CION Investment Corp 10-K

Item 7A. Quantitative and Qualitative Disclosures About Market Risk We are subject to financial market risks, including changes in interest rates. As of December 31, 2020, 85.9% of our investments paid variable interest rates. A rise in the general level of interest rates can be expected to lead to higher interest rates applicable to our debt investments, especially to the extent that we hold variable rate investments, and to declines in the value of any fixed rate investments we may hold. To the extent that a majority of our investments may be in variable rate investments, an increase in interest rates could make it easier for us to meet or exceed our incentive fee hurdle rate, as defined in our investment advisory agreement, and may result in a substantial increase in our net investment income, and also to the amount of incentive fees payable to CIM with respect to our pre-incentive fee net investment income. As of December 31, 2020, under the terms of the Second Amended JPM Credit Facility, advances bore interest at a floating rate equal to the three-month LIBOR, plus a spread of 3.25% per year, which spread was reduced to 3.10% per year under the Third Amended JPM Credit Facility entered into on February 26, 2021. Pursuant to the terms of the amended UBS Facility, we currently pay a financing fee equal to the three-month LIBOR plus a spread of 3.375% per year. In addition, we may seek to further borrow funds in order to make additional investments. Our net investment income will be impacted, in part, by the difference between the rate at which we borrow funds and the rate at which we invest those funds. As a result, we would be subject to risks relating to changes in market interest rates. In periods of rising interest rates when we have debt outstanding, our cost of funds would increase, which could reduce our net investment income, especially to the extent we hold fixed rate investments. We expect that our long-term investments will be financed primarily with equity and long-term debt. Our interest rate risk management techniques may include various interest rate hedging activities to the extent permitted by the 1940 Act. Adverse developments resulting from changes in interest rates could have a material adverse effect on our business, financial condition and results of operations. The following table shows the effect over a twelve month period of changes in interest rates on our net interest income, excluding short term investments, assuming no changes in our investment portfolio, the Second Amended JPM Credit Facility or the Amended UBS Facility in effect as of December 31, 2020: Basis Point Change in Interest Rates (Decrease) Increase in Net Interest Income(1) Percentage Change in Net Interest Income No change to current base rate (0.22% as of December 31, 2020) — — Up 50 basis points (2,015) (2.2) % Up 100 basis points (2,071) (2.2) % Up 200 basis points 3,329 3.6 % Up 300 basis points 9,349 10.1 % (1) This table assumes no change in defaults or prepayments by portfolio companies over the next twelve months. The interest rate sensitivity analysis presented above does not consider the potential impact of the changes in fair value of our fixed rate debt investments and the net asset value of our common stock in the event of sudden changes in interest rates. Approximately 8.3% of our investments paid fixed interest rates as of December 31, 2020. Rising market interest rates will most likely lead to fair value declines for fixed interest rate investments and a decline in the net asset value of our common stock, while declining market interest rates will most likely lead to an increase in the fair value of fixed interest rate investments and an increase in the net asset value of our common stock. In addition, we may have risk regarding portfolio valuation. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies—Valuation of Portfolio Investments” and Note 2 to our consolidated financial statements included in this report. 65 Item 8. Consolidated Financial Statements and Supplementary Data Page Reports of Independent Registered Public Accounting Firm 67 Consolidated Balance Sheets 70 Consolidated Statements of Operations 71 Consolidated Statements of Changes in Net Assets 72 Consolidated Statements of Cash Flows 73 Consolidated Schedules of Investments 74 Notes to Consolidated Financial Statements 93 66 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of CĪON Investment Corporation Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets, including the consolidated schedules of investments, of CĪON Investment Corporation (the Company) as of December 31, 2020 and 2019, and the related consolidated statements of operations, changes in net assets and cash flows for each of the two years in the period ended December 31, 2020, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of investments owned as of December 31, 2020 and 2019, by correspondence with the custodians, loan agents or management of the underlying investments, as applicable, or by other appropriate auditing procedures where replies from these parties, as applicable, were not received. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Valuation of Level 3 Investments As of December 31, 2020, the fair value of the Company’s investments classified as Level 3 investments was approximately $1.47 billion, or approximately 93.6% of total investments. As discussed in Notes 1, 2, and 9 in the financial statements, the Company invests in senior secured debt, including first lien loans, second lien loans and unitranche loans, and, to a lesser extent, collateralized securities, structured products and other similar securities, unsecured debt and equity, of private and thinly-traded U.S. middle-market companies, and substantially all of its investments are classified as Level 3 investments. The Company’s determination of fair value for these investments requires that management makes subjective judgments and estimates utilizing non-binding broker or dealer consensus pricing and/or quotes, a market approach, an income approach, or a combination of a market and income approach, as appropriate. These approaches require management to make subjective judgments and estimates related to significant unobservable inputs including the discount rates, EBITDA multiples, revenue multiples, broker quotes, expected volatility and expected outcome of proposed corporate transactions. We identified the valuation of Level 3 investments as a critical audit matter given the Company uses significant subjective judgments to estimate the fair value of such investments. Auditing the reasonableness of management’s selection of valuation techniques and the related unobservable inputs increased audit effort, including the use of a valuation specialist. 67 Our audit procedures related to the valuation techniques, unobservable inputs and assumptions used by management to estimate the fair value of Level 3 investments included the following, among others: • We evaluated the appropriateness of the valuation techniques used for Level 3 investments and evaluated the reasonableness of any significant changes in valuation techniques since prior periods. • We evaluated the reasonableness of the related significant unobservable inputs and the reasonableness of any significant changes in significant unobservable inputs from prior periods by comparing these inputs to external sources, including, but not limited to: ◦ Historical operating results of the investment as obtained from the Company, among other sources, the financial statements and the board of directors’ materials of the investment. ◦ Available market data for comparable companies. ◦ Subsequent events and transactions, where available. • We tested the source information used to determine the valuation input and the mathematical accuracy of the calculation used to compute the input. • With the assistance of a valuation specialists, we performed the following: ◦ For a portion of Level 3 investments, evaluated the valuation techniques compared to those of a market participant, used market information to develop a range of market yield, comparable financial performance multiples and discount rate assumptions and compared them to the assumptions used by management. ◦ For a portion of Level 3 investments, developed an independent estimate of the fair value and compared our estimates to management’s estimates. • We evaluated management’s ability to reasonably estimate fair value by comparing management’s historical estimates to transactions subsequent to measurement date. We took into consideration changes in market or investment specific factors, where available. /s/ RSM US LLP We have served as the Company's auditor since 2019. New York, New York March 15, 2021 68 Report of Independent Registered Public Accounting Firm The Shareholders and the Board of Directors of CĪON Investment Corporation Opinion on the Financial Statements We have audited the accompanying consolidated statements of operations, changes in net assets and cash flows of CĪON Investment Corporation (the “Company”) for the year ended December 31, 2018, and the related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the results of its operations, changes in its net assets, and its cash flows for the year ended December 31, 2018, in conformity with U.S. generally accepted accounting principles. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. /s/ Ernst & Young LLP We served as the Company’s auditor from 2012 through 2018 New York, New York March 18, 2019 69 CĪON Investment Corporation Consolidated Balance Sheets (in thousands, except share and per share amounts) December 31, 2020 December 31, 2019 Assets Investments, at fair value: Non-controlled, non-affiliated investments (amortized cost of $1,501,529 and $1,692,879, respectively) $ 1,440,004 $ 1,630,243 Non-controlled, affiliated investments (amortized cost of $134,184 and $88,700, respectively) 116,895 89,326 Controlled investments (amortized cost of $15,539 and $45,497, respectively) 12,472 45,503 Total investments, at fair value (amortized cost of $1,651,252 and $1,827,076, respectively) 1,569,371 1,765,072 Cash 19,914 6,135 Due from counterparty — 3,281 Interest receivable on investments 17,484 15,261 Receivable due on investments sold and repaid 6,193 18,552 Dividends receivable on investments 45 1,106 Prepaid expenses and other assets 1,788 985 Total assets $ 1,614,795 $ 1,810,392 Liabilities and Shareholders' Equity Liabilities Financing arrangements (net of unamortized debt issuance costs of $5,044 and $4,457, respectively) $ 719,956 $ 836,585 Payable for investments purchased 133 1,568 Accounts payable and accrued expenses 694 815 Interest payable 2,500 3,163 Accrued management fees 7,668 8,869 Accrued subordinated incentive fee on income 4,323 5,612 Accrued administrative services expense 1,265 1,217 Total liabilities 736,539 857,829 Commitments and contingencies (Note 4 and Note 11) Shareholders' Equity Common stock, $0.001 par value; 500,000,000 shares authorized; 113,293,723 and 113,381,145 shares issued and outstanding, respectively 113 113 Capital in excess of par value 1,054,911 1,054,913 Accumulated distributable losses (176,768) (102,463) Total shareholders' equity 878,256 952,563 Total liabilities and shareholders' equity $ 1,614,795 $ 1,810,392 Net asset value per share of common stock at end of year $ 7.75 $ 8.40 See accompanying notes to consolidated financial statements. 70 CĪON Investment Corporation Consolidated Statements of Operations (in thousands, except share and per share amounts) Years Ended December 31, 2020 2019 2018 Investment income Non-controlled, non-affiliated investments Interest income $ 125,395 $ 187,104 $ 183,108 Paid-in-kind interest income 17,078 2,017 1,142 Fee income 4,393 3,899 2,476 Dividend income 331 474 165 Non-controlled, affiliated investments Interest income 7,883 1,905 1,162 Paid-in-kind interest income 2,082 566 85 Dividend income 3,012 4,015 — Fee income 150 — — Controlled investments Dividend income 3,518 1,123 — Total investment income 163,842 201,103 188,138 Operating expenses Management fees 31,828 36,466 35,013 Administrative services expense 2,465 2,650 2,704 Subordinated incentive fee on income 7,631 20,087 8,177 General and administrative 6,353 5,057 6,450 Interest expense 36,837 49,531 45,617 Total operating expenses 85,114 113,791 97,961 Net investment income 78,728 87,312 90,177 Realized and unrealized (losses) gains Net realized (losses) gains on: Non-controlled, non-affiliated investments (69,687) (13,594) (5,634) Non-controlled, affiliated investments (211) (11,184) — Foreign currency 26 (139) 15 Net realized losses (69,872) (24,917) (5,619) Net change in unrealized appreciation (depreciation) on: Non-controlled, non-affiliated investments 1,110 (19,658) (48,662) Non-controlled, affiliated investments (17,945) 9,101 (4,586) Controlled investments (3,043) 6 — Net change in unrealized depreciation (19,878) (10,551) (53,248) Net realized and unrealized losses (89,750) (35,468) (58,867) Net (decrease) increase in net assets resulting from operations $ (11,022) $ 51,844 $ 31,310 Per share information—basic and diluted Net (decrease) increase in net assets per share resulting from operations $ (0.10) $ 0.46 $ 0.27 Weighted average shares of common stock outstanding 113,635,682 113,708,479 114,140,434 See accompanying notes to consolidated financial statements. 71 CĪON Investment Corporation Consolidated Statements of Changes in Net Assets (in thousands, except share and per share amounts) Years Ended December 31, 2020 2019 2018 Changes in net assets from operations: Net investment income $ 78,728 $ 87,312 $ 90,177 Net realized loss on investments (69,898) (24,778) (5,634) Net realized gain (loss) on foreign currency 26 (139) 15 Net change in unrealized depreciation on investments (19,878) (10,551) (53,248) Net (decrease) increase in net assets resulting from operations (11,022) 51,844 31,310 Changes in net assets from shareholders' distributions: Distributions to shareholders (63,283) (84,772) (83,483) Net decrease in net assets from shareholders' distributions (63,283) (84,772) (83,483) Changes in net assets from capital share transactions: Issuance of common stock, net of issuance costs of $0, $296 and $1,168, respectively — 6,219 31,064 Reinvestment of shareholders' distributions 23,298 35,800 38,732 Repurchase of common stock (23,300) (35,799) (97,043) Net (decrease) increase in net assets resulting from capital share transactions (2) 6,220 (27,247) Total decrease in net assets (74,307) (26,708) (79,420) Net assets at beginning of year 952,563 979,271 1,058,691 Net assets at end of year $ 878,256 $ 952,563 $ 979,271 Net asset value per share of common stock at end of year $ 7.75 $ 8.40 $ 8.69 Shares of common stock outstanding at end of year 113,293,723 113,381,145 112,709,239 See accompanying notes to consolidated financial statements. 72 CĪON Investment Corporation Consolidated Statements of Cash Flows (in thousands) Years Ended December 31, 2020 2019 2018 Operating activities: Net (decrease) increase in net assets resulting from operations $ (11,022) $ 51,844 $ 31,310 Adjustments to reconcile net (decrease) increase in net assets resulting from operations to net cash provided by (used in) operating activities: Net accretion of discount on investments (13,214) (16,081) (18,387) Proceeds from principal repayment of investments 465,547 423,091 639,787 Purchase of investments (359,633) (563,884) (1,280,187) (Increase) decrease in short term investments, net (44,071) (16,989) 194,010 Paid-in-kind interest and dividends capitalized (21,420) (7,072) (1,227) Proceeds from sale of investments 77,630 245,698 255,883 Net realized loss on investments 69,898 24,778 5,634 Net change in unrealized depreciation on investments 19,878 10,551 53,248 Amortization of debt issuance costs 5,037 2,898 3,208 (Increase) decrease in due from counterparty 3,281 (3,281) — (Increase) decrease in interest receivable on investments (1,137) 2,481 (5,039) (Increase) decrease in dividends receivable on investments 1,061 (1,106) — (Increase) decrease in receivable due on investments sold and repaid 12,359 (12,765) 23,737 (Increase) decrease in prepaid expenses and other assets (803) (796) 654 Increase (decrease) in payable for investments purchased (1,435) (15,283) (19,588) Increase (decrease) in accounts payable and accrued expenses (121) (124) (493) Increase (decrease) in interest payable (663) (797) 1,649 Increase (decrease) in accrued management fees (1,201) (439) 1,487 Increase (decrease) in accrued administrative services expense 48 304 357 Increase (decrease) in due to CIG - offering costs — — (4) Increase (decrease) in subordinated incentive fee on income payable (1,289) 3,008 (618) Net cash provided by (used in) operating activities 198,730 126,036 (114,579) Financing activities: Gross proceeds from issuance of common stock — 6,515 32,232 Commissions and dealer manager fees paid — (296) (1,168) Repurchase of common stock (23,300) (35,799) (97,043) Shareholders' distributions paid (39,985) (48,972) (44,751) Borrowings under financing arrangements 486,153 313,000 292,077 Repayment of financing arrangements (602,194) (370,500) (105,000) Debt issuance costs paid (5,625) (1,428) (543) Net cash (used in) provided by financing activities (184,951) (137,480) 75,804 Net increase (decrease) in cash and restricted cash 13,779 (11,444) (38,775) Cash and restricted cash, beginning of year 6,135 17,579 56,354 Cash and restricted cash, end of year $ 19,914 $ 6,135 $ 17,579 Supplemental disclosure of cash flow information Cash paid for interest $ 32,403 $ 47,413 $ 40,750 Supplemental non-cash financing activities: Reinvestment of shareholders' distributions $ 23,298 $ 35,800 $ 38,732 Restructuring of portfolio investment $ 91,326 $ 71,445 $ — See accompanying notes to consolidated financial statements. 73 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Senior Secured First Lien Debt - 139.3% 1244311 B.C. LTD., L+500, 1.00% LIBOR Floor, 9/30/2025(s) 3 Month LIBOR Chemicals, Plastics & Rubber $ 2,422 $ 2,293 $ 2,289 1244311 B.C. LTD., L+500, 1.00% LIBOR Floor, 9/30/2025(s)(v) 3 Month LIBOR Chemicals, Plastics & Rubber 807 756 755 Adams Publishing Group, LLC, L+700, 1.75% LIBOR Floor, 7/2/2023(n)(o) 1 Month LIBOR Media: Advertising, Printing & Publishing 12,318 12,243 12,041 Adapt Laser Acquisition, Inc., L+800, 1.00% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Capital Equipment 11,280 11,280 9,715 Adapt Laser Acquisition, Inc., L+800, 1.00% LIBOR Floor, 12/31/2023 3 Month LIBOR Capital Equipment 2,000 2,000 1,722 Aegis Toxicology Sciences Corp., L+550, 1.00% LIBOR Floor, 5/9/2025(n) 3 Month LIBOR Healthcare & Pharmaceuticals 9,774 9,635 8,577 AIS Holdco, LLC, L+500, 0.00% LIBOR Floor, 8/15/2025(n) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 5,243 5,194 4,955 Alchemy US Holdco 1, LLC, L+550, 10/10/2025(n) 1 Month LIBOR Construction & Building 12,959 12,826 12,505 Alert 360 Opco, Inc., L+600, 1.00% LIBOR Floor, 10/16/2025(n) 1 Month LIBOR Services: Consumer 9,738 9,738 9,738 Allen Media, LLC, L+550, 0.00% LIBOR Floor, 2/10/2027(n)(o) 3 Month LIBOR Media: Diversified & Production 24,809 24,809 24,747 ALM Media, LLC, L+650, 1.00% LIBOR Floor, 11/25/2024(n)(o) 3 Month LIBOR Media: Advertising, Printing & Publishing 19,000 18,690 18,050 AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025(n) 3 Month LIBOR Services: Business 10,813 10,765 10,273 AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025 3 Month LIBOR Services: Business 228 228 217 AMCP Staffing Intermediate Holdings III, LLC, 0.50% Unfunded, 9/24/2025 None Services: Business 1,370 — (68) American Clinical Solutions LLC, 7.00%, 12/31/2022(n)(s) None Healthcare & Pharmaceuticals 3,500 3,427 3,124 American Clinical Solutions LLC, 7.00%, 6/30/2021(n)(s) None Healthcare & Pharmaceuticals 250 250 242 American Consolidated Natural Resources, Inc., L+1300, 1.00% LIBOR Floor, 9/16/2025(n)(v) 1 Month LIBOR Metals & Mining 780 551 754 American Media, LLC, L+775, 1.50% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Media: Advertising, Printing & Publishing 11,077 10,894 10,952 American Media, LLC, L+775, 1.50% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Media: Advertising, Printing & Publishing 1,702 1,677 1,683 American Teleconferencing Services, Ltd., L+650, 1.00% LIBOR Floor, 12/8/2021(n) 6 Month LIBOR Telecommunications 19,514 18,792 15,904 Analogic Corp., L+525, 1.00% LIBOR Floor, 6/21/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 4,950 4,885 4,851 Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(n)(v) 3 Month LIBOR Media: Diversified & Production 13,815 13,647 13,642 Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(n) 3 Month LIBOR Media: Diversified & Production 833 833 825 Anthem Sports & Entertainment Inc., 0.50% Unfunded, 9/9/2024 None Media: Diversified & Production 1,333 — (13) APCO Holdings, LLC, L+550, 0.00% LIBOR Floor, 6/9/2025(n) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 9,436 9,368 8,935 Appalachian Resource Company, LLC, L+500, 1.00% LIBOR Floor, 9/10/2023 1 Month LIBOR Metals & Mining 11,137 9,717 9,230 Appalachian Resource Company, LLC, 0.00% Unfunded, 9/10/2023(p) None Metals & Mining 2,500 — — Associated Asphalt Partners, LLC, L+525, 1.00% LIBOR Floor, 4/5/2024(n)(o) 1 Month LIBOR Construction & Building 14,522 14,107 13,306 Avison Young (USA) Inc., L+500, 0.00% LIBOR Floor, 1/31/2026(h)(n) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 9,800 9,647 9,322 BK Medical Holding Company, Inc., L+525, 1.00% LIBOR Floor, 6/22/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 4,963 4,926 4,690 Cadence Aerospace, LLC, L+850, 1.00% LIBOR Floor, 11/14/2023(n)(o)(v) 3 Month LIBOR Aerospace & Defense 37,832 37,343 35,751 Cardinal US Holdings, Inc., L+500, 1.00% LIBOR Floor, 7/31/2023(n) 3 Month LIBOR Services: Business 8,224 7,933 7,597 CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(n) 6 Month LIBOR Transportation: Cargo 15,882 15,818 14,631 Charming Charlie LLC, 20.00%, 4/24/2023(r)(s) None Retail 662 657 350 CHC Solutions Inc., 12.00%, 7/20/2023(o)(v) None Healthcare & Pharmaceuticals 7,651 7,651 7,498 See accompanying notes to consolidated financial statements. 74 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021(n)(o)(v) 1 Month LIBOR Hotel, Gaming & Leisure 25,472 25,117 19,900 CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021(n)(v) 1 Month LIBOR Hotel, Gaming & Leisure 2,585 2,585 2,020 CircusTrix Holdings, LLC, 1.00% Unfunded, 12/16/2021 None Hotel, Gaming & Leisure 2,898 — — Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023 3 Month LIBOR Beverage, Food & Tobacco 1,020 980 858 Country Fresh Holdings, LLC, 12.00%, 6/1/2022(v) None Beverage, Food & Tobacco 738 713 722 Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(n) 3 Month LIBOR Beverage, Food & Tobacco 414 414 348 Coyote Buyer, LLC, L+600, 1.00% LIBOR Floor, 2/6/2026(n)(o) 3 Month LIBOR Chemicals, Plastics & Rubber 34,738 34,453 34,564 Coyote Buyer, LLC, L+800, 1.00% LIBOR Floor, 8/6/2026(o) 3 Month LIBOR Chemicals, Plastics & Rubber 6,250 6,128 6,250 Coyote Buyer, LLC, 0.50% Unfunded, 2/6/2025 None Chemicals, Plastics & Rubber 2,500 — (13) David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 6/23/2023(v) 3 Month LIBOR Retail 5,341 4,412 5,341 David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(v) 3 Month LIBOR Retail 745 648 745 Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(n)(s)(v) 3 Month LIBOR Media: Diversified & Production 3,978 4,057 3,978 DMT Solutions Global Corp., L+700, 0.00% LIBOR Floor, 7/2/2024(n) 3 Month LIBOR Services: Business 17,500 17,167 16,844 Eagle Family Foods Group LLC, L+650, 1.00% LIBOR Floor, 6/14/2024(n) 3 Month LIBOR Beverage, Food & Tobacco 14,375 14,171 14,159 Entertainment Studios P&A LLC, 6.30%, 5/18/2037(k)(n) None Media: Diversified & Production 13,990 13,889 12,871 Entertainment Studios P&A LLC, 5.00%, 5/18/2037(k) None Media: Diversified & Production — — 2,073 EnTrans International, LLC, L+600, 0.00% LIBOR Floor, 11/1/2024(n) 1 Month LIBOR Capital Equipment 26,250 26,065 25,233 ES Chappaquiddick LLC, 10.00%, 5/18/2022(n) None Media: Diversified & Production 915 915 924 Extreme Reach, Inc., L+750, 1.50% LIBOR Floor, 3/29/2024(n)(o) 1 Month LIBOR Media: Diversified & Production 20,402 20,233 20,096 Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024(n) None Media: Diversified & Production 1,744 — (26) F+W Media, Inc., L+1000, 1.50% LIBOR Floor, 5/24/2022(r)(s)(v) 1 Month LIBOR Media: Diversified & Production 1,174 1,115 — Foundation Consumer Healthcare, LLC, L+575, 1.00% LIBOR Floor, 11/2/2023(n)(o) 3 Month LIBOR Healthcare & Pharmaceuticals 43,350 43,127 43,350 Foundation Consumer Healthcare, LLC, 0.50% Unfunded, 11/2/2023 None Healthcare & Pharmaceuticals 4,211 (15) — Genesis Healthcare, Inc., L+600, 0.50% LIBOR Floor, 3/6/2023(h)(n) 1 Month LIBOR Healthcare & Pharmaceuticals 35,000 34,709 34,344 Geo Parent Corp., L+525, 0.00% LIBOR Floor, 12/19/2025(n) 1 Month LIBOR Services: Business 14,738 14,622 14,701 Geon Performance Solutions, LLC, L+625, 1.63% LIBOR Floor, 10/25/2024(n)(o) 1 Month LIBOR Chemicals, Plastics & Rubber 22,190 21,893 21,524 Geon Performance Solutions, LLC, 0.50% Unfunded, 10/25/2024 None Chemicals, Plastics & Rubber 2,586 — (78) Harland Clarke Holdings Corp., L+475, 1.00% LIBOR Floor, 11/3/2023(n) 3 Month LIBOR Services: Business 12,337 12,305 11,021 Healogics, Inc., L+425, 1.00% LIBOR Floor, 7/1/2021(n) 3 Month LIBOR Healthcare & Pharmaceuticals 4,699 4,659 4,359 Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(n)(v) 1 Month LIBOR Services: Consumer 17,248 17,137 17,485 Homer City Generation, L.P., 15.00%, 4/5/2023(n)(v) None Energy: Oil & Gas 10,606 11,028 8,246 Hoover Group, Inc., L+850, 1.25% LIBOR Floor, 10/1/2024(o) 3 Month LIBOR Services: Business 5,660 5,637 5,668 HUMC Holdco, LLC, 9.00%, 1/11/2021(n) None Healthcare & Pharmaceuticals 10,000 9,985 9,925 Hummel Station LLC, L+600, 1.00% LIBOR Floor, 10/27/2022(n) 1 Month LIBOR Energy: Oil & Gas 9,432 9,237 9,066 Hyperion Materials & Technologies, Inc., L+550, 1.00% LIBOR Floor, 8/28/2026(n) 3 Month LIBOR Chemicals, Plastics & Rubber 9,900 9,729 9,269 Independent Pet Partners Intermediate Holdings, LLC, 6.00%, 11/20/2023(n)(v) None Retail 9,680 9,587 7,974 See accompanying notes to consolidated financial statements. 