4 unchanged sentences
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.
−Removed: 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.
+Added: As of December 31, 2021, under the terms of the Third Amended JPM Credit Facility, advances currently bear interest at a floating rate equal to the three-month LIBOR, plus a spread of 3.10% per year.
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.
6 unchanged sentences
Adverse developments resulting from changes in interest rates could have a material adverse effect on our business, financial condition and results of operations.
−Removed: 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:
+Added: 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 Third Amended JPM Credit Facility or the Amended UBS Facility in effect as of December 31, 2021:
Basis Point Change in Interest Rates (Decrease) Increase in Net Interest Income(1) Percentage Change in Net Interest Income
5 unchanged sentences
(1) This table assumes no change in defaults or prepayments by portfolio companies over the next twelve months.
−Removed: 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.
+Added: 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, our fixed rate borrowings (the 2026 Notes and the More Term Loan), or the net asset value of our common stock in the event of sudden changes in interest rates.
Approximately 10.3% of our investments paid fixed interest rates as of December 31, 2021.
−Removed: 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.
+Added: Rising market interest rates will most likely lead to fair value declines for fixed interest rate investments and fixed interest rate borrowings 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 fixed interest rate borrowings and an increase in the net asset value of our common stock.
In addition, we may have risk regarding portfolio valuation.
1 unchanged sentence
Consolidated Financial Statements and Supplementary Data
−Removed: Reports of Independent Registered Public Accounting Firm
+Added: Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets
8 unchanged sentences
We have audited the accompanying consolidated balance sheets, including the consolidated schedules of investments, of CĪON Investment Corporation (the Company) as of December 31, 2021 and 2020, 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, 2021, and the related notes to the consolidated financial statements (collectively, the financial statements).
−Removed: 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.
+Added: In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
41 unchanged sentences
March 9, 2022
−Removed: Report of Independent Registered Public Accounting Firm
−Removed: The Shareholders and the Board of Directors of CĪON Investment Corporation
−Removed: Opinion on the Financial Statements
−Removed: 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).
−Removed: 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.
−Removed: generally accepted accounting principles.
−Removed: Basis for Opinion
−Removed: These financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an opinion on the Company’s financial statements based on our audit.
−Removed: 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.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
−Removed: We conducted our audit in accordance with the standards of the PCAOB.
−Removed: 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.
−Removed: The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.
−Removed: 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.
−Removed: Accordingly, we express no such opinion.
−Removed: 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.
−Removed: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
−Removed: 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.
−Removed: We believe that our audit provides a reasonable basis for our opinion.
−Removed: /s/ Ernst & Young LLP
−Removed: We served as the Company’s auditor from 2012 through 2018
−Removed: New York, New York
−Removed: March 18, 2019
CĪON Investment Corporation
8 unchanged sentences
Cash 3,774 19,914
−Removed: Due from counterparty — 3,281
Interest receivable on investments 21,549 17,484
22 unchanged sentences
Net asset value per share of common stock at end of year(1) $ 16.34 $ 15.50
+Added: (1) As discussed in Note 3, the Company completed a two-to-one reverse stock split, effective as of September 21, 2021.
+Added: The issued and outstanding shares and net asset value per share reflect the reverse stock split on a retroactive basis.
See accompanying notes to consolidated financial statements.
11 unchanged sentences
Non-controlled, affiliated investments
+Added: Dividend income 5,576 3,012 4,015
Interest income 4,961 7,883 1,905
Paid-in-kind interest income 3,160 2,082 566
−Removed: Dividend income 3,012 4,015 —
Fee income — 150 —
Controlled investments
+Added: Paid-in-kind interest income 260 — —
Dividend income — 3,518 1,123
7 unchanged sentences
Total operating expenses 82,699 84,846 113,779
−Removed: Net investment income 78,728 87,312 90,177
+Added: Net investment income before taxes 74,649 78,996 87,324
+Added: Income tax expense, including excise tax 342 268 12
+Added: Net investment income after taxes 74,307 78,728 87,312
Realized and unrealized (losses) gains
2 unchanged sentences
Non-controlled, affiliated investments 8,010 (211) (11,184)
+Added: Controlled investments (3,067) — —
Foreign currency (3) 26 (139)
−Removed: Net realized losses (69,872) (24,917) (5,619)
+Added: Net realized gains (losses) 840 (69,872) (24,917)
Net change in unrealized appreciation (depreciation) on:
2 unchanged sentences
Controlled investments 10,790 (3,043) 6
−Removed: Net change in unrealized depreciation (19,878) (10,551) (53,248)
−Removed: Net realized and unrealized losses (89,750) (35,468) (58,867)
−Removed: Net (decrease) increase in net assets resulting from operations $ (11,022) $ 51,844 $ 31,310
+Added: Net change in unrealized appreciation (depreciation) 43,617 (19,878) (10,551)
+Added: Net realized and unrealized gains (losses) 44,457 (89,750) (35,468)
+Added: Net increase (decrease) in net assets resulting from operations $ 118,764 $ (11,022) $ 51,844
Per share information—basic and diluted(1)
−Removed: Net (decrease) increase in net assets per share resulting from operations $ (0.10) $ 0.46 $ 0.27
+Added: Net increase (decrease) in net assets per share resulting from operations $ 2.09 $ (0.19) $ 0.91
+Added: Net investment income per share $ 1.31 $ 1.39 $ 1.54
Weighted average shares of common stock outstanding 56,808,960 56,817,920 56,855,618
+Added: (1) As discussed in Note 3, the Company completed a two-to-one reverse stock split, effective as of September 21, 2021.
+Added: The weighted average shares used in the computation of the net increase (decrease) in net assets per share resulting from operations and net investment income per share reflect the reverse stock split on a retroactive basis.
See accompanying notes to consolidated financial statements.
6 unchanged sentences
Net investment income $ 74,307 $ 78,728 $ 87,312
−Removed: Net realized loss on investments (69,898) (24,778) (5,634)
−Removed: Net realized gain (loss) on foreign currency 26 (139) 15
−Removed: Net change in unrealized depreciation on investments (19,878) (10,551) (53,248)
−Removed: Net (decrease) increase in net assets resulting from operations (11,022) 51,844 31,310
+Added: Net realized gain (loss) on investments 843 (69,898) (24,778)
+Added: Net realized (loss) gain on foreign currency (3) 26 (139)
+Added: Net change in unrealized appreciation (depreciation) on investments 43,617 (19,878) (10,551)
+Added: Net increase (decrease) in net assets resulting from operations 118,764 (11,022) 51,844
Changes in net assets from shareholders' distributions:
Distributions to shareholders (71,530) (63,283) (84,772)
−Removed: Net decrease in net assets from shareholders' distributions (63,283) (84,772) (83,483)
+Added: Net decrease in net assets resulting from shareholders' distributions (71,530) (63,283) (84,772)
Changes in net assets from capital share transactions:
2 unchanged sentences
Repurchase of common stock (10,467) (23,300) (35,799)
−Removed: Net (decrease) increase in net assets resulting from capital share transactions (2) 6,220 (27,247)
−Removed: Total decrease in net assets (74,307) (26,708) (79,420)
+Added: Net increase (decrease) in net assets resulting from capital share transactions 5,022 (2) 6,220
+Added: Total increase (decrease) in net assets 52,256 (74,307) (26,708)
Net assets at beginning of year 878,256 952,563 979,271
2 unchanged sentences
Shares of common stock outstanding at end of year(1) 56,958,440 56,646,867 56,690,578
+Added: (1) As discussed in Note 3, the Company completed a two-to-one reverse stock split, effective as of September 21, 2021.
+Added: The shares outstanding used in the computation of net asset value per share reflect the reverse stock split on a retroactive basis.
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Operating activities:
−Removed: Net (decrease) increase in net assets resulting from operations $ (11,022) $ 51,844 $ 31,310
−Removed: Adjustments to reconcile net (decrease) increase in net assets resulting from
−Removed: operations to net cash provided by (used in) operating activities:
+Added: Net increase (decrease) in net assets resulting from operations $ 118,764 $ (11,022) $ 51,844
+Added: Adjustments to reconcile net increase (decrease) in net assets resulting from
+Added: operations to net cash (used in) provided by operating activities:
Net accretion of discount on investments (11,738) (13,214) (16,081)
1 unchanged sentence
Purchase of investments (920,039) (359,633) (563,884)
−Removed: (Increase) decrease in short term investments, net (44,071) (16,989) 194,010
+Added: Increase in short term investments, net (14,319) (44,071) (16,989)
Paid-in-kind interest and dividends capitalized (21,734) (21,420) (7,072)
Proceeds from sale of investments 259,050 77,630 245,698
−Removed: Net realized loss on investments 69,898 24,778 5,634
−Removed: Net change in unrealized depreciation on investments 19,878 10,551 53,248
+Added: Net realized (gain) loss on investments (843) 69,898 24,778
+Added: Net change in unrealized (appreciation) depreciation on investments (43,617) 19,878 10,551
Amortization of debt issuance costs 2,800 5,037 2,898
9 unchanged sentences
Increase (decrease) in accrued administrative services expense 330 48 304
−Removed: Increase (decrease) in due to CIG - offering costs — — (4)
Increase (decrease) in subordinated incentive fee on income payable (381) (1,289) 3,008
−Removed: Net cash provided by (used in) operating activities 198,730 126,036 (114,579)
+Added: Net cash (used in) provided by operating activities (49,248) 198,730 126,036
Financing activities:
6 unchanged sentences
Debt issuance costs paid (5,384) (5,625) (1,428)
−Removed: Net cash (used in) provided by financing activities (184,951) (137,480) 75,804
−Removed: Net increase (decrease) in cash and restricted cash 13,779 (11,444) (38,775)
+Added: Net cash provided by (used in) financing activities 33,108 (184,951) (137,480)
+Added: Net (decrease) increase in cash and restricted cash (16,140) 13,779 (11,444)
Cash and restricted cash, beginning of year 19,914 6,135 17,579
4 unchanged sentences
Reinvestment of shareholders' distributions $ 15,489 $ 23,298 $ 35,800
−Removed: Restructuring of portfolio investment $ 91,326 $ 71,445 $ —
+Added: Restructuring of portfolio investments $ 5,455 $ 91,326 $ 71,445
+Added: Cash interest receivable exchanged for additional securities $ 1,304 $ — $ —
See accompanying notes to consolidated financial statements.
