11 unchanged sentences
Report of Independent Registered Public Accounting Firm
−Removed: To the Board of Directors and Stockholders of TCG BDC, Inc.
+Added: The Board of Directors and Stockholders of
+Added: TCG BDC, Inc.
Opinion on the Financial Statements
21 unchanged sentences
Valuation of investments using significant unobservable inputs
−Removed: 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.
+Added: Description of the Matter
+Added: At December 31, 2021, the fair value of the Company's investments categorized in Level III of the fair value hierarchy (Level III investments) totaled $1.835 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.
−Removed: 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.
+Added: How We Addressed the Matter in our Audit
+Added: 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.
45 unchanged sentences
Total investments, at fair value (amortized cost of $1,957,553 and $1,922,966, respectively) 1,913,052 1,825,749
−Removed: Cash and cash equivalents 68,419 36,751
+Added: Cash, cash equivalents and restricted cash 93,074 68,419
Receivable for investment sold 530 4,313
6 unchanged sentences
Secured borrowings (Note 7)
−Removed: 2015-1R Notes, net of unamortized debt issuance costs of $2,664 and $2,911, respectively (Note 8) 446,536 446,289
+Added: $ 407,655 $ 347,949
+Added: 2015-1R Notes payable, net of unamortized debt issuance costs of $2,417 and $2,664, respectively (Note 8) 446,783 446,536
Senior Notes, net of unamortized debt issuance costs of $416 and $562, respectively (Note 8) 189,584 189,438
8 unchanged sentences
Cumulative convertible preferred stock, $0.01 par value;
−Removed: 2,000,000 and 0 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively 50,000 —
+Added: 2,000,000 shares issued and outstanding as of December 31, 2021 and December 31, 2020 50,000 50,000
Common stock, $0.01 par value;
−Removed: 198,000,000 and 200,000,000 shares authorized;
+Added: 198,000,000 shares authorized;
53,142,454 and 55,320,309 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively 532 553
17 unchanged sentences
Interest income 173 14 1,209
+Added: Other income 10 — —
Total investment income from non-controlled/affiliated investments 183 14 1,209
2 unchanged sentences
Dividend income 30,063 21,228 15,750
+Added: Other income 21 — —
Total investment income from controlled/affiliated investments 30,269 24,839 28,231
15 unchanged sentences
Non-controlled/non-affiliated investments 19,035 (58,473) (29,285)
+Added: Non-controlled/affiliated investments 3 — —
Controlled/affiliated investments — — (9,091)
29 unchanged sentences
Preferred stock issued — 50,000 —
−Removed: Common stock issued, net of offering and underwriting costs — — (15)
−Removed: Reinvestment of dividends — — 6,629
Repurchase of common stock (28,439) (27,254) (64,717)
17 unchanged sentences
Net realized (gain) loss (19,038) 57,976 38,343
+Added: Net realized currency (gain) loss on non-investment assets and liabilities 177 — —
Net change in unrealized (appreciation) depreciation on investments (52,681) 19,656 6,053
16 unchanged sentences
Proceeds from issuance of preferred stock — 50,000 —
−Removed: Proceeds from issuance of common stock, net of offering and underwriting costs — — (15)
Repurchase of common stock (28,439) (27,254) (64,717)
2 unchanged sentences
Proceeds from issuance of Senior Notes, net of unamortized debt issuance costs — 74,438 115,000
−Removed: Proceeds from issuance of 2015-1R Notes — — 449,200
−Removed: Redemption of 2015-1 Notes — — (273,000)
Debt issuance costs paid (382) (1,488) (1,699)
2 unchanged sentences
Net increase (decrease) in cash and cash equivalents 24,655 31,668 (50,435)
−Removed: Cash and cash equivalents, beginning of year 36,751 87,186 32,039
−Removed: Cash and cash equivalents, end of year $ 68,419 $ 36,751 $ 87,186
+Added: Cash, cash equivalents and restricted cash, beginning of year 68,419 36,751 87,186
+Added: Cash, cash equivalents and restricted cash, end of year $ 93,074 $ 68,419 $ 36,751
Supplemental disclosures:
−Removed: Offering expenses and debt issuance costs due $ — $ — $ 25
Interest paid during the year $ 29,355 $ 33,149 $ 49,981
1 unchanged sentence
Dividends declared during the year $ 84,473 $ 84,683 $ 103,360
−Removed: Reinvestment of dividends $ — $ — $ 6,629
Credit Fund II members’ interest received in consideration of contribution of investments (Note 6) $ — $ 78,096 $ —
12 unchanged sentences
^* (2)(3)(14) Containers, Packaging & Glass L + 5.00% 6.00% 12/20/2019 12/19/2025 1,862 1,833 1,862 0.20
−Removed: Alpha Packaging Holdings, Inc.
−Removed: * (2)(3) Containers, Packaging & Glass L + 6.00% 7.00% 6/26/2015 11/12/2021 2,784 2,784 2,784 0.31
−Removed: 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
−Removed: 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
−Removed: 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
−Removed: 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
−Removed: AMS Group HoldCo, LLC ^ (2)(3)(13) Transportation:
−Removed: Cargo L + 6.50% 7.50% 9/29/2017 9/29/2023 22,252 22,004 21,945 2.43
+Added: Allied Universal Holdco LLC ^ (2)(3) Business Services L + 4.25% 4.46% 2/17/2021 7/10/2026 497 500 498 0.04
+Added: American Physician Partners, LLC ^* (2)(3)(14) Healthcare & Pharmaceuticals L + 6.75%, 1.50% PIK 9.25% 1/7/2019 2/21/2022 27,908 27,886 27,908 2.94
Analogic Corporation ^* (2)(3)(14) Capital Equipment L + 5.25% 6.25% 6/22/2018 6/22/2024 2,434 2,412 2,408 0.25
−Removed: 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)(14) Business Services L + 5.75% 6.75% 12/29/2020 12/29/2026 536 525 536 0.06
+Added: Appriss Health, LLC ^ (2)(3)(14) Healthcare & Pharmaceuticals L + 7.25% 8.25% 5/6/2021 5/6/2027 43,247 42,406 43,295 4.56
^ (2)(3)(14) Software L + 7.25% 8.25% 1/10/2019 1/10/2025 6,131 6,044 6,130 0.65
−Removed: At Home Holding III, Inc.
−Removed: ^ (2)(3)(7) Retail L + 9.00% 10.00% 6/12/2020 7/27/2022 875 858 870 0.10
+Added: Ascend Buyer, LLC ^ (2)(3)(14) Containers, Packaging & Glass L + 5.75% 6.50% 9/30/2021 9/30/2028 12,838 12,569 12,618 1.33
+Added: Associations, Inc.
+Added: ^ (2)(3)(14) Construction & Building L + 4.00%, 2.50% PIK 7.50% 7/2/2021 7/2/2027 11,570 11,457 11,599 1.22
Aurora Lux FinCo S.Á.R.L.
7 unchanged sentences
^ (2)(3)(14) Construction & Building L + 5.50% 6.50% 9/30/2019 9/30/2026 — (180) (149) (0.02)
+Added: Bubbles Bidco S.P.A.
+Added: (Italy) ^ (2)(3)(7)(14) Consumer Goods:
+Added: Non-Durable L + 9.25% (100% PIK) 9.25% 10/20/2021 10/20/2028 € 4,700 5,312 5,167 0.54
+Added: Bubbles Bidco S.P.A.
+Added: (Italy) ^ (2)(3)(7)(14) Consumer Goods:
+Added: Non-Durable L + 6.25% 6.25% 10/20/2021 10/20/2028 € — (9) (9) —
Captive Resources Midco, LLC ^* (2)(3)(14) Banking, Finance, Insurance & Real Estate L + 5.50% 6.25% 6/30/2015 5/31/2027 10,223 10,104 10,152 1.07
−Removed: Central Security Group, Inc.
−Removed: ^* (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)(14) Business Services L + 5.50% 6.50% 5/1/2019 5/1/2025 694 686 694 0.07
Chemical Computing Group ULC (Canada) ^* (2)(3)(7)(14) Software L + 4.50% 5.50% 8/30/2018 8/30/2024 466 465 464 0.05
+Added: Chudy Group, LLC ^ (2)(3)(14) Healthcare & Pharmaceuticals L + 5.75% 6.75% 6/30/2021 6/30/2027 826 812 841 0.09
CircusTrix Holdings, LLC ^* (2)(3) Hotel, Gaming & Leisure L + 5.50%, 2.50% PIK 9.00% 2/2/2018 1/16/2024 10,544 10,523 9,415 0.99
+Added: CircusTrix Holdings, LLC ^ (2)(3) Hotel, Gaming & Leisure L + 5.50%, 2.50% PIK 9.00% 1/8/2021 7/16/2023 697 640 697 0.07
Cobblestone Intermediate Holdco LLC ^ (2)(3) Consumer Services L + 5.50% 6.25% 1/29/2020 1/29/2026 723 718 712 0.08
4 unchanged sentences
(Canada) ^ (2)(3)(7) Software L + 7.00% 8.00% 9/3/2020 7/2/2026 1,879 1,833 1,900 0.20
−Removed: 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
−Removed: 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
−Removed: Designer Brands Inc.
−Removed: ^ (2)(3)(7) Retail L + 8.50% 9.75% 8/7/2020 8/7/2025 17,955 17,534 17,811 1.98
+Added: DCA Investment Holding, LLC ^* (2)(3)(14) Healthcare & Pharmaceuticals L + 6.25% 7.00% 3/11/2021 3/12/2027 10,841 10,680 10,777 1.14
TCG BDC, INC.
7 unchanged sentences
Fair Value (5)
+Added: Derm Growth Partners III, LLC ^ (2)(3)(8) Healthcare & Pharmaceuticals L + 6.25% 7.25% 5/31/2016 5/31/2022 $ 55,808 $ 50,996 $ 37,471 3.95 %
+Added: DermaRite Industries, LLC ^* (2)(3)(14) Healthcare & Pharmaceuticals L + 7.00% 8.00% 3/3/2017 3/3/2022 19,558 19,546 15,961 1.68
+Added: Designer Brands Inc.
+Added: ^ (2)(3)(7) Retail L + 8.50% 9.75% 8/7/2020 8/7/2025 17,046 16,718 16,846 1.78
Diligent Corporation ^ (2)(3)(14) Telecommunications L + 6.25% 7.25% 8/4/2020 8/4/2025 603 588 615 0.06
1 unchanged sentence
^ (2)(3) High Tech Industries L + 4.75% 5.75% 12/18/2018 9/30/2023 1,934 1,883 1,907 0.20
+Added: Dwyer Instruments, Inc ^* (2)(3)(14) Capital Equipment L + 5.50% 6.25% 7/21/2021 7/21/2027 2,463 2,383 2,452 0.26
+Added: Ellkay, LLC ^ (2)(3)(14) Healthcare & Pharmaceuticals L + 5.75% 6.75% 9/14/2021 9/14/2027 14,249 13,943 13,923 1.47
Emergency Communications Network, LLC ^* (2)(3) Telecommunications L + 2.625%, 5.125% PIK 8.75% 6/1/2017 6/1/2023 25,261 25,201 21,814 2.30
−Removed: Ensono, LP * (2)(3) Telecommunications L + 5.25% 5.40% 4/30/2018 6/27/2025 2,158 2,142 2,142 0.24
−Removed: Ensono, LP ^* (2)(3) Telecommunications L + 5.75% 5.90% 6/25/2020 6/27/2025 18,131 18,008 17,995 2.00
+Added: EPS Nass Parent, Inc.
+Added: ^ (2)(3)(14) Utilities:
+Added: Electric L + 5.75% 6.75% 4/19/2021 4/19/2028 887 869 878 0.09
Ethos Veterinary Health LLC ^ (2)(3) Consumer Services L + 4.75% 4.85% 5/17/2019 5/15/2026 2,586 2,569 2,586 0.27
1 unchanged sentence
Frontline Technologies Holdings, LLC ^* (2)(3) Software L + 5.25% 6.25% 9/18/2017 9/18/2023 3,068 3,056 3,068 0.32
−Removed: 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
−Removed: Helios Buyer, Inc.
−Removed: ^ (2)(3)(13) Consumer Services L + 6.00% 7.00% 12/15/2020 12/15/2026 8,749 8,456 8,454 0.94
+Added: Greenhouse Software, Inc.
+Added: ^ (2)(3)(14) Software L + 6.50% 7.50% 3/1/2021 3/1/2027 15,196 14,858 14,870 1.57
+Added: Harbour Benefit Holdings, Inc.
+Added: ^* (2)(3)(14) Business Services L + 5.25% 6.25% 12/13/2017 12/13/2024 9,451 9,377 9,336 0.98
+Added: Heartland Home Services, Inc ^* (2)(3)(14) Consumer Services L + 6.00% 7.00% 12/15/2020 12/15/2026 7,314 7,169 7,371 0.78
Hercules Borrower LLC ^* (2)(3)(14) Environmental Industries L + 6.50% 7.50% 12/14/2020 12/14/2026 18,453 17,987 18,865 1.99
1 unchanged sentence
^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.50% 6.25% 11/25/2020 11/25/2026 4,978 4,916 4,978 0.52
+Added: Hoosier Intermediate, LLC ^* (2)(3)(14) Healthcare & Pharmaceuticals L + 5.50% 6.50% 11/15/2021 11/15/2028 16,479 16,108 16,101 1.70
^ (2)(3) Software L + 6.50% 7.50% 9/12/2018 9/12/2024 1,671 1,652 1,670 0.18
Individual FoodService Holdings, LLC ^* (2)(3)(14) Wholesale L + 6.25% 7.25% 2/21/2020 11/22/2025 8,129 7,958 8,143 0.86
−Removed: 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
−Removed: 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
+Added: Infront Luxembourg Finance S.À R.L.
+Added: (Luxembourg) ^ (2)(3)(7) Hotel, Gaming & Leisure L + 9.00% 9.00% 5/28/2021 5/28/2027 € 8,250 9,777 9,134 0.96
Integrity Marketing Acquisition, LLC * (2)(3) Banking, Finance, Insurance & Real Estate L + 5.75% 6.75% 1/15/2020 8/27/2025 4,920 4,864 4,896 0.52
+Added: Integrity Marketing Acquisition, LLC ^ (2)(3)(14) Banking, Finance, Insurance & Real Estate L + 5.50% 6.25% 12/3/2021 8/27/2025 — (75) (51) (0.01)
+Added: Jeg's Automotive, LLC ^* (2)(3)(14) Automotive L + 5.75% 6.75% 12/22/2021 12/22/2027 30,000 29,203 29,200 3.08
K2 Insurance Services, LLC ^* (2)(3)(14) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 7/3/2019 7/1/2026 3,364 3,305 3,357 0.35
^ (2)(3)(14) High Tech Industries L + 5.50%, 1.00% PIK 7.50% 5/3/2019 5/3/2025 18,972 18,716 18,848 1.99
−Removed: Legacy.com, Inc.
−Removed: ^ (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)(14) Business Services L + 5.75% 6.75% 10/18/2019 10/18/2026 26,210 25,830 24,035 2.53
+Added: LinQuest Corporation * (2)(3) Aerospace & Defense L + 5.75% 6.50% 7/28/2021 7/28/2028 9,975 9,785 9,816 1.03
Liqui-Box Holdings, Inc.
^ (2)(3)(14) Containers, Packaging & Glass L + 4.50% 5.50% 6/3/2019 6/3/2024 1,490 1,475 1,229 0.13
−Removed: Mailgun Technologies, Inc.
−Removed: ^ (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
−Removed: National Technical Systems, Inc.
−Removed: ^ (2)(3)(13) Aerospace & Defense L + 5.50% 6.50% 10/28/2020 6/12/2023 1,175 1,150 1,160 0.13
−Removed: NES Global Talent Finance US, LLC (United Kingdom) * (2)(3)(7) Energy:
−Removed: Oil & Gas L + 5.50% 6.50% 5/9/2018 5/11/2023 9,789 9,697 8,859 0.98
−Removed: NMI AcquisitionCo, Inc.
−Removed: ^* (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
−Removed: 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
−Removed: 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
−Removed: 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
+Added: LVF Holdings, Inc.
+Added: ^* (2)(3)(14) Beverage, Food & Tobacco L + 6.25% 7.25% 6/10/2021 6/10/2027 41,227 40,356 40,056 4.22
TCG BDC, INC.
7 unchanged sentences
Fair Value (5)
+Added: Material Holdings, LLC ^* (2)(3)(14) Business Services L + 5.75% 6.50% 8/19/2021 8/19/2027 $ 6,906 $ 6,741 $ 6,800 0.72 %
+Added: Maverick Acquisition, Inc.
+Added: ^* (2)(3)(14) Aerospace & Defense L + 6.00% 7.00% 6/1/2021 6/1/2027 35,962 35,192 35,061 3.70
+Added: Medical Manufacturing Technologies, LLC ^ (2)(3)(14) Healthcare & Pharmaceuticals SOFR + 6.00% 7.00% 12/23/2021 12/23/2027 21,280 20,654 20,652 2.18
+Added: MMIT Holdings, LLC ^ (2)(3)(14) High Tech Industries L + 6.25% 7.25% 9/15/2021 9/15/2027 11,087 10,858 10,853 1.14
+Added: National Technical Systems, Inc.
+Added: ^ (2)(3)(14) Aerospace & Defense L + 5.50% 6.50% 10/28/2020 6/12/2023 1,167 1,151 1,167 0.12
+Added: NES Global Talent Finance US, LLC (United Kingdom) ^ (2)(3)(7) Energy:
+Added: Oil & Gas L + 5.50% 6.50% 5/9/2018 5/11/2023 9,688 9,634 9,424 0.99
+Added: NMI AcquisitionCo, Inc.
+Added: ^* (2)(3)(14) High Tech Industries L + 5.75% 6.50% 9/6/2017 9/6/2025 40,335 40,206 39,822 4.20
+Added: Performance Health Holdings, Inc.
+Added: * (2)(3) Healthcare & Pharmaceuticals L + 6.00% 7.00% 7/12/2021 7/12/2027 7,182 7,048 7,083 0.75
+Added: PF Atlantic Holdco 2, LLC ^* (2)(3)(14) Hotel, Gaming & Leisure L + 6.00% 7.00% 11/12/2021 11/12/2027 27,723 26,941 26,923 2.84
PF Growth Partners, LLC ^* (2)(3) Hotel, Gaming & Leisure L + 5.50% 6.50% 7/1/2019 7/11/2025 8,039 7,962 7,922 0.83
−Removed: 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
−Removed: 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
−Removed: 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%, 2.00% PIK 9.00% 12/15/2016 12/16/2022 28,366 28,326 24,166 2.55
−Removed: 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 840 840 840 0.09
−Removed: 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
+Added: Prophix Software Inc.
+Added: (Canada) ^ (2)(3)(7)(14) Software L + 6.50% 7.50% 2/1/2021 2/1/2026 10,963 10,735 11,093 1.17
+Added: Quantic Electronics, LLC ^* (2)(3)(14) Aerospace & Defense L + 6.25% 7.25% 11/19/2020 11/19/2026 14,625 14,333 14,418 1.52
+Added: Quantic Electronics, LLC ^* (2)(3)(14) Aerospace & Defense L + 6.25% 7.25% 3/1/2021 3/1/2027 8,882 8,662 8,727 0.92
QW Holding Corporation ^* (2)(3) Environmental Industries L + 6.25% 7.25% 8/31/2016 8/31/2024 42,671 42,530 41,933 4.42
Redwood Services Group, LLC ^* (2)(3) High Tech Industries L + 6.00% 7.00% 11/13/2018 6/6/2024 30,885 30,562 30,884 3.26
−Removed: 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
−Removed: 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.
1 unchanged sentence
Diversified & Production L + 6.75% 7.75% 5/22/2020 10/22/2025 20,000 19,700 19,666 2.07
−Removed: Reladyne, Inc.
−Removed: * (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.
4 unchanged sentences
^* (2)(3)(14) Telecommunications L + 6.25% 7.25% 11/20/2018 11/20/2025 29,906 29,530 25,528 2.69
−Removed: 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
−Removed: Southern Graphics, Inc.
−Removed: ^ (2)(3)(11) Media:
−Removed: Advertising, Printing & Publishing L + 6.50% 7.50% 10/30/2020 10/23/2023 9,959 9,769 9,849 1.09
−Removed: Sovos Brands Intermediate, Inc.
−Removed: * (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)(14) Hotel, Gaming & Leisure L + 2.30%, 6.95% PIK 10.25% 6/15/2018 6/17/2024 23,005 22,809 20,218 2.13
+Added: Speedstar Holding, LLC ^* (2)(3)(14) Automotive L + 7.00% 8.00% 1/22/2021 1/22/2027 27,225 26,686 27,535 2.90
Superior Health Linens, LLC ^* (2)(3)(14) Business Services L + 6.50% 7.50% 9/30/2016 3/31/2022 16,211 16,205 16,211 1.71
−Removed: T2 Systems, Inc.
−Removed: ^* (2)(3)(13) Transportation:
−Removed: Consumer L + 6.75% 7.75% 9/28/2016 9/28/2022 26,605 26,356 26,605 2.95
−Removed: Tank Holding Corp.