75 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Independent Pet Partners Intermediate Holdings, LLC, PRIME+500, 12/22/2022(n) Prime Retail 1,970 1,970 1,967 Independent Pet Partners Intermediate Holdings, LLC, L+600, 0.00% LIBOR Floor, 12/22/2022(n) 3 Month LIBOR Retail 252 252 252 Infinity Sales Group, LLC, L+1050, 1.00% LIBOR Floor, 11/23/2022(n) 1 Month LIBOR Services: Business 6,820 6,736 6,820 InfoGroup Inc., L+500, 1.00% LIBOR Floor, 4/3/2023(n)(o) 3 Month LIBOR Media: Advertising, Printing & Publishing 15,594 15,586 14,678 Instant Web, LLC, L+650, 1.00% LIBOR Floor, 12/15/2022(n)(o) 1 Month LIBOR Media: Advertising, Printing & Publishing 37,379 37,326 35,136 Instant Web, LLC, 0.50% Unfunded, 12/15/2022 None Media: Advertising, Printing & Publishing 2,704 — — Isagenix International, LLC, L+575, 1.00% LIBOR Floor, 6/14/2025(n) 3 Month LIBOR Beverage, Food & Tobacco 13,002 12,910 9,361 Island Medical Management Holdings, LLC, L+650, 1.00% LIBOR Floor, 9/1/2022(n)(o) 3 Month LIBOR Healthcare & Pharmaceuticals 11,188 11,132 10,488 Jenny C Acquisition, Inc., L+1050, 1.75% LIBOR Floor, 10/1/2024(n)(v) 6 Month LIBOR Services: Consumer 11,089 11,018 9,993 JP Intermediate B, LLC, L+550, 1.00% LIBOR Floor, 11/20/2025(n) 3 Month LIBOR Beverage, Food & Tobacco 15,273 15,019 13,669 KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(n) 6 Month LIBOR Consumer Goods: Durable 8,073 7,966 6,741 Labvantage Solutions Inc., L+750, 1.00% LIBOR Floor, 3/31/2021(n)(o) 1 Month LIBOR High Tech Industries 2,646 2,646 2,646 Labvantage Solutions Ltd., E+750, 1.00% EURIBOR Floor, 3/31/2021(h) 1 Month EURIBOR High Tech Industries € 2,912 3,273 3,557 LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(n)(o)(v) 3 Month LIBOR Services: Business 25,338 24,940 24,072 LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(n)(o)(v) 3 Month LIBOR Services: Business 4,375 4,326 4,156 LD Intermediate Holdings, Inc., L+588, 1.00% LIBOR Floor, 12/9/2022(n) 3 Month LIBOR High Tech Industries 11,030 10,869 10,981 LGC US Finco, LLC, L+650, 1.00% LIBOR Floor, 12/20/2025(n) 1 Month LIBOR Capital Equipment 9,800 9,537 9,396 Lift Brands, Inc., L+375, 0.50% LIBOR Floor, 6/29/2025(n)(o)(s) 1 Month LIBOR Services: Consumer 23,642 23,642 23,642 Lift Brands, Inc., 9.50%, 6/29/2025(n)(o)(s)(v) None Services: Consumer 4,861 4,753 4,751 Lift Brands, Inc., 6/29/2025(n)(o)(q)(s) None Services: Consumer 5,296 4,685 4,687 Longview Power, LLC, L+1000, 1.50% LIBOR Floor, 7/30/2025(s) 3 Month LIBOR Energy: Oil & Gas 2,355 631 2,414 Mimeo.com, Inc., L+700, 1.00% LIBOR Floor, 12/21/2023(n)(q) 3 Month LIBOR Services: Business 23,373 23,373 22,584 Mimeo.com, Inc., L+1700, 1.00% LIBOR Floor, 12/21/2023(n)(v) 3 Month LIBOR Services: Business 2,130 2,130 2,180 Mimeo.com, Inc., 1.00% Unfunded, 12/21/2023 None Services: Business 1,000 — 24 Moss Holding Company, L+700, 1.00% LIBOR Floor, 4/17/2024(n)(o)(v) 3 Month LIBOR Services: Business 19,535 19,349 17,630 Moss Holding Company, 7.00% Unfunded, 4/17/2024 None Services: Business 106 — — Moss Holding Company, 0.50% Unfunded, 4/17/2024 None Services: Business 2,126 — — NASCO Healthcare Inc., L+450, 1.00% LIBOR Floor, 6/30/2023(n) 3 Month LIBOR Services: Business 13,189 13,189 13,189 NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(n)(o) 3 Month LIBOR Media: Advertising, Printing & Publishing 12,186 12,098 12,079 One Call Corp., L+525, 1.00% LIBOR Floor, 11/25/2022(n) 3 Month LIBOR Healthcare & Pharmaceuticals 3,858 3,747 3,732 Optio Rx, LLC, L+700, 0.00% LIBOR Floor, 6/28/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 24,250 24,130 23,704 Optio Rx, LLC, L+1000, 0.00% LIBOR Floor, 6/28/2024(o) 1 Month LIBOR Healthcare & Pharmaceuticals 2,515 2,492 2,685 Palmetto Solar, LLC, 12.00%, 12/12/2024(n) None High Tech Industries 16,738 16,320 16,696 Palmetto Solar, LLC, 0.75% Unfunded, 12/12/2021 None High Tech Industries 3,262 — (8) PH Beauty Holdings III. Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(n) 3 Month LIBOR Consumer Goods: Non-Durable 9,775 9,152 9,189 Pixelle Specialty Solutions LLC, L+650, 1.00% LIBOR Floor, 10/31/2024(n) 1 Month LIBOR Forest Products & Paper 21,686 21,368 21,686 See accompanying notes to consolidated financial statements. 76 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Plano Molding Company, LLC, L+900, 1.00% LIBOR Floor, 5/12/2022(n)(v) 3 Month LIBOR Consumer Goods: Non-Durable 5,986 5,975 5,836 Plano Molding Company, LLC, L+900, 1.00% LIBOR Floor, 5/11/2022(n)(v) 3 Month LIBOR Consumer Goods: Non-Durable 731 725 732 Polymer Additives, Inc., L+600, 0.00% LIBOR Floor, 7/31/2025(n) 3 Month LIBOR Chemicals, Plastics & Rubber 19,600 19,313 16,497 Polymer Process Holdings, Inc., L+600, 0.00% LIBOR Floor, 5/1/2026(n) 1 Month LIBOR Chemicals, Plastics & Rubber 24,625 24,271 24,471 Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(n) 6 Month LIBOR Telecommunications 3,949 3,039 3,949 SEK Holding Co LLC, L+1200, 1.00% LIBOR Floor, 3/14/2022(n)(v) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 16,227 16,068 15,590 Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(n)(o)(r) None Healthcare & Pharmaceuticals 8,525 8,457 6,905 SIMR, LLC, L+1700, 2.00% LIBOR Floor, 9/7/2023(n)(s)(v) 1 Month LIBOR Healthcare & Pharmaceuticals 16,154 15,975 13,347 Smart & Final Inc., L+675, 0.00% LIBOR Floor, 6/20/2025(n) 1 Month LIBOR Retail 7,805 7,227 7,888 Software Luxembourg Acquisitions S.À.R.L., L+750, 1.00% LIBOR Floor, 4/27/2025(h)(o) 3 Month LIBOR High Tech Industries 3,011 2,905 3,015 Software Luxembourg Acquisitions S.À.R.L., L+750, 1.00% LIBOR Floor, 12/27/2024(h)(o) 1 Month LIBOR High Tech Industries 807 783 815 Sorenson Communications, LLC, L+650, 0.00% LIBOR Floor, 4/30/2024(n) 3 Month LIBOR Telecommunications 10,322 10,066 10,348 Spinal USA, Inc. / Precision Medical Inc., L+950, 10/1/2021(n) 12 Month LIBOR Healthcare & Pharmaceuticals 12,562 12,486 11,965 Spinal USA, Inc. / Precision Medical Inc., L+950, 10/1/2021(n)(v) 12 Month LIBOR Healthcare & Pharmaceuticals 1,116 1,104 1,109 Spinal USA, Inc. / Precision Medical Inc., L+950, 10/1/2021(n)(v) 12 Month LIBOR Healthcare & Pharmaceuticals 603 493 574 Stats Intermediate Holdings, LLC, L+525, 0.00% LIBOR Floor, 7/12/2026(n) 3 Month LIBOR High Tech Industries 9,900 9,719 9,850 Tenere Inc., L+850, 1.00% LIBOR Floor, 5/5/2025(n)(o) 3 Month LIBOR Capital Equipment 18,080 18,020 18,080 Tensar Corp., L+675, 1.00% LIBOR Floor, 11/20/2025(n) 3 Month LIBOR Chemicals, Plastics & Rubber 5,000 4,878 4,975 The Pasha Group, L+800, 1.00% LIBOR Floor, 1/26/2023(n)(o) 2 Month LIBOR Transportation: Cargo 4,511 4,447 4,370 The Pay-O-Matic Corp., L+900, 1.00% LIBOR Floor, 10/29/2021(j)(n) 3 Month LIBOR Services: Consumer 7,312 7,304 7,312 Volta Charging, LLC, 12.00%, 6/19/2024(n) None Media: Diversified & Production 15,000 15,000 16,013 Volta Charging, LLC, 12.00%, 6/19/2024(n) None Media: Diversified & Production 12,000 11,978 12,810 West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(n)(o)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 9,455 9,384 9,006 West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(n) 1 Month LIBOR Healthcare & Pharmaceuticals 1,657 1,645 1,579 West Dermatology Management Holdings, LLC, L+750, 1.00% LIBOR Floor, 2/11/2025 3 Month LIBOR Healthcare & Pharmaceuticals 1,185 1,182 1,170 West Dermatology Management Holdings, LLC, 0.75% Unfunded, 2/11/2022 None Healthcare & Pharmaceuticals 7,655 (26) (54) Williams Industrial Services Group, Inc, L+900, 1.00% LIBOR Floor, 12/16/2025(o) 1 Month LIBOR Services: Business 10,000 10,000 10,000 Williams Industrial Services Group, Inc, 0.50% Unfunded, 6/16/2022 None Services: Business 5,000 — — Winebow Holdings, Inc., L+375, 1.00% LIBOR Floor, 7/1/2021(n)(o) 1 Month LIBOR Beverage, Food & Tobacco 5,864 5,669 5,483 Wok Holdings Inc., L+625, 0.00% LIBOR Floor, 3/1/2026(n) 1 Month LIBOR Beverage, Food & Tobacco 12,773 12,630 12,325 Total Senior Secured First Lien Debt 1,266,564 1,223,268 Senior Secured Second Lien Debt - 17.2% Access CIG, LLC, L+775, 0.00% LIBOR Floor, 2/27/2026(n)(o) 3 Month LIBOR Services: Business 17,250 17,139 16,840 Carestream Health, Inc., L+1250, 1.00% LIBOR Floor, 8/8/2023(n)(o)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 11,499 11,499 11,068 Country Fresh Holdings, LLC, L+850, 1.00% LIBOR Floor, 4/29/2024(n)(v) 3 Month LIBOR Beverage, Food & Tobacco 2,239 2,239 1,573 Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024(n) 3 Month LIBOR Construction & Building 1,492 1,492 1,492 See accompanying notes to consolidated financial statements. 77 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Deluxe Entertainment Services, Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(n)(r)(s)(v) 3 Month LIBOR Media: Diversified & Production 10,271 10,017 — Global Tel*Link Corp., L+825, 0.00% LIBOR Floor, 11/29/2026(n)(o) 1 Month LIBOR Telecommunications 11,500 11,333 11,385 LSCS Holdings, Inc., L+825, 0.00% LIBOR Floor, 3/16/2026(n) 6 Month LIBOR Services: Business 11,891 11,684 10,999 Medical Solutions Holdings, Inc., L+838, 1.00% LIBOR Floor, 6/16/2025(n) 6 Month LIBOR Healthcare & Pharmaceuticals 10,000 9,895 9,250 MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026(n) 1 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,697 6,134 Ministry Brands, LLC, L+925, 1.00% LIBOR Floor, 6/2/2023(n)(o) 2 Month LIBOR Services: Business 7,000 6,973 6,965 Niacet Corp., E+875, 1.00% EURIBOR Floor, 8/1/2024(h) 1 Month EURIBOR Chemicals, Plastics & Rubber € 6,263 6,708 7,651 Patterson Medical Supply, Inc., L+1050, 1.00% LIBOR Floor, 8/28/2023(n)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 14,536 14,472 13,972 PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023(n) 3 Month LIBOR Chemicals, Plastics & Rubber 15,000 14,282 13,500 Premiere Global Services, Inc., L+950, 1.00% LIBOR Floor, 6/6/2024(n)(v) 3 Month LIBOR Telecommunications 3,415 3,339 2,305 Securus Technologies Holdings, Inc., L+825, 1.00% LIBOR Floor, 11/1/2025(n) 6 Month LIBOR Telecommunications 2,942 2,920 2,747 TMK Hawk Parent, Corp., L+800, 1.00% LIBOR Floor, 8/28/2025(n) 1 Month LIBOR Services: Business 13,393 13,158 9,860 Winebow Holdings, Inc., L+750, 1.00% LIBOR Floor, 1/2/2022(n) 1 Month LIBOR Beverage, Food & Tobacco 12,823 12,747 11,477 Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,886 14,288 Total Senior Secured Second Lien Debt 171,480 151,506 Collateralized Securities and Structured Products - Equity - 1.4% APIDOS CLO XVI Subordinated Notes, 0.00% Estimated Yield, 1/19/2025(h) (g) Diversified Financials 9,000 3,019 1,372 CENT CLO 19 Ltd. Subordinated Notes, 0.00% Estimated Yield, 10/29/2025(h) (g) Diversified Financials 2,000 1,161 214 Galaxy XV CLO Ltd. Class A Subordinated Notes, 5.76% Estimated Yield, 4/15/2025(h) (g) Diversified Financials 4,000 2,007 1,617 Ivy Hill Middle Market Credit Fund VIII, Ltd. Subordinated Loan, 11.84% Estimated Yield, 2/2/2026(h) (g) Diversified Financials 10,000 9,118 8,928 Total Collateralized Securities and Structured Products - Equity 15,305 12,131 Unsecured Debt - 0.6% WPLM Acquisition Corp., 15.00%, 11/24/2025(v) None Media: Advertising, Printing & Publishing 5,752 5,668 5,464 Total Unsecured Debt 5,668 5,464 Equity - 11.8% 1244301 B.C. LTD., Common Shares(p)(s) Chemicals, Plastics & Rubber 807,268 Units — — ACNR Holdings, Inc., Common Stock(p) Metals & Mining 6,018 Units 90 45 ACNR Holdings, Inc., Preferred Stock(p) Metals & Mining 1,890 Units 26 118 Alert 360 Topco, Inc., Common Stock(p) Services: Consumer 465,053 Units 2,883 2,883 American Clinical Solutions LLC, Class A Membership Interests(p)(s) Healthcare & Pharmaceuticals 6,030,384 Units 1,658 663 Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(p) Media: Diversified & Production 769 Units 205 138 Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(p) Media: Diversified & Production 135 Units — — Anthem Sports and Entertainment Inc., Common Stock Warrants(p) Media: Diversified & Production 2,508 Units — — ARC Financial, LLC, Membership Interests (25% ownership)(p)(s) Metals & Mining N/A — — Ascent Resources - Marcellus, LLC, Membership Units(p) Energy: Oil & Gas 511,255 Units 1,642 419 Ascent Resources - Marcellus, LLC, Warrants(p) Energy: Oil & Gas 132,367 Units 13 3 See accompanying notes to consolidated financial statements. 78 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Portfolio Company(a) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) BCP Great Lakes Fund LP, Partnership Interests (11.4% ownership)(h)(s) Diversified Financials N/A 12,865 12,611 Carestream Health Holdings, Inc., Warrants(p) Healthcare & Pharmaceuticals 233 Units 565 590 CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend(u) Healthcare & Pharmaceuticals 2,727,273 Units 5,471 6,927 CION SOF Funding, LLC, Membership Interests (87.5% ownership)(h)(t) Diversified Financials N/A 15,539 12,472 Conisus Holdings, Inc., Series B Preferred Stock, 12% Dividend(s)(u) Healthcare & Pharmaceuticals 12,677,833 Units 15,143 16,481 Conisus Holdings, Inc., Common Stock(p)(s) Healthcare & Pharmaceuticals 4,914,556 Units 200 12,401 Country Fresh Holdings, LLC, Membership Units(p) Beverage, Food & Tobacco 2,985 Units 5,249 — Dayton HoldCo, LLC, Membership Units(p) Construction & Building 37,264 Units 4,136 7,350 DBI Investors, Inc., Series A1 Preferred Stock(p) Retail 20,000 Units 802 — DBI Investors, Inc., Series A Preferred Stock(p) Retail 1,396 Units 140 — DBI Investors, Inc., Series B Preferred Stock(p) Retail 4,183 Units 410 — DBI Investors, Inc., Common Stock(p) Retail 39,423 Units — — DBI Investors, Inc., Reallocation Rights(p) Retail 7,500 Units — — DESG Holdings, Inc., Common Stock(i)(p)(s) Media: Diversified & Production 1,268,143 Units 13,675 — HDNet Holdco LLC, Preferred Unit Call Option(p) Media: Diversified & Production 1 Unit — — Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(p) Retail 1,000,000 Units 1,000 — Independent Pet Partners Intermediate Holdings, LLC, Class B-2 Preferred Units(p) Retail 2,632,771 Units 2,133 2,145 Independent Pet Partners Intermediate Holdings, LLC, Class C Preferred Units(p) Retail 2,632,771 Units 2,633 2,633 Independent Pet Partners Intermediate Holdings, LLC, Warrants(p) Retail 155,880 Units — — Longview Intermediate Holdings C, LLC, Membership Units(p)(s) Energy: Oil & Gas 589,487 Units 2,524 7,988 Mooregate ITC Acquisition, LLC, Class A Units(p) High Tech Industries 500 Units 563 96 Mount Logan Capital Inc., Common Stock(h)(s) Banking, Finance, Insurance & Real Estate 1,075,557 Units 3,534 2,409 NS NWN Acquisition, LLC, Voting Units(p) High Tech Industries 346 Units 393 929 NS NWN Acquisition, LLC, Class A Preferred Units(p) High Tech Industries 111 Units 110 332 NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(p) Consumer Goods: Durable 1,575 Units 1,000 676 Palmetto Clean Technology, Inc., Warrants(p) High Tech Industries 693,387 Units 472 506 Phillips Pet Holding Corp., Common Stock(p) Retail 235 Units 13 17 SIMR Parent, LLC, Class B Common Units(p)(s) Healthcare & Pharmaceuticals 12,283,163 Units 8,002 — Software Luxembourg Holding S.A., Class A Common Stock(h)(p) High Tech Industries 28,202 Units 4,536 5,516 Software Luxembourg Holding S.A., Class B Common Stock(h)(p) High Tech Industries 2,388 Units 384 688 Software Luxembourg Holding S.A., Class A Warrants(h)(p) High Tech Industries 3,512 Units 117 — Software Luxembourg Holding S.A., Class B Warrants(h)(p) High Tech Industries 7,023 Units 220 — Snap Fitness Holdings, Inc., Class A Stock(p)(s) Services: Consumer 9,858 Units 3,078 3,389 Snap Fitness Holdings, Inc., Warrants(p)(s) Services: Consumer 3,996 Units 1,247 1,374 Spinal USA, Inc. / Precision Medical Inc., Warrants(p) Healthcare & Pharmaceuticals 14,181,915 Units 5,806 — Tenere Inc., Warrants(p) Capital Equipment N/A 161 1,606 Total Equity 118,638 103,405 Short Term Investments - 8.4%(l) First American Treasury Obligations Fund, Class Z Shares, 0.03% (m) 73,597 73,597 Total Short Term Investments 73,597 73,597 See accompanying notes to consolidated financial statements. 79 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) Cost(d) Fair Value(c) TOTAL INVESTMENTS - 178.7% $ 1,651,252 1,569,371 LIABILITIES IN EXCESS OF OTHER ASSETS - (78.7%) (691,115) NET ASSETS - 100% $ 878,256 a. All of the Company’s investments are issued by eligible U.S. portfolio companies, as defined in the Investment Company Act of 1940, as amended, or the 1940 Act, except for investments specifically identified as non-qualifying per note h. below. Unless specifically identified in note v. below, investments do not contain a paid-in-kind, or PIK, interest provision. b. The 1, 2, 3, 6 and 12 month London Interbank Offered Rate, or LIBOR, rates were 0.14%, 0.19%, 0.24%, 0.26% and 0.34%, respectively, as of December 31, 2020. The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2020, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2020. The 1 month Euro Interbank Offered Rate, or EURIBOR, rate was (0.59%) as of December 31, 2020. c. Fair value determined in good faith by the Company’s board of directors (see Note 9) using significant unobservable inputs unless otherwise noted. d. Represents amortized cost for debt securities and cost for equity investments. e. Denominated in U.S. dollars unless otherwise noted. f. Fair value determined using level 1 inputs. g. The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated. Equity investments are entitled to recurring distributions, which are generally equal to the remaining cash flow of the payments made by the underlying vehicle's securities less contractual payments to debt holders and expenses. The estimated yield indicated is based upon a current projection of the amount and timing of these recurring distributions and the estimated amount of repayment of principal upon termination. Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized. h. The investment or a portion thereof is not a qualifying asset under the 1940 Act. A business development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the company’s total assets as defined under Section 55 of the 1940 Act. As of December 31, 2020, 93.4% of the Company’s total assets represented qualifying assets. i. Position or a portion thereof unsettled as of December 31, 2020. j. As a result of an arrangement between the Company and the other lenders in the syndication, the Company is entitled to less interest than the stated interest rate of this loan, which is reflected in this schedule, in exchange for a higher payment priority. k. 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 may be entitled to receive additional residual amounts. l. Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less. m. 7-day effective yield as of December 31, 2020. n. Investment or a portion thereof held within the Company’s wholly-owned consolidated subsidiary, 34th Street Funding, LLC, or 34th Street, and was pledged as collateral supporting the amounts outstanding under the credit facility with JPMorgan Chase Bank, National Association, or JPM, as of December 31, 2020 (see Note 8). o. Investment or a portion thereof held within the Company’s wholly-owned consolidated subsidiary, Murray Hill Funding II, LLC, or Murray Hill Funding II, and was pledged as collateral supporting the amounts outstanding under the repurchase agreement with UBS AG, or UBS, as of December 31, 2020 (see Note 8). p. Non-income producing security. q. The ultimate interest earned on this loan will be determined based on the portfolio company’s EBITDA at a specified trigger event. r. Investment or a portion thereof was on non-accrual status as of December 31, 2020. See accompanying notes to consolidated financial statements. 80 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) s. Investment determined to be an affiliated investment as defined in the 1940 Act as the Company owns between 5% and 25% of the portfolio company’s outstanding voting securities but does not control the portfolio company. Fair value as of December 31, 2019 and 2020, along with transactions during the year ended December 31, 2020 in these affiliated investments are as follows: Year Ended December 31, 2020 Year Ended December 31, 2020 Non-Controlled, Affiliated Investments Fair Value at December 31, 2019 Gross Additions (Cost)(1) Gross Reductions (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2020 Net Realized Gain (Loss) Interest Income(3) Dividend Income 1244301 B.C. LTD. First Lien Term Loan A $ — $ 2,293 $ — $ (4) $ 2,289 $ — $ 42 $ — First Lien Term Loan B — 757 — (2) 755 — 15 — Common Shares — — — — — — — — American Clinical Solutions LLC Tranche I Term Loan 3,395 32 — (303) 3,124 — 282 — First Amendment Tranche I Term Loan — 250 — (8) 242 — 13 — Class A Membership Interests — 1,658 — (995) 663 — — — ARC Financial, LLC Membership Interests — — — — — — — — BCP Great Lakes Fund LP Membership Interests 14,238 2,195 (3,538) (284) 12,611 — — 1,039 Charming Charlie, LLC First Lien Term Loan B2 — — — — — — (1) — Vendor Payment Financing Facility 472 — (97) (25) 350 — 7 — Conisus Holdings, Inc. Series B Preferred Stock 13,270 1,928 — 1,283 16,481 — — 1,928 Common Stock 1,426 — — 10,975 12,401 — — — DESG Holdings, Inc. Bridge Loan — 4,256 (4,256) — — — 600 — First Lien Term Loan 28,978 844 (20,443) (5,401) 3,978 — 4,278 — Second Lien Term Loan 9,717 342 — (10,059) — — 784 — Common Stock 14,763 13 — (14,776) — — — — F+W Media, Inc. First Lien Term Loan B-1 — — (11) 11 — — 1 — Lift Brands, Inc. Term Loan A — 23,642 — — 23,642 — 519 — Term Loan B — 4,753 — (2) 4,751 — 236 — Term Loan C — 4,685 — 2 4,687 — 64 — Longview Power, LLC First Lien Term Loan — 634 (2) 1,782 2,414 — 169 — Longview Intermediate Holdings C, LLC Membership Units — 2,524 — 5,464 7,988 — — — Mount Logan Capital Inc. Common Stock 2,505 199 — (295) 2,409 — — 45 Petroflow Energy Corp. First Lien Term Loan 10 — (223) 213 — (211) — — SIMR, LLC First Lien Term Loan 14,205 1,121 — (1,979) 13,347 — 2,956 — SIMR Parent, LLC Class B Membership Units 3,980 — — (3,980) — — — — Snap Fitness Holdings, Inc. Class A Stock — 3,078 — 311 3,389 — — — Warrants — 1,247 — 127 1,374 — — — Totals $ 106,959 $ 56,451 $ (28,570) $ (17,945) $ 116,895 $ (211) $ 9,965 $ 3,012 (1) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category. See accompanying notes to consolidated financial statements. 81 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) (2) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category. (3) Includes PIK interest income. t. Investment determined to be a controlled investment as defined in the 1940 Act as the Company is deemed to exercise a controlling influence over the management or policies of the portfolio company due to beneficially owning, either directly or through one or more controlled companies, more than 25% of the outstanding voting securities of such portfolio company. Fair value as of December 31, 2019 and 2020, along with transactions during the year ended December 31, 2020 in these controlled investments are as follows: Year Ended December 31, 2020 Year Ended December 31, 2020 Controlled Investments Fair Value at December 31, 2019 Gross Additions (Cost)(1) Gross Reductions (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2020 Net Realized Gain (Loss) Interest Income(3) Dividend Income CION SOF Funding, LLC Membership Interests $ 31,265 $ — $ (15,750) $ (3,043) $ 12,472 $ — $ — $ 3,518 Totals $ 31,265 $ — $ (15,750) $ (3,043) $ 12,472 $ — $ — $ 3,518 (1) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category. (2) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category. (3) Includes PIK interest income. u. For the year ended December 31, 2020, non-cash dividend income of $1,928 and $332 was recorded on the Company's investment in Conisus Holdings, Inc. and CHC Medical Partners, Inc., respectively. See accompanying notes to consolidated financial statements. 82 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2020 (in thousands) v. As of December 31, 2020, the following investments contain a PIK interest provision whereby the issuer has either the option or the obligation to make interest payments with the issuance of additional securities: Interest Rate Portfolio Company Investment Type Cash PIK All-in-Rate 1244311 B.C. LTD. Senior Secured First Lien Debt — 6.00% 6.00% American Consolidated Natural Resources, Inc. Senior Secured First Lien Debt 11.00% 3.00% 14.00% Anthem Sports & Entertainment Inc. Senior Secured First Lien Debt 7.75% 2.75% 10.50% Cadence Aerospace, LLC Senior Secured First Lien Debt 4.25% 5.25% 9.50% Carestream Health, Inc. Senior Secured Second Lien Debt 5.50% 8.00% 13.50% CHC Solutions Inc. Senior Secured First Lien Debt 8.00% 4.00% 12.00% CircusTrix Holdings, LLC Senior Secured First Lien Debt — 6.50% 6.50% Country Fresh Holdings, LLC Senior Secured First Lien Debt 8.00% 4.00% 12.00% Country Fresh Holdings, LLC Senior Secured Second Lien Debt — 9.50% 9.50% David's Bridal, LLC Senior Secured First Lien Debt 6.00% 5.00% 11.00% David's Bridal, LLC Senior Secured First Lien Debt 6.00% 1.00% 7.00% Deluxe Entertainment Services, Inc. Senior Secured First Lien Debt 6.00% 1.50% 7.50% Deluxe Entertainment Services, Inc. Senior Secured Second Lien Debt 7.00% 2.50% 9.50% F+W Media, Inc. Senior Secured First Lien Debt — 11.50% 11.50% Hilliard, Martinez & Gonzales, LLP Senior Secured First Lien Debt — 20.00% 20.00% Homer City Generation, L.P. Senior Secured First Lien Debt — 15.00% 15.00% Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 6.00% 6.00% Jenny C Acquisition, Inc. Senior Secured First Lien Debt — 12.25% 12.25% LAV Gear Holdings, Inc. Senior Secured First Lien Debt 3.50% 5.00% 8.50% Lift Brands, Inc. Senior Secured First Lien Debt — 9.50% 9.50% Mimeo.com, Inc. Revolving Term Loan 8.00% 10.00% 18.00% Moss Holding Company Senior Secured First Lien Debt 7.50% 0.50% 8.00% Patterson Medical Supply, Inc. Senior Secured Second Lien Debt 1.00% 10.50% 11.50% Plano Molding Company, LLC Senior Secured First Lien Debt 8.50% 1.50% 10.00% Premiere Global Services, Inc. Senior Secured Second Lien Debt 0.50% 10.00% 10.50% SEK Holding Co LLC Senior Secured First Lien Debt 9.00% 4.00% 13.00% SIMR, LLC Senior Secured First Lien Debt 12.00% 7.00% 19.00% Spinal USA, Inc. / Precision Medical Inc. Senior Secured First Lien Debt — 10.47% 10.47% West Dermatology Management Holdings, LLC Senior Secured First Lien Debt 6.25% 0.75% 7.00% WPLM Acquisition Corp. Unsecured Note — 15.00% 15.00% See accompanying notes to consolidated financial statements. 