6 unchanged sentences
Senior Secured First Lien Debt - 164.1%
+Added: ABB/CON-CISE Optical Group LLC, L+500, 1.00% LIBOR Floor, 6/15/2023(i)(n) 6 Month LIBOR Consumer Goods:
+Added: Non-Durable $ 8,473 $ 8,263 $ 8,219
+Added: Adapt Laser Acquisition, Inc., L+1200, 1.00% LIBOR Floor, 12/31/2023(t) 3 Month LIBOR Capital Equipment 11,181 11,181 9,392
+Added: Adapt Laser Acquisition, Inc., L+1000, 1.00% LIBOR Floor, 12/31/2023 3 Month LIBOR Capital Equipment 2,000 2,000 1,680
+Added: Aegis Toxicology Sciences Corp., L+550, 1.00% LIBOR Floor, 5/9/2025(m) 3 Month LIBOR Healthcare & Pharmaceuticals 7,186 7,105 7,186
+Added: Alchemy US Holdco 1, LLC, L+550, 10/10/2025(m) 1 Month LIBOR Construction & Building 2,287 2,270 2,289
+Added: Allen Media, LLC, L+550, 0.00% LIBOR Floor, 2/10/2027(n) 3 Month LIBOR Media:
+Added: Diversified & Production 8,955 8,868 8,955
+Added: ALM Media, LLC, L+700, 1.00% LIBOR Floor, 11/25/2024(m)(n) 3 Month LIBOR Media:
+Added: Advertising, Printing & Publishing 18,000 17,774 17,460
+Added: American Clinical Solutions LLC, 7.00%, 12/31/2022(m) None Healthcare & Pharmaceuticals 3,500 3,462 3,447
+Added: American Consolidated Natural Resources, Inc., L+1600, 1.00% LIBOR Floor, 9/16/2025(m)(t) 3 Month LIBOR Metals & Mining 379 284 389
+Added: American Health Staffing Group, Inc., L+600, 1.00% LIBOR Floor, 11/19/2026(m) 3 Month LIBOR Services:
+Added: Business 16,667 16,502 16,500
+Added: American Health Staffing Group, Inc., Prime+500, 11/19/2026 Prime Services:
+Added: Business 1,000 1,000 990
+Added: American Health Staffing Group, Inc., 0.50% Unfunded, 11/19/2026 None Services:
+Added: Business 2,333 (33) (23)
+Added: American Media, LLC, L+675, 1.50% LIBOR Floor, 12/31/2023(m) 3 Month LIBOR Media:
+Added: Advertising, Printing & Publishing 9,847 9,735 9,847
+Added: American Media, LLC, 0.50% Unfunded, 12/31/2023(m) None Media:
+Added: Advertising, Printing & Publishing 1,702 (17) —
+Added: American Teleconferencing Services, Ltd., Prime+550, 6/8/2023(m)(q) Prime Telecommunications 16,154 15,621 3,211
+Added: American Teleconferencing Services, Ltd., Prime+550, 3/31/2022(m) Prime Telecommunications 3,116 3,033 3,116
+Added: American Teleconferencing Services, Ltd., 0.00% Unfunded, 3/31/2022(m)(o) None Telecommunications 235 — —
+Added: Analogic Corp., L+525, 1.00% LIBOR Floor, 6/21/2024(m)(n) 1 Month LIBOR Healthcare & Pharmaceuticals 4,900 4,853 4,820
+Added: Ancile Solutions, Inc., L+1000, 1.00% LIBOR Floor, 6/22/2026(t) 1 Month LIBOR High Tech Industries 12,537 12,194 12,161
+Added: Anthem Sports & Entertainment Inc., L+900, 1.00% LIBOR Floor, 11/15/2026(m)(t) 3 Month LIBOR Media:
+Added: Diversified & Production 37,966 37,758 36,543
+Added: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 11/15/2026 3 Month LIBOR Media:
+Added: Diversified & Production 1,000 1,000 962
+Added: Anthem Sports & Entertainment Inc., 0.50% Unfunded, 11/15/2026 None Media:
+Added: Diversified & Production 1,167 — (44)
+Added: Appalachian Resource Company, LLC, L+500, 1.00% LIBOR Floor, 9/10/2023 1 Month LIBOR Metals & Mining 11,137 9,959 10,538
+Added: Appalachian Resource Company, LLC, 0.00% Unfunded, 9/10/2023(o) None Metals & Mining 500 — —
+Added: Associated Asphalt Partners, LLC, L+525, 1.00% LIBOR Floor, 4/5/2024(m)(n) 1 Month LIBOR Construction & Building 14,393 14,095 12,666
+Added: Avison Young (USA) Inc., L+500, 0.00% LIBOR Floor, 1/31/2026(h)(m) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 2,692 2,658 2,679
+Added: Bradshaw International Parent Corp., L+575, 1.00% LIBOR Floor, 10/21/2027(m) 1 Month LIBOR Consumer Goods:
+Added: Durable 13,156 12,831 12,827
+Added: Bradshaw International Parent Corp., L+575, 1.00% LIBOR Floor, 10/21/2026 1 Month LIBOR Consumer Goods:
+Added: Durable 400 387 390
+Added: Bradshaw International Parent Corp., 0.50% Unfunded, 10/21/2026 None Consumer Goods:
+Added: Durable 1,445 (32) (36)
+Added: Cadence Aerospace, LLC, L+850, 1.00% LIBOR Floor, 11/14/2023(m)(n)(t) 3 Month LIBOR Aerospace & Defense 38,960 38,623 38,279
+Added: Cardenas Markets LLC, L+625, 1.00% LIBOR Floor, 6/3/2027 6 Month LIBOR Retail 10,945 10,840 10,972
+Added: CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(m) 6 Month LIBOR Transportation:
+Added: Cargo 15,354 15,310 14,106
+Added: Celerity Acquisition Holdings, LLC, L+850, 1.00% LIBOR Floor, 5/28/2026 1 Month LIBOR Services:
+Added: Business 14,925 14,925 14,944
+Added: Charming Charlie LLC, 20.00%, 4/24/2023(q)(r) None Retail 662 657 350
+Added: CHC Solutions Inc., 12.00%, 7/20/2023(n)(t) None Healthcare & Pharmaceuticals 7,966 7,966 7,916
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: CION/EagleTree Partners, LLC, 14.00%, 12/21/2026(h)(s)(t) None Diversified Financials 61,629 61,629 61,629
+Added: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 1/16/2024(m)(n)(t) 1 Month LIBOR Hotel, Gaming & Leisure 26,754 26,734 25,718
+Added: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 1/16/2024(m)(t) 1 Month LIBOR Hotel, Gaming & Leisure 2,723 2,723 2,618
+Added: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 7/16/2023(m)(t) 1 Month LIBOR Hotel, Gaming & Leisure 1,953 1,836 2,300
+Added: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(q) 3 Month LIBOR Beverage, Food & Tobacco 1,020 984 168
+Added: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(m)(q) 3 Month LIBOR Beverage, Food & Tobacco 414 414 68
+Added: Coyote Buyer, LLC, L+600, 1.00% LIBOR Floor, 2/6/2026(m)(n) 3 Month LIBOR Chemicals, Plastics & Rubber 34,388 34,157 34,302
+Added: Coyote Buyer, LLC, L+800, 1.00% LIBOR Floor, 8/6/2026(n) 3 Month LIBOR Chemicals, Plastics & Rubber 6,188 6,084 6,188
+Added: Coyote Buyer, LLC, 0.50% Unfunded, 2/6/2025 None Chemicals, Plastics & Rubber 2,500 — (6)
+Added: Critical Nurse Staffing, LLC, L+600, 1.00% LIBOR Floor, 11/1/2026(m) 3 Month LIBOR Healthcare & Pharmaceuticals 13,059 13,059 13,059
+Added: Critical Nurse Staffing, LLC, L+600, 1.00% LIBOR Floor, 11/1/2026 3 Month LIBOR Healthcare & Pharmaceuticals 1,009 1,009 1,009
+Added: Critical Nurse Staffing, LLC, 1.00% Unfunded, 11/1/2026 None Healthcare & Pharmaceuticals 4,899 — —
+Added: Critical Nurse Staffing, LLC, 0.50% Unfunded, 11/1/2026 None Healthcare & Pharmaceuticals 1,000 — —
+Added: David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 6/23/2023(t) 3 Month LIBOR Retail 5,617 5,008 5,617
+Added: David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 5/23/2024(t) 3 Month LIBOR Retail 5,093 5,093 5,093
+Added: David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(t) 3 Month LIBOR Retail 791 719 791
+Added: Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(m)(q)(r)(t) 3 Month LIBOR Media:
+Added: Diversified & Production 2,930 2,930 1,787
+Added: DMT Solutions Global Corp., L+750, 1.00% LIBOR Floor, 7/2/2024(m) (u) Services:
+Added: Business 9,696 9,563 9,503
+Added: Entertainment Studios P&A LLC, 5.71%, 5/18/2037(j)(m) None Media:
+Added: Diversified & Production 11,649 11,554 10,047
+Added: Entertainment Studios P&A LLC, 5.00%, 5/18/2037(j) None Media:
+Added: Diversified & Production — — 2,182
+Added: EnTrans International, LLC, L+600, 0.00% LIBOR Floor, 11/1/2024(m) 1 Month LIBOR Capital Equipment 24,750 24,617 23,430
+Added: Extreme Reach, Inc., L+700, 1.25% LIBOR Floor, 3/29/2024(m)(n) 1 Month LIBOR Media:
+Added: Diversified & Production 18,774 18,662 18,844
+Added: Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024(m)(n) None Media:
+Added: Diversified & Production 1,744 — 7
+Added: Foundation Consumer Healthcare, LLC, L+638, 1.00% LIBOR Floor, 2/12/2027(m)(n) 3 Month LIBOR Healthcare & Pharmaceuticals 30,799 30,535 31,145
+Added: Foundation Consumer Healthcare, LLC, 0.50% Unfunded, 11/2/2023 None Healthcare & Pharmaceuticals 2,094 — 24
+Added: FuseFX, LLC, L+575, 1.00% LIBOR Floor, 10/1/2024(m)(n) 1 Month LIBOR Media:
+Added: Diversified & Production 20,000 19,800 19,800
+Added: Future Pak, LLC, L+800, 2.00% LIBOR Floor, 7/2/2024(m) 1 Month LIBOR Healthcare & Pharmaceuticals 33,764 33,565 33,426
+Added: Genesis Healthcare, Inc., 0.50% Unfunded, 3/6/2023(h) None Healthcare & Pharmaceuticals 35,000 — —
+Added: GSC Technologies Inc., L+500, 1.00% LIBOR Floor, 9/30/2025(r) 3 Month LIBOR Chemicals, Plastics & Rubber 2,404 2,294 2,001
+Added: GSC Technologies Inc., L+500, 1.00% LIBOR Floor, 9/30/2025(r)(t) 3 Month LIBOR Chemicals, Plastics & Rubber 858 814 485
+Added: GSC Technologies Inc., L+1000, 1.00% LIBOR Floor, 9/30/2025(r)(t) 3 Month LIBOR Chemicals, Plastics & Rubber 170 170 170
+Added: Lochner, Inc., L+625, 1.00% LIBOR Floor, 7/2/2027 3 Month LIBOR Construction & Building 11,970 11,856 11,910
+Added: Lochner, Inc., L+625, 1.00% LIBOR Floor, 7/2/2027 3 Month LIBOR Construction & Building 725 715 721
+Added: Lochner, Inc., 0.50% Unfunded, 7/2/2027 None Construction & Building 275 — (1)
+Added: Harland Clarke Holdings Corp., L+775, 1.00% LIBOR Floor, 6/16/2026(m) 1 Month LIBOR Services:
+Added: Business 9,657 9,641 8,848
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: Heritage Power, LLC, L+600, 1.00% LIBOR Floor, 7/30/2026 6 Month LIBOR Energy:
+Added: Oil & Gas 4,854 4,692 3,956
+Added: Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(m)(t) 1 Month LIBOR Services:
+Added: Consumer 22,885 22,752 21,947
+Added: Homer City Generation, L.P., 15.00%, 4/5/2023(m)(t) None Energy:
+Added: Oil & Gas 10,173 10,521 7,935
+Added: Hoover Group, Inc., L+850, 1.25% LIBOR Floor, 10/1/2024(n) 3 Month LIBOR Services:
+Added: Business 5,156 5,139 5,079
+Added: HUMC Holdco, LLC, 9.00%, 1/14/2022(m) None Healthcare & Pharmaceuticals 9,346 9,346 9,323
+Added: HW Acquisition, LLC, L+600, 1.00% LIBOR Floor, 9/28/2026m) 3 Month LIBOR Capital Equipment 19,067 18,885 18,828
+Added: HW Acquisition, LLC, 0.50% Unfunded, 9/28/2026 None Capital Equipment 2,933 (28) (37)
+Added: Independent Pet Partners Intermediate Holdings, LLC, 6.00%, 11/20/2023(m)(t) None Retail 10,295 10,235 9,085