−Removed: ^ (2)(3)(13) Capital Equipment L + 3.50% 3.74% 3/26/2019 3/26/2024 — — (1) —
TCFI Aevex LLC ^* (2)(3)(14) Aerospace & Defense L + 6.00% 7.00% 3/18/2020 3/18/2026 11,168 10,979 9,276 0.98
−Removed: 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
+Added: The Leaders Romans Bidco Limited (United Kingdom) Term Loan B ^ (2)(3)(7) Banking, Finance, Insurance & Real Estate SONIA + 6.25%,
+Added: 2.50% PIK 9.50% 7/23/2019 6/30/2024 £ 21,299 26,328 28,830 3.04
+Added: The Leaders Romans Bidco Limited (United Kingdom) Term Loan C ^ (2)(3)(7)(14) Banking, Finance, Insurance & Real Estate SONIA + 6.25%,
+Added: 2.50% PIK 9.50% 7/23/2019 6/30/2024 £ 6,164 7,855 9,847 1.04
+Added: Trafigura Trading LLC ^ (2)(3)(13)(14) Metals & Mining L + 8.40% 8.75% 7/26/2021 7/18/2022 2,236 2,237 2,086 0.22
TCG BDC, INC.
7 unchanged sentences
Fair Value (5)
−Removed: 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 %
−Removed: Trump Card, LLC ^* (2)(3)(13) Transportation:
−Removed: Cargo L + 5.50% 6.50% 6/26/2018 4/21/2022 7,594 7,572 7,444 0.83
−Removed: TSB Purchaser, Inc.
−Removed: ^* (2)(3)(13) Media:
−Removed: 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)(14) Automotive L + 6.00% 7.00% 12/2/2019 12/2/2025 $ 20,377 $ 20,002 $ 19,945 2.10 %
−Removed: Tweddle Group, Inc.
−Removed: ^ (2)(3) Media:
−Removed: Advertising, Printing & Publishing L + 4.50% 5.50% 9/17/2018 9/17/2023 1,825 1,808 1,678 0.19
−Removed: 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 € 4,621 4,917 5,353 0.56
1 unchanged sentence
US INFRA SVCS Buyer, LLC ^* (2)(3)(14) Environmental Industries L + 6.50% 7.50% 4/13/2020 4/13/2026 9,137 8,677 8,387 0.88
−Removed: USLS Acquisition, Inc.
−Removed: ^* (2)(3)(13) Business Services L + 5.75% 6.75% 11/30/2018 11/30/2024 21,447 21,124 19,981 2.22
+Added: USALCO, LLC * (2)(3) Chemicals, Plastics & Rubber L + 6.00% 7.00% 10/19/2021 10/19/2027 1,000 981 981 0.10
USLS Acquisition, Inc.
^ (2)(3)(14) Business Services L + 5.50% 6.50% 11/30/2018 11/30/2024 15,279 15,101 15,098 1.59
−Removed: 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.
^* (2)(3) Chemicals, Plastics & Rubber L + 5.75% 6.75% 9/13/2018 9/13/2024 21,477 21,313 21,277 2.24
−Removed: 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
+Added: Westfall Technik, Inc.
+Added: ^ (2)(3) Chemicals, Plastics & Rubber L + 6.25% 7.25% 7/1/2021 9/13/2024 4,958 4,865 4,929 0.52
+Added: Wineshipping.com LLC ^* (2)(3)(14) Beverage, Food & Tobacco L + 5.75% 6.75% 10/29/2021 10/29/2027 14,459 14,111 14,111 1.49
+Added: Yellowstone Buyer Acquisition, LLC ^ (2)(3) Consumer Goods:
+Added: Durable L + 5.75% 6.75% 9/13/2021 9/13/2027 449 440 440 0.05
YLG Holdings, Inc.
^ (2)(3) Consumer Services L + 5.25% 6.25% 9/30/2020 11/1/2025 1,980 1,930 1,980 0.21
−Removed: 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
−Removed: Zenith Merger Sub, Inc.
−Removed: ^* (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 $ 1,219,219 $ 1,188,862 125.30 %
Second Lien Debt (17.9% of fair value)
+Added: 11852604 Canada Inc.
+Added: (Canada) ^ (2)(3)(7) Healthcare & Pharmaceuticals L+9.50% (100% PIK) 10.50% 9/30/2021 9/30/2028 $ 6,590 $ 6,432 $ 6,425 0.68 %
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 24,359 25,744 2.71
1 unchanged sentence
^ (2)(3) Hotel, Gaming & Leisure L + 7.50% 7.60% 2/1/2019 2/1/2027 9,241 9,123 8,606 0.92
−Removed: AQA Acquisition Holding, Inc.
+Added: AP Plastics Acquisition Holdings, LLC ^ (2)(3) Chemicals, Plastics & Rubber L + 7.50% 8.25% 8/10/2021 8/10/2029 33,680 32,786 33,868 3.57
+Added: AQA Acquisition Holdings, Inc.
^* (2)(3) High Tech Industries L + 7.50% 8.00% 3/3/2021 3/3/2029 35,000 34,190 35,027 3.69
+Added: Blackbird Purchaser, Inc.
+Added: ^ (2)(3)(14) Capital Equipment L + 7.50% 8.25% 12/14/2021 4/8/2027 13,790 13,423 13,423 1.41
Brave Parent Holdings, Inc.
9 unchanged sentences
^ (2)(3) Automotive L + 5.50%, 2.00% PIK 8.50% 10/28/2020 10/28/2028 13,806 13,446 13,806 1.46
−Removed: Pharmalogic Holdings Corp.
−Removed: ^ (2)(3) Healthcare & Pharmaceuticals L + 8.00% 9.00% 6/7/2018 12/11/2023 800 798 783 0.09
+Added: Peraton Corp.
+Added: ^* (2)(3) Aerospace & Defense L + 7.75% 8.50% 2/24/2021 2/1/2029 12,300 12,126 12,345 1.30
Quartz Holding Company ^ (2)(3) Software L + 8.00% 8.10% 4/2/2019 4/2/2027 7,048 6,945 7,048 0.74
−Removed: Reladyne, Inc.
−Removed: ^ (2)(3) Wholesale L + 9.50% 10.50% 4/19/2018 1/21/2023 12,242 12,133 11,956 1.33
−Removed: 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
+Added: Stonegate Pub Company Bidco Limited (United Kingdom) ^ (2)(3)(7) Beverage, Food & Tobacco SONIA + 8.50% 8.60% 3/12/2020 3/12/2028 £ 20,000 24,787 22,263 2.35
+Added: Tank Holding Corp.
+Added: ^* (2)(3) Capital Equipment L + 8.25% 8.35% 3/26/2019 3/26/2027 35,965 35,600 36,325 3.83
+Added: TruGreen Limited Partnership ^ (2)(3) Consumer Services L + 8.50% 9.25% 11/16/2020 11/2/2028 13,000 12,769 13,260 1.40
TCG BDC, INC.
7 unchanged sentences
Fair Value (5)
−Removed: Tank Holding Corp.
−Removed: (2)(3) Capital Equipment L + 8.25% 8.40% 3/26/2019 3/26/2027 $ 35,965 $ 35,454 $ 35,189 3.90 %
−Removed: 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
−Removed: 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.
9 unchanged sentences
Equity Investments (4.0% of fair value)
−Removed: Central Security Group, Inc.
−Removed: ^* (6) Consumer Services 10/16/2020 443 $ — $ — — %
ANLG Holdings, LLC ^ (6) Capital Equipment 6/22/2018 592 $ 592 $ 821 0.09 %
+Added: Appriss Health, LLC ^ (6) Healthcare & Pharmaceuticals 5/6/2021 5 4,457 4,662 0.49
+Added: Atlas Ontario LP (Canada) ^ (6)(7) Business Services 4/7/2021 5,114 5,114 5,114 0.54
Avenu Holdings, LLC ^ (6) Sovereign & Public Finance 9/28/2018 172 172 491 0.05
−Removed: BK Intermediate Company, LLC ^ (6) Healthcare & Pharmaceuticals 5/27/2020 288 288 209 0.02
+Added: Blackbird Holdco, Inc.
+Added: ^ (6) Capital Equipment 12/14/2021 10 9,461 9,461 1.00
+Added: Buckeye Parent, LLC ^ (6) Automotive 12/22/2021 885 885 885 0.09
Chartis Holding, LLC ^ (6) Business Services 5/1/2019 433 430 691 0.07
3 unchanged sentences
(Canada) ^ (6) Software 7/2/2019 250 250 454 0.05
−Removed: DecoPac, Inc.
−Removed: ^ (6) Non-durable Consumer Goods 9/29/2017 1,500 1,500 1,664 0.18
Derm Growth Partners III, LLC ^ (6) Healthcare & Pharmaceuticals 5/31/2016 1,000 1,000 — —
−Removed: GRO Sub Holdco, LLC ^ (6) Healthcare & Pharmaceuticals 3/29/2018 500 — — —
+Added: Diligent Corporation ^ (6) Telecommunications 4/5/2021 11 10,269 10,256 1.08
+Added: ECP Parent, LLC ^ (6) Healthcare & Pharmaceuticals 3/29/2018 268 — 290 0.03
+Added: GB Vino Parent, L.P.
+Added: ^ (6) Beverage, Food & Tobacco 10/29/2021 4 351 351 0.04
+Added: Integrity Marketing Group, LLC ^ (6) Banking, Finance, Insurance & Real Estate 12/21/2021 15,039 14,739 14,738 1.55
K2 Insurance Services, LLC ^ (6) Banking, Finance, Insurance & Real Estate 7/3/2019 433 306 652 0.07
4 unchanged sentences
North Haven Goldfinch Topco, LLC ^ (6) Containers, Packaging & Glass 6/18/2018 2,315 2,315 2,412 0.25
−Removed: PPC Flexible Packaging, LLC ^ (6) Containers, Packaging & Glass 2/1/2019 965 965 1,302 0.14
−Removed: Paramit Corporation ^ (6) Capital Equipment 6/17/2019 150 500 758 0.08
−Removed: Rough Country, LLC ^ (6) Durable Consumer Goods 5/25/2017 755 755 1,634 0.18
−Removed: SiteLock Group Holdings, LLC ^ (6) High Tech Industries 4/5/2018 446 446 526 0.06
−Removed: T2 Systems Parent Corporation ^ (6) Transportation:
−Removed: Consumer 9/28/2016 556 556 838 0.09
+Added: Pascal Ultimate Holdings, L.P ^ (6) Capital Equipment 7/21/2021 36 364 364 0.04
Tailwind HMT Holdings Corp.
6 unchanged sentences
Oil & Gas 2/11/2020 12,843 12,587 12,971 1.37
+Added: Turbo Buyer, Inc.
+Added: ^ (6) Automotive 12/2/2019 1,925 933 2,773 0.29
+Added: Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 — 481 648 0.07
+Added: Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 1 133 209 0.02
TCG BDC, INC.
5 unchanged sentences
of Net Assets
−Removed: Turbo Buyer, Inc.
−Removed: ^ (6) Automotive 12/2/2019 1,925 $ 1,925 $ 2,444 0.27 %
−Removed: Tweddle Holdings, Inc.
−Removed: ^* (6) Media:
−Removed: Advertising, Printing & Publishing 9/17/2018 17 — — —
−Removed: Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 — 556 575 0.06
−Removed: Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 — — — —
USLS Acquisition, Inc.
3 unchanged sentences
^ (6) Business Services 12/13/2017 1,564 782 1,456 0.15
−Removed: Zillow Topco LP ^ (6) Software 6/25/2018 313 313 163 0.02
Equity Investments Total $ 70,310 $ 77,093 8.13 %
−Removed: $ 29,939 $ 33,877 3.73 %
Total investments—non-controlled/non-affiliated $ 1,631,067 $ 1,607,731 169.45 %
11 unchanged sentences
First Lien Debt Total $ 38,462 $ 30,286 3.19 %
−Removed: $ 37,571 $ 26,180 2.91 %
Investments—non-controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair
4 unchanged sentences
Total investments—non-controlled/affiliated $ 38,462 $ 30,286 3.19 %
−Removed: TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: As of December 31, 2020
−Removed: (dollar amounts in thousands)
Investments—controlled/affiliated
13 unchanged sentences
First Lien Debt Total $ 14,113 $ 12,936 1.36 %
−Removed: $ 14,302 $ 7,012 0.77 %
+Added: First Lien Debt Total 0 0 0 #DIV/0!
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2021
+Added: (dollar amounts in thousands)
Investments—controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair
12 unchanged sentences
Investment Funds (13.7% of fair value)
−Removed: 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 %
−Removed: 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
+Added: Middle Market Credit Fund II, LLC, Member's Interest ^ (7)(10) Investment Funds N/A —% 11/3/2020 12/31/2030 $ 78,122 $ 78,096 $ 77,958 8.22 %
+Added: Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest ^ (7)(10) Investment Funds N/A —% 2/29/2016 12/31/2024 193,000 193,000 184,141 19.41
Middle Market Credit Fund, Mezzanine Loan ^ (2)(7)(9)(10) Investment Funds L + 9.00% 9.210% 6/30/2016 5/21/2022 — — — —
−Removed: Investment Fund Total
−Removed: $ 294,096 $ 283,286 31.43 %
+Added: Investment Funds Total $ 271,096 $ 262,099 27.62 %
Total investments—controlled/affiliated $ 288,024 $ 275,035 29.00 %
−Removed: $ 311,213 $ 290,298 32.20 %
Total investments $ 1,957,553 $ 1,913,052 201.63 %
−Removed: $ 1,922,966 $ 1,825,749 202.56 %
^ Denotes that all or a portion of the assets are owned by TCG BDC, Inc.
12 unchanged sentences
Certain portfolio company investments are subject to contractual restrictions on sales.
−Removed: TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: As of December 31, 2020
−Removed: (dollar amounts in thousands)
(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.
12 unchanged sentences
(9) Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company/investment fund.
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2021
+Added: (dollar amounts in thousands)
(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.
19 unchanged sentences
Total investments—controlled/affiliated $ 7,012 $ — $ (189) $ — $ 6,113 $ 12,936 $ 185
−Removed: (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:
−Removed: Barnes & Noble, Inc.
−Removed: (1.83%), Southern Graphics, Inc.
−Removed: (1.71%), and Legacy.com, Inc (3.92%).
+Added: (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.
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.
1 unchanged sentence
Transactions related the portfolio company during the year ended December 31, 2021 were as follows:
−Removed: TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: As of December 31, 2020
−Removed: (dollar amounts in thousands)
Investments—non-controlled/affiliated Fair Value as of December 31, 2020 Additions/Purchases Reductions/Sales/ Paydowns Net Realized Gain (Loss) Net Change in Unrealized Appreciation (Depreciation) Fair Value as of December 31, 2021 Dividend and Interest Income
6 unchanged sentences
Total investments—non-controlled/affiliated $ 26,180 $ 1,372 $ (484) $ 3 $ 3,215 $ 30,286 $ 173
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2021
+Added: (dollar amounts in thousands)
+Added: (13) The investment is secured by receivables purchased from the portfolio company, with an implied discount of 8.75%.
+Added: The investment was made via a tranched participation arrangement between the purchaser of such receivables and the Company.
+Added: The investment has a secondary priority behind the rights of such purchaser.
(14) As of December 31, 2021, the Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans:
2 unchanged sentences
Advanced Web Technologies Holding Company Delayed Draw 1.00% $ 2,723 $ 27
+Added: Advanced Web Technologies Holding Company Delayed Draw 1.00% $ 1,051 $ 11
Advanced Web Technologies Holding Company Revolver 0.50 906 9
1 unchanged sentence
American Physician Partners, LLC Revolver 0.50 550 —
−Removed: AMS Group HoldCo, LLC Revolver 0.50 2,315 (29)
Analogic Corporation Revolver 0.50 72 (1)
−Removed: Applied Technical Services Delayed Draw 1.00 132 (3)
−Removed: Applied Technical Services Revolver 0.50 53 (1)
+Added: Applied Technical Services, LLC Revolver 0.50 40 —
+Added: Appriss Health, LLC Revolver 0.50 2,963 3
Revolver 0.50 1,420 —
+Added: Ascend Buyer, LLC Revolver 0.50 1,070 (17)
+Added: Associations, Inc.
+Added: Revolver 0.50 723 2
+Added: Blackbird Purchaser, Inc.
+Added: Delayed Draw 1.00 4,597 (92)
+Added: BMS Holdings III Corp.
+Added: Delayed Draw 1.00 9,688 (149)
+Added: Bubbles Bidco S.P.A.
+Added: (Italy) Delayed Draw 2.80 € 873 (30)
+Added: Bubbles Bidco S.P.A.
+Added: (Italy) Delayed Draw — € 537 (9)
Captive Resources Midco, LLC Revolver 0.50 2,143 (12)
−Removed: Chartis Holding, LLC Delayed Draw 1.00 4,406 2
Chartis Holding, LLC Revolver 0.50 217 —
Chemical Computing Group ULC (Canada) Revolver 0.50 29 —
−Removed: Cobblestone Intermediate Holdco LLC Delayed Draw 1.00 11 —
+Added: Chudy Group, LLC Delayed Draw 1.00 138 2
+Added: Chudy Group, LLC Revolver 0.50 34 1
Comar Holding Company, LLC Revolver 0.50 2,935 (59)
−Removed: Comar Holding Company, LLC Delayed Draw 1.00 4,655 17
−Removed: Cority Software Inc.(Canada) Revolver 0.50 3,000 21
+Added: Cority Software Inc.
+Added: (Canada) Revolver 0.50 3,000 (1)
+Added: DCA Investment Holding, LLC Delayed Draw 1.00 1,495 (8)
DermaRite Industries, LLC Revolver 0.50 579 (103)
3 unchanged sentences
Delayed Draw 0.50 1,657 —
−Removed: Ethos Veterinary Health LLC Delayed Draw 1.00 2,696 (37)
−Removed: EvolveIP, LLC Delayed Draw 1.00 3,333 (4)
−Removed: EvolveIP, LLC Revolver 0.50 2,941 (3)
−Removed: FWR Holding Corporation Revolver 0.50 4,444 (380)
−Removed: Helios Buyer, Inc.
−Removed: Revolver 0.50 1,326 (27)
−Removed: Helios Buyer, Inc.
+Added: Dwyer Instruments, Inc Delayed Draw 1.00 1,003 (3)
+Added: Dwyer Instruments, Inc Revolver 0.50 411 (1)
+Added: Ellkay, LLC Revolver 0.50 1,786 (36)
+Added: EPS Nass Parent, Inc.
Delayed Draw 1.00 85 (1)
−Removed: Hercules Borrower LLC Revolver 0.50 2,160 (54)
+Added: EPS Nass Parent, Inc.
+Added: Revolver 0.50 25 —
+Added: EvolveIP, LLC Revolver 0.50 798 (4)
TCG BDC, INC.
3 unchanged sentences
Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: Delayed Draw 1.00% $ 1,098 $ (16)
−Removed: Individual FoodService Holdings, LLC Revolver 0.50 436 (11)
+Added: Greenhouse Software, Inc.
+Added: Revolver 0.50 1,471 (29)
+Added: Harbour Benefit Holdings, Inc.
+Added: Revolver 0.50 2,120 (21)
+Added: Heartland Home Services, Inc Delayed Draw 1.00 6,902 27
+Added: Heartland Home Services, Inc Revolver 0.50 598 2
+Added: Hercules Borrower LLC Revolver 0.50 2,160 43
+Added: Hoosier Intermediate, LLC Revolver 0.50% $ 2,400 $ (48)
Individual FoodService Holdings, LLC Delayed Draw 1.00 48 —
Individual Foodservice Holdings, LLC Delayed Draw 1.00 890 3
+Added: Individual FoodService Holdings, LLC Delayed Draw 1.00 188 —
Individual FoodService Holdings, LLC Revolver 0.50 706 —
−Removed: Innovative Business Services, LLC Revolver 0.50 2,232 (41)
+Added: Integrity Marketing Acquisition, LLC Delayed Draw — 5,000 (51)
+Added: Jeg's Automotive, LLC Delayed Draw 1.00 6,667 (133)
+Added: Jeg's Automotive, LLC Revolver 0.50 3,333 (67)
K2 Insurance Services, LLC Revolver 0.50 1,120 (2)
−Removed: K2 Insurance Services, LLC Delayed Draw 1.00 1,571 —
Delayed Draw 1.00 585 (3)
Revolver 0.50 1,543 (9)
−Removed: Lifelong Learner Holdings, LLC Delayed Draw 1.00 1,690 (140)
Lifelong Learner Holdings, LLC Revolver 0.50 2 —
1 unchanged sentence
Revolver 0.50 1,140 (113)
−Removed: Mailgun Technologies, Inc.
+Added: LVF Holdings, Inc.
+Added: Delayed Draw 1.00 4,670 (116)
+Added: LVF Holdings, Inc.
Revolver 0.50 1,459 (36)
+Added: Material Holdings, LLC Delayed Draw — 1,916 (21)
+Added: Material Holdings, LLC Revolver 1.00 806 (9)
+Added: Maverick Acquisition, Inc.
