What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2021-02-23 compared with 2020-02-25 · 1504 added, 1387 removed, 1420 unchanged (67% of the section changed)

27 unchanged sentences

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, 2019 and 2018, by correspondence with the custodians and debt agents.

Our procedures included confirmation of investments owned as of December 31, 2020 and 2019, by correspondence with the custodian, directly with counterparties and management of the portfolio companies, debt agents and brokers, as applicable, or by other appropriate auditing procedures where replies were 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.

3 unchanged sentences

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosures to which it relates.

Valuation of investments using significant unobservable inputs

Description of the Matter

At December 31, 2019, the fair value of the Company's investments categorized in Level III of the fair value hierarchy (Level III investments) totaled $2.124 billion.

Description of the Matter At December 31, 2020, the fair value of the Company's investments categorized in Level III of the fair value hierarchy (Level III investments) totaled $1.748 billion.

As discussed in Note 3 to the consolidated financial statements (Note 3), management determined the fair value of the Company’s Level III investments by using valuation techniques such as comparable public market valuations, comparable precedent transaction valuations and/or discounted cash flow analyses and using inputs which were significant to the valuation of these investments, such as observable market inputs, updated credit statistics, and significant unobservable inputs (significant inputs).

1 unchanged sentence

Auditing the fair value of the Company's Level III investments was complex and judgmental due to the valuation techniques and significant unobservable inputs used by the Company to determine fair value.

How We Addressed the Matter in our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company's investment valuation process.

How We Addressed the Matter in our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company's investment valuation process.

This included controls over management’s assessment of the valuation techniques and significant inputs used by management to determine the fair value measurements.

39 unchanged sentences

(dollar amounts in thousands, except per share data)

December 31, 2019

December 31, 2018

December 31, 2020 December 31, 2019

Investments, at fair value

10 unchanged sentences

Prepaid expenses and other assets 816 317

Total assets $ 1,922,613 $ 2,187,533

Secured borrowings (Note 7) $ 347,949 $ 616,543

2015-1R Notes, net of unamortized debt issuance costs of $2,664 and $2,911, respectively (Note 8) 446,536 446,289

Senior Notes, net of unamortized debt issuance costs of $562 and $0, respectively (Note 8) 189,438 115,000

Payable for investments purchased 809 —

Due to Investment Adviser

Interest and credit facility fees payable (Notes 7 and 8) 2,439 6,764

5 unchanged sentences

Commitments and contingencies (Notes 9 and 12)

Cumulative convertible preferred stock, $0.01 par value;

2,000,000 and 0 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively 50,000 —

Common stock, $0.01 par value;

200,000,000 shares authorized;

198,000,000 and 200,000,000 shares authorized;

55,320,309 and 57,763,811 shares issued and outstanding at December 31, 2020 and December 31, 2019, respectively 553 578

3 unchanged sentences

Total net assets $ 901,363 $ 956,471

NET ASSETS PER SHARE

NET ASSETS PER COMMON SHARE $ 15.39 $ 16.56

The accompanying notes are an integral part of these consolidated financial statements.

3 unchanged sentences

For the years ended December 31,

2020 2019 2018

Investment income:

1 unchanged sentence

Interest income $ 146,291 $ 184,529 $ 168,222

Other income 10,974 7,329 9,134

Total investment income from non-controlled/non-affiliated investments 157,265 191,858 177,356

16 unchanged sentences

Total expenses 92,738 113,229 98,860

Waiver of base management fees (Note 4)

Net investment income (loss) before taxes 89,380 108,069 108,666

1 unchanged sentence

Net investment income (loss) 88,807 107,665 108,436

Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments:

Net realized gain (loss) and net change in unrealized appreciation (depreciation):

Net realized gain (loss) from:

9 unchanged sentences

Net increase (decrease) in net assets resulting from operations 6,829 61,330 39,115

Preferred stock dividend 2,275 — —

Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders $ 4,554 $ 61,330 $ 39,115

Basic and diluted earnings per common share (Note 10)

Weighted-average shares of common stock outstanding—Basic and Diluted (Note 9)

Basic $ 0.08 $ 1.02 $ 0.63

Diluted $ 0.08 $ 1.02 $ 0.63

Weighted-average shares of common stock outstanding (Note 10)

Basic 56,421,137 60,189,502 62,533,614

Diluted 56,421,137 60,189,502 62,533,614

The accompanying notes are an integral part of these consolidated financial statements.

3 unchanged sentences

For the years ended December 31,

2020 2019 2018

Increase (decrease) in net assets resulting from operations:

Net investment income (loss) $ 88,807 $ 107,665 $ 108,436

Net realized gain (loss) on investments and non-investment assets and liabilities

Net realized gain (loss) (57,976) (38,343) (1,368)

Net change in unrealized appreciation (depreciation) on investments (19,656) (6,053) (67,953)

2 unchanged sentences

Capital transactions:

Preferred stock issued 50,000 — —

Common stock issued, net of offering and underwriting costs — — (15)

11 unchanged sentences

For the years ended December 31,

2020 2019 2018

Cash flows from operating activities:

4 unchanged sentences

Paid-in-kind interest (6,145) (7,958) (4,676)

Net realized (gain) loss on investments

Net realized (gain) loss 57,976 38,343 1,368

Net change in unrealized (appreciation) depreciation on investments 19,656 6,053 67,953

1 unchanged sentence

Cost of investments purchased and change in payable for investments purchased (620,829) (994,374) (953,163)

Proceeds from contribution of investments to Credit Fund II 168,897 — —

Proceeds from sales and repayments of investments and change in receivable for investments sold 688,798 819,084 888,069

11 unchanged sentences

Cash flows from financing activities:

Proceeds from issuance of preferred stock 50,000 — —

Proceeds from issuance of common stock, net of offering and underwriting costs — — (15)

2 unchanged sentences

Repayments of SPV Credit Facility and Credit Facility (725,469) (655,209) (860,908)

Proceeds from issuance of Senior Unsecured Notes

Repayments of debt assumed from NFIC Acquisition

Proceeds from issuance of Senior Notes, net of unamortized debt issuance costs 74,438 115,000 —

Proceeds from issuance of 2015-1R Notes — — 449,200

12 unchanged sentences

Reinvestment of dividends $ — $ — $ 6,629

Cost of investments received in the NFIC Acquisition from shares issued (Note 13)

Shares issued in consideration of NFIC Acquisition (Note 13)

Debt assumed from NFIC Acquisition (Note 13)

Credit Fund II members’ interest received in consideration of contribution of investments (Note 6) $ 78,096 $ — $ —

The accompanying notes are an integral part of these consolidated financial statements.

4 unchanged sentences

Investments—non-controlled/non-affiliated (1)

Reference Rate & Spread (2)

Footnotes Industry Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)

Fair Value (5)

First Lien Debt (77.29%)

Aero Operating, LLC (Dejana Industries, Inc.)

Business Services

Containers, Packaging & Glass

First Lien Debt (65.23% of fair value)

Advanced Web Technologies Holding Company ^ (2)(3)(13) Containers, Packaging & Glass L + 6.00% 7.00% 12/17/2020 12/17/2026 $ 6,042 $ 5,859 $ 5,858 0.65 %

^* (2)(3)(13) Containers, Packaging & Glass L + 5.25% 6.25% 12/20/2019 12/19/2025 11,216 11,057 11,221 1.24

Alpha Packaging Holdings, Inc.

Containers, Packaging & Glass

Alpine SG, LLC

High Tech Industries

American Physician Partners, LLC

Healthcare & Pharmaceuticals

AMS Group HoldCo, LLC

Transportation:

Analogic Corporation

Healthcare & Pharmaceuticals

Anchor Hocking, LLC

Durable Consumer Goods

* (2)(3) Containers, Packaging & Glass L + 6.00% 7.00% 6/26/2015 11/12/2021 2,784 2,784 2,784 0.31

Alpine SG, LLC * (2)(3) High Tech Industries L + 5.75% 6.75% 2/2/2018 11/16/2022 10,890 10,835 10,808 1.20

Alpine SG, LLC ^ (2)(3) High Tech Industries L + 8.50% 9.50% 7/24/2020 11/16/2022 1,618 1,578 1,612 0.18

Alpine SG, LLC ^* (2)(3) High Tech Industries L + 6.50% 7.50% 11/2/2020 11/16/2022 10,750 10,452 10,698 1.19

American Physician Partners, LLC ^* (2)(3)(13) Healthcare & Pharmaceuticals L + 6.75% 7.75% 1/7/2019 12/21/2021 28,848 28,715 27,295 3.03

AMS Group HoldCo, LLC ^ (2)(3)(13) Transportation:

Cargo L + 6.50% 7.50% 9/29/2017 9/29/2023 22,252 22,004 21,945 2.43

Analogic Corporation * (2)(3)(13) Capital Equipment L + 5.25% 6.25% 6/22/2018 6/22/2024 2,361 2,332 2,361 0.26

Anchor Hocking, LLC ^ (2)(3) Durable Consumer Goods L + 11.75% 12.75% 1/25/2019 1/25/2024 9,758 9,547 9,358 1.04

Applied Technical Services, LLC ^ (2)(3)(13) Business Services L + 5.75% 6.75% 12/29/2020 12/29/2026 395 382 382 0.04

^ (2)(3)(13) Software L + 7.25% 8.25% 1/10/2019 1/10/2025 5,184 5,073 5,297 0.59

At Home Holding III, Inc.

^ (2)(3)(7) Retail L + 9.00% 10.00% 6/12/2020 7/27/2022 875 858 870 0.10

Aurora Lux FinCo S.Á.R.L.

Avenu Holdings, LLC

Sovereign & Public Finance

(Luxembourg) ^* (2)(3)(7) Software L + 5.75% 6.75% 12/24/2019 12/24/2026 32,819 32,093 29,970 3.32

Avenu Holdings, LLC ^* (2)(3) Sovereign & Public Finance L + 5.25% 6.25% 9/28/2018 9/28/2024 37,276 36,883 37,276 4.14

Barnes & Noble, Inc.

^ (2)(3)(11) Retail L + 5.50% 6.50% 8/7/2019 8/7/2024 16,744 16,426 15,808 1.75

BlueCat Networks, Inc.

(Canada) * (2)(3)(7) High Tech Industries L + 6.25% 7.25% 10/30/2020 10/30/2026 11,468 11,243 11,239 1.25

BMS Holdings III Corp.

Construction & Building

Brooks Equipment Company, LLC

Construction & Building

Capstone Logistics Acquisition, Inc.

Transportation:

Captive Resources Midco, LLC

Banking, Finance, Insurance & Real Estate

* (2)(3) Construction & Building L + 5.25% 6.25% 9/30/2019 9/30/2026 1,596 1,554 1,578 0.18

Captive Resources Midco, LLC ^* (2)(3)(13) Banking, Finance, Insurance & Real Estate L + 5.75% 6.75% 6/30/2015 5/31/2025 10,525 10,370 10,611 1.18

Central Security Group, Inc.

Consumer Services

Chartis Holding, LLC

Business Services

Chemical Computing Group ULC (Canada)

(2) (3) (7) (13)

CircusTrix Holdings, LLC

Hotel, Gaming & Leisure

Comar Holding Company, LLC

Containers, Packaging & Glass

^* (2)(3) Consumer Services L + 6.00% 7.00% 10/16/2020 10/16/2025 9,278 9,278 7,930 0.88

Chartis Holding, LLC ^* (2)(3)(13) Business Services L + 5.50% 6.50% 5/1/2019 5/1/2025 16,266 15,969 16,275 1.81

Chemical Computing Group ULC (Canada) ^* (2)(3)(7)(13) Software L + 5.00% 6.00% 8/30/2018 8/30/2023 471 469 471 0.05

CircusTrix Holdings, LLC ^* (2)(3) Hotel, Gaming & Leisure L + 6.75% (100% PIK) 7.75% 2/2/2018 12/6/2021 10,023 9,987 8,093 0.90

Cobblestone Intermediate Holdco LLC ^ (2)(3)(13) Consumer Services L + 4.75% 5.75% 1/29/2020 1/29/2026 720 713 723 0.08

Comar Holding Company, LLC ^* (2)(3)(13) Containers, Packaging & Glass L + 5.50% 6.50% 6/18/2018 6/18/2024 22,037 21,636 22,147 2.46

Cority Software Inc.

(2) (3) (7) (13)

Dent Wizard International Corporation

Derm Growth Partners III, LLC (Dermatology Associates)

Healthcare & Pharmaceuticals

L + 6.25% (100% PIK)

DermaRite Industries, LLC

Healthcare & Pharmaceuticals

Digicel Limited (Jamaica)

Telecommunications

Dimensional Dental Management, LLC

(2) (3) (11) (13)

Healthcare & Pharmaceuticals

Dimensional Dental Management, LLC

(2) (3) (9) (11)

Healthcare & Pharmaceuticals

(Canada) ^* (2)(3)(7)(13) Software L + 5.25% 6.25% 7/2/2019 7/2/2026 10,622 10,401 10,718 1.19

Cority Software Inc.

(Canada) ^ (2)(3)(7) Software L + 7.25% 8.25% 9/3/2020 7/2/2026 1,898 1,843 1,935 0.21

Derm Growth Partners III, LLC ^ (2)(3)(8) Healthcare & Pharmaceuticals L + 6.25% (100% PIK) 7.25% 5/31/2016 5/31/2022 56,320 56,046 28,212 3.13

DermaRite Industries, LLC ^* (2)(3)(13) Healthcare & Pharmaceuticals L + 7.00% 8.00% 3/3/2017 3/3/2022 18,862 18,776 18,656 2.07

Designer Brands Inc.

^ (2)(3)(7) Retail L + 8.50% 9.75% 8/7/2020 8/7/2025 17,955 17,534 17,811 1.98

TCG BDC, INC.

3 unchanged sentences

Investments—non-controlled/non-affiliated (1)

Reference Rate & Spread (2)

Footnotes Industry Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)

Fair Value (5)

First Lien Debt (77.29%) (continued)

Direct Travel, Inc.

Hotel, Gaming & Leisure

Diligent Corporation ^ (2)(3)(13) Telecommunications L + 6.25% 7.25% 8/4/2020 8/4/2025 $ 579 $ 561 $ 588 0.07 %

DTI Holdco, Inc.

High Tech Industries

Emergency Communications Network, LLC

Telecommunications

Ethos Veterinary Health LLC

Consumer Services

EvolveIP, LLC

Telecommunications

Frontline Technologies Holdings, LLC

FWR Holding Corporation

Beverage, Food & Tobacco

Green Energy Partners/Stonewall, LLC

GRO Sub Holdco, LLC (Grand Rapids)

Healthcare & Pharmaceuticals

Hummel Station, LLC

Hydrofarm, LLC

L+10.00% (30% Cash / 70% PIK)

Innovative Business Services, LLC

High Tech Industries

K2 Insurance Services, LLC

Banking, Finance, Insurance & Real Estate

High Tech Industries

L + 5.50%, 1.00% PIK

* (2)(3) High Tech Industries L + 4.75% 5.75% 12/18/2018 9/30/2023 1,954 1,876 1,741 0.19

Emergency Communications Network, LLC ^* (2)(3) Telecommunications L + 2.625%, 5.125% PIK 8.75% 6/1/2017 6/1/2023 24,370 24,269 21,349 2.37

Ensono, LP * (2)(3) Telecommunications L + 5.25% 5.40% 4/30/2018 6/27/2025 2,158 2,142 2,142 0.24

Ensono, LP ^* (2)(3) Telecommunications L + 5.75% 5.90% 6/25/2020 6/27/2025 18,131 18,008 17,995 2.00

Ethos Veterinary Health LLC ^ (2)(3)(13) Consumer Services L + 4.75% 4.90% 5/17/2019 5/15/2026 2,612 2,570 2,540 0.28

EvolveIP, LLC ^ (2)(3)(13) Telecommunications L + 5.75% 6.75% 11/26/2019 6/7/2023 25,864 25,806 25,828 2.87

Frontline Technologies Holdings, LLC * (2)(3) Software L + 5.75% 6.75% 9/18/2017 9/18/2023 3,099 3,081 3,037 0.34

FWR Holding Corporation ^* (2)(3)(13) Beverage, Food & Tobacco L + 5.50%, 1.50% PIK 8.00% 8/21/2017 8/21/2023 34,555 34,175 31,216 3.46

Helios Buyer, Inc.

^ (2)(3)(13) Consumer Services L + 6.00% 7.00% 12/15/2020 12/15/2026 8,749 8,456 8,454 0.94

Hercules Borrower LLC ^ (2)(3)(13) Environmental Industries L + 6.50% 7.50% 12/14/2020 12/14/2026 18,592 18,077 18,073 2.01

Higginbotham Insurance Agency, Inc.

^ (2)(3)(13) Banking, Finance, Insurance & Real Estate L + 5.75% 6.50% 11/25/2020 11/25/2026 3,902 3,828 3,827 0.42

^ (2)(3) Software L + 6.50% 7.50% 9/12/2018 9/12/2024 1,670 1,646 1,666 0.18

Individual FoodService Holdings, LLC ^ (2)(3)(13) Wholesale L + 6.25% 7.25% 2/21/2020 11/22/2025 3,883 3,797 3,759 0.42

Individual FoodService Holdings, LLC ^ (2)(3)(13) Wholesale L + 6.25% 7.25% 12/31/2020 11/22/2025 2,197 2,134 2,134 0.24

Innovative Business Services, LLC ^* (2)(3) High Tech Industries L + 5.50% 6.50% 4/5/2018 4/5/2023 13,779 13,523 13,484 1.50

Integrity Marketing Acquisition, LLC ^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.75% 6.75% 1/15/2020 8/27/2025 4,970 4,907 5,011 0.56

K2 Insurance Services, LLC ^* (2)(3)(13) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 7/3/2019 7/1/2024 18,651 18,323 18,653 2.07

^ (2)(3)(13) High Tech Industries L + 4.00%, 3.00% PIK 8.00% 5/3/2019 5/2/2025 14,871 14,610 14,940 1.66

Legacy.com, Inc.

High Tech Industries

Lifelong Learner Holdings, LLC

Business Services

^ (2)(3)(11) High Tech Industries L + 6.00% 7.00% 3/20/2017 3/20/2023 17,066 16,886 16,055 1.78

Lifelong Learner Holdings, LLC ^* (2)(3)(13) Business Services L + 5.75% 6.75% 10/18/2019 10/18/2026 23,814 23,355 21,580 2.39

Liqui-Box Holdings, Inc.

Containers, Packaging & Glass

^ (2)(3)(13) Containers, Packaging & Glass L + 4.50% 5.50% 6/3/2019 6/3/2024 1,368 1,346 1,112 0.12

Mailgun Technologies, Inc.

High Tech Industries

National Carwash Solutions, Inc.

^ (2)(3)(13) High Tech Industries L + 5.00% 6.00% 3/26/2019 3/26/2025 3,256 3,185 3,175 0.35

National Technical Systems, Inc.

Aerospace & Defense

NES Global Talent Finance US, LLC (United Kingdom)

Nexus Technologies, LLC

High Tech Industries

L + 5.50%, 1.50% PIK

^ (2)(3)(13) Aerospace & Defense L + 5.50% 6.50% 10/28/2020 6/12/2023 1,175 1,150 1,160 0.13

NES Global Talent Finance US, LLC (United Kingdom) * (2)(3)(7) Energy:

Oil & Gas L + 5.50% 6.50% 5/9/2018 5/11/2023 9,789 9,697 8,859 0.98

NMI AcquisitionCo, Inc.

High Tech Industries

^* (2)(3)(13) High Tech Industries L + 5.00% 6.00% 9/6/2017 9/6/2022 40,756 40,442 40,336 4.48

Paramit Corporation * (2)(3) Capital Equipment L + 4.50% 5.50% 5/3/2019 5/3/2025 5,213 5,174 5,109 0.57

Paramit Corporation ^ (2)(3)(13) Capital Equipment L + 5.25% 6.25% 11/24/2020 5/3/2025 3,029 2,912 2,909 0.32

Park Place Technologies, LLC ^ (2)(3) High Tech Industries L + 5.00% 6.00% 11/19/2020 11/19/2027 20,000 19,211 19,150 2.12

TCG BDC, INC.

3 unchanged sentences

Investments—non-controlled/non-affiliated (1)

Reference Rate & Spread (2)

Footnotes Industry Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)

Fair Value (5)

First Lien Debt (77.29%) (continued)

Northland Telecommunications Corporation

Broadcast & Subscription

Paramit Corporation

Capital Equipment

PF Growth Partners, LLC

Hotel, Gaming & Leisure

Plano Molding Company, LLC

Hotel, Gaming & Leisure

PPC Flexible Packaging, LLC

Containers, Packaging & Glass

PPT Management Holdings, LLC

Healthcare & Pharmaceuticals

L + 6.00%, 0.75% PIK

Pretium Packaging, LLC

Containers, Packaging & Glass

PricewaterhouseCoopers Public Sector LLP

Aerospace & Defense

Product Quest Manufacturing, LLC

(2) (3) (9) (13)

Containers, Packaging & Glass

Propel Insurance Agency, LLC

Banking, Finance, Insurance & Real Estate

QW Holding Corporation (Quala)

Environmental Industries

Redwood Services Group, LLC

High Tech Industries

PF Growth Partners, LLC ^* (2)(3)(13) Hotel, Gaming & Leisure L + 7.00% 8.00% 7/1/2019 7/11/2025 $ 7,294 $ 7,198 $ 6,778 0.75 %

Plano Molding Company, LLC ^ (2)(3) Hotel, Gaming & Leisure L + 7.50%, 1.50% PIK 10.00% 5/1/2015 5/12/2022 14,693 14,664 13,001 1.44

Plano Molding Company, LLC ^ (2)(3) Hotel, Gaming & Leisure L + 7.50%, 1.50% PIK 10.00% 8/7/2020 5/12/2022 1,081 1,073 1,081 0.12

PPC Flexible Packaging, LLC ^* (2)(3)(13) Containers, Packaging & Glass L + 6.00% 7.00% 11/23/2018 11/23/2024 11,338 11,234 11,300 1.25

PPT Management Holdings, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 6.00%, 2.50% PIK 9.50% 12/15/2016 12/16/2022 27,896 27,817 22,798 2.53

PricewaterhouseCoopers Public Sector LLP ^ (2)(3)(13) Aerospace & Defense L + 3.25% 3.49% 5/1/2018 5/1/2023 — (74) (32) —

Product Quest Manufacturing, LLC ^ (2)(3)(8) Containers, Packaging & Glass L + 6.75% 10.00% 9/21/2017 3/31/2021 840 840 423 0.05

Propel Insurance Agency, LLC (2)(3) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 6/1/2018 6/1/2024 2,339 2,327 2,316 0.26

QW Holding Corporation ^* (2)(3)(13) Environmental Industries L + 6.25% 7.25% 8/31/2016 8/31/2022 43,119 42,771 40,990 4.55

Redwood Services Group, LLC * (2)(3) High Tech Industries L + 6.00% 7.00% 11/13/2018 6/6/2023 5,043 5,017 5,030 0.56

Redwood Services Group, LLC * (2)(3) High Tech Industries L + 8.50% 9.50% 8/14/2020 6/6/2023 3,474 3,378 3,494 0.39

Redwood Services Group, LLC ^* (2)(3)(13) High Tech Industries L + 7.25% 8.25% 10/19/2020 6/6/2023 12,957 12,628 13,024 1.44

Regency Entertainment, Inc.

^ (2)(3) Media:

Diversified & Production L + 6.75% 7.75% 5/22/2020 10/22/2025 20,000 19,636 19,600 2.17

Reladyne, Inc.

* (2)(3) Wholesale L + 5.00% 6.00% 8/21/2020 7/22/2022 10,100 10,017 10,146 1.13

Riveron Acquisition Holdings, Inc.

Banking, Finance, Insurance & Real Estate

* (2)(3) Banking, Finance, Insurance & Real Estate L + 5.75% 6.75% 5/22/2019 5/22/2025 11,517 11,341 11,595 1.29

RSC Acquisition, Inc.

Banking, Finance, Insurance & Real Estate

^ (2)(3)(13) Banking, Finance, Insurance & Real Estate L + 5.50% 6.50% 11/1/2019 11/1/2026 10,711 10,534 10,824 1.20

Sapphire Convention, Inc.

Telecommunications

Smile Doctors, LLC

Healthcare & Pharmaceuticals

^* (2)(3)(13) Telecommunications L + 6.25% 7.25% 11/20/2018 11/20/2025 28,812 28,342 24,000 2.66

Smile Doctors, LLC ^* (2)(3)(13) Healthcare & Pharmaceuticals L + 6.00% 7.00% 10/6/2017 10/6/2022 16,930 16,872 16,577 1.84

Southern Graphics, Inc.

^ (2)(3)(11) Media:

Advertising, Printing & Publishing L + 6.50% 7.50% 10/30/2020 10/23/2023 9,959 9,769 9,849 1.09

Sovos Brands Intermediate, Inc.

Beverage, Food & Tobacco

Hotel, Gaming & Leisure

Superior Health Linens, LLC

Business Services

L + 7.50%, 0.50% PIK

Surgical Information Systems, LLC

High Tech Industries

* (2)(3) Beverage, Food & Tobacco L + 4.75% 4.96% 11/16/2018 11/20/2025 17,498 17,360 17,348 1.92

^* (2)(3)(13) Hotel, Gaming & Leisure L + 5.75%, 2.00% PIK 8.75% 6/15/2018 6/17/2024 21,365 21,099 17,318 1.92

Superior Health Linens, LLC ^* (2)(3)(13) Business Services L + 6.50% 7.50% 9/30/2016 9/30/2021 13,155 13,116 13,079 1.45

T2 Systems, Inc.

^* (2)(3)(13) Transportation:

Consumer L + 6.75% 7.75% 9/28/2016 9/28/2022 26,605 26,356 26,605 2.95

Tank Holding Corp.

Capital Equipment

The Leaders Romans Bidco Limited (United Kingdom)

Banking, Finance, Insurance & Real Estate

L + 6.75%, 3.50% PIK

Transform SR Holdings, LLC

Trump Card, LLC

Transportation:

^ (2)(3)(13) Capital Equipment L + 3.50% 3.74% 3/26/2019 3/26/2024 — — (1) —

TCFI Aevex LLC ^* (2)(3)(13) Aerospace & Defense L + 6.00% 7.00% 3/18/2020 3/18/2026 9,693 9,503 9,650 1.07

The Leaders Romans Bidco Limited (United Kingdom) Term Loan B ^ (2)(3)(7) Banking, Finance, Insurance & Real Estate L + 6.50%, 3.00% PIK 10.25% 7/23/2019 6/30/2024 £ 20,740 25,406 28,078 3.12

TCG BDC, INC.

3 unchanged sentences

Investments—non-controlled/non-affiliated (1)

Reference Rate & Spread (2)

Footnotes Industry Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)

Fair Value (5)

First Lien Debt (77.29%) (continued)

The Leaders Romans Bidco Limited (United Kingdom) Term Loan C ^ (2)(3)(7)(13) Banking, Finance, Insurance & Real Estate L + 6.50%, 3.00% PIK 10.25% 7/23/2019 6/30/2024 £ 3,816 $ 4,748 $ 5,727 0.64 %

Trump Card, LLC ^* (2)(3)(13) Transportation:

Cargo L + 5.50% 6.50% 6/26/2018 4/21/2022 7,594 7,572 7,444 0.83

TSB Purchaser, Inc.

(Teaching Strategies, LLC)

Advertising, Printing & Publishing

^* (2)(3)(13) Media:

Advertising, Printing & Publishing L + 6.00% 7.00% 5/14/2018 5/14/2024 18,666 18,354 18,501 2.05

Turbo Buyer, Inc.

^* (2)(3)(13) Automotive L + 5.25% 6.25% 12/2/2019 12/2/2025 24,323 23,766 24,567 2.73

Tweddle Group, Inc.

Advertising, Printing & Publishing

Acute Care Solutions, LLC

Healthcare & Pharmaceuticals

Unifrutti Financing PLC (Cyprus)

Beverage, Food & Tobacco

7.50%, 1.00% PIK

^ (2)(3) Media:

Advertising, Printing & Publishing L + 4.50% 5.50% 9/17/2018 9/17/2023 1,825 1,808 1,678 0.19

Acute Care Solutions, LLC * (2)(3) Healthcare & Pharmaceuticals L + 6.00% 7.00% 2/21/2019 5/15/2021 4,242 4,235 3,956 0.44

Unifrutti Financing PLC (Cyprus) ^ (7) Beverage, Food & Tobacco 7.50%, 1.00% PIK 8.50% 9/15/2019 9/15/2026 € 4,575 4,832 5,464 0.61

Unifrutti Financing PLC (Cyprus) ^ (7) Beverage, Food & Tobacco 11.00% PIK 11.00% 10/22/2020 9/15/2026 € 647 724 754 0.08

US INFRA SVCS Buyer, LLC ^ (2)(3)(13) Environmental Industries L + 6.00% 7.00% 4/13/2020 4/13/2026 3,248 2,688 3,175 0.35

USLS Acquisition, Inc.

Business Services

VRC Companies, LLC

Business Services

^* (2)(3)(13) Business Services L + 5.75% 6.75% 11/30/2018 11/30/2024 21,447 21,124 19,981 2.22

USLS Acquisition, Inc.

^ (2)(3)(13) Business Services L + 5.75% 6.75% 9/3/2020 11/30/2024 — (22) — —

VRC Companies, LLC ^* (2)(3)(13) Business Services L + 6.50% 7.50% 3/31/2017 3/31/2023 33,286 33,048 33,286 3.69

Westfall Technik, Inc.

Chemicals, Plastics & Rubber

WP CPP Holdings, LLC (CPP)

Aerospace & Defense

Zemax Software Holdings, LLC

^* (2)(3)(13) Chemicals, Plastics & Rubber L + 6.25% 7.25% 9/13/2018 9/13/2024 27,720 27,457 25,733 2.85

Wheel Pros, LLC * (2)(3) Automotive L + 5.25% 6.25% 11/18/2020 11/6/2027 18,750 18,286 18,390 2.04

YLG Holdings, Inc.

^ (2)(3)(13) Consumer Services L + 6.25% 7.25% 9/30/2020 11/1/2025 1,401 1,343 1,370 0.15

Zemax Software Holdings, LLC * (2)(3)(13) Software L + 5.75% 6.75% 6/25/2018 6/25/2024 6,285 6,216 6,119 0.68

Zenith Merger Sub, Inc.

Business Services

^* (2)(3)(13) Business Services L + 5.25% 6.25% 12/13/2017 12/13/2023 14,164 14,034 14,031 1.56

First Lien Debt Total $ 1,246,281 $ 1,190,871 132.16 %

Second Lien Debt (11.04%)

Access CIG, LLC

Business Services

Second Lien Debt (15.58% of fair value)

AI Convoy S.A.R.L (United Kingdom) ^ (2)(3)(7) Aerospace & Defense L + 8.25% 9.25% 1/17/2020 1/17/2028 $ 24,814 $ 24,305 $ 25,546 2.83 %

Aimbridge Acquisition Co., Inc.

