asset value per share
$
19.50
$
19.48
$
19.75
$
19.63
Quarter Ended
December 31, 2018
Quarter Ended
September 30, 2018
Quarter Ended
June 30, 2018
Quarter Ended
March 31, 2018
Investment income
$
10,509
$
8,724
$
7,251
$
6,811
Total expenses
4,426
3,848
3,504
3,667
Net investment income before taxes
6,083
4,876
3,747
3,144
Income and excise taxes
114
1
7
(1
)
Net investment income after taxes
5,969
4,875
3,740
3,145
Net realized and unrealized gains (losses)
(7,671
)
(82
)
(1,439
)
(334
)
Benefit/(Provision) for taxes on unrealized
appreciation (depreciation) on investments
(105
)
12
(26
)
31
Net increase (decrease) in net assets resulting from operations after tax
$
(1,807
)
$
4,805
$
2,275
$
2,842
Net investment income per share (basic and diluted)
$
0.47
$
0.43
$
0.38
$
0.36
Net increase (decrease) in net assets resulting from operations per share (basic and
diluted)
$
(0.14
)
$
0.42
$
0.23
$
0.32
Weighted average shares outstanding
12,725,993
11,394,307
9,902,467
8,805,686
Net asset value per share
$
19.43
$
19.97
$
19.93
$
20.08
Note 14. Alcentra Acquisition
On August 12, 2019, the Company entered into an Agreement and Plan of Merger (as amended on September 27, 2019, the Merger Agreement) to
acquire Alcentra Capital Corporation (Alcentra Capital) in a cash and stock transaction (the Alcentra Acquisition).
127
In connection with the Alcentra Acquisition, which was completed on January 31, 2020, each share of
Alcentra Capital common stock issued and outstanding immediately prior to the effective time of the Alcentra Acquisition was converted into the right to receive from the Company, in accordance with the Merger Agreement, (a) approximately $1.50
per share in cash consideration less $0.80 per share spillover dividend declared by Alcentra Capital, and (b) stock consideration at the fixed exchange ratio of 0.4041 shares, par value $0.001 per share, of the Companys common stock (the
Exchange Ratio) (and, if applicable, cash in lieu of fractional shares of the Companys common stock). The Exchange Ratio was fixed on the date of the Merger Agreement, and was not subject to adjustment based on changes in the
trading price of Alcentra Capitals common stock before the closing of the Alcentra Acquisition. Based on the number of shares of Alcentra Capital common stock outstanding on the date of the merger, approximately 5,203,016 of the Companys
shares of common stock were exchanged for approximately 12,875,566 outstanding shares of Alcentra Capital common stock, subject to adjustment in certain limited circumstances. Upon closing of the Alcentra Acquisition, all unfunded commitments of
stockholders subscribing in a private offering were terminated.
Additionally, on August 12, 2019, the Company entered into an agreement with the
Adviser in connection with the Alcentra Acquisition. Under the terms of the Transaction Support Agreement, in connection with the consummation of the Alcentra Acquisition the Adviser (a) provided cash consideration of approximately $1.68 per
share of Alcentra Capital common stock, payable to Alcentra Capital stockholders in accordance with the terms and conditions set forth in the Merger Agreement at closing, (b) entered into an amendment to the Investment Advisory Agreement to
(i) permanently reduce the management fee from 1.5% to 1.25%, (ii) increase the incentive fee hurdle from 6% to 7% annualized, (iii) waive a portion of the management fee from February 1, 2020 through July 31, 2021 after the
transaction so that only 0.75% shall be charged for such time period, and (iv) waive the income based portion of the incentive fee from February 1, 2020 through July 31, 2021 after the transaction and (c) fund up to $1,419 of
expenses that the Company incurs in connection with completing the Alcentra Acquisition.
The merger of Alcentra Capital with and into Crescent Capital BDC
was accounted for as an asset acquisition in accordance with ASC 805-50, Business Combinations-Related Issues. Accordingly, transaction expenses of $7,250, net of Adviser transaction support of $1,419, were
included in total consideration paid, and no goodwill was recognized.
In evaluating whether the merger was an asset acquisition or business combination,
the Company considered (i) whether substantially all of the fair value of the gross assets acquired was concentrated in a single identifiable asset or group of similar identifiable assets; and (ii) whether the set of acquired assets
included at least one substantive process. Since the acquired assets consisted of similar classes of financial assets, and since the Company did not acquire an organized workforce or other substantive processes in the transaction, it was deemed to
be an asset acquisition.