+Added: Delayed Draw 1.00 4,679 (101)
+Added: Maverick Acquisition, Inc.
+Added: Delayed Draw 1.00 1,290 (28)
+Added: Medical Manufacturing Technologies, LLC Delayed Draw 1.00 8,264 (165)
+Added: Medical Manufacturing Technologies, LLC Revolver 0.50 1,859 (37)
+Added: MMIT Holdings, LLC Revolver 0.50 857 (17)
National Technical Systems, Inc.
2 unchanged sentences
Revolver 0.50 1,280 (16)
−Removed: Paramit Corporation Delayed Draw — 2,931 (59)
−Removed: PF Growth Partners, LLC Delayed Draw 1.00 823 (52)
−Removed: PPC Flexible Packaging, LLC Revolver 0.50 881 (3)
−Removed: PricewaterhouseCoopers Public Sector LLP Revolver 0.50 6,250 (32)
−Removed: QW Holding Corporation Delayed Draw 1.00 600 (29)
−Removed: Redwood Services Group, LLC Delayed Draw 3.63 4,639 18
+Added: PF Atlantic HoldCo 2, LLC Delayed Draw 0.75 9,517 (190)
+Added: PF Atlantic HoldCo 2, LLC Revolver 0.50 2,759 (55)
+Added: Prophix Software Inc.
+Added: (Canada) Revolver 0.50 1,993 20
+Added: Quantic Electronics, LLC Revolver 0.50 557 (7)
+Added: Quantic Electronics, LLC Delayed Draw 1.00 3,164 (41)
+Added: Quantic Electronics, LLC Revolver 0.50 824 (11)
RSC Acquisition, Inc.
+Added: Delayed Draw 0.50 2,435 9
+Added: RSC Acquisition, Inc.
Revolver 0.50 215 1
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2021
+Added: (dollar amounts in thousands)
+Added: Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value
Sapphire Convention, Inc.
Revolver 0.50 2,561 (345)
−Removed: Smile Doctors, LLC Revolver 0.50 707 (14)
SolAero Technologies Corp.
(Priority Facilities) Revolver 0.50 984 —
−Removed: Revolver 0.50 655 (120)
+Added: SolAero Technologies Corp.
+Added: (Priority Facilities) Revolver 0.50 1,084 —
+Added: Speedstar Holding, LLC Delayed Draw 1.00 3,775 38
Superior Health Linens, LLC Revolver 0.50 417 —
−Removed: T2 Systems, Inc.
−Removed: Revolver 0.50 2,933 —
−Removed: Tank Holding Corp.
−Removed: Revolver 0.25 47 (1)
TCFI Aevex LLC Delayed Draw 1.00% $ 1,835 $ (263)
+Added: TCFI Aevex LLC Delayed Draw 1.00 214 (31)
The Leaders Romans Bidco Limited (United Kingdom) Delayed Draw 1.60 £ 1,902 399
−Removed: Trump Card, LLC Revolver 0.50 635 (12)
−Removed: TSB Purchaser, Inc.
−Removed: Revolver 0.50 1,891 (15)
+Added: Trafigura Trading LLC Revolver 0.50 7,762 (133)
Turbo Buyer, Inc.
Revolver 0.50 1,217 (24)
−Removed: US INFRA SVCS Buyer, LLC Revolver 0.50 2,275 (5)
US INFRA SVCS Buyer, LLC Delayed Draw 1.00 22,234 (527)
−Removed: USLS Acquisition, Inc.
−Removed: Revolver 0.50 1,418 (91)
+Added: US INFRA SVCS Buyer, LLC Revolver 0.50 263 (6)
USLS Acquisition, Inc.
−Removed: Delayed Draw 0.50 591 —
−Removed: TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: As of December 31, 2020
−Removed: (dollar amounts in thousands)
−Removed: Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value
−Removed: VRC Companies, LLC Revolver 0.50% $ 1,646 $ —
−Removed: Westfall Technik, Inc.
Revolver 0.50 1,135 (12)
−Removed: YLG Holdings, Inc.
−Removed: Delayed Draw 1.00 596 (9)
−Removed: Zemax Software Holdings, LLC Revolver 0.50 642 (15)
−Removed: Zenith Merger Sub, Inc.
−Removed: Revolver 0.50 1,590 (12)
−Removed: Zenith Merger Sub, Inc.
−Removed: Delayed Draw 1.00 2,573 (19)
+Added: Wineshipping.com LLC Delayed Draw 1.00 1,986 (39)
+Added: Wineshipping.com LLC Revolver 0.50 1,430 (28)
Total unfunded commitments $ 180,498 $ (2,660)
5 unchanged sentences
Type Amortized Cost Fair Value % of Fair Value
−Removed: First Lien Debt (excluding First Lien/Last Out Debt) $ 1,234,579 $ 1,161,881 63.63 %
−Removed: First Lien/Last Out Debt 63,575 62,182 3.41
+Added: First Lien Debt $ 1,271,794 $ 1,232,084 64.4 %
Second Lien Debt 341,538 341,776 17.9
21 unchanged sentences
Construction & Building 11,277 11,450 0.6
+Added: Consumer Goods:
+Added: Durable 440 440 —
+Added: Consumer Goods:
+Added: Non-Durable 5,303 5,158 0.3
Consumer Services 25,155 25,909 1.4
Containers, Packaging & Glass 52,154 52,113 2.7
−Removed: Durable Consumer Goods 10,302 10,992 0.60
Oil & Gas 41,991 42,900 2.2
6 unchanged sentences
Diversified & Production 19,700 19,666 1.0
−Removed: Non-durable Consumer Goods 1,500 1,664 0.09
+Added: Metals & Mining 2,237 2,086 0.1
Retail 44,644 44,992 2.4
2 unchanged sentences
Telecommunications 87,977 76,585 4.0
−Removed: Transportation:
−Removed: Cargo 29,576 29,389 1.61
−Removed: Transportation:
−Removed: Consumer 26,912 27,443 1.50
+Added: Electric 869 878 —
Wholesale 7,958 8,143 0.4
8 unchanged sentences
Cyprus 6,389 7,097 0.4
+Added: Italy 5,303 5,158 0.3
Luxembourg 41,647 38,403 2.0
8 unchanged sentences
Investments—non-controlled/non-affiliated (1)
−Removed: Reference Rate & Spread (2)
+Added: Footnotes Industry Reference Rate & Spread (2)
Interest Rate (2)
−Removed: Acquisition Date
−Removed: Maturity Date
−Removed: Par/ Principal Amount **
−Removed: Amortized Cost (4)
+Added: Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)
Fair Value (5)
−Removed: First Lien Debt (77.29%)
−Removed: 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 %
+Added: First Lien Debt (65.2% of fair value)
+Added: 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
2 unchanged sentences
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
+Added: 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
+Added: 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
1 unchanged sentence
Cargo L + 6.50% 7.50% 9/29/2017 9/29/2023 22,252 22,004 21,945 2.43
−Removed: 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
+Added: 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
+Added: 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
+Added: At Home Holding III, Inc.
+Added: ^ (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.
3 unchanged sentences
^ (2)(3)(11) Retail L + 5.50% 6.50% 8/7/2019 8/7/2024 16,744 16,426 15,808 1.75
+Added: BlueCat Networks, Inc.
+Added: (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.
* (2)(3) Construction & Building L + 5.25% 6.25% 9/30/2019 9/30/2026 1,596 1,554 1,578 0.18
−Removed: 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
−Removed: Capstone Logistics Acquisition, Inc.
−Removed: +* (2) (3) Transportation:
−Removed: 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 + 5.75% 6.75% 6/30/2015 5/31/2025 10,525 10,370 10,611 1.18
3 unchanged sentences
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
−Removed: 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
+Added: 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
+Added: 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
1 unchanged sentence
(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
−Removed: Dent Wizard International Corporation + (2) (3) Automotive L + 4.00% 5.70% 4/28/2015 4/7/2022 877 877 873 0.09
−Removed: 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
+Added: Cority Software Inc.
+Added: (Canada) ^ (2)(3)(7) Software L + 7.25% 8.25% 9/3/2020 7/2/2026 1,898 1,843 1,935 0.21
+Added: 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
−Removed: Digicel Limited (Jamaica) ^ (7) Telecommunications 6.00% 6.00% 7/23/2019 4/15/2021 250 202 195 0.02
−Removed: 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
−Removed: 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 — —
+Added: Designer Brands Inc.
+Added: ^ (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.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
1 unchanged sentence
Investments—non-controlled/non-affiliated (1)
−Removed: Reference Rate & Spread (2)
+Added: Footnotes Industry Reference Rate & Spread (2)
Interest Rate (2)
−Removed: Acquisition Date
−Removed: Maturity Date
−Removed: Par/ Principal Amount **
−Removed: Amortized Cost (4)
+Added: Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)
Fair Value (5)
−Removed: First Lien Debt (77.29%) (continued)
−Removed: Direct Travel, Inc.
−Removed: ^+* (2) (3) Hotel, Gaming & Leisure L + 6.50% 8.41% 10/14/2016 12/1/2021 $ 36,805 $ 36,515 $ 36,757 3.65 %
+Added: 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.
* (2)(3) High Tech Industries L + 4.75% 5.75% 12/18/2018 9/30/2023 1,954 1,876 1,741 0.19
−Removed: 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
+Added: 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
+Added: 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
1 unchanged sentence
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
−Removed: 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
−Removed: Green Energy Partners/Stonewall, LLC +* (2) (3) Energy:
−Removed: Electricity L + 5.50% 7.60% 6/26/2015 11/10/2021 19,550 19,374 18,034 1.79
−Removed: 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
−Removed: Hummel Station, LLC +* (2) (3) Energy:
−Removed: Electricity L + 6.00% 7.70% 2/3/2016 10/27/2022 14,641 14,169 12,896 1.28
−Removed: 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
+Added: 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
+Added: Helios Buyer, Inc.
+Added: ^ (2)(3)(13) Consumer Services L + 6.00% 7.00% 12/15/2020 12/15/2026 8,749 8,456 8,454 0.94
+Added: 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
+Added: Higginbotham Insurance Agency, Inc.
+Added: ^ (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
+Added: 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
+Added: 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
+Added: 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
7 unchanged sentences
^ (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
−Removed: National Carwash Solutions, Inc.
−Removed: ^+ (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.
2 unchanged sentences
Oil & Gas L + 5.50% 6.50% 5/9/2018 5/11/2023 9,789 9,697 8,859 0.98
−Removed: 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.
^* (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
+Added: 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
+Added: 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
+Added: 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.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
1 unchanged sentence
Investments—non-controlled/non-affiliated (1)
−Removed: Reference Rate & Spread (2)
+Added: Footnotes Industry Reference Rate & Spread (2)
Interest Rate (2)
−Removed: Acquisition Date
−Removed: Maturity Date
−Removed: Par/ Principal Amount **
−Removed: Amortized Cost (4)
+Added: Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)
Fair Value (5)
−Removed: First Lien Debt (77.29%) (continued)
−Removed: Northland Telecommunications Corporation ^* (2) (3) (13) Media:
−Removed: Broadcast & Subscription L + 5.75% 7.46% 10/1/2018 10/1/2025 $ 46,603 $ 45,916 $ 46,529 4.62 %
−Removed: 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 + 7.00% 8.00% 7/1/2019 7/11/2025 $ 7,294 $ 7,198 $ 6,778 0.75 %
−Removed: 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
+Added: 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
+Added: 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
−Removed: 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% 3.49% 5/1/2018 5/1/2023 — (74) (32) —
1 unchanged sentence
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
−Removed: 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
+Added: 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
+Added: 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
+Added: 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
+Added: Regency Entertainment, Inc.
+Added: ^ (2)(3) Media:
+Added: Diversified & Production L + 6.75% 7.75% 5/22/2020 10/22/2025 20,000 19,636 19,600 2.17
+Added: Reladyne, Inc.
+Added: * (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.
3 unchanged sentences
Sapphire Convention, Inc.
−Removed: (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
+Added: ^* (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
+Added: Southern Graphics, Inc.
+Added: ^ (2)(3)(11) Media:
+Added: 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.
* (2)(3) Beverage, Food & Tobacco L + 4.75% 4.96% 11/16/2018 11/20/2025 17,498 17,360 17,348 1.92
−Removed: ^+* (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
−Removed: 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
−Removed: 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
+Added: ^* (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
+Added: 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.
3 unchanged sentences
^ (2)(3)(13) Capital Equipment L + 3.50% 3.74% 3/26/2019 3/26/2024 — — (1) —
−Removed: 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
−Removed: 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
−Removed: Trump Card, LLC ^+* (2) (3) (13) Transportation:
−Removed: Cargo L + 5.50% 7.63% 6/26/2018 4/21/2022 7,918 7,881 7,869 0.78
+Added: 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
+Added: 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.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
1 unchanged sentence
Investments—non-controlled/non-affiliated (1)
−Removed: Reference Rate & Spread (2)
+Added: Footnotes Industry Reference Rate & Spread (2)
Interest Rate (2)
−Removed: Acquisition Date
−Removed: Maturity Date
−Removed: Par/ Principal Amount **
−Removed: Amortized Cost (4)
+Added: Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)
Fair Value (5)
−Removed: First Lien Debt (77.29%) (continued)
+Added: 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 %
+Added: Trump Card, LLC ^* (2)(3)(13) Transportation:
+Added: Cargo L + 5.50% 6.50% 6/26/2018 4/21/2022 7,594 7,572 7,444 0.83
TSB Purchaser, Inc.
−Removed: (Teaching Strategies, LLC) ^+* (2) (3) (13) Media:
+Added: ^* (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
6 unchanged sentences
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
+Added: Unifrutti Financing PLC (Cyprus) ^ (7) Beverage, Food & Tobacco 11.00% PIK 11.00% 10/22/2020 9/15/2026 € 647 724 754 0.08
+Added: 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.
^* (2)(3)(13) Business Services L + 5.75% 6.75% 11/30/2018 11/30/2024 21,447 21,124 19,981 2.22
+Added: USLS Acquisition, Inc.
+Added: ^ (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
1 unchanged sentence
^* (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
−Removed: 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
+Added: 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
+Added: YLG Holdings, Inc.
+Added: ^ (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
2 unchanged sentences
First Lien Debt Total $ 1,246,281 $ 1,190,871 132.16 %
−Removed: $ 1,707,292 $ 1,641,653 163.10 %
−Removed: Second Lien Debt (11.04%)
−Removed: 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 %
+Added: Second Lien Debt (15.6% of fair value)
+Added: 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.
4 unchanged sentences
^* (2)(3) Software L + 7.50% 7.64% 10/3/2018 4/19/2026 19,062 18,711 19,062 2.11
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: ^ (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
+Added: Drilling Info Holdings, Inc.
+Added: ^ (2)(3) Energy:
+Added: Oil & Gas L + 8.25% 8.40% 2/11/2020 7/30/2026 18,600 18,145 18,228 2.02
Jazz Acquisition, Inc.
^ (2)(3) Aerospace & Defense L + 8.00% 8.15% 6/13/2019 6/18/2027 23,450 23,150 18,146 2.01
−Removed: Le Tote, Inc.
−Removed: ^ (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.
^* (2)(3) Business Services L + 7.50% 7.75% 10/23/2018 10/26/2026 3,462 3,455 3,462 0.38
−Removed: 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
+Added: PAI Holdco, Inc.
+Added: ^ (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.
^ (2)(3) Healthcare & Pharmaceuticals L + 8.00% 9.00% 6/7/2018 12/11/2023 800 798 783 0.09
−Removed: 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
+Added: 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.
^ (2)(3) Wholesale L + 9.50% 10.50% 4/19/2018 1/21/2023 12,242 12,133 11,956 1.33
−Removed: Tank Holding Corp.
−Removed: ^* (2) (3) Capital Equipment L + 8.25% 11.04% 3/26/2019 3/26/2027 37,380 36,771 37,223 3.70
−Removed: 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
−Removed: Watchfire Enterprises, Inc.
−Removed: ^ (2) (3) Media:
−Removed: Advertising, Printing & Publishing L + 8.00% 9.95% 10/2/2013 10/2/2021 7,000 6,966 6,998 0.70
−Removed: 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
+Added: 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.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
1 unchanged sentence
Investments—non-controlled/non-affiliated (1)
−Removed: Reference Rate & Spread (2)
+Added: Footnotes Industry Reference Rate & Spread (2)
Interest Rate (2)
−Removed: Acquisition Date
−Removed: Maturity Date
−Removed: Par/ Principal Amount **
−Removed: Amortized Cost (4)
+Added: Acquisition Date Maturity Date Par/ Principal Amount ** Amortized Cost (4)
Fair Value (5)
−Removed: Second Lien Debt (11.04%) (continued)
−Removed: ^ (2) (3) High Tech Industries L + 9.00% 10.94% 11/18/2016 11/17/2023 $ 3,468 $ 3,432 $ 3,458 0.34
+Added: Tank Holding Corp.
+Added: (2)(3) Capital Equipment L + 8.25% 8.40% 3/26/2019 3/26/2027 $ 35,965 $ 35,454 $ 35,189 3.90 %
+Added: 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
+Added: 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
+Added: Watchfire Enterprises, Inc.
+Added: ^ (2)(3) Media:
+Added: Advertising, Printing & Publishing L + 8.00% 9.00% 10/2/2013 10/2/2021 7,000 6,985 6,988 0.78
+Added: World 50, Inc.
+Added: ^ (9) Business Services 11.50% 11.50% 1/10/2020 1/9/2027 7,635 7,499 7,518 0.83
+Added: 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 %
−Removed: $ 234,006 $ 234,532 23.32 %
Investments—non-controlled/non-affiliated (1)
−Removed: Footnotes Industry Acquisition Date Shares/ Units Cost Fair Value (5)
+Added: Footnotes Industry Acquisition Date Shares/ Units Cost Fair
of Net Assets
−Removed: Equity Investments (0.98%)
−Removed: ANLG Holdings, LLC ^ (6) Healthcare & Pharmaceuticals 6/22/2018 880 $ 880 $ 973 0.10 %
+Added: Equity Investments (1.9% of fair value)
+Added: Central Security Group, Inc.
+Added: ^* (6) Consumer Services 10/16/2020 443 $ — $ — — %
+Added: 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
+Added: 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
5 unchanged sentences
^ (6) Non-durable Consumer Goods 9/29/2017 1,500 1,500 1,664 0.18
−Removed: Derm Growth Partners III, LLC (Dermatology Associates) ^ (6) Healthcare & Pharmaceuticals 5/31/2016 1,000 1,000 — —
−Removed: GRO Sub Holdco, LLC (Grand Rapids) ^ (6) Healthcare & Pharmaceuticals 3/29/2018 500 500 137 0.01
+Added: Derm Growth Partners III, LLC ^ (6) Healthcare & Pharmaceuticals 5/31/2016 1,000 1,000 — —
+Added: 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
4 unchanged sentences
North Haven Goldfinch Topco, LLC ^ (6) Containers, Packaging & Glass 6/18/2018 2,315 2,315 3,043 0.34
−Removed: 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 1,302 0.14
+Added: 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
7 unchanged sentences
^ (6) Capital Equipment 3/26/2019 850 482 944 0.10
+Added: Titan DI Preferred Holdings, Inc.
+Added: ^ (6) Energy:
+Added: Oil & Gas 2/11/2020 11,246 10,959 11,021 1.22
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2020
+Added: (dollar amounts in thousands)
+Added: Investments—non-controlled/non-affiliated (1)
+Added: Footnotes Industry Acquisition Date Shares/ Units Cost Fair
+Added: of Net Assets
Turbo Buyer, Inc.
3 unchanged sentences
Advertising, Printing & Publishing 9/17/2018 17 — — —
+Added: Unifrutti Financing PLC (Cyprus) ^ (6) Beverage, Food & Tobacco 10/22/2020 — 556 575 0.06
+Added: 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
+Added: W50 Parent LLC ^ (6) Business Services 1/10/2020 500 500 575 0.06
Zenith American Holding, Inc.
4 unchanged sentences
Total investments—non-controlled/non-affiliated $ 1,574,182 $ 1,509,271 167.45 %
+Added: Investments—non-controlled/affiliated Footnotes Industry Reference Rate & Spread (2)
+Added: Interest Rate (2)
+Added: Acquisition Date
+Added: Maturity Date
+Added: Par/ Principal Amount **
+Added: Amortized Cost (4)
+Added: First Lien Debt (1.4% of fair value)
+Added: Direct Travel, Inc.
+Added: ^* (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 %
+Added: Direct Travel, Inc.
+Added: ^ (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
+Added: First Lien Debt Total
+Added: $ 37,571 $ 26,180 2.91 %
+Added: Investments—non-controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair
+Added: Equity Investments (0.0% of fair value)
+Added: Direct Travel, Inc.
+Added: ^ (6)(12) Hotel, Gaming & Leisure 10/1/2020 43 $ — $ — — %
+Added: Equity Investments Total $ — $ — — %
+Added: Total investments—non-controlled/affiliated $ 37,571 $ 26,180 2.91 %
TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
7 unchanged sentences
Amortized Cost (4)
−Removed: First Lien Debt (1.01%)
+Added: First Lien Debt (0.4% of fair value)
SolAero Technologies Corp.