Hotel, Gaming & Leisure

^ (2)(3) Hotel, Gaming & Leisure L + 7.50% 7.65% 2/1/2019 2/1/2027 9,241 9,104 7,993 0.89

AQA Acquisition Holding, Inc.

High Tech Industries

^ (2)(3) High Tech Industries L + 8.00% 9.00% 10/1/2018 5/24/2024 39,000 38,741 39,000 4.33

Brave Parent Holdings, Inc.

Higginbotham Insurance Agency, Inc.

Banking, Finance, Insurance & Real Estate

^* (2)(3) Software L + 7.50% 7.64% 10/3/2018 4/19/2026 19,062 18,711 19,062 2.11

Drilling Info Holdings, Inc.

^ (2)(3) Energy:

Oil & Gas L + 8.25% 8.40% 2/11/2020 7/30/2026 18,600 18,145 18,228 2.02

Jazz Acquisition, Inc.

Aerospace & Defense

Le Tote, Inc.

^ (2)(3) Aerospace & Defense L + 8.00% 8.15% 6/13/2019 6/18/2027 23,450 23,150 18,146 2.01

Outcomes Group Holdings, Inc.

Business Services

Pathway Vet Alliance, LLC

Consumer Services

^* (2)(3) Business Services L + 7.50% 7.75% 10/23/2018 10/26/2026 3,462 3,455 3,462 0.38

PAI Holdco, Inc.

^ (2)(3) Automotive L + 6.25%, 2.00% PIK 9.25% 10/28/2020 10/28/2028 13,530 13,132 13,329 1.48

Pharmalogic Holdings Corp.

Healthcare & Pharmaceuticals

Quartz Holding Company (QuickBase, Inc.)

^ (2)(3) Healthcare & Pharmaceuticals L + 8.00% 9.00% 6/7/2018 12/11/2023 800 798 783 0.09

Quartz Holding Company ^ (2)(3) Software L + 8.00% 8.15% 4/2/2019 4/2/2027 7,048 6,930 6,994 0.78

Reladyne, Inc.

Tank Holding Corp.

Capital Equipment

Ultimate Baked Goods MIDCO, LLC (Rise Baking)

Beverage, Food & Tobacco

Watchfire Enterprises, Inc.

Advertising, Printing & Publishing

WP CPP Holdings, LLC (CPP)

Aerospace & Defense

^ (2)(3) Wholesale L + 9.50% 10.50% 4/19/2018 1/21/2023 12,242 12,133 11,956 1.33

Stonegate Pub Company Bidco Limited (United Kingdom) ^ (2)(3)(7) Beverage, Food & Tobacco L + 8.50% 8.54% 3/12/2020 3/12/2028 £ 20,000 24,729 21,902 2.43

TCG BDC, INC.

3 unchanged sentences

Investments—non-controlled/non-affiliated (1)

Reference Rate & Spread (2)

Footnotes Industry Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)

Fair Value (5)

Second Lien Debt (11.04%) (continued)

High Tech Industries

Tank Holding Corp.

(2)(3) Capital Equipment L + 8.25% 8.40% 3/26/2019 3/26/2027 $ 35,965 $ 35,454 $ 35,189 3.90 %

TruGreen Limited Partnership ^ (2)(3) Consumer Services L + 8.50% 9.25% 11/16/2020 11/2/2028 13,000 12,743 13,000 1.44

Ultimate Baked Goods MIDCO, LLC ^ (2)(3) Beverage, Food & Tobacco L + 8.00% 9.00% 8/9/2018 8/9/2026 2,820 2,776 2,689 0.30

Watchfire Enterprises, Inc.

^ (2)(3) Media:

Advertising, Printing & Publishing L + 8.00% 9.00% 10/2/2013 10/2/2021 7,000 6,985 6,988 0.78

World 50, Inc.

^ (9) Business Services 11.50% 11.50% 1/10/2020 1/9/2027 7,635 7,499 7,518 0.83

WP CPP Holdings, LLC ^* (2)(3) Aerospace & Defense L + 7.75% 8.75% 7/18/2019 4/30/2026 39,500 39,172 32,738 3.63

Second Lien Debt Total $ 297,962 $ 284,523 31.56 %

Investments—non-controlled/non-affiliated (1)

Acquisition Date

Shares/ Units

Fair Value (5)

Footnotes Industry Acquisition Date Shares/ Units Cost Fair

of Net Assets

Equity Investments (0.98%)

ANLG Holdings, LLC

Healthcare & Pharmaceuticals

Avenu Holdings, LLC

Sovereign & Public Finance

Chartis Holding, LLC

Business Services

CIP Revolution Holdings, LLC

Equity Investments (1.86% of fair value)

Central Security Group, Inc.

^* (6) Consumer Services 10/16/2020 443 $ — $ — — %

ANLG Holdings, LLC ^ (6) Capital Equipment 6/22/2018 592 592 865 0.10

Avenu Holdings, LLC ^ (6) Sovereign & Public Finance 9/28/2018 172 172 345 0.04

BK Intermediate Company, LLC ^ (6) Healthcare & Pharmaceuticals 5/27/2020 288 288 209 0.02

Chartis Holding, LLC ^ (6) Business Services 5/1/2019 433 433 571 0.06

CIP Revolution Holdings, LLC ^ (6) Media:

Advertising, Printing & Publishing 8/19/2016 318 318 245 0.03

Cority Software Inc.

(Canada) ^ (6) Software 7/2/2019 250 250 295 0.03

DecoPac, Inc.

^ (6) Non-durable Consumer Goods 9/29/2017 1,500 1,500 1,664 0.18

Derm Growth Partners III, LLC (Dermatology Associates)

Healthcare & Pharmaceuticals

GRO Sub Holdco, LLC (Grand Rapids)

Healthcare & Pharmaceuticals

K2 Insurance Services, LLC

Banking, Finance, Insurance & Real Estate

Derm Growth Partners III, LLC ^ (6) Healthcare & Pharmaceuticals 5/31/2016 1,000 1,000 — —

GRO Sub Holdco, LLC ^ (6) Healthcare & Pharmaceuticals 3/29/2018 500 — — —

K2 Insurance Services, LLC ^ (6) Banking, Finance, Insurance & Real Estate 7/3/2019 433 433 676 0.07

Legacy.com, Inc.

2 unchanged sentences

^ (6) High Tech Industries 3/26/2019 424 424 784 0.09

North Haven Goldfinch Topco, LLC

Containers, Packaging & Glass

Paramit Corporation

Capital Equipment

PPC Flexible Packaging, LLC

Containers, Packaging & Glass

Rough Country, LLC

Durable Consumer Goods

SiteLock Group Holdings, LLC

High Tech Industries

T2 Systems Parent Corporation

Transportation:

North Haven Goldfinch Topco, LLC ^ (6) Containers, Packaging & Glass 6/18/2018 2,315 2,315 3,043 0.34

PPC Flexible Packaging, LLC ^ (6) Containers, Packaging & Glass 2/1/2019 965 965 1,302 0.14

Paramit Corporation ^ (6) Capital Equipment 6/17/2019 150 500 758 0.08

Rough Country, LLC ^ (6) Durable Consumer Goods 5/25/2017 755 755 1,634 0.18

SiteLock Group Holdings, LLC ^ (6) High Tech Industries 4/5/2018 446 446 526 0.06

T2 Systems Parent Corporation ^ (6) Transportation:

Consumer 9/28/2016 556 556 838 0.09

Tailwind HMT Holdings Corp.

^ (6) Energy:

Oil & Gas 11/17/2017 20 1,334 2,001 0.22

Tank Holding Corp.

^ (6) Capital Equipment 3/26/2019 850 482 944 0.10

Titan DI Preferred Holdings, Inc.

^ (6) Energy:

Oil & Gas 2/11/2020 11,246 10,959 11,021 1.22

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS

As of December 31, 2020

(dollar amounts in thousands)

Investments—non-controlled/non-affiliated (1)

Footnotes Industry Acquisition Date Shares/ Units Cost Fair

of Net Assets

Turbo Buyer, Inc.

^ (6) Automotive 12/2/2019 1,925 $ 1,925 $ 2,444 0.27 %

Tweddle Holdings, Inc.

^* (6) Media:

Advertising, Printing & Publishing 9/17/2018 17 — — —

Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 — 556 575 0.06

Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 — — — —

USLS Acquisition, Inc.

^ (6) Business Services 11/30/2018 641 641 565 0.06

W50 Parent LLC ^ (6) Business Services 1/10/2020 500 500 575 0.06

Zenith American Holding, Inc.

^ (6) Business Services 12/13/2017 1,565 782 1,221 0.14

Zillow Topco LP

Zillow Topco LP ^ (6) Software 6/25/2018 313 313 163 0.02

Equity Investments Total

$ 29,939 $ 33,877 3.73 %

Total investments—non-controlled/non-affiliated $ 1,574,182 $ 1,509,271 167.45 %

Investments—non-controlled/affiliated Footnotes Industry Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

First Lien Debt (1.43% of fair value)

Direct Travel, Inc.

^* (2)(3)(8)(12) Hotel, Gaming & Leisure L + 1.00%, 7.50% PIK 9.50% 10/14/2016 10/1/2023 $ 36,711 $ 36,340 $ 24,949 2.77 %

Direct Travel, Inc.

^ (2)(3)(12)(13) Hotel, Gaming & Leisure L + 6.00% 7.00% 10/1/2020 10/1/2023 1,231 1,231 1,231 0.14

First Lien Debt Total

$ 37,571 $ 26,180 2.91 %

Investments—non-controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair

Equity Investments (0.00% of fair value)

Direct Travel, Inc.

^ (6)(12) Hotel, Gaming & Leisure 10/1/2020 43 $ — $ — — %

Equity Investments Total $ — $ — — %

Total investments—non-controlled/affiliated $ 37,571 $ 26,180 2.91 %

TCG BDC, INC.

9 unchanged sentences

Amortized Cost (4)

First Lien Debt (1.01%)

First Lien Debt (0.38% of fair value)

SolAero Technologies Corp.

(A1 Term Loan)

(2) (3) (9) (10)

Telecommunications

L + 8.00% (100% PIK)

(A1 Term Loan) ^ (2)(3)(8)(10) Telecommunications L + 8.00% (100% PIK) 9.00% 4/12/2019 10/12/2022 $ 3,166 $ 3,166 $ 1,214 0.13 %

SolAero Technologies Corp.

(A2 Term Loan)

(2) (3) (9) (10)

Telecommunications

L + 8.00% (100% PIK)

(A2 Term Loan) ^ (2)(3)(8)(10) Telecommunications L + 8.00% (100% PIK) 9.00% 4/12/2019 10/12/2022 8,707 8,707 3,338 0.37

SolAero Technologies Corp.

(Priority Term Loan)

(2) (3) (10) (13)

Telecommunications

(Priority Facilities) ^ (2)(3)(10)(13) Telecommunications L + 6.00% 7.00% 4/12/2019 10/12/2022 2,460 2,429 2,460 0.27

First Lien Debt Total

Investments—controlled/affiliated

Acquisition Date

Shares/ Units

% of Net Assets

$ 14,302 $ 7,012 0.77 %

Investments—controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair

Equity Investments (0.00% of fair value)

SolAero Technologies Corp.

2 unchanged sentences

Investments—controlled/affiliated

Footnotes Industry

Reference Rate & Spread (2)

4 unchanged sentences

Fair Value (7)

% of Net Assets

Investment Fund (9.63%)

Middle Market Credit Fund, Mezzanine Loan

(2) (7) (8) (10)

Investment Fund

Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest

Investment Fund

Investment Funds (15.52% of fair value)

Middle Market Credit Fund II, LLC, Member's Interest ^ (10)(7) Investment Funds N/A N/A 11/3/2020 12/31/2030 $ 78,122 $ 78,096 $ 77,395 8.59 %

Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest ^ (10)(7) Investment Funds N/A N/A 2/29/2016 3/1/2021 216,000 216,000 205,891 22.84

Middle Market Credit Fund, Mezzanine Loan ^ (2)(10)(7)(9) Investment Funds L + 9.00% 9.24% 6/30/2016 3/22/2021 — — — —

Investment Fund Total

$ 294,096 $ 283,286 31.43 %

Total investments—controlled/affiliated

$ 311,213 $ 290,298 32.20 %

Total investments

$ 1,922,966 $ 1,825,749 202.56 %

^ Denotes that all or a portion of the assets are owned by TCG BDC, Inc.

2 unchanged sentences

The lenders of the Credit Facility have a first lien security interest in substantially all of the portfolio investments held by the Company (see Note 7, Borrowings).

Accordingly, such assets are not available to creditors of TCG BDC SPV LLC (the “SPV”) or Carlyle Direct Lending CLO 2015-1R LLC (formerly known as Carlyle GMS Finance MM CLO 2015-1 LLC) (the “2015-1 Issuer”).

+ Denotes that all or a portion of the assets are owned by the Company’s wholly owned subsidiary, the SPV.

The SPV has entered into a senior secured revolving credit facility (as amended, the “SPV Credit Facility” and, together with the Credit Facility, the “Facilities”).

The lenders of the SPV Credit Facility have a first lien security interest in substantially all of the assets of the SPV (see Note 6, Borrowings).

Accordingly, such assets are not available to creditors of the Company or the 2015-1 Issuer.

Accordingly, such assets are not available to creditors of Carlyle Direct Lending CLO 2015-1R LLC (formerly known as Carlyle GMS Finance MM CLO 2015-1 LLC) (the “2015-1 Issuer”).

* Denotes that all or a portion of the assets are owned by the Company's wholly owned subsidiary, the 2015-1 Issuer, and secure the notes issued in connection with a term debt securitization completed by the Company on June 26, 2015 (see Note 8, Notes Payable).

Accordingly, such assets are not available to the creditors of the Company or the SPV.

Accordingly, such assets are not available to the creditors of the Company.

** Par amount is denominated in USD ("$") unless otherwise noted, as denominated in Euro (“€”) or British Pound (“£”)

2 unchanged sentences

As of December 31, 2020, the Company does not “control” any of these portfolio companies.

Under the Investment Company Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities.

As of December 31, 2020, the Company is not an “affiliated person” of any of these portfolio companies.

Certain portfolio company investments are subject to contractual restrictions on sales.

TCG BDC, INC.

2 unchanged sentences

(dollar amounts in thousands)

As of December 31, 2019 , the Company is not an “affiliated person” of any of these portfolio companies.

Certain portfolio company investments are subject to contractual restrictions on sales.

(2) Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or an alternate base rate (commonly based on the Federal Funds Rate or the U.S.

10 unchanged sentences

Under the Investment Company Act, the Company may not acquire any non-qualifying assets unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Company’s total assets.

Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company/investment fund.

(8) Loan was on non-accrual status as of December 31, 2020.

(9) Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company/investment fund.

(10) Under the Investment Company Act, the Company is deemed to be an “affiliated person” of and “control” this investment fund because the Company owns more than 25% of the investment fund’s outstanding voting securities and/or has the power to exercise control over management or policies of such investment fund.

See Note 5, Middle Market Credit Fund, LLC, for more details.

See Notes 5, Middle Market Credit Fund, LLC and 6.

Middle Market Credit Fund II, LLC, for more details.

Transactions related to investments in controlled affiliates for the year ended December 31, 2020, were as follows:

Investments—controlled/affiliated

Fair Value as of December 31, 2018

Additions/Purchases

Reductions/Sales/ Paydowns

Net Realized Gain (Loss)

Net Change in Unrealized Appreciation (Depreciation)

Fair Value as of December 31, 2019

Dividend and Interest Income

Investments—controlled/affiliated Fair Value as of December 31, 2019 Additions/Purchases Reductions/Sales/ Paydowns Net Realized Gain (Loss) Net Change in Unrealized Appreciation (Depreciation) Fair Value as of December 31, 2020 Dividend and Interest Income

Middle Market Credit Fund, LLC, Mezzanine Loan

$ 93,000 $ 63,500 $ (156,500) $ — $ — $ — $ 3,049

Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest

111,596 92,500 — — 1,795 205,891 19,750

Middle Market Credit Fund II, LLC, Member’s Interest — 78,096 — — (701) 77,395 1,446

Total investments—controlled/affiliated $ 204,596 $ 234,096 $ (156,500) $ — $ 1,094 $ 283,286 $ 24,245

Investments—controlled/affiliated

Fair Value as of December 31, 2018

Additions/Purchases

Reductions/Sales/ Paydowns

Net Realized Gain (Loss)

Net Change in Unrealized Appreciation (Depreciation)

Fair Value as of December 31, 2019

Dividend and Interest Income

SolAero Technologies Corp.

5 unchanged sentences

Solaero Technology Corp.

826 — — — (826) — —

Total investments—controlled/affiliated $ 22.311 $ — $ (7,152) $ — $ (8,147) $ 7,012 $ 52

1 unchanged sentence

Barnes & Noble, Inc.

(1.83%), Dimensional Dental Management, LLC (4.87%), Legacy.com Inc.

(3.73%) and Surgical Information Systems, LLC (1.13%) .

(1.83%), Southern Graphics, Inc.

(1.71%), and Legacy.com, Inc (3.92%).

Pursuant to the agreement among lenders in respect of this loan, this investment represents a first lien/last out loan, which has a secondary priority behind the first lien/first out loan with respect to principal, interest and other payments.

(12) Under the Investment Company Act, the Company is deemed an “affiliated person” of this portfolio because the Company owns 5% or more of the portfolio company’s outstanding voting securities.

Transactions related the portfolio company during the year ended December 31, 2020 were as follows:

TCG BDC, INC.

2 unchanged sentences

(dollar amounts in thousands)

Under the Investment Company Act, the Company is deemed an “affiliated person” of this portfolio company because the Company owns 5% or more of the portfolio company’s outstanding voting securities.

Transactions related to investments in non-controlled affiliates for the year ended December 31, 2019 , were as follows:

Investments—non-controlled/affiliated

Fair Value as of December 31, 2018

Purchases/ Paid-in-kind interest

Sales/ Paydowns

Net Accretion of Discount

Net Realized Gain (Loss)

Net Change in Unrealized Appreciation (Depreciation)

Fair Value as of December 31, 2019

Interest Income

TwentyEighty, Inc.

- (Term A Loans)

TwentyEighty, Inc.

- (Term B Loans)

TwentyEighty, Inc.

- (Term C Loans)

TwentyEighty Investors LLC (Equity)

Investments—non-controlled/affiliated Fair Value as of December 31, 2019 Additions/Purchases Reductions/Sales/ Paydowns Net Realized Gain (Loss) Net Change in Unrealized Appreciation (Depreciation) Fair Value as of December 31, 2020 Dividend and Interest Income

Direct Travel, Inc.

$ 36,757 $ — $ (176) $ 1 $ (11,633) $ 24,949 $ —

Direct Travel, Inc.

— 1,231 — — — 1,231 18

Direct Travel, Inc.

(Equity) — — — — — — —

Total investments—non-controlled/affiliated $ 36.757 $ 1,231 $ (176) $ 1 $ (11,633) $ 26,180 $ 18

(13) As of December 31, 2020, the Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans:

Investments—non-controlled/non-affiliated

Par/ Principal Amount

Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value

First and Second Lien Debt—unfunded delayed draw and revolving term loans commitments

Aero Operating, LLC (Dejana Industries, Inc.)

American Physician Partners, LLC

AMS Group HoldCo, LLC

Analogic Corporation

BMS Holdings III Corp.

Captive Resources Midco, LLC

Chartis Group, LLC

Chemical Computing Group ULC (Canada)

Comar Holding Company, LLC

Cority Software, Inc.

DermaRite Industries, LLC

Dimensional Dental Management, LLC

Ethos Veterinary Health, LLC

FWR Holding Corporation

GRO Sub Holdco, LLC (Grand Rapids)

Advanced Web Technologies Holding Company Delayed Draw 1.00% $ 2,299 $ (46)

Advanced Web Technologies Holding Company Revolver 0.50 854 (17)

Revolver 0.50 1,250 1

American Physician Partners, LLC Revolver 0.50 550 (29)

AMS Group HoldCo, LLC Revolver 0.50 2,315 (29)

Analogic Corporation Revolver 0.50 168 —

Applied Technical Services Delayed Draw 1.00 132 (3)

Applied Technical Services Revolver 0.50 53 (1)

Revolver 0.50 2,367 36

Captive Resources Midco, LLC Revolver 0.50 2,143 15

Chartis Holding, LLC Delayed Draw 1.00 4,406 2

Chartis Holding, LLC Revolver 0.50 2,401 1

Chemical Computing Group ULC (Canada) Revolver 0.50 29 —

Cobblestone Intermediate Holdco LLC Delayed Draw 1.00 11 —

Comar Holding Company, LLC Revolver 0.50 2,935 11

Comar Holding Company, LLC Delayed Draw 1.00 4,655 17

Cority Software Inc.(Canada) Revolver 0.50 3,000 21

DermaRite Industries, LLC Revolver 0.50 3,103 (29)

Diligent Corporation Delayed Draw 1.00 141 2

Diligent Corporation Revolver 0.50 47 1

Direct Travel, Inc.

Delayed Draw 0.50 3,029 —

Ethos Veterinary Health LLC Delayed Draw 1.00 2,696 (37)

EvolveIP, LLC Delayed Draw 1.00 3,333 (4)

EvolveIP, LLC Revolver 0.50 2,941 (3)

FWR Holding Corporation Revolver 0.50 4,444 (380)

Helios Buyer, Inc.

Revolver 0.50 1,326 (27)

Helios Buyer, Inc.

Delayed Draw — 4,672 (93)

Hercules Borrower LLC Revolver 0.50 2,160 (54)

TCG BDC, INC.

2 unchanged sentences

(dollar amounts in thousands)

Investments—non-controlled/non-affiliated

Par/ Principal Amount

Innovative Business Services, LLC

K2 Insurance Services, LLC

Lifelong Learner Holdings, LLC

Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value

Higginbotham Insurance Agency, Inc.

Delayed Draw 1.00% $ 1,098 $ (16)

Individual FoodService Holdings, LLC Revolver 0.50 436 (11)

Individual FoodService Holdings, LLC Delayed Draw 1.00 645 (16)

Individual FoodService Holdings, LLC Delayed Draw 1.00 165 (4)

Individual FoodService Holdings, LLC Revolver 0.50 139 (3)

Innovative Business Services, LLC Revolver 0.50 2,232 (41)

K2 Insurance Services, LLC Revolver 0.50 2,290 —

K2 Insurance Services, LLC Delayed Draw 1.00 1,571 —

Delayed Draw 1.00 1,852 7

Revolver 0.50 787 3

Lifelong Learner Holdings, LLC Delayed Draw 1.00 1,690 (140)

Lifelong Learner Holdings, LLC Revolver 0.50 1,377 (114)

Liqui-Box Holdings, Inc.

Revolver 0.50 1,262 (123)

Mailgun Technologies, Inc.

National Car Wash Solutions, LP

Revolver 0.50 1,342 (23)

National Technical Systems, Inc.

Revolver 0.50 835 (6)

NMI AcquisitionCo, Inc.

Northland Telecommunications Corporation

Pathway Vet Alliance, LLC

PF Growth Partners, LLC

PPC Flexible Packaging, LLC

PricewaterhouseCoopers Public Sector LLP

QW Holding Corporation (Quala)

RSC Acquisition, Inc.

Revolver 0.50 1,280 (13)

Paramit Corporation Delayed Draw — 2,931 (59)

PF Growth Partners, LLC Delayed Draw 1.00 823 (52)

PPC Flexible Packaging, LLC Revolver 0.50 881 (3)

PricewaterhouseCoopers Public Sector LLP Revolver 0.50 6,250 (32)

QW Holding Corporation Delayed Draw 1.00 600 (29)

Redwood Services Group, LLC Delayed Draw 3.63 4,639 18

RSC Acquisition, Inc.

Revolver 0.50 608 6

Sapphire Convention, Inc.

Smile Doctors, LLC

Revolver 0.50 3,655 (542)

Smile Doctors, LLC Revolver 0.50 707 (14)

SolAero Technologies Corp.

(Priority Term Loan)

Superior Health Linens, LLC

(Priority Facilities) Revolver 0.50 2,068 —

Revolver 0.50 655 (120)

Superior Health Linens, LLC Revolver 0.50 1,667 (8)

T2 Systems, Inc.

Revolver 0.50 2,933 —

Tank Holding Corp.

Revolver 0.25 47 (1)

TCFI Aevex LLC Delayed Draw 1.00 1,787 (7)

The Leaders Romans Bidco Limited (United Kingdom) Delayed Draw 1.63 £ 204 26

Trump Card, LLC Revolver 0.50 635 (12)

TSB Purchaser, Inc.

(Teaching Strategies, LLC)

The Leaders Romans Bidco Limited (United Kingdom)

Trump Card, LLC

Turbo Buyer, Inc.

Revolver 0.50 1,891 (15)

Turbo Buyer, Inc.

Revolver 0.50 2,151 20

US INFRA SVCS Buyer, LLC Revolver 0.50 2,275 (5)

US INFRA SVCS Buyer, LLC Delayed Draw 1.00 26,153 (60)

USLS Acquisition, Inc.

VRC Companies, LLC

Westfall Technik, Inc.

Revolver 0.50 1,418 (91)

USLS Acquisition, Inc.

Delayed Draw 0.50 591 —

TCG BDC, INC.

2 unchanged sentences

(dollar amounts in thousands)

Investments—non-controlled/non-affiliated

Par/ Principal Amount

Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value

VRC Companies, LLC Revolver 0.50% $ 1,646 $ —

Westfall Technik, Inc.

Zemax Software Holdings, LLC

Zenith American Holding, Inc.

Revolver 0.50 431 (30)

YLG Holdings, Inc.

Delayed Draw 1.00 596 (9)

Zemax Software Holdings, LLC Revolver 0.50 642 (15)

Zenith Merger Sub, Inc.

Revolver 0.50 1,590 (12)

Zenith Merger Sub, Inc.

Delayed Draw 1.00 2,573 (19)

Total unfunded commitments $ 149,508 $ (2,210)

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS

As of December 31, 2020

(dollar amounts in thousands)

As of December 31, 2020, investments at fair value consisted of the following:

Amortized Cost

% of Fair Value

First Lien Debt (excluding First Lien/Last Out)

First Lien/Last Out Unitranche

Type Amortized Cost Fair Value % of Fair Value

First Lien Debt (excluding First Lien/Last Out Debt) $ 1,234,579 $ 1,161,881 63.63 %

First Lien/Last Out Debt 63,575 62,182 3.41

Second Lien Debt 297,962 284,523 15.58

Equity Investments 32,754 33,877 1.86

Investment Fund

Investment Funds 294,096 283,286 15.52

Total $ 1,922,966 $ 1,825,749 100.00 %

The rate type of debt investments at fair value as of December 31, 2020 was as follows:

Rate Type Amortized Cost Fair Value % of Fair Value of First and Second Lien Debt

Floating Rate $ 1,583,061 $ 1,494,850 99.09 %

Fixed Rate 13,055 13,736 0.91

Total $ 1,596,116 $ 1,508,586 100.00 %

TCG BDC, INC.

2 unchanged sentences

(dollar amounts in thousands)

The rate type of debt investments at fair value as of December 31, 2019 was as follows:

Amortized Cost

% of Fair Value of First and Second Lien Debt

Floating Rate

The industry composition of investments at fair value as of December 31, 2020 was as follows:

Amortized Cost

% of Fair Value

Industry Amortized Cost Fair Value % of Fair Value

Aerospace & Defense $ 97,206 $ 87,208 4.78 %

Automotive 57,109 58,730 3.22

Banking, Finance, Insurance & Real Estate 92,217 97,318 5.33

7 unchanged sentences

Durable Consumer Goods 10,302 10,992 0.60

Oil & Gas 40,135 40,109 2.20

Environmental Industries 63,536 62,238 3.41

2 unchanged sentences

Hotel, Gaming & Leisure 100,696 80,444 4.40

Investment Fund

Broadcast & Subscription

Investment Funds 294,096 283,286 15.52

Advertising, Printing & Publishing 37,234 37,261 2.04

Diversified & Production 19,636 19,600 1.07

Non-durable Consumer Goods 1,500 1,664 0.09

Retail 34,818 34,489 1.89

Software 87,026 85,727 4.70

Sovereign & Public Finance 37,055 37,621 2.06

1 unchanged sentence

Transportation:

Cargo 29,576 29,389 1.61

Transportation:

Consumer 26,912 27,443 1.50

Wholesale 28,081 27,995 1.53

Total $ 1,922,966 $ 1,825,749 100.00 %

TCG BDC, INC.

3 unchanged sentences

The geographical composition of investments at fair value as of December 31, 2020 was as follows:

Amortized Cost

% of Fair Value

Geography Amortized Cost Fair Value % of Fair Value

Canada $ 24,206 $ 24,658 1.35 %

Cyprus 6,112 6,793 0.37

Luxembourg 32,093 29,970 1.64

United Kingdom 88,885 90,112 4.94

United States 1,771,670 1,674,216 91.70

Total $ 1,922,966 $ 1,825,749 100.00 %

The accompanying notes are an integral part of these consolidated financial statements.

12 unchanged sentences

First Lien Debt (77.29%)

Advanced Instruments, LLC

Healthcare & Pharmaceuticals

Aero Operating, LLC (Dejana Industries, Inc.)

Business Services

Aero Operating, LLC (Dejana Industries, Inc.) ^+* (2) (3) (13) Business Services L + 7.25% 9.16% 1/5/2018 12/29/2022 $ 3,517 $ 3,491 $ 3,449 0.34 %

^ (2) (3) (13) Containers, Packaging & Glass L + 5.25% 7.16% 12/20/2019 12/19/2025 12,813 12,602 12,601 1.25

Alpha Packaging Holdings, Inc.

Containers, Packaging & Glass

Alpine SG, LLC

High Tech Industries

AMS Group HoldCo, LLC

Transportation:

Analogic Corporation

Healthcare & Pharmaceuticals

Avenu Holdings, LLC

Sovereign & Public Finance

Brooks Equipment Company, LLC

Construction & Building

+* (2) (3) Containers, Packaging & Glass L + 4.25% 6.35% 6/26/2015 5/12/2020 2,836 2,836 2,822 0.28

Alpine SG, LLC ^* (2) (3) High Tech Industries L + 6.50% 8.43% 2/2/2018 11/16/2022 15,301 15,187 15,244 1.51

American Physician Partners, LLC ^+* (2) (3) (13) Healthcare & Pharmaceuticals L + 6.50% 8.58% 1/7/2019 12/21/2021 38,235 37,868 38,110 3.79

AMS Group HoldCo, LLC ^+* (2) (3) (13) Transportation:

Cargo L + 6.00% 8.07% 9/29/2017 9/29/2023 30,808 30,361 30,457 3.03

Analogic Corporation ^+* (2) (3) (13) Healthcare & Pharmaceuticals L + 6.00% 7.70% 6/22/2018 6/22/2024 34,784 34,190 34,784 3.46

Anchor Hocking, LLC ^ (2) (3) Durable Consumer Goods L + 8.75% 10.66% 1/25/2019 1/25/2024 10,707 10,410 10,359 1.03

^ (2) (3) (13) Software L + 7.25% 8.96% 1/10/2019 1/10/2025 35,541 34,874 35,237 3.50

Aurora Lux FinCo S.Á.R.L.