+Added: Independent Pet Partners Intermediate Holdings, LLC, Prime+500, 12/22/2022(m) Prime Retail 2,085 2,085 2,085
+Added: Independent Pet Partners Intermediate Holdings, LLC, L+600, 0.00% LIBOR Floor, 12/22/2022(m) 3 Month LIBOR Retail 264 264 264
+Added: InfoGroup Inc., L+500, 1.00% LIBOR Floor, 4/3/2023(m)(n) 3 Month LIBOR Media:
+Added: Advertising, Printing & Publishing 15,432 15,428 14,815
+Added: Inotiv, Inc., L+625, 1.00% LIBOR Floor, 11/5/2026(m) 1 Month LIBOR Healthcare & Pharmaceuticals 9,900 9,709 9,764
+Added: Inotiv, Inc., 1.00% Unfunded, 5/5/2023 None Healthcare & Pharmaceuticals 2,100 (41) (29)
+Added: Instant Web, LLC, L+650, 1.00% LIBOR Floor, 12/15/2022(m)(n) 1 Month LIBOR Media:
+Added: Advertising, Printing & Publishing 36,605 36,580 34,042
+Added: Instant Web, LLC, 0.50% Unfunded, 12/15/2022 None Media:
+Added: Advertising, Printing & Publishing 2,704 — —
+Added: Invincible Boat Company LLC, L+650, 1.50% LIBOR Floor, 8/28/2025 3 Month LIBOR Consumer Goods:
+Added: Durable 14,034 13,937 14,034
+Added: Invincible Boat Company LLC, 0.50% Unfunded, 8/28/2025 None Consumer Goods:
+Added: Durable 798 — (8)
+Added: INW Manufacturing, LLC, L+575, 0.75% LIBOR Floor, 5/7/2027(n) 3 Month LIBOR Services:
+Added: Business 19,625 19,087 19,232
+Added: Isagenix International, LLC, L+575, 1.00% LIBOR Floor, 6/14/2025(m) 3 Month LIBOR Beverage, Food & Tobacco 16,663 15,160 15,122
+Added: Island Medical Management Holdings, LLC, L+650, 1.00% LIBOR Floor, 9/1/2023(m)(n) 3 Month LIBOR Healthcare & Pharmaceuticals 11,049 11,028 11,049
+Added: Jenny C Acquisition, Inc., L+900, 1.75% LIBOR Floor, 10/1/2024(m)(t) 3 Month LIBOR Services:
+Added: Consumer 11,123 11,069 10,157
+Added: JP Intermediate B, LLC, L+550, 1.00% LIBOR Floor, 11/20/2025(m) 3 Month LIBOR Beverage, Food & Tobacco 14,355 14,160 13,458
+Added: K&N Parent, Inc., L+475, 1.00% LIBOR Floor, 10/20/2023 3 Month LIBOR Consumer Goods:
+Added: Durable 11,154 10,779 10,373
+Added: KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(m) 6 Month LIBOR Consumer Goods:
+Added: Durable 7,854 7,774 5,517
+Added: LaserAway Intermediate Holdings II, LLC, L+575, 1.00% LIBOR Floor, 10/12/2027(m) 3 Month LIBOR Services:
+Added: Consumer 10,000 9,805 9,963
+Added: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(m)(n)(t) 3 Month LIBOR Services:
+Added: Business 26,408 26,103 24,988
+Added: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(m)(n)(t) 3 Month LIBOR Services:
+Added: Business 4,555 4,518 4,310
+Added: LGC US Finco, LLC, L+650, 1.00% LIBOR Floor, 12/20/2025(m) 1 Month LIBOR Capital Equipment 11,760 11,431 11,422
+Added: LH Intermediate Corp., L+750, 1.00% LIBOR Floor, 6/2/2026(m) 3 Month LIBOR Consumer Goods:
+Added: Durable 14,438 14,230 14,257
+Added: Lift Brands, Inc., L+750, 1.00% LIBOR Floor, 6/29/2025(m)(n)(r) 1 Month LIBOR Services:
+Added: Consumer 23,523 23,523 23,406
+Added: Lift Brands, Inc., 9.50%, 6/29/2025(m)(n)(r)(t) None Services:
+Added: Consumer 5,343 5,255 5,156
+Added: Lift Brands, Inc., 6/29/2025(m)(n)(p)(r) None Services:
+Added: Consumer 5,296 4,814 4,700
+Added: Longview Power, LLC, L+1000, 1.50% LIBOR Floor, 7/30/2025(r) 3 Month LIBOR Energy:
+Added: Oil & Gas 4,189 2,624 4,504
+Added: MacNeill Pride Group Corp., L+625, 1.00% LIBOR Floor, 4/20/2026(m) 3 Month LIBOR Services:
+Added: Consumer 14,925 14,790 14,776
+Added: MacNeill Pride Group Corp., L+625, 1.00% LIBOR Floor, 4/20/2026 3 Month LIBOR Services:
+Added: Consumer 4,992 4,947 4,942
+Added: Manus Bio Inc., 11.00%, 8/20/2026 None Healthcare & Pharmaceuticals 10,000 10,000 10,000
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: Marble Point Credit Management LLC, L+600, 1.00% LIBOR Floor, 8/11/2028 1 Month LIBOR Diversified Financials 6,418 6,294 6,370
+Added: Marble Point Credit Management LLC, L+600, 1.00% LIBOR Floor, 8/11/2028 1 Month LIBOR Diversified Financials 250 241 248
+Added: Marble Point Credit Management LLC, 0.50% Unfunded, 8/11/2028 None Diversified Financials 1,250 — (9)
+Added: Mimeo.com, Inc., L+640, 1.00% LIBOR Floor, 12/21/2023 3 Month LIBOR Services:
+Added: Business 23,018 23,018 23,018
+Added: Mimeo.com, Inc., L+640, 1.00% LIBOR Floor, 12/21/2023 3 Month LIBOR Services:
+Added: Business 256 256 256
+Added: Mimeo.com, Inc., 1.00% Unfunded, 12/21/2023 None Services:
+Added: Business 5,000 — —
+Added: Molded Devices, Inc., Prime + 500, 11/1/2026(m) Prime Services:
+Added: Business 15,574 15,407 15,418
+Added: Molded Devices, Inc., 1.00% Unfunded, 11/1/2026 None Services:
+Added: Business 1,771 (17) (18)
+Added: Molded Devices, Inc., 0.50% Unfunded, 11/1/2026 None Services:
+Added: Business 2,656 — (27)
+Added: Moss Holding Company, L+700, 1.00% LIBOR Floor, 4/17/2024(m)(n)(t) 3 Month LIBOR Services:
+Added: Business 19,641 19,506 17,922
+Added: Moss Holding Company, 0.50% Unfunded, 4/17/2024 None Services:
+Added: Business 2,126 — —
+Added: Moss Holding Company, 7.00% Unfunded, 4/17/2024 None Services:
+Added: Business 106 — —
+Added: Napa Management Services Corp., L+500, 1.00% LIBOR Floor, 4/19/2023 1 Month LIBOR Healthcare & Pharmaceuticals 5,318 5,267 5,324
+Added: NASCO Healthcare Inc., L+550, 1.00% LIBOR Floor, 6/30/2023(m) 6 Month LIBOR Services:
+Added: Business 17,458 17,458 17,218
+Added: Neptune Flood Inc., L+600, 1.00% LIBOR Floor, 10/21/2026(m) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 9,667 9,596 9,618
+Added: NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(m)(n) 3 Month LIBOR Media:
+Added: Advertising, Printing & Publishing 12,064 12,020 12,049
+Added: NWN Parent Holdings LLC, L+650, 1.00% LIBOR Floor, 5/7/2026 3 Month LIBOR High Tech Industries 13,100 12,980 13,100
+Added: NWN Parent Holdings LLC, L+650, 1.00% LIBOR Floor, 5/7/2026 3 Month LIBOR High Tech Industries 420 420 421
+Added: NWN Parent Holdings LLC, 0.50% Unfunded, 5/7/2026 None High Tech Industries 1,380 (18) 3
+Added: Optio Rx, LLC, L+700, 0.00% LIBOR Floor, 6/28/2024(m)(n) 3 Month LIBOR Healthcare & Pharmaceuticals 23,344 23,255 22,994
+Added: Optio Rx, LLC, L+1000, 0.00% LIBOR Floor, 6/28/2024(n) 3 Month LIBOR Healthcare & Pharmaceuticals 2,515 2,498 2,647
+Added: Pentec Acquisition Corp., L+600, 1.00% LIBOR Floor, 10/8/2026 3 Month LIBOR Healthcare & Pharmaceuticals 25,000 24,756 24,750
+Added: PetroChoice Holdings, Inc., L+500, 1.00% LIBOR Floor, 8/20/2022 3 Month LIBOR Chemicals, Plastics & Rubber 3,896 3,836 3,725
+Added: PH Beauty Holdings III.
+Added: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(m) 3 Month LIBOR Consumer Goods:
+Added: Non-Durable 9,675 9,172 9,143
+Added: Playboy Enterprises, Inc., L+575, 0.50% LIBOR Floor, 5/25/2027(h)(n) 3 Month LIBOR Consumer Goods:
+Added: Non-Durable 28,606 28,043 28,320
+Added: Polymer Additives, Inc., L+600, 0.00% LIBOR Floor, 7/31/2025(m) 3 Month LIBOR Chemicals, Plastics & Rubber 19,400 19,173 18,963
+Added: RA Outdoors, LLC, L+675, 1.00% LIBOR Floor, 4/8/2026(m) 3 Month LIBOR Media:
+Added: Diversified & Production 15,911 15,911 15,772
+Added: RA Outdoors, LLC, 0.50% Unfunded, 4/8/2026 None Media:
+Added: Diversified & Production 1,049 (170) (9)
+Added: Retail Services WIS Corp., L+775, 1.00% LIBOR Floor, 5/20/2025(m) 3 Month LIBOR Services:
+Added: Business 9,924 9,699 9,788
+Added: Hilliard, L.L.P., L+1800, 2.00% LIBOR Floor, 12/17/2022(m)(t) 1 Month LIBOR Services:
+Added: Consumer 1,905 1,905 1,827
+Added: Rogers Mechanical Contractors, LLC, L+650, 1.00% LIBOR Floor, 9/9/2025(m) 1 Month LIBOR Services:
+Added: Business 17,250 17,250 17,250
+Added: Rogers Mechanical Contractors, LLC, 0.75% Unfunded, 9/9/2025 None Services:
+Added: Business 2,885 — —
+Added: Rogers Mechanical Contractors, LLC, 1.00% Unfunded, 9/9/2022 None Services:
+Added: Business 1,923 — —
+Added: RumbleOn, Inc., L+825, 1.00% LIBOR Floor, 8/31/2026(m)(t) 3 Month LIBOR Automotive 13,965 12,962 13,389
+Added: RumbleOn, Inc., 0.00% Unfunded, 2/28/2023(o) None Automotive 6,000 (56) —
+Added: Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(m) 3 Month LIBOR Telecommunications 3,908 3,201 3,908
+Added: Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(m)(n)(q) None Healthcare & Pharmaceuticals 8,525 8,457 6,394
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: SIMR, LLC, L+1700, 2.00% LIBOR Floor, 9/7/2023(r)(t) 1 Month LIBOR Healthcare & Pharmaceuticals 19,938 19,813 16,000
+Added: Sleep Opco, LLC, L+650, 1.00% LIBOR Floor, 10/12/2026(m) 3 Month LIBOR Retail 13,250 12,991 12,985
+Added: Sleep Opco, LLC, 0.50% Unfunded, 10/12/2026(m) None Retail 1,750 (34) (35)
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., L+950, 10/1/2022(m) 3 Month LIBOR Healthcare & Pharmaceuticals 12,526 12,491 11,743
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 1,054 1,054 991
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 689 600 644
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 649 647 609
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 546 475 560
+Added: Tenere Inc., L+850, 1.00% LIBOR Floor, 7/1/2025(m)(n) 3 Month LIBOR Capital Equipment 18,080 18,080 18,080
+Added: Tensar Corp., L+675, 1.00% LIBOR Floor, 11/20/2025(m) 3 Month LIBOR Chemicals, Plastics & Rubber 4,950 4,850 4,982
+Added: Trademark Global, LLC, L+600, 1.00% LIBOR Floor, 7/30/2024 1 Month LIBOR Services:
+Added: Business 15,346 15,278 15,250
+Added: Trademark Global, LLC, 1.00% Unfunded, 7/30/2023 None Services:
+Added: Business 4,615 (21) (29)
+Added: Trammell, P.C., L+1800, 2.00% LIBOR Floor, 6/25/2022(i)(t) 1 Month LIBOR Services:
+Added: Consumer 18,091 18,091 18,091
+Added: USALCO, LLC, L+600, 1.00% LIBOR Floor, 10/19/2027(m) 3 Month LIBOR Chemicals, Plastics & Rubber 25,000 24,753 24,875
+Added: Vesta Holdings, LLC, L+1000, 1.00% LIBOR Floor, 2/25/2024(m)(t) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 24,933 24,933 24,933
+Added: Volta Charging, LLC, 12.00%, 6/19/2024(m) None Media:
+Added: Diversified & Production 12,000 11,984 13,095
+Added: Volta Charging, LLC, 12.00%, 6/19/2024(m) None Media:
+Added: Diversified & Production 10,500 10,500 11,458