83 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Senior Secured First Lien Debt - 141.9% Academy, Ltd., L+400, 1.00% LIBOR Floor, 7/1/2022(p) 1 Month LIBOR Retail $ 14,236 $ 12,656 $ 11,815 ACProducts, Inc., L+550, 0.00% LIBOR Floor, 2/15/2024(p) 1 Month LIBOR Construction & Building 4,906 4,693 4,900 Adams Publishing Group, LLC, 0.38% Unfunded, 7/2/2020(o) None Media: Advertising, Printing & Publishing 1,600 — (8) Adams Publishing Group, LLC, L+750, 1.00% LIBOR Floor, 7/2/2023(o)(q) 3 Month LIBOR Media: Advertising, Printing & Publishing 13,353 13,245 13,286 Adapt Laser Acquisition, Inc., 0.50% Unfunded, 12/31/2023 None Capital Equipment 2,000 — (118) Adapt Laser Acquisition, Inc., L+800, 1.00% LIBOR Floor, 12/31/2023(o) 3 Month LIBOR Capital Equipment 11,640 11,640 10,956 Aegis Toxicology Sciences Corp., L+550, 1.00% LIBOR Floor, 5/9/2025(p) 3 Month LIBOR Healthcare & Pharmaceuticals 9,875 9,706 9,357 AIS Holdco, LLC, L+500, 0.00% LIBOR Floor, 8/15/2025(p) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 5,382 5,322 5,005 Alchemy US Holdco 1, LLC, L+550,10/10/2025(p) 1 Month LIBOR Construction & Building 7,800 7,697 7,685 Allen Media Broadcasting LLC, L+625, 1.00% LIBOR Floor, 7/3/2024(o)(q) 2 Month LIBOR Media: Diversified & Production 24,688 24,070 25,058 Allen Media, LLC, L+650, 1.00% LIBOR Floor, 8/30/2023(o)(p)(q)(r) 3 Month LIBOR Media: Diversified & Production 67,124 65,820 67,795 ALM Media, LLC, L+650, 1.00% LIBOR Floor, 11/25/2024(o)(q) 3 Month LIBOR Media: Advertising, Printing & Publishing 20,000 19,607 19,600 AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025(r) 3 Month LIBOR Services: Business 10,000 9,943 9,950 AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025 3 Month LIBOR Services: Business 539 539 536 AMCP Staffing Intermediate Holdings III, LLC, 0.50% Unfunded, 9/24/2025 None Services: Business 1,059 — (5) American Clinical Solutions LLC, 7.00%, 12/31/2022 None Healthcare & Pharmaceuticals 3,500 3,395 3,395 American Clinical Solutions LLC, 2.00%, 12/31/2022(x) None Healthcare & Pharmaceuticals 6,000 4,192 4,192 American Media, LLC, 0.50% Unfunded, 12/31/2023 None Media: Advertising, Printing & Publishing 128 — (1) American Media, LLC, L+775, 0.00% LIBOR Floor, 12/31/2023(o) 3 Month LIBOR Media: Advertising, Printing & Publishing 15,471 15,146 15,316 American Media, LLC, L+775, 0.00% LIBOR Floor, 12/31/2023 3 Month LIBOR Media: Advertising, Printing & Publishing 1,574 1,539 1,559 American Teleconferencing Services, Ltd., L+650, 1.00% LIBOR Floor, 12/8/2021(o)(p)(q)(r) 3 Month LIBOR Telecommunications 19,549 18,570 11,631 Analogic Corp., L+600, 1.00% LIBOR Floor, 6/21/2024(q)(r) 1 Month LIBOR Healthcare & Pharmaceuticals 24,321 23,928 24,078 Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(o)(x) 3 Month LIBOR Media: Diversified & Production 12,624 12,470 12,498 Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024 3 Month LIBOR Media: Diversified & Production 833 833 833 Anthem Sports & Entertainment Inc., 0.50% Unfunded, 9/9/2024 None Media: Diversified & Production 1,333 — — APC Automotive Technologies, LLC, L+500, 1.00% LIBOR Floor, 5/10/2025(p)(q) 3 Month LIBOR Automotive 8,892 8,551 8,692 APC Automotive Technologies, LLC, L+500, 1.00% LIBOR Floor, 5/10/2024(p)(q) 3 Month LIBOR Automotive 2,780 2,624 1,321 APCO Holdings, LLC, L+550, 0.00% LIBOR Floor, 6/9/2025(p) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 10,827 10,735 10,773 Ascent Resources - Marcellus, LLC, L+650, 1.00% LIBOR Floor, 3/30/2023 1 Month LIBOR Energy: Oil & Gas 712 712 673 Associated Asphalt Partners, LLC, L+525, 1.00% LIBOR Floor, 4/5/2024(p) 1 Month LIBOR Construction & Building 10,738 10,599 9,973 Avison Young (USA) Inc., L+500, 0.00% LIBOR Floor, 1/31/2026(h)(p) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 9,900 9,719 9,745 Bi-Lo, LLC, L+800, 1.00% LIBOR Floor, 5/31/2024(p)(q) 2 Month LIBOR Retail 12,864 12,535 12,639 Cadence Aerospace, LLC, L+650, 1.00% LIBOR Floor, 11/14/2023(q)(r) 3 Month LIBOR Aerospace & Defense 30,685 30,430 30,378 Cardinal US Holdings, Inc., L+500, 1.00% LIBOR Floor, 7/31/2023(p) 3 Month LIBOR Services: Business 8,309 7,915 8,226 See accompanying notes to consolidated financial statements. 84 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(p)(r) 1 Month LIBOR Transportation: Cargo 16,410 16,327 14,687 Central Security Group, Inc., L+563, 1.00% LIBOR Floor, 10/6/2021(p)(r) 1 Month LIBOR Services: Consumer 19,416 19,424 16,892 Charming Charlie LLC, L+1200, 1.00% LIBOR Floor, 4/24/2023(t)(u)(x) 1 Month LIBOR Retail 2,936 — — Charming Charlie LLC, L+1200, 1.00% LIBOR Floor, 4/24/2023(t)(u)(x) 1 Month LIBOR Retail 3,595 — — Charming Charlie LLC, 20.00%, 5/15/2020(t)(u) None Retail 845 754 472 CHC Solutions Inc., 12.00%, 7/20/2023(x) None Healthcare & Pharmaceuticals 7,347 7,347 7,347 CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021(q)(r) 1 Month LIBOR Hotel, Gaming & Leisure 17,896 17,728 17,538 CircusTrix Holdings, LLC, 1.00% Unfunded, 12/16/2021 None Hotel, Gaming & Leisure 2,892 — (58) CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021 1 Month LIBOR Hotel, Gaming & Leisure 2,424 2,424 2,375 Country Fresh Holdings, LLC, 1.00% Unfunded, 4/29/2023 None Beverage, Food & Tobacco 327 — — Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023 3 Month LIBOR Beverage, Food & Tobacco 414 413 414 Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023 3 Month LIBOR Beverage, Food & Tobacco 694 653 694 Crown Subsea Communications Holdings, Inc., L+600, 0.00% LIBOR Floor, 11/2/2025(p) 1 Month LIBOR Capital Equipment 5,788 5,685 5,781 David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(x) 3 Month LIBOR Retail 698 584 698 Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(j)(u)(x) 3 Month LIBOR Media: Diversified & Production 23,656 23,656 28,978 DMT Solutions Global Corp., L+700, 0.00% LIBOR Floor, 7/2/2024(p)(r) 6 Month LIBOR Services: Business 18,500 18,061 18,038 Eagle Family Foods Group LLC, L+650, 1.00% LIBOR Floor, 6/14/2024(r) 6 Month LIBOR Beverage, Food & Tobacco 14,775 14,518 14,332 Entertainment Studios P&A LLC, 5.00%, 5/18/2037(l) None Media: Diversified & Production — — 2,381 Entertainment Studios P&A LLC, 6.35%, 5/18/2037(l) None Media: Diversified & Production 14,448 14,346 13,942 EnTrans International, LLC, L+600, 0.00% LIBOR Floor, 11/1/2024(p)(r) 1 Month LIBOR Capital Equipment 27,750 27,512 26,918 ES Chappaquiddick LLC, 10.00%, 5/18/2022 None Media: Diversified & Production 925 925 937 Evergreen Skills Lux S.À.R.L., L+475, 1.00% LIBOR Floor, 4/28/2021(h)(p) 3 Month LIBOR High Tech Industries 10,077 9,810 7,860 Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024 None Media: Diversified & Production 1,744 (1) (9) Extreme Reach, Inc., L+750, 0.00% LIBOR Floor, 3/29/2024(q) 1 Month LIBOR Media: Diversified & Production 17,126 17,047 17,040 F+W Media, Inc., L+650, 1.50% LIBOR Floor, 5/24/2022(t)(u)(x) 1 Month LIBOR Media: Diversified & Production 1,176 1,125 — Flavors Holdings Inc., L+575, 1.00% LIBOR Floor, 4/3/2020(o)(q) 3 Month LIBOR Consumer Goods: Non-Durable 13,388 13,187 13,288 Foundation Consumer Healthcare, LLC, 0.50% Unfunded, 11/2/2023 None Healthcare & Pharmaceuticals 4,211 (20) — Foundation Consumer Healthcare, LLC, L+550, 1.00% LIBOR Floor, 11/2/2023(o)(q)(r) 3 Month LIBOR Healthcare & Pharmaceuticals 46,523 46,104 46,523 Genesis Healthcare, Inc., L+600, 0.50% LIBOR Floor, 3/6/2023(h)(o)(r) 1 Month LIBOR Healthcare & Pharmaceuticals 30,000 29,783 29,475 Geo Parent Corp., L+525, 0.00% LIBOR Floor, 12/19/2025(p) 1 Month LIBOR Services: Business 14,888 14,752 14,850 Geon Performance Solutions, LLC, L+625, 1.63% LIBOR Floor, 10/25/2024(o) 1 Month LIBOR Chemicals, Plastics & Rubber 22,414 22,259 22,414 Geon Performance Solutions, LLC, 0.50% Unfunded, 10/25/2024 None Chemicals, Plastics & Rubber 2,586 — — Harland Clarke Holdings Corp., L+475, 1.00% LIBOR Floor, 11/3/2023(p)(r) 3 Month LIBOR Services: Business 13,180 13,134 10,538 Healogics, Inc., L+425, 1.00% LIBOR Floor, 7/1/2021(p) 3 Month LIBOR Healthcare & Pharmaceuticals 4,749 4,632 4,251 See accompanying notes to consolidated financial statements. 85 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(x) 1 Month LIBOR Services: Consumer 15,000 14,850 14,850 Homer City Generation, L.P., L+1100, 1.00% LIBOR Floor, 4/5/2023(o) 3 Month LIBOR Energy: Oil & Gas 14,444 13,953 13,812 HUMC Holdco, LLC, 9.00%, 6/26/2020 None Healthcare & Pharmaceuticals 10,000 9,972 9,950 Hummel Station LLC, L+600, 1.00% LIBOR Floor, 10/27/2022(p) 1 Month LIBOR Energy: Oil & Gas 9,761 9,456 9,224 Hyperion Materials & Technologies, Inc., L+550, 1.00% LIBOR Floor, 8/28/2026(o) 1 Month LIBOR Chemicals, Plastics & Rubber 10,000 9,805 9,850 Independent Pet Partners Intermediate Holdings, LLC, 1.00% Unfunded, 11/19/2023 None Retail 7,852 — (255) Independent Pet Partners Intermediate Holdings, LLC, L+900, 1.00% LIBOR Floor, 11/19/2023 3 Month LIBOR Retail 12,064 11,892 11,672 Infinity Sales Group, LLC, L+1050, 1.00% LIBOR Floor, 11/23/2022(o) 1 Month LIBOR Services: Business 6,820 6,670 6,820 InfoGroup Inc., L+500, 1.00% LIBOR Floor, 4/3/2023(p)(q)(r) 3 Month LIBOR Media: Advertising, Printing & Publishing 15,756 15,743 14,968 Instant Web, LLC, 0.50% Unfunded, 12/15/2022 None Media: Advertising, Printing & Publishing 2,704 — (81) Instant Web, LLC, L+650, 0.00% LIBOR Floor, 12/15/2022(o)(q)(r) 1 Month LIBOR Media: Advertising, Printing & Publishing 37,683 37,603 36,552 International Seaways, Inc., L+600, 1.00% LIBOR Floor, 6/22/2022(h)(p) 1 Month LIBOR Transportation: Cargo 6,782 6,705 6,782 Isagenix International, LLC, L+575, 1.00% LIBOR Floor, 6/14/2025(p) 3 Month LIBOR Beverage, Food & Tobacco 13,866 13,750 11,093 Island Medical Management Holdings, LLC, L+650, 1.00% LIBOR Floor, 9/1/2022(q) 1 Month LIBOR Healthcare & Pharmaceuticals 11,814 11,722 11,534 Jab Wireless, Inc., L+800, 0.00% LIBOR Floor, 5/2/2023(r) 1 Month LIBOR Telecommunications 13,700 13,700 13,700 Jenny C Acquisition, Inc., L+1050, 0.00% LIBOR Floor, 10/1/2024(o) 3 Month LIBOR Services: Consumer 9,899 9,812 9,662 JP Intermediate B, LLC, L+550, 1.00% LIBOR Floor, 11/20/2025(p) 3 Month LIBOR Beverage, Food & Tobacco 16,152 15,841 13,730 KLO Intermediate Holdings, LLC, L+775, 1.50% LIBOR Floor, 4/7/2022(t)(x) 1 Month LIBOR Chemicals, Plastics & Rubber 7,499 7,028 2,250 KLO Intermediate Holdings, LLC, L+775, 1.50% LIBOR Floor, 4/7/2022(t)(x) 1 Month LIBOR Chemicals, Plastics & Rubber 4,583 4,303 458 KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(p)(r) 3 Month LIBOR Consumer Goods: Durable 8,293 8,180 6,427 Labvantage Solutions Inc., L+750, 1.00% LIBOR Floor, 12/29/2020(q) 1 Month LIBOR High Tech Industries 3,566 3,556 3,566 Labvantage Solutions Ltd., E+750, 1.00% EURIBOR Floor, 12/29/2020(h) 1 Month EURIBOR High Tech Industries € 3,705 4,153 4,155 LAV Gear Holdings, Inc., L+550, 1.00% LIBOR Floor, 10/31/2024(o)(q) 3 Month LIBOR Services: Business 17,361 17,132 17,057 LAV Gear Holdings, Inc., L+550, 1.00% LIBOR Floor, 10/31/2024 3 Month LIBOR Services: Business 4,286 4,228 4,211 LAV Gear Holdings, Inc., 1.00% Unfunded, 4/7/2021 None Services: Business 864 (8) (15) LD Intermediate Holdings, Inc., L+588, 1.00% LIBOR Floor, 12/9/2022(p) 3 Month LIBOR High Tech Industries 4,694 4,446 4,705 Lift Brands, Inc., 1.00% Unfunded, 4/16/2023 None Services: Consumer 3,950 — (109) Lift Brands, Inc., L+700, 1.00% LIBOR Floor, 4/16/2023(o)(q)(r)(x) 3 Month LIBOR Services: Consumer 43,321 42,649 42,130 Lift Brands, Inc., L+700, 1.00% LIBOR Floor, 4/16/2023 3 Month LIBOR Services: Consumer 1,050 1,050 1,021 Longview Power, LLC, L+600, 1.00% LIBOR Floor, 4/13/2021(o)(q) 3 Month LIBOR Energy: Oil & Gas 17,745 16,376 14,551 Manna Pro Products, LLC, 1.00% Unfunded, 5/31/2021 None Retail 5,528 — (55) Manna Pro Products, LLC, L+600, 0.00% LIBOR Floor, 12/8/2023(o) 1 Month LIBOR Retail 3,439 3,439 3,405 Mimeo.com, Inc., 0.25% Unfunded, 12/21/2020 None Services: Business 10,000 — — Mimeo.com, Inc., 1.00% Unfunded, 12/21/2023 None Services: Business 1,500 — — Mimeo.com, Inc., L+700, 1.00% LIBOR Floor, 12/21/2023(o)(r) 3 Month LIBOR Services: Business 22,310 22,310 22,310 Mimeo.com, Inc., L+700, 1.00% LIBOR Floor, 12/21/2023 3 Month LIBOR Services: Business 1,500 1,500 1,500 See accompanying notes to consolidated financial statements. 86 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Moss Holding Company, 0.50% Unfunded, 4/17/2023 None Services: Business 2,126 — (43) Moss Holding Company, 6.25% Unfunded, 4/17/2023 None Services: Business 106 — (2) Moss Holding Company, L+625, 1.00% LIBOR Floor, 4/17/2023(o)(q) 3 Month LIBOR Services: Business 19,657 19,419 19,264 Moxie Patriot LLC, L+575, 1.00% LIBOR Floor, 12/19/2020(p) 3 Month LIBOR Energy: Oil & Gas 9,799 9,792 9,554 Murray Energy Corp., L+725, 1.00% LIBOR Floor, 10/17/2022(t) 3 Month LIBOR Metals & Mining 3,574 3,562 771 Murray Energy Corp., L+1100, 2.00% LIBOR Floor, 7/29/2020(p) 1 Month LIBOR Metals & Mining 662 643 668 NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(q)(r) 1 Month LIBOR Media: Advertising, Printing & Publishing 14,868 14,764 14,719 One Call Corp., L+525, 1.00% LIBOR Floor, 11/25/2022(p) 3 Month LIBOR Healthcare & Pharmaceuticals 7,915 7,582 7,598 Palmetto Solar, LLC, 12.00%, 12/12/2024 None High Tech Industries 858 566 835 Palmetto Solar, LLC, 0.75% Unfunded, 12/12/2021 None High Tech Industries 19,142 — (526) Petroflow Energy Corp., L+800, 1.00% LIBOR Floor, 6/29/2019(o)(t)(u)(x) 1 Month LIBOR Energy: Oil & Gas 642 223 10 PFS Holding Corp., L+350, 1.00% LIBOR Floor, 1/31/2021 3 Month LIBOR Retail 3,097 2,738 2,079 PH Beauty Holdings III. Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(p) 1 Month LIBOR Consumer Goods: Non-Durable 4,888 4,845 4,692 Pixelle Specialty Solutions LLC, L+600, 1.00% LIBOR Floor, 10/31/2024(p) 1 Month LIBOR Forest Products & Paper 24,775 24,244 24,217 Plano Molding Company, LLC, L+750, 1.00% LIBOR Floor, 5/12/2021(o) 1 Month LIBOR Consumer Goods: Non-Durable 6,010 5,979 5,770 Polymer Additives, Inc., L+600, 0.00% LIBOR Floor, 7/31/2025(o)(p) 1 Month LIBOR Chemicals, Plastics & Rubber 19,800 19,462 18,068 Polymer Process Holdings, Inc., L+600, 0.00% LIBOR Floor, 5/1/2026(p) 1 Month LIBOR Chemicals, Plastics & Rubber 19,888 19,513 19,589 Rhino Energy LLC, L+1000, 1.00% LIBOR Floor, 12/27/2022(r) 1 Month LIBOR Metals & Mining 9,387 9,149 8,918 Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(p) 1 Month LIBOR Telecommunications 3,990 2,897 3,940 SEK Holding Co LLC, L+1150, 0.00% LIBOR Floor, 3/14/2022(o)(x) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 15,415 15,179 14,510 Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(o)(q) None Healthcare & Pharmaceuticals 9,103 9,031 8,875 SIMR, LLC, L+1700, 2.00% LIBOR Floor, 9/7/2023(o)(u)(x) 1 Month LIBOR Healthcare & Pharmaceuticals 15,091 14,853 14,205 Smart & Final Inc., L+675, 0.00% LIBOR Floor, 6/20/2025(p) 1 Month LIBOR Retail 9,950 9,091 9,627 Sorenson Communications, LLC, L+650, 0.00% LIBOR Floor, 4/30/2024(p) 3 Month LIBOR Telecommunications 12,536 12,089 12,473 Spinal USA, Inc. / Precision Medical Inc., L+950, 1.00% LIBOR Floor, 6/30/2021(o)(x) 3 Month LIBOR Healthcare & Pharmaceuticals 542 493 533 Spinal USA, Inc. / Precision Medical Inc., L+950, 1.00% LIBOR Floor, 6/30/2021(o) 3 Month LIBOR Healthcare & Pharmaceuticals 12,654 12,653 12,464 Spinal USA, Inc. / Precision Medical Inc., L+950, 1.00% LIBOR Floor, 6/30/2021(o)(x) 3 Month LIBOR Healthcare & Pharmaceuticals 563 563 555 Stats Intermediate Holdings, LLC, L+525, 0.00% LIBOR Floor, 7/12/2026(p) 3 Month LIBOR High Tech Industries 10,000 9,789 9,775 STG-Fairway Acquisitions, Inc., L+525, 1.00% LIBOR Floor, 6/30/2022(p)(q) 1 Month LIBOR Services: Business 3,929 3,866 3,929 Teladoc, Inc., 0.50% Unfunded, 7/14/2020(h) None High Tech Industries 1,250 (8) — Telestream Holdings Corp., L+645, 1.00% LIBOR Floor, 3/24/2022(k)(o) 2 Month LIBOR High Tech Industries 8,769 8,668 8,593 Tenere Inc., L+1000, 1.00% LIBOR Floor, 12/23/2021(o)(q) 3 Month LIBOR Capital Equipment 28,480 28,196 28,480 Tensar Corp., L+475, 1.00% LIBOR Floor, 7/9/2021(p) 3 Month LIBOR Chemicals, Plastics & Rubber 12,980 12,632 12,363 The Pasha Group, L+750, 1.00% LIBOR Floor, 1/26/2023(q) 2 Month LIBOR Transportation: Cargo 5,764 5,647 5,822 The Pay-O-Matic Corp., L+900, 0.00% LIBOR Floor, 4/5/2021(g)(o) 3 Month LIBOR Services: Consumer 9,612 9,568 9,612 See accompanying notes to consolidated financial statements. 87 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Therapure Biopharma Inc., L+875, 0.50% LIBOR Floor, 12/1/2021(h) 1 Month LIBOR Healthcare & Pharmaceuticals 13,913 13,882 13,148 Volta Charging, LLC, 0.00% Unfunded, 6/19/2021(s) None Media: Diversified & Production 10,000 — — Volta Charging, LLC, 12.00%, 6/19/2024 None Media: Diversified & Production 2,000 1,961 2,000 Volta Charging, LLC, 12.00%, 6/19/2024 None Media: Diversified & Production 10,000 10,000 10,000 Wok Holdings Inc., L+650, 0.00% LIBOR Floor, 3/1/2026(p) 6 Month LIBOR Beverage, Food & Tobacco 12,903 12,736 13,064 Woodstream Corp., L+600, 1.00% LIBOR Floor, 5/29/2022 1 Month LIBOR Consumer Goods: Non-Durable 559 559 559 Woodstream Corp., L+600, 1.00% LIBOR Floor, 5/29/2022(r) 1 Month LIBOR Consumer Goods: Non-Durable 9,300 9,300 9,300 Total Senior Secured First Lien Debt 1,388,942 1,351,767 Senior Secured Second Lien Debt - 26.1% 1A Smart Start LLC, L+825, 1.00% LIBOR Floor, 8/21/2022(o)(q) 1 Month LIBOR High Tech Industries 13,800 13,618 13,593 Access CIG, LLC, L+775, 0.00% LIBOR Floor, 2/27/2026(q) 1 Month LIBOR Services: Business 17,250 17,126 17,207 Albany Molecular Research, Inc., L+700, 1.00% LIBOR Floor, 8/30/2025(o) 1 Month LIBOR Healthcare & Pharmaceuticals 10,000 9,842 9,975 American Residential Services LLC, L+800, 1.00% LIBOR Floor, 12/31/2022(o) 1 Month LIBOR Construction & Building 5,180 5,142 5,128 Carestream Health, Inc., L+950, 1.00% LIBOR Floor, 6/7/2021(q) 1 Month LIBOR Healthcare & Pharmaceuticals 10,662 10,662 10,102 Country Fresh Holdings, LLC, L+850, 1.00% LIBOR Floor, 4/29/2024(x) 3 Month LIBOR Beverage, Food & Tobacco 2,028 2,028 2,028 Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024 3 Month LIBOR Construction & Building 1,507 1,507 1,507 Deluxe Entertainment Services Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(p)(u)(x) 1 Month LIBOR Media: Diversified & Production 9,890 9,675 9,717 EagleTree-Carbide Acquisition Corp., L+850, 1.00% LIBOR Floor, 8/28/2025(o)(q) 3 Month LIBOR Consumer Goods: Durable 25,000 24,695 24,750 Evergreen Skills Lux S.À.R.L., L+825, 1.00% LIBOR Floor, 4/28/2022(h)(q)(t) 3 Month LIBOR High Tech Industries 9,999 8,147 2,833 Global Tel*Link Corp., L+825, 0.00% LIBOR Floor, 11/29/2026(q) 1 Month LIBOR Telecommunications 11,500 11,312 11,586 LSCS Holdings, Inc., L+825, 0.00% LIBOR Floor, 3/16/2026(o) 3 Month LIBOR Services: Business 11,891 11,655 11,831 Mayfield Agency Borrower Inc., L+850, 0.00% LIBOR Floor, 3/2/2026(o)(q)(r) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 20,000 19,723 20,200 Medical Solutions Holdings, Inc., L+838, 1.00% LIBOR Floor, 6/16/2025(o) 1 Month LIBOR Healthcare & Pharmaceuticals 10,000 9,877 9,650 MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026(r) 3 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,690 6,383 Ministry Brands, LLC, L+925, 1.00% LIBOR Floor, 6/2/2023(o)(q) 2 Month LIBOR Services: Business 7,000 6,932 7,000 Niacet Corp., E+875, 1.00% EURIBOR Floor, 8/1/2024(h) 1 Month EURIBOR Chemicals, Plastics & Rubber € 7,489 7,985 8,314 Patterson Medical Supply, Inc., L+850, 1.00% LIBOR Floor, 8/28/2023(o) 3 Month LIBOR Healthcare & Pharmaceuticals 13,500 13,419 11,813 PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023(o) 3 Month LIBOR Chemicals, Plastics & Rubber 10,000 9,860 9,600 PFS Holding Corp., L+725, 1.00% LIBOR Floor, 1/31/2022(p)(t) 3 Month LIBOR Retail 4,998 4,272 — Premiere Global Services, Inc., L+950, 1.00% LIBOR Floor, 6/6/2024(o)(x) 3 Month LIBOR Telecommunications 3,070 2,960 1,074 Securus Technologies Holdings, Inc., L+825, 1.00% LIBOR Floor, 11/1/2025(q) 1 Month LIBOR Telecommunications 2,942 2,916 2,836 STG-Fairway Acquisitions, Inc., L+925, 1.00% LIBOR Floor, 6/30/2023(o) 1 Month LIBOR Services: Business 5,000 4,957 5,000 TMK Hawk Parent, Corp., L+800, 1.00% LIBOR Floor, 8/28/2025(o) 3 Month LIBOR Services: Business 13,393 13,122 12,924 TouchTunes Interactive Networks, Inc, L+825, 1.00% LIBOR Floor, 5/29/2022(q) 1 Month LIBOR Hotel, Gaming & Leisure 5,226 5,201 5,226 Winebow Holdings, Inc., L+750, 1.00% LIBOR Floor, 1/2/2022(o) 1 Month LIBOR Beverage, Food & Tobacco 12,823 12,689 10,467 Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026(q) 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,870 14,063 See accompanying notes to consolidated financial statements. 88 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Index Rate(b) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Zywave Inc., L+900, 1.00% LIBOR Floor, 11/17/2023(o) 3 Month LIBOR High Tech Industries 3,445 3,398 3,446 Total Senior Secured Second Lien Debt 264,280 248,253 Collateralized Securities and Structured Products - Debt - 0.7% Deutsche Bank AG Frankfurt CRAFT 2015-2 Class Credit Linked Note, L+925, 1/16/2022(h) 3 Month LIBOR Diversified Financials 7,212 7,212 7,212 Total Collateralized Securities and Structured Products - Debt 7,212 7,212 Collateralized Securities and Structured Products - Equity - 1.5% APIDOS CLO XVI Subordinated Notes, 6.39% Estimated Yield, 1/19/2025(h) (f) Diversified Financials 9,000 3,762 2,125 CENT CLO 19 Ltd. Subordinated Notes, 37.72% Estimated Yield, 10/29/2025(h) (f) Diversified Financials 2,000 1,163 782 Galaxy XV CLO Ltd. Class A Subordinated Notes, 6.78% Estimated Yield, 4/15/2025(h) (f) Diversified Financials 4,000 2,229 1,730 Ivy Hill Middle Market Credit Fund VIII, Ltd. Subordinated Loan, 11.84% Estimated Yield, 2/2/2026(h) (f) Diversified Financials 10,000 9,322 9,545 Total Collateralized Securities and Structured Products - Equity 16,476 14,182 Unsecured Debt - 0.5% WPLM Acquisition Corp., 15.00%, 11/24/2025(x) None Media: Advertising, Printing & Publishing 5,000 4,901 4,900 Total Unsecured Debt 4,901 4,900 Equity - 11.5% Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(s) Media: Diversified & Production 769 Units 205 226 Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(s) Media: Diversified & Production 135 Units — — Anthem Sports and Entertainment Inc., Common Stock Warrants(s) Media: Diversified & Production 2,508 Units — — Ascent Resources - Marcellus, LLC, Membership Units(s) Energy: Oil & Gas 511,255 Units 1,642 914 Ascent Resources - Marcellus, LLC, Warrants(s) Energy: Oil & Gas 132,367 Units 13 4 Avaya Holdings Corp., Common Stock(i)(p)(s) Telecommunications 321,260 Units 5,285 4,337 BCP Great Lakes Fund LP, Partnership Interests (31.7% ownership)(h)(v) Diversified Financials N/A 14,208 14,238 Charming Charlie LLC, Membership Units(s)(u) Retail 30,046,243 Units — — CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend(w) Healthcare & Pharmaceuticals 2,727,273 Units 5,139 5,245 CION SOF Funding, LLC, Membership Interests (87.5% ownership)(h)(v) Diversified Financials N/A 31,289 31,265 Conisus Holdings, Inc., Series B Preferred Stock, 12% Dividend(u)(w) Healthcare & Pharmaceuticals 12,677,833 Units 13,215 13,270 Conisus Holdings, Inc., Common Stock(s)(u) Healthcare & Pharmaceuticals 4,914,556 Units 200 1,426 Country Fresh Holdings, LLC, Membership Units(s) Beverage, Food & Tobacco 2,985 Units 5,249 2,618 David's Bridal, Inc., Common Stock(s) Retail 39,423 Units — — David's Bridal, Inc., Series A Preferred Stock(s) Retail 1,396 Units 140 141 David's Bridal, Inc., Series B Preferred Stock(s) Retail 4,183 Units 410 410 David's Bridal, Inc., Reallocation Rights(s) Retail 7,500 Units — — Dayton HoldCo, LLC, Membership Units(s) Construction & Building 37,264 Units 4,136 7,903 DESG Holdings, Inc., Common Stock(j)(s)(u) Media: Diversified & Production 1,268,143 Units 13,662 14,763 HDNet Holdco LLC, Preferred Unit Call Option(s) Media: Diversified & Production 1 Unit — — Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(s) Retail 1,000,000 Units 1,000 950 See accompanying notes to consolidated financial statements. 89 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) Portfolio Company(a) Industry Principal/ Par Amount/ Units(e) Cost(d) Fair Value(c) Independent Pet Partners Intermediate Holdings, LLC, Warrants(s) Retail 155,880 Units — 1 Mooregate ITC Acquisition, LLC, Class A Units(s) High Tech Industries 500 Units 563 151 Mount Logan Capital Inc., Common Stock(h)(i)(s)(u) Banking, Finance, Insurance & Real Estate 980,284 Units 3,335 2,505 NS NWN Acquisition, LLC, Voting Units(s) High Tech Industries 346 Units 393 585 NS NWN Acquisition, LLC, Class A Preferred Units(s) High Tech Industries 111 Units 110 331 NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(s) Consumer Goods: Durable 1,575 Units 1,000 528 Palmetto Solar, LLC, Warrants(s) High Tech Industries 346,694 Units 295 295 Rhino Energy LLC, Warrants(s) Metals & Mining 170,972 Units 280 16 SIMR Parent, LLC, Class B Common Units(s)(u) Healthcare & Pharmaceuticals 12,283,000 Units 8,002 3,980 Spinal USA, Inc. / Precision Medical Inc., Warrants(o)(s) Healthcare & Pharmaceuticals 14,181,915 Units 5,806 1,560 Tenere Inc., Warrants(s) Capital Equipment N/A 161 1,569 Total Equity 115,738 109,231 Short Term Investments - 3.1%(m) First American Treasury Obligations Fund, Class Z Shares, 1.49% (n) 29,527 29,527 Total Short Term Investments 29,527 29,527 TOTAL INVESTMENTS - 185.3% $ 1,827,076 1,765,072 LIABILITIES IN EXCESS OF OTHER ASSETS - (85.3%) (812,509) NET ASSETS - 100% $ 952,563 a. All of the Company’s investments are issued by eligible U.S. portfolio companies, as defined in the 1940 Act, except for investments specifically identified as non-qualifying per note h. below. Unless specifically identified in note x. below, investments do not contain a PIK interest provision. b. The 1, 2, 3 and 6 month LIBOR rates were 1.76%, 1.83%, 1.91% and 1.91%, respectively, as of December 31, 2019. The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2019, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2019. The 1 month EURIBOR rate was (0.51%) as of December 31, 2019. c. Fair value determined in good faith by the Company’s board of directors (see Note 9) using significant unobservable inputs unless otherwise noted. d. Represents amortized cost for debt securities and cost for equity investments. e. Denominated in U.S. dollars unless otherwise noted. f. The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated. Equity investments are entitled to recurring distributions, which are generally equal to the remaining cash flow of the payments made by the underlying vehicle's securities less contractual payments to debt holders and expenses. The estimated yield indicated is based upon a current projection of the amount and timing of these recurring distributions and the estimated amount of repayment of principal upon termination. Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized. g. As a result of an arrangement between the Company and the other lenders in the syndication, the Company is entitled to less interest than the stated interest rate of this loan, which is reflected in this schedule, in exchange for a higher payment priority. h. The investment or a portion thereof is not a qualifying asset under the 1940 Act. A business development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the company’s total assets as defined under Section 55 of the 1940 Act. As of December 31, 2019, 91.5% of the Company’s total assets represented qualifying assets. i. Fair value determined using level 1 inputs. j. Position or a portion thereof unsettled as of December 31, 2019. k. 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 may be entitled to receive additional amounts as a result of an arrangement between the Company and the other lenders in the syndication in exchange for a lower payment priority. l. 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 may be entitled to receive additional residual amounts. m. Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less. See accompanying notes to consolidated financial statements. 90 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) n. 7-day effective yield as of December 31, 2019. o. Investment or a portion thereof held within the Company’s wholly-owned consolidated subsidiary, 34th Street, and was pledged as collateral supporting the amounts outstanding under the credit facility with JPM as of December 31, 2019 (see Note 8). p. Investment or a portion thereof held within the Company’s wholly-owned consolidated subsidiary, Flatiron Funding II, LLC, or Flatiron Funding II, and was pledged as collateral supporting the amounts outstanding under the credit facility with Citibank, N.A., or Citibank, as of December 31, 2019 (see Note 8). q. Investment or a portion thereof held within the Company’s wholly-owned consolidated subsidiary, Murray Hill Funding II, and was pledged as collateral supporting the amounts outstanding under the repurchase agreement with UBS as of December 31, 2019 (see Note 8). r. Investment or a portion thereof held within the Company’s wholly-owned consolidated subsidiary, 33rd Street Funding, LLC, or 33rd Street, and was pledged as collateral supporting the amounts outstanding under the credit facility with Morgan Stanley N.A., or MS, as of December 31, 2019 (see Note 8). s. Non-income producing security. t. Investment or a portion thereof was on non-accrual status as of December 31, 2019. u. Investment determined to be an affiliated investment as defined in the 1940 Act as the Company owns between 5% and 25% of the portfolio company’s outstanding voting securities but does not control the portfolio company. Fair value as of December 31, 2018 and 2019, along with transactions during the year ended December 31, 2019 in these affiliated investments are as follows: Year Ended December 31, 2019 Year Ended December 31, 2019 Non-Controlled, Affiliated Investments Fair Value at December 31, 2018 Gross Additions (Cost)(1) Gross Reductions (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2019 Net Realized Gain (Loss) Interest Income(3) Dividend Income Charming Charlie, LLC First Lien Term Loan B1 $ 1,021 $ — $ (2,619) $ 1,598 $ — $ (2,619) $ — $ — First Lien Term Loan B2 1,249 — (1,912) 663 — (1,912) — — Vendor Payment Financing Facility 157 890 (293) (282) 472 — 57 — Membership Units — — (1,302) 1,302 — (1,302) — — Conisus Holdings, Inc. Series B Preferred Stock(w) 10,903 4,015 — (1,648) 13,270 — — 4,015 Common Stock 197 — — 1,229 1,426 — — — DESG Holdings, Inc. First Lien Term Loan — 23,656 — 5,322 28,978 — 303 — Second Lien Term Loan — 9,675 — 42 9,717 — 162 — Common Stock — 13,662 — 1,101 14,763 — — — F+W Media, Inc. First Lien DIP Term Loan — 521 (521) — — — 101 — First Lien Term Loan B-1 1,137 51 (43) (1,145) — — 51 — First Lien Term Loan B-2 161 — (2,759) 2,598 — (2,759) — — Common Stock — — — — — — — — Mount Logan Capital Inc. Common Stock 2,645 — — (140) 2,505 — — — SIMR, LLC First Lien Term Loan 14,757 452 (619) (385) 14,205 — 1,778 — SIMR Parent, LLC Class B Membership Units 7,382 502 — (3,904) 3,980 — — — Petroflow Energy Corp. First Lien Term Loan 2,363 — (2,511) 158 10 — 19 — TexOak Petro Holdings LLC Second Lien Term Loan — — (2,592) 2,592 — (2,592) — — Membership Interests — — — — — — — — Totals $ 41,972 $ 53,424 $ (15,171) $ 9,101 $ 89,326 $ (11,184) $ 2,471 $ 4,015 (1) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category. See accompanying notes to consolidated financial statements. 91 CĪON Investment Corporation Consolidated Schedule of Investments December 31, 2019 (in thousands) (2) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category. (3) Includes PIK interest income. v. Investment determined to be a controlled investment as defined in the 1940 Act as the Company is deemed to exercise a controlling influence over the management or policies of the portfolio company due to beneficially owning, either directly or through one or more controlled companies, more than 25% of the outstanding voting securities of such portfolio company. Fair value as of December 31, 2018 and 2019, along with transactions during the year ended December 31, 2019 in these controlled investments are as follows: Year Ended December 31, 2019 Year Ended December 31, 2019 Controlled Investments Fair Value at December 31, 2018 Gross Additions (Cost)(1) Gross Reductions (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2019 Net Realized Gain (Loss) Interest Income(3) Dividend Income BCP Great Lakes Fund LP Membership Interests $ — $ 14,208 $ — $ 30 $ 14,238 $ — $ — $ 47 CION SOF Funding, LLC Membership Interests — 31,289 — (24) 31,265 — — 1,076 Totals $ — $ 45,497 $ — $ 6 $ 45,503 $ — $ — $ 1,123 (1) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category. (2) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category. (3) Includes PIK interest income. w. For the year ended December 31, 2019, non-cash dividend income of $4,015 and $474 was recorded on the Company's investment in Conisus Holdings, Inc. and CHC Medical Partners, Inc., respectively. x. As of December 31, 2019, the following investments contain a PIK interest provision whereby the issuer has either the option or the obligation to make interest payments with the issuance of additional securities: Interest Rate Portfolio Company Investment Type Cash PIK All-in-Rate American Clinical Solutions LLC Senior Secured First Lien Debt — 2.00% 2.00% Anthem Sports & Entertainment Inc. Senior Secured First Lien Debt 8.69% 2.75% 11.44% Charming Charlie, LLC Senior Secured First Lien Debt 7.05% 5.00% 12.05% Charming Charlie, LLC Senior Secured First Lien Debt 3.05% 9.00% 12.05% CHC Solutions Inc. Senior Secured First Lien Debt 8.00% 4.00% 12.00% Country Fresh Holdings, LLC Senior Secured Second Lien Debt — 10.44% 10.44% David's Bridal, LLC Senior Secured First Lien Debt 1.00% 6.92% 7.92% Deluxe Entertainment Services, Inc. Senior Secured First Lien Debt 6.71% 1.50% 8.21% Deluxe Entertainment Services, Inc. Senior Secured Second Lien Debt 7.71% 2.50% 10.21% F+W Media, Inc. Senior Secured First Lien Debt — 8.21% 8.21% Hilliard, Martinez & Gonzales, LLP Senior Secured First Lien Debt — 20.00% 20.00% KLO Intermediate Holdings, LLC Senior Secured First Lien Debt — 9.50% 9.50% Lift Brands, Inc. Senior Secured First Lien Debt 9.10% 0.50% 9.60% Petroflow Energy Corp. Senior Secured First Lien Debt — 9.71% 9.71% Premiere Global Services, Inc. Senior Secured Second Lien Debt 0.50% 10.98% 11.48% SEK Holding Co LLC Senior Secured First Lien Debt 9.77% 3.50% 13.27% SIMR, LLC Senior Secured First Lien Debt 12.00% 7.00% 19.00% Spinal USA, Inc. / Precision Medical Inc. Senior Secured First Lien Debt — 11.30% 11.30% WPLM Acquisition Corp. Unsecured Note — 15.00% 15.00% See accompanying notes to consolidated financial statements. 92 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Note 1. Organization and Principal Business CĪON Investment Corporation, or the Company, was incorporated under the general corporation laws of the State of Maryland on August 9, 2011. On December 17, 2012, the Company successfully raised gross proceeds from unaffiliated outside investors of at least $2,500, or the minimum offering requirement, and commenced operations. The Company is an externally managed, non-diversified closed-end management investment company that has elected to be regulated as a business development company, or BDC, under the 1940 Act. The Company elected to be treated for federal income tax purposes as a regulated investment company, or RIC, as defined under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. The Company’s investment objective is to generate current income and, to a lesser extent, capital appreciation for investors. The Company’s portfolio is comprised primarily of investments in senior secured debt, including first lien loans, second lien loans and unitranche loans, and, to a lesser extent, collateralized securities, structured products and other similar securities, unsecured debt, and equity, of private and thinly-traded U.S. middle-market companies. The Company is managed by CION Investment Management, LLC, or CIM, a registered investment adviser and an affiliate of the Company. Pursuant to an investment advisory agreement with the Company, CIM oversees the management of the Company’s activities and is responsible for making investment decisions for the Company’s investment portfolio. On November 13, 2020, the board of directors of the Company, including a majority of the board of directors who are not interested persons, approved the renewal of the investment advisory agreement with CIM for a period of twelve months commencing December 17, 2020. The Company and CIM previously engaged Apollo Investment Management, L.P., or AIM, a subsidiary of Apollo Global Management, Inc., or, together with its subsidiaries, Apollo, a leading global alternative investment manager, to act as the Company’s investment sub-adviser. On July 11, 2017, the members of CIM entered into a third amended and restated limited liability company agreement of CIM, or the Third Amended CIM LLC Agreement, for the purpose of creating a joint venture between AIM and CION Investment Group, LLC, or CIG, an affiliate of the Company. Under the Third Amended CIM LLC Agreement, AIM became a member of CIM and was issued a newly-created class of membership interests in CIM pursuant to which AIM, among other things, shares in the profits, losses, distributions and expenses of CIM with the other members in accordance with the terms of the Third Amended CIM LLC Agreement, which results in CIG and AIM each owning a 50% economic interest in CIM. On July 10, 2017, the Company’s independent directors unanimously approved the termination of the investment sub-advisory agreement with AIM, effective as of July 11, 2017. Although the investment sub-advisory agreement and AIM's engagement as the Company’s investment sub-adviser were terminated, AIM's investment professionals continue to perform certain services for CIM and the Company, including, without limitation, identifying investment opportunities for approval by CIM's investment committee. AIM is not paid a separate fee in exchange for such services, but is entitled to receive distributions as a member of CIM as described above. On December 4, 2017, the members of CIM entered into a fourth amended and restated limited liability company agreement of CIM, or the Fourth Amended CIM LLC Agreement. Under the Fourth Amended CIM LLC Agreement, AIM's investment professionals perform certain services for CIM, which include, among other services, (i) assistance with identifying and providing information about potential investment opportunities for approval by CIM’s investment committee; and (ii) providing (a) trade and settlement support; (b) portfolio and cash reconciliation; (c) market pipeline information regarding syndicated deals, in each case, as reasonably requested by CIM; and (d) monthly valuation reports and support for all broker-quoted investments. All of the Company's investment decisions are the sole responsibility of, and are made at the sole discretion of, CIM's investment committee, which consists entirely of CIG personnel. Note 2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, and include the accounts of the Company and its wholly-owned subsidiaries. The Company is considered an investment company as defined in Accounting Standards Codification Topic 946, Financial Services – Investment Companies , or ASC 946. Accordingly, the required disclosures as outlined in ASC 946 are included in the Company’s consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. All intercompany balances and transactions have been eliminated in consolidation. The Company does not consolidate its interest in CION SOF Funding, LLC, or CION SOF. See Note 7 for a description of the Company’s investment in CION SOF. The Company evaluates subsequent events through the date that the consolidated financial statements are issued. 93 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Recently Adopted Accounting Standards In August 2018, the Financial Accounting Standards Board, or the FASB, issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement , or ASU 2018-13, which modifies the disclosure requirements for fair value measurements in Topic 820 by removing, modifying, or adding certain disclosures. ASU 2018-13 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted ASU 2018-13 during the three months ended March 31, 2020, which did not have a significant impact on the Company’s disclosures on fair value measurements. Recently Announced Accounting Standards In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , or ASU 2020-04, which provides optional expedients and exceptions for applying GAAP to contract modifications, hedging relationships and other transactions, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued because of the reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. The Company is evaluating the potential impact that the adoption of this guidance will have on the Company’s consolidated financial statements. Cash and Cash Equivalents Cash and cash equivalents include cash in banks and highly liquid investments with original maturity dates of three months or less. The Company’s cash and cash equivalents are held principally at one financial institution and at times may exceed insured limits. The Company periodically evaluates the creditworthiness of this institution and has not experienced any losses on such deposits. Foreign Currency Translations The accounting records of the Company are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the foreign exchange rate on the date of valuation. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Changes in the relationship of foreign currencies to the U.S. dollar can significantly affect the value of these investments and therefore the earnings of the Company. Short Term Investments Short term investments include an investment in a U.S. Treasury obligations fund, which seeks to provide current income and daily liquidity by purchasing U.S. Treasury securities and repurchase agreements that are collateralized by such securities. The Company had $ 73,597 and $29,527 of such investments at December 31, 2020 and 2019, respectively, which are included in investments, at fair value on the accompanying consolidated balance sheets and on the consolidated schedules of investments. Offering Costs Offering costs included, among other things, legal fees and other costs pertaining to the preparation of the Company’s registration statements in connection with the continuous public offerings of the Company’s shares. Certain initial offering costs that were funded by CIG on behalf of the Company were submitted by CIG for reimbursement upon meeting the minimum offering requirement on December 17, 2012. These costs were capitalized and amortized over a twelve month period as an adjustment to capital in excess of par value. All other offering costs were expensed as incurred by the Company. The Company's follow-on continuous public offering ended on January 25, 2019. Income Taxes The Company elected to be treated for federal income tax purposes as a RIC under Subchapter M of the Code. To qualify and maintain qualification as a RIC, the Company must, among other things, meet certain source of income and asset diversification requirements and distribute to shareholders, for each taxable year, at least 90% of the Company’s “investment company taxable income”, which is generally equal to the sum of the Company’s net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses. If the Company continues to qualify as a RIC and continues to satisfy the annual distribution requirement, the Company will not be subject to corporate level federal income taxes on any income that the Company distributes to its shareholders. The Company intends to make distributions in an amount sufficient to maintain RIC status each year and to avoid any federal income taxes on income. The Company will also be subject to nondeductible federal excise taxes if the Company does not distribute at least 98.0% of net ordinary income, 98.2% of capital gains, if any, and any recognized and undistributed income from prior years for which it paid no federal income taxes. 94 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Two of the Company’s wholly-owned consolidated subsidiaries, View ITC, LLC and View Rise, LLC, or collectively the Taxable Subsidiaries, have elected to be treated as taxable entities for U.S. federal income tax purposes. As a result, the Taxable Subsidiaries are not consolidated with the Company for income tax purposes and may generate income tax expense or benefit, and the related tax assets and liabilities, as a result of its ownership of certain portfolio investments. The income tax expense or benefit, if any, and the related tax assets and liabilities, where material, are reflected in the Company’s consolidated financial statements. There were no deferred tax assets or liabilities as of December 31, 2020. Book/tax differences relating to permanent differences are reclassified among the Company’s capital accounts, as appropriate. Additionally, the tax character of distributions is determined in accordance with income tax regulations that may differ from GAAP (see Note 14). Uncertainty in Income Taxes The Company evaluates its tax positions to determine if the tax positions taken meet the minimum recognition threshold for the purposes of measuring and recognizing tax liabilities in the consolidated financial statements. Recognition of a tax benefit or liability with respect to an uncertain tax position is required only when the position is “more likely than not” to be sustained assuming examination by the taxing authorities. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the consolidated statements of operations. The Company did not have any uncertain tax positions during the periods presented herein. The Company is subject to examination by U.S. federal, New York State, New York City and Maryland income tax jurisdictions for 2017, 2018 and 2019. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. During the first half of 2020, there was a global outbreak of a novel coronavirus, or COVID-19, which spread to over 100 countries, including the United States, and spread to every state in the United States. The World Health Organization designated COVID-19 as a pandemic, and numerous countries, including the United States, declared national emergencies with respect to COVID-19. The global impact of the outbreak has been rapidly evolving, and as cases of COVID-19 continued to be identified in additional countries, many countries reacted by instituting quarantines and restrictions on travel, closing financial markets and/or restricting trading, and limiting operations of non-essential businesses. Although countries, including the United States, have slowly started to loosen these restrictions, such actions created and will continue to create disruption in global supply chains, and adversely impacted many industries. In addition, certain European countries instituted another lockdown during the fourth quarter of 2020 as a second wave of the outbreak occurred. The outbreak could have a continued adverse impact on economic and market conditions and trigger a period of global economic slowdown. The rapid development and fluidity of this situation precludes any prediction as to the ultimate adverse impact of COVID-19 on economic and market conditions. The Company believes the estimates and assumptions underlying the consolidated financial statements are reasonable and supportable based on the information available as of December 31, 2020; however, uncertainty over the ultimate impact COVID-19 will have on the global economy generally, and the Company’s business in particular, makes any estimates and assumptions as of December 31, 2020 inherently less certain than they would be absent the current and potential impacts of COVID-19. Actual results may materially differ from those estimates. Valuation of Portfolio Investments The fair value of the Company’s investments is determined quarterly in good faith by the Company’s board of directors pursuant to its consistently applied valuation procedures and valuation process in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure , or ASC 820. ASC 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a three-tier fair value hierarchy that prioritizes and ranks the level of market price observability of inputs used in measuring investments at fair value. Inputs used to measure these fair values are classified into the following hierarchy: Level 1 - Quoted prices in active markets for identical assets or liabilities, accessible by the Company at the measurement date. Level 2 - Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices. Level 3 - Unobservable inputs for the asset or liability. The inputs used in the determination of fair value may require significant management judgment or estimation. Such information may be the result of consensus pricing information or broker quotes that include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by the disclaimer would result in classification as a Level 3 asset, assuming no additional corroborating evidence. 95 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Market price observability is affected by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Based on the observability of the inputs used in the valuation techniques, the Company is required to provide disclosures on fair value measurements according to the fair value hierarchy. The level in the fair value hierarchy for each fair value measurement has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may differ materially from the value that would be received upon an actual sale of such investments. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses that the Company ultimately realizes on these investments to materially differ from the valuations currently assigned. A portion of the Company’s investments consist of debt securities that are traded on a private over-the-counter market for institutional investments. CIM attempts to obtain market quotations from at least two brokers or dealers for each investment (if available, otherwise from a principal market maker or a primary market dealer or other independent pricing service). CIM typically uses the average midpoint of the broker bid/ask price to determine fair value unless a different point within the range is more representative. Because of the private nature of this marketplace (meaning actual transactions are not publicly reported) and the non-binding nature of consensus pricing and/or quotes, the Company believes that these valuation inputs result in Level 3 classification within the fair value hierarchy. As these quotes are only indicative of fair value, CIM benchmarks the implied fair value yield and leverage against what has been observed in the market. If the implied fair value yield and leverage fall within the range of CIM's market pricing matrix, the quotes are deemed to be reliable and used to determine the investment's fair value. Notwithstanding the foregoing, if in the reasonable judgment of CIM, the price of any investment held by the Company and determined in the manner described above does not accurately reflect the fair value of such investment, CIM will value such investment at a price that reflects such investment’s fair value and report such change in the valuation to the board of directors or its designee as soon as practicable. Investments that carry certain restrictions on sale will typically be valued at a discount from the public market value of the investment. Any investments that are not publicly traded or for which a market price is not otherwise readily available are valued at a price that reflects its fair value. With respect to such investments, if CIM is unable to obtain market quotations, the investments are reviewed and valued using one or more of the following types of analyses: i. Market comparable statistics and public trading multiples discounted for illiquidity, minority ownership and other factors for companies with similar characteristics. ii. Valuations implied by third-party investments in the applicable portfolio companies. iii. Discounted cash flow analysis, including a terminal value or exit multiple. Determination of fair value involves subjective judgments and estimates. Accordingly, these notes to the Company’s consolidated financial statements refer to the uncertainty with respect to the possible effect of such valuations, and any change in such valuations, on the Company’s consolidated financial statements. Below is a description of factors that the Company’s board of directors may consider when valuing the Company’s equity and debt investments where a market price is not readily available: • the size and scope of a portfolio company and its specific strengths and weaknesses; • prevailing interest rates for like securities; • expected volatility in future interest rates; • leverage; • call features, put features and other relevant terms of the debt; • the borrower’s ability to adequately service its debt; • the fair market value of the portfolio company in relation to the face amount of its outstanding debt; • the quality of collateral securing the Company’s debt investments; • multiples of earnings before interest, taxes, depreciation and amortization, or EBITDA, cash flows, net income, revenues or, in some cases, book value or liquidation value; and • other factors deemed applicable. 