(Luxembourg) ^ (2) (3) (7) Software L + 6.00% 7.93% 12/24/2019 12/24/2026 37,500 36,563 36,563 3.63

Avenu Holdings, LLC +* (2) (3) Sovereign & Public Finance L + 5.25% 7.35% 9/28/2018 9/28/2024 38,665 38,125 37,227 3.70

Barnes & Noble, Inc.

^ (2) (3) (11) Retail L + 5.50% 9.07% 8/7/2019 8/7/2024 17,637 17,225 17,196 1.71

BMS Holdings III Corp.

^* (2) (3) (13) Construction & Building L + 5.25% 7.35% 9/30/2019 9/30/2026 11,638 11,274 11,591 1.15

Brooks Equipment Company, LLC +* (2) (3) Construction & Building L + 5.00% 6.91% 6/26/2015 8/29/2020 2,443 2,439 2,441 0.24

Capstone Logistics Acquisition, Inc.

+* (2) (3) Transportation:

Captive Resources Midco, LLC

Banking, Finance, Insurance & Real Estate

Cargo L + 4.50% 6.20% 6/26/2015 10/7/2021 3,976 3,962 3,894 0.39

Captive Resources Midco, LLC ^* (2) (3) (13) Banking, Finance, Insurance & Real Estate L + 6.00% 8.18% 6/30/2015 5/31/2025 30,301 29,814 30,158 3.00

Central Security Group, Inc.

Consumer Services

Chemical Computing Group ULC (Canada)

(2) (3) (8) (14)

CIP Revolution Holdings, LLC

Advertising, Printing & Publishing

CircusTrix Holdings, LLC

Hotel, Gaming & Leisure

Comar Holding Company, LLC

Containers, Packaging & Glass

Continuum Managed Services Holdco, LLC

High Tech Industries

Dade Paper & Bag, LLC

Forest Products & Paper

High Tech Industries

Dent Wizard International Corporation

Derm Growth Partners III, LLC (Dermatology Associates)

Healthcare & Pharmaceuticals

DermaRite Industries, LLC

Healthcare & Pharmaceuticals

Dimensional Dental Management, LLC

Healthcare & Pharmaceuticals

Direct Travel, Inc.

Hotel, Gaming & Leisure

DTI Holdco, Inc.

High Tech Industries

EIP Merger Sub, LLC (Evolve IP)

Telecommunications

Emergency Communications Network, LLC

Telecommunications

Frontline Technologies Holdings, LLC

+* (2) (3) Consumer Services L + 5.63% 7.33% 6/26/2015 10/6/2021 22,634 22,531 19,466 1.93

Chartis Holding, LLC ^ (2) (3) (13) Business Services L + 5.25% 7.28% 5/1/2019 5/1/2025 15,926 15,538 15,723 1.56

Chemical Computing Group ULC (Canada) ^* (2) (3) (7) (13) Software L + 5.25% 6.95% 8/30/2018 8/30/2023 14,674 14,567 14,539 1.44

CircusTrix Holdings, LLC ^+* (2) (3) (13) Hotel, Gaming & Leisure L + 5.50% 7.20% 2/2/2018 12/6/2021 9,397 9,342 9,242 0.92

Comar Holding Company, LLC ^+* (2) (3) (13) Containers, Packaging & Glass L + 5.25% 6.96% 6/18/2018 6/18/2024 27,783 27,254 27,101 2.69

Cority Software Inc.

(Canada) ^ (2) (3) (7) (13) Software L + 5.50% 7.57% 7/2/2019 7/2/2026 27,000 26,435 26,400 2.62

Dent Wizard International Corporation + (2) (3) Automotive L + 4.00% 5.70% 4/28/2015 4/7/2022 877 877 873 0.09

Derm Growth Partners III, LLC (Dermatology Associates) ^ (2) (3) (9) Healthcare & Pharmaceuticals L + 6.25% (100% PIK) 8.16% 5/31/2016 5/31/2022 56,310 56,026 39,716 3.95

DermaRite Industries, LLC ^* (2) (3) (13) Healthcare & Pharmaceuticals L + 7.00% 8.70% 3/3/2017 3/3/2022 22,647 22,481 21,690 2.16

Digicel Limited (Jamaica) ^ (7) Telecommunications 6.00% 6.00% 7/23/2019 4/15/2021 250 202 195 0.02

Dimensional Dental Management, LLC ^ (2) (3) (11) (13) Healthcare & Pharmaceuticals L + 5.75% 10.00% 2/12/2016 2/12/2021 1,224 1,199 1,224 0.12

Dimensional Dental Management, LLC ^ (2) (3) (9) (11) Healthcare & Pharmaceuticals L + 5.75% 8.66% 2/12/2016 7/22/2020 33,674 33,301 — —

TCG BDC, INC.

11 unchanged sentences

First Lien Debt (77.29%) (continued)

FWR Holding Corporation

Beverage, Food & Tobacco

Green Energy Partners/Stonewall, LLC

GRO Sub Holdco, LLC (Grand Rapids)

Healthcare & Pharmaceuticals

Hummel Station, LLC

Hydrofarm, LLC

L+10.00% (30% cash/70% PIK)

Indra Holdings Corp.

(Totes Isotoner)

Non-durable Consumer Goods

Innovative Business Services, LLC

High Tech Industries

Direct Travel, Inc.

^+* (2) (3) Hotel, Gaming & Leisure L + 6.50% 8.41% 10/14/2016 12/1/2021 $ 36,805 $ 36,515 $ 36,757 3.65 %

DTI Holdco, Inc.

* (2) (3) High Tech Industries L + 4.75% 6.68% 12/18/2018 9/30/2023 1,974 1,871 1,841 0.18

Emergency Communications Network, LLC ^+* (2) (3) Telecommunications L + 6.25% 8.14% 6/1/2017 6/1/2023 24,375 24,233 22,323 2.22

Ensono, LP * (2) (3) Telecommunications L + 5.25% 6.95% 4/30/2018 6/27/2025 8,537 8,452 8,537 0.85

Ethos Veterinary Health LLC ^+ (2) (3) (13) Consumer Services L + 4.75% 6.45% 5/17/2019 5/15/2026 10,869 10,744 10,807 1.07

EvolveIP, LLC ^+* (2) (3) Telecommunications L + 5.75% 7.45% 11/26/2019 6/7/2023 34,420 33,923 34,420 3.42

Frontline Technologies Holdings, LLC ^* (2) (3) Software L + 5.75% 7.85% 9/18/2017 9/18/2023 48,242 47,949 48,705 4.84

FWR Holding Corporation ^+* (2) (3) (13) Beverage, Food & Tobacco L + 5.50% 7.29% 8/21/2017 8/21/2023 48,630 47,950 48,393 4.81

Green Energy Partners/Stonewall, LLC +* (2) (3) Energy:

Electricity L + 5.50% 7.60% 6/26/2015 11/10/2021 19,550 19,374 18,034 1.79

GRO Sub Holdco, LLC (Grand Rapids) ^+* (2) (3) (13) Healthcare & Pharmaceuticals L + 6.00% 8.10% 2/28/2018 2/22/2023 6,465 6,380 6,085 0.60

Hummel Station, LLC +* (2) (3) Energy:

Electricity L + 6.00% 7.70% 2/3/2016 10/27/2022 14,641 14,169 12,896 1.28

Hydrofarm, LLC ^ (2) (3) Wholesale L+10.00% (30% Cash / 70% PIK) 11.91% 5/15/2017 5/12/2022 21,556 21,254 13,647 1.36

^ (2) (3) (13) Software L + 6.50% 8.29% 9/12/2018 9/12/2024 23,930 23,507 23,927 2.38

Innovative Business Services, LLC ^* (2) (3) (13) High Tech Industries L + 5.50% 7.53% 4/5/2018 4/5/2023 16,143 15,782 15,880 1.58

K2 Insurance Services, LLC ^+* (2) (3) (13) Banking, Finance, Insurance & Real Estate L + 5.00% 7.19% 7/3/2019 7/1/2024 22,027 21,487 22,062 2.19

^ (2) (3) (13) High Tech Industries L + 5.50%, 1.00% PIK 8.41% 5/3/2019 5/2/2025 19,545 19,145 19,590 1.95

Legacy.com, Inc.

High Tech Industries

Maravai Intermediate Holdings, LLC

Healthcare & Pharmaceuticals

Metrogistics, LLC

Transportation:

Moxie Liberty, LLC

^ (2) (3) (11) High Tech Industries L + 9.98% 11.77% 3/20/2017 3/20/2023 17,080 16,832 16,325 1.62

Lifelong Learner Holdings, LLC ^* (2) (3) (13) Business Services L + 5.75% 7.51% 10/18/2019 10/18/2026 23,523 22,971 23,240 2.31

Liqui-Box Holdings, Inc.

^ (2) (3) Containers, Packaging & Glass L + 4.50% 6.41% 6/3/2019 6/3/2024 — (26) (37) —

Mailgun Technologies, Inc.

^ (2) (3) (13) High Tech Industries L + 5.00% 7.10% 3/26/2019 3/26/2025 11,853 11,607 11,655 1.16

National Carwash Solutions, Inc.

^+ (2) (3) (13) Automotive L + 6.00% 7.69% 8/7/2018 4/28/2023 9,511 9,342 9,428 0.94

National Technical Systems, Inc.

Aerospace & Defense

NES Global Talent Finance US, LLC (United Kingdom)

Nexus Technologies, LLC

High Tech Industries

^+* (2) (3) (13) Aerospace & Defense L + 6.25% 7.94% 6/26/2015 6/12/2021 27,950 27,801 27,920 2.77

NES Global Talent Finance US, LLC (United Kingdom) +* (2) (3) (7) Energy:

Oil & Gas L + 5.50% 7.43% 5/9/2018 5/11/2023 9,890 9,762 9,763 0.97

Nexus Technologies, LLC * (2) (3) High Tech Industries L + 5.50%, 1.50% PIK 8.91% 12/11/2018 12/5/2023 6,172 6,119 5,621 0.56

NMI AcquisitionCo, Inc.

High Tech Industries

North American Dental Management, LLC

Healthcare & Pharmaceuticals

Northland Telecommunications Corporation

Broadcast & Subscription

Payment Alliance International, Inc.

Business Services

Plano Molding Company, LLC

Hotel, Gaming & Leisure

PPC Flexible Packaging, LLC

Containers, Packaging & Glass

PPT Management Holdings, LLC

Healthcare & Pharmaceuticals

L+7.50% (100% PIK)

PricewaterhouseCoopers Public Sector LLP

Aerospace & Defense

Prime Risk Partners, Inc.

(2) (3) (12) (14)

Banking, Finance, Insurance & Real Estate

Prime Risk Partners, Inc.

Banking, Finance, Insurance & Real Estate

^+* (2) (3) (13) High Tech Industries L + 5.75% 7.45% 9/6/2017 9/6/2022 50,067 49,471 49,888 4.96

TCG BDC, INC.

11 unchanged sentences

First Lien Debt (77.29%) (continued)

Product Quest Manufacturing, LLC

Containers, Packaging & Glass

Product Quest Manufacturing, LLC

(2) (3) (10) (12)

Containers, Packaging & Glass

Prowler Acquisition Corp.

(Pipeline Supply and Service, LLC)

PSI Services, LLC

Business Services

QW Holding Corporation (Quala)

Environmental Industries

Redwood Services Group, LLC

High Tech Industries

Northland Telecommunications Corporation ^* (2) (3) (13) Media:

Broadcast & Subscription L + 5.75% 7.46% 10/1/2018 10/1/2025 $ 46,603 $ 45,916 $ 46,529 4.62 %

Paramit Corporation +* (2) (3) Capital Equipment L + 4.50% 6.22% 5/3/2019 5/3/2025 6,298 6,241 6,268 0.62

PF Growth Partners, LLC ^+* (2) (3) (13) Hotel, Gaming & Leisure L + 5.00% 6.70% 7/1/2019 7/11/2025 7,161 7,045 7,135 0.71

Plano Molding Company, LLC ^ (2) (3) Hotel, Gaming & Leisure L + 7.50% 9.20% 5/1/2015 5/12/2021 14,752 14,645 14,085 1.40

PPC Flexible Packaging, LLC +* (2) (3) (13) Containers, Packaging & Glass L + 5.50% 7.19% 11/23/2018 11/23/2024 13,591 13,404 13,464 1.34

PPT Management Holdings, LLC ^ (2) (3) Healthcare & Pharmaceuticals L + 6.00%, 0.75% PIK 8.66% 12/15/2016 12/16/2022 27,744 27,627 23,155 2.30

Pretium Packaging, LLC ^ (2) (3) Containers, Packaging & Glass L + 5.00% 6.91% 8/15/2019 11/14/2023 7,700 7,631 7,700 0.77

PricewaterhouseCoopers Public Sector LLP ^ (2) (3) (13) Aerospace & Defense L + 3.25% 5.16% 5/1/2018 5/1/2023 — (105) (46) —

Product Quest Manufacturing, LLC ^ (2) (3) (9) (13) Containers, Packaging & Glass L + 6.75% 5.75% 9/21/2017 3/31/2020 840 840 840 0.08

Propel Insurance Agency, LLC ^ (2) (3) Banking, Finance, Insurance & Real Estate L + 4.25% 6.35% 6/1/2018 6/1/2024 2,363 2,347 2,353 0.23

QW Holding Corporation (Quala) ^+* (2) (3) (13) Environmental Industries L + 5.75% 7.73% 8/31/2016 8/31/2022 43,358 42,802 43,106 4.28

Redwood Services Group, LLC ^ (2) (3) High Tech Industries L + 6.00% 7.91% 11/13/2018 6/6/2023 8,427 8,363 8,342 0.83

Riveron Acquisition Holdings, Inc.

^+* (2) (3) Banking, Finance, Insurance & Real Estate L + 6.00% 7.91% 5/22/2019 5/22/2025 19,968 19,605 19,587 1.95

RSC Acquisition, Inc.

^ (2) (3) (13) Banking, Finance, Insurance & Real Estate L + 5.50% 7.41% 11/1/2019 11/1/2026 11,594 11,222 11,449 1.14

Sapphire Convention, Inc.

Telecommunications

Smile Doctors, LLC

Healthcare & Pharmaceuticals

SolAero Technologies Corp.

Telecommunications

SolAero Technologies Corp.

Telecommunications

L+ 7.25%, 4.00% PIK

(Smart City) *+^ (2) (3) (13) Telecommunications L + 5.25% 7.27% 11/20/2018 11/20/2025 28,577 28,009 28,329 2.81

Smile Doctors, LLC ^*+ (2) (3) (13) Healthcare & Pharmaceuticals L + 6.00% 8.07% 10/6/2017 10/6/2022 22,227 22,136 21,996 2.19

Sovos Brands Intermediate, Inc.

Beverage, Food & Tobacco

Hotel, Gaming & Leisure

Superior Health Linens, LLC

Business Services

Surgical Information Systems, LLC

High Tech Industries

T2 Systems Canada, Inc.

Transportation:

+* (2) (3) Beverage, Food & Tobacco L + 5.00% 7.20% 11/16/2018 11/20/2025 19,899 19,714 19,750 1.96

^+* (2) (3) (13) Hotel, Gaming & Leisure L + 5.75% 7.46% 6/15/2018 6/17/2024 20,512 20,179 18,694 1.86

Superior Health Linens, LLC ^+* (2) (3) (13) Business Services L + 7.50%, 0.50% PIK 9.91% 9/30/2016 9/30/2021 21,805 21,666 19,933 1.98

Surgical Information Systems, LLC ^+* (2) (3) (11) High Tech Industries L + 4.50% 7.47% 4/24/2017 4/24/2023 26,168 26,007 25,715 2.55

T2 Systems, Inc.

^+* (2) (3) (13) Transportation:

The Hilb Group, LLC

Banking, Finance, Insurance & Real Estate

The Topps Company, Inc.

Non-durable Consumer Goods

Trump Card, LLC

Transportation:

TSB Purchaser, Inc.

(Teaching Strategies, LLC)

Advertising, Printing & Publishing

Tweddle Group, Inc.

Advertising, Printing & Publishing

USLS Acquisition, Inc.

Business Services

VRC Companies, LLC

Business Services

Watchfire Enterprises, Inc.

Advertising, Printing & Publishing

Westfall Technik, Inc.

Chemicals, Plastics & Rubber

Zemax Software Holdings, LLC

Zenith Merger Sub, Inc.

Business Services

First Lien Debt Total

Consumer L + 6.75% 8.85% 9/28/2016 9/28/2022 35,648 35,159 35,648 3.54

Tank Holding Corp.

^ (2) (3) (13) Capital Equipment L + 4.00% 5.76% 3/26/2019 3/26/2024 — — — —

The Leaders Romans Bidco Limited (United Kingdom) ^ (2) (3) (7) Banking, Finance, Insurance & Real Estate L + 6.75%, 3.50% PIK 11.01% 7/23/2019 6/30/2024 £ 19,577 24,865 26,531 2.64

Transform SR Holdings, LLC ^ (2) (3) Retail L + 7.25% 9.18% 2/11/2019 2/12/2024 19,050 18,887 18,860 1.87

Trump Card, LLC ^+* (2) (3) (13) Transportation:

Cargo L + 5.50% 7.63% 6/26/2018 4/21/2022 7,918 7,881 7,869 0.78

TCG BDC, INC.

10 unchanged sentences

Fair Value (5)

First Lien Debt (77.29%) (continued)

TSB Purchaser, Inc.

(Teaching Strategies, LLC) ^+* (2) (3) (13) Media:

Advertising, Printing & Publishing L + 6.00% 8.10% 5/14/2018 5/14/2024 $ 28,294 $ 27,726 $ 28,105 2.79

Turbo Buyer, Inc.

^ (2) (3) (13) Automotive L + 6.00% 7.69% 12/2/2019 12/2/2025 27,897 27,033 27,439 2.73

Tweddle Group, Inc.

^ (2) (3) Media:

Advertising, Printing & Publishing L + 4.50% 6.20% 9/17/2018 9/17/2023 1,908 1,885 1,859 0.18

Acute Care Solutions, LLC +* (2) (3) Healthcare & Pharmaceuticals L + 5.00% 6.91% 2/21/2019 5/15/2021 4,265 4,230 4,053 0.40

Unifrutti Financing PLC (Cyprus) ^ (2) (3) (7) Beverage, Food & Tobacco 7.50%, 1.00% PIK 8.50% 9/15/2019 9/15/2026 € 4,530 4,746 4,836 0.48

USLS Acquisition, Inc.

^* (2) (3) (13) Business Services L + 5.75% 7.85% 11/30/2018 11/30/2024 22,139 21,741 21,674 2.15

VRC Companies, LLC ^+* (2) (3) (13) Business Services L + 6.50% 8.21% 3/31/2017 3/31/2023 57,164 56,674 57,106 5.67

Westfall Technik, Inc.

^ (2) (3) (13) Chemicals, Plastics & Rubber L + 5.75% 7.66% 9/13/2018 9/13/2024 27,973 27,432 26,962 2.68

WP CPP Holdings, LLC (CPP) ^ (2) (3) Aerospace & Defense L + 3.75% 5.66% 7/18/2019 4/30/2025 20,000 19,817 19,826 1.97

Zemax Software Holdings, LLC ^* (2) (3) (13) Software L + 5.75% 7.85% 6/25/2018 6/25/2024 10,146 10,013 10,087 1.00

Zenith Merger Sub, Inc.

^ (2) (3) (13) Business Services L + 5.25% 7.35% 12/13/2017 12/13/2023 16,530 16,321 16,405 1.63

First Lien Debt Total

$ 1,707,292 $ 1,641,653 163.10 %

Second Lien Debt (11.04%)

Access CIG, LLC

Business Services

AmeriLife Group, LLC

Banking, Finance, Insurance & Real Estate

Access CIG, LLC * (2) (3) Business Services L + 7.75% 9.44% 2/14/2018 2/27/2026 $ 2,700 $ 2,687 $ 2,681 0.27 %

Aimbridge Acquisition Co., Inc.

^* (2) (3) Hotel, Gaming & Leisure L + 7.50% 9.19% 2/1/2019 2/1/2027 9,241 9,089 9,160 0.91

AQA Acquisition Holding, Inc.

High Tech Industries

Argon Medical Devices Holdings, Inc.

Healthcare & Pharmaceuticals

^ (2) (3) High Tech Industries L + 8.00% 10.09% 10/1/2018 5/24/2024 40,000 39,670 39,740 3.95

Brave Parent Holdings, Inc.

Drew Marine Group Inc.

Chemicals, Plastics & Rubber

^* (2) (3) Software L + 7.50% 9.43% 10/3/2018 4/19/2026 19,062 18,660 18,261 1.81

Higginbotham Insurance Agency, Inc.

^ (2) (3) Banking, Finance, Insurance & Real Estate L + 7.50% 9.20% 12/3/2019 12/19/2025 2,500 2,475 2,493 0.25

Jazz Acquisition, Inc.

^ (2) (3) Aerospace & Defense L + 8.00% 10.10% 6/13/2019 6/18/2027 23,450 23,117 23,225 2.31

Le Tote, Inc.

^ (2) (3) Retail L + 6.75% 8.66% 11/8/2019 11/8/2024 7,143 6,969 6,964 0.69

Outcomes Group Holdings, Inc.

Business Services

^* (2) (3) Business Services L + 7.50% 9.41% 10/23/2018 10/26/2026 4,500 4,490 4,487 0.45

Pathway Vet Alliance, LLC ^ (2) (3) (13) Consumer Services L + 8.50% 10.22% 11/14/2019 12/23/2025 8,050 7,814 8,074 0.80

Pharmalogic Holdings Corp.

Healthcare & Pharmaceuticals

Project Accelerate Parent, LLC

Prowler Acquisition Corp.

(Pipeline Supply and Service, LLC)

^ (2) (3) Healthcare & Pharmaceuticals L + 8.00% 9.70% 6/7/2018 12/11/2023 800 797 796 0.08

Quartz Holding Company (QuickBase, Inc.) ^ (2) (3) Software L + 8.00% 9.71% 4/2/2019 4/2/2027 11,900 11,677 11,662 1.16

Reladyne, Inc.

Santa Cruz Holdco, Inc.

Non-durable Consumer Goods

Ultimate Baked Goods MIDCO, LLC (Rise Baking)

Beverage, Food & Tobacco

^+* (2) (3) (13) Wholesale L + 9.50% 11.60% 4/19/2018 1/21/2023 12,242 12,080 12,234 1.22

Tank Holding Corp.

^* (2) (3) Capital Equipment L + 8.25% 11.04% 3/26/2019 3/26/2027 37,380 36,771 37,223 3.70

Ultimate Baked Goods MIDCO, LLC (Rise Baking) ^ (2) (3) Beverage, Food & Tobacco L + 8.00% 9.70% 8/9/2018 8/9/2026 8,333 8,187 8,243 0.82

Watchfire Enterprises, Inc.

Advertising, Printing & Publishing

High Tech Industries

Second Lien Debt Total

^ (2) (3) Media:

Advertising, Printing & Publishing L + 8.00% 9.95% 10/2/2013 10/2/2021 7,000 6,966 6,998 0.70

WP CPP Holdings, LLC (CPP) ^* (2) (3) Aerospace & Defense L + 7.75% 9.68% 7/18/2019 4/30/2026 39,500 39,125 38,833 3.86

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2019

(dollar amounts in thousands)

Investments—non-controlled/non-affiliated (1)

Reference Rate & Spread (2)

Interest Rate (2)

Acquisition Date

Shares/ Units

Maturity Date

Par/ Principal Amount **

Amortized Cost (4)

Fair Value (5)

Second Lien Debt (11.04%) (continued)

^ (2) (3) High Tech Industries L + 9.00% 10.94% 11/18/2016 11/17/2023 $ 3,468 $ 3,432 $ 3,458 0.34

Second Lien Debt Total

$ 234,006 $ 234,532 23.32 %

Investments—non-controlled/non-affiliated (1)

Footnotes Industry Acquisition Date Shares/ Units Cost Fair Value (5)

of Net Assets

Equity Investments (0.98%)

ANLG Holdings, LLC

Healthcare & Pharmaceuticals

Avenu Holdings, LLC

Sovereign & Public Finance

CIP Revolution Holdings, LLC

ANLG Holdings, LLC ^ (6) Healthcare & Pharmaceuticals 6/22/2018 880 $ 880 $ 973 0.10 %

Avenu Holdings, LLC ^ (6) Sovereign & Public Finance 9/28/2018 172 172 154 0.02

Chartis Holding, LLC ^ (6) Business Services 5/1/2019 433 433 589 0.06

CIP Revolution Holdings, LLC ^ (6) Media:

Advertising, Printing & Publishing 8/19/2016 318 318 444 0.04

Dade Paper & Bag, LLC

Forest Products & Paper

Cority Software Inc.

(Canada) ^ (6) Software 7/2/2019 250 250 306 0.03

DecoPac, Inc.

^ (6) Non-durable Consumer Goods 9/29/2017 1,500 1,500 1,999 0.20

Derm Growth Partners III, LLC (Dermatology Associates)

Healthcare & Pharmaceuticals

GRO Sub Holdco, LLC (Grand Rapids)

Healthcare & Pharmaceuticals

Derm Growth Partners III, LLC (Dermatology Associates) ^ (6) Healthcare & Pharmaceuticals 5/31/2016 1,000 1,000 — —

GRO Sub Holdco, LLC (Grand Rapids) ^ (6) Healthcare & Pharmaceuticals 3/29/2018 500 500 137 0.01

K2 Insurance Services, LLC ^ (6) Banking, Finance, Insurance & Real Estate 7/3/2019 433 433 486 0.05

Legacy.com, Inc.

^ (6) High Tech Industries 3/20/2017 1,500 1,500 783 0.08

North Haven Goldfinch Topco, LLC

Containers, Packaging & Glass

Power Stop Intermediate Holdings, LLC

Rough Country, LLC

Durable Consumer Goods

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2018

(dollar amounts in thousands)

Investments—non-controlled/non-affiliated (1)

Acquisition Date

Shares/ Units

Fair Value (5)

% of Net Assets

Equity Investments (1.03%) (continued)

SiteLock Group Holdings, LLC

Mailgun Technologies, Inc.

^ (6) High Tech Industries 3/26/2019 424 424 605 0.06

T2 Systems Parent Corporation

Transportation:

North Haven Goldfinch Topco, LLC ^ (6) Containers, Packaging & Glass 6/18/2018 2,315 2,315 2,542 0.25

Paramit Corporation ^ (6) Capital Equipment 6/17/2019 150 500 501 0.05

PPC Flexible Packaging, LLC ^ (6) Containers, Packaging & Glass 2/1/2019 965 965 1,174 0.12

Rough Country, LLC ^ (6) Durable Consumer Goods 5/25/2017 755 755 1,225 0.12

SiteLock Group Holdings, LLC ^ (6) High Tech Industries 4/5/2018 446 446 587 0.06

T2 Systems Parent Corporation ^ (6) Transportation:

Consumer 9/28/2016 556 556 628 0.06

Tailwind HMT Holdings Corp.

THG Acquisition, LLC (The Hilb Group, LLC)

Banking, Finance, Insurance & Real Estate

^ (6) Energy:

Oil & Gas 11/17/2017 20 2,000 2,211 0.22

Tank Holding Corp.

^ (6) Capital Equipment 3/26/2019 850 850 1,035 0.10

Turbo Buyer, Inc.

^ (6) Automotive 12/2/2019 1,925 1,925 1,925 0.19

Tweddle Holdings, Inc.

^* (6) Media:

Advertising, Printing & Publishing 9/17/2018 17 — — —

3 unchanged sentences

^ (6) Business Services 12/13/2017 1,564 782 1,490 0.15

Zillow Topco LP

Zillow Topco LP ^ (6) Software 6/25/2018 313 312 358 0.04

Equity Investments Total

$ 19,457 $ 20,872 2.08 %

Total investments—non-controlled/non-affiliated $ 1,960,755 $ 1,897,057 188.50 %

Investments—non-controlled/affiliated

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2019

(dollar amounts in thousands)

Investments—controlled/affiliated

Reference Rate & Spread (2)

4 unchanged sentences

Amortized Cost (4)

Fair Value (5)

% of Net Assets

First Lien Debt (1.01%)

TwentyEighty, Inc.

(2) (3) (13) (14)

Business Services

TwentyEighty, Inc.

- (Term A Loans)

Business Services

TwentyEighty, Inc.

- (Term B Loans)

Business Services

cash, 4.00% PIK)

TwentyEighty, Inc.

- (Term C Loans)

Business Services

cash, 8.75% PIK)

SolAero Technologies Corp.

(A1 Term Loan) ^ (2) (3) (9) (10) Telecommunications L + 8.00% (100% PIK) 9.91% 4/12/2019 10/12/2022 $ 3,166 $ 3,166 $ 3,166 0.31 %

SolAero Technologies Corp.

(A2 Term Loan) ^ (2) (3) (9) (10) Telecommunications L + 8.00% (100% PIK) 9.91% 4/12/2019 10/12/2022 8,707 8,707 8,707 0.87

SolAero Technologies Corp.

(Priority Term Loan) ^ (2) (3) (10) (13) Telecommunications L + 6.00% 7.91% 4/12/2019 10/12/2022 9,612 9,507 9,612 0.96

First Lien Debt Total

Investments—non-controlled/affiliated

Acquisition Date

Shares/ Units

$ 21,380 $ 21,485 2.14 %

Investments—controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair

% of Net Assets

Equity Investments (—)

TwentyEighty Investors LLC

Business Services

SolAero Technologies Corp.

^ (6) (10) Telecommunications 4/12/2019 3 $ 2,815 $ 826 0.08 %

Equity Investments Total $ 2,815 $ 826 0.41 %

Total investments—non-controlled/affiliated

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2018

(dollar amounts in thousands)

Investments—controlled/affiliated

7 unchanged sentences

Investment Fund (9.63%)

Middle Market Credit Fund, LLC, Mezzanine Loan

(2) (8) (9) (11)

Investment Fund

Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest

Investment Fund

Middle Market Credit Fund, Mezzanine Loan ^ (2) (7) (8) (10) Investment Fund L + 9.00% 10.97% 6/30/2016 5/18/2021 $ 93,000 $ 93,000 $ 93,000 9.24 %

Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest ^ (7) (10) Investment Fund N/A 0.001% 2/29/2016 3/1/2021 123,500 123,501 111,596 11.09 %

Investment Fund Total

$ 216,501 $ 204,596 20.33 %

Total investments—controlled/affiliated

$ 240,696 $ 226,907 22.88 %

Total investments

$ 2,201,451 $ 2,123,964 211.38 %

^ Denotes that all or a portion of the assets are owned by TCG BDC, Inc.

(together with its consolidated subsidiaries, “we,” “us,” “our,” “TCG BDC” or the “Company”).

The Company has entered into a senior secured revolving credit facility (as amended, the “Credit Facility” and, together with the SPV Credit Facility, the “Facilities”).

The lenders of the Credit Facility have a first lien security interest in substantially all of the portfolio investments held by the Company (see Note 6, Borrowings, to these consolidated financial statements).

Accordingly, such assets are not available to creditors of the SPV or the 2015-1 Issuer.