+Added: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(m)(n) 3 Month LIBOR Healthcare & Pharmaceuticals 9,441 9,396 9,417
+Added: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025 3 Month LIBOR Healthcare & Pharmaceuticals 3,562 3,553 3,553
+Added: West Dermatology Management Holdings, LLC, L+750, 1.00% LIBOR Floor, 2/11/2025 3 Month LIBOR Healthcare & Pharmaceuticals 1,179 1,179 1,191
+Added: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(m) 3 Month LIBOR Healthcare & Pharmaceuticals 1,105 1,094 1,102
+Added: West Dermatology Management Holdings, LLC, 0.50% Unfunded, 2/11/2025(m) None Healthcare & Pharmaceuticals 552 — (1)
+Added: West Dermatology Management Holdings, LLC, 0.75% Unfunded, 2/11/2022 None Healthcare & Pharmaceuticals 5,755 (13) (8)
+Added: Williams Industrial Services Group, Inc, L+900, 1.00% LIBOR Floor, 12/16/2025(n) 1 Month LIBOR Services:
+Added: Business 9,775 9,775 9,861
+Added: Williams Industrial Services Group, Inc, 0.50% Unfunded, 12/16/2025 None Services:
+Added: Business 5,000 — 44
+Added: Wind River Systems, Inc., L+675, 1.00% LIBOR Floor, 6/24/2024(n) 3 Month LIBOR High Tech Industries 23,684 23,507 23,684
+Added: Wok Holdings Inc., L+625, 0.00% LIBOR Floor, 3/1/2026(m) 1 Month LIBOR Beverage, Food & Tobacco 20,340 19,882 20,238
+Added: Xenon Arc, Inc., L+600, 0.75% LIBOR Floor, 12/17/2027(m) 3 Month LIBOR High Tech Industries 10,000 9,875 9,875
+Added: Total Senior Secured First Lien Debt 1,564,891 1,526,989
+Added: Senior Secured Second Lien Debt - 4.1%
+Added: Deluxe Entertainment Services, Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(m)(q)(r)(t) 3 Month LIBOR Media:
+Added: Diversified & Production 10,534 10,017 —
+Added: Global Tel*Link Corp., L+825, 0.00% LIBOR Floor, 11/29/2026(n) 1 Month LIBOR Telecommunications 11,500 11,356 11,471
+Added: PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023 3 Month LIBOR Chemicals, Plastics & Rubber 15,000 14,524 14,175
+Added: Premiere Global Services, Inc., L+950, 1.00% LIBOR Floor, 6/6/2024(q)(t) 3 Month LIBOR Telecommunications 3,775 3,435 —
+Added: Securus Technologies Holdings, Inc., L+825, 1.00% LIBOR Floor, 11/1/2025 3 Month LIBOR Telecommunications 2,942 2,924 2,943
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: TMK Hawk Parent, Corp., L+800, 1.00% LIBOR Floor, 8/28/2025 1 Month LIBOR Services:
+Added: Business 13,393 13,199 9,994
+Added: Total Senior Secured Second Lien Debt 55,455 38,583
+Added: Collateralized Securities and Structured Products - Equity - 0.3%
+Added: APIDOS CLO XVI Subordinated Notes, 0.00% Estimated Yield, 1/19/2025(h) (g) Diversified Financials 9,000 2,136 984
+Added: Galaxy XV CLO Ltd.
+Added: Class A Subordinated Notes, 5.76% Estimated Yield, 4/15/2025(h) (g) Diversified Financials 4,000 1,749 2,014
+Added: Total Collateralized Securities and Structured Products - Equity 3,885 2,998
+Added: Unsecured Debt - 2.9%
+Added: Lucky Bucks Holdings LLC, 12.50%, 5/29/2028(t) None Hotel, Gaming & Leisure 20,219 20,219 20,219
+Added: WPLM Acquisition Corp., 15.00%, 11/24/2025(t) None Media:
+Added: Advertising, Printing & Publishing 6,628 6,558 6,397
+Added: Total Unsecured Debt 26,777 26,616
+Added: Equity - 7.6%
+Added: ARC Financial Partners, LLC, Membership Interests (25% ownership)(o)(r) Metals & Mining NA — —
+Added: Ascent Resources - Marcellus, LLC, Membership Units(o) Energy:
+Added: Oil & Gas 511,255 Units 1,642 639
+Added: Ascent Resources - Marcellus, LLC, Warrants(o) Energy:
+Added: Oil & Gas 132,367 Units 13 3
+Added: CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(o)(s) Diversified Financials 22,072,841 Units 22,073 29,796
+Added: CION/EagleTree Partners, LLC, Membership Units (85% ownership)(h)(o)(s) Diversified Financials NA — —
+Added: DBI Investors, Inc., Series A1 Preferred Stock(o) Retail 20,000 Units 802 2,251
+Added: DBI Investors, Inc., Series A2 Preferred Stock(o) Retail 1,733 Units — 182
+Added: DBI Investors, Inc., Series A Preferred Stock(o) Retail 1,396 Units 140 164
+Added: DBI Investors, Inc., Series B Preferred Stock(o) Retail 4,183 Units 410 162
+Added: DBI Investors, Inc., Common Stock(o) Retail 39,423 Units — —
+Added: DBI Investors, Inc., Reallocation Rights(o) Retail 7,500 Units — —
+Added: GSC Technologies Inc., Common Shares(o)(r) Chemicals, Plastics & Rubber 807,268 Units — —
+Added: Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(o) Retail 1,000,000 Units 1,000 20
+Added: Independent Pet Partners Intermediate Holdings, LLC, Class B-2 Preferred Units(o) Retail 2,632,771 Units 2,133 3,949
+Added: Independent Pet Partners Intermediate Holdings, LLC, Class C Preferred Units(o) Retail 2,632,771 Units 2,633 2,791
+Added: Independent Pet Partners Intermediate Holdings, LLC, Warrants(o) Retail 155,880 Units — —
+Added: Longview Intermediate Holdings C, LLC, Membership Units(o)(r) Energy:
+Added: Oil & Gas 653,989 Units 2,704 15,127
+Added: Mooregate ITC Acquisition, LLC, Class A Units(o) High Tech Industries 500 Units 562 171
+Added: Mount Logan Capital Inc., Common Stock(f)(h)(r) Banking, Finance, Insurance & Real Estate 1,075,557 Units 3,534 3,404
+Added: NS NWN Acquisition, LLC, Class A Preferred Units(o) High Tech Industries 111 Units 110 2,382
+Added: NS NWN Acquisition, LLC, Non-voting Units(o) High Tech Industries 346 Units 393 —
+Added: NS NWN Holdco LLC, Voting Units (o) High Tech Industries 522 Units 504 525
+Added: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(o) Consumer Goods:
+Added: Durable 1,575 Units 1,000 770
+Added: Palmetto Clean Technology, Inc., Warrants(o) High Tech Industries 724,112 Units 472 3,222
+Added: RumbleOn, Inc., Warrants(o) Automotive 60,606 Units 927 978
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: Portfolio Company(a) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: SIMR Parent, LLC, Class B Common Units(o)(r) Healthcare & Pharmaceuticals 12,283,163 Units 8,002 —
+Added: SIMR Parent, LLC, Class W Units(o)(r) Healthcare & Pharmaceuticals 1,778,219 Units — —
+Added: Snap Fitness Holdings, Inc., Class A Common Stock(o)(r) Services:
+Added: Consumer 9,858 Units 3,078 3,131
+Added: Snap Fitness Holdings, Inc., Warrants(o)(r) Services:
+Added: Consumer 3,996 Units 1,247 1,269
+Added: Total Equity 53,379 70,936
+Added: Short Term Investments - 9.5%(k)
+Added: First American Treasury Obligations Fund, Class Z Shares, 0.01% (l) 87,917 87,917
+Added: Total Short Term Investments 87,917 87,917
+Added: TOTAL INVESTMENTS - 188.5% $ 1,792,304 1,754,039
+Added: LIABILITIES IN EXCESS OF OTHER ASSETS - (88.5%) (823,527)
+Added: NET ASSETS - 100% $ 930,512
+Added: All of the Company’s investments are issued by eligible U.S.
+Added: 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.
+Added: Unless specifically identified in note t.
+Added: below, investments do not contain a paid-in-kind, or PIK, interest provision.
+Added: The 1, 3 and 6 month London Interbank Offered Rate, or LIBOR, rates were 0.10%, 0.21% and 0.34%, respectively, as of December 31, 2021.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2021, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2021.
+Added: Fair value determined in good faith by the Company’s board of directors (see Note 9) using significant unobservable inputs unless otherwise noted.
+Added: Represents amortized cost for debt securities and cost for equity investments.
+Added: Denominated in U.S.
+Added: dollars unless otherwise noted.
+Added: Fair value determined using level 1 inputs.
+Added: The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated.
+Added: 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.
+Added: 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.
+Added: Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized.
+Added: The investment or a portion thereof is not a qualifying asset under the 1940 Act.
+Added: 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.
+Added: As of December 31, 2021, 92.6% of the Company’s total assets represented qualifying assets.
+Added: Position or a portion thereof unsettled as of December 31, 2021.
+Added: 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.
+Added: 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.
+Added: 7-day effective yield as of December 31, 2021.
+Added: 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, 2021 (see Note 8).
+Added: 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, 2021 (see Note 8).
+Added: Non-income producing security.
+Added: The ultimate interest earned on this loan will be determined based on the portfolio company’s EBITDA at a specified trigger event.
+Added: Investment or a portion thereof was on non-accrual status as of December 31, 2021.
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: 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.
+Added: Fair value as of December 31, 2020 and 2021, along with transactions during the year ended December 31, 2021 in these affiliated investments, were as follows:
+Added: Year Ended December 31, 2021 Year Ended December 31, 2021
+Added: Non-Controlled, Affiliated Investments Fair Value
+Added: 31, 2020 Gross
+Added: (Cost)(1) Gross
+Added: (Cost)(2) Net
+Added: Gain (Loss) Fair Value
+Added: 31, 2021 Net Realized
+Added: Gain (Loss) Interest
+Added: Income(3) Dividend
+Added: Alert 360 Opco, Inc.
+Added: First Lien Term Loan $ — $ 12,240 $ (12,240) $ — $ — $ — $ 796 $ —
+Added: Common Stock — 3,624 (3,624) — — (117) — —
+Added: American Clinical Solutions LLC
+Added: Tranche I Term Loan 3,124 35 (3,421) 262 — — 282 —
+Added: First Amendment Tranche I Term Loan 242 — (250) 8 — — 18 —
+Added: Class A Membership Interests 663 — (1,658) 995 — 3,542 — —
+Added: ARC Financial, LLC
+Added: Membership Interests — — — — — — — —
+Added: BCP Great Lakes Fund LP
+Added: Membership Interests 12,611 5,377 (18,241) 253 — 33 — 1,078
+Added: Charming Charlie, LLC
+Added: Vendor Payment Financing Facility 350 — — — 350 — — —
+Added: Conisus Holdings, Inc.