96 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) All of these factors may be subject to adjustment based upon the particular circumstances of a portfolio company or the Company’s actual investment position. For example, adjustments to EBITDA may take into account compensation to previous owners, or acquisition, recapitalization, and restructuring expenses or other related or non-recurring items. The choice of analyses and the weight assigned to such factors may vary across investments and may change within an investment if events occur that warrant such a change. The discounted cash flow model deemed appropriate by CIM is prepared for the applicable investments and reviewed by designated members of CIM’s management team. Such models are prepared at least quarterly or on an as needed basis. The model uses the estimated cash flow projections for the underlying investments and an appropriate discount rate is determined based on the latest financial information available for the borrower, prevailing market trends, comparable analysis and other inputs. The model, key assumptions, inputs, and results are reviewed by designated members of CIM’s management team with final approval from the board of directors. Consistent with the Company’s valuation policy, the Company evaluates the source of inputs, including any markets in which the Company’s investments are trading, in determining fair value. The Company periodically benchmarks the broker quotes from the brokers or dealers against the actual prices at which the Company purchases and sells its investments. Based on the results of the benchmark analysis and the experience of the Company’s management in purchasing and selling these investments, the Company believes that these quotes are reliable indicators of fair value. The Company may also use other methods to determine fair value for securities for which it cannot obtain market quotations through brokers or dealers, including the use of an independent valuation firm. Designated members of CIM’s management team and the Company's board of directors review and approve the valuation determinations made with respect to these investments in a manner consistent with the Company’s valuation process. As a practical expedient, the Company uses net asset value, or NAV, as the fair value for its equity investments in CION SOF and BCP Great Lakes Fund LP. CION SOF and BCP Great Lakes Fund LP record their underlying investments at fair value on a quarterly basis in accordance with ASC 820. Revenue Recognition Securities transactions are accounted for on the trade date. The Company records interest and dividend income on an accrual basis beginning on the trade settlement date or the ex-dividend date, respectively, to the extent that the Company expects to collect such amounts. For investments in equity tranches of collateralized loan obligations, the Company records income based on the effective interest rate determined using the amortized cost and estimated cash flows, which is updated periodically. Loan origination fees, original issue discounts, or OID, and market discounts/premiums are recorded and such amounts are amortized as adjustments to interest income over the respective term of the loan using the effective interest rate method. Upon the prepayment of a loan or security, prepayment premiums, any unamortized loan origination fees, OID, or market discounts/premiums are recorded as interest income. The Company may have investments in its investment portfolio that contain a PIK interest provision. PIK interest is accrued as interest income if the portfolio company valuation indicates that such PIK interest is collectible and recorded as interest receivable up to the interest payment date. On the interest payment dates, the Company will capitalize the accrued interest receivable attributable to PIK as additional principal due from the borrower. Additional PIK securities typically have the same terms, including maturity dates and interest rates, as the original securities. In order to maintain RIC status, substantially all of this income must be paid out to shareholders in the form of distributions, even if the Company has not collected any cash. For additional information on investments that contain a PIK interest provision, see the consolidated schedules of investments as of December 31, 2020 and 2019. Loans and debt securities, including those that are individually identified as being impaired under Accounting Standards Codification 310, Receivables , or ASC 310, are generally placed on non-accrual status immediately if, in the opinion of management, principal or interest is not likely to be paid, or when principal or interest is past due 90 days or more. Interest accrued but not collected at the date a loan or security is placed on non-accrual status is reversed against interest income. Interest income is recognized on non-accrual loans or debt securities only to the extent received in cash. However, where there is doubt regarding the ultimate collectibility of principal, cash receipts, whether designated as principal or interest, are thereafter applied to reduce the carrying value of the loan or debt security. Loans or securities are restored to accrual status only when interest and principal payments are brought current and future payments are reasonably assured. Dividend income on preferred equity securities is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. 97 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The Company may receive fees for capital structuring services that are fixed based on contractual terms, are normally paid at the closing of the investments, are generally non-recurring and non-refundable and are recognized as revenue when earned upon closing of the investment. The services that CIM provides vary by investment, but generally include reviewing existing credit facilities, arranging bank financing, arranging equity financing, structuring financing from multiple lenders, structuring financing from multiple equity investors, restructuring existing loans, raising equity and debt capital, and providing general financial advice, which concludes upon closing of the investment. In certain instances where the Company is invited to participate as a co-lender in a transaction and does not provide significant services in connection with the investment, a portion of loan fees paid to the Company in such situations will be deferred and amortized over the estimated life of the loan as interest income. Other income includes amendment fees that are fixed based on contractual terms and are generally non-recurring and non-refundable and are recognized as revenue when earned upon closing of the transaction. Other income also includes fees for managerial assistance and other consulting services, loan guarantees, commitments, and other services rendered by the Company to its portfolio companies. Such fees are fixed based on contractual terms and are recognized as fee income when earned. Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation Gains or losses on the sale of investments are calculated by using the weighted-average method. The Company measures realized gains or losses by the difference between the net proceeds from the sale and the weighted-average amortized cost of the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering unamortized upfront fees. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. Capital Gains Incentive Fee Pursuant to the terms of the investment advisory agreement the Company entered into with CIM, the incentive fee on capital gains earned on liquidated investments of the Company’s investment portfolio during operations is determined and payable in arrears as of the end of each calendar year. Such fee equals 20% of the Company’s incentive fee capital gains (i.e., the Company’s realized capital gains on a cumulative basis from inception, calculated as of the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis), less the aggregate amount of any previously paid capital gains incentive fees. On a cumulative basis and to the extent that all realized capital losses and unrealized capital depreciation exceed realized capital gains as well as the aggregate realized net capital gains for which a fee has previously been paid, the Company would not be required to pay CIM a capital gains incentive fee. On a quarterly basis, the Company accrues for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end of such period. While the investment advisory agreement with CIM neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, pursuant to an interpretation of the American Institute for Certified Public Accountants, or AICPA, Technical Practice Aid for investment companies, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to CIM if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though CIM is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized. Net (Decrease) Increase in Net Assets per Share Net (decrease) increase in net assets per share is calculated based upon the daily weighted average number of shares of common stock outstanding during the reporting period. Distributions Distributions to shareholders are recorded as of the record date. The amount paid as a distribution is declared by the Company's co-chief executive officers and ratified by the board of directors on a quarterly basis. Net realized capital gains, if any, are distributed at least annually. Note 3. Share Transactions The Company’s initial continuous public offering commenced on July 2, 2012 and ended on December 31, 2015. The Company’s follow-on continuous public offering commenced on January 25, 2016 and ended on January 25, 2019. 98 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The following table summarizes transactions with respect to shares of the Company’s common stock during the years ended December 31, 2020, 2019 and 2018: Years Ended December 31, 2020 2019 2018 Shares Amount Shares Amount Shares Amount Gross shares/proceeds from the offering — $ — 696,264 $ 6,515 3,375,660 $ 32,232 Reinvestment of distributions 2,992,532 23,298 4,217,705 35,800 4,272,518 38,732 Total gross shares/proceeds 2,992,532 23,298 4,913,969 42,315 7,648,178 70,964 Sales commissions and dealer manager fees — — — (296) — (1,168) Net shares/proceeds 2,992,532 23,298 4,913,969 42,019 7,648,178 69,796 Share repurchase program (3,079,954) (23,300) (4,242,063) (35,799) (10,720,690) (97,043) Net shares/proceeds (for) from share transactions (87,422) $ (2) 671,906 $ 6,220 (3,072,512) $ (27,247) Since commencing its initial continuous public offering on July 2, 2012 and through December 31, 2020, the Company sold 113,293,723 shares of common stock for net proceeds of $1,155,285 at an average price per share of $10.20. The net proceeds include gross proceeds received from reinvested shareholder distributions of $221,962, for which the Company issued 25,106,532 shares of common stock, and gross proceeds paid for shares of common stock tendered for repurchase of $221,963, for which the Company repurchased 25,304,554 shares of common stock. During the period from January 1, 2021 to March 11, 2021, the Company received gross proceeds of $3,569 from reinvested shareholder distributions, for which the Company issued 461,727 shares of common stock. Since commencing its initial continuous public offering on July 2, 2012 and through March 11, 2021, the Company sold 113,753,484 shares of common stock for net proceeds of $1,158,842 at an average price per share of $10.19. The net proceeds include gross proceeds received from reinvested shareholder distributions of $225,531, for which the Company issued 25,568,259 shares of common stock, and gross proceeds paid for shares of common stock tendered for repurchase of $221,978, for which the Company repurchased 25,306,521 shares of common stock. In August 2020, the Company obtained approval from its shareholders authorizing the Company to issue shares of its common stock at prices below the then current NAV per share of the Company’s common stock in one or more offerings for a 12-month period. The Company has not issued any such shares as of the date of these notes to consolidated financial statements and does not currently intend to do so through August 2021 (the 12-month anniversary of such shareholder approval). In 2021, the Company intends to seek to obtain from its shareholders and they may approve a proposal that again authorizes the Company to issue shares of its common stock at prices below the then current NAV per share of the Company’s common stock in one or more offerings for a 12-month period. Share Repurchase Program The Company offers to repurchase shares on such terms as determined by the Company’s board of directors in its complete and absolute discretion unless, in the judgment of the independent directors of the Company’s board of directors, such repurchases would not be in the best interests of the Company’s shareholders or would violate applicable law. On March 19, 2020, the Company's board of directors, including the independent directors, temporarily suspended the Company's share repurchase program commencing with the second quarter of 2020 and included the third quarter of 2020. On November 13, 2020, the Company recommenced its share repurchase program for the fourth quarter of 2020. Share repurchases for future quarters will be evaluated by the board of directors based on circumstances and expectations existing at the time of consideration. The Company currently limits the number of shares to be repurchased during any calendar year to the number of shares it can repurchase with the proceeds it receives from the issuance of shares pursuant to its fifth amended and restated distribution reinvestment plan. At the discretion of the Company’s board of directors, it may also use cash on hand, cash available from borrowings and cash from liquidation of investments as of the end of the applicable period to repurchase shares. The Company currently offers to repurchase such shares at a price equal to the estimated net asset value per share on each date of repurchase. Any periodic repurchase offers are subject in part to the Company’s available cash and compliance with the BDC and RIC qualification and diversification rules promulgated under the 1940 Act and the Code, respectively. While the Company conducts quarterly tender offers as described above, it is not required to do so and may suspend or terminate the share repurchase program at any time, upon 30 days’ notice. 99 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The following table summarizes the share repurchases completed during the years ended December 31, 2019 and 2020: Three Months Ended Repurchase Date Shares Repurchased Percentage of Shares Tendered That Were Repurchased Repurchase Price Per Share Aggregate Consideration for Repurchased Shares 2019 March 31, 2019 March 27, 2019 1,078,856 30% $ 8.68 $ 9,361 June 30, 2019 June 26, 2019 1,038,641 15% 8.59 8,926 September 30, 2019 September 25, 2019 1,035,307 15% 8.27 8,562 December 31, 2019 December 26, 2019 1,089,259 17% 8.22 8,950 Total for the year ended December 31, 2019 4,242,063 $ 35,799 2020 March 31, 2020 March 30, 2020 1,076,229 13% $ 7.50 $ 8,071 June 30, 2020(1) N/A 1,765 N/A 7.50 14 September 30, 2020 N/A — N/A N/A — December 31, 2020 December 30, 2020 2,001,960 20% 7.60 15,215 Total for the year ended December 31, 2020 3,079,954 $ 23,300 (1) Represents an adjustment made during the three months ended June 30, 2020 to shares repurchased during the three months ended March 31, 2020. Note 4. Transactions with Related Parties For the years ended December 31, 2020, 2019 and 2018, fees and other expenses incurred by the Company related to CIM and its affiliates were as follows: Years Ended December 31, Entity Capacity Description 2020 2019 2018 CION Securities, LLC Dealer manager Dealer manager fees(1) $ — $ 121 $ 525 CIM Investment adviser Management fees(2) 31,828 36,466 35,013 CIM Investment adviser Incentive fees(2) 7,631 20,087 8,177 CIM Administrative services provider Administrative services expense(2) 2,465 2,650 2,243 ICON Capital, LLC Administrative services provider Administrative services expense(2) — — 461 Apollo Investment Administration, L.P. Administrative services provider Transaction costs(2) 56 146 — $ 41,980 $ 59,470 $ 46,419 (1) Amounts charged directly to equity. (2) Amounts charged directly to operations. On December 28, 2016, the Company entered into an amended and restated follow-on dealer manager agreement with CIM and CION Securities, LLC (formerly, ICON Securities, LLC), or CION Securities, in connection with the Company's follow-on continuous public offering, which ended on January 25, 2019. Under the amended and restated dealer manager agreement, the dealer manager fee was reduced from up to 3% to up to 2% of gross offering proceeds and selling commissions to the selling dealers were reduced from up to 7% to up to 3% of gross offering proceeds. Such costs were charged against capital in excess of par value when incurred. Since commencing its initial continuous public offering on July 2, 2012 through January 25, 2019, the Company paid or accrued sales commissions of $65,278 to the selling dealers and dealer manager fees of $32,628 to CION Securities. 100 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The Company has entered into an investment advisory agreement with CIM. On November 13, 2020, the board of directors of the Company, including a majority of the board of directors who are not interested persons, approved the renewal of the investment advisory agreement for a period of twelve months commencing December 17, 2020. Pursuant to the investment advisory agreement, CIM is paid an annual base management fee equal to 2.0% of the average value of the Company’s gross assets, less cash and cash equivalents, and an incentive fee based on the Company’s performance, as described below. The base management fee is payable quarterly in arrears and is calculated based on the two most recently completed calendar quarters. The incentive fee consists of two parts. The first part, which is referred to as the subordinated incentive fee on income, is calculated and payable quarterly in arrears based on “pre-incentive fee net investment income” for the immediately preceding quarter and is subject to a hurdle rate, measured quarterly and expressed as a rate of return on adjusted capital, as defined in the investment advisory agreement, equal to 1.875% per quarter, or an annualized rate of 7.5%. The Company receives 100% of pre-incentive fee net investment income once the hurdle rate is exceeded until the annualized rate of 9.375% is exceeded, at which point the Company receives 20% of all pre-incentive fee net investment income that exceeds the annualized rate of 9.375%. For the years ended December 31, 2020 and 2019, the Company recorded subordinated incentive fees on income of $7,631 and $20,087, respectively, which are payable to CIM. As of December 31, 2020 and 2019, the liabilities recorded for subordinated incentive fees were $4,323 and $5,612, respectively. The second part of the incentive fee, which is referred to as the capital gains incentive fee, is described in Note 2. The Company accrues the capital gains incentive fee based on net realized gains and net unrealized appreciation; however, under the terms of the investment advisory agreement, the fee payable to CIM is based on net realized gains and unrealized depreciation and no such fee is payable with respect to unrealized appreciation unless and until such appreciation is actually realized. For the years ended December 31, 2020, 2019 and 2018, the Company had no liability for and did not record any capital gains incentive fees. On April 1, 2018, the Company entered into an administration agreement with CIM pursuant to which CIM furnishes the Company with administrative services including accounting, investor relations and other administrative services necessary to conduct its day-to-day operations. CIM is reimbursed for administrative expenses it incurs on the Company’s behalf in performing its obligations, provided that such reimbursement is for the lower of CIM’s actual costs or the amount that the Company would have been required to pay for comparable administrative services in the same geographic location. Such costs are reasonably allocated to the Company on the basis of assets, revenues, time records or other reasonable methods. The Company does not reimburse CIM for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a person with a controlling interest in CIM. On November 13, 2020, the board of directors of the Company, including a majority of the board of directors who are not interested persons, approved the renewal of the administration agreement with CIM for a period of twelve months commencing December 17, 2020. This administration agreement with CIM replaced the prior administration agreement with CIM's affiliate, ICON Capital, LLC, or ICON Capital, in which ICON Capital provided the same administrative services to the Company under the same terms and conditions. On January 1, 2019, the Company entered into a servicing agreement with CIM’s affiliate, Apollo Investment Administration, L.P., or AIA, pursuant to which AIA furnishes the Company with administrative services including, but not limited to, loan and high yield trading services, trade and settlement support, and monthly valuation reports and support for all broker quoted investments. AIA is reimbursed for administrative expenses it incurs on the Company’s behalf in performing its obligations, provided that such reimbursement is reasonable, and costs and expenses incurred are documented. The servicing agreement may be terminated at any time, without the payment of any penalty, by either party, upon 60 days' written notice to the other party. On January 30, 2013, the Company entered into the expense support and conditional reimbursement agreement with CIG, whereby CIG agreed to provide expense support to the Company in an amount that is sufficient to: (1) ensure that no portion of the Company’s distributions to shareholders will be paid from its offering proceeds or borrowings, and/or (2) reduce the Company’s operating expenses until it has achieved economies of scale sufficient to ensure that it bears a reasonable level of expense in relation to its investment income. On December 16, 2015, the Company further amended and restated the expense support and conditional reimbursement agreement for purposes of including AIM as a party to the agreement. On January 2, 2018, the Company entered into an expense support and conditional reimbursement agreement with CIM for purposes of, among other things, replacing CIG and AIM with CIM as the expense support provider pursuant to the terms of the expense support and conditional reimbursement agreement. On December 9, 2020, the Company and CIM amended the expense support and conditional reimbursement agreement to extend the termination date of such agreement from December 31, 2020 to December 31, 2021. Pursuant to the expense support and conditional reimbursement agreement, the Company will have a conditional obligation to reimburse CIM for any amounts funded by CIM under such agreement (i) if expense support amounts funded by CIM exceed operating expenses incurred during any fiscal quarter, (ii) if the sum of the Company’s net investment income for tax purposes, net capital gains and the amount of any dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent not included in net investment income or net capital gains for tax purposes) exceeds the distributions paid by the Company to shareholders, and (iii) during any fiscal quarter occurring within three years of the date on which CIM funded such amount. The obligation to reimburse CIM for any expense support provided by CIM under such agreement is further conditioned by the following: (i) in the period in which reimbursement is sought, the ratio of operating expenses to average net assets, when considering the reimbursement, cannot exceed the ratio of operating expenses to average net assets, as defined, for the period when the expense support was provided; (ii) in the period when reimbursement is sought, the annualized distribution rate cannot fall below the annualized distribution rate for the period when the expense support was provided; and (iii) the expense support can only be reimbursed within three years from the date the expense support was provided. 