+ Denotes that all or a portion of the assets are owned by the Company’s wholly owned subsidiary, TCG BDC SPV LLC (the “SPV”).

The SPV has entered into a senior secured revolving credit facility (as amended, the “SPV Credit Facility”).

The lenders of the SPV Credit Facility have a first lien security interest in substantially all of the assets of the SPV (see Note 6, Borrowings, to these consolidated financial statements).

Accordingly, such assets are not available to creditors of the Company or Carlyle Direct Lending CLO 2015-1R LLC (formerly known as Carlyle GMS Finance MM CLO 2015-1 LLC) (the “2015-1 Issuer”).

* Denotes that all or a portion of the assets are owned by the 2015-1 Issuer and secure the notes issued in connection with a term debt securitization completed by the Company on June 26, 2015 (see Note 7, Notes Payable, to these consolidated financial statements).

Accordingly, such assets are not available to the creditors of the SPV or the Company.

The Company has entered into a senior secured revolving credit facility (as amended, the “Credit Facility”).

The lenders of the Credit Facility have a first lien security interest in substantially all of the portfolio investments held by the Company (see Note 6, Borrowings).

+ Denotes that all or a portion of the assets are owned by the Company’s wholly owned subsidiary, the SPV.

The SPV has entered into a senior secured revolving credit facility (as amended, the “SPV Credit Facility” and, together with the Credit Facility, the “Facilities”).

The lenders of the SPV Credit Facility have a first lien security interest in substantially all of the assets of the SPV (see Note 6, Borrowings).

Accordingly, such assets are not available to creditors of the Company or the 2015-1 Issuer.

Accordingly, such assets are not available to the creditors of the Company or the SPV.

** Par amount is denominated in USD ("$") unless otherwise noted, as denominated in Euro (“€”) or British Pound (“£”)

(1) Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “Investment Company Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company.

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2019

(dollar amounts in thousands)

securities and/or held the power to exercise control over the management or policies of the portfolio company.

As of December 31, 2019, the Company does not “control” any of these portfolio companies.

8 unchanged sentences

(4) Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.

Fair value is determined in good faith by or under the direction of the Board of Directors of the Company (see Note 2, Significant Accounting Policies, and Note 3, Fair Value Measurements, to these consolidated financial statements), pursuant to the Company’s valuation policy.

The fair value of all first lien and second lien debt investments, equity investments and the investment fund mezzanine loan was determined using significant unobservable inputs.

Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.

(5) Fair value is determined in good faith by or under the direction of the Board of Directors of the Company (see Note 2, Significant Accounting Policies, and Note 3, Fair Value Measurements), pursuant to the Company’s valuation policy.

The fair value of all first lien and second lien debt investments, equity investments and the investment fund was determined using significant unobservable inputs.

(6) Security acquired in transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act, unless otherwise noted.

5 unchanged sentences

See Note 5, Middle Market Credit Fund, LLC, to these consolidated financial statements for more details.

See Note 5, Middle Market Credit Fund, LLC, for more details.

Transactions related to investments in controlled affiliates for the year ended December 31, 2019, were as follows:

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2018

(dollar amounts in thousands)

Investments—controlled/affiliated

Fair Value as of December 31, 2017

Additions/ Purchases

Reductions/ Sales/ Paydowns

Net Realized Gain (Loss)

Net Change in Unrealized Appreciation (Depreciation)

Fair Value as of December 31, 2018

Dividend and Interest Income

Investments—controlled/affiliated Fair Value as of December 31, 2018 Additions/Purchases Reductions/Sales/ Paydowns Net Realized Gain (Loss) Net Change in Unrealized Appreciation (Depreciation) Fair Value as of December 31, 2019 Dividend and Interest Income

Middle Market Credit Fund, LLC, Mezzanine Loan

$ 112,000 $ 126,200 $ (145,200) $ — $ — $ 93,000 $ 12,181

Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest

110,295 5,500 — — (4,199) 111,596 15,750

Total investments—controlled/affiliated $ 222,295 $ 131,700 $ (145,200) $ — $ (4,199) $ 204,596 $ 27,931

SolAero Technologies Corp.

$ 17,968 $ — $ (18,319) $ (9,091) $ 9,442 $ — $ —

SolAero Technologies Corp.

(Priority Term Loan) — 9,630 — — — 9,630 226

SolAero Technologies Corp.

(A1 Term Loan) — 3,166 — — — 3,166 —

SolAero Technologies Corp.

(A2 Term Loan) — 8,707 — — — 8,707 —

Solaero Technology Corp.

— 2,815 — — (554) 2,261 —

Total investments—controlled/affiliated $ 17,968 $ 24,318 $ (18,319) $ (9,091) $ 8,888 $ 23,764 $ 226

(11) In addition to the interest earned based on the stated 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 as follows:

Dimensional Dental Management, LLC ( 4.51% ), EIP Merger Sub, LLC (Evolve IP) ( 3.75% ), Legacy.com Inc.

( 4.00% ), Payment Alliance International Inc.

( 3.06% ), Prime Risk Partners, Inc.

( 2.88% ), Product Quest Manufacturing, LLC ( 3.54% ), Surgical Information Systems, LLC ( 0.89% ) and The Hilb Group, LLC ( 3.33% ).

Barnes & Noble, Inc.

(1.83%), Dimensional Dental Management, LLC (4.87%), Legacy.com Inc.

(3.73%) and Surgical Information Systems, LLC (1.13%) .

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2019

(dollar amounts in thousands)

(12) Under the Investment Company Act, the Company is deemed an “affiliated person” of this portfolio company because the Company owns 5% or more of the portfolio company’s outstanding voting securities.

Transactions related to investments in non-controlled affiliates for the year ended December 31, 2019, were as follows:

Investments—non-controlled/affiliated

Fair Value as of December 31, 2017

Purchases/ Paid-in-kind interest

Sales/ Paydowns

Net Accretion of Discount

Net Realized Gain (Loss)

Net Change in Unrealized Appreciation (Depreciation)

Fair value as of December 31, 2018

Interest Income

Investments—non-controlled/affiliated Fair Value as of December 31, 2018 Purchases/ Paid-in-kind interest Sales/ Paydowns Net Accretion of Discount Net Realized Gain (Loss) Net Change in Unrealized Appreciation (Depreciation) Fair Value as of December 31, 2019 Interest Income

TwentyEighty, Inc.

- Revolver $ — $ — $ — $ 1 $ — $ (1) $ — $ —

TwentyEighty, Inc.

7 unchanged sentences

(13) As of December 31, 2019, the Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans:

Investments—non-controlled/non-affiliated

Par/ Principal Amount

Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value

First and Second Lien Debt—unfunded delayed draw and revolving term loans commitments

Advanced Instruments, LLC

Aero Operating LLC (Dejana Industries, Inc.)

AMS Group HoldCo, LLC

Analogic Corporation

Captive Resources Midco, LLC

Investments—non-controlled/non-affiliated

Par/ Principal Amount

Aero Operating, LLC (Dejana Industries, Inc.) Revolver 1.00% $ 159 $ (3)

Revolver 0.50 1,250 (19)

American Physician Partners, LLC Revolver 0.50 1,500 (5)

AMS Group HoldCo, LLC Revolver 0.50 2,315 (25)

Analogic Corporation Revolver 0.50 3,029 —

Revolver 0.50 2,367 (19)

BMS Holdings III Corp.

Delayed Draw 1.00 3,333 (10)

Captive Resources Midco, LLC Revolver 0.50 2,143 (9)

Chartis Group, LLC Revolver 0.50 2,401 (20)

Chartis Group, LLC Delayed Draw 0.50 6,402 (52)

Chemical Computing Group ULC (Canada) Revolver 0.50 903 (8)

Comar Holding Company, LLC Delayed Draw 1.00 5,136 (103)

Comar Holding Company, LLC Revolver 0.50 1,168 (23)

Cority Software, Inc.

(Canada) Revolver 0.50 3,000 (60)

DermaRite Industries, LLC Revolver 0.50 807 (33)

Dimensional Dental Management, LLC Revolver 0.50 48 —

Ethos Veterinary Health, LLC Delayed Draw 1.00 2,696 (12)

Evolve IP Revolver 0.50 2,941 —

Evolve IP Delayed Draw 1.00 3,922 —

FWR Holding Corporation Delayed Draw 1.00 87 —

FWR Holding Corporation Revolver 0.50 667 (3)

GRO Sub Holdco, LLC (Grand Rapids) Revolver 0.50 1,071 (54)

Revolver 0.50% 1,252 —

Innovative Business Services, LLC Revolver 0.50 2,232 (32)

TCG BDC, INC.

2 unchanged sentences

(dollar amounts in thousands)

Chemical Computing Group ULC

CIP Revolution Holdings, LLC

CircusTrix Holdings, LLC

Comar Holding Company, LLC

Continuum Managed Services HoldCo, LLC

DermaRite Industries LLC

Derm Growth Partners III, LLC (Dermatology Associates)

Direct Travel, Inc.

FWR Holding Corporation

Frontline Technologies Holdings, LLC

GRO Sub Holdco, LLC (Grand Rapids)

Innovative Business Services, LLC

National Carwash Solutions, Inc.

Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value

K2 Insurance Services, LLC Revolver 0.50% $ 2,290 $ 3

K2 Insurance Services, LLC Delayed Draw 1.00 5,344 6

Revolver 0.75 661 1

Delayed Draw 0.75 1,918 4

Lifelong Learner Holdings, LLC Revolver 0.50 1,901 (19)

Lifelong Learner Holdings, LLC Delayed Draw — 2,878 (29)

Liqui-Box Holdings, Inc.

Revolver 0.50 2,630 (37)

Mailgun Technologies, Inc.

Revolver 0.50 1,342 (20)

National Car Wash Solutions, LP Revolver 0.50 310 (2)

National Car Wash Solutions, LP Delayed Draw 1.00 1,111 (8)

National Technical Systems, Inc.

Revolver 0.50 2,500 (2)

NMI AcquisitionCo, Inc.

North American Dental Management, LLC

Northland Telecommunications Corporation

Pharmalogic Holdings Corp.

PPC Flexible Packaging, LLC

Prime Risk Partners, Inc.

Product Quest Manufacturing, LLC

PricewaterhouseCoopers Public Sector LLP

Revolver 0.50 1,280 (4)

Northland Telecommunications Corporation Revolver 0.50 2,960 (4)

Pathway Vet Alliance, LLC Delayed Draw 1.00 7,950 12

PF Growth Partners, LLC Delayed Draw 1.00 1,028 (3)

PPC Flexible Packaging, LLC Revolver 0.50 1,957 (16)

PricewaterhouseCoopers Public Sector LLP Revolver 0.50 6,250 (46)

QW Holding Corporation (Quala) Delayed Draw 1.00 809 (5)

RSC Acquisition, Inc.

Revolver 0.50 608 (4)

RSC Acquisition, Inc.

Delayed Draw 1.00 7,757 (57)

Sapphire Convention, Inc.

Smile Doctors, LLC

Investments—non-controlled/non-affiliated

Par/ Principal Amount

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2018

(dollar amounts in thousands)

Superior Health Linens, LLC

(Smart City Revolver 0.50 4,528 (34)

Smile Doctors, LLC Revolver 0.50 707 (7)

Smile Doctors, LLC Delayed Draw 1.00 1,477 (14)

SolAero Technologies Corp.

(Priority Term Loan) Revolver 1.00 542 —

Revolver 0.50 682 (58)

Superior Health Linens, LLC Revolver 0.50 693 (58)

T2 Systems, Inc.

Revolver 0.50 2,053 —

Tank Holding Corp.

Revolver 0.50 47 —

TSB Purchaser, Inc.

(Teaching Strategies, LLC)

The Hilb Group, LLC

Trump Card, LLC

TwentyEighty, Inc.

(f/k/a Miller Heiman, Inc.)

USLS Acquisition, Inc.

(Teaching Strategies, LLC) Revolver 0.50 1,342 (9)

The Leaders Romans Bidco Limited (United Kingdom) Delayed Draw 1.69 £ 3,533 (94)

Trump Card, LLC Revolver 0.50 369 (2)

Turbo Buyer, Inc.

Revolver 0.50 2,151 (28)

Turbo Buyer, Inc.

Delayed Draw 1.00 4,904 (64)

USLS Acquisition, Inc.

VRC Companies, LLC

Revolver 0.50 946 (19)

VRC Companies, LLC Delayed Draw 0.75 210 —

VRC Companies, LLC Revolver 0.50 1,119 (1)

Westfall Technik, Inc.

Revolver 0.50% 431 (11)

Westfall Technik, Inc.

Zemax Software Holdings, LLC

Zenith Merger Sub, Inc.

Delayed Draw 1.00 12,190 (304)

Zemax Software Holdings, LLC Revolver 0.50 1,284 (7)

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2019

(dollar amounts in thousands)

Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value

Zenith American Holding, Inc.

Delayed Draw 1.00% $ 3,189 $ (18)

Zenith American Holding, Inc.

Revolver 0.50 3,180 (17)

Total unfunded commitments $ 149,890 $ (1,465)

As of December 31, 2019, investments at fair value consisted of the following:

Amortized Cost

% of Fair Value

Type Amortized Cost Fair Value % of Fair Value

First Lien Debt (excluding First Lien/Last Out) $ 1,649,721 $ 1,585,042 74.63 %

3 unchanged sentences

Investment Fund 216,501 204,596 9.63

Total $ 2,201,451 $ 2,123,964 100.00 %

The rate type of debt investments at fair value as of December 31, 2019 was as follows:

Amortized Cost

% of Fair Value of First and Second Lien Debt

Rate Type Amortized Cost Fair Value % of Fair Value of First and Second Lien Debt

Floating Rate $ 1,957,730 $ 1,892,639 99.73 %

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2018

(dollar amounts in thousands)

Fixed Rate 4,948 5,031 0.27

Total $ 1,962,678 $ 1,897,670 100.00 %

The industry composition of investments at fair value as of December 31, 2019 was as follows:

Amortized Cost

% of Fair Value

Industry Amortized Cost Fair Value % of Fair Value

Aerospace & Defense $ 109,755 $ 109,758 5.17 %

Automotive 39,177 39,665 1.87

Banking, Finance, Insurance & Real Estate 112,248 115,119 5.42

1 unchanged sentence

Business Services 167,435 167,497 7.89

Capital Equipment 44,362 45,027 2.12

Chemicals, Plastics & Rubber 27,432 26,962 1.27

3 unchanged sentences

Durable Consumer Goods 11,165 11,584 0.55

Electricity 33,543 30,930 1.46

Oil & Gas 11,762 11,974 0.56

TCG BDC, INC.

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

As of December 31, 2019

(dollar amounts in thousands)

Industry Amortized Cost Fair Value % of Fair Value

Environmental Industries $ 42,802 $ 43,106 2.03 %

Forest Products & Paper

Healthcare & Pharmaceuticals 248,615 192,719 9.07

5 unchanged sentences

Non-durable Consumer Goods 1,500 1,999 0.09

Retail 43,081 43,020 2.03

Software 224,807 226,045 10.63

Sovereign & Public Finance 38,297 37,381 1.76

1 unchanged sentence

Transportation:

Cargo 42,204 42,220 1.99

Transportation:

Consumer 35,715 36,276 1.71

Wholesale 33,334 25,881 1.22

Total $ 2,201,451 $ 2,123,964 100.00 %

The geographical composition of investments at fair value as of December 31, 2019 was as follows:

Amortized Cost

% of Fair Value

Geography Amortized Cost Fair Value % of Fair Value

Canada $ 41,002 $ 40,939 1.93 %

Cyprus 4,746 4,836 0.23

Jamaica 202 195 0.01

Luxembourg 36,563 36,563 1.72

United Kingdom 24,865 26,531 1.25

United States 2,094,073 2,014,900 94.86

Total $ 2,201,451 $ 2,123,964 100.00 %

The accompanying notes are an integral part of these consolidated financial statements.

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In addition, the Company has elected to be treated, and intends to continue to comply with the requirements to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (together with the rules and regulations promulgated thereunder, the “Code”).

The Company’s investment objective is to generate current income and capital appreciation primarily through debt investments in U.S.

The Company’s investment objective is to generate current income and, to a lesser extent, capital appreciation primarily through secured debt investments in U.S.

middle market companies.

The Company's core investment strategy focuses on lending to U.S.

middle market companies, which the Company defines as companies with approximately $25 million to $100 million of earnings before interest, taxes, depreciation and amortization (“EBITDA”), which the Company believes is a useful proxy for cash flow.

The Company complements this core strategy with additive, diversifying assets including, but not limited to, specialty lending investments.

The Company seeks to achieve its investment objective primarily through direct origination of secured debt instruments, including first lien senior secured loans (which may include stand-alone first lien loans, first lien/last out loans and “unitranche” loans) and second lien senior secured loans (collectively, “Middle Market Senior Loans”), with the balance of its assets invested in higher yielding investments (which may include unsecured debt, mezzanine debt and investments in equities).

middle market companies supported by financial sponsors, which the Company defines as companies with approximately $25 million to $100 million of earnings before interest, taxes, depreciation and amortization (“EBITDA”), which the Company believes is a useful proxy for cash flow.

This core strategy is supplemented with complementary specialty lending and opportunistic investing strategies, which take advantage of the broad capabilities of Carlyle's Global Credit platform while offering risk diversifying portfolio benefits.

The Company seeks to achieve its investment objective primarily through direct origination of secured debt instruments, including first lien senior secured loans (which may include stand-alone first lien loans, first lien/last out loans and “unitranche” loans) and second lien senior secured loans (collectively, “Middle Market Senior Loans”), with a minority of its assets invested in higher yielding investments (which may include unsecured debt, mezzanine debt and investments in equities).

The Middle Market Senior Loans are generally made to private U.S.

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Effective March 15, 2017, the SPV changed its name from “Carlyle GMS Finance SPV LLC” to “TCG BDC SPV LLC”.

On June 9, 2017, pursuant to the Agreement and Plan of Merger, dated May 3, 2017 (the “Agreement”), by and between the Company and NF Investment Corp.

(“NFIC”), NFIC merged with and into the Company (the “NFIC Acquisition”), with the Company as the surviving entity.

The NFIC Acquisition was accounted for as an asset acquisition.

NFIC SPV LLC (the “NFIC SPV” and, together with the SPV, the “SPVs”) is a Delaware limited liability company that was formed on June 18, 2013.

Upon the consummation of the NFIC Acquisition, the NFIC SPV became a wholly owned subsidiary of the Company and is consolidated in these consolidated financial statements commencing from the closing date of the NFIC Acquisition, June 9, 2017.

On June 26, 2015, the Company completed a $400,000 term debt securitization (the “2015-1 Debt Securitization”).

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The 2015-1 Issuer is consolidated in these consolidated financial statements commencing from the date of its formation, May 8, 2015.

On February 29, 2016, the Company and Credit Partners USA LLC (“Credit Partners”) entered into an amended and restated limited liability company agreement, which was subsequently amended on June 24, 2016 (as amended, the “Limited Liability Company Agreement”) to co-manage Middle Market Credit Fund, LLC (“Credit Fund”).

On February 29, 2016, the Company and Credit Partners USA LLC (“Credit Partners”) entered into an amended and restated limited liability company agreement, which was subsequently amended on June 24, 2016 and February 22, 2021 (as amended, the “Limited Liability Company Agreement”) to co-manage Middle Market Credit Fund, LLC (“Credit Fund”).

Credit Fund primarily invests in first lien loans of middle market companies.

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Refer to Note 5, Middle Market Credit Fund, LLC, to these consolidated financial statements for details.

On May 5, 2020, the Company issued and sold 2,000,000 shares of cumulative convertible preferred stock, par value $0.01 per share (the "Preferred Stock"), to an affiliate of Carlyle in a private placement at a price of $25 per share.

See Note 10, Net Assets, for further information about the Preferred Stock.

On November 3, 2020, the Company and an investment vehicle managed by Cliffwater Corporate Lending Fund ("CCLF"), an investment vehicle managed by Cliffwater LLC, entered into a limited liability company agreement to co-manage Middle Market Credit Fund II, LLC ("Credit Fund II").

Credit Fund II invests in senior secured loans of middle market companies.

Credit Fund II is managed by a four-member board of managers, on which the Company and CCLF each have equal representation.

The Company and CCLF have approximately 84.13% and 15.87% economic ownership of Credit Fund II, respectively.

The Company contributed certain senior secured debt investments with an aggregate principal balance of approximately $250 million to Credit Fund II in exchange for its 84.13% economic interest and gross cash proceeds of approximately $170 million.

See Note 6, Middle Market Credit Fund II, LLC, to these consolidated financial statements for details.

As a BDC, the Company is required to comply with certain regulatory requirements.

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At time of exit, the realized gain or loss on an investment is the difference between the amortized cost at time of exit and the cash received at exit using the specific identification method.

The Company may have loans in its portfolio that contain payment-in-kind (“PIK”) provisions.

The Company may have loans in its portfolio that contain PIK provisions.

PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity.

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Dividend Income

Dividend income from the investment fund is recorded on the record date for the investment fund to the extent that such amounts are payable by the investment fund and are expected to be collected.

Dividend income from each investment fund is recorded on the record date for the investment fund to the extent that such amounts are payable by the investment fund and are expected to be collected.

Other income may include income such as consent, waiver, amendment, unused, underwriting and prepayment fees associated with the Company’s investment activities as well as any fees for managerial assistance services rendered by the Company to the portfolio companies.

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Such fees are amortized into other income over the life of the guarantee.

The unamortized amount, if any, is included in other assets in the accompanying

Consolidated Statements of Assets and Liabilities.

For the years ended December 31, 2019 , 2018 and 2017 , the Company earned $7,329 , $9,134 and $10,526 , respectively, in other income, primarily from syndication and prepayment fees.

The unamortized amount, if any, is included in other assets in the accompanying Consolidated Statements of Assets and Liabilities.

For the years ended December 31, 2020, 2019 and 2018, the Company earned $10,974, $7,329 and $9,134, respectively, in other income, primarily from underwriting, prepayment and amendment fees.

Non-Accrual Income

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The remaining first and second lien debt investments were performing and current on their interest payments as of December 31, 2020 and 2019.

The Facilities, Senior Notes, 2015-1R Notes and 2015-1 Notes – Related Costs, Expenses and Deferred Financing Costs

The Facilities, Senior Notes, 2015-1R Notes – Related Costs, Expenses and Deferred Financing Costs

The Company has entered into a senior secured revolving credit facility (as amended, the "Credit Facility"), and the SPV had entered into a senior secured credit facility (as amended, the "SPV Credit Facility", and together with the Credit Facility, the "Facilities"), which was terminated on December 11, 2020.

Interest expense and unused commitment fees on the Facilities are recorded on an accrual basis.

Unused commitment fees are included in credit facility fees in the accompanying Consolidated Statements of Operations.

The Facilities and the Senior Notes are recorded at carrying value, which approximates fair value.

On December 30, 2019, the Company closed a private offering of $115.0 million in aggregate principal amount of 4.750% Senior Unsecured Notes due December 31, 2024 (the "2019 Notes").

On December 11, 2020, the Company issued $75.0 million in aggregate principal amount of 4.500% Senior Unsecured Notes due December 31, 2024 (the "2020 Notes, and together with the 2019 Notes, the "Senior Notes").

The Facilities, the 2015-1R Notes and the Senior Notes are recorded at carrying value, which approximates fair value.

Deferred financing costs include capitalized expenses related to the closing or amendments of the Facilities.

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The amortization of such costs is included in credit facility fees in the accompanying Consolidated Statements of Operations.

Debt issuance costs include capitalized expenses including structuring and arrangement fees related to the offering of the 2015-1R Notes, 2015-1 Notes and Senior Notes.

Debt issuance costs include capitalized expenses including structuring and arrangement fees related to the offering of the 2015-1R Notes and Senior Notes.

Amortization of debt issuance costs for the notes is computed on the effective yield method over the term of the notes, except for a portion that was accelerated in connection with the 2015-1 Debt Securitization Refinancing as described in Note 8 to these consolidated financial statements.

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The amortization of such costs is included in interest expense in the accompanying Consolidated Statements of Operations.

The notes are recorded at carrying value, which approximates fair value.

Offering Costs

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Offering costs are charged against equity when incurred.

During the year ended December 31, 2017, $3,088 of offering costs were incurred, 50% of which were paid by the Investment Adviser.

For federal income tax purposes, the Company has elected to be treated as a RIC under the Code, and intends to make the required distributions to its stockholders as specified therein.

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Prior to July 5, 2017, the Company had an “opt in” dividend reinvestment plan.

Effective on July 5, 2017, the Company converted the “opt in” dividend reinvestment plan to an “opt out” dividend reinvestment plan that provides for reinvestment of dividends and other distributions on behalf of the stockholders, other than those stockholders who have “opted out” of the plan.

As a result of adopting the plan, if the Board of Directors authorizes, and the Company declares, a cash dividend or distribution, the stockholders who have not elected to “opt out” of the dividend reinvestment plan will have their cash dividends or distributions automatically reinvested in additional shares of the Company’s common stock, rather than receiving cash.

Each registered stockholder may elect to have such stockholder’s dividends and distributions distributed in cash rather than participate in the plan.

For any registered stockholder that does not so elect, distributions on such stockholder’s shares will be reinvested by State Street Bank and Trust Company, the Company’s plan administrator, in additional shares.

The number of shares to be issued to the stockholder will be determined based on the total dollar amount of the cash distribution payable, net of applicable withholding taxes.

Effective on July 5, 2017, the Company converted the “opt in” dividend reinvestment plan to an “opt out” dividend reinvestment plan that provides for reinvestment of dividends and other distributions on behalf of the common stockholders, other than those common stockholders who have “opted out” of the plan.

As a result of adopting the plan, if the Board of Directors authorizes, and the Company declares, a cash dividend or distribution, the common stockholders who have not elected to “opt out” of the dividend reinvestment plan will have their cash dividends or distributions automatically reinvested in additional shares of the Company’s common stock, rather than receiving cash.

Each registered common stockholder may elect to have such stockholder’s dividends and distributions distributed in cash rather than participate in the plan.

For any registered common stockholder that does not so elect, distributions on such stockholder’s shares will be reinvested by State Street Bank and Trust Company, the Company’s plan administrator, in additional shares.

The number of shares to be issued to the common stockholder will be determined based on the total dollar amount of the cash distribution payable, net of applicable withholding taxes.

The Company intends to use primarily newly issued shares to implement the plan so long as the market value per share is equal to or greater than the net asset value per share on the relevant valuation date.

If the market value per share is less than the net asset value per share on the relevant valuation date, the plan administrator would implement the plan through the purchase of common stock on behalf of participants in the open market, unless the Company instructs the plan administrator otherwise.

Functional Currency

Functional Translations

The functional currency of the Company is the U.S.

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Foreign currency translation gains and losses on non-investment assets and liabilities are separately reflected in the accompanying consolidated statements of operations.

Earnings Per Common Share

The Company computes earnings per common share in accordance with ASC 260, Earnings Per Share ("ASC 260").

Basic earnings per common share is calculated by dividing the net increase (decrease) in net assets resulting from operations attributable to common stock by the weighted average number of shares of common stock outstanding.

Diluted earnings per common share reflects the assumed conversion of all dilutive securities.

Recent Accounting Standards Updates

In August 2018, the Securities and Exchange Commission (the "SEC") adopted amendments to certain disclosure requirements intended to eliminate redundant, duplicative, overlapping, outdated, or superseded disclosures, in light of other SEC disclosure requirements, U.S.

GAAP requirements, or changes in the information environment in its Disclosure Update and Simplification release (the “DUS Release”).

The Company adopted the DUS Release on November 5, 2018, which did not have a material impact on the Company’s consolidated financial statements.

In September 2018, related to the DUS Release, the FASB issued Compliance and Disclosure Interpretation 105.09 guidance (“CDI 105.09”) on compliance with the new requirement to present changes in shareholders’ equity in interim financial statements within Form 10-Q filings.

The DUS Release requires disclosure of changes in shareholders’ equity within a

registrant’s Form 10-Q filing on a quarter-to-date and year-to-date basis for both the current year and prior year comparative periods.

CDI 105.09 notes that the SEC would not object if a registrant first discloses the changes in shareholders’ equity in its Form 10-Q for the quarter that begins after November 5, 2018.

The Company adopted the new requirement to present changes in shareholders’ equity in interim financial statements within Form 10-Q filings starting with the quarter that began on January 1, 2019.

The adoption of the new requirement did not have a material impact on the Company’s consolidated financial statements.

On June 16, 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326):

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The guidance will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted.

The Company does not expect the adoption of ASU 2016-13 to have a material impact on its financial statements.

The Company adopted the new requirement starting with the quarter that began January 1, 2020.

The adoption of this requirement did not have a material impact on the Company's consolidated financial statements.

In March 2020, the FASB issued ASU No.

2020-04, “Reference Rate Reform (Topic 848),” which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met.

The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.

ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022.

The expedients and exceptions provided by the amendments do not apply to contract modifications and hedging relationships entered into or evaluated after December 31, 2022, except for hedging transactions as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship.

The Company is currently evaluating the impact of adopting

ASU 2020-04 on its consolidated financial statements.

FAIR VALUE MEASUREMENTS

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(iii) the Board of Directors engages a third-party valuation firm to provide positive assurance on portions of the Middle Market Senior Loans and equity investments portfolio each quarter (such that each non-traded investment other than Credit Fund is reviewed by a third-party valuation firm at least once on a rolling twelve month basis) including a review of management’s preliminary valuation and conclusion on fair value;

(iv) the Audit Committee of the Board of Directors (the “Audit Committee”) reviews the assessments of the Investment Adviser and the third-party valuation firm and provides the Board of Directors with any recommendations with respect to changes to the fair value of each investment in the portfolio;

and (v) the Board of Directors discusses the valuation recommendations of the Audit Committee and determines the fair value of each investment in the portfolio in good faith based on the input of the Investment Adviser and, where applicable, the third-party valuation firm.

(iv) if applicable, the Audit Committee of the Board of Directors (the “Audit Committee”) reviews the assessments of the Investment Adviser and the third-party valuation firm and provides the Board of Directors with any recommendations with respect to changes to the fair value of each investment in the portfolio;

and (v) if applicable, the Board of Directors discusses the valuation recommendations of the Audit Committee and determines the fair value of each investment in the portfolio in good faith based on the input of the Investment Adviser and, where applicable, the third-party valuation firm.

All factors that might materially impact the value of an investment are considered, including, but not limited to the assessment of the following factors, as relevant:

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The Investment Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.

Investments in Credit Fund and Credit Fund II are valued based on the legal form of investment.

For those structured through LLC membership interests, the practical expedient, or net asset value method is used.

For those structured through subordinated notes, a discounted cash flow method is used.

Transfers between levels, if any, are recognized at the beginning of the year in which the transfers occur.

For the year ended December 31, 2019 , t here were no transfers between levels.

For the year ended December 31, 2018 , t he investment in the subordinated loan and member’s interest of the investment fund transferred from investments measured at net asset value to Level 3 as a result of the change in valuation approach under practical expedient to discounted cash flow analysis.

For the years ended December 31, 2020 and 2019, t here were no transfers between levels.