+Added: Series B Preferred Stock 16,481 951 (16,094) (1,338) — — — 4,428
+Added: Common Stock 12,401 — (200) (12,201) — 19,110 — —
+Added: DESG Holdings, Inc.
+Added: First Lien Term Loan 3,978 48 (1,176) (1,063) 1,787 180 (291) —
+Added: Second Lien Term Loan — — — — — — — —
+Added: Common Stock — — (13,675) 13,675 — (13,675) — —
+Added: F+W Media, Inc.
+Added: First Lien Term Loan B-1 — — (1,115) 1,115 — (1,080) — —
+Added: GSC Technologies Inc.
+Added: Incremental Term Loan — 176 (6) — 170 — 5 —
+Added: First Lien Term Loan A 2,289 18 (17) (289) 2,001 1 165 —
+Added: First Lien Term Loan B 755 58 — (328) 485 — 58 —
+Added: Common Shares — — — — — — — —
+Added: Lift Brands, Inc.
+Added: Term Loan A 23,642 — (118) (118) 23,406 — 2,036 —
+Added: Term Loan B 4,751 502 — (97) 5,156 — 503 —
+Added: Term Loan C 4,687 129 — (116) 4,700 — 129 —
+Added: Longview Power, LLC
+Added: First Lien Term Loan 2,414 2,019 (26) 97 4,504 16 581 —
+Added: Longview Intermediate Holdings C, LLC
+Added: Membership Units 7,988 179 — 6,960 15,127 — — —
+Added: Mount Logan Capital Inc.
+Added: Common Stock 2,409 — — 995 3,404 — — 70
+Added: First Lien Term Loan 13,347 3,839 — (1,186) 16,000 — 3,839 —
+Added: SIMR Parent, LLC
+Added: Class B Membership Units — — — — — — — —
+Added: Class W Membership Units — — — — — — — —
+Added: Snap Fitness Holdings, Inc.
+Added: Class A Stock 3,389 — — (258) 3,131 — — —
+Added: Warrants 1,374 — — (105) 1,269 — — —
+Added: Totals $ 116,895 $ 29,195 $ (71,861) $ 7,261 $ 81,490 $ 8,010 $ 8,121 $ 5,576
+Added: (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.
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: (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.
+Added: (3) Includes PIK interest income.
+Added: 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.
+Added: Fair value as of December 31, 2020 and 2021, along with transactions during the year ended December 31, 2021 in these controlled investments, were as follows:
+Added: Year Ended December 31, 2021 Year Ended December 31, 2021
+Added: Controlled Investments Fair Value at
+Added: December 31, 2020 Gross
+Added: (Cost)(1) Gross
+Added: (Cost)(2) Net
+Added: Gain (Loss) Fair Value at
+Added: December 31, 2021 Net Realized
+Added: Gain (Loss) Interest
+Added: Income(3) Dividend Income
+Added: CION SOF Funding, LLC
+Added: Membership Interests $ 12,472 $ — $ (15,539) $ 3,067 $ — $ (3,067) $ — $ —
+Added: CION/EagleTree Partners, LLC
+Added: Senior Secured Note — 61,629 — — 61,629 — 260 —
+Added: Participating Preferred Shares — 22,073 — 7,723 29,796 — — —
+Added: Common Shares — — — — — — — —
+Added: Totals $ 12,472 $ 83,702 $ (15,539) $ 10,790 $ 91,425 $ (3,067) $ 260 $ —
+Added: (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.
+Added: (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.
+Added: (3) Includes PIK interest income.
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2021
+Added: (in thousands)
+Added: As of December 31, 2021, 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:
+Added: Interest Rate
+Added: Portfolio Company Investment Type Cash PIK All-in-Rate
+Added: Adapt Laser Acquisition, Inc.
+Added: Senior Secured First Lien Debt 11.00% 2.00% 13.00%
+Added: American Consolidated Natural Resources, Inc.
+Added: Senior Secured First Lien Debt 14.00% 3.00% 17.00%
+Added: Ancile Solutions, Inc.
+Added: Senior Secured First Lien Debt 8.00% 3.00% 11.00%
+Added: Anthem Sports & Entertainment Inc.
+Added: Senior Secured First Lien Debt 7.75% 2.25% 10.00%
+Added: Cadence Aerospace, LLC Senior Secured First Lien Debt 7.50% 2.00% 9.50%
+Added: CHC Solutions Inc.
+Added: Senior Secured First Lien Debt 8.00% 4.00% 12.00%
+Added: CION/EagleTree Partners, LLC Senior Secured Note — 14.00% 14.00%
+Added: CircusTrix Holdings, LLC Senior Secured First Lien Debt 6.50% 2.50% 9.00%
+Added: David's Bridal, LLC Senior Secured First Lien Debt 6.00% 5.00% 11.00%
+Added: David's Bridal, LLC Senior Secured First Lien Debt 1.00% 6.00% 7.00%
+Added: Deluxe Entertainment Services, Inc.
+Added: Senior Secured First Lien Debt 6.00% 1.50% 7.50%
+Added: Deluxe Entertainment Services, Inc.
+Added: Senior Secured Second Lien Debt 7.00% 2.50% 9.50%
+Added: GSC Technologies Inc.
+Added: Senior Secured First Lien Debt — 6.00% 6.00%
+Added: GSC Technologies Inc.
+Added: Senior Secured First Lien Debt 6.00% 5.00% 11.00%
+Added: Hilliard, Martinez & Gonzales, LLP Senior Secured First Lien Debt — 20.00% 20.00%
+Added: Homer City Generation, L.P.
+Added: Senior Secured First Lien Debt — 15.00% 15.00%
+Added: Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 6.00% 6.00%
+Added: LAV Gear Holdings, Inc.
+Added: Senior Secured First Lien Debt 6.50% 2.00% 8.50%
+Added: Lift Brands, Inc.
+Added: Senior Secured First Lien Debt — 9.50% 9.50%
+Added: Lucky Bucks Holdings LLC Unsecured Note — 12.50% 12.50%
+Added: Moss Holding Company Senior Secured First Lien Debt 7.50% 0.50% 8.00%
+Added: Premiere Global Services, Inc.
+Added: Senior Secured Second Lien Debt 0.50% 10.00% 10.50%
+Added: Hilliard, L.L.P.
+Added: Senior Secured First Lien Debt — 20.00% 20.00%
+Added: RumbleOn, Inc.
+Added: Senior Secured First Lien Debt 8.25% 1.00% 9.25%
+Added: SIMR, LLC Senior Secured First Lien Debt 12.00% 7.00% 19.00%
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc.
+Added: Senior Secured First Lien Debt — 9.63% 9.63%
+Added: Trammell, P.C.
+Added: Senior Secured First Lien Debt — 20.00% 20.00%
+Added: Vesta Holdings, LLC Senior Secured First Lien Debt 7.00% 4.00% 11.00%
+Added: WPLM Acquisition Corp.
+Added: Unsecured Note — 15.00% 15.00%
+Added: As of December 31, 2021, the index rate for $4,804 and $4,892 was 1 Month LIBOR and 3 Month LIBOR, respectively.
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2020
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: Senior Secured First Lien Debt - 139.3%
LTD., L+500, 1.00% LIBOR Floor, 9/30/2025(s) 3 Month LIBOR Chemicals, Plastics & Rubber $ 2,422 $ 2,293 $ 2,289
268 unchanged sentences
ACNR Holdings, Inc., Preferred Stock(p) Metals & Mining 1,890 Units 26 118
−Removed: Alert 360 Topco, Inc., Common Stock(p)
+Added: Alert 360 Topco, Inc., Common Stock(p) Services:
Consumer 465,053 Units 2,883 2,883
74 unchanged sentences
All of the Company’s investments are issued by eligible U.S.
−Removed: 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.
+Added: portfolio companies, as defined in the 1940 Act, except for investments specifically identified as non-qualifying per note h.
Unless specifically identified in note v.
−Removed: below, investments do not contain a paid-in-kind, or PIK, interest provision.
−Removed: 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.
+Added: below, investments do not contain a PIK interest provision.
+Added: The 1, 2, 3, 6 and 12 month 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.
17 unchanged sentences
7-day effective yield as of December 31, 2020.
−Removed: 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).
−Removed: 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).
+Added: 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, 2020 (see Note 8).
+Added: 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, 2020 (see Note 8).
Non-income producing security.
−Removed: The ultimate interest earned on this loan will be determined based on the portfolio company’s EBITDA at a specified trigger event.
+Added: The ultimate interest earned on this loan will be determined based on the portfolio company’s EBITDA at a specified triggering event.
Investment or a portion thereof was on non-accrual status as of December 31, 2020.
5 unchanged sentences
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.
−Removed: 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:
+Added: Fair value as of December 31, 2019 and 2020, along with transactions during the year ended December 31, 2020 in these affiliated investments, were as follows:
Year Ended December 31, 2020 Year Ended December 31, 2020
20 unchanged sentences
First Lien Term Loan B1 — — — — — — — —
+Added: First Lien Term Loan B2 — — — — — — (1) —
Vendor Payment Financing Facility 472 — (97) (25) 350 — 7 —
28 unchanged sentences
Totals $ 106,959 $ 56,451 $ (28,570) $ (17,945) $ 116,895 $ (211) $ 9,965 $ 3,012
−Removed: (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.
3 unchanged sentences
(in thousands)
+Added: (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.
1 unchanged sentence
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.