101 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Expense support, if any, will be determined as appropriate to meet the objectives of the expense support and conditional reimbursement agreement. For the years ended December 31, 2020, 2019 and 2018, the Company did not receive any expense support from CIM. See Note 5 for additional information on the sources of the Company’s distributions. The Company did not record any obligation to repay expense support from CIM during the years ended December 31, 2020, 2019 or 2018. The Company may or may not be requested to reimburse any expense support provided in the future. The Company or CIM may terminate the expense support and conditional reimbursement agreement at any time. CIM has indicated that it expects to continue such expense support to ensure that the Company bears a reasonable level of expenses in relation to its income. If the Company terminates the investment advisory agreement with CIM, the Company may be required to repay all unreimbursed expense support funded by CIM within three years of the date of termination. There will be no acceleration or increase of such repayment obligation at termination of the investment advisory agreement with CIM. The specific amount of expense support provided by CIM, if any, will be determined at the end of each quarter. There can be no assurance that the expense support and conditional reimbursement agreement will remain in effect or that CIM will support any portion of the Company’s expenses in future quarters. As of December 31, 2020 and 2019, the total liability payable to CIM and its affiliates was $13,275 and $15,771, respectively, which primarily related to fees earned by CIM during the three months ended December 31, 2020 and 2019, respectively. In the event that CIM undertakes to provide investment advisory services to other clients in the future, it will strive to allocate investment opportunities in a fair and equitable manner consistent with the Company’s investment objective and strategies so that the Company will not be disadvantaged in relation to any other client of the investment adviser or its senior management team. However, it is currently possible that some investment opportunities will be provided to other clients of CIM rather than to the Company. Indemnifications The investment advisory agreement, the administration agreement and the dealer manager agreement each provide certain indemnifications from the Company to the other relevant parties to such agreements. The Company’s maximum exposure under these agreements is unknown. However, the Company has not experienced claims or losses pursuant to these agreements and believes the risk of loss related to such indemnifications to be remote. Note 5. Distributions From February 1, 2014 through July 17, 2017, the Company’s board of directors authorized and declared on a monthly basis a weekly distribution amount per share of common stock. On July 18, 2017, the Company's board of directors authorized and declared on a quarterly basis a weekly distribution amount per share of common stock. Effective September 28, 2017, the Company's board of directors delegated to management the authority to determine the amount, record dates, payment dates and other terms of distributions to shareholders, which will be ratified by the board of directors, each on a quarterly basis. Beginning on March 19, 2020, management changed the timing of declaring distributions from quarterly to monthly and temporarily suspended the payment of distributions to shareholders commencing with the month ended April 30, 2020, whether in cash or pursuant to the Company's distribution reinvestment plan, as amended and restated. On July 15, 2020, the board of directors determined to recommence the payment of distributions to shareholders in August 2020. Distributions in respect of future months will be evaluated by management and the board of directors based on circumstances and expectations existing at the time of consideration. Declared distributions are paid monthly. The Company’s board of directors declared or ratified distributions for 19, 53 and 52 record dates during the years ended December 31, 2020, 2019 and 2018, respectively. 102 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The following table presents cash distributions per share that were declared during the years ended December 31, 2020, 2019 and 2018: Distributions Three Months Ended Per Share Amount 2018 March 31, 2018 (thirteen record dates) $ 0.1829 $ 21,002 June 30, 2018 (thirteen record dates) 0.1829 21,004 September 30, 2018 (thirteen record dates) 0.1829 20,776 December 31, 2018 (thirteen record dates) 0.1829 20,701 Total distributions for the year ended December 31, 2018 $ 0.7316 $ 83,483 2019 March 31, 2019 (thirteen record dates) $ 0.1829 $ 20,772 June 30, 2019 (thirteen record dates) 0.1829 20,801 September 30, 2019 (thirteen record dates) 0.1829 20,798 December 31, 2019 (fourteen record dates) 0.1969 22,401 Total distributions for the year ended December 31, 2019 $ 0.7456 $ 84,772 2020 March 31, 2020 (thirteen record dates) $ 0.1829 $ 20,793 June 30, 2020 (no record dates) — — September 30, 2020 (two record dates) 0.0883 10,011 December 31, 2020 (four record dates) 0.2842 32,479 Total distributions for the year ended December 31, 2020 $ 0.5554 $ 63,283 On December 17, 2020, the Company's co-chief executive officers declared special cash distributions of $0.15180 per share for the year ended December 31, 2020. The one-time special distributions were in addition to the Company's regular monthly cash distributions that were paid on December 29, 2020. The special distributions were paid on December 22, 2020 to shareholders of record as of December 21, 2020. Shareholders who previously elected to receive distributions in additional shares of Company common stock pursuant to the Company's distribution reinvestment plan were issued additional shares for the special distributions on December 22, 2020. On December 17, 2020, the Company's co-chief executive officers also declared regular monthly cash distributions of $0.04413 per share for January 2021. The distributions were paid on January 27, 2021 to shareholders of record as of January 26, 2021. Shareholders who previously elected to receive distributions in additional shares of Company common stock pursuant to the Company's distribution reinvestment plan were issued additional shares for the January 2021 distributions on January 27, 2021. On January 15, 2021, the Company ’s co-chief executive officers declared regular monthly cash distributions of $0.04413 per share for February 2021. The distributions were paid on February 24, 2021 to shareholders of record as of February 23, 2021. Shareholders who previously elected to receive distributions in additional shares of Company common stock pursuant to the Company ’s distribution reinvestment plan were issued additional shares for the February 2021 distributions on February 24, 2021. On February 16, 2021, the Company ’s co-chief executive officers declared regular monthly cash distributions of $0.04413 per share for March 2021. The distributions will be paid on March 24, 2021 to shareholders of record as of March 23, 2021. Shareholders who previously elected to receive distributions in additional shares of Company common stock pursuant to the Company ’s distribution reinvestment plan will be issued additional shares for the March 2021 distributions on March 24, 2021. The Company has adopted an “opt in” distribution reinvestment plan for shareholders. As a result, if the Company makes a distribution, shareholders will receive distributions in cash unless they specifically “opt in” to the fifth amended and restated distribution reinvestment plan so as to have their cash distributions reinvested in additional shares of the Company’s common stock. On December 8, 2016, the Company amended and restated its distribution reinvestment plan pursuant to the fifth amended and restated distribution reinvestment plan, or the Fifth Amended DRIP. The Fifth Amended DRIP became effective as of, and first applied to the reinvestment of cash distributions paid on, February 1, 2017. Under the Fifth Amended DRIP, cash distributions to participating shareholders will be reinvested in additional shares of common stock at a purchase price equal to the estimated net asset value per share of common stock as of the date of issuance. 103 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The Company may fund its cash distributions to shareholders from any sources of funds available to the Company, including borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and expense support from CIM, which is subject to repayment by the Company within three years. The Company has not established limits on the amount of funds it may use from available sources to make distributions. For the years ended December 31, 2020, 2019 and 2018, none of the Company's distributions resulted from expense support from CIM. The purpose of this arrangement is to avoid such distributions being characterized as a return of capital. Shareholders should understand that any such distributions are not based on the Company’s investment performance, and can only be sustained if the Company achieves positive investment performance in future periods and/or CIM provides such expense support. Shareholders should also understand that the Company’s future repayments of expense support will reduce the distributions that they would otherwise receive. There can be no assurance that the Company will achieve such performance in order to sustain these distributions, or be able to pay distributions at all. CIM has no obligation to provide expense support to the Company in future periods. The following table reflects the sources of cash distributions on a GAAP basis that the Company has declared on its shares of common stock during the years ended December 31, 2020, 2019 and 2018: Years Ended December 31, 2020 2019 2018 Source of Distribution Per Share Amount Percentage Per Share Amount Percentage Per Share Amount Percentage Net investment income $ 0.5554 $ 63,283 100.0 % $ 0.7456 $ 84,772 100.0 % $ 0.7316 $ 83,483 100.0 % Total distributions $ 0.5554 $ 63,283 100.0 % $ 0.7456 $ 84,772 100.0 % $ 0.7316 $ 83,483 100.0 % Note 6. Investments The composition of the Company’s investment portfolio as of December 31, 2020 and 2019 at amortized cost and fair value was as follows: December 31, 2020 December 31, 2019 Cost(1) Fair Value Percentage of Investment Portfolio Cost(1) Fair Value Percentage of Investment Portfolio Senior secured first lien debt $ 1,266,564 $ 1,223,268 81.8 % $ 1,388,942 $ 1,351,767 77.9 % Senior secured second lien debt 171,480 151,506 10.1 % 264,280 248,253 14.3 % Collateralized securities and structured products - debt — — — 7,212 7,212 0.4 % Collateralized securities and structured products - equity 15,305 12,131 0.8 % 16,476 14,182 0.8 % Unsecured debt 5,668 5,464 0.4 % 4,901 4,900 0.3 % Equity 118,638 103,405 6.9 % 115,738 109,231 6.3 % Subtotal/total percentage 1,577,655 1,495,774 100.0 % 1,797,549 1,735,545 100.0 % Short term investments(2) 73,597 73,597 29,527 29,527 Total investments $ 1,651,252 $ 1,569,371 $ 1,827,076 $ 1,765,072 (1) Cost represents the original cost adjusted for the amortization of premiums and/or accretion of discounts, as applicable, for debt investments and cost for equity investments. (2) Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less. 104 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The following tables show the composition of the Company’s investment portfolio by industry classification and geographic dispersion, and the percentage, by fair value, of the total investment portfolio assets in such industries and geographies as of December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Industry Classification Investments at Fair Value Percentage of Investment Portfolio Investments at Fair Value Percentage of Investment Portfolio Healthcare & Pharmaceuticals $ 298,944 19.9 % $ 294,947 17.0 % Services: Business 211,572 14.0 % 191,126 11.0 % Chemicals, Plastics & Rubber 141,654 9.5 % 102,906 5.9 % Media: Advertising, Printing & Publishing 110,083 7.4 % 120,810 7.0 % Media: Diversified & Production 108,078 7.2 % 206,159 11.9 % Services: Consumer 85,254 5.7 % 94,058 5.4 % Beverage, Food & Tobacco 69,975 4.7 % 68,440 3.9 % Capital Equipment 65,752 4.4 % 73,586 4.2 % High Tech Industries 55,619 3.7 % 60,197 3.5 % Telecommunications 46,638 3.1 % 61,577 3.6 % Banking, Finance, Insurance & Real Estate 41,211 2.8 % 62,738 3.6 % Diversified Financials 37,214 2.5 % 66,897 3.9 % Aerospace & Defense 35,751 2.4 % 30,378 1.8 % Construction & Building 34,653 2.3 % 37,096 2.1 % Retail 29,312 2.0 % 53,599 3.1 % Energy: Oil & Gas 28,136 1.9 % 48,742 2.8 % Hotel, Gaming & Leisure 21,920 1.5 % 25,081 1.4 % Forest Products & Paper 21,686 1.4 % 24,217 1.4 % Transportation: Cargo 19,001 1.3 % 27,291 1.6 % Consumer Goods: Non-Durable 15,757 1.1 % 33,609 1.9 % Metals & Mining 10,147 0.7 % 10,373 0.6 % Consumer Goods: Durable 7,417 0.5 % 31,705 1.8 % Automotive — — 10,013 0.6 % Subtotal/total percentage 1,495,774 100.0 % 1,735,545 100.0 % Short term investments 73,597 29,527 Total investments $ 1,569,371 $ 1,765,072 December 31, 2020 December 31, 2019 Geographic Dispersion(1) Investments at Fair Value Percentage of Investment Portfolio Investments at Fair Value Percentage of Investment Portfolio United States $ 1,446,950 96.8 % $ 1,656,031 95.4 % Canada 14,775 1.0 % 27,648 1.7 % Cayman Islands 12,131 0.8 % 14,182 0.8 % Luxembourg 10,034 0.7 % 10,693 0.6 % Netherlands 7,651 0.5 % 8,314 0.5 % Cyprus 3,557 0.2 % 4,155 0.2 % Bermuda 676 — 528 — Germany — — 7,212 0.4 % Marshall Islands — — 6,782 0.4 % Subtotal/total percentage 1,495,774 100.0 % 1,735,545 100.0 % Short term investments 73,597 29,527 Total investments $ 1,569,371 $ 1,765,072 (1) The geographic dispersion is determined by the portfolio company's country of domicile. 105 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) As of December 31, 2020 and 2019, investments on non-accrual status represented 0.5% and 0.4%, respectively, of the Company's investment portfolio on a fair value basis. The Company’s investment portfolio may contain senior secured investments that are in the form of lines of credit, delayed draw term loans, revolving credit facilities, or unfunded commitments, which may require the Company to provide funding when requested in accordance with the terms of the underlying agreements. As of December 31, 2020 and 2019, the Company’s unfunded commitments amounted to $43,130 and $83,694, respectively. As of March 11, 2021, the Company’s unfunded commitments amounted to $41,235. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company. Refer to Note 11 for further details on the Company’s unfunded commitments. Note 7. CION SOF CION SOF was organized on May 21, 2019 as a Delaware limited liability company, and commenced operations on October 2, 2019 when the Company and BCP Special Opportunities Fund I, LP, or BCP, entered into the limited liability company agreement of CION SOF for purposes of establishing the manner in which the parties would invest in and co-manage CION SOF. CION SOF invested primarily in senior secured loans of U.S. middle-market companies. The Company and BCP contributed a portfolio of loans to CION SOF representing membership equity of $31,289 and $4,470, respectively, in exchange for 87.5% and 12.5% of the membership interests of CION SOF, respectively. The Company and BCP are not required to make any additional capital contributions to CION SOF. The Company’s equity investment in CION SOF is not redeemable. All portfolio and other material decisions regarding CION SOF must be submitted to its board of managers, which is comprised of four members, two of whom were selected by the Company and the other two were selected by BCP. Further, all portfolio and other material decisions require the affirmative vote of at least one board member from the Company and one board member from BCP. The Company also serves as administrative agent to CION SOF to provide loan servicing functions and other administrative services. In certain cases, these loan servicing functions and other administrative services may be performed by CIM. On October 2, 2019, CION SOF entered into a senior secured credit facility with MS, or the SOF Credit Facility, for borrowings of up to a maximum amount of $75,000. Advances under the SOF Credit Facility were available through October 2, 2022 and bore interest at a floating rate equal to the three-month LIBOR, plus a spread of (i) 3.0% per year through October 1, 2022 and (i) 3.5% per year thereafter through October 2, 2024. CION SOF's obligations to MS under the SOF Credit Facility were secured by a first priority security interest in all of the assets of CION SOF. The obligations of CION SOF under the SOF Credit Facility were non-recourse to the Company. On October 2, 2019, CION SOF drew down $64,702 of borrowings under the SOF Credit Facility. On December 14, 2020, CION SOF repaid to MS all amounts outstanding under the SOF Credit Facility. For the years ended December 31, 2020 and 2019, the Company recorded dividend income from its equity interest in CION SOF of $3,518 and $1,076, respectively. In accordance with ASU 2015-02, Consolidation , the Company has determined that CION SOF is a variable interest entity, or VIE. However, the Company is not the primary beneficiary and therefore does not consolidate CION SOF. The Company's maximum exposure to losses from CION SOF is limited to its equity contribution to CION SOF. The following table sets forth the individual investments in CION SOF's portfolio as of December 31, 2020: Portfolio Company Index Rate(a) Industry Principal/ Par Amount/ Units Cost(b) Fair Value Senior Secured First Lien Debt Alert 360 Opco, Inc., L+600, 1.00% LIBOR Floor, 10/16/2025 1 Month LIBOR Services: Consumer $ 2,501 $ 2,501 $ 2,501 Total Senior Secured First Lien Debt 2,501 2,501 Equity Alert 360 Topco, Inc., Common Stock Services: Consumer 119,445 Units 741 741 Total Equity 741 741 Short Term Investments(c) First American Treasury Obligations Fund, Class Z Shares, 0.03%(d) 10,591 10,591 Total Short Term Investments 10,591 10,591 TOTAL INVESTMENTS $ 13,833 $ 13,833 a. The 1 month LIBOR rate was 0.14% as of December 31, 2020. The actual LIBOR rate for the loan listed may not be the applicable LIBOR rate as of December 31, 2020, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2020. b. Represents amortized cost for debt securities and cost for equity investments. 106 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) c. Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less. d. 7-day effective yield as of December 31, 2020. The following table sets forth the individual investments in CION SOF's portfolio as of December 31, 2019: Portfolio Company Index Rate(a) Industry Principal/ Par Amount Amortized Cost Fair Value Senior Secured First Lien Debt Allen Media, LLC, L+650, 1.00% LIBOR Floor, 8/30/2023 3 Month LIBOR Media: Diversified & Production $ 5,920 $ 5,738 $ 5,979 Analogic Corp., L+600, 1.00% LIBOR Floor, 6/21/2024 1 Month LIBOR Healthcare & Pharmaceuticals 4,923 4,876 4,874 Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024 3 Month LIBOR Media: Diversified & Production 3,978 3,939 3,938 Cadence Aerospace, LLC, L+650, 1.00% LIBOR Floor, 11/14/2023 3 Month LIBOR Aerospace & Defense 4,987 4,892 4,937 Central Security Group, Inc., L+563, 1.00% LIBOR Floor, 10/6/2021 1 Month LIBOR Services: Consumer 4,987 4,876 4,339 CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021 1 Month LIBOR Hotel, Gaming & Leisure 5,985 5,877 5,865 Extreme Reach, Inc., L+750, 0.00% LIBOR Floor, 3/29/2024 1 Month LIBOR Media: Diversified & Production 4,909 4,839 4,885 Genesis Healthcare, Inc., L+600, 0.50% LIBOR Floor, 3/6/2023 1 Month LIBOR Healthcare & Pharmaceuticals 5,000 4,905 4,913 Jab Wireless, Inc., L+800, 0.00% LIBOR Floor, 5/2/2023 1 Month LIBOR Telecommunications 6,000 6,000 6,000 LAV Gear Holdings, Inc., L+550, 1.00% LIBOR Floor, 10/31/2024 3 Month LIBOR Services: Business 4,987 4,891 4,900 Manna Pro Products, LLC, L+600, 0.00% LIBOR Floor, 12/8/2023 1 Month LIBOR Retail 5,985 5,927 5,925 NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022 1 Month LIBOR Media: Advertising, Printing & Publishing 4,933 4,886 4,883 PH Beauty Holdings III. Inc., L+500, 0.00% LIBOR Floor, 9/28/2025 1 Month LIBOR Consumer Goods: Non-Durable 4,987 4,722 4,788 Polymer Process Holdings, Inc., L+600, 0.00% LIBOR Floor, 5/1/2026 1 Month LIBOR Chemicals, Plastics & Rubber 4,987 4,914 4,913 Woodstream Corp., L+600, 1.00% LIBOR Floor, 5/29/2022 1 Month LIBOR Consumer Goods: Non-Durable 5,000 4,976 5,000 Total Senior Secured First Lien Debt 76,258 76,139 Senior Secured Second Lien Debt 1A Smart Start LLC, L+825, 1.00% LIBOR Floor, 8/21/2022 1 Month LIBOR High Tech Industries 4,000 3,907 3,940 ABG Intermediate Holdings 2 LLC, L+775, 1.00% LIBOR Floor, 9/29/2025 1 Month LIBOR Retail 3,000 3,005 3,000 PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023 3 Month LIBOR Chemicals, Plastics & Rubber 5,000 4,928 4,800 STG-Fairway Acquisitions, Inc., L+925, 1.00% LIBOR Floor, 6/30/2023 1 Month LIBOR Services: Business 5,000 4,809 5,000 Total Senior Secured Second Lien Debt 16,649 16,740 Short Term Investments(b) First American Treasury Obligations Fund, Class Z Shares, 1.49%(c) 2,757 2,757 Total Short Term Investments 2,757 2,757 TOTAL INVESTMENTS $ 95,664 $ 95,636 a. The 1 and 3 month LIBOR rates were 1.76% and 1.91%, respectively, as of December 31, 2019. The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2019, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2019. b. Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less. c. 7-day effective yield as of December 31, 2019. The following table includes selected balance sheet information for CION SOF as of December 31, 2020 and 2019: Selected Balance Sheet Information: December 31, 2020 December 31, 2019 Investments, at fair value (amortized cost of $13,833 and $95,664, respectively) $ 13,833 $ 95,636 Cash and other assets 41 363 Receivable for investments sold and repaid — 80 Interest receivable on investments 454 727 Total assets $ 14,328 $ 96,806 Credit facility (net of unamortized debt issuance costs of $0 and $1,123, respectively) $ — $ 59,579 Other liabilities 75 1,495 Total liabilities 75 61,074 Members' capital 14,253 35,732 Total liabilities and members' capital $ 14,328 $ 96,806 107 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The following table includes selected statement of operations information for CION SOF for the year ended December 31, 2020 and the period from October 2, 2019 (Commencement of Operations) through December 31, 2019: Selected Statement of Operations Information: Year Ended December 31, 2020 Period from October 2, 2019 (Commencement of Operations) through December 31, 2019 Total revenues $ 7,874 $ 2,326 Total expenses 3,934 1,095 Net realized loss on investments (3,427) — Net change in unrealized appreciation (depreciation) on investments 28 (28) Net increase in net assets $ 541 $ 1,203 Note 8. Financing Arrangements The following table presents summary information with respect to the Company’s outstanding financing arrangements as of December 31, 2020: Financing Arrangement Type of Financing Arrangement Rate Amount Outstanding Amount Available Maturity Date JPM Credit Facility Term Loan Credit Facility L+3.25% $ 625,000 $ 75,000 May 15, 2023 UBS Facility Repurchase Agreement L+3.375% 100,000 50,000 November 19, 2023 $ 725,000 $ 125,000 JPM Credit Facility On August 26, 2016, 34th Street entered into a senior secured credit facility with JPM. The senior secured credit facility with JPM, or the JPM Credit Facility, provided for borrowings in an aggregate principal amount of $150,000, of which $25,000 may be funded as a revolving credit facility, each subject to conditions described in the JPM Credit Facility. On August 26, 2016, 34th Street drew down $57,000 of borrowings under the JPM Credit Facility. On August 21, 2018, 34th Street drew down $25,577 of additional borrowings under the Amended JPM Credit Facility (as defined below). On September 30, 2016, July 11, 2017, November 28, 2017 and May 23, 2018, 34th Street amended and restated the JPM Credit Facility, or the Amended JPM Credit Facility, with JPM. Under the Amended JPM Credit Facility entered into on September 30, 2016, the aggregate principal amount available for borrowings was increased from $150,000 to $225,000, of which $25,000 may be funded as a revolving credit facility, subject to conditions described in the Amended JPM Credit Facility. On September 30, 2016, 34th Street drew down $167,423 of additional borrowings under the Amended JPM Credit Facility, a portion of which was used to purchase the portfolio of loans from Credit Suisse Park View BDC, Inc. Under the Amended JPM Credit Facility entered into on July 11, 2017 and November 28, 2017, certain immaterial administrative amendments were made as a result of the termination of AIM as the Company's investment sub-adviser as discussed in Note 1. Under the Amended JPM Credit Facility entered into on May 23, 2018, (i) the aggregate principal amount available for borrowings was increased from $225,000 to $275,000, of which $25,000 may be funded as a revolving credit facility, subject to conditions described in the Amended JPM Credit Facility, (ii) the reinvestment period was extended until August 24, 2020 and (iii) the maturity date was extended to August 24, 2021. On May 15, 2020, 34th Street amended and restated the Amended JPM Credit Facility, or the Second Amended JPM Credit Facility, with JPM in order to fully repay all amounts outstanding under the Citibank Credit Facility and the MS Credit Facility and repay $100,000 of advances outstanding under the UBS Facility (as described below). Under the Second Amended JPM Credit Facility, the aggregate principal amount available for borrowings was increased from $275,000 to $700,000, of which $75,000 may be funded as a revolving credit facility, subject to conditions described in the Second Amended JPM Credit Facility, during the reinvestment period. Under the Second Amended JPM Credit Facility, the reinvestment period was extended until May 15, 2022 and the maturity date was extended to May 15, 2023. Advances under the Second Amended JPM Credit Facility bear interest at a floating rate equal to the three-month LIBOR, plus a spread of 3.25% per year. On May 15, 2020 and May 19, 2020, 34th Street drew down $358,878 and $100,000 of borrowings under the Second Amended JPM Credit Facility, respectively. On May 15, 2020, May 22, 2020, June 12, 2020, June 19, 2020, June 29, 2020, July 6, 2020 and August 14, 2020, 34th Street repaid $13,843, $15,000, $5,000, $18,000, $11,000, $13,500 and $7,535 of borrowings under the Second Amended JPM Credit Facility, respectively. 