The following tables summarize the Company’s investments measured at fair value on a recurring basis by the above fair value hierarchy levels as of December 31, 2020 and 2019:

December 31, 2020

Level 1 Level 2 Level 3 Total

First Lien Debt $ — $ — $ 1,224,063 $ 1,224,063

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Subordinated Loan and Member's Interest — — 205,891 205,891

Subtotal $ — $ — $ 1,748,354 $ 1,748,354

Investments measured at net asset value (1)

Total $ 1,825,749

December 31, 2019

Level 1 Level 2 Level 3 Total

First Lien Debt $ — $ — $ 1,663,138 $ 1,663,138

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Subordinated Loan and Member's Interest — — 111,596 111,596

Total $ — $ — $ 2,123,964 $ 2,123,964

(1) Amount represents the Company’s investment in Credit Fund II.

The Company, as a practical expedient, estimates the fair value of this investment using the net asset value of the Company’s member’s interest in Credit Fund II.

As such, the fair value of the Company’s investment in Credit Fund II has not been categorized within the fair value hierarchy.

The changes in the Company’s investments at fair value for which the Company has used Level 3 inputs to determine fair value and net change in unrealized appreciation (depreciation) included in earnings for Level 3 investments still held are as follows:

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For the year ended December 31, 2020

First Lien Debt

Second Lien Debt

Equity Investments

Investment Fund - Mezzanine Loan

Investment Fund - Subordinated Loan and Member's Interest

First Lien Debt Second Lien Debt Equity Investments Investment Fund - Mezzanine Loan Investment Fund - Subordinated Loan and Member's Interest Total

Balance, beginning of year $ 1,663,138 $ 234,532 $ 21,698 $ 93,000 $ 111,596 $ 2,123,964

Purchases 340,007 119,638 12,003 63,500 92,500 627,648

Sales (465,111) (29,776) (54) (156,500) — (651,441)

Paydowns (253,748) (26,750) (2,003) — — (282,501)

Accretion of discount 7,100 1,072 14 — — 8,186

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For the year ended December 31, 2019

First Lien Debt

Second Lien Debt

Equity Investments

Investment Fund - Mezzanine Loan

Investment Fund - Subordinated Loan

First Lien Debt Second Lien Debt Equity Investments Investment Fund - Mezzanine Loan Investment Fund - Subordinated Loan Total

Balance, beginning of year $ 1,546,271 $ 178,958 $ 24,633 112,000 110,295 $ 1,972,157

Purchases 718,358 141,814 8,595 126,200 5,500 1,000,467

Sales (79,741) — (18,036) — — (97,777)

Paydowns (485,514) (88,695) — (145,200) — (719,409)

Accretion of discount 11,503 1,452 — — — 12,955

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The Company carefully considers numerous factors when selecting the appropriate companies whose multiples are used to value its portfolio companies.

These factors include, but are not limited to, the type of organization, similarity to the business being valued, relevant risk factors, as

well as size, profitability and growth expectations.

These factors include, but are not limited to, the type of organization, similarity to the business being valued, relevant risk factors, as well as size, profitability and growth expectations.

The income approach typically uses a discounted cash flow analysis of the portfolio company.

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Projected cash flows in the discounted cash flow typically represent the relevant security’s contractual interest, fees and principal payments plus the assumption of full principal recovery at the security’s expected maturity date.

The discount rate to be used is determined using an average of two market-based methodologies.

The discount rate to be used is determined using an average of two methodologies that incorporate market spreads.

Investments in debt securities may also be valued using consensus pricing.

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Investments in the mezzanine loan are valued using collateral analysis with expected recovery rate of principal and interest.

Investments in the subordinated loan and member’s interest of the investment fund are valued using discounted cash flow analysis with expected discount rate, default rate and recovery rate of principal and interest.

Investments in the subordinated loan and member’s interest of Credit Fund are valued using discounted cash flow analysis with expected discount rate, default rate and recovery rate of principal and interest.

The following tables summarize the quantitative information related to the significant unobservable inputs for Level 3 instruments which are carried at fair value as of December 31, 2020 and 2019:

Fair Value as of

Valuation Techniques

Significant Unobservable Inputs

Weighted Average

of December 31, 2019

Investments in First Lien Debt

Discounted Cash Flow

Discount Rate

Consensus Pricing

Indicative Quotes

Income Approach

Discount Rate

Market Approach

Comparable Multiple

Fair Value as of Valuation Techniques Significant Unobservable Inputs Range Weighted Average

of December 31, 2020 Low High

Investments in First Lien Debt $ 879,159 Discounted Cash Flow Discount Rate 3.96 % 16.60 % 8.80 %

287,191 Consensus Pricing Indicative Quotes 89.11 100.00 97.70

57,713 Income Approach Discount Rate 12.80 % 14.70 % 13.50 %

Market Approach Comparable Multiple 3.17x 6.99x 6.43x

Total First Lien Debt 1,224,063

Investments in Second Lien Debt

Discounted Cash Flow

Discount Rate

Consensus Pricing

Indicative Quotes

Investments in Second Lien Debt 238,785 Discounted Cash Flow Discount Rate 7.14 % 15.27 % 9.67 %

45,738 Consensus Pricing Indicative Quotes 82.88 100.00 87.75

Total Second Lien Debt 284,523

Investments in Equity

Income Approach

Discount Rate

Market Approach

Comparable Multiple

Investments in Equity 33,877 Income Approach Discount Rate 7.22 % 12.80 % 8.84 %

Market Approach Comparable Multiple 6.99x 16.43x 10.50x

Total Equity Investments 33,877

Investments in Investment Fund

Mezzanine Loan

Collateral Analysis

Recovery Rate

Subordinated Loan and Member's Interest

Discounted Cash Flow

Discount Rate

Discounted Cash Flow

Recovery Rate

Total Investments in Investment Fund

Investments in Credit Fund

Mezzanine Loan — Collateral Analysis Recovery Rate 100.00 % 100.00 % 100.00 %

Subordinated Loan and Member's Interest 205,891 Discounted Cash Flow Discount Rate 8.50 % 8.50 % 8.50 %

Discounted Cash Flow Default Rate 3.00 % 3.00 % 3.00 %

Discounted Cash Flow Recovery Rate 65.00 % 65.00 % 65.00 %

Total Investments in Credit Fund 205,891

Total Level 3 Investments $ 1,748,354

Fair Value as of

Valuation Techniques

Weighted Average

of December 31, 2018

Investments in First Lien Debt

Discounted Cash Flow

Discount Rate

Consensus Pricing

Indicative Quotes

Income Approach

Discount Rate

Market Approach

Comparable Multiple

Fair Value as of Valuation Techniques Significant

Inputs Range Weighted Average

of December 31, 2019 Low High

Investments in First Lien Debt $ 1,332,584 Discounted Cash Flow Discount Rate 3.64 % 24.45 % 8.13 %

318,681 Consensus Pricing Indicative Quotes 77.94 100.00 96.96

11,873 Income Approach Discount Rate 12.22 % 19.32 % 13.16 %

Market Approach Comparable Multiple 7.89x 8.38x 8.49x

Total First Lien Debt 1,663,138

Investments in Second Lien Debt

Discounted Cash Flow

Discount Rate

Consensus Pricing

Indicative Quotes

Investments in Second Lien Debt 188,736 Discounted Cash Flow Discount Rate 7.40 % 10.66 % 8.85 %

45,796 Consensus Pricing Indicative Quotes 97.50 98.31 98.19

Total Second Lien Debt 234,532

Investments in Equities

Income Approach

Discount Rate

Market Approach

Comparable Multiple

Investments in Equities 21,698 Income Approach Discount Rate 7.76 % 15.31 % 8.84 %

Market Approach Comparable Multiple 6.37x 16.65x 9.24x

Total Equity Investments 21,698

Investments in Investment Fund

Mezzanine Loan

Collateral Analysis

Recovery Rate

Subordinated Loan

Discounted Cash Flow

Discount Rate

Discounted Cash Flow

Recovery Rate

Mezzanine Loan 93,000 Collateral Analysis Recovery Rate 100.00 % 100.00 % 100.00 %

Subordinated Loan 111,596 Discounted Cash Flow Discount Rate 10.00 % 10.00 % 10.00 %

Discounted Cash Flow Default Rate 2.00 % 2.00 % 2.00 %

Discounted Cash Flow Recovery Rate 75.00 % 75.00 % 75.00 %

Total Investment Fund $ 204,596

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Financial instruments disclosed but not carried at fair value

The following table presents the carrying value and fair value of the Company’s secured borrowings disclosed but not carried at fair value as of December 31, 2019 and 2018 :

December 31, 2019

December 31, 2018

Carrying Value

The following table presents the carrying value and fair value of the Company’s secured borrowings and senior unsecured notes disclosed but not carried at fair value as of December 31, 2020 and 2019:

December 31, 2020 December 31, 2019

Carrying Value Fair Value Carrying Value Fair Value

Secured borrowings $ 347,949 $ 347,949 $ 616,543 $ 616,543

The carrying values of the secured borrowings approximate their respective fair values and are categorized as Level 3 within the hierarchy.

Secured borrowings are valued generally using discounted cash flow analysis.

The significant unobservable inputs used in the fair value measurement of the Company’s secured borrowings are discount rates.

2019 Notes 115,000 116,250 115,000 115,000

2020 Notes 75,000 75,000 — —

Total $ 537,949 $ 539,199 $ 731,543 $ 731,543

The carrying values of the secured borrowings and senior unsecured notes approximate their respective fair values and are categorized as Level 3 within the hierarchy.

Secured borrowings and senior unsecured notes are valued generally using discounted cash flow analysis.

The significant unobservable inputs used in the fair value measurement of the Company’s

secured borrowings and senior unsecured notes are discount rates.

Significant increases in discount rates would result in a significantly lower fair value measurement.

The following table represents the carrying values (before debt issuance costs) and fair values of the Company’s 2015-1R Notes disclosed but not carried at fair value as of December 31, 2020 and 2019:

December 31, 2019

December 31, 2018

2015-1R Notes

Carrying Value

December 31, 2020 December 31, 2019

2015-1R Notes Carrying Value Fair Value Carrying Value Fair Value

Aaa/AAA Class A-1-1-R Notes $ 234,800 $ 230,996 $ 234,800 $ 233,053

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BBB- Class C Notes 27,000 24,592 27,000 27,000

Total $ 449,200 $ 440,436 $ 449,200 $ 447,524

The fair value determination of the Company’s notes payable was based on the market quotation(s) received from broker/dealer(s).

These fair value measurements were based on significant inputs not observable and thus represent Level 3 measurements as defined in the accounting guidance for fair value measurement.

As the Senior Notes were issued on December 30, 2019, their fair value as of December 31, 2019 approximates their carrying value.

The carrying value of other financial assets and liabilities approximates their fair value based on the short term nature of these items.

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On April 3, 2013, the Company’s Board of Directors, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the Investment Company Act (the “Independent Directors”), approved an investment advisory agreement (the “Original Investment Advisory Agreement”) between the Company and the Investment Adviser in accordance with, and on the basis of an evaluation satisfactory to such directors as required by, Section 15(c) of the Investment Company Act.

The Original Investment Advisory Agreement was amended on September 15, 2017 (as amended, the “First Amended and Restated Investment Advisory Agreement”) after the approval of the Company’s Board of Directors, including a majority of the Independent Directors, at an in-person meeting of the Board of Directors held on May 30, 2017 and the approval of the Company’s stockholders at a special meeting of stockholders held on September 15, 2017.

The First Amended and Restated Investment Advisory Agreement amended the Original Investment Advisory Agreement to, among other things, (i) reduce the incentive fee payable by the Company to the Investment Adviser from an annual rate of 20% to an annual rate of 17.5%, (ii) delete the incentive fee payment deferral test described below, and (iii) include in the pre-incentive fee net investment income, in the case of investments with a deferred interest feature, accrued income that the Company has not yet received in cash.

On August 6, 2018, the First Amended and Restated Investment Advisory Agreement was further amended (as amended, the “Investment Advisory Agreement”) after the approval of the Company’s Board of Directors, including a majority of the Independent Directors, at an in-person meeting of the Board of Directors held on August 6, 2018.

The Investment Advisory Agreement amended the First Amended and Restated Investment Advisory Agreement to incorporate a one-third (0.50%) reduction in the 1.50% annual base management fee rate charged by the Investment Adviser on assets financed using leverage in excess of 1.0x debt to equity, effective July 1, 2018.

The initial term of the Investment Advisory Agreement is two years from September 15, 2017 and, unless terminated earlier, the Investment Advisory Agreement will renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by the vote of the Board of Directors and by the vote of a majority of the Independent Directors.

Unless terminated earlier, the Investment Advisory Agreement renews automatically for successive annual periods, provided that such continuance is specifically approved at least annually by the vote of the Board of Directors and by the vote of a majority of the Independent Directors.

On May 29, 2020, the Company's Board of Directors, including a majority of the Independent Directors, approved the continuance of the Company's Investment Advisory Agreement with the Adviser for an additional one-year term.

The Investment Advisory Agreement will automatically terminate in the event of an assignment and may be terminated by either party without penalty upon at least 60 days’ written notice to the other party.

1 unchanged sentence

For providing these services, the Investment Adviser receives fees from the Company consisting of two components—a base management fee and an incentive fee.

Effective September 15, 2017, the base management fee has been calculated and payable quarterly in arrears at an annual rate of 1.50% of the average value of the gross assets at the end of the two most recently completed fiscal quarters;

The base management fee has been calculated and payable quarterly in arrears at an annual rate of 1.50% of the average value of the gross assets at the end of the two most recently completed fiscal quarters;

provided, however, effective July 1, 2018, the base management fee has been calculated at an annual rate of 1.00% of the average value of the gross assets as of the end of the two most recently completed calendar quarters that exceeds the product of (A) 200% and (B) the average value of the Company’s net asset value at the end of the two most recently completed calendar quarters.

The base management fee will be appropriately adjusted for any share issuances or repurchases during such fiscal quarter and the base management fees for any partial month or quarter will be pro-rated.

The Company’s gross assets exclude any cash and cash equivalents and include assets acquired through the incurrence of debt from use of the SPV Credit Facility, Credit Facility, 2015-1R Notes and 2015-1 Notes (see Note 6, Borrowings, and Note 7, Notes Payable, to these consolidated financial statements).

The Company’s gross assets exclude any cash and cash equivalents and include assets acquired through the incurrence of debt from use of the Facilities and the 2015-1R Notes (see Note 7, Borrowings, and Note 8, Notes Payable, to these consolidated financial statements).

For purposes of this calculation, cash and cash equivalents include any temporary investments in cash-equivalents, U.S.

government securities and other high quality investment grade debt investments that mature in 12 months or less from the date of investment.

Prior to September 15, 2017, under the Original Investment Advisory Agreement, the base management fee was calculated and payable quarterly in arrears at an annual rate of 1.50% of the average daily gross assets of the Company for the period adjusted for share issuances or repurchases.

Prior to the IPO, the Investment Adviser waived its right to receive one-third (0.50%) of the 1.50% base management fee.

Any waived base management fees are not subject to recoupment by the Investment Adviser.

The fee waiver terminated when the IPO had been consummated.

As previously disclosed, in connection with the IPO, the Investment Adviser agreed to continue the fee waiver until the completion of the first full quarter after the consummation of the IPO.

As a result, beginning October 1, 2017, the base management fee has been calculated at an annual rate of 1.50% of the Company’s gross assets;

The incentive fee has two parts.

4 unchanged sentences

Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

Effective September 15, 2017, pre-incentive fee net investment income, expressed as a rate of return on the value of the Company’s net assets at the end of the immediately preceding calendar quarter, has been compared to a “hurdle rate” of 1.50% per quarter (6% annualized) or a “catch-up rate” of 1.82% per quarter (7.28% annualized), as applicable.

Pre-incentive fee net investment income, expressed as a rate of return on the value of the Company’s net assets at the end of the immediately preceding calendar quarter, is compared to a “hurdle rate” of 1.50% per quarter (6% annualized) or a “catch-up rate” of 1.82% per quarter (7.28% annualized), as applicable.

Pursuant to the Investment Advisory Agreement, the Company pays its Investment Adviser an incentive fee with respect to its pre-incentive fee net investment income in each calendar quarter as follows:

3 unchanged sentences

• 17.5% of the amount of pre-incentive fee net investment income, if any, that exceeds 1.82% in any calendar quarter (7.28% annualized) will be payable to the Investment Adviser.

This reflects that once the hurdle rate

is reached and the catch-up is achieved, 17.5% of all pre-incentive fee investment income thereafter is allocated to the Investment Adviser.

This reflects that once the hurdle rate is reached and the catch-up is achieved, 17.5% of all pre-incentive fee investment income thereafter is allocated to the Investment Adviser.

The second part of the incentive fee is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement, as of the termination date), and equals 17.5% of realized capital gains, if any, on a cumulative basis from inception through the date of determination, computed net of all realized capital losses on a cumulative basis and unrealized capital depreciation, less the aggregate amount of any previously paid capital gain incentive fees, provided that, the incentive fee determined at the end of the first calendar year of operations may be calculated for a period of shorter than twelve calendar months to take into account any realized capital gains computed net of all realized capital losses on a cumulative basis and unrealized capital depreciation.

Prior to September 15, 2017, under the Original Investment Advisory Agreement, pre-incentive fee net investment income, which did not include, in the case of investments with a deferred interest feature, accrued income that the Company has not yet received in cash, and was expressed as a rate of return on the average daily Hurdle Calculation Value (as defined below) throughout the immediately preceding calendar quarter, was compared to a “hurdle rate” of 1.50% per quarter (6% annualized) or a “catch-up” of 1.875% per quarter (7.50% annualized), as applicable.

“Hurdle Calculation Value” meant, on any given day, the sum of (x) the value of net assets as of the end of the calendar quarter immediately preceding such day plus (y) the aggregate amount of capital drawn from investors (or reinvested in the Company pursuant to a dividend reinvestment plan) from the beginning of the current quarter to such day minus (z) the aggregate amount of distributions (including share repurchases) made by the Company from the beginning of the current quarter to such day, but only to the extent such distributions were not declared and accounted for on the books and records in a previous quarter.

In addition, under the Original Investment Advisory Agreement, the Company deferred payment of any incentive fee otherwise earned by the Investment Adviser if, during the most recent four full calendar quarter periods ending on or prior to the date such payment is to be made, the sum of (a) the aggregate distributions to stockholders and (b) the change in net assets (defined as gross assets less indebtedness and before taking into account any incentive fees payable during the period) is less than 6.0% of net assets (defined as gross assets less indebtedness) at the beginning of such period.

These calculations were adjusted for any share issuances or repurchases.

Any deferred incentive fees were carried over for payment in subsequent calculation periods.

As previously disclosed, in connection with the IPO, the Investment Adviser agreed to charge 17.5% instead of 20% with respect to the entire calculation of the incentive fee beginning on the first full quarter following the consummation of the IPO until the earlier of (i) October 1, 2017 and (ii) the date that the Company’s stockholders vote on the approval of the amendment to the Original Investment Advisory Agreement.

The Company’s stockholders voted to approve the Investment Advisory Agreement on September 15, 2017.

Below is a summary of the base management fees and incentive fees incurred during the years ended December 31, 2020, 2019 and 2018.

For the years ended December 31,

2020 2019 2018

Base management fees $ 28,648 $ 31,316 $ 29,626

Waiver of base management fees

Base management fees, net of waiver

Incentive fees on pre-incentive fee net investment income 18,555 22,872 23,002

9 unchanged sentences

As of December 31, 2020 and 2019, $11,549 and $13,236, respectively, was included in base management and incentive fees payable in the accompanying Consolidated Statements of Assets and Liabilities.

On April 3, 2013, the Investment Adviser entered into a personnel agreement with The Carlyle Group Employee Co., L.L.C.

(“Carlyle Employee Co.”), an affiliate of the Investment Adviser, pursuant to which Carlyle Employee Co.

provides the Investment Adviser with access to investment professionals.

Administration Agreement

On April 3, 2013, the Company’s Board of Directors approved an administration agreement (the “Administration Agreement”) between the Company and the Administrator.

Pursuant to the Administration Agreement, the Administrator provides services and receives reimbursements equal to an amount that reimburses the Administrator for its costs and expenses and the Company’s allocable portion of overhead incurred by the Administrator in performing its obligations under the Administration Agreement, including the Company’s allocable portion of the compensation paid to or compensatory distributions received by the Company’s officers (including the Chief Compliance Officer and Treasurer) and respective staff who provide services to the Company, operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s Sarbanes-Oxley Act internal control assessment.

Pursuant to the Administration Agreement, the Administrator provides services and receives reimbursements equal to an amount that reimburses the Administrator for its costs and expenses and the Company’s allocable portion of overhead incurred by the Administrator in performing its obligations under the Administration Agreement, including the Company’s allocable portion of the compensation paid to or compensatory distributions received by the Company’s officers (including the Chief Compliance Officer, Chief Financial Officer and Treasurer) and respective staff who provide services to the Company, operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s Sarbanes-Oxley Act internal control assessment.

Reimbursement under the Administration Agreement occurs quarterly in arrears.

The initial term of the Administration Agreement is two years from April 3, 2013 and, unless terminated earlier, the Administration Agreement will renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board of Directors or by a majority vote of the outstanding voting securities of the Company and (ii) the vote of a majority of the Company’s Independent Directors.

Unless terminated earlier, the Administration Agreement renews automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board of Directors or by a majority vote of the outstanding voting securities of the Company and (ii) the vote of a majority of the Company’s Independent Directors.

On May 29, 2020, the Company’s Board of Directors, including a majority of the Independent Directors, approved the continuance of the Administration Agreement for a one year period.

7 unchanged sentences

provides the Administrator with access to personnel.

On April 3, 2013, the Administrator entered into a sub-administration agreement with State Street Bank and Trust Company (“State Street” and, such agreement, the “State Street Sub-Administration Agreement” and, together with the Carlyle Sub-Administration Agreement, the “Sub-Administration Agreements”).

On March 11, 2015, the Company’s Board of Directors, including a majority of the Independent Directors, approved an amendment to the State Street Sub-Administration Agreement.

The initial term of the State Street Sub-Administration Agreement ends on April 1, 2017 and, unless terminated earlier, the State Street Sub-Administration Agreement will renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board of Directors or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Company’s Independent Directors.

On April 3, 2013, the Administrator entered into a sub-administration agreement with State Street Bank and Trust Company (“State Street”), which was amended on March 11, 2015 (as amended, the “State Street Sub-Administration Agreement” and, together with the Carlyle Sub-Administration Agreement, the “Sub-Administration Agreements”).

Unless terminated earlier, the State Street Sub-Administration Agreement renews automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board of Directors or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Company’s Independent Directors.

On May 29, 2020, the Company’s Board of Directors, including a majority of the Independent Directors, approved the continuance of the State Street Sub-Administration Agreement for a one year period.

2 unchanged sentences

As of December 31, 2020 and 2019, $334 and $380, respectively, was unpaid and included in other accrued expenses and liabilities in the accompanying Consolidated Statements of Assets and Liabilities.

Placement Fees

On April 3, 2013, the Company entered into a placement fee arrangement with TCG Securities, L.L.C.

(“TCG”), a licensed broker-dealer and an affiliate of the Investment Adviser, which may require stockholders to pay a placement fee to TCG for TCG’s services.

At the time of the IPO, the placement fee arrangement with TCG was automatically terminated.

For the year ended December 31, 2017, TCG earned placement fees of $19 from the Company’s stockholders in connection with the issuance or sale of the Company’s common stock prior to the IPO.

TCG did not earn placement fees during the years ended December 31, 2018 and 2019.

License Agreement

The Company has entered into a royalty free license agreement with CIM, which wholly owns our Adviser and is a wholly owned subsidiary of Carlyle, pursuant to which CIM has granted the Company a non-exclusive, revocable and non-transferable license to use the name and mark “Carlyle.”

Board of Directors

The Company’s Board of Directors currently consists of five members, three of whom are Independent Directors.

On April 3, 2013, the Board of Directors established an Audit Committee consisting of its Independent Directors.

The Board of Directors also established a Pricing Committee of the Board of Directors, a Nominating and Governance Committee of the Board of Directors and a Compensation Committee of the Board of Directors, and may establish additional committees in the future.

The Company’s Board of Directors currently consists of six members, four of whom are Independent Directors.

The Board of Directors has established an Audit Committee, a Nominating and Governance Committee and a Compensation Committee, and may establish additional committees in the future.

For the years ended December 31, 2020, 2019 and 2018, the Company incurred $398, $353 and $370, respectively, in fees and expenses associated with its Independent Directors' services on the Company's Board of Directors and the Audit Committee.

As of December 31, 2020 and 2019, $96 and $0, respectively, was unpaid and included in other accrued expenses and liabilities in the accompanying Consolidated Statements of Assets and Liabilities.

Transactions with Credit Fund

Transactions with Investment Funds

During the years ended December 31, 2020, 2019 and 2018, the Company sold 4, 2 and 4 investments, respectively, to Credit Fund for proceeds of $62,754, $34,728 and $85,002, respectively, and realized gains of $(2,289), $208 and $0, respectively.

See Note 5, Middle Market Credit Fund, LLC, to these consolidated financial statements.

On November 3, 2020, pursuant to a contribution agreement by and between the Company and Credit Fund II, the Company contributed 45 senior secured debt investments with an aggregate principal balance of approximately $250 million to Credit Fund II in exchange for approximately 84.13% of Credit Fund II's membership interests and gross cash proceeds of approximately $170 million.

There were no subsequent transfers through December 31, 2020.

See Note 6, Middle Market Credit Fund II, LLC, to these consolidated financial statements.

Transactions with Carlyle

On May 5, 2020, the Company issued and sold 2,000,000 shares of the Preferred Stock to an affiliate of Carlyle in a private placement at a price of $25 per share.

See Note 10, Net Assets, for further information about the Preferred Stock.

In December 2020, the Company paid an affiliate of Carlyle a fee for underwriting services rendered in connection with the issuance of the 2020 Notes in the amount of 0.75% of the aggregate principal amount of the 2020 Notes.

See Note 8, Notes Payable, to the consolidated financial statements in Part II, Item 8 of this Form 10-K for further information about the 2020 Notes.

MIDDLE MARKET CREDIT FUND, LLC

On February 29, 2016, the Company and Credit Partners entered into the Limited Liability Company Agreement to co-manage Credit Fund, a Delaware limited liability company that is not consolidated in the Company’s consolidated financial statements.

On February 29, 2016, the Company and Credit Partners entered into an amended and restated limited liability company agreement, which was subsequently amended and restated on June 24, 2016 and February 22, 2021 (as amended, the "Limited Liability Company Agreement") to co-manage Credit Fund, a Delaware limited liability company that is not consolidated in the Company’s consolidated financial statements.

Credit Fund primarily invests in first lien loans of middle market companies.

7 unchanged sentences

Portfolio and investment decisions with respect to Credit Fund must be unanimously approved by a quorum of Credit Fund’s investment committee consisting of an equal number of representatives of the Company and Credit Partners.

Therefore, although the Company owns more than 25% of the voting securities of Credit Fund, the Company does not believe that it has control over Credit Fund (other than for purposes of the Investment Company Act).

Middle Market Credit Fund SPV, LLC (the “Credit Fund Sub”), MMCF CLO 2017-1 LLC (the “2017-1 Issuer”), MMCF CLO 2019-2, LLC (the "2019-2 Issuer", formerly known as MMCF Warehouse, LLC (the "Credit Fund Warehouse")) and MMCF Warehouse II, LLC (the "Credit Fund Warehouse II), each a Delaware limited liability company, were formed on April 5, 2016, October 6, 2017, November 26, 2018 and August 16, 2019, respectively.

Credit Fund Sub, the 2017-1 Issuer, the 2019-2 Issuer and the Credit Fund Warehouse II are wholly owned subsidiaries of Credit Fund and are consolidated in Credit Fund’s consolidated financial statements commencing from the date of their respective formations.

Credit Fund Sub, the 2017-1 Issuer, the 2019-2 Issuer and Credit Fund Warehouse II primarily invest in first lien loans of middle market companies.

Credit Fund Sub, the 2019-2 Issuer and the Credit Fund Warehouse II are wholly owned subsidiaries of Credit Fund and are consolidated in Credit Fund’s consolidated financial statements commencing from the date of their respective formations.

In December 2020, the 2017-1 CLO was redeemed in full and notes outstanding were repaid in full.

Credit Fund Sub, the 2019-2 Issuer and Credit Fund Warehouse II primarily invest in first lien loans of middle market companies.

Credit Fund and its wholly owned subsidiaries follow the same Internal Risk Rating System as the Company.

Refer to "Debt" below for discussion regarding the credit facilities entered into and the notes issued by such wholly-owned subsidiaries.

which the Administrative Agent is delegated certain administrative and non-discretionary functions, is authorized to enter into sub-administration agreements at the expense of Credit Fund with the approval of the board of managers of Credit Fund, and is reimbursed by Credit Fund for its costs and expenses and Credit Fund’s allocable portion of overhead incurred by the Administrative Agent in performing its obligations thereunder.

Credit Fund, the Company and Credit Partners entered into an administration agreement with Carlyle Global Credit Administration L.L.C., the administrative agent of Credit Fund (in such capacity, the “Credit Fund Administrative Agent”), pursuant to which the Credit Fund Administrative Agent is delegated certain administrative and non-discretionary functions, is authorized to enter into sub-administration agreements at the expense of Credit Fund with the approval of the board of managers of Credit Fund, and is reimbursed by Credit Fund for its costs and expenses and Credit Fund’s allocable portion of overhead incurred by the Credit Fund Administrative Agent in performing its obligations thereunder.

Selected Financial Data

4 unchanged sentences

Cash and cash equivalents 119,796 64,787

Other assets 7,553 9,369

Total assets $ 1,183,730 $ 1,320,995

LIABILITIES AND MEMBERS’ EQUITY

4 unchanged sentences

Subordinated loans and members’ equity (1)

399,993 226,128

Total liabilities and members’ equity $ 1,183,730 $ 1,320,995

(1) As of December 31, 2019 and 2018 , the Company's ownership interest in the subordinated loans and members' equity was $111,596 and $110,295 , respectively, and $93,000 and $112,000 , respectively, in the mezzanine loans.

(1) As of December 31, 2020 and 2019, the fair value of the Company's ownership interest in the subordinated loans and members' equity was $205,891 and $111,596, respectively, and $0 and $93,000, respectively, in the mezzanine loans.

For the Years Ended December 31,

10 unchanged sentences

Senior secured loans (1)

$ 1,084,491 $ 1,260,582

Weighted average yields of senior secured loans based on amortized cost (2)

6.03 % 6.51 %

Weighted average yields of senior secured loans based on fair value (2)

6.15 % 6.55 %

Number of portfolio companies in Credit Fund 54 61

Average amount per portfolio company (1)

$ 20,083 $ 20,665

Number of loans on non-accrual status — 1

1 unchanged sentence

Percentage of portfolio at floating interest rates (3) (4)

97.7 % 98.3 %

Percentage of portfolio at fixed interest rates (4)

17 unchanged sentences

First Lien Debt (97.47% of fair value)

Achilles Acquisition, LLC

Banking, Finance, Insurance & Real Estate

Acrisure, LLC

Banking, Finance, Insurance & Real Estate

Acrisure, LLC

Banking, Finance, Insurance & Real Estate

Advanced Instruments, LLC

Healthcare & Pharmaceuticals

Business Services

Acrisure, LLC \# (2)(3) Banking, Finance, Insurance & Real Estate L + 3.50% 3.65% 2/15/2027 $ 25,634 $ 25,606 $ 25,104

Alku, LLC +# (2)(3) Business Services L + 5.50% 5.75% 7/29/2026 23,666 23,466 23,512

Alpha Packaging Holdings, Inc.