−Removed: 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:
+Added: Fair value as of December 31, 2019 and 2020, along with transactions during the year ended December 31, 2020 in these controlled investments, were as follows:
Year Ended December 31, 2020 Year Ended December 31, 2020
72 unchanged sentences
CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Senior Secured First Lien Debt - 141.9%
−Removed: Academy, Ltd., L+400, 1.00% LIBOR Floor, 7/1/2022(p) 1 Month LIBOR Retail $ 14,236 $ 12,656 $ 11,815
−Removed: ACProducts, Inc., L+550, 0.00% LIBOR Floor, 2/15/2024(p) 1 Month LIBOR Construction & Building 4,906 4,693 4,900
−Removed: Adams Publishing Group, LLC, 0.38% Unfunded, 7/2/2020(o) None Media:
−Removed: Advertising, Printing & Publishing 1,600 — (8)
−Removed: Adams Publishing Group, LLC, L+750, 1.00% LIBOR Floor, 7/2/2023(o)(q) 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 13,353 13,245 13,286
−Removed: Adapt Laser Acquisition, Inc., 0.50% Unfunded, 12/31/2023 None Capital Equipment 2,000 — (118)
−Removed: 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
−Removed: 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
−Removed: 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
−Removed: Alchemy US Holdco 1, LLC, L+550,10/10/2025(p) 1 Month LIBOR Construction & Building 7,800 7,697 7,685
−Removed: Allen Media Broadcasting LLC, L+625, 1.00% LIBOR Floor, 7/3/2024(o)(q) 2 Month LIBOR Media:
−Removed: Diversified & Production 24,688 24,070 25,058
−Removed: Allen Media, LLC, L+650, 1.00% LIBOR Floor, 8/30/2023(o)(p)(q)(r) 3 Month LIBOR Media:
−Removed: Diversified & Production 67,124 65,820 67,795
−Removed: ALM Media, LLC, L+650, 1.00% LIBOR Floor, 11/25/2024(o)(q) 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 20,000 19,607 19,600
−Removed: AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025(r) 3 Month LIBOR Services:
−Removed: Business 10,000 9,943 9,950
−Removed: AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025 3 Month LIBOR Services:
−Removed: Business 539 539 536
−Removed: AMCP Staffing Intermediate Holdings III, LLC, 0.50% Unfunded, 9/24/2025 None Services:
−Removed: Business 1,059 — (5)
−Removed: American Clinical Solutions LLC, 7.00%, 12/31/2022 None Healthcare & Pharmaceuticals 3,500 3,395 3,395
−Removed: American Clinical Solutions LLC, 2.00%, 12/31/2022(x) None Healthcare & Pharmaceuticals 6,000 4,192 4,192
−Removed: American Media, LLC, 0.50% Unfunded, 12/31/2023 None Media:
−Removed: Advertising, Printing & Publishing 128 — (1)
−Removed: American Media, LLC, L+775, 0.00% LIBOR Floor, 12/31/2023(o) 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 15,471 15,146 15,316
−Removed: American Media, LLC, L+775, 0.00% LIBOR Floor, 12/31/2023 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 1,574 1,539 1,559
−Removed: 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
−Removed: Analogic Corp., L+600, 1.00% LIBOR Floor, 6/21/2024(q)(r) 1 Month LIBOR Healthcare & Pharmaceuticals 24,321 23,928 24,078
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(o)(x) 3 Month LIBOR Media:
−Removed: Diversified & Production 12,624 12,470 12,498
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024 3 Month LIBOR Media:
−Removed: Diversified & Production 833 833 833
−Removed: Anthem Sports & Entertainment Inc., 0.50% Unfunded, 9/9/2024 None Media:
−Removed: Diversified & Production 1,333 — —
−Removed: 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
−Removed: 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
−Removed: 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
−Removed: Ascent Resources - Marcellus, LLC, L+650, 1.00% LIBOR Floor, 3/30/2023 1 Month LIBOR Energy:
−Removed: Oil & Gas 712 712 673
−Removed: 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
−Removed: 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
−Removed: Bi-Lo, LLC, L+800, 1.00% LIBOR Floor, 5/31/2024(p)(q) 2 Month LIBOR Retail 12,864 12,535 12,639
−Removed: 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
−Removed: Cardinal US Holdings, Inc., L+500, 1.00% LIBOR Floor, 7/31/2023(p) 3 Month LIBOR Services:
−Removed: Business 8,309 7,915 8,226
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(p)(r) 1 Month LIBOR Transportation:
−Removed: Cargo 16,410 16,327 14,687
−Removed: Central Security Group, Inc., L+563, 1.00% LIBOR Floor, 10/6/2021(p)(r) 1 Month LIBOR Services:
−Removed: Consumer 19,416 19,424 16,892
−Removed: Charming Charlie LLC, L+1200, 1.00% LIBOR Floor, 4/24/2023(t)(u)(x) 1 Month LIBOR Retail 2,936 — —
−Removed: Charming Charlie LLC, L+1200, 1.00% LIBOR Floor, 4/24/2023(t)(u)(x) 1 Month LIBOR Retail 3,595 — —
−Removed: Charming Charlie LLC, 20.00%, 5/15/2020(t)(u) None Retail 845 754 472
−Removed: CHC Solutions Inc., 12.00%, 7/20/2023(x) None Healthcare & Pharmaceuticals 7,347 7,347 7,347
−Removed: 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
−Removed: CircusTrix Holdings, LLC, 1.00% Unfunded, 12/16/2021 None Hotel, Gaming & Leisure 2,892 — (58)
−Removed: CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021 1 Month LIBOR Hotel, Gaming & Leisure 2,424 2,424 2,375
−Removed: Country Fresh Holdings, LLC, 1.00% Unfunded, 4/29/2023 None Beverage, Food & Tobacco 327 — —
−Removed: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023 3 Month LIBOR Beverage, Food & Tobacco 414 413 414
−Removed: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023 3 Month LIBOR Beverage, Food & Tobacco 694 653 694
−Removed: 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
−Removed: David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(x) 3 Month LIBOR Retail 698 584 698
−Removed: Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(j)(u)(x) 3 Month LIBOR Media:
−Removed: Diversified & Production 23,656 23,656 28,978
−Removed: DMT Solutions Global Corp., L+700, 0.00% LIBOR Floor, 7/2/2024(p)(r) 6 Month LIBOR Services:
−Removed: Business 18,500 18,061 18,038
−Removed: 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
−Removed: Entertainment Studios P&A LLC, 5.00%, 5/18/2037(l) None Media:
−Removed: Diversified & Production — — 2,381
−Removed: Entertainment Studios P&A LLC, 6.35%, 5/18/2037(l) None Media:
−Removed: Diversified & Production 14,448 14,346 13,942
−Removed: 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
−Removed: ES Chappaquiddick LLC, 10.00%, 5/18/2022 None Media:
−Removed: Diversified & Production 925 925 937
−Removed: 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
−Removed: Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024 None Media:
−Removed: Diversified & Production 1,744 (1) (9)
−Removed: Extreme Reach, Inc., L+750, 0.00% LIBOR Floor, 3/29/2024(q) 1 Month LIBOR Media:
−Removed: Diversified & Production 17,126 17,047 17,040
−Removed: F+W Media, Inc., L+650, 1.50% LIBOR Floor, 5/24/2022(t)(u)(x) 1 Month LIBOR Media:
−Removed: Diversified & Production 1,176 1,125 —
−Removed: Flavors Holdings Inc., L+575, 1.00% LIBOR Floor, 4/3/2020(o)(q) 3 Month LIBOR Consumer Goods:
−Removed: Non-Durable 13,388 13,187 13,288
−Removed: Foundation Consumer Healthcare, LLC, 0.50% Unfunded, 11/2/2023 None Healthcare & Pharmaceuticals 4,211 (20) —
−Removed: 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
−Removed: 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
−Removed: Geo Parent Corp., L+525, 0.00% LIBOR Floor, 12/19/2025(p) 1 Month LIBOR Services:
−Removed: Business 14,888 14,752 14,850
−Removed: 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
−Removed: Geon Performance Solutions, LLC, 0.50% Unfunded, 10/25/2024 None Chemicals, Plastics & Rubber 2,586 — —
−Removed: Harland Clarke Holdings Corp., L+475, 1.00% LIBOR Floor, 11/3/2023(p)(r) 3 Month LIBOR Services:
−Removed: Business 13,180 13,134 10,538
−Removed: Healogics, Inc., L+425, 1.00% LIBOR Floor, 7/1/2021(p) 3 Month LIBOR Healthcare & Pharmaceuticals 4,749 4,632 4,251
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(x) 1 Month LIBOR Services:
−Removed: Consumer 15,000 14,850 14,850
−Removed: Homer City Generation, L.P., L+1100, 1.00% LIBOR Floor, 4/5/2023(o) 3 Month LIBOR Energy:
−Removed: Oil & Gas 14,444 13,953 13,812
−Removed: HUMC Holdco, LLC, 9.00%, 6/26/2020 None Healthcare & Pharmaceuticals 10,000 9,972 9,950
−Removed: Hummel Station LLC, L+600, 1.00% LIBOR Floor, 10/27/2022(p) 1 Month LIBOR Energy:
−Removed: Oil & Gas 9,761 9,456 9,224
−Removed: 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
−Removed: Independent Pet Partners Intermediate Holdings, LLC, 1.00% Unfunded, 11/19/2023 None Retail 7,852 — (255)
−Removed: 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
−Removed: Infinity Sales Group, LLC, L+1050, 1.00% LIBOR Floor, 11/23/2022(o) 1 Month LIBOR Services:
−Removed: Business 6,820 6,670 6,820
−Removed: InfoGroup Inc., L+500, 1.00% LIBOR Floor, 4/3/2023(p)(q)(r) 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 15,756 15,743 14,968
−Removed: Instant Web, LLC, 0.50% Unfunded, 12/15/2022 None Media:
−Removed: Advertising, Printing & Publishing 2,704 — (81)
−Removed: Instant Web, LLC, L+650, 0.00% LIBOR Floor, 12/15/2022(o)(q)(r) 1 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 37,683 37,603 36,552
−Removed: International Seaways, Inc., L+600, 1.00% LIBOR Floor, 6/22/2022(h)(p) 1 Month LIBOR Transportation:
−Removed: Cargo 6,782 6,705 6,782
−Removed: 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
−Removed: 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
−Removed: Jab Wireless, Inc., L+800, 0.00% LIBOR Floor, 5/2/2023(r) 1 Month LIBOR Telecommunications 13,700 13,700 13,700
−Removed: Jenny C Acquisition, Inc., L+1050, 0.00% LIBOR Floor, 10/1/2024(o) 3 Month LIBOR Services:
−Removed: Consumer 9,899 9,812 9,662
−Removed: 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
−Removed: 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
−Removed: 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
−Removed: KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(p)(r) 3 Month LIBOR Consumer Goods:
−Removed: Durable 8,293 8,180 6,427
−Removed: 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
−Removed: 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
−Removed: LAV Gear Holdings, Inc., L+550, 1.00% LIBOR Floor, 10/31/2024(o)(q) 3 Month LIBOR Services:
−Removed: Business 17,361 17,132 17,057
−Removed: LAV Gear Holdings, Inc., L+550, 1.00% LIBOR Floor, 10/31/2024 3 Month LIBOR Services:
−Removed: Business 4,286 4,228 4,211
−Removed: LAV Gear Holdings, Inc., 1.00% Unfunded, 4/7/2021 None Services:
−Removed: Business 864 (8) (15)
−Removed: 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
−Removed: Lift Brands, Inc., 1.00% Unfunded, 4/16/2023 None Services:
−Removed: Consumer 3,950 — (109)
−Removed: Lift Brands, Inc., L+700, 1.00% LIBOR Floor, 4/16/2023(o)(q)(r)(x) 3 Month LIBOR Services:
−Removed: Consumer 43,321 42,649 42,130
−Removed: Lift Brands, Inc., L+700, 1.00% LIBOR Floor, 4/16/2023 3 Month LIBOR Services:
−Removed: Consumer 1,050 1,050 1,021
−Removed: Longview Power, LLC, L+600, 1.00% LIBOR Floor, 4/13/2021(o)(q) 3 Month LIBOR Energy:
−Removed: Oil & Gas 17,745 16,376 14,551
−Removed: Manna Pro Products, LLC, 1.00% Unfunded, 5/31/2021 None Retail 5,528 — (55)
−Removed: Manna Pro Products, LLC, L+600, 0.00% LIBOR Floor, 12/8/2023(o) 1 Month LIBOR Retail 3,439 3,439 3,405
−Removed: Mimeo.com, Inc., 0.25% Unfunded, 12/21/2020 None Services:
−Removed: Business 10,000 — —
−Removed: Mimeo.com, Inc., 1.00% Unfunded, 12/21/2023 None Services:
−Removed: Business 1,500 — —
−Removed: Mimeo.com, Inc., L+700, 1.00% LIBOR Floor, 12/21/2023(o)(r) 3 Month LIBOR Services:
−Removed: Business 22,310 22,310 22,310
−Removed: Mimeo.com, Inc., L+700, 1.00% LIBOR Floor, 12/21/2023 3 Month LIBOR Services:
−Removed: Business 1,500 1,500 1,500
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Moss Holding Company, 0.50% Unfunded, 4/17/2023 None Services:
−Removed: Business 2,126 — (43)
−Removed: Moss Holding Company, 6.25% Unfunded, 4/17/2023 None Services:
−Removed: Business 106 — (2)
−Removed: Moss Holding Company, L+625, 1.00% LIBOR Floor, 4/17/2023(o)(q) 3 Month LIBOR Services:
−Removed: Business 19,657 19,419 19,264
−Removed: Moxie Patriot LLC, L+575, 1.00% LIBOR Floor, 12/19/2020(p) 3 Month LIBOR Energy:
−Removed: Oil & Gas 9,799 9,792 9,554
−Removed: Murray Energy Corp., L+725, 1.00% LIBOR Floor, 10/17/2022(t) 3 Month LIBOR Metals & Mining 3,574 3,562 771
−Removed: Murray Energy Corp., L+1100, 2.00% LIBOR Floor, 7/29/2020(p) 1 Month LIBOR Metals & Mining 662 643 668
−Removed: NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(q)(r) 1 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 14,868 14,764 14,719
−Removed: One Call Corp., L+525, 1.00% LIBOR Floor, 11/25/2022(p) 3 Month LIBOR Healthcare & Pharmaceuticals 7,915 7,582 7,598
−Removed: Palmetto Solar, LLC, 12.00%, 12/12/2024 None High Tech Industries 858 566 835
−Removed: Palmetto Solar, LLC, 0.75% Unfunded, 12/12/2021 None High Tech Industries 19,142 — (526)
−Removed: Petroflow Energy Corp., L+800, 1.00% LIBOR Floor, 6/29/2019(o)(t)(u)(x) 1 Month LIBOR Energy:
−Removed: Oil & Gas 642 223 10
−Removed: PFS Holding Corp., L+350, 1.00% LIBOR Floor, 1/31/2021 3 Month LIBOR Retail 3,097 2,738 2,079
−Removed: PH Beauty Holdings III.