3 unchanged sentences
SolAero Technologies Corp.
−Removed: (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
+Added: (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
1 unchanged sentence
Investments—controlled/affiliated Footnotes Industry Acquisition Date Shares/ Units Cost Fair
−Removed: % of Net Assets
−Removed: Equity Investments (—)
+Added: Equity Investments (0.0% of fair value)
SolAero Technologies Corp.
2 unchanged sentences
Investments—controlled/affiliated
+Added: Footnotes Industry
Reference Rate & Spread (2)
4 unchanged sentences
Fair Value (7)
−Removed: % of Net Assets
−Removed: Investment Fund (9.63%)
−Removed: 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 %
−Removed: 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 %
+Added: Investment Funds (15.5% of fair value)
+Added: 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 %
+Added: 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
+Added: 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
8 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).
−Removed: 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”).
−Removed: + Denotes that all or a portion of the assets are owned by the Company’s wholly owned subsidiary, the SPV.
−Removed: 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”).
−Removed: 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).
−Removed: Accordingly, such assets are not available to creditors of the Company or the 2015-1 Issuer.
+Added: 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).
−Removed: Accordingly, such assets are not available to the creditors of the Company or the SPV.
+Added: 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 (“£”)
(1) Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.
−Removed: 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
−Removed: TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
−Removed: As of December 31, 2019
−Removed: (dollar amounts in thousands)
−Removed: securities and/or held the power to exercise control over the management or policies of the portfolio company.
+Added: 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.
As of December 31, 2020, the Company does not “control” any of these portfolio companies.
2 unchanged sentences
Certain portfolio company investments are subject to contractual restrictions on sales.
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2020
+Added: (dollar amounts in thousands)
(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.
−Removed: (8) 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.
+Added: (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.
−Removed: See Note 5, Middle Market Credit Fund, LLC, for more details.
+Added: See Notes 5, Middle Market Credit Fund, LLC and 6.
+Added: 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:
4 unchanged sentences
111,596 92,500 — — 1,795 205,891 19,750
+Added: 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
1 unchanged sentence
SolAero Technologies Corp.
−Removed: $ 17,968 $ — $ (18,319) $ (9,091) $ 9,442 $ — $ —
−Removed: SolAero Technologies Corp.
(Priority Term Loan) 9,612 — (7,152) — — 2,460 52
6 unchanged sentences
Total investments—controlled/affiliated $ 22.311 $ — $ (7,152) $ — $ (8,147) $ 7,012 $ 52
−Removed: (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:
−Removed: Barnes & Noble, Inc.
−Removed: (1.83%), Dimensional Dental Management, LLC (4.87%), Legacy.com Inc.
−Removed: (3.73%) and Surgical Information Systems, LLC (1.13%) .
+Added: (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.
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.
+Added: (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.
+Added: Transactions related the portfolio company during the year ended December 31, 2020 were as follows:
TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
(dollar amounts in thousands)
−Removed: (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.
−Removed: Transactions related to investments in non-controlled affiliates for the year ended December 31, 2019, were as follows:
−Removed: 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
−Removed: TwentyEighty, Inc.
−Removed: - Revolver $ — $ — $ — $ 1 $ — $ (1) $ — $ —
−Removed: TwentyEighty, Inc.
−Removed: - (Term A Loans) 316 — (415) 1 101 (1) — 19
−Removed: TwentyEighty, Inc.
−Removed: - (Term B Loans) 6,855 230 (7,102) 76 — (59) — 498
−Removed: TwentyEighty, Inc.
−Removed: - (Term C Loans) 6,981 489 (7,397) 179 — (252) — 692
−Removed: TwentyEighty Investors LLC (Equity) 4,391 — — — 7,990 (4,391) — —
+Added: 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
+Added: Direct Travel, Inc.
+Added: $ 36,757 $ — $ (176) $ 1 $ (11,633) $ 24,949 $ —
+Added: Direct Travel, Inc.
+Added: — 1,231 — — — 1,231 18
+Added: Direct Travel, Inc.
+Added: (Equity) — — — — — — —
Total investments—non-controlled/affiliated $ 36.757 $ 1,231 $ (176) $ 1 $ (11,633) $ 26,180 $ 18
2 unchanged sentences
First and Second Lien Debt—unfunded delayed draw and revolving term loans commitments
−Removed: Aero Operating, LLC (Dejana Industries, Inc.) Revolver 1.00% $ 159 $ (3)
+Added: Advanced Web Technologies Holding Company Delayed Draw 1.00% $ 2,299 $ (46)
+Added: Advanced Web Technologies Holding Company Revolver 0.50 854 (17)
Revolver 0.50 1,250 1
2 unchanged sentences
Analogic Corporation Revolver 0.50 168 —
+Added: Applied Technical Services Delayed Draw 1.00 132 (3)
+Added: Applied Technical Services Revolver 0.50 53 (1)
Revolver 0.50 2,367 36
−Removed: BMS Holdings III Corp.
−Removed: Delayed Draw 1.00 3,333 (10)
Captive Resources Midco, LLC Revolver 0.50 2,143 15
−Removed: Chartis Group, LLC Revolver 0.50 2,401 (20)
−Removed: Chartis Group, LLC Delayed Draw 0.50 6,402 (52)
+Added: Chartis Holding, LLC Delayed Draw 1.00 4,406 2
+Added: Chartis Holding, LLC Revolver 0.50 2,401 1
Chemical Computing Group ULC (Canada) Revolver 0.50 29 —
−Removed: Comar Holding Company, LLC Delayed Draw 1.00 5,136 (103)
+Added: Cobblestone Intermediate Holdco LLC Delayed Draw 1.00 11 —
Comar Holding Company, LLC Revolver 0.50 2,935 11
−Removed: Cority Software, Inc.
−Removed: (Canada) Revolver 0.50 3,000 (60)
+Added: Comar Holding Company, LLC Delayed Draw 1.00 4,655 17
+Added: Cority Software Inc.(Canada) Revolver 0.50 3,000 21
DermaRite Industries, LLC Revolver 0.50 3,103 (29)
−Removed: Dimensional Dental Management, LLC Revolver 0.50 48 —
+Added: Diligent Corporation Delayed Draw 1.00 141 2
+Added: Diligent Corporation Revolver 0.50 47 1
+Added: Direct Travel, Inc.
+Added: Delayed Draw 0.50 3,029 —
Ethos Veterinary Health LLC Delayed Draw 1.00 2,696 (37)
−Removed: Evolve IP Revolver 0.50 2,941 —
−Removed: Evolve IP Delayed Draw 1.00 3,922 —
−Removed: FWR Holding Corporation Delayed Draw 1.00 87 —
+Added: EvolveIP, LLC Delayed Draw 1.00 3,333 (4)
+Added: EvolveIP, LLC Revolver 0.50 2,941 (3)
FWR Holding Corporation Revolver 0.50 4,444 (380)
−Removed: GRO Sub Holdco, LLC (Grand Rapids) Revolver 0.50 1,071 (54)
+Added: Helios Buyer, Inc.
Revolver 0.50 1,326 (27)
−Removed: Innovative Business Services, LLC Revolver 0.50 2,232 (32)
+Added: Helios Buyer, Inc.
+Added: Delayed Draw — 4,672 (93)
+Added: Hercules Borrower LLC Revolver 0.50 2,160 (54)
TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
1 unchanged sentence
Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value
+Added: Higginbotham Insurance Agency, Inc.
+Added: Delayed Draw 1.00% $ 1,098 $ (16)
+Added: Individual FoodService Holdings, LLC Revolver 0.50 436 (11)
+Added: Individual FoodService Holdings, LLC Delayed Draw 1.00 645 (16)
+Added: Individual FoodService Holdings, LLC Delayed Draw 1.00 165 (4)
+Added: Individual FoodService Holdings, LLC Revolver 0.50 139 (3)
+Added: 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 —
−Removed: Revolver 0.75 661 1
Delayed Draw 1.00 1,852 7
−Removed: Lifelong Learner Holdings, LLC Revolver 0.50 1,901 (19)
+Added: Revolver 0.50 787 3
Lifelong Learner Holdings, LLC Delayed Draw 1.00 1,690 (140)
+Added: Lifelong Learner Holdings, LLC Revolver 0.50 1,377 (114)
Liqui-Box Holdings, Inc.
2 unchanged sentences
Revolver 0.50 1,342 (23)
−Removed: National Car Wash Solutions, LP Revolver 0.50 310 (2)
−Removed: National Car Wash Solutions, LP Delayed Draw 1.00 1,111 (8)
National Technical Systems, Inc.
2 unchanged sentences
Revolver 0.50 1,280 (13)
−Removed: Northland Telecommunications Corporation Revolver 0.50 2,960 (4)
−Removed: Pathway Vet Alliance, LLC Delayed Draw 1.00 7,950 12
+Added: Paramit Corporation Delayed Draw — 2,931 (59)
PF Growth Partners, LLC Delayed Draw 1.00 823 (52)
1 unchanged sentence
PricewaterhouseCoopers Public Sector LLP Revolver 0.50 6,250 (32)
−Removed: QW Holding Corporation (Quala) Delayed Draw 1.00 809 (5)
+Added: QW Holding Corporation Delayed Draw 1.00 600 (29)
+Added: Redwood Services Group, LLC Delayed Draw 3.63 4,639 18
RSC Acquisition, Inc.
Revolver 0.50 608 6
−Removed: RSC Acquisition, Inc.
−Removed: Delayed Draw 1.00 7,757 (57)
Sapphire Convention, Inc.
−Removed: (Smart City Revolver 0.50 4,528 (34)
+Added: Revolver 0.50 3,655 (542)
Smile Doctors, LLC Revolver 0.50 707 (14)
−Removed: Smile Doctors, LLC Delayed Draw 1.00 1,477 (14)
SolAero Technologies Corp.
−Removed: (Priority Term Loan) Revolver 1.00 542 —
+Added: (Priority Facilities) Revolver 0.50 2,068 —
Revolver 0.50 655 (120)
4 unchanged sentences
Revolver 0.25 47 (1)
−Removed: TSB Purchaser, Inc.
−Removed: (Teaching Strategies, LLC) Revolver 0.50 1,342 (9)
+Added: 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)
−Removed: Turbo Buyer, Inc.
+Added: TSB Purchaser, Inc.
Revolver 0.50 1,891 (15)
Turbo Buyer, Inc.
−Removed: Delayed Draw 1.00 4,904 (64)
−Removed: USLS Acquisition, Inc.
Revolver 0.50 2,151 20
−Removed: VRC Companies, LLC Delayed Draw 0.75 210 —
−Removed: VRC Companies, LLC Revolver 0.50 1,119 (1)
−Removed: Westfall Technik, Inc.
+Added: US INFRA SVCS Buyer, LLC Revolver 0.50 2,275 (5)
+Added: US INFRA SVCS Buyer, LLC Delayed Draw 1.00 26,153 (60)
+Added: USLS Acquisition, Inc.
Revolver 0.50 1,418 (91)
−Removed: Westfall Technik, Inc.
+Added: USLS Acquisition, Inc.
Delayed Draw 0.50 591 —
−Removed: Zemax Software Holdings, LLC Revolver 0.50 1,284 (7)
TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2020
1 unchanged sentence
Investments—non-controlled/non-affiliated Type Unused Fee Par/ Principal Amount Fair Value
−Removed: Zenith American Holding, Inc.
+Added: VRC Companies, LLC Revolver 0.50% $ 1,646 $ —
+Added: Westfall Technik, Inc.
+Added: Revolver 0.50 431 (30)
+Added: YLG Holdings, Inc.
Delayed Draw 1.00 596 (9)
−Removed: Zenith American Holding, Inc.
+Added: Zemax Software Holdings, LLC Revolver 0.50 642 (15)
+Added: Zenith Merger Sub, Inc.
Revolver 0.50 1,590 (12)
+Added: Zenith Merger Sub, Inc.
+Added: Delayed Draw 1.00 2,573 (19)
Total unfunded commitments $ 149,508 $ (2,210)
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2020
+Added: (dollar amounts in thousands)
As of December 31, 2020, investments at fair value consisted of the following:
Type Amortized Cost Fair Value % of Fair Value
−Removed: First Lien Debt (excluding First Lien/Last Out) $ 1,649,721 $ 1,585,042 74.63 %
−Removed: First Lien/Last Out Unitranche 78,951 78,096 3.68
+Added: First Lien Debt $ 1,298,154 $ 1,224,063 67.0 %
Second Lien Debt 297,962 284,523 15.6
Equity Investments 32,754 33,877 1.9
−Removed: Investment Fund 216,501 204,596 9.63
+Added: Investment Funds 294,096 283,286 15.5
Total $ 1,922,966 $ 1,825,749 100.0 %
4 unchanged sentences
Total $ 1,596,116 $ 1,508,586 100.0 %
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2020
+Added: (dollar amounts in thousands)
The industry composition of investments at fair value as of December 31, 2020 was as follows:
11 unchanged sentences
Durable Consumer Goods 10,302 10,992 0.6
−Removed: Electricity 33,543 30,930 1.46
Oil & Gas 40,135 40,109 2.2
−Removed: TCG BDC, INC.
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
−Removed: As of December 31, 2019
−Removed: (dollar amounts in thousands)
−Removed: Industry Amortized Cost Fair Value % of Fair Value
Environmental Industries 63,536 62,238 3.4
2 unchanged sentences
Hotel, Gaming & Leisure 100,696 80,444 4.4
−Removed: Investment Fund 216,501 204,596 9.63
−Removed: Broadcast & Subscription 45,916 46,529 2.19
+Added: Investment Funds 294,096 283,286 15.5
Advertising, Printing & Publishing 37,234 37,261 2.0
+Added: Diversified & Production 19,636 19,600 1.1
Non-durable Consumer Goods 1,500 1,664 0.1
9 unchanged sentences
Total $ 1,922,966 $ 1,825,749 100.0 %
+Added: TCG BDC, INC.
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: As of December 31, 2020
+Added: (dollar amounts in thousands)
The geographical composition of investments at fair value as of December 31, 2020 was as follows:
2 unchanged sentences
Cyprus 6,112 6,793 40.0
−Removed: Jamaica 202 195 0.01
Luxembourg 32,093 29,970 1.6
11 unchanged sentences
(“CGCIM” or “Investment Adviser”), a wholly owned subsidiary of The Carlyle Group Inc.
+Added: (formerly, The Carlyle Group L.P).
The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “Investment Company Act”).
5 unchanged sentences
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.
−Removed: 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).
+Added: 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).
The Middle Market Senior Loans are generally made to private U.S.
11 unchanged sentences
Accordingly, the Company ceased to be an emerging growth company as of December 31, 2017.
−Removed: The Company is externally managed by the Investment Adviser, an investment adviser registered under the Investment Advisers Act of 1940, as amended.
+Added: The Company is externally managed by the Investment Adviser, an investment adviser registered under the Investment Advisers Act of 1940 (“Advisers Act”), as amended.
Carlyle Global Credit Administration L.L.C.
(“CGCA” or the “Administrator”) provides the administrative services necessary for the Company to operate.
−Removed: Both the Investment Adviser and the Administrator are wholly owned subsidiaries of Carlyle Investment Management L.L.C., a subsidiary of The Carlyle Group Inc.
+Added: Both the Investment Adviser and the Administrator are wholly owned subsidiaries of Carlyle Investment Management L.L.C.
+Added: (“CIM”), a subsidiary of The Carlyle Group Inc.
“Carlyle” refers to The Carlyle Group Inc.
2 unchanged sentences
TCG BDC SPV LLC (the “SPV”) is a Delaware limited liability company that was formed on January 3, 2013.
−Removed: The SPV invests in first and second lien senior secured loans.
+Added: Prior to the termination of its senior secured credit facility on December 11, 2020, the SPV invested in first and second lien senior secured loans.
The SPV is a wholly owned subsidiary of the Company and is consolidated in these consolidated financial statements commencing from the date of its formation, January 3, 2013.
4 unchanged sentences
The 2015-1R Notes are secured by a diversified portfolio of the 2015-1 Issuer consisting primarily of first and second lien senior secured loans.
−Removed: Refer to Note 8 to these consolidated financial statements for details.
+Added: Refer to Note 8, Notes Payable, for details.
The 2015-1 Issuer is consolidated in these consolidated financial statements commencing from the date of its formation, May 8, 2015.
3 unchanged sentences
The Company and Credit Partners each have 50% economic ownership of Credit Fund and have commitments to fund, from time to time, capital of up to $250,000 each.
−Removed: Refer to Note 5, Middle Market Credit Fund, LLC, to these consolidated financial statements for details.
+Added: Refer to Note 5, Middle Market Credit Fund, LLC, 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.
−Removed: 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").
+Added: On November 3, 2020, the Company and 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.
28 unchanged sentences
Net change in unrealized appreciation or depreciation on investments as presented in the accompanying Consolidated Statements of Operations reflects the net change in the fair value of investments, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.
−Removed: See Note 3 to these consolidated financial statements for further information about fair value measurements.
−Removed: Cash and Cash Equivalents
−Removed: Cash and cash equivalents consist of demand deposits and highly liquid investments (e.g., money market funds, U.S.
+Added: See Note 3 for further information about fair value measurements.
+Added: Cash, Cash Equivalents and Restricted Cash
+Added: Cash, cash equivalents and restricted cash consist of demand deposits and highly liquid investments (e.g., money market funds, U.S.
treasury notes) with original maturities of three months or less.
Cash equivalents are carried at amortized cost, which approximates fair value.
−Removed: The Company’s cash and cash equivalents are held with two large financial institutions and cash held in such financial institutions may, at times, exceed the Federal Deposit Insurance Corporation insured limit.
+Added: The Company’s cash, cash equivalents and restricted cash are held with two large financial institutions and cash held in such financial institutions may, at times, exceed the Federal Deposit Insurance Corporation insured limit.
+Added: As of December 31, 2021 and 2020, the Company had restricted cash balances of $70,081 and $16,184 respectively, which represent amounts that are collected by trustees who have been appointed as custodians of the assets securing certain of the Company's financing transactions, and held for payment of interest expense and principal on the outstanding borrowings, or reinvestment into new assets.
Revenue Recognition
4 unchanged sentences
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.
−Removed: The Company may have loans in its portfolio that contain PIK provisions.
+Added: The Company may have loans in its portfolio that contain payment-in-kind (“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.
3 unchanged sentences
Dividend Income
−Removed: 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.
−Removed: 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.
+Added: Dividend income from each investment fund, Credit Fund and Credit Fund II, 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.
+Added: Other income may include income such as consent, waiver, amendment, unused, underwriting, arranger 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.
Such fees are recognized as income when earned or the services are rendered.
2 unchanged sentences
The unamortized amount, if any, is included in other assets in the accompanying Consolidated Statements of Assets and Liabilities.
−Removed: 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.
+Added: For the years ended December 31, 2021, 2020 and 2019, the Company earned $6,397, $10,974 and $7,329, respectively, in other income, primarily from amendment, underwriting, and prepayment fees.
Non-Accrual Income
7 unchanged sentences
The Facilities, Senior Notes, 2015-1R Notes – Related Costs, Expenses and Deferred Financing Costs
−Removed: 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.
+Added: The Company entered into a senior secured revolving credit facility (as amended, the “Credit Facility”), and the SPV 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.
2 unchanged sentences
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”).
−Removed: The Facilities, the 2015-1R Notes and the Senior Notes are recorded at carrying value, which approximates fair value.
+Added: The Credit Facility, 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.
3 unchanged sentences
Debt issuance costs include capitalized expenses including structuring and arrangement fees related to the offering of the 2015-1R Notes and Senior Notes.
−Removed: 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.
+Added: Amortization of debt issuance costs for the notes is computed on the effective yield method over the term of the notes.
The unamortized balance of such costs is presented as a direct deduction to the carrying amount of the notes in the accompanying Consolidated Statements of Assets and Liabilities.
The amortization of such costs is included in interest expense in the accompanying Consolidated Statements of Operations.
−Removed: Offering Costs
−Removed: Offering costs consist primarily of fees and expenses incurred in connection with the offering of shares, including legal, underwriting, printing and other costs, as well as costs associated with the preparation and filing of applicable registration statements.
−Removed: Offering costs are charged against equity when incurred.
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.
1 unchanged sentence
If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute.
−Removed: The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income (“ICTI”), as defined by the Code, each year, although depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of the current year 90% distribution requirement into the next tax year.
+Added: The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income (“ICTI”), as defined by the Code, each year, although depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of the current year distribution into
+Added: the next tax year.
Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.
12 unchanged sentences
Prior to July 5, 2017, the Company had an “opt in” dividend reinvestment plan.
−Removed: 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.
+Added: 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 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.
−Removed: Each registered common stockholder may elect to have such stockholder’s dividends and distributions distributed in cash rather than participate in the plan.
−Removed: 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.
−Removed: 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.
+Added: Each registered stockholder may elect to have such stockholder’s dividends and distributions distributed in cash rather than participate in the plan.