Containers, Packaging & Glass

AmeriLife Group, LLC

Banking, Finance, Insurance & Real Estate

+\ (2)(3) Containers, Packaging & Glass L + 6.00% 7.00% 11/12/2021 16,378 16,378 16,378

AmeriLife Holdings LLC # (2)(3) Banking, Finance, Insurance & Real Estate L + 4.00% 4.15% 3/18/2027 9,951 9,929 9,802

Analogic Corporation ^+ (2)(3)(6) Capital Equipment L + 5.25% 6.25% 6/22/2024 18,857 18,837 18,857

Anchor Packaging, Inc.

Containers, Packaging & Glass

+# (2)(3) Containers, Packaging & Glass L + 4.00% 4.15% 7/18/2026 24,723 24,617 24,656

API Technologies Corp.

Aerospace & Defense

+\ (2)(3) Aerospace & Defense L + 4.25% 4.49% 5/9/2026 14,775 14,713 13,999

+\ (2)(3) Software L + 4.25% 4.40% 4/23/2026 12,281 12,227 12,077

AQA Acquisition Holding, Inc.

High Tech Industries

+\ (2)(3)(6) High Tech Industries L + 4.25% 5.25% 5/24/2023 18,759 18,752 18,757

Astra Acquisition Corp.

+# (2)(3) Software L + 5.50% 6.50% 3/1/2027 28,783 28,392 28,783

Avalign Technologies, Inc.

Healthcare & Pharmaceuticals

Big Ass Fans, LLC

Capital Equipment

Borchers, Inc.

Chemicals, Plastics & Rubber

Brooks Equipment Company, LLC

Construction & Building

+\ (2)(3) Healthcare & Pharmaceuticals L + 4.50% 4.73% 12/22/2025 14,592 14,481 14,334

Big Ass Fans, LLC +\# (2)(3) Capital Equipment L + 3.75% 4.75% 5/21/2024 13,766 13,714 13,766

BK Medical Holding Company, Inc.

^+ (2)(3)(6) Healthcare & Pharmaceuticals L + 5.25% 6.25% 6/22/2024 24,165 23,951 22,363

Chemical Computing Group ULC (Canada) ^+ (2)(3)(6) Software L + 5.00% 6.00% 8/30/2023 14,055 13,378 14,055

Clarity Telecom LLC.

Broadcasting & Subscription

Clearent Newco, LLC

High Tech Industries

+ (2)(3) Media:

Broadcasting & Subscription L + 4.25% 4.40% 8/30/2026 14,813 14,773 14,813

Clearent Newco, LLC ^ (2)(3)(6) High Tech Industries L + 6.50% 7.50% 3/20/2025 4,079 4,079 3,907

Clearent Newco, LLC ^+\ (2)(3) High Tech Industries L + 5.50% 6.50% 3/20/2025 29,486 29,236 28,722

DecoPac, Inc.

Non-durable Consumer Goods

Dent Wizard International Corporation

^+\ (2)(3)(6) Non-durable Consumer Goods L + 4.25% 5.25% 9/29/2024 12,336 12,253 12,318

Diligent Corporation ^+ (2)(3)(6) Telecommunications L + 6.25% 7.25% 8/4/2025 8,683 8,411 8,819

DTI Holdco, Inc.

High Tech Industries

Eliassen Group, LLC

Business Services

EIP Merger Sub, LLC (Evolve IP)

Telecommunications

^+\ (2)(3) High Tech Industries L + 4.75% 5.75% 9/30/2023 18,690 18,642 16,655

Eliassen Group, LLC +\ (2)(3) Business Services L + 4.25% 4.40% 11/5/2024 7,543 7,516 7,483

EvolveIP, LLC ^+ (2)(3)(6) Telecommunications L + 5.75% 6.75% 6/7/2023 19,800 19,759 19,775

Exactech, Inc.

Healthcare & Pharmaceuticals

+\# (2)(3) Healthcare & Pharmaceuticals L + 3.75% 4.75% 2/14/2025 21,528 21,416 20,422

Excel Fitness Holdings, Inc.

Hotel, Gaming & Leisure

Golden West Packaging Group LLC

Containers, Packaging & Glass

+# (2)(3) Hotel, Gaming & Leisure L + 5.25% 6.25% 10/7/2025 24,750 24,546 22,780

Frontline Technologies Holdings, LLC + (2)(3) Software L + 5.75% 6.75% 9/18/2023 14,886 14,198 14,589

Golden West Packaging Group LLC +\ (2)(3) Containers, Packaging & Glass L + 5.25% 6.25% 6/20/2023 29,012 28,896 28,974

HMT Holding Inc.

+\ (2)(3)(6) Energy:

Oil & Gas L + 5.00% 6.00% 11/17/2023 32,821 32,458 30,984

Integrity Marketing Acquisition, LLC ^+ (2)(3)(6) Banking, Finance, Insurance & Real Estate L + 6.25% 7.25% 8/27/2025 7,836 7,701 7,956

Jensen Hughes, Inc.

+\ (2)(3)(6) Utilities:

Electric L + 4.50% 5.50% 3/22/2024 34,584 34,489 33,424

KAMC Holdings, Inc.

Aerospace & Defense

+# (2)(3) Energy:

Electricity L + 4.00% 4.23% 8/14/2026 13,825 13,768 12,531

KBP Investments, LLC ^+ (2)(3)(6) Beverage, Food & Tobacco L + 5.00% 6.00% 5/15/2023 9,292 9,059 9,350

Marco Technologies, LLC ^+\ (2)(3)(6) Media:

Advertising, Printing & Publishing L + 4.00% 5.00% 10/30/2023 7,332 7,293 7,332

Mold-Rite Plastics, LLC +\ (2)(3) Chemicals, Plastics & Rubber L + 4.25% 5.25% 12/14/2021 14,520 14,501 14,520

Consolidated Schedule of Investments as of December 31, 2020

1 unchanged sentence

Reference Rate & Spread (2)

Interest Rate (2)

Maturity Date

2 unchanged sentences

Fair Value (5)

First Lien Debt (98.11% of fair value) (continued)

Maravai Intermediate Holdings, LLC

Healthcare & Pharmaceuticals

Marco Technologies, LLC

Advertising, Printing & Publishing

Mold-Rite Plastics, LLC

Chemicals, Plastics & Rubber

Construction & Building

Newport Group Holdings II, Inc.

Banking, Finance, Insurance & Real Estate

+\# (2)(3) Banking, Finance, Insurance & Real Estate L + 3.50% 3.75% 9/13/2025 $ 23,475 $ 23,285 $ 23,405

Odyssey Logistics & Technology Corp.

+\# (2)(3) Transportation:

Output Services Group

Advertising, Printing & Publishing

PAI Holdco, Inc.

Park Place Technologies, Inc.

High Tech Industries

Cargo L + 4.00% 5.00% 10/12/2024 38,897 38,773 37,766

Output Services Group ^+\ (2)(3) Media:

Advertising, Printing & Publishing L + 4.50% 5.50% 3/27/2024 19,421 19,382 14,178

Pasternack Enterprises, Inc.

Capital Equipment

Pathway Vet Alliance LLC

Consumer Services

+\ (2)(3) Capital Equipment L + 4.00% 5.00% 7/2/2025 22,524 22,513 22,218

Pharmalogic Holdings Corp.

Healthcare & Pharmaceuticals

+\ (2)(3) Healthcare & Pharmaceuticals L + 4.00% 5.00% 6/11/2023 11,205 11,189 11,158

Premise Health Holding Corp.

Healthcare & Pharmaceuticals

Propel Insurance Agency, LLC

Banking, Finance, Insurance & Real Estate

Q Holding Company

QW Holding Corporation (Quala)

Environmental Industries

+\# (2)(3) Healthcare & Pharmaceuticals L + 3.50% 3.75% 7/10/2025 13,584 13,538 13,503

Propel Insurance Agency, LLC ^+\ (2)(3)(6) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 6/1/2024 38,134 37,662 37,716

Q Holding Company +\# (2)(3) Automotive L + 5.00% 6.00% 12/31/2023 21,735 21,604 20,229

QW Holding Corporation + (2)(3)(6) Environmental Industries L + 6.25% 7.25% 8/31/2022 11,566 11,465 10,727

Radiology Partners, Inc.

Healthcare & Pharmaceuticals

+\# (2)(3) Healthcare & Pharmaceuticals L + 4.25% 4.81% 7/9/2025 27,686 27,581 27,193

RevSpring Inc.

Advertising, Printing & Publishing

Situs Group Holdings Corporation

Banking, Finance, Insurance & Real Estate

Systems Maintenance Services Holding, Inc.

High Tech Industries

Surgical Information Systems, LLC

High Tech Industries

+\# (2)(3) Media:

Advertising, Printing & Publishing L + 4.25% 4.40% 10/11/2025 29,449 29,265 29,199

Situs Group Holdings Corporation +\ (2)(3) Banking, Finance, Insurance & Real Estate L + 4.75% 5.75% 6/28/2025 14,781 14,689 14,636

T2 Systems, Inc.

^+ (2)(3)(6) Transportation:

Consumer L + 6.75% 7.75% 9/28/2022 29,119 28,743 29,118

The Original Cakerie, Ltd.

Beverage, Food & Tobacco

(Canada) +\ (2)(3)(6) Beverage, Food & Tobacco L + 4.50% 5.50% 7/20/2022 6,295 6,281 6,289

The Original Cakerie, Ltd.

Beverage, Food & Tobacco

(Canada) + (2)(3) Beverage, Food & Tobacco L + 5.00% 6.00% 7/20/2022 8,837 8,815 8,829

Thoughtworks, Inc.

Business Services

Acute Care Solutions, LLC

Healthcare & Pharmaceuticals

\# (2)(3) Business Services L + 3.75% 4.75% 10/11/2024 11,704 11,683 11,704

Acute Care Solutions, LLC +\ (2)(3) Healthcare & Pharmaceuticals L + 6.00% 7.00% 5/15/2021 31,211 31,184 29,104

TelePacific Holdings Corp.

Telecommunications

Valet Waste Holdings, Inc.

Construction & Building

+\ (2)(3) Telecommunications L + 5.50% 6.50% 5/2/2023 26,660 26,585 23,984

VRC Companies, LLC + (2)(3)(6) Business Services L + 6.50% 7.50% 3/31/2023 30,582 29,464 30,582

Water Holdings Acquisition LLC ^+ (2)(3)(6) Utilities:

Water L + 5.25% 6.25% 12/18/2026 26,316 25,520 25,516

Welocalize, Inc.

Business Services

WIRB - Copernicus Group, Inc.

Healthcare & Pharmaceuticals

Consolidated Schedule of Investments as of December 31, 2019

Investments (1)

Reference Rate & Spread (2)

Maturity Date

Par/ Principal Amount

Amortized Cost (5)

Fair Value (6)

First Lien Debt (98.11% of fair value) (continued)

+ (2)(3)(6) Business Services L + 4.50% 5.50% 12/23/2023 22,629 22,414 22,584

WRE Holding Corp.

Environmental Industries

High Tech Industries

^+ (2)(3)(6) Environmental Industries L + 5.25% 6.25% 1/3/2023 8,367 8,336 8,252

First Lien Debt Total $ 1,051,406 $ 1,029,687

Second Lien Debt (2.28% of fair value)

DBI Holding, LLC

Transportation:

High Tech Industries

DBI Holding, LLC ^ (2) Transportation:

Cargo 9.00% PIK 9.00% 2/1/2026 $ 24,113 $ 23,768 $ 24,113

Second Lien Debt Total $ 23,768 $ 24,113

Equity Investments (0.24% of fair value)

DBI Holding, LLC

Transportation:

DBI Holding, LLC ^ Transportation:

Cargo 2,961 $ — $ —

DBI Holding, LLC ^ Transportation:

Cargo 13,996 5,364 2,581

Equity Investments Total $ 5,364 $ 2,581

Total Investments

$ 1,080,538 $ 1,056,381

^ Denotes that all or a portion of the assets are owned by Credit Fund.

Credit Fund has entered into a revolving credit facility (the "Credit Fund Facility").

Accordingly, such assets are not available to creditors of Credit Fund Sub, the 2017-1 Issuer, the 2019-2 Issuer or Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund Sub, the 2019-2 Issuer or Credit Fund Warehouse II.

+ Denotes that all or a portion of the assets are owned by Credit Fund Sub.

1 unchanged sentence

The lenders of the Credit Fund Sub Facility have a first lien security interest in substantially all of the assets of Credit Fund Sub.

Accordingly, such assets are not available to creditors of Credit Fund, the 2017-1 Issuer, the 2019-2 Issuer or Credit Fund Warehouse II.

* Denotes that all or a portion of the assets are owned by the 2017-1 Issuer and secure the notes issued in connection with a $399,900 term debt securitization completed by Credit Fund on December 19, 2017 (the “2017-1 Debt Securitization”).

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, the 2019-2 Issuer or Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund, the 2019-2 Issuer or Credit Fund Warehouse II.

\ Denotes that all or a portion of the assets are owned by the 2019-2 Issuer and secure the notes issued in connection with a $399,900 term debt securitization completed by Credit Fund on May 21, 2019 (the “2019-2 Debt Securitization”).

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, the 2017-1 Issuer or Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, or Credit Fund Warehouse II.

# Denotes that all or a portion of the assets are owned by the Credit Fund Warehouse II.

1 unchanged sentence

The lenders of the Credit Fund Warehouse II Facility have a first lien security interest in substantially all of the assets of the Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, 2017-1 Issuer or 2019-2 Issuer.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, or 2019-2 Issuer.

(1) Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States.

8 unchanged sentences

(5) Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund, pursuant to Credit Fund’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3, Fair Value Measurements, to these consolidated financial statements.

In addition to the interest earned based on the stated interest rate of this loan, which is the amount reflected in this schedule, Credit Fund is entitled to receive additional interest as a result of an agreement among lenders as follows:

Surgical Information Systems, LLC ( 0.89% ).

Pursuant to the agreement among lenders in respect of these loans, these investments represent a first lien/last out loan, which has a secondary priority behind the first lien/first out loan with respect to principal, interest and other payments.

(6) As of December 31, 2020, Credit Fund and Credit Fund Sub had the following unfunded commitments to fund delayed draw and revolving senior secured loans:

First Lien Debt – unfunded delayed draw and revolving term loans commitments

Par/ Principal Amount

Advanced Instruments, LLC

AmeriLife Group, LLC

Anchor Packaging, Inc.

First Lien Debt – unfunded delayed draw and revolving term loans commitments Type Unused Fee Par/ Principal Amount Fair Value

Analogic Corporation Revolver 0.50 % $ 1,975 $ —

AQA Acquisition Holding, Inc.

Borchers, Inc.

Clearent Newco, LLC

Revolver 0.50 2,459 —

BK Medical Holding Company, Inc.

Revolver 0.50 2,609 (176)

Chemical Computing Group ULC (Canada) Revolver 0.50 873 —

Clearent Newco, LLC Delayed Draw 1.00 2,549 (66)

DecoPac, Inc.

EIP Merger Sub, LLC (Evolve IP)

Revolver 0.50 2,143 (3)

Diligent Corporation Delayed Draw 1.00 2,109 25

Diligent Corporation Revolver 0.50 703 8

EvolveIP, LLC Delayed Draw 1.00 1,904 (2)

EvolveIP, LLC Revolver 0.50 1,680 (2)

HMT Holding Inc.

Revolver 0.50 6,173 (291)

Integrity Marketing Acquistion, LLC Delayed Draw 1.00 4,144 41

Jensen Hughes, Inc.

Delayed Draw 1.00 1,127 (35)

Jensen Hughes, Inc.

Marco Technologies, LLC

Output Services Group

Pathway Vet Alliance LLC

Premise Health Holding Corp.

Propel Insurance Agency, LLC

QW Holding Corporation (Quala)

Situs Group Holdings Corporation

Revolver 0.50 1,364 (43)

KBP Investments, LLC Delayed Draw 1.00 503 1

KBP Investments, LLC Delayed Draw 1.00 10,190 30

Marco Technologies, LLC Delayed Draw 1.00 7,500 —

Propel Insurance Agency, LLC Revolver 0.50 1,905 (19)

Propel Insurance Agency, LLC Delayed Draw 1.00 1,733 (17)

QW Holding Corporation Revolver 0.50 5,498 (268)

QW Holding Corporation Delayed Draw 1.00 161 (8)

T2 Systems, Inc.

Revolver 0.50 1,955 —

The Original Cakerie, Ltd.

(Canada) Revolver 0.50 1,665 (1)

VRC Companies, LLC Revolver 0.50 858 —

Water Holdings Acquisition LLC Delayed Draw 1.00 8,421 (168)

Water Holdings Acquisition LLC Revolver 0.50 5,263 (105)

Welocalize, Inc.

WIRB - Copernicus Group, Inc.

Revolver 0.50 2,250 (4)

WRE Holding Corp.

Revolver 0.50 852 (10)

WRE Holding Corp.

Delayed Draw 1.00 563 (7)

Total unfunded commitments $ 81,129 $ (1,120)

Loan was on non-accrual status as of December 31, 2019 .

Consolidated Schedule of Investments as of December 31, 2019

7 unchanged sentences

First Lien Debt (98.11% of fair value)

Achilles Acquisition, LLC

Banking, Finance, Insurance & Real Estate

Acrisure, LLC

Banking, Finance, Insurance & Real Estate

Acrisure, LLC

Banking, Finance, Insurance & Real Estate

Advanced Instruments, LLC

Healthcare & Pharmaceuticals

High Tech Industries

Achilles Acquisition, LLC \+# (2) (3) Banking, Finance, Insurance & Real Estate L + 4.00% 5.75% 10/13/2025 $ 17,865 $ 17,776 $ 17,763

Acrisure, LLC +\ (2) (3) Banking, Finance, Insurance & Real Estate L + 3.75% 5.85% 11/22/2023 11,820 11,810 11,805

Acrisure, LLC +\# (2) (3) Banking, Finance, Insurance & Real Estate L + 4.25% 6.35% 11/22/2023 20,674 20,639 20,674

Advanced Instruments, LLC ^+\* (2) (3) (7) Healthcare & Pharmaceuticals L + 5.25% 6.99% 10/31/2022 35,610 35,536 35,466

Alku, LLC +# (2) (3) Business Services L + 5.50% 7.44% 7/29/2026 25,000 24,754 24,624

Alpha Packaging Holdings, Inc.

Containers, Packaging & Glass

AM Conservation Holding Corporation

+*\ (2) (3) Containers, Packaging & Glass L + 4.25% 6.35% 5/12/2020 16,684 16,676 16,601

AmeriLife Group, LLC ^# (2) (3) (7) Banking, Finance, Insurance & Real Estate L + 4.50% 6.20% 6/5/2026 16,627 16,557 16,558

Anchor Packaging, Inc.

^# (2) (3) (7) Containers, Packaging & Glass L + 4.00% 5.70% 7/18/2026 20,462 20,363 20,457

API Technologies Corp.

\+ (2) (3) Aerospace & Defense L + 4.25% 5.95% 5/9/2026 14,925 14,853 14,807

+\ (2) (3) Software L + 4.25% 6.34% 4/23/2026 12,406 12,344 12,385

AQA Acquisition Holding, Inc.

High Tech Industries

^*\ (2) (3) (7) High Tech Industries L + 4.25% 6.16% 5/24/2023 18,954 18,922 18,860

Avalign Technologies, Inc.

Healthcare & Pharmaceuticals

Big Ass Fans, LLC

Capital Equipment

+\ (2) (3) Healthcare & Pharmaceuticals L + 4.50% 6.70% 12/22/2025 14,741 14,610 14,626

Big Ass Fans, LLC +*\ (2) (3) Capital Equipment L + 3.75% 5.85% 5/21/2024 13,909 13,841 13,903

Borchers, Inc.

Chemicals, Plastics & Rubber

Brooks Equipment Company, LLC

Construction & Building

Clearent Newco, LLC

High Tech Industries

DBI Holding, LLC

Transportation:

DBI Holding, LLC

Transportation:

15% (100% PIK)

+*\ (2) (3) (7) Chemicals, Plastics & Rubber L + 4.50% 6.60% 11/1/2024 15,116 15,072 15,085

Brooks Equipment Company, LLC * (2) (3) Construction & Building L + 5.00% 6.91% 8/29/2020 5,144 5,141 5,141

Clarity Telecom LLC.

+ (2) (3) Media:

Broadcasting & Subscription L + 4.50% 6.20% 8/30/2026 14,963 14,915 14,902

Clearent Newco, LLC ^+\ (2) (3) (7) High Tech Industries L + 5.50% 7.44% 3/20/2025 29,738 29,436 29,134

+\ (2) (3) High Tech Industries L + 4.25% 5.95% 4/2/2026 12,438 12,375 12,420

DecoPac, Inc.

Non-durable Consumer Goods

Dent Wizard International Corporation

+*\ (2) (3) (7) Non-durable Consumer Goods L + 4.25% 6.01% 9/29/2024 12,336 12,233 12,292

Dent Wizard International Corporation +\ (2) (3) Automotive L + 4.00% 5.70% 4/7/2020 36,880 36,843 36,717

DTI Holdco, Inc.

High Tech Industries

EIP Merger Sub, LLC (Evolve IP)

Telecommunications

EIP Merger Sub, LLC (Evolve IP)

Telecommunications

Eliassen Group, LLC

Business Services

+*\ (2) (3) High Tech Industries L + 4.75% 6.68% 9/30/2023 18,885 18,771 17,611

Eliassen Group, LLC +\ (2) (3) Business Services L + 4.50% 6.20% 11/5/2024 7,581 7,548 7,579

EIP Merger Sub, LLC (Evolve IP) +^ (2) (3) (7) Telecommunications L + 5.75% 7.45% 6/7/2023 19,661 19,605 19,661

Exactech, Inc.

Healthcare & Pharmaceuticals

Executive Consulting Group, LLC, Inc.

Business Services

Golden West Packaging Group LLC

Containers, Packaging & Glass

+\# (2) (3) Healthcare & Pharmaceuticals L + 3.75% 5.45% 2/14/2025 21,772 21,634 21,751

Excel Fitness Holdings, Inc.

+# (2) (3) Hotel, Gaming & Leisure L + 5.25% 6.95% 10/7/2025 25,000 24,758 24,875

Golden West Packaging Group LLC +*\ (2) (3) Containers, Packaging & Glass L + 5.75% 7.45% 6/20/2023 29,464 29,303 29,072

HMT Holding Inc.

Banking, Finance, Insurance & Real Estate

^+*\ (2) (3) (7) Energy:

Oil & Gas L + 5.00% 6.74% 11/17/2023 33,157 32,678 32,972

Jensen Hughes, Inc.

Kestra Financial, Inc.

Banking, Finance, Insurance & Real Estate

Aerospace & Defense

Maravai Intermediate Holdings, LLC

Healthcare & Pharmaceuticals

\+^* (2) (3) (7) Utilities:

Electric L + 4.50% 6.24% 3/22/2024 33,909 33,757 33,550

KAMC Holdings, Inc.

+# (2) (3) Energy:

Electricity L + 4.00% 5.91% 8/14/2026 13,965 13,899 13,881

^+\ (2) (3) (7) Aerospace & Defense L + 4.75% 6.46% 6/6/2025 28,471 28,242 28,286

Maravai Intermediate Holdings, LLC +\# (2) (3) Healthcare & Pharmaceuticals L + 4.25% 6.00% 8/2/2025 29,625 29,378 29,400

Marco Technologies, LLC ^+\ (2) (3) (7) Media:

Advertising, Printing & Publishing L + 4.25% 6.16% 10/30/2023 7,463 7,410 7,463

Consolidated Schedule of Investments as of December 31, 2019

1 unchanged sentence

Reference Rate & Spread (2)

Interest Rate (2)

Maturity Date

2 unchanged sentences

Fair Value (5)

First Lien Debt (99.91% of fair value)

Mold-Rite Plastics, LLC

Chemicals, Plastics & Rubber

Construction & Building

Mold-Rite Plastics, LLC +\ (2) (3) Chemicals, Plastics & Rubber L + 4.25% 5.95% 12/14/2021 $ 14,557 $ 14,519 $ 14,524

^+*\ (2) (3) (7) Construction & Building L + 4.25% 5.95% 12/31/2024 38,251 38,138 38,166

Newport Group Holdings II, Inc.

Banking, Finance, Insurance & Real Estate

North American Dental Management, LLC

Healthcare & Pharmaceuticals

North Haven CA Holdings, Inc.

Business Services

Odyssey Logistics & Technology Corporation

\+# (2) (3) Banking, Finance, Insurance & Real Estate L + 3.75% 5.65% 9/13/2025 23,715 23,487 23,663

Odyssey Logistics & Technology Corp.

+*\# (2) (3) Transportation:

Output Services Group

Advertising, Printing & Publishing

Cargo L + 4.00% 5.70% 10/12/2024 39,013 38,859 38,763

Output Services Group ^+\ (2) (3) (7) Media:

Advertising, Printing & Publishing L + 4.50% 6.20% 3/27/2024 19,621 19,570 19,469

PAI Holdco, Inc.

+*\ (2) (3) Automotive L + 4.25% 6.35% 1/5/2025 19,532 19,458 19,532

Park Place Technologies, Inc.

High Tech Industries

+\# (2) (3) High Tech Industries L + 4.00% 5.70% 3/28/2025 22,566 22,489 22,566

Pasternack Enterprises, Inc.

Capital Equipment

+\ (2) (3) Capital Equipment L + 4.00% 5.70% 7/2/2025 22,755 22,742 22,653

Pathway Vet Alliance LLC +\ (2) (3) (7) Consumer Services L + 4.50% 6.21% 12/20/2024 19,085 18,708 19,217

Pharmalogic Holdings Corp.

Healthcare & Pharmaceuticals

Ping Identity Corporation

High Tech Industries

Premier Senior Marketing, LLC

Banking, Finance, Insurance & Real Estate

+\ (2) (3) Healthcare & Pharmaceuticals L + 4.00% 5.70% 6/11/2023 11,320 11,296 11,302

Premise Health Holding Corp.

Healthcare & Pharmaceuticals

Propel Insurance Agency, LLC

Banking, Finance, Insurance & Real Estate

PSI Services, LLC

Business Services

Q Holding Company

QW Holding Corporation (Quala)

Environmental Industries

^+\# (2) (3) (7) Healthcare & Pharmaceuticals L + 3.50% 5.60% 7/10/2025 13,723 13,665 13,501

Propel Insurance Agency, LLC ^+\ (2) (3) (7) Banking, Finance, Insurance & Real Estate L + 4.25% 6.35% 6/1/2024 22,532 22,056 22,395

Q Holding Company +*\# (2) (3) Automotive L + 5.00% 6.70% 12/31/2023 21,955 21,777 21,922

QW Holding Corporation (Quala) ^+* (2) (3) (7) Environmental Industries L + 5.75% 7.73% 8/31/2022 11,630 11,449 11,531

Radiology Partners, Inc.

+\# (2) (3) Healthcare & Pharmaceuticals L + 4.75% 6.66% 7/9/2025 28,719 28,590 28,768

RevSpring Inc.

Advertising, Printing & Publishing

Situs Group Holdings Corporation

Banking, Finance, Insurance & Real Estate

Surgical Information Systems, LLC

High Tech Industries

+*\# (2) (3) Media:

Advertising, Printing & Publishing L + 4.00% 5.95% 10/11/2025 24,750 24,631 24,608

Situs Group Holdings Corporation \+^ (2) (3) (7) Banking, Finance, Insurance & Real Estate L + 4.75% 6.45% 6/28/2025 13,715 13,621 13,697

Systems Maintenance Services Holding, Inc.

High Tech Industries

T2 Systems Canada, Inc.

Transportation:

+* (2) (3) High Tech Industries L + 5.00% 6.70% 10/30/2023 23,765 23,672 18,180

Surgical Information Systems, LLC +*\ (2) (3) (6) High Tech Industries L + 4.75% 7.47% 4/24/2023 26,168 26,005 25,715

T2 Systems, Inc.

^+* (2) (3) (7) Transportation:

The Original Cakerie, Co.

Beverage, Food & Tobacco

Consumer L + 6.75% 8.85% 9/28/2022 18,045 17,789 18,045

The Original Cakerie, Ltd.

Beverage, Food & Tobacco

(Canada) +* (2) (3) (7) Beverage, Food & Tobacco L + 5.00% 6.84% 7/20/2022 8,928 8,897 8,887

The Original Cakerie, Ltd.

(Canada) ^* (2) (3) (7) Beverage, Food & Tobacco L + 4.50% 6.34% 7/20/2022 6,826 6,801 6,790

ThoughtWorks, Inc.

Business Services

Acute Care Solutions, LLC

Healthcare & Pharmaceuticals

+*\ (2) (3) Business Services L + 4.00% 5.70% 10/11/2024 11,824 11,794 11,824

Acute Care Solutions, LLC +\* (2) (3) Healthcare & Pharmaceuticals L + 5.00% 6.91% 5/15/2021 31,431 31,331 29,869

TelePacific Holdings Corp.

Telecommunications

Upstream Intermediate, LLC

Healthcare & Pharmaceuticals

+*\ (2) (3) Telecommunications L + 5.00% 7.10% 5/2/2023 26,660 26,499 25,430

Valet Waste Holdings, Inc.

+\ (2) (3) Construction & Building L + 3.75% 5.70% 9/28/2025 11,850 11,825 11,688

Welocalize, Inc.

+^ (2) (3) (7) Business Services L + 4.50% 6.21% 12/23/2023 23,038 22,788 22,787

WIRB - Copernicus Group, Inc.

+*\ (2) (3) (7) Healthcare & Pharmaceuticals L + 4.25% 5.95% 8/15/2022 20,888 20,822 20,887

WRE Holding Corp.

^+* (2) (3) (7) Environmental Industries L + 5.00% 6.91% 1/3/2023 7,431 7,372 7,304

+*\ (2) (3) (7) High Tech Industries L + 5.00% 6.93% 11/17/2022 19,228 19,107 19,211

First Lien Debt Total $ 1,231,436 $ 1,223,215

Consolidated Schedule of Investments as of December 31, 2019

1 unchanged sentence

Reference Rate & Spread (2)

Interest Rate (2)

Maturity Date

2 unchanged sentences

Fair Value (5)

First Lien Debt (99.91% of fair value)

Valet Waste Holdings, Inc.

Construction & Building

Valicor Environmental Services, LLC

Environmental Industries

WIRB - Copernicus Group, Inc.

Healthcare & Pharmaceuticals

WRE Holding Corp.