108 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) On February 26, 2021, 34 th Street amended and restated the Second Amended JPM Credit Facility, or the Third Amended JPM Credit Facility, with JPM. Under the Third Amended JPM Credit Facility, the aggregate principal amount available for borrowings was reduced from $700,000 to $575,000, subject to conditions described in the Third Amended JPM Credit Facility. In addition, under the Third Amended JPM Credit Facility, the reinvestment period was extended from May 15, 2022 to May 15, 2023 and the maturity date was extended from May 15, 2023 to May 15, 2024. Advances under the Third Amended JPM Credit Facility bear interest at a floating rate equal to the three-month LIBOR, plus a spread of 3.10% per year, which was reduced from a spread of 3.25% per year. 34 th Street incurred certain customary costs and expenses in connection with the Third Amended JPM Credit Facility. No other material terms of the Second JPM Credit Facility were revised in connection with the Third Amended JPM Credit Facility. Interest is payable quarterly in arrears. 34th Street may prepay advances pursuant to the terms and conditions of the Third Amended JPM Credit Facility, subject to a 1% premium in certain circumstances. In addition, 34th Street will be subject to a non-usage fee of 1.0% per year on the amount, if any, of the aggregate principal amount available under the Third Amended JPM Credit Facility that has not been borrowed during the period from August 23, 2018, and ending on, but excluding, May 15, 2023, which was extended from May 15, 2022. The non-usage fees, if any, are payable quarterly in arrears. As of December 31, 2020 and 2019, the principal amount outstanding on the Second Amended JPM Credit Facility and the Amended JPM Credit Facility, respectively, was $625,000 and $250,000, respectively. The Company contributed loans and other corporate debt securities to 34th Street in exchange for 100% of the membership interests of 34th Street, and may contribute additional loans and other corporate debt securities to 34th Street in the future. 34th Street’s obligations to JPM under the Third Amended JPM Credit Facility are secured by a first priority security interest in all of the assets of 34th Street. The obligations of 34th Street under the Third Amended JPM Credit Facility are non-recourse to the Company, and the Company’s exposure under the Third Amended JPM Credit Facility is limited to the value of the Company’s investment in 34th Street. In connection with the Third Amended JPM Credit Facility, 34th Street has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. As of and for the year ended December 31, 2020, 34th Street was in compliance with all covenants and reporting requirements. Through December 31, 2020, the Company incurred debt issuance costs of $9,677 in connection with obtaining and amending the JPM Credit Facility, which were recorded as a direct reduction to the outstanding balance of the Second Amended JPM Credit Facility, which is included in the Company’s consolidated balance sheet as of December 31, 2020 and will amortize to interest expense over the term of the Second Amended JPM Credit Facility. At December 31, 2020, the unamortized portion of the debt issuance costs was $5,044 . For the years ended December 31, 2020 and 2019, the components of interest expense, average borrowings, and weighted average interest rate for the Second Amended JPM Credit Facility and the Amended JPM Credit Facility, as applicable, were as follows: Year Ended December 31, 2020 Year Ended December 31, 2019 Stated interest expense $ 19,069 $ 13,769 Non-usage fee 509 253 Amortization of deferred financing costs 1,582 764 Total interest expense $ 21,160 $ 14,786 Weighted average interest rate(1) 3.90 % 5.53 % Average borrowings $ 493,122 $ 250,000 (1) Includes the stated interest expense and non-usage fee, if any, on the unused portion of the Second Amended JPM Credit Facility and is annualized for periods covering less than one year. UBS Facility On May 19, 2017, the Company, through two newly-formed, wholly-owned, special-purpose financing subsidiaries, entered into a financing arrangement with UBS pursuant to which up to $125,000 was made available to the Company. 109 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Pursuant to the financing arrangement, assets in the Company's portfolio may be contributed from time to time to Murray Hill Funding II through Murray Hill Funding, LLC, or Murray Hill Funding, each a newly-formed, wholly-owned, special-purpose financing subsidiary of the Company. On May 19, 2017, the Company contributed assets to Murray Hill Funding II. The assets held by Murray Hill Funding II secure the obligations of Murray Hill Funding II under Class A-1 Notes, or the Notes, issued by Murray Hill Funding II. Pursuant to an Indenture, dated May 19, 2017, between Murray Hill Funding II and U.S. Bank National Association, or U.S. Bank, as trustee, or the Indenture, the aggregate principal amount of Notes that may be issued by Murray Hill Funding II from time to time was $192,308. Murray Hill Funding purchased the Notes issued by Murray Hill Funding II at a purchase price equal to their par value. Murray Hill Funding makes capital contributions to Murray Hill Funding II to, among other things, maintain the value of the portfolio of assets held by Murray Hill Funding II. Principal on the Notes will be due and payable on the stated maturity date of May 19, 2027. Pursuant to the Indenture, Murray Hill Funding II has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar transactions. The Indenture contains events of default customary for similar transactions, including, without limitation: (a) the failure to make principal payments on the Notes at their stated maturity or any earlier redemption date or to make interest payments on the Notes and such failure is not cured within three business days; (b) the failure to disburse amounts in accordance with the priority of payments and such failure is not cured within three business days; and (c) the occurrence of certain bankruptcy and insolvency events with respect to Murray Hill Funding II or Murray Hill Funding. Murray Hill Funding, in turn, entered into a repurchase transaction with UBS, pursuant to the terms of a Global Master Repurchase Agreement and the related Annex and Master Confirmation thereto, each dated May 19, 2017, or collectively, the UBS Facility. Pursuant to the UBS Facility, on May 19, 2017 and June 19, 2017, UBS purchased Notes held by Murray Hill Funding for an aggregate purchase price equal to 65% of the principal amount of Notes purchased. Subject to certain conditions, the maximum principal amount of Notes that may be purchased under the UBS Facility was $192,308. Accordingly, the aggregate maximum amount payable to Murray Hill Funding under the UBS Facility would not exceed $125,000. Murray Hill Funding was required to repurchase the Notes sold to UBS under the UBS Facility by no later than May 19, 2020. The repurchase price paid by Murray Hill Funding to UBS will be equal to the purchase price paid by UBS for the repurchased Notes (giving effect to any reductions resulting from voluntary partial prepayment(s)). The financing fee under the UBS Facility was equal to the three-month LIBOR plus a spread of up to 3.50% per year for the relevant period. On December 1, 2017, Murray Hill Funding II amended and restated the Indenture, or the Amended Indenture, pursuant to which the aggregate principal amount of Notes that may be issued by Murray Hill Funding II was increased from $192,308 to $266,667. Murray Hill Funding will purchase the Notes to be issued by Murray Hill Funding II from time to time. On December 1, 2017, Murray Hill Funding entered into a First Amended and Restated Master Confirmation to the Global Master Repurchase Agreement, or the Amended Master Confirmation, which sets forth the terms of the repurchase transaction between Murray Hill Funding and UBS under the UBS Facility. As part of the Amended Master Confirmation, on December 15, 2017 and April 2, 2018, UBS purchased the increased aggregate principal amount of Notes held by Murray Hill Funding for an aggregate purchase price equal to 75% of the principal amount of Notes issued. As a result of the Amended Master Confirmation, the aggregate maximum amount payable to Murray Hill Funding and made available to the Company under the UBS Facility was increased from $125,000 to $200,000. No other material terms of the UBS Facility were revised in connection with the amended UBS Facility, or the Amended UBS Facility. On May 19, 2020, Murray Hill Funding entered into a Second Amended and Restated Master Confirmation to the Global Master Repurchase Agreement, or the Second Amended Master Confirmation, which extended the date that Murray Hill Funding will be required to repurchase the Notes sold to UBS under the Amended UBS Facility from May 19, 2020 to November 19, 2020, and increased the spread on the financing fee from 3.50% to 3.90% per year. On May 19, 2020, Murray Hill Funding also repurchased Notes in the aggregate principal amount of $133,333 from UBS for an aggregate repurchase price of $100,000, which was then repaid by Murray Hill Funding II. The repurchase of the Notes on May 19, 2020 resulted in a repayment of one-half of the outstanding amount of borrowings under the Amended UBS Facility as of May 19, 2020. As of December 31, 2020, Notes remained outstanding in the aggregate principal amount of $133,333, which was purchased by Murray Hill Funding from Murray Hill Funding II and subsequently sold to UBS under the Amended UBS Facility for aggregate proceeds of $100,000. On November 12, 2020, Murray Hill Funding entered into a Third Amended and Restated Master Confirmation to the Global Master Repurchase Agreement, or the Third Amended Master Confirmation, to further extend the date that Murray Hill Funding will be required to repurchase the Notes to December 18, 2020. On December 17, 2020, Murray Hill Funding entered into a Fourth Amended and Restated Master Confirmation to the Global Master Repurchase Agreement, or the Fourth Amended Master Confirmation, which further extended the date that Murray Hill Funding will be required to repurchase the Notes sold to UBS under the Amended UBS Facility from December 18, 2020 to November 19, 2023, and decreased the spread on the financing fee from 3.90% to 3.375% per year. No other material terms of the Amended UBS Facility were revised in connection with the Fourth Amended Master Confirmation. 110 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) On December 17, 2020, Murray Hill Funding also entered into a Revolving Credit Note Agreement, or the Revolving Note Agreement, with Murray Hill Funding II, UBS and U.S. Bank, as note agent and trustee, which provides for a revolving credit facility in an aggregate principal amount of $50,000, subject to compliance with a borrowing base. Murray Hill Funding II will issue Class A-R Notes, or the Class A-R Notes, in exchange for advances under the Revolving Note Agreement. Principal on the Class A-R Notes will be due and payable on the stated maturity date of May 19, 2027, which is the same stated maturity date as the Notes. The Class A-R Notes will be issued pursuant to a Second Amended and Restated Indenture, dated December 17, 2020, between Murray Hill Funding II and U.S. Bank, as trustee, or the Second Amended Indenture. Under the Second Amended Indenture, the aggregate principal amount of Notes and Class A-R Notes that may be issued by Murray Hill Funding II from time to time is $150,000. Murray Hill Funding, in turn, entered into a repurchase transaction with UBS pursuant to the terms of the related Annex and Master Confirmation, dated December 17, 2020, to the Global Master Repurchase Agreement, dated May 19, 2017, related to the Class A-R Notes. Murray Hill Funding is required to repurchase the Class A-R Notes that will be sold to UBS by no later than November 19, 2023. The financing fee for the Class A-R Notes is equal to the three-month LIBOR plus a spread of 3.375% per year. UBS may require Murray Hill Funding to post cash collateral if, without limitation, the sum of the market value of the portfolio of assets and the cash and eligible investments held by Murray Hill Funding II, together with any posted cash collateral, is less than the required margin amount under the Amended UBS Facility; provided, however, that Murray Hill Funding will not be required to post cash collateral with UBS until such market value has declined at least 10% from the initial market value of the portfolio assets. The Company has no contractual obligation to post any such cash collateral or to make any payments to UBS on behalf of Murray Hill Funding. The Company may, but is not obligated to, increase its investment in Murray Hill Funding for the purpose of funding any cash collateral or payment obligations for which Murray Hill Funding becomes obligated in connection with the Amended UBS Facility. The Company’s exposure under the Amended UBS Facility is limited to the value of the Company’s investment in Murray Hill Funding. Pursuant to the Amended UBS Facility, Murray Hill Funding has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar transactions. The Amended UBS Facility contains events of default customary for similar financing transactions, including, without limitation: (a) failure to transfer the Notes or the Class A-R Notes to UBS on the applicable purchase date or repurchase the Notes or the Class A-R Notes from UBS on the applicable repurchase date; (b) failure to pay certain fees and make-whole amounts when due; (c) failure to post cash collateral as required; (d) the occurrence of insolvency events with respect to Murray Hill Funding; and (e) the admission by Murray Hill Funding of its inability to, or its intention not to, perform any of its obligations under the Amended UBS Facility. Murray Hill Funding paid an upfront fee and incurred certain other customary costs and expenses totaling $2,637 in connection with obtaining the Amended UBS Facility, which were recorded as a direct reduction to the outstanding balance of the Amended UBS Facility, which is included in the Company’s consolidated balance sheets and amortized to interest expense over the term of the Amended UBS Facility. At December 31, 2020, all upfront fees and other expenses were fully amortized. As of December 31, 2020, Notes in the aggregate principal amount of $100,000 had been purchased by Murray Hill Funding from Murray Hill Funding II and subsequently sold to UBS under the Amended UBS Facility for aggregate proceeds of $100,000. The carrying amount outstanding under the Amended UBS Facility approximates its fair value. The Company funded each purchase of Notes by Murray Hill Funding through a capital contribution to Murray Hill Funding. As of December 31, 2020, the amount due at maturity under the Amended UBS Facility was $100,000. The Notes issued by Murray Hill Funding II and purchased by Murray Hill Funding eliminate in consolidation on the Company’s consolidated financial statements. As of December 31, 2020, the fair value of assets held by Murray Hill Funding II was $181,905. 111 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) For the years ended December 31, 2020 and 2019, the components of interest expense, average borrowings, and weighted average interest rate for the Amended UBS Facility were as follows: Year Ended December 31, 2020 Year Ended December 31, 2019 Stated interest expense $ 6,732 $ 11,951 Non-usage fee 16 — Amortization of deferred financing costs 360 940 Total interest expense $ 7,108 $ 12,891 Weighted average interest rate(1) 4.81 % 5.89 % Average borrowings $ 137,978 $ 200,000 (1) Includes the stated interest expense and non-usage fee, if any, on the unused portion of the Amended UBS Facility and is annualized for periods covering less than one year. Citibank Credit Facility On March 29, 2017, Flatiron Funding II entered into a senior secured credit facility with Citibank. The senior secured credit facility with Citibank, or the Citibank Credit Facility, provided for a revolving credit facility in an aggregate principal amount of $325,000, subject to compliance with a borrowing base. On July 11, 2017, Flatiron Funding II amended the Citibank Credit Facility, or the Amended Citibank Credit Facility, with Citibank to make certain immaterial administrative amendments as a result of the termination of AIM as the Company's investment sub-adviser as discussed in Note 1. On March 14, 2019, Flatiron Funding II further amended the Citibank Credit Facility, or the Second Amended Citibank Credit Facility, with Citibank to (i) increase the aggregate principal amount available for borrowings from $325,000 to $350,000, subject to compliance with a borrowing base, (ii) extend the reinvestment period for two years until March 29, 2021 and (iii) extend the maturity date until March 30, 2022. As of December 31, 2019, the principal amount outstanding on the Second Amended Citibank Credit Facility was $278,542. On May 15, 2020, Flatiron Funding II repaid all amounts outstanding on the Second Amended Citibank Credit Facility using a portion of the proceeds from the Second Amended JPM Credit Facility (described above). Advances under the Second Amended Citibank Credit Facility bore interest at a floating rate equal to (1) the higher of (a) the Citibank prime rate, (b) the federal funds rate plus 1.5% or (c) the three-month LIBOR plus 1.0%, plus (2) a spread of 2% per year. In addition, Flatiron Funding II was subject to a non-usage fee of 0.75% per year of the amount of the aggregate principal amount available under the Second Amended Citibank Credit Facility that had not been borrowed. Flatiron Funding II incurred certain customary costs and expenses in connection with obtaining and amending the Citibank Credit Facility. The Company incurred debt issuance costs of $3,373 in connection with obtaining and amending the Citibank Credit Facility, which were recorded as a direct reduction to the outstanding balance of the Second Amended Citibank Credit Facility, which was included in the Company’s consolidated balance sheets and amortized to interest expense over the term of the Second Amended Citibank Credit Facility. All unamortized debt issuance costs were expensed upon the repayment of all amounts outstanding on the Second Amended Citibank Credit Facility on May 15, 2020. Flatiron Funding II’s obligations to Citibank under the Second Amended Citibank Credit Facility were secured by a first priority security interest in all of the assets of Flatiron Funding II. The obligations of Flatiron Funding II under the Second Amended Citibank Credit Facility were non-recourse to the Company, and the Company’s exposure under the Second Amended Citibank Credit Facility was limited to the value of the Company’s investment in Flatiron Funding II. 112 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) For the year ended December 31, 2020 and 2019, the components of interest expense, average borrowings, and weighted average interest rate for the Second Amended Citibank Credit Facility were as follows: Year Ended December 31, 2020 Year Ended December 31, 2019 Stated interest expense $ 3,171 $ 12,783 Non-usage fee 288 467 Amortization of deferred financing costs 1,551 682 Total interest expense $ 5,010 $ 13,932 Weighted average interest rate(1) 3.72 % 4.60 % Average borrowings $ 91,385 $ 283,681 (1) Includes the stated interest expense and non-usage fee, if any, on the unused portion of the Second Amended Citibank Credit Facility and is annualized for periods covering less than one year. MS Credit Facility On December 19, 2017, 33rd Street entered into a senior secured credit facility, or the MS Credit Facility, with MS. The MS Credit Facility provided for a revolving credit facility in an aggregate principal amount of up to $200,000, subject to compliance with a borrowing base. On July 9, 2018, 33rd Street amended and restated the MS Credit Facility to make certain immaterial administrative amendments. 33rd Street further amended and restated the MS Credit Facility, or the Amended MS Credit Facility, with MS on December 18, 2018. Pursuant to the Amended MS Credit Facility, 33rd Street could have prepaid advances pursuant to the terms and conditions of the loan and servicing agreement subject to a 1% premium if the amount of the Amended MS Credit Facility was reduced or terminated on or prior to December 19, 2020. Pursuant to the terms of the loan and servicing agreement, on March 15, 2019, 33rd Street reduced the aggregate principal amount available for borrowings under the Amended MS Credit Facility from $200,000 to $150,000. On June 5, 2018, June 12, 2018, June 28, 2018, March 11, 2020 and March 23, 2020, 33rd Street drew down $25,000, $75,000, $50,000, $10,000 and $4,917 of borrowings under the Amended MS Credit Facility, respectively. On May 8, 2019, May 23, 2019, July 29, 2019 and November 6, 2019, 33rd Street repaid $20,000, $5,000, $10,000 and $2,500 of borrowings under the Amended MS Credit Facility, respectively. As of December 31, 2019, the principal amount outstanding on the Amended MS Credit Facility was $112,500. On May 15, 2020, 33rd Street repaid all amounts outstanding on the Amended MS Credit Facility using a portion of the proceeds from the Second Amended JPM Credit Facility. Advances under the Amended MS Credit Facility were available through December 19, 2020 and bore interest at a floating rate equal to the three-month LIBOR, plus a spread of 3.0% per year through December 19, 2020. All advances under the Amended MS Credit Facility and all accrued and unpaid interest thereunder were due and payable by no later than December 19, 2022. 33rd Street incurred certain customary costs and expenses in connection with obtaining and amending the MS Credit Facility. 33rd Street's obligations to MS under the Amended MS Credit Facility were secured by a first priority security interest in all of the assets of 33rd Street. The obligations of 33rd Street under the Amended MS Credit Facility were non-recourse to the Company, and the Company's exposure under the Amended MS Credit Facility was limited to the value of the Company's investment in 33rd Street. 33rd Street appointed CIM to manage its portfolio. 33rd Street paid an upfront fee and incurred certain other customary costs and expenses totaling $2,591 in connection with obtaining and amending the MS Credit Facility, which the Company initially recorded as prepaid expenses and other assets on the Company’s consolidated balance sheets and amortized to interest expense over the term of the Amended MS Credit Facility. On June 5, 2018, unamortized upfront fees were recorded as a direct reduction to the outstanding balance of the Amended MS Credit Facility in the Company’s consolidated balance sheet. All unamortized debt issuance costs were expensed upon the repayment of all amounts outstanding on the Amended MS Credit Facility on May 15, 2020. 113 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) For the years ended December 31, 2020 and 2019, the components of interest expense, average borrowings, and weighted average interest rate for the Amended MS Credit Facility were as follows: Year Ended December 31, 2020 Year Ended December 31, 2019 Stated interest expense $ 1,928 $ 7,173 Non-usage fee 87 237 Amortization of deferred financing costs 1,544 512 Total interest expense $ 3,559 $ 7,922 Weighted average interest rate(1) 4.50 % 5.65 % Average borrowings $ 43,984 $ 129,247 (1) Includes the stated interest expense and non-usage fee, if any, on the unused portion of the Amended MS Credit Facility and is annualized for periods covering less than one year. Note 9. Fair Value of Financial Instruments The following table presents fair value measurements of the Company’s portfolio investments as of December 31, 2020 and 2019, according to the fair value hierarchy: December 31, 2020(1) December 31, 2019(2) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Senior secured first lien debt $ — $ — $ 1,223,268 $ 1,223,268 $ — $ — $ 1,351,767 $ 1,351,767 Senior secured second lien debt — — 151,506 151,506 — — 248,253 248,253 Collateralized securities and structured products - debt — — — — — — 7,212 7,212 Collateralized securities and structured products - equity — — 12,131 12,131 — — 14,182 14,182 Unsecured debt — — 5,464 5,464 — — 4,900 4,900 Equity 2,409 — 75,913 78,322 6,842 — 56,886 63,728 Short term investments 73,597 — — 73,597 29,527 — — 29,527 Total Investments $ 76,006 $ — $ 1,468,282 $ 1,544,288 $ 36,369 $ — $ 1,683,200 $ 1,719,569 (1) Excludes the Compan y's $12,472 investment in CION SOF and $12,611 i nvestment in BCP Great Lakes Fund LP, which were measured at NAV. (2) Excludes the Company's $31,265 investment in CION SOF and $14,238 investment in BCP Great Lakes Fund LP, which were measured at NAV. 114 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The following tables provide a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the years ended December 31, 2020 and 2019: Year Ended December 31, 2020 Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total Beginning balance, December 31, 2019 $ 1,351,767 $ 248,253 $ 7,212 $ 14,182 $ 4,900 $ 56,886 $ 1,683,200 Investments purchased(1) 431,954 7,119 — — 753 29,075 468,901 Net realized (loss) gain (59,106) (11,384) — — — 1,275 (69,215) Net change in unrealized depreciation (6,121) (3,947) — (880) (203) (6,052) (17,203) Accretion of discount 11,662 1,538 — — 14 — 13,214 Sales and principal repayments(1) (506,888) (90,073) (7,212) (1,171) — (5,271) (610,615) Ending balance, December 31, 2020 $ 1,223,268 $ 151,506 $ — $ 12,131 $ 5,464 $ 75,913 $ 1,468,282 Change in net unrealized depreciation on investments still held as of December 31, 2020(2) $ (25,414) $ (12,791) $ — $ (880) $ (203) $ (6,315) $ (45,603) (1) Includes non-cash restructured securities. (2) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations. Year Ended December 31, 2019 Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total Beginning balance, December 31, 2018 $ 1,462,989 $ 323,365 $ 15,193 $ 14,827 $ — $ 29,076 $ 1,845,450 Investments purchased(1) 529,939 28,250 — — 4,900 33,668 596,757 Net realized loss (19,528) (2,738) (475) — — (2,037) (24,778) Net change in unrealized (depreciation) appreciation (8,130) 2,203 — (327) (1) (3,821) (10,076) Accretion of discount 14,734 1,346 — — 1 — 16,081 Sales and principal repayments (628,237) (104,173) (7,506) (318) — — (740,234) Ending balance, December 31, 2019 $ 1,351,767 $ 248,253 $ 7,212 $ 14,182 $ 4,900 $ 56,886 $ 1,683,200 Change in net unrealized depreciation on investments still held as of December 31, 2019(2) $ (20,908) $ (2,549) $ — $ (327) $ (1) $ (5,122) $ (28,907) (1) Includes non-cash restructured securities. (2) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations. 