+Added: 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.
+Added: 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.
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.
7 unchanged sentences
The Company computes earnings per common share in accordance with ASC 260, Earnings Per Share (“ASC 260”).
−Removed: 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.
+Added: Basic earnings per common share is calculated by dividing the net increase (decrease) in net assets resulting from operations
+Added: 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
−Removed: On June 16, 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments .
−Removed: This ASU is intended to introduce new guidance for the accounting for credit losses on instruments within scope based on an estimate of current expected credit losses.
−Removed: The guidance will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted.
−Removed: The Company adopted the new requirement starting with the quarter that began January 1, 2020.
−Removed: 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.
−Removed: 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.
−Removed: ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022.
+Added: The amendments apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform.
+Added: In January 2021, the FASB issued ASU No.
+Added: 2021-01, Reference Rate Reform (Topic 848), which expanded the scope of Topic 848 to include derivative instruments impacted by discounting transition.
+Added: ASU 2020-04 and ASU 2021-01 are effective for all entities 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.
−Removed: The Company is currently evaluating the impact of adopting
−Removed: ASU 2020-04 on its consolidated financial statements.
+Added: The Company is currently evaluating the impact of the adoption of ASU 2020-04 and 2021-01 on its consolidated financial statements.
FAIR VALUE MEASUREMENTS
−Removed: The Company applies fair value accounting in accordance with the terms of ASC Topic 820, Fair Value Measurement (“ASC 820”).
+Added: The Company applies fair value accounting in accordance with the terms of FASB ASC Topic 820, Fair Value Measurement (“ASC 820”).
ASC 820 defines fair value as the amount that would be exchanged to sell an asset or transfer a liability in an orderly transfer between market participants at the measurement date.
33 unchanged sentences
• Level 2—inputs to the valuation methodology are either directly or indirectly observable as of the reporting date and are those other than quoted prices in active markets.
−Removed: The type of financial instruments in this category generally includes less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.
+Added: Financial instruments in this category generally includes less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.
• Level 3—inputs to the valuation methodology are unobservable and significant to overall fair value measurement.
The inputs into the determination of fair value require significant management judgment or estimation.
−Removed: Financial instruments that are in this category generally include investments in privately-held entities and certain over-the-counter derivatives where the fair value is based on unobservable inputs.
+Added: Financial instruments in this category generally include investments in privately-held entities, collateralized loan obligations, and certain over-the-counter derivatives where the fair value is based on unobservable inputs.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.
26 unchanged sentences
Subordinated Loan and Member's Interest — — 205,891 205,891
+Added: Subtotal $ — $ — $ 1,748,354 $ 1,748,354
+Added: Investments measured at net asset value (1)
Total $ 1,825,749
37 unchanged sentences
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.
−Removed: The discount rate to be used is determined using an average of two methodologies that incorporate market spreads.
+Added: The discount rate to be used is determined using an average of two market-based methodologies.
Investments in debt securities may also be valued using consensus pricing.
Investments in equities are generally valued using a market approach and/or an income approach.
−Removed: The market approach utilizes EBITDA multiples of publicly traded comparable companies and available precedent sales transactions of comparable companies.
+Added: The market approach utilizes market value (EBITDA) multiples of publicly traded comparable companies and available precedent sales transactions of comparable companies.
The income approach typically uses a discounted cash flow analysis of the portfolio company.
−Removed: Investments in the mezzanine loan are valued using collateral analysis with expected recovery rate of principal and interest.
−Removed: 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.
+Added: Investments in Credit Fund’s mezzanine loan are valued using collateral analysis with expected recovery rate of principal and interest.
+Added: Investments in Credit Fund’s subordinated loan and member’s interest 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, 2021 and 2020:
−Removed: Fair Value as of Valuation Techniques Significant Unobservable Inputs Range Weighted Average
+Added: Fair Value as Valuation Techniques Significant Unobservable Inputs Range Weighted Average
of December 31, 2021 Low High
17 unchanged sentences
Total Level 3 Investments $ 1,835,094
−Removed: Fair Value as of Valuation Techniques Significant
+Added: Fair Value as Valuation Techniques Significant
Inputs Range Weighted Average
19 unchanged sentences
The significant unobservable inputs used in the fair value measurement of the Company’s investments in first and second lien debt securities are discount rates, indicative quotes and comparable EBITDA multiples.
−Removed: Significant increases in discount rates would result in a significantly lower fair value measurement.
+Added: Significant increases in discount rates in isolation would result in a significantly lower fair value measurement.
Significant decreases in indicative quotes or comparable EBITDA multiples in isolation may result in a significantly lower fair value measurement.
The significant unobservable inputs used in the fair value measurement of the Company’s investments in equities are discount rates and comparable EBITDA multiples.
−Removed: Significant increases in discount rates would result in a significantly lower fair value measurement.
−Removed: Significant decreases in comparable EBITDA multiples would result in a significantly lower fair value measurement.
−Removed: The significant unobservable inputs used in the fair value measurement of the Company’s investments in the mezzanine loan of Credit Fund are recovery rates of principal and interest.
+Added: Significant increases in discount rates in isolation would result in a significantly lower fair value measurement.
+Added: Significant decreases in comparable EBITDA multiples in isolation would result in a significantly lower fair value measurement.
+Added: The significant unobservable input used in the fair value measurement of the Company’s investments in the mezzanine loan of Credit Fund are recovery rates of principal and interest.
Significant decreases in recovery rates would result in a significantly lower fair value measurement.
The significant unobservable inputs used in the fair value measurement of the Company’s investments in the subordinated loan and member’s interest of Credit Fund are discount rates, default rates and recovery rates.
−Removed: Significant increases in discount rates or default rates would result in a significantly lower fair value measurement.
−Removed: Significant decreases in recovery rates would result in a significantly lower fair value measurement.
+Added: Significant increases in the discount rates or default rates in isolation would result in a significantly lower fair value measurement.
+Added: A significant decreases in recovery rates in isolation would result in a significantly lower fair value measurement.
Financial instruments disclosed but not carried at fair value
6 unchanged sentences
Total $ 597,655 $ 600,485 $ 537,949 $ 539,199
−Removed: 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.
−Removed: Secured borrowings and senior unsecured notes are valued generally using discounted cash flow analysis.
−Removed: The significant unobservable inputs used in the fair value measurement of the Company’s
−Removed: secured borrowings and senior unsecured notes are discount rates.
−Removed: Significant increases in discount rates would result in a significantly lower fair value measurement.
+Added: The carrying values of the secured borrowings and senior notes approximate their respective fair values and are categorized as Level 3 within the hierarchy.
+Added: Secured borrowings are valued generally using discounted cash flow analysis.
+Added: The significant unobservable inputs used in the fair value measurement of the Company’s secured borrowings and senior unsecured
+Added: notes are discount rates.
+Added: Significant increases in discount rates in isolation 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, 2021 and 2020:
14 unchanged sentences
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.
−Removed: 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 and August 6, 2018 (as amended, the “Investment Advisory Agreement”).
+Added: The Original Investment Advisory Agreement was amended on September 15, 2017 and August 6, 2018 after receipt of requisite Board and stockholders' approvals, as applicable (as amended, the “Investment Advisory Agreement”).
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 26, 2021, 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.
+Added: Pursuant to relief granted by the SEC in light of the COVID-19 pandemic (the "Order") and a determination by the Board of Directors that reliance on the order was appropriate due to circumstances related to the current or potential side-effects of COVID-19, the May 26 meeting was held by video- and telephone-conference.
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.
−Removed: Subject to the overall supervision of the Board of Directors, the Investment Adviser provides investment advisory services to the Company.
−Removed: For providing these services, the Investment Adviser receives fees from the Company consisting of two components—a base management fee and an incentive fee.
+Added: Subject to the overall supervision of the Board of Directors, the Adviser provides investment advisory services to the Company.
+Added: For providing these services, the Adviser receives fees from the Company consisting of two components—a base management fee and an incentive fee.
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;
−Removed: 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.
+Added: provided, however, effective July 1, 2018, the base management fee is 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.
−Removed: 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).
−Removed: For purposes of this calculation, cash and cash equivalents include any temporary investments in cash-equivalents, U.S.
+Added: The Company’s gross assets exclude any cash and cash equivalents and include assets acquired through the incurrence of debt from the use of leverage.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.
5 unchanged sentences
Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.
−Removed: 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.
+Added: 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.
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:
20 unchanged sentences
As of December 31, 2021 and 2020, $11,819 and $11,549, respectively, was included in base management and incentive fees payable in the accompanying Consolidated Statements of Assets and Liabilities.
+Added: On April 3, 2013, the Investment Adviser entered into a personnel agreement with The Carlyle Group Employee Co., L.L.C.
+Added: (“Carlyle Employee Co.”), an affiliate of the Investment Adviser, pursuant to which Carlyle Employee Co.
+Added: provides the Investment Adviser with access to investment professionals.
Administration Agreement
−Removed: On April 3, 2013, the Company’s Board of Directors approved an administration agreement (the “Administration Agreement”) between the Company and the Administrator.
−Removed: 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.
+Added: On April 3, 2013, the Company’s Board of Directors approved the Administration Agreement.
+Added: 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 Financial Officer, 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 of 2002, as amended (the “Sarbanes-Oxley Act”), internal control assessment.
Reimbursement under the Administration Agreement occurs quarterly in arrears.
−Removed: 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.
+Added: Unless terminated earlier, the Administration Agreement will 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 26, 2021, 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.
−Removed: 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”).
−Removed: 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.
+Added: 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”).
+Added: Unless terminated earlier, the State Street Sub-Administration Agreement 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 May 26, 2021, 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.
1 unchanged sentence
For the years ended December 31, 2021, 2020 and 2019, fees incurred in connection with the State Street Sub-Administration Agreement, which amounted to $684, $659 and $755, respectively, were included in other general and administrative in the accompanying Consolidated Statements of Operations.
−Removed: 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.
+Added: As of December 31, 2021 and 2020, $682 and
+Added: $334, respectively, was unpaid and included in other accrued expenses and liabilities in the accompanying Consolidated Statements of Assets and Liabilities.
License Agreement
1 unchanged sentence
Board of Directors
−Removed: The Company’s Board of Directors currently consists of six members, four of whom are Independent Directors.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: The Company’s Board of Directors currently consists of seven members, five of whom are Independent Directors.
+Added: The Board of Directors has established an Audit Committee, a Pricing Committee, a Nominating and Governance Committee and a Compensation Committee, the members of each of which consist entirely of the Company’s Independent Directors.
+Added: The Board of Directors may establish additional committees in the future.
+Added: For the years ended December 31, 2021, 2020 and 2019, the Company incurred $561, $398 and $353, respectively, in fees and expenses associated with its Independent Directors' services on the Company's Board of Directors and the it’s committees.
+Added: As of December 31, 2021 and 2020, $142 and $96, respectively, in fees or expenses associated with its Independent Directors were payable, and included in other accrued expenses and liabilities in the accompanying Consolidated Statements of Assets and Liabilities.
Transactions with Investment Funds
1 unchanged sentence
See Note 5, Middle Market Credit Fund, LLC, to these consolidated financial statements.
+Added: During the year ended December 31, 2021, the Company sold 17 investments to Credit Fund II for proceeds of $84,554 and realized gains (losses) of $468.
+Added: The Company did not sell any investments to Credit Fund II during the years ended December 31, 2020 and 2019.
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.
−Removed: See Note 6, Middle Market Credit Fund II, LLC, to these consolidated financial statements.
+Added: See Note 6, Middle Market Credit Fund II, LLC, for further information about Credit Fund II.
Transactions with Carlyle
2 unchanged sentences
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.
−Removed: 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.
+Added: See Note 8, Notes Payable, for further information about the 2020 Notes.
MIDDLE MARKET CREDIT FUND, LLC
9 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.
−Removed: 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
−Removed: 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.
−Removed: 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.
−Removed: In December 2020, the 2017-1 CLO was redeemed in full and notes outstanding were repaid in full.
−Removed: Credit Fund Sub, the 2019-2 Issuer and Credit Fund Warehouse II primarily invest in first lien loans of middle market companies.
+Added: 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).
+Added: Middle Market Credit Fund SPV, LLC (“Credit Fund Sub”), MMCF CLO 2017-1 LLC (the “2017-1 Issuer”), MMCF CLO 2019-2, LLC (the “2019-2 Issuer”) and MMCF Warehouse II, LLC (“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.
+Added: Credit Fund Sub, the 2019-2 Issuer, and 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.
+Added: In December 2020, the 2017-1 Notes, as defined below, were redeemed in full and notes outstanding were repaid in full.
+Added: In August 2021, the 2019-2 Notes, as defined below, were redeemed in full and notes outstanding were repaid in full.
+Added: Credit Fund Sub 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.
−Removed: Refer to "Debt" below for discussion regarding the credit facilities entered into and the notes issued by such wholly-owned subsidiaries.
+Added: Refer to “Debt” below in this Note 5 for discussion regarding the credit facilities entered into and the notes issued by such wholly-owned subsidiaries.
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.
1 unchanged sentence
Since inception of Credit Fund and through December 31, 2021 and 2020, the Company and Credit Partners each made capital contributions of $1 and $1 in members’ equity, respectively, and $216,000 and $216,000 in subordinated loans, respectively, to Credit Fund.
+Added: On May 25, 2021, the Company and Credit Partners received an aggregate return of capital on the subordinated loans of $46,000, of which the Company received $23,000.
Below is certain summarized consolidated information for Credit Fund as of December 31, 2021 and 2020.
2 unchanged sentences
Cash and cash equivalents (1)
+Added: 54,041 119,796
Other assets 7,698 7,553
3 unchanged sentences
Notes payable, net of unamortized debt issuance costs of $0 and $1,559, respectively) — 253,933
−Removed: Mezzanine loans (1)
Other liabilities 19,828 15,543
2 unchanged sentences
Total liabilities and members’ equity $ 988,698 $ 1,183,730
−Removed: (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.
+Added: (1) As of December 31, 2021 and 2020, $10,816 and $83,574, respectively, of Credit Fund’s cash and cash equivalents was restricted.
+Added: (2) As of December 31, 2021 and 2020, the fair value of the Company's ownership interest in the subordinated loans and members' equity was $184,141 and $205,891, respectively.
For the Years Ended December 31,
6 unchanged sentences
Net change in unrealized appreciation (depreciation) on investments 11,024 (12,839)
−Removed: Net increase (decrease) resulting from operations $ 28,365 $ 38,060
+Added: Net increase in members’ equity resulting from operations $ 54,226 $ 28,365
Below is a summary of Credit Fund’s portfolio, followed by a listing of the loans in Credit Fund’s portfolio as of December 31, 2021 and 2020:
32 unchanged sentences
First Lien Debt (100.% of fair value)
+Added: ACR Group Borrower, LLC ^+ (2)(3)(6) Aerospace & Defense L + 4.25% 5.50% 3/31/2028 $ 34,477 $ 33,913 $ 34,477
Acrisure, LLC +# (2)(3) Banking, Finance, Insurance & Real Estate L + 3.50% 3.78% 2/13/2027 25,376 25,353 25,203
−Removed: Alku, LLC +# (2)(3) Business Services L + 5.50% 5.75% 7/29/2026 23,666 23,466 23,512
−Removed: Alpha Packaging Holdings, Inc.
−Removed: +\ (2)(3) Containers, Packaging & Glass L + 6.00% 7.00% 11/12/2021 16,378 16,378 16,378
−Removed: AmeriLife Holdings LLC # (2)(3) Banking, Finance, Insurance & Real Estate L + 4.00% 4.15% 3/18/2027 9,951 9,929 9,802
+Added: Acrisure, LLC + (2)(3) Banking, Finance, Insurance & Real Estate L + 4.25% 4.75% 2/13/2027 6,700 6,650 6,687
Analogic Corporation ^+ (2)(3)(6) Capital Equipment L + 5.25% 6.25% 6/22/2024 19,796 19,781 19,587
4 unchanged sentences
+# (2)(3) Software L + 4.25% 4.35% 4/23/2026 12,157 12,113 12,087
−Removed: AQA Acquisition Holding, Inc.
−Removed: +\ (2)(3)(6) High Tech Industries L + 4.25% 5.25% 5/24/2023 18,759 18,752 18,757
−Removed: Astra Acquisition Corp.
−Removed: +# (2)(3) Software L + 5.50% 6.50% 3/1/2027 28,783 28,392 28,783
Avalign Technologies, Inc.
+# (2)(3) Healthcare & Pharmaceuticals L + 4.50% 4.63% 12/22/2025 14,443 14,354 14,320
−Removed: Big Ass Fans, LLC +\# (2)(3) Capital Equipment L + 3.75% 4.75% 5/21/2024 13,766 13,714 13,766
−Removed: BK Medical Holding Company, Inc.
−Removed: ^+ (2)(3)(6) Healthcare & Pharmaceuticals L + 5.25% 6.25% 6/22/2024 24,165 23,951 22,363
+Added: Avenu Holdings, LLC + (2)(3) Sovereign & Public Finance L + 5.25% 6.25% 9/28/2024 23,350 23,350 23,350
+Added: BMS Holdings III Corp.
+Added: + (2)(3) Construction & Building L + 5.50% 6.50% 9/30/2026 11,244 11,143 11,071
+Added: Chartis Holding, LLC + (2)(3)(6) Business Services L + 5.50% 6.50% 5/1/2025 6,964 6,964 6,964
Chemical Computing Group ULC (Canada) ^+ (2)(3)(6) Software L + 4.50% 5.50% 8/30/2024 13,912 13,480 13,845
−Removed: Clarity Telecom LLC.
−Removed: + (2)(3) Media:
−Removed: Broadcasting & Subscription L + 4.25% 4.40% 8/30/2026 14,813 14,773 14,813
−Removed: Clearent Newco, LLC ^ (2)(3)(6) High Tech Industries L + 6.50% 7.50% 3/20/2025 4,079 4,079 3,907
−Removed: Clearent Newco, LLC ^+\ (2)(3) High Tech Industries L + 5.50% 6.50% 3/20/2025 29,486 29,236 28,722
−Removed: DecoPac, Inc.
−Removed: ^+\ (2)(3)(6) Non-durable Consumer Goods L + 4.25% 5.25% 9/29/2024 12,336 12,253 12,318
+Added: Chudy Group, LLC ^+ (2)(3)(6) Healthcare & Pharmaceuticals L + 5.75% 6.75% 6/30/2027 33,021 32,465 33,657
Diligent Corporation ^+ (2)(3)(6) Telecommunications L + 6.25% 7.25% 8/4/2025 9,049 8,816 9,228
+Added: Divisions Holding Corporation +# (2)(3) Business Services L + 4.75% 5.50% 5/27/2028 24,938 24,706 24,953
DTI Holdco, Inc.
1 unchanged sentence
Eliassen Group, LLC + (2)(3) Business Services L + 4.50% 4.60% 11/5/2024 15,159 15,103 15,152
+Added: EPS Nass Parent, Inc.
+Added: ^+ (2)(3)(6) Utilities:
+Added: Electric L + 5.75% 6.75% 4/19/2028 32,846 32,169 32,507
EvolveIP, LLC ^+ (2)(3)(6) Telecommunications L + 5.50% 6.50% 6/7/2025 40,196 40,126 39,973
4 unchanged sentences
Frontline Technologies Holdings, LLC + (2)(3) Software L + 5.25% 6.25% 9/18/2023 14,736 14,269 14,736
−Removed: Golden West Packaging Group LLC +\ (2)(3) Containers, Packaging & Glass L + 5.25% 6.25% 6/20/2023 29,012 28,896 28,974
+Added: GSM Acquisition Corp.
+Added: ^+ (2)(3)(6) Hotel, Gaming & Leisure L + 5.00% 6.00% 11/16/2026 25,623 25,331 25,396
+Added: Heartland Home Services, Inc + (2)(3)(6) Consumer Services L + 6.00% 7.00% 12/15/2026 17,664 17,664 17,735
HMT Holding Inc.
5 unchanged sentences
Electric L + 4.50% 5.50% 3/22/2024 34,392 34,347 33,395
+Added: K2 Insurance Services, LLC + (2)(3)(6) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 7/1/2026 12,929 12,929 12,906
KAMC Holdings, Inc.
2 unchanged sentences
KBP Investments, LLC + (2)(3)(6) Beverage, Food & Tobacco L + 5.00% 5.75% 5/25/2027 36,973 36,599 36,570
−Removed: Marco Technologies, LLC ^+\ (2)(3)(6) Media:
+Added: Odyssey Logistics & Technology Corp.
+Added: +# (2)(3) Transportation:
+Added: Cargo L + 4.00% 5.00% 10/12/2024 9,605 9,580 9,509
+Added: Output Services Group ^+ (2)(3) Media:
Advertising, Printing & Publishing L + 4.50% 5.50% 3/27/2024 19,222 19,194 16,467
−Removed: Mold-Rite Plastics, LLC +\ (2)(3) Chemicals, Plastics & Rubber L + 4.25% 5.25% 12/14/2021 14,520 14,501 14,520
+Added: Premise Health Holding Corp.