Environmental Industries

High Tech Industries

First Lien Debt Total

Second Lien Debt (1.75% of fair value)

High Tech Industries

DBI Holding, LLC ^* (2) (3) (8) Transportation:

Cargo 8.00% PIK 8.00% 2/1/2026 $ 21,150 $ 20,697 $ 21,150

* (2) (3) High Tech Industries L + 9.00% 10.94% 11/17/2023 666 660 664

Second Lien Debt Total $ 21,357 $ 21,814

Equity Investments (0.15% of fair value)

DBI Holding, LLC ^ Transportation:

Cargo $ 16,957 $ 5,364 $ 1,810

Equity Investments Total $ 5,364 $ 1,810

Total Investments

$ 1,258,157 $ 1,246,839

^ Denotes that all or a portion of the assets are owned by Credit Fund.

Credit Fund has entered into the Credit Fund Facility.

Accordingly, such assets are not available to creditors of Credit Fund Sub, the 2017-1 Issuer or the Credit Fund Warehouse.

Credit Fund has entered into a revolving credit facility (the "Credit Fund Facility").

Accordingly, such assets are not available to creditors of Credit Fund Sub, the 2017-1 Issuer, the 2019-2 Issuer or Credit Fund Warehouse II.

+ Denotes that all or a portion of the assets are owned by Credit Fund Sub.

Credit Fund Sub has entered into the “Credit Fund Sub Facility.

Credit Fund Sub has entered into a revolving credit facility (the “Credit Fund Sub Facility”).

The lenders of the Credit Fund Sub Facility have a first lien security interest in substantially all of the assets of Credit Fund Sub.

Accordingly, such assets are not available to creditors of Credit Fund, the 2017-1 Issuer or the Credit Fund Warehouse.

Accordingly, such assets are not available to creditors of Credit Fund, the 2017-1 Issuer, the 2019-2 Issuer or Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub or the Credit Fund Warehouse.

\ Denotes that all or a portion of the assets are owned by the Credit Fund Warehouse.

Credit Fund Warehouse has entered into the Credit Fund Warehouse Facility.

The lenders of the Credit Fund Warehouse Facility have a first lien security interest in substantially all of the assets of the Credit Fund Warehouse.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub or the 2017-1 Issuer.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, the 2019-2 Issuer or Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, the 2017-1 Issuer or Credit Fund Warehouse II.

# Denotes that all or a portion of the assets are owned by the Credit Fund Warehouse II.

Credit Fund Warehouse II has entered into a revolving credit facility (the "Credit Fund Warehouse II").

The lenders of the Credit Fund Warehouse II Facility have a first lien security interest in substantially all of the assets of the Credit Fund Warehouse II.

Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, 2017-1 Issuer or 2019-2 Issuer.

(1) Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States.

1 unchanged sentence

Certain portfolio company investments are subject to contractual restrictions on sales.

Variable rate loans to the portfolio companies bear interest at a rate that may be determined by reference to either LIBOR or an alternate base rate (commonly based on the Federal Funds Rate or the U.S.

(2) Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR or an alternate base rate (commonly based on the Federal Funds Rate or the U.S.

Prime Rate), which generally resets quarterly.

For each such loan, Credit Fund has provided the interest rate in effect as of December 31, 2018 .

As of December 31, 2018 , all of Credit Fund’s LIBOR loans were indexed to the 30-day LIBOR at 2.50% , the 90-day LIBOR at 2.81% and the 180-day LIBOR at 2.88% .

For each such loan, Credit Fund has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2019.

As of December 31, 20191, the reference rates for Credit Fund's variable rate loans were the 30-day LIBOR at 1.75%, the 90-day LIBOR at 1.91% and the 180-day LIBOR at 1.91%.

(3) Loan includes interest rate floor feature, which is generally 1.00%.

Credit Fund receives less than the stated interest rate of this loan as a result of an agreement among lenders.

The interest rate reduction is 1.20% on EIP Merger Sub, LLC (Evolve IP).

Pursuant to the agreement among lenders in respect of this loan, this investment represents a first lien/first out loan, which has first priority ahead of the first lien/last out loan with respect to principal, interest and other payments.

Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund, pursuant to Credit Fund’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3 , Fair Value Measurements.

(6) In addition to the interest earned based on the stated interest rate of this loan, which is the amount reflected in this schedule, Credit Fund is entitled to receive additional interest as a result of an agreement among lenders as follows:

EIP Merger Sub, LLC (Evolve IP) ( 3.75% ) and Surgical Information Systems, LLC ( 0.89% ).

(8) As of December 31, 2018 , Credit Fund had the following unfunded commitments to fund delayed draw and revolving senior secured loans:

First Lien Debt – unfunded delayed draw and revolving term loans commitments

Par/ Principal Amount

Advanced Instruments, LLC

Surgical Information Systems, LLC (0.89%).

(7) As of December 31, 2019, Credit Fund and Credit Fund Sub had the following unfunded commitments to fund delayed draw and revolving senior secured loans:

First Lien Debt – unfunded delayed draw and revolving term loans commitments Type Unused Fee Par/ Principal Amount Fair Value

Advanced Instruments, LLC Revolver 0.50 % $ 563 $ (2)

AmeriLife Group, LLC Delayed Draw 1.00 298 (1)

Anchor Packaging, Inc.

Delayed Draw 1.00 4,487 (1)

AQA Acquisition Holding, Inc.

Revolver 0.50 2,459 (11)

Borchers, Inc.

Clearent Newco, LLC

Revolver 0.50 1,935 (3)

Clearent Newco, LLC Delayed Draw 1.00 6,636 (110)

DecoPac, Inc.

Executive Consulting Group, LLC, Inc.

Revolver 0.50 2,143 (7)

EIP Merger Sub, LLC (Evolve IP) Revolver 0.50 1,680 —

EIP Merger Sub, LLC (Evolve IP) Delayed Draw 1.00 2,240 —

HMT Holding Inc.

Revolver 0.50 6,173 (29)

Jensen Hughes, Inc.

Revolver 0.50 1,136 (11)

Jensen Hughes, Inc.

North American Dental Management, LLC

North Haven CA Holdings, Inc.

(CoAdvantage)

Output Services Group

Pharmalogic Holdings Corp.

Delayed Draw 1.00 2,365 (23)

Revolver 0.50 2,188 (13)

Marco Technologies, LLC Delayed Draw 1.00 7,500 —

Delayed Draw 1.00 1,913 (4)

Output Services Group Delayed Draw 4.25 116 (1)

Pathway Vet Alliance LLC Delayed Draw 1.00 19,867 68

Premise Health Holding Corp.

Propel Insurance Agency, LLC

PSI Services LLC

QW Holding Corporation (Quala)

Delayed Draw 1.00 1,103 (17)

Propel Insurance Agency, LLC Revolver 0.50 2,381 (10)

Propel Insurance Agency, LLC Delayed Draw 0.50 7,143 (31)

QW Holding Corporation (Quala) Revolver 0.50 5,498 (31)

QW Holding Corporation (Quala) Delayed Draw 1.00 217 (1)

Situs Group Holdings Corporation Delayed Draw 1.00 1,216 (1)

T2 Systems, Inc.

Revolver 0.50 1,369 —

The Original Cakerie, Ltd.

Upstream Intermediate, LLC

Valicor Environmental Services, LLC

(Canada) Revolver 0.50 1,199 (5)

Welocalize, Inc.

Revolver 0.50 2,057 (21)

WIRB - Copernicus Group, Inc.

Revolver 0.50 1,000 —

WIRB - Copernicus Group, Inc.

Delayed Draw 1.00 2,592 —

WRE Holding Corp.

Revolver 0.50 441 (6)

WRE Holding Corp.

Delayed Draw 1.00 1,981 (25)

Revolver 0.50 998 (1)

Total unfunded commitments $ 92,894 $ (297)

3 unchanged sentences

In addition, until May 15, 2019, the 2019-2 Issuer (formerly known as the Credit Fund Warehouse) was party to the Credit Fund Warehouse Facility.

As of December 31, 2019 , Credit Fund, Credit Fund Sub, and Credit Fund Warehouse II were in compliance with all covenants and other requirements of their respective credit facility agreements.

As of December 31, 2018, Credit Fund, Credit Fund Sub and the 2019-2 Issuer were in compliance with all covenants and other requirements of their respective credit facility agreements.

Below is a summary of the borrowings and repayments under the credit facilities for the respective periods.

Credit Fund Sub

Credit Fund Warehouse Facility

Credit Fund Warehouse II Facility

As of December 31, 2020 and 2019, Credit Fund, Credit Fund Sub, and Credit Fund Warehouse II were in compliance with all covenants and other requirements of their respective credit facility agreements.

Facility Credit Fund Sub

Facility Credit Fund Warehouse Facility Credit Fund Warehouse II Facility

Outstanding balance as of December 31, 2018 $ 112,000 $ 471,134 $ 101,044 $ —

Borrowings 126,200 223,870 34,544 97,571

Repayments (145,200) (351,498) (135,588) —

Outstanding balance as of December 31, 2019 93,000 343,506 — 97,571

Borrowings 63,500 269,313 — 54,373

Repayments (156,500) (191,960) — (58,542)

Outstanding balance as of December 31, 2020 $ — $ 420,859 $ — $ 93,402

Credit Fund Facility.

On June 24, 2016, Credit Fund entered into the Credit Fund Facility with the Company, which was subsequently amended on June 5, 2017, October 2, 2017, November 3, 2017, June 22, 2018, June 29, 2018 and February 21, 2019, pursuant to which Credit Fund may from time to time request mezzanine loans from the Company.

On June 24, 2016, Credit Fund entered into the Credit Fund Facility with the Company, which was subsequently amended on June 5, 2017, October 2, 2017, November 3, 2017, June 22, 2018, June 29, 2018, February 21, 2019, March 20, 2020 and February 22, 2021, pursuant to which Credit Fund may from time to time request mezzanine loans from the Company.

The maximum principal amount of the Credit Fund Facility is $175,000.

The maturity date of the Credit Fund Facility is March 22, 2020.

The maturity date of the Credit Fund Facility is March 21, 2021 (May 21, 2022 following the February 22, 2021 amendment).

Amounts borrowed under the Credit Fund Facility bear interest at a rate of LIBOR plus 9.00%.

Credit Fund Sub Facility.

On June 24, 2016, Credit Fund Sub closed on the Credit Fund Sub Facility with lenders, which was subsequently amended on May 31, 2017, October 27, 2017, August 24, 2018 and December 12, 2019.

On June 24, 2016, Credit Fund Sub closed on the Credit Fund Sub Facility with lenders, which was subsequently amended on May 31, 2017, October 27, 2017, August 24, 2018, December 12, 2019, and March 11, 2020.

The Credit Fund Sub Facility provides for secured borrowings during the applicable revolving period up to an amount equal to $640,000.

14 unchanged sentences

The maturity date of the Credit Fund Warehouse II Facility is August 16, 2022.

Amounts borrowed under the Credit Fund Warehouse II Facility bear interest at a rate of LIBOR plus 1.05% for the first 12 months, LIBOR plus 1.15% for the next 12 months and LIBOR plus 1.50% in the final 12 months.

Amounts borrowed under the Credit Fund Warehouse II Facility during the first 12 months bore interest at a rate of LIBOR + 1.05%, and amounts borrowed in the final 12 months will bear interest at LIBOR plus 1.50%.

On December 19, 2017, Credit Fund completed the 2017-1 Debt Securitization.

10 unchanged sentences

The 2017-1 Issuer Preferred Interests do not bear interest and had a nominal value of $47,900 at closing.

As of December 31, 2019 and 2018 , the 2017-1 Issuer was in compliance with all covenants and other requirements of the indenture.

The 2017-1 Notes were fully redeemed during the year ended December 31, 2020.

As of December 31, 2019, the 2017-1 Issuer was in compliance with all covenants and other requirements of the indenture.

On May 21, 2019, Credit Fund completed the 2019-2 Debt Securitization.

9 unchanged sentences

The 2019-2 Issuer Preferred Interests do not bear interest and had a nominal value of $48,300 at closing.

As of December 31, 2019 , the 2019-2 Issuer was in compliance with all covenants and other requirements of the indenture.

The Company and the SPV are party to credit facilities as described below.

As of December 31, 2020 and 2019, the 2019-2 Issuer was in compliance with all covenants and other requirements of the indenture.

MIDDLE MARKET CREDIT FUND II, LLC

On November 3, 2020, the Company and CCLF entered into a limited liability company agreement to co-manage Credit Fund II, a Delaware limited liability company that is not consolidated in the Company's consolidated financial statements.

Credit Fund II primarily invests in senior secured loans of middle market companies.

Credit Fund II is managed by a four-member board, on which the Company and CCLF have equal representation.

Establishing a quorum for Credit Fund II's board requires at least one of the Company's representatives and one of CCLF's representatives.

The Company and CCLF have 84.13% and 15.87% economic ownership of Credit Fund II, respectively.

By virtue of its membership interest, each of the Company and CCLF indirectly bears an allocable share of all expenses and other obligations of Credit Fund II.

Credit Fund II's initial portfolio consists of 45 senior secured loans of middle market companies with an aggregate principal balance of approximately $250 million.

Credit Fund II's initial portfolio was funded on November 3, 2020 with existing senior secured debt investments contributed by the Company and as part of the transaction, the Company determined that the contribution met the requirements under ASC 860, Transfers and Servicing .

Credit Fund II is expected to make only limited new investments in senior secured loans of middle market companies.

Portfolio and investment decisions with respect to Credit Fund II must be unanimously approved by a quorum of Credit Fund II’s board members consisting of at least one of the Company's representatives and one of CCLF's representatives.

Therefore, although the Company owns more than 25% of the voting securities of Credit Fund II, the Company does not believe that it has control over Credit Fund (other than for purposes of the Investment Company Act).

Middle Market Credit Fund II SPV, LLC (“Credit Fund II Sub”), a Delaware limited liability company, was formed on September 4, 2020.

Credit Fund II Sub is a wholly owned subsidiary of Credit Fund II and is consolidated in Credit Fund II’s consolidated financial statements commencing from the date of its formation.

Credit Fund II Sub primarily holds investments in first lien loans of middle market companies, which are pledged as security for the Credit Fund II Senior Notes (see below).

Credit Fund II, the Company and CCLF entered into an administration agreement with Carlyle Global Credit Administration L.L.C., the administrative agent of Credit Fund II (in such capacity, the “Credit Fund II Administrative Agent”), pursuant to which the Credit Fund II Administrative Agent is delegated certain administrative and non-discretionary functions, is authorized to enter into sub-administration agreements at the expense of Credit Fund II with the approval of the board of managers of Credit Fund II, and is reimbursed by Credit Fund II for its costs and expenses and Credit Fund II’s allocable portion of overhead incurred by the Credit Fund II Administrative Agent in performing its obligations thereunder.

Credit Fund II Senior Notes

On November 3, 2020, Credit Fund II Sub closed on the Credit Fund II Senior Notes (the “Credit Fund II Senior Notes”) with lenders.

The Credit Fund II Senior Notes provides for secured borrowings totaling $157,500 with two tranches, A-1 and A-2 outstanding.

The facility is secured by a first lien security interest in substantially all of the portfolio investments held by Credit Fund II Sub.

The maturity date of the Credit Fund II Senior Notes Sub Facility is November 3, 2030.

Amounts issued for the Class A-1 notes totaled $147,500 and bear interest at a rate of LIBOR plus 2.70%, and amounts issued for the Class A-2 notes totaled $10,000 and bear interest at LIBOR plus 3.20%.

The A-1 Notes were rated AAA, and the A-2 Notes were rated AA by DBRS Morningstar.

The terms of the Credit Fund II Senior Notes provide that as loans pay down, up to $50,000 is available from principal proceeds for reinvestment, and then the investment principal proceeds are used to directly pay down the principal balance on the Credit Fund II Senior Notes.

As of December 31, 2020, Credit Fund II Sub was in compliance with all covenants and other requirements of its respective credit agreements.

Selected Financial Data

Since inception of Credit Fund II and through December 31, 2020, the Company and CCLF each made capital contributions of $78,096 and $12,709 in members’ equity, respectively, to Credit Fund II.

Below is certain summarized consolidated information for Credit Fund II as of December 31, 2020.

As of December 31,

Investments, at fair value (amortized cost of $245,312) $ 246,421

Cash and cash equivalents 1,385

Other assets 3,436

Total assets $ 251,242

LIABILITIES AND MEMBERS’ EQUITY

Notes payable, net of unamortized debt issuance costs of $875 $ 156,625

Other liabilities 2,675

Total liabilities 159,300

Members’ equity

Members’ contributions 90,805

Members’ distributions (1,718)

Accumulated income from operations 2,855

Total members' equity (1)

Total liabilities and members’ equity $ 251,242

(1) As of December 31, 2020, the fair value of Company's ownership interest in the members' equity was $77,395.

For the Year Ended December 31,

Total investment income $ 3,005

Interest and credit facility expenses 766

Other expenses 498

Total expenses 1,264

Net investment income (loss) 1,741

Net change in unrealized appreciation (depreciation) on investments 1,114

Net increase (decrease) resulting from operations $ 2,855

Below is a summary of Credit Fund II’s portfolio, followed by a listing of the loans in Credit Fund II’s portfolio as of December 31, 2020:

As of December 31,

Senior secured loans (1)

Weighted average yields of senior secured loans based on amortized cost (2)

Weighted average yields of senior secured loans based on fair value (2)

Number of portfolio companies in Credit Fund II 44

Average amount per portfolio company (1)

Percentage of portfolio at floating interest rates (3) (4)

Percentage of portfolio at fixed interest rates (4)

Fair value of loans with PIK provisions $ 8,856

Percentage of portfolio with PIK provisions (4)

(1) At par/principal amount.

(2) Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of December 31, 2020.

Weighted average yield on debt and income producing securities at fair value is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of OID and market discount earned on accruing debt included in such securities, divided by (b) total first lien and second lien debt at fair value included in such securities.

Weighted average yield on debt and income producing securities at amortized cost is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of OID and market discount earned on accruing debt included in such securities, divided by (b) total first lien and second lien debt at amortized cost included in such securities.

Actual yields earned over the life of each investment could differ materially from the yields presented above.

(3) Floating rate debt investments are generally subject to interest rate floors.

(4) Percentages based on fair value.

Consolidated Schedule of Investments as of December 31, 2020

Investments (1)

Reference Rate & Spread (2)

Interest Rate (2)

Maturity Date

Par/ Principal Amount

Amortized Cost (4)

Fair Value (5)

First Lien Debt (90.10%) of fair value)

^ (2)(3) Containers, Packaging & Glass L + 5.25% 6.25% 12/19/2025 $ 1,500 $ 1,481 $ 1,501

Alpine SG, LLC ^ (2)(3) High Tech Industries L + 5.75% 6.75% 11/16/2022 4,411 4,390 4,378

American Physician Partners, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 6.75% 7.75% 12/21/2021 8,725 8,679 8,265

AMS Group HoldCo, LLC ^ (2)(3) Transportation:

Cargo L + 6.50% 7.50% 9/29/2023 8,182 8,096 8,079

^ (2)(3) Software L + 7.25% 8.25% 1/10/2025 5,357 5,278 5,437

Aurora Lux FinCo S.Á.R.L.

(Luxembourg) ^ (2)(3) Software L + 5.75% 6.75% 12/24/2026 4,400 4,303 4,018

Avenu Holdings, LLC ^ (2)(3) Sovereign & Public Finance L + 5.25% 6.25% 9/28/2024 997 987 997

BMS Holdings III Corp.

^ (2)(3) Construction & Building L + 5.25% 6.25% 9/30/2026 3,308 3,239 3,270

Captive Resources Midco, LLC ^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.75% 6.75% 5/31/2025 8,406 8,297 8,463

Chartis Holding, LLC ^ (2)(3) Business Services L + 5.50% 6.50% 5/1/2025 1,496 1,474 1,497

Comar Holding Company, LLC ^ (2)(3) Containers, Packaging & Glass L + 5.50% 6.50% 6/18/2024 8,799 8,692 8,832

Cority Software Inc.

(Canada) ^ (2)(3) Software L + 5.25% 6.25% 7/2/2026 8,800 8,655 8,862

Ensono, LP ^ (2)(3) Telecommunications L + 5.25% 5.40% 6/27/2025 6,292 6,246 6,245

Ethos Veterinary Health LLC ^ (2)(3) Consumer Services L + 4.75% 4.90% 5/15/2026 8,182 8,117 8,070

EvolveIP, LLC ^ (2)(3) Telecommunications L + 5.75% 6.75% 6/7/2023 8,799 8,784 8,790

Innovative Business Services, LLC ^ (2)(3) High Tech Industries L + 5.50% 6.50% 4/5/2023 2,200 2,162 2,159

K2 Insurance Services, LLC ^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 7/1/2024 6,927 6,827 6,928

^ (2)(3) High Tech Industries L + 4.00%, 3.00% PIK 8.00% 5/2/2025 8,822 8,688 8,856

Mailgun Technologies, Inc.

^ (2)(3) High Tech Industries L + 5.00% 6.00% 3/26/2025 8,478 8,347 8,330

National Technical Systems, Inc.

^ (2)(3) Aerospace & Defense L + 5.50% 6.50% 6/12/2023 8,800 8,778 8,733

NMI AcquisitionCo, Inc.

^ (2)(3) High Tech Industries L + 5.00% 6.00% 9/6/2022 8,799 8,732 8,711

Paramit Corporation ^ (2)(3) Capital Equipment L + 4.50% 5.50% 5/3/2025 1,000 992 980

PPC Flexible Packaging, LLC ^ (2)(3) Containers, Packaging & Glass L + 6.00% 7.00% 11/23/2024 4,400 4,358 4,386

Redwood Services Group, LLC ^ (2)(3) High Tech Industries L + 6.00% 7.00% 6/6/2023 3,300 3,279 3,291

Reladyne, Inc.

^ (2)(3) Wholesale L + 5.00% 6.00% 7/22/2022 6,484 6,431 6,514

Riveron Acquisition Holdings, Inc.

^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.75% 6.75% 5/22/2025 8,257 8,131 8,312

RSC Acquisition, Inc.

^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.50% 6.50% 11/1/2026 8,487 8,341 8,572

Smile Doctors, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 6.00% 7.00% 10/6/2022 6,509 6,507 6,379

Sovos Brands Intermediate, Inc.

^ (2)(3) Beverage, Food & Tobacco L + 4.75% 4.96% 11/20/2025 2,200 2,182 2,181

Superior Health Linens, LLC ^ (2)(3) Business Services L + 6.50% 7.50% 9/30/2021 7,199 7,178 7,162

T2 Systems, Inc.

^ (2)(3) Transportation:

Consumer L + 6.75% 7.75% 9/28/2022 8,799 8,713 8,799

TCFI Aevex LLC ^ (2)(3) Aerospace & Defense L + 6.00% 7.00% 3/18/2026 1,718 1,688 1,712

TSB Purchaser, Inc.

^ (2)(3) Media:

Advertising, Printing & Publishing L + 6.00% 7.00% 5/14/2024 8,799 8,663 8,729

Turbo Buyer, Inc.

^ (2)(3) Automotive L + 5.25% 6.25% 12/2/2025 8,174 8,001 8,249

Consolidated Schedule of Investments as of December 31, 2020

Investments (1)

Reference Rate & Spread (2)

Interest Rate (2)

Maturity Date

Par/ Principal Amount

Amortized Cost (4)

Fair Value (5)

US INFRA SVCS Buyer, LLC ^ (2)(3) Environmental Industries L + 6.00% 7.00% 4/13/2026 $ 3,300 $ 3,240 $ 3,292

VRC Companies, LLC ^ (2)(3) Business Services L + 6.50% 7.50% 3/31/2023 4,311 4,271 4,311

Zemax Software Holdings, LLC ^ (2)(3) Software L + 5.75% 6.75% 6/25/2024 4,400 4,363 4,294

Zenith Merger Sub, Inc.

^ (2)(3) Business Services L + 5.25% 6.25% 12/13/2023 4,399 4,370 4,367

First Lien Debt Total

$ 220,960 $ 221,951

Second Lien Debt (9.90%) of fair value

AI Convoy S.A.R.L (United Kingdom) ^ (2)(3) Aerospace & Defense L + 8.25% 9.25% 1/17/2028 $ 5,514 $ 5,401 $ 5,676

AQA Acquisition Holding, Inc.

^ (2)(3) High Tech Industries L + 8.00% 9.00% 5/24/2024 1,000 993 1,000

Quartz Holding Company ^ (2)(3) Software L + 8.00% 8.15% 4/2/2027 4,852 4,771 4,815

Tank Holding Corp.

^ (2)(3) Capital Equipment L + 8.25% 8.40% 3/26/2027 5,514 5,436 5,394

Ultimate Baked Goods MIDCO, LLC ^ (2)(3) Beverage, Food & Tobacco L + 8.00% 9.00% 8/9/2026 5,514 5,428 5,257

World 50, Inc.

(6) Business Services 11.50% 11.50% 1/9/2027 2,365 2,323 2,328

Second Lien Debt Total

$ 24,352 $ 24,470

Total Investments

$ 245,312 $ 246,421

^ Denotes that all or a portion of the assets are owned by Credit Fund II Sub.

Credit Fund II Sub has entered into the Credit Fund II Sub Notes.

The lenders of the Credit Fund II Sub Notes have a first lien security interest in substantially all of the assets of Credit Fund II Sub.

Accordingly, such assets are not available to creditors of Credit Fund II.

(1) Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States.

As of December 31, 2020, the geographical composition of investments as a percentage of fair value was 3.6% in Canada, 1.6% in Luxembourg, 2.3% in the United Kingdom and 92.5% in the United States.

Certain portfolio company investments are subject to contractual restrictions on sales.

Prime Rate), which generally resets quarterly.

For each such loan, Credit Fund II has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2020.

As of December 31, 2020, the reference rates for Credit Fund II's variable rate loans were the 30-day LIBOR at 0.15%, the 90-day LIBOR at 0.25% and the 180-day LIBOR at 0.26%.

(3) Loan includes interest rate floor feature, which is generally 1.00%.

(5) Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund II, pursuant to Credit Fund II’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3, Fair Value Measurements, to these consolidated financial statements.

(6) The Company has determined the indicated investments are non-qualifying assets under Section 55(a) of the Investment Company Act.

(7) Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company .

As of December 31, 2020, the Company is party to the Credit Facility as described below.

Through December 11, 2020, the SPV was party to the SPV Credit Facility as described below.

In accordance with the Investment Company Act, the Company is currently only allowed to borrow amounts such that its asset coverage, as defined in the Investment Company Act, is at least 150% after such borrowing.

As of December 31, 2019 and 2018 , asset coverage was 181.01% and 210.31% , respectively, and the Company and the SPV were in compliance with all covenants and other requirements of their respective credit facility agreements.

As of December 31, 2020, asset coverage was 182.09% and the Company was in compliance with all covenants and other requirements of the Credit Facility.

As of December 31, 2019, asset coverage was 181.01%, and the Company and the SPV were in compliance with all covenants and other requirements of their respective credit facility agreements.

Below is a summary of the borrowings and repayments under the credit facilities for the years ended December 31, 2020, 2019 and 2018, and the outstanding balances under the credit facilities for the respective periods.

For the Year Ended and as of December 31,

2020 2019 2018

Outstanding borrowing, beginning of period $ 616,543 $ 514,635 $ 562,893

Borrowings 452,833 755,179 812,650

Repayments (725,469) (655,209) (860,908)

Foreign currency translation 4,042 1,938 —

1 unchanged sentence

SPV Credit Facility

The SPV closed on the SPV Credit Facility on May 24, 2013, which was subsequently amended on June 30, 2014, June 19, 2015, June 9, 2016, May 26, 2017 and August 9, 2018.

The SPV Credit Facility provides for secured borrowings during the applicable revolving period up to an amount equal to the lesser of $275,000 (the borrowing base as calculated pursuant to the terms of the SPV Credit Facility) and the amount of net cash proceeds and unpledged capital commitments the Company has received, with an accordion feature that can, subject to certain conditions, increase the aggregate maximum credit commitment up to an amount not to exceed $750,000, subject to restrictions imposed on borrowings under the Investment

Company Act and certain restrictions and conditions set forth in the SPV Credit Facility, including adequate collateral to support such borrowings.

On May 24, 2013, the SPV closed on the SPV Credit Facility, which was subsequently amended on June 30, 2014, June 19, 2015, June 9, 2016, May 26, 2017 and August 9, 2018.

On December 11, 2020, the SPV repaid all outstanding amounts under the SPV Credit Facility and the facility was terminated.

When the facility terminated, there was one-time acceleration of amortization of deferred financing costs in the amount of $971.

The SPV Credit Facility provided for secured borrowings during the applicable revolving period up to $275,000, subject to restrictions imposed on borrowings under the Investment Company Act and certain restrictions and conditions set forth in the SPV Credit Facility, including adequate collateral to support such borrowings.

On December 31, 2019, the Company irrevocably reduced its commitments under the SPV Credit Facility to $275,000.

The SPV Credit Facility has a revolving period through May 21, 2021 and a maturity date of May 23, 2023.

Borrowings under the SPV Credit Facility bear interest initially at the applicable commercial paper rate (if the lender is a conduit lender) or LIBOR (or, if applicable, a rate based on the prime rate or federal funds rate) plus 2.00% per year through May 21, 2021, with pre-determined future interest rate increases of 0.875%-1.75% following the end of the revolving period.

The SPV is also required to pay an undrawn commitment fee of between 0.50% and 0.75% per year depending on the drawings under the SPV Credit Facility.

Payments under the SPV Credit Facility are made quarterly.

The lenders have a first lien security interest on substantially all of the assets of the SPV.

As part of the SPV Credit Facility, the SPV is subject to limitations as to how borrowed funds may be used and the types of loans that are eligible to be acquired by the SPV including, but not limited to, restrictions on sector and geographic concentrations, loan size, payment frequency, tenor and minimum investment ratings (or estimated ratings).

In addition, borrowed funds are intended to be used primarily to purchase first lien loan assets, and the SPV is limited in its ability to purchase certain other assets (including, but not limited to, second lien loans, covenant-lite loans, revolving and delayed draw loans and discount loans) and other assets are not permitted to be purchased (including, but not limited to paid-in-kind loans).

The SPV Credit Facility has certain requirements relating to asset coverage, interest coverage, collateral quality and portfolio performance, including limitations on delinquencies and charge offs, certain violations of which could result in the immediate acceleration of the amounts due under the SPV Credit Facility.

The SPV Credit Facility is also subject to a borrowing base that applies different advance rates to assets held by the SPV based generally on the fair market value of such assets.

Under certain circumstances as set forth in the SPV Credit Facility, the Company could be obliged to repurchase loans from the SPV.

The SPV Credit Facility had a revolving period through May 21, 2021 and a maturity date of May 23, 2023.

Borrowings under the SPV Credit Facility bore interest initially at the applicable commercial paper rate (if the lender is a conduit lender) or LIBOR (or, if applicable, a rate based on the prime rate or federal funds rate) plus 2.00% per year.

The SPV was also required to pay an undrawn commitment fee of between 0.50% and 0.75% per year depending on the drawings under the SPV Credit Facility.

Payments under the SPV Credit Facility were made quarterly.