115 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Significant Unobservable Inputs The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of investments as of December 31, 2020 and 2019 were as follows: December 31, 2020 Fair Value Valuation Techniques/ Methodologies Unobservable Inputs Range Weighted Average(1) Senior secured first lien debt $ 881,684 Discounted Cash Flow Discount Rates 5.5% - 36.2% 11.0% 305,974 Broker Quotes Broker Quotes N/A N/A 21,920 Market Comparable Approach Revenue Multiple 2.33x N/A 9,361 EBITDA Multiple 2.50x N/A 4,329 Other(2) Other(2) N/A N/A Senior secured second lien debt 121,865 Discounted Cash Flow Discount Rates 8.7% - 17.3% 11.9% 25,763 Broker Quotes Broker Quotes N/A N/A 2,305 Market Comparable Approach EBITDA Multiple 4.75x N/A 1,573 Revenue Multiple 0.20x N/A Collateralized securities and structured products - equity 12,131 Discounted Cash Flow Discount Rates 12.0% - 18.0% 13.5% Unsecured debt 5,464 Discounted Cash Flow Discount Rates 16.5% N/A Equity 39,644 Market Comparable Approach EBITDA Multiple 3.00x - 18.50x 10.13x 11,634 Revenue Multiple 0.20x - 2.33x 1.56x 7,988 $ per kW $271.50 N/A 16,481 Discounted Cash Flow Discount Rates 18.5% N/A 163 Broker Quotes Broker Quotes N/A N/A 3 Options Pricing Model Expected Volatility 60.0% - 70.0% 70.0% Total $ 1,468,282 (1) Weighted average amounts are based on the estimated fair values. (2) Fair value is based on the expected outcome of proposed corporate transactions and/or other factors. 116 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) December 31, 2019 Fair Value Valuation Techniques/ Methodologies Unobservable Inputs Range Weighted Average(1) Senior secured first lien debt $ 1,115,676 Discounted Cash Flow Discount Rates 5.0% - 24.7% 10.0% 225,310 Broker Quotes Broker Quotes N/A N/A 7,591 Market Comparable Approach EBITDA Multiple 5.25x - 9.00x 7.49x 3,190 Other(2) Other(2) N/A N/A Senior secured second lien debt 139,363 Discounted Cash Flow Discount Rates 9.0% - 14.9% 11.0% 107,816 Broker Quotes Broker Quotes N/A N/A 1,074 Market Comparable Approach EBITDA Multiple 5.25x - 7.55x 7.55x Collateralized securities and structured products - debt 7,212 Other(2) Other(2) N/A N/A Collateralized securities and structured products - equity 11,274 Discounted Cash Flow Discount Rates 12.5% - 16.0% 13.0% 2,908 Other(2) Other(2) N/A N/A Unsecured debt 4,900 Discounted Cash Flow Discount Rates 15.5% N/A Equity 33,230 Market Comparable Approach EBITDA Multiple 4.50x - 13.00x 7.18x 9,456 Revenue Multiple 0.30x - 3.50x 0.77x 13,270 Discounted Cash Flow Discount Rates 21.6% N/A 914 Broker Quotes Broker Quotes N/A N/A 16 Options Pricing Model Expected Volatility 60.0% - 92.0% 61.7% Total $ 1,683,200 (1) Weighted average amounts are based on the estimated fair values. (2) Fair value is based on the expected outcome of proposed corporate transactions and/or other factors. The significant unobservable inputs used in the fair value measurement of the Company’s senior secured first lien debt, senior secured second lien debt, collateralized securities and structured products, unsecured debt, and equity are discount rates, EBITDA multiples, revenue multiples, broker quotes and expected volatility. A significant increase or decrease in discount rates would result in a significantly lower or higher fair value measurement, respectively. A significant increase or decrease in the EBITDA multiples, revenue multiples, expected proceeds from proposed corporate transactions, broker quotes and expected volatility would result in a significantly higher or lower fair value measurement, respectively. Note 10. General and Administrative Expense General and administrative expense consisted of the following items for the years ended December 31, 2020, 2019 and 2018: Years Ended December 31, 2020 2019 2018 Professional fees $ 1,490 $ 996 $ 1,480 Transfer agent expense 1,189 1,289 1,315 Valuation expense 999 722 762 Accounting and administrative costs 680 567 637 Insurance expense 489 421 408 Director fees and expenses 450 472 444 Printing and marketing expense 378 102 273 Dues and subscriptions 342 343 667 Due diligence fees — 61 182 Other expenses 336 84 282 Total general and administrative expense $ 6,353 $ 5,057 $ 6,450 117 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Note 11. Commitments and Contingencies The Company entered into certain contracts with related and other parties that contain a variety of indemnifications. The Company’s maximum exposure under these arrangements is unknown. However, the Company has not experienced claims or losses pursuant to these contracts and believes the risk of loss related to such indemnifications to be remote. As of December 31, 2020 and 2019, the Company’s unfunded commitments were as follows: Unfunded Commitments December 31, 2020(1) December 31, 2019(1) West Dermatology Management Holdings, LLC $ 7,655 $ — Williams Industrial Services Group, Inc. 5,000 — Foundation Consumer Healthcare, LLC 4,211 4,211 Palmetto Solar, LLC 3,262 19,142 CircusTrix Holdings, LLC 2,898 2,892 Instant Web, LLC 2,704 2,704 Geon Performance Solutions, LLC 2,586 2,586 Appalachian Resource Company, LLC 2,500 — Coyote Buyer, LLC 2,500 — Moss Holding Company 2,232 2,232 BCP Great Lakes Fund LP 2,135 792 Extreme Reach, Inc. 1,744 1,744 AMCP Staffing Intermediate Holdings III, LLC 1,370 1,059 Anthem Sports & Entertainment Inc. 1,333 1,333 Mimeo.com, Inc. 1,000 11,500 Volta Charging, LLC — 10,000 Independent Pet Partners Intermediate Holdings, LLC — 7,852 Manna Pro Products, LLC — 5,528 Lift Brands, Inc. — 3,950 Adapt Laser Acquisition, Inc. — 2,000 Adams Publishing Group, LLC — 1,600 Teladoc, Inc. — 1,250 LAV Gear Holdings, Inc. — 864 Country Fresh Holdings, LLC — 327 American Media, Inc. — 128 Total $ 43,130 $ 83,694 (1) Unless otherwise noted, the funding criteria for these unfunded commitments had not been met at the date indicated. Unfunded commitments to provide funds to companies are not recorded on the Company’s consolidated balance sheets. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company. The Company intends to use cash on hand, short term investments, proceeds from borrowings, and other liquid assets to fund these commitments should the need arise. For information on the companies to which the Company is committed to fund additional amounts as of December 31, 2020 and 2019, refer to the table above and the consolidated schedules of investments. As of March 11, 2021, the Company was committed, upon the satisfaction of certain conditions, to fund an additional $41,235. The Company will fund its unfunded commitments from the same sources it uses to fund its investment commitments that are funded at the time they are made (i.e., advances from its financing arrangements and/or cash flows from operations). The Company will not fund its unfunded commitments from future net proceeds generated by securities offerings, if any. The Company follows a process to manage its liquidity and ensure that it has available capital to fund its unfunded commitments. Specifically, the Company prepares detailed analyses of the level of its unfunded commitments relative to its then available liquidity on a daily basis. These analyses are reviewed and discussed on a weekly basis by the Company's executive officers and senior members of CIM (including members of the investment committee) and are updated on a “real time” basis in order to ensure that the Company has adequate liquidity to satisfy its unfunded commitments. 118 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Note 12. Fee Income Fee income consists of commitment fees, amendment fees, capital structuring and other fees, and administrative agent fees. The following table summarizes the Company’s fee income for the years ended December 31, 2020, 2019 and 2018: Years Ended December 31, 2020 2019 2018 Amendment fees $ 3,550 $ 2,033 $ 984 Capital structuring and other fees 968 1,731 280 Administrative agent fees 25 55 55 Commitment fees — 80 1,157 Total $ 4,543 $ 3,899 $ 2,476 Administrative agent fees are recurring income as long as the Company remains the administrative agent for the related investment. Income from all other fees was non-recurring. 119 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Note 13. Financial Highlights The following is a schedule of financial highlights as of and for the years ended December 31, 2020, 2019, 2018, 2017 and 2016: Years Ended December 31, 2020 2019 2018 2017 2016 Per share data:(1) Net asset value at beginning of year $ 8.40 $ 8.69 $ 9.14 $ 9.11 $ 8.71 Results of operations: Net investment income(2) 0.69 0.77 0.79 0.78 0.47 Net realized (loss) gain and net change in unrealized (depreciation) appreciation on investments and (loss) gain on foreign currency(3) (0.78) (0.31) (0.51) (0.03) 0.21 Net realized gain and net change in unrealized appreciation on total return swap — — — 0.01 0.45 Net (decrease) increase in net assets resulting from operations(3) (0.09) 0.46 0.28 0.76 1.13 Shareholder distributions: Distributions from net investment income (0.56) (0.75) (0.73) (0.68) (0.45) Distributions from net realized gains — — — (0.05) (0.28) Net decrease in net assets resulting from shareholders' distributions (0.56) (0.75) (0.73) (0.73) (0.73) Capital share transactions: Issuance of common stock above net asset value(4) — — — — — Repurchases of common stock(5) — — — — — Net increase in net assets resulting from capital share transactions — — — — — Net asset value at end of year $ 7.75 $ 8.40 $ 8.69 $ 9.14 $ 9.11 Shares of common stock outstanding at end of year 113,293,723 113,381,145 112,709,239 115,781,751 109,787,557 Total investment return-net asset value(6) (0.94) % 5.55 % 2.98 % 8.76 % 13.51 % Net assets at beginning of year $ 952,563 $ 979,271 $ 1,058,691 $ 999,763 $ 904,326 Net assets at end of year $ 878,256 $ 952,563 $ 979,271 $ 1,058,691 $ 999,763 Average net assets $ 875,846 $ 967,323 $ 1,035,861 $ 1,026,998 $ 936,739 Ratio/Supplemental data: Ratio of net investment income to average net assets(7) 8.99 % 9.03 % 8.71 % 8.50 % 5.27 % Ratio of gross operating expenses to average net assets(8) 9.72 % 11.76 % 9.46 % 6.34 % 3.51 % Ratio of expenses (before expense support from CIG and recoupment of expense support) to average net assets(9) 9.72 % 11.76 % 9.46 % 6.34 % 3.44 % Ratio of net expense recoupments to average net assets(10) — — — — 0.07 % Ratio of net operating expenses to average net assets 9.72 % 11.76 % 9.46 % 6.34 % 3.51 % Portfolio turnover rate(11) 22.99 % 31.59 % 52.46 % 68.07 % 29.78 % Asset coverage ratio(12) 2.21 2.13 2.09 2.49 3.04 (1) The per share data for the years ended December 31, 2020, 2019, 2018, 2017 and 2016 was derived by using the weighted average shares of common stock outstanding during each period. (2) Net investment income per share includes expense support recoupments by CIG of $0.01 per share for the year ended December 31, 2016. There were no expense support recoupments by CIG for the years ended December 31, 2020, 2019, 2018 or 2017. (3) The amount shown for net realized (loss) gain and net change in unrealized (depreciation) appreciation on investments is the balancing figure derived from the other figures in the schedule. The amount shown at this caption for a share outstanding throughout the period may not agree with the change in the aggregate gains and losses in portfolio securities for the period because of the timing of sales and repurchases of the Company’s shares in relation to fluctuating market values for the portfolio. As a result, net (decrease) increase in net assets resulting from operations in this schedule may vary from the consolidated statements of operations. 120 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) (4) The continuous issuance of shares of common stock may have caused an incremental increase in net asset value per share due to the sale of shares at the then prevailing public offering price and the receipt of net proceeds per share by the Company in excess of net asset value per share on each subscription closing date. The per share impact of the continuous issuance of shares of common stock was an increase to net asset value of less than $0.01 per share during the years ended December 31, 2020, 2019, 2018, 2017 and 2016. The Company's follow-on continuous public offering ended on January 25, 2019. (5) Repurchases of common stock may cause an incremental decrease in net asset value per share due to the repurchase of shares at a price in excess of net asset value per share on each repurchase date. The per share impact of repurchases of common stock was a decrease to net asset value of less than $0.01 per share during the years ended December 31, 2020, 2019, 2018, 2017 and 2016. (6) Total investment return-net asset value is a measure of the change in total value for shareholders who held the Company’s common stock at the beginning and end of the period, including distributions paid or payable during the period. Total investment return-net asset value is based on (i) the beginning period net asset value per share on the first day of the period, (ii) the net asset value per share on the last day of the period of (A) one share plus (B) any fractional shares issued in connection with the reinvestment of monthly distributions, and (iii) the value of distributions payable, if any, on the last day of the period. The total investment return-net asset value calculation assumes that monthly cash distributions are reinvested in accordance with the Company's distribution reinvestment plan then in effect as described in Note 5. The total investment return-net asset value does not consider the effect of the sales load from the sale of the Company’s common stock. The total investment return-net asset value includes the effect of the issuance of shares at a net offering price that is greater than net asset value per share, which causes an increase in net asset value per share. Total returns covering less than a full year are not annualized. (7) Excluding the impact of expense support from CIG and/or the recoupment of expense support by CIG during the period, the ratio of net investment income to average net assets would have been 5.34% for the year ended December 31, 2016. (8) Ratio of gross operating expenses to average net assets does not include expense support provided by CIM or CIG and/or AIM, if any. (9) The ratio of gross expense recoupments by CIG to average net assets for the year ended December 31, 2016 was 0.07%. (10) In order to record an obligation to reimburse CIM for expense support provided, the ratio of gross operating expenses to average net assets, when considering the recoupment, in the period in which recoupment is sought, cannot exceeded the ratio of gross operating expenses to average net assets for the period when the expense support was provided. For purposes of this calculation, gross operating expenses include all expenses borne by the Company, except for offering and organizational costs, base management fees, incentive fees, administrative services expenses, other general and administrative expenses owed to CIM and its affiliates and interest expense. (11) Portfolio turnover rate is calculated using the lesser of year-to-date sales or purchases over the average of the invested assets at fair value, excluding short term investments, and is not annualized. (12) Asset coverage ratio is equal to (i) the sum of (a) net assets at the end of the period and (b) total senior securities outstanding at the end of the period (excluding unfunded commitments), divided by (ii) total senior securities outstanding at the end of the period. For purposes of the asset coverage ratio test applicable to the Company as a BDC, the Company treated the outstanding TRS notional amount at the end of the period, less the total amount of cash collateral posted by Flatiron Funding LLC under the TRS, as well as unfunded commitments, as senior securities. Note 14. Income Taxes It is the Company's policy to comply with all requirements of the Code applicable to RICs and to distribute substantially all of its taxable income to its shareholders. In addition, by distributing during each calendar year substantially all of its net investment income, net realized capital gains and certain other amounts, if any, the Company intends not to be subject to corporate level federal income tax or federal excise taxes. Accordingly, no federal income tax provision was required for the years ended December 31, 2020 or 2019. Income and capital gain distributions are determined in accordance with the Code and federal tax regulations, which may differ from amounts determined in accordance with GAAP. These book/tax differences, which could be material, are primarily due to differing treatments of income and gains on various investments held by the Company. Permanent book/tax differences result in reclassifications to capital in excess of par value, accumulated undistributed net investment income and accumulated undistributed realized gain on investments. As of December 31, 2020 and 2019, the Company made the following reclassifications of permanent book and tax basis differences: Capital Accounts December 31, 2020 December 31, 2019 Paid-in-capital in excess of par value $ (355) $ — Accumulated losses 355 — These permanent differences are primarily due to the reclassification of nondeductible expenses. These reclassifications had no effect on net assets. 121 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The determination of the tax attributes of the Company’s distributions is made annually as of the end of the Company’s fiscal year based upon the Company’s taxable income for the full year and distributions paid for the full year. The tax characteristics of distributions to shareholders are reported to shareholders annually on Form 1099-DIV and were as follows for the years ended December 31, 2020, 2019 and 2018: Years Ended December 31, 2020 2019 2018 Amount Percentage Amount Percentage Amount Percentage Ordinary income(1) $ 63,283 100.0 % $ 84,772 100.0 % $ 83,483 100.0 % Realized long term capital gains — — — — — — Total $ 63,283 100.0 % $ 84,772 100.0 % $ 83,483 100.0 % (1) Includes net short term capital gains and realized gains on total return swap of $3,742, $9 and $3,828 for the years ended December 31, 2020, 2019 and 2018, respectively. See Note 5, Distributions, for further information. As of December 31, 2020 and 2019, the components of accumulated earnings on a tax basis were as follows: December 31, 2020 December 31, 2019 Undistributed ordinary income $ 5,950 $ 2,959 Other accumulated losses (1,793) (1,810) Undistributed long term capital gains — — Net unrealized depreciation on investments and total return swap (161,664) (103,765) $ (157,507) $ (102,616) As of December 31, 2020, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $31,815; the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $193,479; the net unrealized depreciation was $161,664; and the aggregate cost of securities for Federal income tax purposes was $1,731,035. As of December 31, 2019, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $24,416; the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $128,181; the net unrealized depreciation was $103,765; and the aggregate cost of securities for Federal income tax purposes was $1,868,837. 122 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) Note 15. Selected Quarterly Financial Data (unaudited) The following is the selected quarterly financial data as of and for the years ended December 31, 2020 and 2019. The following information reflects all adjustments, which are of a normal recurring nature, considered necessary for a fair presentation. The operating results for any quarter are not necessarily indicative of results for any future period: Quarter Ended March 31, 2020 June 30, 2020 September 30, 2020 December 31, 2020 Investment income $ 45,748 $ 35,808 $ 38,887 $ 43,399 Net investment income 21,661 13,916 21,420 21,731 Net realized and unrealized (loss) gain on investments and foreign currency (127,573) 2,671 9,667 25,485 Net (decrease) increase in net assets resulting from operations (105,912) 16,587 31,087 47,216 Net (decrease) increase in net assets resulting from operations per share of common stock(1) (0.93) 0.15 0.27 0.41 Net asset value per share of common stock at end of quarter 7.29 7.43 7.62 7.75 Weighted average shares of common stock outstanding 113,700,146 113,311,656 113,415,564 114,112,875 Quarter Ended March 31, 2019 June 30, 2019 September 30, 2019 December 31, 2019 Investment income $ 51,171 $ 49,519 $ 49,775 $ 50,638 Net investment income 21,539 21,661 21,662 22,450 Net realized and unrealized (loss) gain on investments and foreign currency (5,123) (13,514) (23,884) 7,053 Net increase (decrease) in net assets resulting from operations 16,416 8,147 (2,222) 29,503 Net increase (decrease) in net assets resulting from operations per share of common stock(1) 0.14 0.07 (0.02) 0.26 Net asset value per share of common stock at end of quarter 8.65 8.54 8.34 8.40 Weighted average shares of common stock outstanding 113,624,760 113,747,617 113,729,902 113,730,464 (1) The sum of the quarterly amounts may not equal amounts reported for the years ended December 31, 2020 and 2019. This is due to changes in the number of weighted-average shares outstanding and the effects of rounding for each period. Note 16. Subsequent Events 2026 Notes On February 11, 2021, the Company entered into a Note Purchase Agreement with certain purchasers, or the Note Purchase Agreement, in connection with the Company’s issuance of $125,000 aggregate principal amount of its 4.50% senior unsecured notes due in 2026, or the 2026 Notes. The net proceeds to the Company were approximately $122,300, after the deduction of placement agent fees and other financing expenses, which the Company used to repay debt under its secured financing arrangements. The 2026 Notes mature on February 11, 2026. The 2026 Notes bear interest at a rate of 4.50% per year payable semi-annually on February 11th and August 11th of each year, commencing on August 11, 2021. The Company has the right to, at its option, redeem all or a part that is not less than 10% of the 2026 Notes (i) on or before February 11, 2024, at a redemption price equal to 100% of the principal amount of 2026 Notes to be redeemed plus an applicable “make-whole” amount equal to (x) the discounted value of the remaining scheduled payments with respect to the principal of such 2026 Note that is to be prepaid or becomes due and payable pursuant to the Note Purchase Agreement over (y) the amount of such called principal, plus accrued and unpaid interest, if any, (ii) after February 11, 2024 but on or before February 11, 2025, at a redemption price equal to 102% of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, (iii) after February 11, 2025 but on or before August 11, 2025, at a redemption price equal to 101% of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, and (iv) after August 11, 2025, at a redemption price equal to 100% of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any. For any redemptions occurring on or before February 11, 2024, the discounted value portion of the “make whole amount” is calculated by applying a discount rate on the same periodic basis as that on which interest on the 2026 Notes is payable equal to the sum of 0.50% plus the yield to maturity of the most recently issued U.S. Treasury securities having a maturity equal to the remaining average life of the 2026 Notes, or if there are no such U.S. Treasury securities, using such implied yield to maturity determined in accordance with the terms of the Note Purchase Agreement. 123 CĪON Investment Corporation Notes to Consolidated Financial Statements December 31, 2020 (in thousands, except share and per share amounts) The 2026 Notes are general unsecured obligations of the Company that rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by certain of the Company’s subsidiaries, financing vehicles or similar facilities. The Note Purchase Agreement contains other terms and conditions, including, without limitation, affirmative and negative covenants such as (i) information reporting, (ii) maintenance of the Company’s status as a BDC, (iii) minimum shareholders’ equity of 60% of the Company’s net asset value as of the year ended December 31, 2020 plus 50% of the net cash proceeds of the sale of certain equity interests by the Company after February 11, 2021, if any, (iv) a minimum asset coverage ratio of not less than 200%, or 150% if the Company obtains the requisite shareholder approval and otherwise satisfies disclosure requirements in accordance with the 1940 Act, (v) a minimum interest coverage ratio of 1.25 to 1.00 and (vi) an unencumbered asset coverage ratio of 1.25 to 1.00, provided that (a) first lien senior secured loans and cash represent more than 65% of the total value of unencumbered assets used by the Company for purposes of the ratio and (b) equity interests or structured products in the aggregate represent less than 15% of the total value of unencumbered assets used by the Company for purposes of the ratio. The Note Purchase Agreement also contains a “most favored lender” provision in favor of the purchasers in respect of any new credit facilities, loans or unsecured indebtedness in excess of $25,000 incurred by the Company, which indebtedness contains a financial covenant not contained in, or more restrictive against the Company than those contained, in the Note Purchase Agreement. In addition, the Note Purchase Agreement contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or derivative securities of the Company in an outstanding aggregate principal amount of at least $25,000, certain judgments and orders, and certain events of bankruptcy. 124 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure None.