+Added: +# (2)(3) Healthcare & Pharmaceuticals L + 3.50% 3.72% 7/10/2025 13,445 13,409 13,419
Consolidated Schedule of Investments as of December 31, 2021
6 unchanged sentences
Fair Value (5)
−Removed: Newport Group Holdings II, Inc.
−Removed: +\# (2)(3) Banking, Finance, Insurance & Real Estate L + 3.50% 3.75% 9/13/2025 $ 23,475 $ 23,285 $ 23,405
−Removed: Odyssey Logistics & Technology Corp.
−Removed: +\# (2)(3) Transportation:
−Removed: Cargo L + 4.00% 5.00% 10/12/2024 38,897 38,773 37,766
−Removed: Output Services Group ^+\ (2)(3) Media:
−Removed: Advertising, Printing & Publishing L + 4.50% 5.50% 3/27/2024 19,421 19,382 14,178
−Removed: Pasternack Enterprises, Inc.
−Removed: +\ (2)(3) Capital Equipment L + 4.00% 5.00% 7/2/2025 22,524 22,513 22,218
−Removed: Pharmalogic Holdings Corp.
−Removed: +\ (2)(3) Healthcare & Pharmaceuticals L + 4.00% 5.00% 6/11/2023 11,205 11,189 11,158
−Removed: Premise Health Holding Corp.
−Removed: +\# (2)(3) Healthcare & Pharmaceuticals L + 3.50% 3.75% 7/10/2025 13,584 13,538 13,503
−Removed: 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 $ 21,515 $ 21,421 $ 21,098
5 unchanged sentences
Advertising, Printing & Publishing L + 4.25% 4.47% 10/11/2025 29,149 29,001 29,067
−Removed: 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
−Removed: T2 Systems, Inc.
−Removed: ^+ (2)(3)(6) Transportation:
−Removed: Consumer L + 6.75% 7.75% 9/28/2022 29,119 28,743 29,118
−Removed: The Original Cakerie, Ltd.
−Removed: (Canada) +\ (2)(3)(6) Beverage, Food & Tobacco L + 4.50% 5.50% 7/20/2022 6,295 6,281 6,289
−Removed: The Original Cakerie, Ltd.
−Removed: (Canada) + (2)(3) Beverage, Food & Tobacco L + 5.00% 6.00% 7/20/2022 8,837 8,815 8,829
−Removed: Thoughtworks, Inc.
−Removed: \# (2)(3) Business Services L + 3.75% 4.75% 10/11/2024 11,704 11,683 11,704
−Removed: Acute Care Solutions, LLC +\ (2)(3) Healthcare & Pharmaceuticals L + 6.00% 7.00% 5/15/2021 31,211 31,184 29,104
+Added: Striper Buyer, LLC + (2)(3) Containers, Packaging & Glass L + 5.50% 6.25% 12/30/2026 14,850 14,720 14,850
+Added: Turbo Buyer, Inc.
+Added: + (2)(3)(6) Automotive L + 6.00% 7.00% 12/2/2025 13,960 13,960 13,661
TelePacific Holdings Corp.
+ (2)(3) Telecommunications L + 5.50% 6.50% 5/2/2023 6,660 6,643 4,995
+Added: USALCO, LLC + (2)(3) Chemicals, Plastics & Rubber L + 6.00% 7.00% 10/19/2027 14,995 14,704 14,704
VRC Companies, LLC ^+ (2)(3)(6) Business Services L + 5.50% 6.25% 6/29/2027 26,520 26,103 26,162
−Removed: Water Holdings Acquisition LLC ^+ (2)(3)(6) Utilities:
−Removed: Water L + 5.25% 6.25% 12/18/2026 26,316 25,520 25,516
Welocalize, Inc.
1 unchanged sentence
WRE Holding Corp.
−Removed: ^+ (2)(3)(6) Environmental Industries L + 5.25% 6.25% 1/3/2023 8,367 8,336 8,252
+Added: ^+ (2)(3)(6) Environmental Industries SOFR + 5.50% 6.50% 1/3/2025 8,740 8,724 8,584
+Added: Yellowstone Buyer Acquisition, LLC + (2)(3) Consumer Goods:
+Added: Durable L + 5.75% 6.75% 9/13/2027 39,900 39,135 39,095
First Lien Debt Total $ 934,728 $ 926,959
−Removed: Second Lien Debt (2.28% of fair value)
−Removed: DBI Holding, LLC ^ (2) Transportation:
−Removed: Cargo 9.00% PIK 9.00% 2/1/2026 $ 24,113 $ 23,768 $ 24,113
−Removed: Second Lien Debt Total $ 23,768 $ 24,113
Equity Investments (0.00% of fair value)
8 unchanged sentences
Credit Fund has entered into a revolving credit facility (the "Credit Fund Facility").
−Removed: Accordingly, such assets are not available to creditors of Credit Fund Sub, the 2019-2 Issuer or Credit Fund Warehouse II.
+Added: Accordingly, such assets are not available to creditors of Credit Fund Sub 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.
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, the 2019-2 Issuer or Credit Fund Warehouse II.
−Removed: \ 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”).
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, or Credit Fund Warehouse II.
+Added: Accordingly, such assets are not available to creditors of Credit Fund 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.
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, or 2019-2 Issuer.
+Added: Accordingly, such assets are not available to creditors of Credit Fund or Credit Fund Sub.
(1) Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States.
10 unchanged sentences
First Lien Debt – unfunded delayed draw and revolving term loans commitments Type Unused Fee Par/ Principal Amount Fair Value
+Added: ACR Group Borrower, LLC Revolver 0.38 % $ 7,350 $ —
Analogic Corporation Revolver 0.50 847 (9)
−Removed: AQA Acquisition Holding, Inc.
−Removed: Revolver 0.50 2,459 —
−Removed: BK Medical Holding Company, Inc.
−Removed: Revolver 0.50 2,609 (176)
+Added: Chartis Holding, LLC Revolver 0.50 2,183 —
Chemical Computing Group ULC (Canada) Revolver 0.50 873 (4)
−Removed: Clearent Newco, LLC Delayed Draw 1.00 2,549 (66)
−Removed: DecoPac, Inc.
−Removed: Revolver 0.50 2,143 (3)
+Added: Chudy Group, LLC Delayed Draw 1.00 5,517 88
+Added: Chudy Group, LLC Revolver 0.50 1,379 22
Diligent Corporation Delayed Draw 1.00 1,653 26
Diligent Corporation Revolver 0.50 703 11
−Removed: EvolveIP, LLC Delayed Draw 1.00 1,904 (2)
+Added: EPS Nass Parent, Inc.
+Added: Delayed Draw 1.00 3,136 (29)
+Added: EPS Nass Parent, Inc.
+Added: Revolver 0.50 941 (9)
EvolveIP, LLC Revolver 0.50 3,360 (17)
+Added: GSM Acquisition Corp.
+Added: Delayed Draw 1.00 4,313 (33)
+Added: Heartland Home Services, Inc Revolver 0.50 746 3
HMT Holding Inc.
Revolver 0.50 6,173 (223)
−Removed: Integrity Marketing Acquistion, LLC Delayed Draw 1.00 4,144 41
−Removed: Jensen Hughes, Inc.
−Removed: Delayed Draw 1.00 1,127 (35)
+Added: Integrity Marketing Acquisition, LLC Delayed Draw 0.00 7,000 (71)
+Added: Integrity Marketing Acquisition, LLC Delayed Draw 1.00 4,453 (45)
Jensen Hughes, Inc.
Revolver 0.50 2,000 (55)
+Added: K2 Insurance Services, LLC Revolver 0.50 1,170 (2)
KBP Investments, LLC Delayed Draw 1.00 503 (5)
KBP Investments, LLC Delayed Draw 1.00 2,415 (24)
−Removed: Marco Technologies, LLC Delayed Draw 1.00 7,500 —
−Removed: Propel Insurance Agency, LLC Revolver 0.50 1,905 (19)
−Removed: Propel Insurance Agency, LLC Delayed Draw 1.00 1,733 (17)
−Removed: QW Holding Corporation Revolver 0.50 5,498 (268)
QW Holding Corporation Delayed Draw 1.00 9,338 (162)
−Removed: T2 Systems, Inc.
+Added: QW Holding Corporation Revolver 0.50 3,794 (66)
+Added: Turbo Buyer, Inc.
Revolver 0.50 933 (19)
−Removed: The Original Cakerie, Ltd.
−Removed: (Canada) Revolver 0.50 1,665 (1)
+Added: VRC Companies, LLC Delayed Draw 0.75 2,521 (30)
VRC Companies, LLC Revolver 0.50 833 (10)
−Removed: Water Holdings Acquisition LLC Delayed Draw 1.00 8,421 (168)
−Removed: Water Holdings Acquisition LLC Revolver 0.50 5,263 (105)
Welocalize, Inc.
Revolver 0.50 3,375 (64)
−Removed: WRE Holding Corp.
+Added: Welocalize, Inc.
Revolver 0.50 2,250 (43)
WRE Holding Corp.
−Removed: Delayed Draw 1.00 563 (7)
+Added: Revolver 0.50 624 (10)
Total unfunded commitments $ 80,383 $ (780)
2 unchanged sentences
Reference Rate & Spread (2)
−Removed: Interest Rate (2)
−Removed: Maturity Date
−Removed: Par/ Principal Amount
−Removed: Amortized Cost (4)
−Removed: Fair Value (5)
First Lien Debt (97.5% of fair value)
−Removed: 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 + 3.50% 3.65% 2/15/2027 $ 25,634 $ 25,606 $ 25,104
−Removed: Acrisure, LLC +\# (2) (3) Banking, Finance, Insurance & Real Estate L + 4.25% 6.35% 11/22/2023 20,674 20,639 20,674
−Removed: 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% 5.75% 7/29/2026 23,666 23,466 23,512
1 unchanged sentence
+\ (2)(3) Containers, Packaging & Glass L + 6.00% 7.00% 11/12/2021 16,378 16,378 16,378
−Removed: 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
+Added: AmeriLife Holdings LLC # (2)(3) Banking, Finance, Insurance & Real Estate L + 4.00% 4.15% 3/18/2027 9,951 9,929 9,802
+Added: Analogic Corporation ^+ (2)(3)(6) Capital Equipment L + 5.25% 6.25% 6/22/2024 18,857 18,837 18,857
Anchor Packaging, Inc.
5 unchanged sentences
+\ (2)(3)(6) High Tech Industries L + 4.25% 5.25% 5/24/2023 18,759 18,752 18,757
+Added: Astra Acquisition Corp.
+Added: +# (2)(3) Software L + 5.50% 6.50% 3/1/2027 28,783 28,392 28,783
Avalign Technologies, Inc.
1 unchanged sentence
Big Ass Fans, LLC +\# (2)(3) Capital Equipment L + 3.75% 4.75% 5/21/2024 13,766 13,714 13,766
−Removed: Borchers, Inc.
−Removed: +*\ (2) (3) (7) Chemicals, Plastics & Rubber L + 4.50% 6.60% 11/1/2024 15,116 15,072 15,085
−Removed: Brooks Equipment Company, LLC * (2) (3) Construction & Building L + 5.00% 6.91% 8/29/2020 5,144 5,141 5,141
+Added: BK Medical Holding Company, Inc.
+Added: ^+ (2)(3)(6) Healthcare & Pharmaceuticals L + 5.25% 6.25% 6/22/2024 24,165 23,951 22,363
+Added: 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.
2 unchanged sentences
Clearent Newco, LLC ^ (2)(3)(6) High Tech Industries L + 6.50% 7.50% 3/20/2025 4,079 4,079 3,907
−Removed: +\ (2) (3) High Tech Industries L + 4.25% 5.95% 4/2/2026 12,438 12,375 12,420
+Added: Clearent Newco, LLC ^+\ (2)(3) High Tech Industries L + 5.50% 7.50% 3/20/2025 29,486 29,236 28,722
DecoPac, Inc.
^+\ (2)(3)(6) Non-durable Consumer Goods L + 4.25% 5.25% 9/29/2024 12,336 12,253 12,318
−Removed: Dent Wizard International Corporation +\ (2) (3) Automotive L + 4.00% 5.70% 4/7/2020 36,880 36,843 36,717
+Added: Diligent Corporation ^+ (2)(3)(6) Telecommunications L + 6.25% 7.25% 8/4/2025 8,683 8,411 8,819
DTI Holdco, Inc.
1 unchanged sentence
Eliassen Group, LLC +\ (2)(3) Business Services L + 4.25% 4.40% 11/5/2024 7,543 7,516 7,483
−Removed: EIP Merger Sub, LLC (Evolve IP) +^ (2) (3) (7) Telecommunications L + 5.75% 7.45% 6/7/2023 19,661 19,605 19,661
+Added: EvolveIP, LLC ^+ (2)(3)(6) Telecommunications L + 5.75% 6.75% 6/7/2023 19,800 19,759 19,775
Exactech, Inc.
2 unchanged sentences
+# (2)(3) Hotel, Gaming & Leisure L + 5.25% 6.25% 10/7/2025 24,750 24,546 22,780
+Added: 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
2 unchanged sentences
Oil & Gas L + 5.00% 6.00% 11/17/2023 32,821 32,458 30,984
+Added: 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.
4 unchanged sentences
Electricity L + 4.00% 4.23% 8/14/2026 13,825 13,768 12,531
−Removed: ^+\ (2) (3) (7) Aerospace & Defense L + 4.75% 6.46% 6/6/2025 28,471 28,242 28,286
−Removed: Maravai Intermediate Holdings, LLC +\# (2) (3) Healthcare & Pharmaceuticals L + 4.25% 6.00% 8/2/2025 29,625 29,378 29,400
+Added: 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
+Added: 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)
−Removed: Interest Rate (2)
−Removed: Maturity Date
−Removed: Par/ Principal Amount
−Removed: Amortized Cost (4)
−Removed: Fair Value (5)
−Removed: Mold-Rite Plastics, LLC +\ (2) (3) Chemicals, Plastics & Rubber L + 4.25% 5.95% 12/14/2021 $ 14,557 $ 14,519 $ 14,524
−Removed: ^+*\ (2) (3) (7) Construction & Building L + 4.25% 5.95% 12/31/2024 38,251 38,138 38,166
Newport Group Holdings II, Inc.
5 unchanged sentences
Advertising, Printing & Publishing L + 4.50% 5.50% 3/27/2024 19,421 19,382 14,178
−Removed: PAI Holdco, Inc.
−Removed: +*\ (2) (3) Automotive L + 4.25% 6.35% 1/5/2025 19,532 19,458 19,532
−Removed: Park Place Technologies, Inc.
−Removed: +\# (2) (3) High Tech Industries L + 4.00% 5.70% 3/28/2025 22,566 22,489 22,566
Pasternack Enterprises, Inc.
+\ (2)(3) Capital Equipment L + 4.00% 5.00% 7/2/2025 22,524 22,513 22,218
−Removed: 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.
4 unchanged sentences
Q Holding Company +\# (2)(3) Automotive L + 5.00% 6.00% 12/31/2023 21,735 21,604 20,229
−Removed: QW Holding Corporation (Quala) ^+* (2) (3) (7) Environmental Industries L + 5.75% 7.73% 8/31/2022 11,630 11,449 11,531
+Added: 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.
4 unchanged sentences
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
−Removed: Systems Maintenance Services Holding, Inc.
−Removed: +* (2) (3) High Tech Industries L + 5.00% 6.70% 10/30/2023 23,765 23,672 18,180
−Removed: 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.
10 unchanged sentences
+\ (2)(3) Telecommunications L + 5.50% 6.50% 5/2/2023 26,660 26,585 23,984
−Removed: Valet Waste Holdings, Inc.
−Removed: +\ (2) (3) Construction & Building L + 3.75% 5.70% 9/28/2025 11,850 11,825 11,688
+Added: VRC Companies, LLC + (2)(3)(6) Business Services L + 6.50% 7.50% 3/31/2023 30,582 29,464 30,582
+Added: Water Holdings Acquisition LLC ^+ (2)(3)(6) Utilities:
+Added: Water L + 5.25% 6.25% 12/18/2026 26,316 25,520 25,516
Welocalize, Inc.
+ (2)(3)(6) Business Services L + 4.50% 5.50% 12/23/2023 22,629 22,414 22,584
−Removed: WIRB - Copernicus Group, Inc.
−Removed: +*\ (2) (3) (7) Healthcare & Pharmaceuticals L + 4.25% 5.95% 8/15/2022 20,888 20,822 20,887
WRE Holding Corp.
^+ (2)(3)(6) Environmental Industries L + 5.25% 6.25% 1/3/2023 8,367 8,336 8,252
−Removed: +*\ (2) (3) (7) High Tech Industries L + 5.00% 6.93% 11/17/2022 19,228 19,107 19,211
First Lien Debt Total
−Removed: Consolidated Schedule of Investments as of December 31, 2019
−Removed: Investments (1)
−Removed: Reference Rate & Spread (2)
−Removed: Interest Rate (2)
−Removed: Maturity Date
−Removed: Par/ Principal Amount
−Removed: Amortized Cost (4)
−Removed: Fair Value (5)
+Added: $ 1,051,406 $ 1,029,687
Second Lien Debt (2.3% of fair value)
1 unchanged sentence
Cargo 9.00% PIK 9.00% 2/1/2026 $ 24,113 $ 23,768 $ 24,113
−Removed: * (2) (3) High Tech Industries L + 9.00% 10.94% 11/17/2023 666 660 664
Second Lien Debt Total
+Added: $ 23,768 $ 24,113
Equity Investments (0.2% of fair value)
1 unchanged sentence
Cargo 2,961 $ — $ —
+Added: DBI Holding, LLC ^ Transportation:
+Added: Cargo 13,996 5,364 2,581
Equity Investments Total $ 5,364 $ 2,581
3 unchanged sentences
Credit Fund has entered into a revolving credit facility (the "Credit Fund Facility").
−Removed: 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.
+Added: 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.
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, the 2017-1 Issuer, the 2019-2 Issuer or Credit Fund Warehouse II.
−Removed: * 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”).
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, the 2019-2 Issuer or Credit Fund Warehouse II.
+Added: 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”).
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, the 2017-1 Issuer or Credit Fund Warehouse II.
+Added: 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.
−Removed: Accordingly, such assets are not available to creditors of Credit Fund, Credit Fund Sub, 2017-1 Issuer or 2019-2 Issuer.
+Added: 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.
−Removed: (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:
−Removed: Surgical Information Systems, LLC (0.89%).
−Removed: 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 Type Unused Fee Par/ Principal Amount Fair Value
−Removed: Advanced Instruments, LLC Revolver 0.50 % $ 563 $ (2)
−Removed: AmeriLife Group, LLC Delayed Draw 1.00 298 (1)
−Removed: Anchor Packaging, Inc.
−Removed: Delayed Draw 1.00 4,487 (1)
+Added: Analogic Corporation Revolver 0.50 % $ 1,975 $ —
AQA Acquisition Holding, Inc.
Revolver 0.50 2,459 —
−Removed: Borchers, Inc.
+Added: BK Medical Holding Company, Inc.
Revolver 0.50 2,609 (176)
+Added: Chemical Computing Group ULC (Canada) Revolver 0.50 873 —
Clearent Newco, LLC Delayed Draw 1.00 2,549 (66)
1 unchanged sentence
Revolver 0.50 2,143 (3)
−Removed: EIP Merger Sub, LLC (Evolve IP) Revolver 0.50 1,680 —
−Removed: EIP Merger Sub, LLC (Evolve IP) Delayed Draw 1.00 2,240 —
+Added: Diligent Corporation Delayed Draw 1.00 2,109 25
+Added: Diligent Corporation Revolver 0.50 703 8
+Added: EvolveIP, LLC Delayed Draw 1.00 1,904 (2)
+Added: EvolveIP, LLC Revolver 0.50 1,680 (2)
HMT Holding Inc.
Revolver 0.50 6,173 (291)
−Removed: Jensen Hughes, Inc.
−Removed: Revolver 0.50 1,136 (11)
+Added: Integrity Marketing Acquistion, LLC Delayed Draw 1.00 4,144 41
Jensen Hughes, Inc.
Delayed Draw 1.00 1,127 (35)
+Added: Jensen Hughes, Inc.
Revolver 0.50 1,364 (43)
+Added: KBP Investments, LLC Delayed Draw 1.00 503 1
+Added: KBP Investments, LLC Delayed Draw 1.00 10,190 30
Marco Technologies, LLC Delayed Draw 1.00 7,500 —
−Removed: Delayed Draw 1.00 1,913 (4)
−Removed: Output Services Group Delayed Draw 4.25 116 (1)
−Removed: Pathway Vet Alliance LLC Delayed Draw 1.00 19,867 68
−Removed: Premise Health Holding Corp.
−Removed: Delayed Draw 1.00 1,103 (17)
Propel Insurance Agency, LLC Revolver 0.50 1,905 (19)
Propel Insurance Agency, LLC Delayed Draw 1.00 1,733 (17)
−Removed: QW Holding Corporation (Quala) Revolver 0.50 5,498 (31)
−Removed: QW Holding Corporation (Quala) Delayed Draw 1.00 217 (1)
−Removed: Situs Group Holdings Corporation Delayed Draw 1.00 1,216 (1)
+Added: QW Holding Corporation Revolver 0.50 5,498 (268)
+Added: QW Holding Corporation Delayed Draw 1.00 161 (8)
T2 Systems, Inc.