−Removed: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(p) 1 Month LIBOR Consumer Goods:
−Removed: Non-Durable 4,888 4,845 4,692
−Removed: 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
−Removed: Plano Molding Company, LLC, L+750, 1.00% LIBOR Floor, 5/12/2021(o) 1 Month LIBOR Consumer Goods:
−Removed: Non-Durable 6,010 5,979 5,770
−Removed: 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
−Removed: 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
−Removed: Rhino Energy LLC, L+1000, 1.00% LIBOR Floor, 12/27/2022(r) 1 Month LIBOR Metals & Mining 9,387 9,149 8,918
−Removed: Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(p) 1 Month LIBOR Telecommunications 3,990 2,897 3,940
−Removed: 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
−Removed: Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(o)(q) None Healthcare & Pharmaceuticals 9,103 9,031 8,875
−Removed: 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
−Removed: Smart & Final Inc., L+675, 0.00% LIBOR Floor, 6/20/2025(p) 1 Month LIBOR Retail 9,950 9,091 9,627
−Removed: Sorenson Communications, LLC, L+650, 0.00% LIBOR Floor, 4/30/2024(p) 3 Month LIBOR Telecommunications 12,536 12,089 12,473
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 1.00% LIBOR Floor, 6/30/2021(o)(x) 3 Month LIBOR Healthcare & Pharmaceuticals 542 493 533
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 1.00% LIBOR Floor, 6/30/2021(o) 3 Month LIBOR Healthcare & Pharmaceuticals 12,654 12,653 12,464
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 1.00% LIBOR Floor, 6/30/2021(o)(x) 3 Month LIBOR Healthcare & Pharmaceuticals 563 563 555
−Removed: 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
−Removed: STG-Fairway Acquisitions, Inc., L+525, 1.00% LIBOR Floor, 6/30/2022(p)(q) 1 Month LIBOR Services:
−Removed: Business 3,929 3,866 3,929
−Removed: Teladoc, Inc., 0.50% Unfunded, 7/14/2020(h) None High Tech Industries 1,250 (8) —
−Removed: 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
−Removed: Tenere Inc., L+1000, 1.00% LIBOR Floor, 12/23/2021(o)(q) 3 Month LIBOR Capital Equipment 28,480 28,196 28,480
−Removed: Tensar Corp., L+475, 1.00% LIBOR Floor, 7/9/2021(p) 3 Month LIBOR Chemicals, Plastics & Rubber 12,980 12,632 12,363
−Removed: The Pasha Group, L+750, 1.00% LIBOR Floor, 1/26/2023(q) 2 Month LIBOR Transportation:
−Removed: Cargo 5,764 5,647 5,822
−Removed: The Pay-O-Matic Corp., L+900, 0.00% LIBOR Floor, 4/5/2021(g)(o) 3 Month LIBOR Services:
−Removed: Consumer 9,612 9,568 9,612
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Therapure Biopharma Inc., L+875, 0.50% LIBOR Floor, 12/1/2021(h) 1 Month LIBOR Healthcare & Pharmaceuticals 13,913 13,882 13,148
−Removed: Volta Charging, LLC, 0.00% Unfunded, 6/19/2021(s) None Media:
−Removed: Diversified & Production 10,000 — —
−Removed: Volta Charging, LLC, 12.00%, 6/19/2024 None Media:
−Removed: Diversified & Production 2,000 1,961 2,000
−Removed: Volta Charging, LLC, 12.00%, 6/19/2024 None Media:
−Removed: Diversified & Production 10,000 10,000 10,000
−Removed: 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
−Removed: Woodstream Corp., L+600, 1.00% LIBOR Floor, 5/29/2022 1 Month LIBOR Consumer Goods:
−Removed: Non-Durable 559 559 559
−Removed: Woodstream Corp., L+600, 1.00% LIBOR Floor, 5/29/2022(r) 1 Month LIBOR Consumer Goods:
−Removed: Non-Durable 9,300 9,300 9,300
−Removed: Total Senior Secured First Lien Debt 1,388,942 1,351,767
−Removed: Senior Secured Second Lien Debt - 26.1%
−Removed: 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
−Removed: Access CIG, LLC, L+775, 0.00% LIBOR Floor, 2/27/2026(q) 1 Month LIBOR Services:
−Removed: Business 17,250 17,126 17,207
−Removed: 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
−Removed: 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
−Removed: Carestream Health, Inc., L+950, 1.00% LIBOR Floor, 6/7/2021(q) 1 Month LIBOR Healthcare & Pharmaceuticals 10,662 10,662 10,102
−Removed: 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
−Removed: Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024 3 Month LIBOR Construction & Building 1,507 1,507 1,507
−Removed: Deluxe Entertainment Services Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(p)(u)(x) 1 Month LIBOR Media:
−Removed: Diversified & Production 9,890 9,675 9,717
−Removed: EagleTree-Carbide Acquisition Corp., L+850, 1.00% LIBOR Floor, 8/28/2025(o)(q) 3 Month LIBOR Consumer Goods:
−Removed: Durable 25,000 24,695 24,750
−Removed: 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
−Removed: Global Tel*Link Corp., L+825, 0.00% LIBOR Floor, 11/29/2026(q) 1 Month LIBOR Telecommunications 11,500 11,312 11,586
−Removed: LSCS Holdings, Inc., L+825, 0.00% LIBOR Floor, 3/16/2026(o) 3 Month LIBOR Services:
−Removed: Business 11,891 11,655 11,831
−Removed: 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
−Removed: 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
−Removed: MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026(r) 3 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,690 6,383
−Removed: Ministry Brands, LLC, L+925, 1.00% LIBOR Floor, 6/2/2023(o)(q) 2 Month LIBOR Services:
−Removed: Business 7,000 6,932 7,000
−Removed: Niacet Corp., E+875, 1.00% EURIBOR Floor, 8/1/2024(h) 1 Month EURIBOR Chemicals, Plastics & Rubber € 7,489 7,985 8,314
−Removed: 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
−Removed: 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
−Removed: PFS Holding Corp., L+725, 1.00% LIBOR Floor, 1/31/2022(p)(t) 3 Month LIBOR Retail 4,998 4,272 —
−Removed: 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
−Removed: Securus Technologies Holdings, Inc., L+825, 1.00% LIBOR Floor, 11/1/2025(q) 1 Month LIBOR Telecommunications 2,942 2,916 2,836
−Removed: STG-Fairway Acquisitions, Inc., L+925, 1.00% LIBOR Floor, 6/30/2023(o) 1 Month LIBOR Services:
−Removed: Business 5,000 4,957 5,000
−Removed: TMK Hawk Parent, Corp., L+800, 1.00% LIBOR Floor, 8/28/2025(o) 3 Month LIBOR Services:
−Removed: Business 13,393 13,122 12,924
−Removed: 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
−Removed: 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
−Removed: Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026(q) 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,870 14,063
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Zywave Inc., L+900, 1.00% LIBOR Floor, 11/17/2023(o) 3 Month LIBOR High Tech Industries 3,445 3,398 3,446
−Removed: Total Senior Secured Second Lien Debt 264,280 248,253
−Removed: Collateralized Securities and Structured Products - Debt - 0.7%
−Removed: 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
−Removed: Total Collateralized Securities and Structured Products - Debt 7,212 7,212
−Removed: Collateralized Securities and Structured Products - Equity - 1.5%
−Removed: APIDOS CLO XVI Subordinated Notes, 6.39% Estimated Yield, 1/19/2025(h) (f) Diversified Financials 9,000 3,762 2,125
−Removed: CENT CLO 19 Ltd.
−Removed: Subordinated Notes, 37.72% Estimated Yield, 10/29/2025(h) (f) Diversified Financials 2,000 1,163 782
−Removed: Galaxy XV CLO Ltd.
−Removed: Class A Subordinated Notes, 6.78% Estimated Yield, 4/15/2025(h) (f) Diversified Financials 4,000 2,229 1,730
−Removed: Ivy Hill Middle Market Credit Fund VIII, Ltd.
−Removed: Subordinated Loan, 11.84% Estimated Yield, 2/2/2026(h) (f) Diversified Financials 10,000 9,322 9,545
−Removed: Total Collateralized Securities and Structured Products - Equity 16,476 14,182
−Removed: Unsecured Debt - 0.5%
−Removed: WPLM Acquisition Corp., 15.00%, 11/24/2025(x) None Media:
−Removed: Advertising, Printing & Publishing 5,000 4,901 4,900
−Removed: Total Unsecured Debt 4,901 4,900
−Removed: Equity - 11.5%
−Removed: Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(s) Media:
−Removed: Diversified & Production 769 Units 205 226
−Removed: Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(s) Media:
−Removed: Diversified & Production 135 Units — —
−Removed: Anthem Sports and Entertainment Inc., Common Stock Warrants(s) Media:
−Removed: Diversified & Production 2,508 Units — —
−Removed: Ascent Resources - Marcellus, LLC, Membership Units(s) Energy:
−Removed: Oil & Gas 511,255 Units 1,642 914
−Removed: Ascent Resources - Marcellus, LLC, Warrants(s) Energy:
−Removed: Oil & Gas 132,367 Units 13 4
−Removed: Avaya Holdings Corp., Common Stock(i)(p)(s) Telecommunications 321,260 Units 5,285 4,337
−Removed: BCP Great Lakes Fund LP, Partnership Interests (31.7% ownership)(h)(v) Diversified Financials N/A 14,208 14,238
−Removed: Charming Charlie LLC, Membership Units(s)(u) Retail 30,046,243 Units — —
−Removed: CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend(w) Healthcare & Pharmaceuticals 2,727,273 Units 5,139 5,245
−Removed: CION SOF Funding, LLC, Membership Interests (87.5% ownership)(h)(v) Diversified Financials N/A 31,289 31,265
−Removed: Conisus Holdings, Inc., Series B Preferred Stock, 12% Dividend(u)(w) Healthcare & Pharmaceuticals 12,677,833 Units 13,215 13,270
−Removed: Conisus Holdings, Inc., Common Stock(s)(u) Healthcare & Pharmaceuticals 4,914,556 Units 200 1,426
−Removed: Country Fresh Holdings, LLC, Membership Units(s) Beverage, Food & Tobacco 2,985 Units 5,249 2,618
−Removed: David's Bridal, Inc., Common Stock(s) Retail 39,423 Units — —
−Removed: David's Bridal, Inc., Series A Preferred Stock(s) Retail 1,396 Units 140 141
−Removed: David's Bridal, Inc., Series B Preferred Stock(s) Retail 4,183 Units 410 410
−Removed: David's Bridal, Inc., Reallocation Rights(s) Retail 7,500 Units — —
−Removed: Dayton HoldCo, LLC, Membership Units(s) Construction & Building 37,264 Units 4,136 7,903
−Removed: DESG Holdings, Inc., Common Stock(j)(s)(u) Media:
−Removed: Diversified & Production 1,268,143 Units 13,662 14,763
−Removed: HDNet Holdco LLC, Preferred Unit Call Option(s) Media:
−Removed: Diversified & Production 1 Unit — —
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(s) Retail 1,000,000 Units 1,000 950
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: Portfolio Company(a) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Warrants(s) Retail 155,880 Units — 1
−Removed: Mooregate ITC Acquisition, LLC, Class A Units(s) High Tech Industries 500 Units 563 151
−Removed: Mount Logan Capital Inc., Common Stock(h)(i)(s)(u) Banking, Finance, Insurance & Real Estate 980,284 Units 3,335 2,505
−Removed: NS NWN Acquisition, LLC, Voting Units(s) High Tech Industries 346 Units 393 585
−Removed: NS NWN Acquisition, LLC, Class A Preferred Units(s) High Tech Industries 111 Units 110 331
−Removed: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(s) Consumer Goods:
−Removed: Durable 1,575 Units 1,000 528
−Removed: Palmetto Solar, LLC, Warrants(s) High Tech Industries 346,694 Units 295 295
−Removed: Rhino Energy LLC, Warrants(s) Metals & Mining 170,972 Units 280 16
−Removed: SIMR Parent, LLC, Class B Common Units(s)(u) Healthcare & Pharmaceuticals 12,283,000 Units 8,002 3,980
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc., Warrants(o)(s) Healthcare & Pharmaceuticals 14,181,915 Units 5,806 1,560
−Removed: Tenere Inc., Warrants(s) Capital Equipment N/A 161 1,569
−Removed: Total Equity 115,738 109,231
−Removed: Short Term Investments - 3.1%(m)
−Removed: First American Treasury Obligations Fund, Class Z Shares, 1.49% (n) 29,527 29,527
−Removed: Total Short Term Investments 29,527 29,527
−Removed: TOTAL INVESTMENTS - 185.3% $ 1,827,076 1,765,072
−Removed: LIABILITIES IN EXCESS OF OTHER ASSETS - (85.3%) (812,509)
−Removed: NET ASSETS - 100% $ 952,563
−Removed: All of the Company’s investments are issued by eligible U.S.