Total consideration paid by the Company, including transaction costs related to the merger, of $118,256 was allocated to the
acquired assets and assumed liabilities based upon their relative fair values as of the closing date, subject to the limitation that certain non-qualifying assets, including financial instruments,
could not be assigned an amount greater than their fair values. As a result of this limitation, total consideration paid by the Company exceeded the fair value of the net assets acquired by $3,825, which has been presented as a realized loss in the
Companys Consolidated Statement of Operations for the year ended December 31, 2020. The Company estimated the fair value of the assets acquired and liabilities assumed in accordance with ASC 820; the methodologies utilized to make these
estimates were consistent with those used by the Company in estimating the fair value of its own assets and liabilities.
The following table summarizes
the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the Alcentra Acquisition (in thousands):
Consideration Paid by the Company
Common stock issued by the
Company (1)
$
101,963
Cash Consideration paid by the Company
9,043
Transaction costs
7,250
Total Purchase Price
$
118,256
Assets (Liabilities) Acquired
Investment portfolio (2)
$
195,682
Cash
3,409
Portfolio receivables
1,003
Other receivable
395
InterNotes ®
(50,271
)
Secured credit facility
(34,558
)
Borrowing expense payable
(834
)
128
Other payables
(395
)
Net Assets Acquired
$
114,431
Realized loss on asset acquisition
$
3,825
(1)
Common stock consideration was issued at the Companys Net Asset Value of $19.60 at the date of the
Alcentra Acquisition.
(2)
Investments acquired were recorded at fair value at the date of the acquisition, which is also the
Companys initial cost basis.
Note 15. Stock Repurchase Program
On January 31, 2020, the Company entered into a $20,000 repurchase plan which allowed it to purchase shares in the open market any time the Companys
common stock trades below ninety percent (90%) of its most recently disclosed net asset value per share. The plan was subject to compliance with the Companys liquidity, covenant, leverage and regulatory requirements. Pursuant to the terms of
the repurchase plan, repurchases began on March 2, 2020. On April 9, 2020, the Companys Board of Directors unanimously approved the termination of the Companys stock repurchase program.
The following table summarizes share repurchases under the Companys stock repurchase program for the year ended December 31, 2020. There were no
share repurchases for the years ended December 31, 2019 and December 31, 2018 (in thousands, except share and per share data).
Year Ended
December 31, 2020
Dollar amount repurchased
$
2,208
Shares repurchased
192,415
Average price per share including commission
$
11.48
Weighted average discount to net asset value
40.89% (1)
(1)
Weighted average discount is calculated using the December 31, 2019 proforma combined NAV of $19.42 per
share assuming the effect of the Alcentra Acquisition.
Note 16. Subsequent Events
The Companys management evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. Other than the
items below, there have been no subsequent events that occurred during such period that would require disclosure in this Form 10-K or would be required to be recognized in the consolidated financial statements
as of December 31, 2020 and for the year ended December 31, 2020.
On January 5, 2021, Sun Life Financial Inc. acquired a majority interest
in Crescent. Consummation of the Sun Life Transaction resulted in a change of control of Crescent. There were no changes to the Companys investment objective, strategies and process or to the Crescent team responsible for the investment
operations of the Company as a result of the Sun Life Transaction.
On February 15, 2021, $5,401 of InterNotes ® matured and were redeemed at par. The Company provided notice to redeem the remaining $11,017 of InterNotes ® which is expected to be paid
off on March 19, 2021.
On February 17, 2021, the Company completed a private offering of $135,000 aggregate principal amount of 4.00% senior
unsecured notes due February 17, 2026 (the 2026 Unsecured Notes). The 2026 Unsecured Notes have a delayed draw feature. The initial issuance of $50,000 of Unsecured Notes closed February 17, 2021. The issuance of the remaining
$85,000 of 2026 Unsecured Notes is expected to close on or before May 17, 2021.
On February 22, 2021, the Companys Board of Directors
declared a regular cash dividend of $0.41 per share, which will be paid on April 15, 2021 to stockholders of record as of March 31, 2021
On
February 22, 2021, the Adviser notified the Board of Directors of its intent to voluntarily waive incentive fees to the extent net investment income falls short of the declared dividend on a full dollar basis. The waiver will become effective
upon expiration of the current waivers on July 31, 2021 and will continue through December 31, 2022.
129
ITEM 9.
CHANGES IN DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
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