2 unchanged sentences
(Canada) Revolver 0.50 1,665 (1)
+Added: VRC Companies, LLC Revolver 0.50 858 —
+Added: Water Holdings Acquisition LLC Delayed Draw 1.00 8,421 (168)
+Added: Water Holdings Acquisition LLC Revolver 0.50 5,263 (105)
Welocalize, Inc.
Revolver 0.50 2,250 (4)
−Removed: WIRB - Copernicus Group, Inc.
−Removed: Revolver 0.50 1,000 —
−Removed: WIRB - Copernicus Group, Inc.
−Removed: Delayed Draw 1.00 2,592 —
WRE Holding Corp.
2 unchanged sentences
Delayed Draw 1.00 563 (7)
−Removed: Revolver 0.50 998 (1)
Total unfunded commitments $ 81,129 $ (1,120)
−Removed: (8) Loan was on non-accrual status as of December 31, 2019.
−Removed: Credit Fund Facilities
The Credit Fund, Credit Fund Sub and Credit Fund Warehouse II are party to separate credit facilities as described below.
−Removed: 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, 2021 and 2020, 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.
+Added: Below is a summary of the borrowings and repayments under the credit facilities for the respective periods.
Facility Credit Fund Sub
−Removed: Facility Credit Fund Warehouse Facility Credit Fund Warehouse II Facility
+Added: Facility Credit Fund Warehouse II Facility
Outstanding balance as of December 31, 2019 $ 93,000 $ 343,506 $ 97,571
8 unchanged sentences
The maximum principal amount of the Credit Fund Facility is $175,000.
−Removed: The maturity date of the Credit Fund Facility is March 21, 2021 (May 21, 2022 following the February 22, 2021 amendment).
+Added: The maturity date of the Credit Fund Facility is May 21, 2022.
Amounts borrowed under the Credit Fund Facility bear interest at a rate of LIBOR plus 9.00%.
Credit Fund Sub Facility.
−Removed: 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.
+Added: 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, March 11, 2020, and May 3, 2021.
The Credit Fund Sub Facility provides for secured borrowings during the applicable revolving period up to an amount equal to $640,000.
2 unchanged sentences
Amounts borrowed under the Credit Fund Sub Facility bear interest at a rate of LIBOR plus 2.25%.
−Removed: Credit Fund Warehouse Facility .
−Removed: On November 26, 2018, Credit Fund Warehouse closed on the Credit Fund Warehouse Facility with lenders.
−Removed: The Credit Fund Warehouse Facility provided for secured borrowings during the applicable revolving period up to an amount equal to $150,000.
−Removed: The Credit Fund Warehouse Facility was secured by a first lien security interest in substantially all of the portfolio investments held by the Credit Fund Warehouse.
−Removed: The maturity date of the Credit Fund Warehouse Facility was November 26, 2019.
−Removed: Amounts borrowed under the Credit Fund Warehouse Facility bore interest at a rate of LIBOR plus 1.05%.
−Removed: Effective May 15, 2019, the Warehouse Facility changed its name from “MMCF Warehouse, LLC” to “MMCF CLO 2019-2, LLC” and secured borrowings outstanding were repaid in connection with the 2019-2 Debt Securitization.
Credit Fund Warehouse II Facility .
3 unchanged sentences
The maturity date of the Credit Fund Warehouse II Facility is August 16, 2022.
−Removed: 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%.
+Added: Amounts borrowed under the Credit Fund Warehouse II Facility bear interest at a rate of LIBOR plus 1.50%.
+Added: Amounts borrowed under the Credit Fund Warehouse II Facility during the first 12 months bore interest at a rate of LIBOR plus 1.05%, and amounts borrowed in the second 12 months bore interest at LIBOR plus 1.15%.
On December 19, 2017, Credit Fund completed the 2017-1 Debt Securitization.
1 unchanged sentence
The 2017-1 Debt Securitization was executed through a private placement of the 2017-1 Notes, consisting of:
−Removed: • $231,700 of Aaa/AAA Class A-1 Notes, which bear interest at the three-month LIBOR plus 1.17%;
−Removed: • $48,300 of Aa2/AA Class A-2 Notes, which bear interest at the three-month LIBOR plus 1.50%;
−Removed: • $15,000 of A2/A Class B-1 Notes, which bear interest at the three-month LIBOR plus 2.25%;
−Removed: • $9,000 of A2/A Class B-2 Notes which bear interest at 4.30%;
−Removed: • $22,900 of Baa2/BBB Class C Notes which bear interest at the three-month LIBOR plus 3.20%;
−Removed: • $25,100 of Ba2/BB Class D Notes which bear interest at the three-month LIBOR plus 6.38%.
+Added: • $231,700 of Aaa/AAA Class A-1 Notes, which bore interest at the three-month LIBOR plus 1.17%;
+Added: • $48,300 of Aa2/AA Class A-2 Notes, which bore interest at the three-month LIBOR plus 1.50%;
+Added: • $15,000 of A2/A Class B-1 Notes, which bore interest at the three-month LIBOR plus 2.25%;
+Added: • $9,000 of A2/A Class B-2 Notes which bore interest at 4.30%;
+Added: • $22,900 of Baa2/BBB Class C Notes which bore interest at the three-month LIBOR plus 3.20%;
+Added: • $25,100 of Ba2/BB Class D Notes which bore interest at the three-month LIBOR plus 6.38%.
The 2017-1 Notes are scheduled to mature on January 15, 2028.
Credit Fund received 100% of the preferred interests issued by the 2017-1 Issuer (the “2017-1 Issuer Preferred Interests”) on the closing date of the 2017-1 Debt Securitization in exchange for Credit Fund's contribution to the 2017-1 Issuer of the initial closing date loan portfolio.
−Removed: The 2017-1 Issuer Preferred Interests do not bear interest and had a nominal value of $47,900 at closing.
+Added: The 2017-1 Issuer Preferred Interests did not bear interest and had a nominal value of $47,900 at closing.
The 2017-1 Notes were fully redeemed during the year ended December 31, 2020.
−Removed: As of December 31, 2019, the 2017-1 Issuer was in compliance with all covenants and other requirements of the indenture.
+Added: As of the redemption date, 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.
1 unchanged sentence
The 2019-2 Debt Securitization was executed through a private placement of the 2019-2 Notes, consisting of:
−Removed: • $233,000 of Aaa/AAA Class A-1 Notes, which bear interest at the three-month LIBOR plus 1.50%;
−Removed: • $48,000 of Aa2/AA Class A-2 Notes, which bear interest at the three-month LIBOR plus 2.40%;
−Removed: • $23,000 of A2/A Class B Notes, which bear interest at the three-month LIBOR plus 3.45%;
−Removed: • $27,000 of Baa2/BBB- Class C Notes which bear interest at the three-month LIBOR plus 4.55%;
−Removed: • $21,000 of Ba2/BB- Class D Notes which bear interest at the three-month LIBOR plus 8.03%.
−Removed: The 2019-2 Notes are scheduled to mature on April 15, 2029.
+Added: • $233,000 of Aaa/AAA Class A-1 Notes, which bore interest at the three-month LIBOR plus 1.50%;
+Added: • $48,000 of Aa2/AA Class A-2 Notes, which bore interest at the three-month LIBOR plus 2.40%;
+Added: • $23,000 of A2/A Class B Notes, which bore interest at the three-month LIBOR plus 3.45%;
+Added: • $27,000 of Baa2/BBB- Class C Notes which bore interest at the three-month LIBOR plus 4.55%;
+Added: • $21,000 of Ba2/BB- Class D Notes which bore interest at the three-month LIBOR plus 8.03%.
+Added: The 2019-2 Notes were scheduled to mature on April 15, 2029.
Credit Fund received 100% of the preferred interests issued by the 2019-2 Issuer (the “2019-2 Issuer Preferred Interests”) on the closing date of the 2019-2 Debt Securitization in exchange for Credit Fund’s contribution to the 2019-2 Issuer of the initial closing date loan portfolio.
−Removed: The 2019-2 Issuer Preferred Interests do not bear interest and had a nominal value of $48,300 at closing.
−Removed: As of December 31, 2020 and 2019, the 2019-2 Issuer was in compliance with all covenants and other requirements of the indenture.
+Added: The 2019-2 Issuer Preferred Interests did not bear interest and had a nominal value of $48,300 at closing.
+Added: The 2019-2 Notes were fully redeemed during the year ended December 31, 2021.
+Added: As of the redemption date and December 31, 2020, the 2019-2 Issuer was in compliance with all covenants and other requirements of the indenture.
MIDDLE MARKET CREDIT FUND II, LLC
15 unchanged sentences
Credit Fund II Senior Notes
−Removed: On November 3, 2020, Credit Fund II Sub closed on the Credit Fund II Senior Notes (the “Credit Fund II Senior Notes”) with lenders.
+Added: On November 3, 2020 and as amended on December 29, 2021, 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.
4 unchanged sentences
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.
−Removed: As of December 31, 2020, Credit Fund II Sub was in compliance with all covenants and other requirements of its respective credit agreements.
+Added: As of December 31, 2021 and 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, 2021, the Company and CCLF each made capital contributions of $78,096 and $12,709 in members’ equity, respectively, to Credit Fund II.
−Removed: Below is certain summarized consolidated information for Credit Fund II as of December 31, 2020.
+Added: Below is certain summarized consolidated information for Credit Fund II as of December 31, 2021 and 2020.
As of December 31,
−Removed: Investments, at fair value (amortized cost of $245,312) $ 246,421
+Added: Investments, at fair value (amortized cost of $238,615 and $245,312, respectively) $ 239,289 $ 246,421
Cash and cash equivalents (1)
2 unchanged sentences
LIABILITIES AND MEMBERS’ EQUITY
−Removed: Notes payable, net of unamortized debt issuance costs of $875 $ 156,625
+Added: Notes payable, net of unamortized debt issuance costs of $802 and $875, respectively $ 156,698 $ 156,625
Other liabilities 5,557 2,675
−Removed: Total liabilities 159,300
−Removed: Members’ equity
−Removed: Members’ contributions 90,805
−Removed: Members’ distributions (1,718)
−Removed: Accumulated income from operations 2,855
Total members' equity (2)
+Added: 92,732 91,942
Total liabilities and members’ equity $ 254,987 $ 251,242
−Removed: (1) As of December 31, 2020, the fair value of Company's ownership interest in the members' equity was $77,395.
+Added: (1) As of December 31, 2021 and 2020, all of Credit Fund II’s cash and cash equivalents was restricted.
+Added: (2) As of December 31, 2021 and 2020, the fair value of Company's ownership interest in the members' equity was $77,958 and $77,395, respectively.
For the Year Ended December 31,
5 unchanged sentences
Net change in unrealized appreciation (depreciation) on investments (440) 1,114
−Removed: Net increase (decrease) resulting from operations $ 2,855
−Removed: 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:
+Added: Net increase in members’ equity resulting from operations $ 12,790 $ 2,855
+Added: 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, 2021 and 2020:
As of December 31,
Senior secured loans (1)
+Added: $ 240,878 $ 248,172
Weighted average yields of senior secured loans based on amortized cost (2)
+Added: 7.26 % 7.32 %
Weighted average yields of senior secured loans based on fair value (2)
+Added: 7.24 % 7.29 %
Number of portfolio companies in Credit Fund II 36 44
Average amount per portfolio company (1)
+Added: $ 6,691 $ 5,640
Percentage of portfolio at floating interest rates (3) (4)
+Added: 97.7 % 99.1 %
Percentage of portfolio at fixed interest rates (4)
2 unchanged sentences
(1) At par/principal amount.
−Removed: (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.
+Added: (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, 2021 and 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.
13 unchanged sentences
^ (2)(3) Containers, Packaging & Glass L + 5.00% 6.00% 12/19/2025 $ 9,946 $ 9,930 $ 9,946
−Removed: Alpine SG, LLC ^ (2)(3) High Tech Industries L + 5.75% 6.75% 11/16/2022 4,411 4,390 4,378
−Removed: American Physician Partners, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 6.75% 7.75% 12/21/2021 8,725 8,679 8,265
−Removed: AMS Group HoldCo, LLC ^ (2)(3) Transportation:
−Removed: Cargo L + 6.50% 7.50% 9/29/2023 8,182 8,096 8,079
+Added: American Physician Partners, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 6.75%, 1.50% PIK 9.25% 2/21/2022 8,415 8,415 8,415
+Added: Appriss Health, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 7.25% 8.25% 5/6/2027 1,197 1,178 1,198
^ (2)(3) Software L + 7.25% 8.25% 1/10/2025 5,357 5,295 5,357
9 unchanged sentences
(Canada) ^ (2)(3) Software L + 5.00% 6.00% 7/2/2026 8,712 8,591 8,707
−Removed: Ensono, LP ^ (2)(3) Telecommunications L + 5.25% 5.40% 6/27/2025 6,292 6,246 6,245
+Added: Dwyer Instruments, Inc ^ (2)(3) Capital Equipment L + 5.50% 6.25% 7/21/2027 10,000 9,939 9,974
Ethos Veterinary Health LLC ^ (2)(3) Consumer Services L + 4.75% 4.85% 5/15/2026 8,134 8,080 8,134
EvolveIP, LLC ^ (2)(3) Telecommunications L + 5.50% 6.50% 6/7/2025 8,710 8,701 8,666
−Removed: Innovative Business Services, LLC ^ (2)(3) High Tech Industries L + 5.50% 6.50% 4/5/2023 2,200 2,162 2,159
+Added: Harbour Benefit Holdings, Inc.
+Added: ^ (2)(3) Business Services L + 5.25% 6.25% 12/13/2024 4,717 4,707 4,669
K2 Insurance Services, LLC ^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.00% 6.00% 7/1/2026 9,012 8,914 8,998
^ (2)(3) High Tech Industries L + 5.50%, 1.00% PIK 7.50% 5/3/2025 9,092 8,987 9,038
−Removed: Mailgun Technologies, Inc.
−Removed: ^ (2)(3) High Tech Industries L + 5.00% 6.00% 3/26/2025 8,478 8,347 8,330
+Added: Material Holdings, LLC ^ (2)(3) Business Services L + 5.75% 6.50% 8/19/2027 7,980 7,896 7,891
+Added: Maverick Acquisition, Inc.
+Added: ^ (2)(3) Aerospace & Defense L + 6.00% 7.00% 6/1/2027 7,980 7,814 7,808
National Technical Systems, Inc.
2 unchanged sentences
^ (2)(3) High Tech Industries L + 5.75% 6.50% 9/6/2025 8,708 8,680 8,601
−Removed: Paramit Corporation ^ (2)(3) Capital Equipment L + 4.50% 5.50% 5/3/2025 1,000 992 980
−Removed: 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% 6/6/2024 8,736 8,724 8,737
−Removed: Reladyne, Inc.
−Removed: ^ (2)(3) Wholesale L + 5.00% 6.00% 7/22/2022 6,484 6,431 6,514
Riveron Acquisition Holdings, Inc.
2 unchanged sentences
^ (2)(3) Banking, Finance, Insurance & Real Estate L + 5.50% 6.25% 11/1/2026 8,401 8,277 8,434
−Removed: Smile Doctors, LLC ^ (2)(3) Healthcare & Pharmaceuticals L + 6.00% 7.00% 10/6/2022 6,509 6,507 6,379
−Removed: Sovos Brands Intermediate, Inc.
−Removed: ^ (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% 3/31/2022 6,875 6,875 6,875
−Removed: T2 Systems, Inc.
−Removed: ^ (2)(3) Transportation:
−Removed: 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 1,701 1,676 1,458
−Removed: TSB Purchaser, Inc.
−Removed: ^ (2)(3) Media:
−Removed: Advertising, Printing & Publishing L + 6.00% 7.00% 5/14/2024 8,799 8,663 8,729
Turbo Buyer, Inc.
^ (2)(3) Automotive L + 6.00% 7.00% 12/2/2025 8,091 7,950 7,929
+Added: US INFRA SVCS Buyer, LLC ^ (2)(3) Environmental Industries L + 6.50% 7.50% 4/13/2026 3,267 3,217 3,189
+Added: USLS Acquisition, Inc.
+Added: ^ (2)(3) Business Services L + 5.50% 6.50% 11/30/2024 6,234 6,223 6,165
+Added: Westfall Technik, Inc.
+Added: ^ (2)(3) Chemicals, Plastics & Rubber L + 5.75% 6.75% 9/13/2024 6,418 6,337 6,359
+Added: First Lien Debt Total
+Added: $ 208,316 $ 208,196
+Added: Second Lien Debt (13.0%) of fair value
+Added: AI Convoy S.A.R.L (United Kingdom) ^ (2)(3) Aerospace & Defense L + 8.25% 9.25% 1/17/2028 $ 5,514 $ 5,413 $ 5,720
+Added: AP Plastics Acquisition Holdings, LLC ^ (2)(3) Chemicals, Plastics & Rubber L + 7.50% 8.25% 8/10/2029 4,500 4,410 4,526
Consolidated Schedule of Investments as of December 31, 2021
6 unchanged sentences
Fair Value (5)
−Removed: US INFRA SVCS Buyer, LLC ^ (2)(3) Environmental Industries L + 6.00% 7.00% 4/13/2026 $ 3,300 $ 3,240 $ 3,292
−Removed: VRC Companies, LLC ^ (2)(3) Business Services L + 6.50% 7.50% 3/31/2023 4,311 4,271 4,311
−Removed: Zemax Software Holdings, LLC ^ (2)(3) Software L + 5.75% 6.75% 6/25/2024 4,400 4,363 4,294
−Removed: Zenith Merger Sub, Inc.
−Removed: ^ (2)(3) Business Services L + 5.25% 6.25% 12/13/2023 4,399 4,370 4,367
−Removed: First Lien Debt Total
−Removed: $ 220,960 $ 221,951
−Removed: Second Lien Debt (9.90%) of fair value
−Removed: 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
−Removed: AQA Acquisition Holding, Inc.
+Added: AQA Acquisition Holdings, Inc.
^ (2)(3) High Tech Industries L + 7.50% 8.00% 3/3/2029 $ 5,000 $ 4,881 $ 5,004
2 unchanged sentences
^ (2)(3) Capital Equipment L + 8.25% 8.35% 3/26/2027 5,514 5,446 5,569
−Removed: 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.
17 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.
−Removed: (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.
−Removed: (6) The Company has determined the indicated investments are non-qualifying assets under Section 55(a) of the Investment Company Act.
−Removed: 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.
+Added: (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 the consolidated financial statements.
(6) Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company .
−Removed: As of December 31, 2020, the Company is party to the Credit Facility as described below.
−Removed: Through December 11, 2020, the SPV was party to the SPV Credit Facility as described below.
+Added: The Company is party to the Credit Facility and, until its termination on 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.
+Added: For the purposes of the asset coverage ratio under the Investment Company Act, the Preferred Stock, as defined in Note 1, is considered a senior security and is included in the denominator of the calculation.
As of December 31, 2021, asset coverage was 181.94% and the Company was in compliance with all covenants and other requirements of the Credit Facility.
11 unchanged sentences
On December 11, 2020, the SPV repaid all outstanding amounts under the SPV Credit Facility and the facility was terminated.
−Removed: When the facility terminated, there was one-time acceleration of amortization of deferred financing costs in the amount of $971.
−Removed: 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.
−Removed: On December 31, 2019, the Company irrevocably reduced its commitments under the SPV Credit Facility to $275,000.
+Added: The SPV Credit Facility provided for secured borrowings during the applicable revolving period up to an amount equal to the lesser of $275,000, subject to restrictions imposed on borrowings under the Investment Company Act and certain restrictions and conditions set forth in the SPV Credit
+Added: Facility, including adequate collateral to support such borrowings.
The SPV Credit Facility had a revolving period through May 21, 2021 and a maturity date of May 23, 2023.
4 unchanged sentences
Credit Facility
−Removed: 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.
+Added: 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, 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.
11 unchanged sentences
The Credit Facility includes customary covenants, including certain financial covenants related to asset coverage, shareholders’ equity and liquidity, certain limitations on the incurrence of additional indebtedness and liens, and other maintenance covenants, as well as usual and customary events of default for senior secured revolving credit facilities of this nature.
−Removed: Summary of Facilities
−Removed: The Facilities consisted of the following as of December 31, 2020 and 2019:
+Added: As of December 31, 2021 and December 31, 2020, the Company was in compliance with all covenants and other requirements of the Credit Facility.
+Added: Summary of the Credit Facility
+Added: The Credit Facility consisted of the following as of December 31, 2021 and 2020:
December 31, 2021
8 unchanged sentences
Amount Available (2)
−Removed: SPV Credit Facility $ 275,000 $ 232,469 $ 42,531 $ 4,225
Credit Facility $ 688,000 $ 347,949 $ 340,051 $ 207,365
22 unchanged sentences
NOTES PAYABLE
−Removed: 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").