The lenders had a first lien security interest on substantially all of the assets of the SPV.

Credit Facility

The Company closed on the Credit Facility on March 21, 2014, which was subsequently amended on January 8, 2015, May 25, 2016, March 22, 2017, September 25, 2018 and June 14, 2019.

On March 21, 2014, the Company closed on the Credit Facility, which was subsequently amended on January 8, 2015, May 25, 2016, March 22, 2017, September 25, 2018, June 14, 2019 and October 28, 2020.

The maximum principal amount of the Credit Facility is $688,000, subject to availability under the Credit Facility, which is based on certain advance rates multiplied by the value of the Company’s portfolio investments (subject to certain concentration limitations) net of certain other indebtedness that the Company may incur in accordance with the terms of the Credit Facility.

7 unchanged sentences

The Company also pays a fee of 0.375% on undrawn amounts under the Credit Facility and, in respect of each undrawn letter of credit, a fee and interest rate equal to the then-applicable margin under the Credit Facility while the letter of credit is outstanding.

The availability period under the Credit Facility will terminate on June 14, 2023 and the Credit Facility will mature on June 14, 2024.

During the period from June 14, 2023 to June 14, 2024, the Company will be obligated to make mandatory prepayments under the Credit Facility out of the proceeds of certain asset sales, other recovery events and equity and debt issuances.

The availability period under the Credit Facility will terminate on October 28, 2024 and the Credit Facility will mature on October 28, 2025.

During the period from October 29, 2024 to October 28, 2025, the Company will be obligated to make mandatory prepayments under the Credit Facility out of the proceeds of certain asset sales, other recovery events and equity and debt issuances.

Subject to certain exceptions, the Credit Facility is secured by a first lien security interest in substantially all of the portfolio investments held by the Company.

3 unchanged sentences

December 31, 2020

Facility Borrowings

Outstanding Unused

Amount Available (2)

SPV Credit Facility

Credit Facility $ 688,000 $ 347,949 $ 340,051 $ 207,365

Total $ 688,000 $ 347,949 $ 340,051 $ 207,365

December 31, 2019

Facility Borrowings

Outstanding Unused

Amount Available (2)

1 unchanged sentence

Credit Facility 688,000 384,074 303,926 264,198

Total $ 963,000 $ 616,543 $ 346,457 $ 268,423

(1) The unused portion is the amount upon which commitment fees are based.

2 unchanged sentences

For the years ended December 31,

2020 2019 2018

Interest expense $ 16,127 $ 30,221 $ 37,801

1 unchanged sentence

Amortization of deferred financing costs 1,886 1,618 901

Other fees 109 198 134

Total interest expense and credit facility fees $ 19,888 $ 33,300 $ 40,096

11 unchanged sentences

NOTES PAYABLE

4.750% Senior Unsecured Notes

On December 30, 2019, the Company closed a private offering of $115.0 million in aggregate principal amount of 4.750% Senior Unsecured Notes due December 31, 2024 (the "Senior Notes").

On December 30, 2019, the Company closed a private offering of $115.0 million in aggregate principal amount of 4.750% Senior Unsecured Notes due December 31, 2024 (the "2019 Notes").

Interest is payable quarterly, beginning March 31, 2020.

This interest rate is subject to increase (up to 5.75%) in the event that, subject to certain exceptions, the Senior Notes cease to have an investment grade rating.

The Company is obligated to offer to repay the notes at par if certain change in control events occur.

On December 11, 2020, the Company issued an additional $75.0 million aggregate principal amount of senior unsecured notes due December 31, 2024 (the "2020 Notes", and together with the 2019 Notes, the "Senior Notes").

The 2020 Notes bear interest an interest rate of 4.500% and interest is payable quarterly, beginning December 31, 2020.

The interest rate on the Senior Notes is subject to increase (up to an additional 1.00% over the stated rate of such notes) in the event that, subject to certain exceptions, the Senior Notes cease to have an investment grade rating.

The Company is obligated to offer to repay the Senior Notes at par if certain change in control events occur.

The Senior Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

Interest expense on the Senior Notes was not significant for the year ended December 31, 2019.

The note purchase agreement for the Senior Notes contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a business development company within the meaning of the Investment Company Act and a regulated investment company under the Code, minimum asset coverage ratio and interest coverage ratio, and prohibitions on certain fundamental changes at the Company or any subsidiary guarantor, as well as customary events of default with customary cure and notice, including, without limitation, nonpayment, breach of covenant, material breach of representation or warranty under the note purchase agreement, cross-acceleration under other indebtedness of the Company or certain significant subsidiaries, certain judgments and orders, and certain events of bankruptcy.

Interest expense on the Senior Notes during the year ended December 31, 2020 was $5,644, and was not significant for the year ended December 31, 2019.

The note purchase agreement, as supplemented by the first supplement, for the Senior Notes contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a business development company within the meaning of the Investment Company Act and a regulated investment company under the Code, minimum asset coverage ratio and interest coverage ratio, and prohibitions on certain fundamental changes at the Company or any subsidiary guarantor, as well as customary events of default with customary cure and notice, including, without limitation, nonpayment, breach of covenant, material breach of representation or warranty under the note purchase agreement, cross-acceleration under other indebtedness of the Company or certain significant subsidiaries, certain judgments and orders, and certain events of bankruptcy.

As of December 31, 2020, the Company was in compliance with these terms and conditions.

48 unchanged sentences

For the years ended December 31,

2020 2019 2018

Interest expense $ 13,802 $ 20,104 $ 14,079

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A summary of significant contractual payment obligations was as follows as of December 31, 2020 and 2019:

As of December 31,

Payment Due by Period 2020 2019

Less than 1 Year $ — $ —

1-3 Years — —

3-5 Years 537,949 731,543

More than 5 Years 449,200 449,200

Total $ 987,149 $ 1,180,743

In the ordinary course of its business, the Company enters into contracts or agreements that contain indemnification or warranties.

4 unchanged sentences

The Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans as of the indicated dates:

Par Value as of

Par Value as of December 31,

Unfunded delayed draw commitments $ 73,292 $ 75,874

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The Company has the authority to issue 198,000,000 shares of common stock, $0.01 per share par value.

On November 5, 2018, the Company’s Board of Directors approved a $100 million stock repurchase program (the “Company Stock Repurchase Program”).

The Company Stock Repurchase Program was to be in effect until November 5, 2019, or until the approved dollar amount had been used to repurchase shares.

On November 4, 2019, the Company's Board of Directors approved the continuation of the Company Stock Repurchase Program until November 5, 2020, or until the approved dollar amount has been used to repurchase shares.

During the year ended December 31, 2019 , the Company repurchased and extinguished 4,466,440 shares for $64,717 .

Cumulative Convertible Preferred Stock

On May 5, 2020, the Company issued and sold 2,000,000 shares of Preferred Stock to an affiliate of Carlyle in a private placement at a price of $25 per share.

The Preferred Stock has a liquidation preference equal to $25 per share (the “Liquidation Preference”) plus any accumulated but unpaid dividends up to but excluding the date of distribution.

Dividends are payable on a quarterly basis in an initial amount equal to 7.00% per annum of the Liquidation Preference per share, payable in cash, or at the Company’s option, 9.00% per annum of the Liquidation Preference payable in additional shares of Preferred Stock.

After May 5, 2027, the dividend rate will increase annually, in each case by 1.00% per annum.

The Preferred Stock is convertible, in whole or in part, at the option of the holder of the Preferred Stock into the number of shares of common stock equal to the Liquidation Preference plus any accumulated but unpaid dividends, divided by an initial conversion price of $9.50, subject to certain adjustments to prevent dilution as set forth in the Company's Articles Supplementary.

The conversion price as of December 31, 2020 was $9.50.

At any time after May 5, 2023, the Company, with the approval of the Board of Directors, including a majority of the Independent Directors, will have the option to redeem all of

the Preferred Stock for cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends.

The holders of the Preferred Stock will have the right to convert all or a portion of their shares of Preferred Stock prior to the date fixed for such redemption.

At any time after May 5, 2027, the holders of the Preferred Stock will have the option to require the Company to redeem any or all of the then-outstanding Preferred Stock upon 90 days’ notice.

The form of consideration used in any such redemption is at the option of the Board of Directors, including a majority of the Independent Directors, and may be cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends, or shares of common stock.

Holders also have the right to redeem the Preferred Stock upon a Change in Control (as defined in the Article Supplementary).

The following table summarizes the Company’s dividends declared on its preferred stock during the current fiscal year to-date.

Unless otherwise noted, dividends were declared and paid, or are payable, in cash.

Date Declared Record Date Payment Date Per Share Amount

June 30, 2020 June 30, 2020 September 30, 2020 $ 0.277

September 30, 2020 September 30, 2020 September 30, 2020 0.423

December 31, 2020 December 31, 2020 December 31, 2020 0.438

Total $ 1.138

Company Stock Repurchase Plan

On November 2, 2020, the Company's Board of Directors approved the continuation of the Company's Stock Repurchase Program until November 5, 2021, or until the approved dollar amount has been used to repurchase shares of common stock, as well as the expansion of the repurchase authorization to $150 million in the aggregate of the Company's outstanding common stock.

This program may be suspended, extended, modified or discontinued by the Company at any time, subject to applicable law.

The Company's Stock Repurchase Program was originally approved by the Company's Board of Directors on November 5, 2018 and announced on November 6, 2018.

Since the inception of the Company Stock Repurchase Program through December 31, 2020, the Company has repurchased 7,248,350 shares of the Company's common stock at an average cost of $13.29 per share, or $96,348 in the aggregate, resulting in accretion to net assets per share of $0.41.

During the year ended December 31, 2020, the Company repurchased and extinguished 2,443,502 shares of common stock for an aggregate price of $27,254.

The following table summarizes capital activity during the year ended December 31, 2020:

Capital in Excess of Par Value

Offering Costs

Accumulated Net Investment Income (Loss)

Accumulated Net Realized Gain (Loss) on Investments

Accumulated Net Unrealized Appreciation (Depreciation) on Investments

Total Net Assets

Preferred Stock

Capital in Excess of Par Value Offering Costs Accumulated Net Investment Income (Loss) Accumulated Net Realized Gain (Loss) Accumulated Net Unrealized Appreciation (Depreciation) Total Net Assets

Shares Amount Shares Amount

Balance, beginning of year — $ — 57,763,811 $ 578 $ 1,109,238 $ (1,633) $ 10,368 $ (82,654) $ (79,426) $ 956,471

Offering costs

Issuance of Preferred Stock 2,000,000 50,000 — — — — — — — 50,000

Net investment income (loss) — — — — — — 88,807 — — 88,807

Net realized gain (loss) on investments

Net change in unrealized appreciation (depreciation) on investments

Dividends declared

Net realized gain (loss) — — — — — — — (57,976) — (57,976)

Net change in unrealized appreciation (depreciation) — — — — — — — — (24,002) (24,002)

Dividends declared on common stock and preferred stock — — — — — — (84,683) — — (84,683)

Repurchase of common stock — — (2,443,502) (25) (27,229) — — — — (27,254)

Tax reclassification of stockholders’ equity in accordance with U.S.

GAAP — — — — (573) — 76 497 — —

Balance, end of year 2,000,000 $ 50,000 55,320,309 $ 553 $ 1,081,436 $ (1,633) $ 14,568 $ (140,133) $ (103,428) $ 901,363

During the year ended December 31, 2018 , the Company issued 361,056 shares for $6,629 in connection with the reinvestment of dividends.

During the year ended December 31, 2019, repurchased and extinguished 4,466,440 shares of common stock for an aggregate price of $64,717.

The following table summarizes capital activity during the year ended December 31, 2019:

Capital in Excess of Par Value

Offering Costs

Accumulated Net Investment Income (Loss)

Accumulated Net Realized Gain (Loss) on Investments

Accumulated Net Unrealized Appreciation (Depreciation) on Investments

Total Net Assets

Common Stock Capital in Excess of Par Value Offering Costs Accumulated Net Investment Income (Loss) Accumulated Net Realized Gain (Loss) Accumulated Net Unrealized Appreciation (Depreciation) Total Net Assets

Shares Amount

Balance, beginning of year 62,230,251 $ 622 $ 1,174,334 $ (1,633) $ 5,901 $ (44,572) $ (71,434) $ 1,063,218

Reinvestment of dividends

Offering costs — — — — — — — —

Net investment income (loss) — — — — 107,665 — — 107,665

Net realized gain (loss) on investments

Net change in unrealized appreciation (depreciation) on investments

Net realized gain (loss) — — — — — (38,343) — (38,343)

Net change in unrealized appreciation (depreciation) — — — — — — (7,992) (7,992)

Dividends declared — — — — (103,360) — — (103,360)

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Tax reclassification of stockholders’ equity in accordance with U.S.

GAAP — — (423) — 162 261 — —

Balance, end of year 57,763,811 $ 578 $ 1,109,238 $ (1,633) $ 10,368 $ (82,654) $ (79,426) $ 956,471

During the year ended December 31, 2017 , the Company issued 20,505,285 shares for $373,700 including reinvestment of dividends.

In connection with the NFIC Acquisition, the Company issued 434,233 shares of common stock valued at approximately $8,046.

See Note 14 to these consolidated financial statements for additional information regarding the NFIC Acquisition.

In connection with the Company’s IPO, the Company issued 9,454,200 shares of common stock (including shares issued pursuant to the exercise of the underwriters’ over-allotment option) at a public offering price of $18.50 per share.

Net of underwriting costs, the Company received cash proceeds of $169,488.

During the year ended December 31, 2018, the Company issued 361,056 shares shares of common stock for an aggregate price of $6,629 in connection with the reinvestment of dividends, and repurchased and extinguished 338,408 shares

of common stock for an aggregate price of $4,867.

The following table summarizes capital activity during the year ended December 31, 2018:

Capital in Excess of Par Value

Offering Costs

Accumulated Net Investment Income (Loss)

Accumulated Net Realized Gain (Loss) on Investments

Accumulated Net Unrealized Appreciation (Depreciation) on Investments

Total Net Assets

Shares Amount

Balance, beginning of year 62,207,603 $ 622 $ 1,172,807 $ (1,618) $ 2,522 $ (43,548) $ (3,481) $ 1,127,304

Common stock issued

Reinvestment of dividends 361,056 4 6,625 — — — — 6,629

1 unchanged sentence

Net investment income (loss) — — — — 108,436 — — 108,436

Net realized gain (loss) on investments

Net change in unrealized appreciation (depreciation) on investments

Net realized gain (loss) — — — — — (1,368) — (1,368)

Net change in unrealized appreciation (depreciation) — — — — — — (67,953) (67,953)

Dividends declared — — — — (104,948) — — (104,948)

Repurchase of common stock (338,408) (4) (4,863) — — — — (4,867)

Tax reclassification of stockholders’ equity in accordance with U.S.

GAAP — — (235) — (109) 344 — —

Balance, end of year 62,230,251 $ 622 $ 1,174,334 $ (1,633) $ 5,901 $ (44,572) $ (71,434) $ 1,063,218

There were no shares issued related to capital activity during the year ended December 31, 2019 .

The following table summarizes total shares issued and proceeds received related to capital activity during the years ended December 31, 2018 and December 31, 2017 :

Year Ended December 31, 2018

Shares Issued

Proceeds Received

January 17, 2018*

Year Ended December 31, 2017

Shares Issued

Proceeds Received

There were no shares of common stock issued related to capital activity during the years ended December 31, 2020 and 2019.

The following table summarizes total shares issued and proceeds received related to capital activity during the year ended December 31, 2018:

Year Ended December 31, 2018 Shares Issued Proceeds Received

January 17, 2018* 361,056 $ 6,629

April 24, 2017*

June 9, 2017**

June 19, 2017***

October 18, 2017*

Total 361,056 $ 6,629

* Represents shares issued upon the reinvestment of dividends.

** Represents shares issued in accordance with the elections of the NFIC stockholders pursuant to the NFIC Acquisition (see Note 14 , NFIC Acquisition, to these consolidated financial statements).

*** Represents shares issued and net proceeds received in connection with the Company’s IPO.

On June 19, 2017, the Company closed its IPO, issuing 9,454,200 shares of its common stock (including the exercise of the underwriters’ over-allotment option on July 5, 2017) at a public offering price of $18.50 per share.

Net of underwriting costs, the common stock issued in the IPO and net asset value experienced dilution during the period, and such subscription and IPO transactions decreased net asset value by $0.11 per share for the year ended December 31, 2017.

The Company computes earnings per common share in accordance with ASC 260, Earnings Per Share.

Basic earnings per common share were calculated by dividing net increase (decrease) in net assets resulting from operations attributable to the Company by the weighted-average number of common shares outstanding for the year.

Basic earnings per common share were calculated by dividing net increase (decrease) in net assets resulting from operations, less preferred dividends, by the weighted-average number of common shares outstanding for the year.

Diluted earnings per share gives effect to all dilutive potential common shares outstanding using the if-converted method for the convertible Preferred Stock.

Diluted earnings per share excludes all dilutive potential common shares if their effect is anti-dilutive.

The convertible Preferred Stock was not included in the calculation of diluted earnings per share for the year ended December 31, 2020 because it would have had an anti-dilutive effect.

Basic and diluted earnings per common share were as follows:

For the years ended December 31,

Net increase (decrease) in net assets resulting from operations

2020 2019 2018

Basic Diluted Basic Diluted Basic Diluted

Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders $ 4,554 $ 4,554 $ 61,330 $ 61,330 $ 39,115 $ 39,115

Weighted-average common shares outstanding 56,421,137 56,421,137 60,189,502 60,189,502 62,533,614 62,533,614

Basic and diluted earnings per common share

Basic and diluted earnings per share $ 0.08 $ 0.08 $ 1.02 $ 1.02 $ 0.63 $ 0.63

The following table summarizes the Company’s dividends declared during the three most recent fiscal years:

Date Declared

Per Share Amount

March 20, 2017

April 24, 2017

June 20, 2017

June 30, 2017

July 18, 2017

August 7, 2017

September 29, 2017

October 18, 2017

November 7, 2017

December 29, 2017

January 17, 2018

December 13, 2017

December 29, 2017

January 17, 2018

February 26, 2018

March 29, 2018

April 17, 2018

June 29, 2018

July 17, 2018

August 6, 2018

September 28, 2018

October 17, 2018

November 5, 2018

December 28, 2018

January 17, 2019

December 12, 2018

December 28, 2018

January 17, 2019

February 22, 2019

March 29, 2019

April 17, 2019

June 28, 2019

July 17, 2019

June 17, 2019

June 28, 2019

July 17, 2019

August 5, 2019

September 30, 2019

October 17, 2019

November 4, 2019

December 31, 2019

January 17, 2020

December 12, 2019

December 31, 2019

January 17, 2020

Represents a special dividend.

Date Declared Record Date Payment Date Per Share Amount

February 26, 2018 March 29, 2018 April 17, 2018 $ 0.37

May 2, 2018 June 29, 2018 July 17, 2018 $ 0.37

August 6, 2018 September 28, 2018 October 17, 2018 $ 0.37

November 5, 2018 December 28, 2018 January 17, 2019 $ 0.37

December 12, 2018 December 28, 2018 January 17, 2019 $ 0.20 (1)

February 22, 2019 March 29, 2019 April 17, 2019 $ 0.37

May 6, 2019 June 28, 2019 July 17, 2019 $ 0.37

June 17, 2019 June 28, 2019 July 17, 2019 $ 0.08 (1)

August 5, 2019 September 30, 2019 October 17, 2019 $ 0.37

November 4, 2019 December 31, 2019 January 17, 2020 $ 0.37

December 12, 2019 December 31, 2019 January 17, 2020 $ 0.18 (1)

February 24, 2020 March 31, 2020 April 17, 2020 $ 0.37

May 4, 2020 June 30, 2020 July 17, 2020 $ 0.37

August 3, 2020 September 30, 2020 October 16, 2020 $ 0.32 (2)

August 3, 2020 September 30, 2020 October 16, 2020 $ 0.05 (1)

November 2, 2020 December 31, 2020 January 15, 2021 $ 0.32

November 2, 2020 December 31, 2020 January 15, 2021 $ 0.04 (1)

(1) Represents a special/supplemental dividend.

(2) The Company updated its dividend policy such that the regular divided is $0.32 per share of common stock, effective with the third quarter 2020 dividend.

The Company's dividend policy is subject to change by the Board of Directors in its sole discretion at any time.

CONSOLIDATED FINANCIAL HIGHLIGHTS

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For the years ended December 31,

Per Share Data:

Net asset value per share, beginning of year

2020 2019 2018 2017 2016

Per Common Share Data:

Net asset value per common share, beginning of year $ 16.56 $ 17.09 $ 18.12 $ 18.32 $ 18.14

Net investment income (loss) (1)

Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments

1.54 1.79 1.73 1.74 1.65

Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities (1.46) (0.75) (1.10) (0.19) 0.20

Net increase (decrease) in net assets resulting from operations 0.08 1.04 0.63 1.55 1.85

Dividends declared (2)

(1.47) (1.74) (1.68) (1.64) (1.68)

Accretion due to share repurchases 0.22 0.17 0.02 — —

Effect of offering price of subscriptions and the offering price of common stock in the IPO, net of underwriting and offering costs (3)

Net asset value per share, end of year

Market price per share, end of year

Number of shares outstanding, end of year

— — — (0.11) 0.01

Net asset value per common share, end of year $ 15.39 $ 16.56 $ 17.09 $ 18.12 $ 18.32

Market price per common share, end of year $ 10.26 $ 13.38 $ 12.40 $ 20.04 n/a

Number of common shares outstanding, end of year 55,320,309 57,763,811 62,230,251 62,207,603 41,702,318

Total return based on net asset value (4)

1.81 % 7.08 % 3.59 % 7.86 % 10.25 %

Total return based on market price (5)

Net assets, end of year

Ratio to average net assets:

(12.33) % 21.94 % (29.74) % 14.97 % n/a

Net assets attributable to Common Stockholders, end of year $ 851,363 $ 956,471 $ 1,063,218 $ 1,127,304 $ 764,137

Ratio to average net assets attributable to Common Stockholders:

Expenses net of waiver, before incentive fees 8.48 % 8.79 % 6.77 % 5.25 % 5.46 %

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Net investment income (loss) (6)

10.08 % 10.47 % 9.64 % 9.35 % 8.93 %

Interest expense and credit facility fees 4.49 % 5.22 % 3.57 % 2.69 % 2.85 %

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Portfolio turnover 33.06 % 38.97 % 45.88 % 49.18 % 32.39 %

Weighted-average shares outstanding

For the years ended December 31, 2019 , 2018 , 2017 , 2016 and 2015 , net investment income (loss) per share was calculated as net investment income (loss) for the year divided by the weighted-average number of shares outstanding for the year.

For the years ended December 31, 2019 , 2018 , 2017 , 2016 and 2015 , dividends declared per share was calculated as the sum of dividends declared during the year divided by the number of shares outstanding at each respective quarter-end date (refer to Note 9 to these consolidated financial statements).

Increase (decrease) is due to the offering price of subscriptions and the issuance of common stock in the IPO, net of underwriting and offering costs during the period (refer to Note 9 to these consolidated financial statements).

Total return is based on the change in net asset value per share during the year plus the declared dividends, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning net asset value for the year.

Total return for the years ended December 31, 2017 , 2016 , and 2015 was inclusive of $(0.11) , $0.01 , and $0.11 respectively, per share increase (decrease) in net asset value for the years related to the offering price of subscriptions and the offering price of common stock in the IPO, net of underwriting and offering costs during the year.

Excluding the effects of these common stock issuances, total return would have been 8.46% , 10.20% , and 4.83% , respectively (refer to Note 9 to these consolidated financial statements).

Total return based on market value (not annualized) is calculated as the change in market value per share during the period plus the declared dividends, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning market price for the period.

Weighted-average common shares outstanding 56,421,137 60,189,502 62,533,614 52,997,450 36,152,390

(1) Net investment income (loss) per share was calculated as net investment income (loss) less the preferred dividend for the year divided by the weighted-average number of common shares outstanding for the year.

(2) Dividends declared per common share was calculated as the sum of dividends on common stock declared during the year divided by the number of common shares outstanding at each respective quarter-end date (refer to Note 10 to these consolidated financial statements).

(3) Increase (decrease) is due to the offering price of subscriptions and the issuance of common stock in the IPO, net of underwriting and offering costs during the period.

(4) Total return is based on the change in net asset value per common share during the year plus the declared dividends on common stock, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning net asset value for the year.

Total return for the years ended December 31, 2017 and 2016 was inclusive of $(0.11) and $0.01, respectively, per common share increase (decrease) in net asset value for the years related to the offering price of subscriptions and the offering price of common stock in the IPO, net of underwriting and offering costs during the year.

Excluding the effects of these common stock issuances, total return would have been 8.46% and 10.20%, respectively.

(5) Total return based on market value (not annualized) is calculated as the change in market value per common share during the period plus the declared dividends on common stock, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning market price for the period.

(6) The net investment income ratio is net of the waiver of base management fees.

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In addition, the character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from U.S.

As of December 31, 2019 and 2018 , permanent differences primarily due to non-deductible excise tax and non-deductible expenses from investments in partnerships resulted in a net decrease in distributable earnings (loss) by $423 and $235 , respectively, and net decrease in additional paid-in capital in excess of par by $423 and $235 , respectively, on the Consolidated Statements of Assets and Liabilities.

As of December 31, 2020 and 2019, permanent differences primarily due to non-deductible excise tax resulted in a net increase in distributable earnings (loss) by $573 and $423, respectively, and net decrease in additional paid-in capital in excess of par by $573 and $423, respectively, on the Consolidated Statements of Assets and Liabilities.

Total earnings and NAV were not affected.

1 unchanged sentence

For the years ended

2020 2019 2018

Ordinary income $ 84,683 $ 103,360 $ 104,948

4 unchanged sentences

Other book/tax temporary differences (1)

(539) (1,271)

Capital loss carryforwards (141,850) (83,433)

Net unrealized appreciation (depreciation) on investments (2)

(103,078) (78,646)

Total accumulated earnings (deficit) $ (228,992) $ (151,711)

(1) Consists of the unamortized portion of organization costs as of December 31, 2020 and 2019, respectively.

The difference between the book-basis and tax-basis unrealized appreciation (depreciation) on investments is attributable primarily to the tax deferral of losses on wash sales, the tax treatment of partnership investments, the tax treatment of passive foreign investment companies, which include the structured finance obligations.

Also, consists of book to tax difference on interest income on CLO equity investments recognized using the effective yield method for financial statement purposes.

(2) The difference between the book-basis and tax-basis unrealized appreciation (depreciation) on investments is attributable primarily to the tax treatment of partnership investments and material modifications of investments.

As of December 31, 2020 and 2019, the cost of investments for federal income tax purposes and gross unrealized appreciation and depreciation on investments were as follows:

3 unchanged sentences

Net unrealized appreciation (depreciation) on investments $ (103,078) $ (78,646)

On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “RIC Modernization Act”) was enacted which changed various technical rules governing the tax treatment of RICs.

The changes are generally effective for taxable years beginning after the date of enactment.

Under the RIC Modernization Act, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period.

However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date.

As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.

Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term losses rather than being considered all short-term as under previous law.

As of December 31, 2019 and 2018 , the Company did not have any pre-enactment capital loss carryforwards, and had $83,433 and $45,151 , respectively, of post enactment capital loss carryforwards, $11,142 and $6,364 of which were post-enactment short-term capital loss carryforwards, respectively, and $72,291 and $38,787 , of which were post-enactment long-term capital loss carryforwards, respectively.

SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

Total investment income

Net investment income (loss)

Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments

Net increase (decrease) in net assets resulting from operations

NAV per share

Basic and diluted earnings per common share

Total investment income

Net investment income (loss)

Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments

Net increase (decrease) in net assets resulting from operations

NAV per share

Basic and diluted earnings per common share

Total investment income

Net investment income (loss)

Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments

Net increase (decrease) in net assets resulting from operations

NAV per share

Basic and diluted earnings per common share

NFIC ACQUISITION

On June 9, 2017 (the “Acquisition Date”), the Company closed the NFIC Acquisition, with the Company as the surviving entity.

As of the effective time of the NFIC Acquisition, each share of common stock of NFIC was converted into the right to receive a mixture of cash and shares of common stock of the Company, in accordance with the elections of the NFIC stockholders (the “Elections”).

Based on the results of the Elections, the NFIC stockholders received in the aggregate 434,233 shares of common stock of the Company and approximately $145,602 in cash.

The NFIC Acquisition was accounted for under the asset acquisition method of accounting in accordance with ASC Topic 805, Business Combinations .

As the acquirer for accounting purposes, the Company allocated the purchase price based on the estimated fair value of NFIC’s assets acquired and liabilities assumed as of the Acquisition Date.

There was no goodwill created because the NFIC Acquisition was accounted for as an asset acquisition.

The Company used the fair market value of NFIC’s assets and liabilities as of the Acquisition Date to account for the NFIC Acquisition.

The following table summarizes the assets and liabilities of NFIC as of the Acquisition Date:

Total investments, at fair value

Cash and other assets

Secured borrowings

Other accrued expenses and liabilities

Total liabilities

Total net assets

On June 9, 2017, the debt assumed as part of the NFIC Acquisition was fully repaid.

For the year ended December 31, 2017 , the Company incurred $322 in professional fees and other costs related to the NFIC Acquisition .

The Company determined that the fair value of the net assets acquired equaled the purchase price excluding these costs.

Accordingly, these costs related to the NFIC Acquisition were expensed.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any.

Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses.

As of December 31, 2020 and 2019, the Company had $141,850 and $83,433, of capital loss carryforwards, respectively, of which $21,448 and $11,142 were short-term capital loss carryforwards, respectively, and $120,402 and $72,291 were long-term capital loss carryforwards, respectively.

SUBSEQUENT EVENTS

Subsequent events have been evaluated through the date the consolidated financial statements were issued.

There have been no subsequent events that require recognition or disclosure through the date the consolidated financial statements were issued, except as disclosed below.

Subsequent to December 31, 2019 , the Company borrowed $97,500 under the Facilities to fund investment acquisitions.

The Company also voluntarily repaid $28,994 under the Facilities.

On February 24, 2020, the Board of Directors declared a quarterly dividend of $0.37, which is payable on April 17, 2020 to stockholders of record on March 31, 2020.

There have been no subsequent events that require recognition or disclosure through the date the consolidated financial statements were issued, except as disclosed below and elsewhere in these consolidated financial statements.

On February 22, 2021, the Board of Directors declared a regular quarterly dividend of $0.32 plus a supplemental dividend of $0.05, which is payable on April 16, 2021 to stockholders of record on March 31, 2021.

On February 22, 2021, the Company and Credit Partners amended and restated the Limited Liability Company Agreement of Credit Fund to, among other amendments:

(i) extend the Company’s investment period from March 1, 2021 to May 21, 2022;

and (ii) reduce the capital commitment of each of the Company and Credit Partners from $400 million to $250 million.

In connection with the foregoing, on February 22, 2021, the Company and Credit Fund entered into an amendment to the Credit Fund Facility to extend the maturity date of the Credit Fund Facility from March 22, 2021 to May 21, 2022.

Changes and Disagreements with Accountants on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data