+Added: 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.
Interest is payable quarterly, beginning March 31, 2020.
−Removed: 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").
+Added: 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 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.
−Removed: The Company is obligated to offer to repay the Senior Notes at par if certain change in control events occur.
+Added: The Company is obligated to offer to repay the 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.
−Removed: 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.
+Added: Interest expense on the Senior Notes during the years ended December 31, 2021 and 2020 was $8,837 and $5,644 respectively.
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.
−Removed: As of December 31, 2020, the Company was in compliance with these terms and conditions.
+Added: As of December 31, 2021 and 2020, the Company was in compliance with these terms and conditions.
2015-1R Notes
29 unchanged sentences
Future loan transfers from the Company to the 2015-1 Issuer will be made pursuant to a sale agreement and are subject to the approval of the Company’s Board of Directors.
−Removed: Assets of the 2015-1 Issuer are not available to the creditors of the SPV or the Company.
+Added: Assets of the 2015-1 Issuer are not
+Added: available to the creditors of the SPV or the Company.
In connection with the issuance and sale of the 2015-1R Notes, the Company made customary representations, warranties and covenants in the purchase agreement.
10 unchanged sentences
The pool of loans in the securitization must meet certain requirements, including asset mix and concentration, term, agency rating, collateral coverage, minimum coupon, minimum spread and sector diversity requirements in the indenture governing the 2015-1R Notes.
−Removed: For the years ended December 31, 2020 and 2019, the effective annualized weighted average interest rates, which include amortization of debt issuance costs on the 2015-1R Notes and 2015-1 Notes, were 2.42% and 4.47%, respectively based on floating LIBOR rates, excluding the one-time impact of the 2015-1 Debt Securitization Refinancing.
+Added: For the years ended December 31, 2021 and 2020, the effective annualized weighted average interest rates, which include amortization of debt issuance costs, were 2.37% and 2.42%, respectively based on floating LIBOR rates, excluding the one-time impact of the 2015-1 Debt Securitization Refinancing.
As of December 31, 2021 and 2020, the weighted average interest rates were 2.27% and 2.37%, respectively, based on floating LIBOR rates.
As of December 31, 2021 and 2020, $2,200 and $2,302, respectively, of interest expense was included in interest and credit facility fees payable.
−Removed: For the years ended December 31, 2020, 2019 and 2018, the components of interest expense on the 2015-1R and 2015-1 Notes were as follows:
+Added: For the years ended December 31, 2021, 2020 and 2019, the components of interest expense on the 2015-1R Notes were as follows:
For the years ended December 31,
4 unchanged sentences
Cash paid for interest expense $ 10,628 $ 15,390 $ 19,669
−Removed: Related to the 2015-1 Debt Securitization Refinancing, $652 of debt issuance costs were immediately expensed on August 30, 2018 in lieu of continuing to amortize over the term of the notes.
COMMMITMENTS AND CONTINGENCIES
25 unchanged sentences
The conversion price as of December 31, 2021 was $9.46.
−Removed: 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
−Removed: the Preferred Stock for cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends.
+Added: 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.
2 unchanged sentences
Holders also have the right to redeem the Preferred Stock upon a Change in Control (as defined in the Article Supplementary).
−Removed: The following table summarizes the Company’s dividends declared on its preferred stock during the current fiscal year to-date.
+Added: The following table summarizes the Company’s dividends declared on its preferred stock from issuance through December 31, 2021.
Unless otherwise noted, dividends were declared and paid, or are payable, in cash.
Date Declared Record Date Payment Date Per Share Amount
−Removed: June 30, 2020 June 30, 2020 September 30, 2020 $ 0.277
+Added: June 30, 2020 June 30, 2020 June 30, 2020 $ 0.277
September 30, 2020 September 30, 2020 September 30, 2020 0.423
1 unchanged sentence
Total $ 1.138
+Added: March 31, 2021 March 31, 2021 March 31, 2021 $ 0.438
+Added: June 30, 2021 June 30, 2021 June 30, 2021 0.438
+Added: September 30, 2021 September 30, 2021 September 30, 2021 0.438
+Added: December 29, 2021 December 31, 2021 December 31, 2021 0.438
+Added: Total $ 1.752
Company Stock Repurchase Plan
−Removed: 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.
+Added: On November 1, 2021, the Company's Board of Directors approved the continuation of the Company's $150 million stock repurchase program (the “Company Stock Repurchase Program”) until November 5, 2022, or until the approved dollar amount has been used to repurchase shares of common stock.
This program may be suspended, extended, modified or discontinued by the Company at any time, subject to applicable law.
1 unchanged sentence
Since the inception of the Company Stock Repurchase Program through December 31, 2021, the Company has repurchased 9,426,205 shares of the Company's common stock at an average cost of $13.29 per share, or $125,287 in the aggregate, resulting in accretion to net assets per share of $0.51.
−Removed: 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, 2021:
2 unchanged sentences
Shares Amount Shares Amount
−Removed: Balance, beginning of year — $ — 57,763,811 $ 578 $ 1,109,238 $ (1,633) $ 10,368 $ (82,654) $ (79,426) $ 956,471
−Removed: Issuance of Preferred Stock 2,000,000 50,000 — — — — — — — 50,000
+Added: Balance, January 1, 2021 2,000,000 $ 50,000 55,320,309 $ 553 $ 1,081,436 $ (1,633) $ 14,568 $ (140,133) $ (103,428) $ 901,363
+Added: Repurchase of common stock — — (2,177,855) (21) (28,418) — — — — (28,439)
Net investment income (loss) — — — — — — 86,851 — — 86,851
2 unchanged sentences
Dividends declared on common stock and preferred stock — — — — — — (84,473) — — (84,473)
−Removed: Repurchase of common stock — — (2,443,502) (25) (27,229) — — — — (27,254)
Tax reclassification of stockholders’ equity in accordance with U.S.
GAAP — — — — (591) — 2,616 (2,025) — —
−Removed: 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
−Removed: During the year ended December 31, 2019, repurchased and extinguished 4,466,440 shares of common stock for an aggregate price of $64,717.
+Added: Balance, December 31, 2021 2,000,000 $ 50,000 53,142,454 $ 532 $ 1,052,427 $ (1,633) $ 19,562 $ (123,297) $ (48,787) $ 948,804
The following table summarizes capital activity during the year ended December 31, 2020:
−Removed: 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
−Removed: Shares Amount
+Added: Preferred Stock
+Added: 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
+Added: 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
−Removed: Offering costs — — — — — — — —
+Added: Issuance of Preferred Stock 2,000,000 50,000 — — — — — — — 50,000
Net investment income (loss) — — — — — — 88,807 — — 88,807
1 unchanged sentence
Net change in unrealized appreciation (depreciation) — — — — — — — — (24,002) (24,002)
−Removed: Dividends declared — — — — (103,360) — — (103,360)
+Added: Dividends declared on common stock and preferred stock — — — — — — (84,683) — — (84,683)
Repurchase of common stock — — (2,443,502) (25) (27,229) — — — — (27,254)
2 unchanged sentences
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
−Removed: 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
−Removed: of common stock for an aggregate price of $4,867.
The following table summarizes capital activity during the year ended December 31, 2019:
2 unchanged sentences
Balance, beginning of year 62,230,251 $ 622 $ 1,174,334 $ (1,633) $ 5,901 $ (44,572) $ (71,434) $ 1,063,218
−Removed: Reinvestment of dividends 361,056 4 6,625 — — — — 6,629
−Removed: Offering costs — — — (15) — — — (15)
Net investment income (loss) — — — — 107,665 — — 107,665
7 unchanged sentences
There were no shares of common stock issued related to capital activity during the years ended December 31, 2021, 2020 and 2019.
−Removed: The following table summarizes total shares issued and proceeds received related to capital activity during the year ended December 31, 2018:
−Removed: Year Ended December 31, 2018 Shares Issued Proceeds Received
−Removed: January 17, 2018* 361,056 $ 6,629
−Removed: Total 361,056 $ 6,629
−Removed: * Represents shares issued upon the reinvestment of dividends.
The Company computes earnings per common share in accordance with ASC 260, Earnings Per Share.
−Removed: 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.
−Removed: Diluted earnings per share gives effect to all dilutive potential common shares outstanding using the if-converted method for the convertible Preferred Stock.
−Removed: Diluted earnings per share excludes all dilutive potential common shares if their effect is anti-dilutive.
−Removed: 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.
+Added: 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 shares of common stock outstanding for the year.
+Added: Diluted earnings per share gives effect to all dilutive potential shares of common stock outstanding using the if-converted method for the convertible Preferred Stock.
+Added: Diluted earnings per share excludes all dilutive potential shares of common stock if their effect is anti-dilutive.
+Added: The convertible Preferred Stock was not included in the calculation of diluted earnings per share for the year ended December 31, 2021 or 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:
3 unchanged sentences
Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders $ 156,853 $ 160,353 $ 4,554 $ 4,554 $ 61,330 $ 61,330
−Removed: Weighted-average common shares outstanding 56,421,137 56,421,137 60,189,502 60,189,502 62,533,614 62,533,614
+Added: Weighted-average shares of common stock outstanding 54,244,432 59,531,683 56,421,137 56,421,137 60,189,502 60,189,502
Basic and diluted earnings per share $ 2.89 $ 2.69 $ 0.08 $ 0.08 $ 1.02 $ 1.02
3 unchanged sentences
May 6, 2019 June 28, 2019 July 17, 2019 $ 0.37
+Added: June 17, 2019 June 28, 2019 July 17, 2019 $ 0.08 (1)
August 5, 2019 September 30, 2019 October 17, 2019 $ 0.37
3 unchanged sentences
May 4, 2020 June 30, 2020 July 17, 2020 $ 0.37
−Removed: June 17, 2019 June 28, 2019 July 17, 2019 $ 0.08 (1)
August 3, 2020 September 30, 2020 October 16, 2020 $ 0.32 (2)
+Added: August 3, 2020 September 30, 2020 October 16, 2020 $ 0.05 (1)
November 2, 2020 December 31, 2020 January 15, 2021 $ 0.32
−Removed: December 12, 2019 December 31, 2019 January 17, 2020 $ 0.18 (1)
+Added: November 2, 2020 December 31, 2020 January 15, 2021 $ 0.04 (1)
February 22, 2021 March 31, 2021 April 16, 2021 $ 0.32
+Added: February 22, 2021 March 31, 2021 April 16, 2021 $ 0.05 (1)
May 3, 2021 June 30, 2021 July 15, 2021 $ 0.32
+Added: May 3, 2021 June 30, 2021 July 15, 2021 $ 0.04 (1)
August 2, 2021 September 30, 2021 October 15, 2021 $ 0.32
3 unchanged sentences
(1) Represents a special/supplemental dividend.
−Removed: (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.
+Added: (2) The Company updated its dividend policy such that the base dividend 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.
11 unchanged sentences
(1.50) (1.47) (1.74) (1.68) (1.64)
+Added: Other 0.03 — — — —
Accretion due to share repurchases 0.10 0.22 0.17 0.02 —
2 unchanged sentences
Net asset value per common share, end of year $ 16.91 $ 15.39 $ 16.56 $ 17.09 $ 18.12
−Removed: Market price per common share, end of year $ 10.26 $ 13.38 $ 12.40 $ 20.04 n/a
−Removed: Number of common shares outstanding, end of year 55,320,309 57,763,811 62,230,251 62,207,603 41,702,318
+Added: Market price per common share, end of year $ 13.73 $ 10.26 $ 13.38 $ 12.40 $ 20.04
+Added: Number of shares of common stock outstanding, end of year 53,142,454 55,320,309 57,763,811 62,230,251 62,207,603
Total return based on net asset value (4)
1 unchanged sentence
Total return based on market price (5)
−Removed: (12.33) % 21.94 % (29.74) % 14.97 % n/a
+Added: 48.44 % (12.33) % 21.94 % (29.74) % 14.97 %
Net assets attributable to Common Stockholders, end of year $ 898,804 $ 851,363 $ 956,471 $ 1,063,218 $ 1,127,304
9 unchanged sentences
Portfolio turnover 45.44 % 33.06 % 38.97 % 45.88 % 49.18 %
−Removed: Weighted-average common shares outstanding 56,421,137 60,189,502 62,533,614 52,997,450 36,152,390
−Removed: (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.
−Removed: (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).
+Added: Weighted-average shares of common shares outstanding
+Added: 54,244,432 56,421,137 60,189,502 62,533,614 52,997,450
+Added: (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 shares of common stock outstanding for the year.
+Added: (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 shares of common stock 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.
−Removed: 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.
−Removed: Excluding the effects of these common stock issuances, total return would have been 8.46% and 10.20%, respectively.
+Added: Total return for the year ended December 31, 2017 was inclusive of $(0.11) per common share increase (decrease) in net asset value for the years related to the offering price of subscriptions and the offering price of common stock in the IPO, net of underwriting and offering costs during the year.
+Added: Excluding the effects of these common stock issuances, total return would have been 8.46%.
(5) Total return based on market value (not annualized) is calculated as the change in market value per common share during the period plus the declared dividends on common stock, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning market price for the period.
(6) The net investment income ratio is net of the waiver of base management fees.
+Added: Senior Securities
+Added: Information about our senior securities is shown in the following table as of the end of each fiscal year ended December 31 since we commenced operations on May 2, 2013.
+Added: Class and Year/Period Total Amount Outstanding
+Added: Exclusive of Treasury
+Added: Securities (1) ($ in millions)
+Added: Asset Coverage
+Added: Preference Per Unit (3)
+Added: Total Senior Securities
+Added: December 31, 2021 $ 1,096.9 $ 1,819.0 — N/A
+Added: December 31, 2020 $ 1,037.1 $ 1,821.0 — N/A
+Added: December 31, 2019 $ 1,180.8 $ 1,810.0 — N/A
+Added: December 31, 2018 $ 963.8 $ 2,103.0 — N/A
+Added: December 31, 2017 $ 835.9 $ 2,349.0 — N/A
+Added: December 31, 2016 $ 694.9 $ 2,100.0 — N/A
+Added: December 31, 2015 $ 507.3 $ 2,127.0 — N/A
+Added: December 31, 2014 $ 308.4 $ 2,097.0 — N/A
+Added: December 31, 2013 $ 66.8 $ 3,784.0 — N/A
+Added: SPV Credit Facility (5)
+Added: December 31, 2020 $ — $ — — N/A
+Added: December 31, 2019 $ 232.5 $ 356.0 — N/A
+Added: December 31, 2018 $ 224.1 $ 489.0 — N/A
+Added: December 31, 2017 $ 287.4 $ 808.0 — N/A
+Added: December 31, 2016 $ 252.9 $ 764.0 — N/A
+Added: December 31, 2015 $ 170.3 $ 714.0 — N/A
+Added: December 31, 2014 $ 246.4 $ 1,675.0 — N/A
+Added: December 31, 2013 $ 66.8 $ 3,784.0 — N/A
+Added: Credit Facility (6)
+Added: December 31, 2021 $ 407.7 $ 676.0 — N/A
+Added: December 31, 2020 $ 347.9 $ 611.0 — N/A
+Added: December 31, 2019 $ 384.1 $ 589.0 — N/A
+Added: December 31, 2018 $ 290.5 $ 634.0 — N/A
+Added: December 31, 2017 $ 275.5 $ 774.0 — N/A
+Added: December 31, 2016 $ 169.0 $ 511.0 — N/A
+Added: December 31, 2015 $ 64.0 $ 268.0 — N/A
+Added: December 31, 2014 $ 62.0 $ 421.0 — N/A
+Added: 2015-1 Notes (7)
+Added: December 31, 2017 $ 273.0 $ 767.0 — N/A
+Added: December 31, 2016 $ 273.0 $ 825.0 — N/A
+Added: December 31, 2015 $ 273.0 $ 1,145.0 — N/A
+Added: 2015-1R Notes (7)
+Added: December 31, 2021 $ 449.2 $ 745.0 — N/A
+Added: December 31, 2020 $ 449.2 $ 789.0 — N/A
+Added: December 31, 2019 $ 449.2 $ 689.0 — N/A
+Added: December 31, 2018 $ 449.2 $ 980.0 — N/A
+Added: 2019 Notes (8)
+Added: December 31, 2021 $ 115.0 $ 191.0 — N/A
+Added: December 31, 2020 $ 115.0 $ 202.0 — N/A
+Added: December 31, 2019 $ 115.0 $ 176.0 — N/A
+Added: 2020 Notes (9)
+Added: December 31, 2021 $ 75.0 $ 124.0 — N/A
+Added: December 31, 2020 $ 75.0 $ 132.0 — N/A
+Added: Preferred Stock (10)
+Added: December 31, 2021 $ 50.0 $ 83.0 — N/A
+Added: December 31, 2020 $ 50.0 $ 88.0 — N/A
+Added: (1) Total amount of each class of senior securities outstanding at the end of the period presented.
+Added: (2) Asset coverage per unit is the ratio of the carrying value of our total assets, less all liabilities excluding indebtedness represented by senior securities in this table, to the aggregate amount of senior securities representing indebtedness.
+Added: Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness and is calculated on a consolidated basis.
+Added: (3) The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it.
+Added: The “—” in this column indicates information that the SEC expressly does not require to be disclosed for certain types of senior securities.
+Added: (4) Not applicable because the senior securities are not registered for public trading.
+Added: (5) On May 24, 2013, the SPV closed on a senior secured credit facility (the “SPV Credit Facility”).
+Added: On December 11, 2020, the SPV repaid all outstanding amounts under the SPV Credit Facility and the facility was terminated.
+Added: (6) On March 21, 2014, we closed on the Credit Facility.
+Added: (7) On June 26, 2015, we completed a $400 million term debt securitization (the “2015-1 Debt Securitization”).
+Added: The notes offered in the 2015-1 Debt Securitization (the “2015-1 Notes”) were issued by the 2015-1 Issuer.
+Added: On August 30, 2018, the 2015-1 Issuer refinanced the 2015-1 Debt Securitization (the “2015-1 Debt Securitization Refinancing”) by redeeming in full the 2015-1 Notes and issuing the 2015-1R Notes.
+Added: (8) On December 30, 2019, we closed a private offering of the 2019 Notes.
+Added: (9) On December 11, 2020, we closed a private offering of the 2020 Notes.
+Added: (10) On May 5, 2020, we issued the Preferred Stock.
The Company may become party to certain lawsuits in the ordinary course of business.
8 unchanged sentences
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.
−Removed: 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.
+Added: As of December 31, 2021 and 2020, permanent differences primarily due to non-deductible excise tax and the tax treatment of partnership investments resulted in a net increase in distributable earnings (loss) by $591 and $573, respectively, and net decrease in additional paid-in capital in excess of par by $591 and $573, respectively, on the Consolidated Statements of Assets and Liabilities.
Total earnings and NAV were not affected.
8 unchanged sentences
Other book/tax temporary differences (1)
−Removed: (539) (1,271)
Capital loss carryforwards (121,046) (141,850)
−Removed: Net unrealized appreciation (depreciation) on investments (2)
+Added: Net unrealized appreciation (depreciation) on investments and currency unrealized appreciation (depreciation) on non-investment assets and liabilities (2)
(52,032) (103,078)
2 unchanged sentences
(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.
−Removed: 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:
+Added: As of December 31, 2021 and 2020, the cost of investments for federal income tax purposes and gross unrealized
+Added: appreciation and depreciation on investments and currency unrealized appreciation (depreciation) on non-investment
+Added: assets and liabilities were as follows:
Cost of investments $ 1,960,798 $ 1,922,617
−Removed: Gross unrealized appreciation on investments 21,522 17,094
−Removed: Gross unrealized depreciation on investments (124,600) (95,740)
−Removed: Net unrealized appreciation (depreciation) on investments $ (103,078) $ (78,646)
+Added: Gross unrealized appreciation 26,534 21,522
+Added: Gross unrealized depreciation (78,566) (124,600)
+Added: Net unrealized appreciation (depreciation) $ (52,032) $ (103,078)
For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any.
1 unchanged sentence
As of December 31, 2021 and 2020, the Company had $121,046 and $141,850, of capital loss carryforwards, respectively, of which $19,470 and $21,448 were short-term capital loss carryforwards, respectively, and $101,576 and $120,402 were long-term capital loss carryforwards, respectively.
+Added: During the year ended December 31, 2021, the Company utilized $19,088 of capital loss carryforwards to offset current year net realized gains.
+Added: During the year ended 2020, there was no capital loss carryforward utilized.
SUBSEQUENT EVENTS
1 unchanged sentence
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.
−Removed: 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.
−Removed: On February 22, 2021, the Company and Credit Partners amended and restated the Limited Liability Company Agreement of Credit Fund to, among other amendments:
−Removed: (i) extend the Company’s investment period from March 1, 2021 to May 21, 2022;
−Removed: and (ii) reduce the capital commitment of each of the Company and Credit Partners from $400 million to $250 million.
−Removed: 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.
+Added: On February 18, 2022, the Board of Directors declared a base quarterly common dividend of $0.32 plus a supplemental common dividend of $0.08, which are payable on April 15, 2022 to common stockholders of record on March 31, 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.