−Removed: portfolio companies, as defined in the 1940 Act, except for investments specifically identified as non-qualifying per note h.
−Removed: Unless specifically identified in note x.
−Removed: below, investments do not contain a PIK interest provision.
−Removed: 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.
−Removed: 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.
−Removed: The 1 month EURIBOR rate was (0.51%) as of December 31, 2019.
−Removed: Fair value determined in good faith by the Company’s board of directors (see Note 9) using significant unobservable inputs unless otherwise noted.
−Removed: Represents amortized cost for debt securities and cost for equity investments.
−Removed: Denominated in U.S.
−Removed: dollars unless otherwise noted.
−Removed: The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated.
−Removed: 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.
−Removed: 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.
−Removed: Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized.
−Removed: 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.
−Removed: The investment or a portion thereof is not a qualifying asset under the 1940 Act.
−Removed: 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.
−Removed: As of December 31, 2019, 91.5% of the Company’s total assets represented qualifying assets.
−Removed: Fair value determined using level 1 inputs.
−Removed: Position or a portion thereof unsettled as of December 31, 2019.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: 7-day effective yield as of December 31, 2019.
−Removed: 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).
−Removed: 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).
−Removed: 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).
−Removed: 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).
−Removed: Non-income producing security.
−Removed: Investment or a portion thereof was on non-accrual status as of December 31, 2019.
−Removed: 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.
−Removed: 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:
−Removed: Year Ended December 31, 2019 Year Ended December 31, 2019
−Removed: Non-Controlled, Affiliated Investments Fair Value at
−Removed: December 31, 2018 Gross
−Removed: (Cost)(1) Gross
−Removed: (Cost)(2) Net Unrealized
−Removed: Gain (Loss) Fair Value at
−Removed: December 31, 2019 Net Realized
−Removed: Gain (Loss) Interest
−Removed: Income(3) Dividend Income
−Removed: Charming Charlie, LLC
−Removed: First Lien Term Loan B1 $ 1,021 $ — $ (2,619) $ 1,598 $ — $ (2,619) $ — $ —
−Removed: First Lien Term Loan B2 1,249 — (1,912) 663 — (1,912) — —
−Removed: Vendor Payment Financing Facility 157 890 (293) (282) 472 — 57 —
−Removed: Membership Units — — (1,302) 1,302 — (1,302) — —
−Removed: Conisus Holdings, Inc.
−Removed: Series B Preferred Stock(w) 10,903 4,015 — (1,648) 13,270 — — 4,015
−Removed: Common Stock 197 — — 1,229 1,426 — — —
−Removed: DESG Holdings, Inc.
−Removed: First Lien Term Loan — 23,656 — 5,322 28,978 — 303 —
−Removed: Second Lien Term Loan — 9,675 — 42 9,717 — 162 —
−Removed: Common Stock — 13,662 — 1,101 14,763 — — —
−Removed: F+W Media, Inc.
−Removed: First Lien DIP Term Loan — 521 (521) — — — 101 —
−Removed: First Lien Term Loan B-1 1,137 51 (43) (1,145) — — 51 —
−Removed: First Lien Term Loan B-2 161 — (2,759) 2,598 — (2,759) — —
−Removed: Common Stock — — — — — — — —
−Removed: Mount Logan Capital Inc.
−Removed: Common Stock 2,645 — — (140) 2,505 — — —
−Removed: First Lien Term Loan 14,757 452 (619) (385) 14,205 — 1,778 —
−Removed: SIMR Parent, LLC
−Removed: Class B Membership Units 7,382 502 — (3,904) 3,980 — — —
−Removed: Petroflow Energy Corp.
−Removed: First Lien Term Loan 2,363 — (2,511) 158 10 — 19 —
−Removed: TexOak Petro Holdings LLC
−Removed: Second Lien Term Loan — — (2,592) 2,592 — (2,592) — —
−Removed: Membership Interests — — — — — — — —
−Removed: Totals $ 41,972 $ 53,424 $ (15,171) $ 9,101 $ 89,326 $ (11,184) $ 2,471 $ 4,015
−Removed: (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.
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2019
−Removed: (in thousands)
−Removed: (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.
−Removed: (3) Includes PIK interest income.
−Removed: 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.
−Removed: 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:
−Removed: Year Ended December 31, 2019 Year Ended December 31, 2019
−Removed: Controlled Investments Fair Value at
−Removed: December 31, 2018 Gross
−Removed: (Cost)(1) Gross
−Removed: (Cost)(2) Net
−Removed: Gain (Loss) Fair Value at
−Removed: December 31, 2019 Net Realized
−Removed: Gain (Loss) Interest
−Removed: Income(3) Dividend Income
−Removed: BCP Great Lakes Fund LP
−Removed: Membership Interests $ — $ 14,208 $ — $ 30 $ 14,238 $ — $ — $ 47
−Removed: CION SOF Funding, LLC
−Removed: Membership Interests — 31,289 — (24) 31,265 — — 1,076
−Removed: Totals $ — $ 45,497 $ — $ 6 $ 45,503 $ — $ — $ 1,123
−Removed: (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.
−Removed: (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.
−Removed: (3) Includes PIK interest income.
−Removed: 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.
−Removed: and CHC Medical Partners, Inc., respectively.
−Removed: 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:
−Removed: Interest Rate
−Removed: Portfolio Company Investment Type Cash PIK All-in-Rate
−Removed: American Clinical Solutions LLC Senior Secured First Lien Debt — 2.00% 2.00%
−Removed: Anthem Sports & Entertainment Inc.
−Removed: Senior Secured First Lien Debt 8.69% 2.75% 11.44%
−Removed: Charming Charlie, LLC Senior Secured First Lien Debt 7.05% 5.00% 12.05%
−Removed: Charming Charlie, LLC Senior Secured First Lien Debt 3.05% 9.00% 12.05%
−Removed: CHC Solutions Inc.
−Removed: Senior Secured First Lien Debt 8.00% 4.00% 12.00%
−Removed: Country Fresh Holdings, LLC Senior Secured Second Lien Debt — 10.44% 10.44%
−Removed: David's Bridal, LLC Senior Secured First Lien Debt 1.00% 6.92% 7.92%
−Removed: Deluxe Entertainment Services, Inc.
−Removed: Senior Secured First Lien Debt 6.71% 1.50% 8.21%
−Removed: Deluxe Entertainment Services, Inc.
−Removed: Senior Secured Second Lien Debt 7.71% 2.50% 10.21%
−Removed: F+W Media, Inc.
−Removed: Senior Secured First Lien Debt — 8.21% 8.21%
−Removed: Hilliard, Martinez & Gonzales, LLP Senior Secured First Lien Debt — 20.00% 20.00%
−Removed: KLO Intermediate Holdings, LLC Senior Secured First Lien Debt — 9.50% 9.50%
−Removed: Lift Brands, Inc.
−Removed: Senior Secured First Lien Debt 9.10% 0.50% 9.60%
−Removed: Petroflow Energy Corp.
−Removed: Senior Secured First Lien Debt — 9.71% 9.71%
−Removed: Premiere Global Services, Inc.
−Removed: Senior Secured Second Lien Debt 0.50% 10.98% 11.48%
−Removed: SEK Holding Co LLC Senior Secured First Lien Debt 9.77% 3.50% 13.27%
−Removed: SIMR, LLC Senior Secured First Lien Debt 12.00% 7.00% 19.00%
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc.
−Removed: Senior Secured First Lien Debt — 11.30% 11.30%
−Removed: WPLM Acquisition Corp.
−Removed: Unsecured Note — 15.00% 15.00%
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
Notes to Consolidated Financial Statements
12 unchanged sentences
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.
+Added: On April 5, 2021, the board of directors of the Company, including a majority of the board of directors who are not interested persons, approved the amended and restated investment advisory agreement with CIM for a period of twenty four months, which was subsequently approved by shareholders on August 9, 2021 (as described in further detail below).
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.
2 unchanged sentences
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.
−Removed: 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.
+Added: Although the investment sub-advisory agreement and AIM's engagement as the Company’s investment sub-adviser were terminated, AIM continues to perform certain services for CIM and the Company.
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.
−Removed: 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.
−Removed: 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;
−Removed: and (ii) providing (a) trade and settlement support;
+Added: 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 which AIM performs certain services for CIM, which include, among other services, providing (a) trade and settlement support;
(b) portfolio and cash reconciliation;
1 unchanged sentence
and (d) monthly valuation reports and support for all broker-quoted investments.
−Removed: 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.
+Added: AIM may also, from time to time, provide the Company with access to potential investment opportunities made available on Apollo's credit platform on a similar basis as other third-party market participants.
+Added: 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 senior personnel.
+Added: The amended and restated investment advisory agreement was approved by shareholders on August 9, 2021 at the Company’s reconvened 2021 annual meeting of shareholders.
+Added: As a result, on August 10, 2021, the Company and CIM entered into the amended and restated investment advisory agreement in order to implement the change to the calculation of the subordinated incentive fee payable from the Company to CIM that expresses the hurdle rate required for CIM to earn, and be paid, the incentive fee as a percentage of the Company’s net assets rather than adjusted capital.
+Added: On October 5, 2021, the Company's shares of common stock commenced trading on the New York Stock Exchange, or the NYSE, under the ticker symbol "CION", or the Listing.
+Added: As a result, on October 5, 2021, the Company and CIM entered into the second amended and restated investment advisory agreement in order to implement the changes to the advisory fees payable from the Company to CIM that became effective upon the Listing that (i) reduced the annual base management fee, (ii) amended the structure of the subordinated incentive fee on income payable by the Company to CIM and reduced the hurdle and incentive fee rates, and (iii) reduced the incentive fee on capital gains payable by the Company to CIM (as described in further detail in Notes 2 and 4).
+Added: Also, a complete description of the second amended and restated investment advisory agreement is set forth in Proposal No.
+Added: 3 in the Company's definitive proxy statement filed on May 13, 2021.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: On September 21, 2021, the Company filed articles of amendment to its articles of incorporation, or the Reverse Stock Split Amendment, with the State Department of Assessments and Taxation of the State of Maryland to effect a 2 to 1 reverse split of the Company’s shares of common stock, or the Reverse Stock Split.
+Added: The Reverse Stock Split became effective in accordance with the terms of the Reverse Stock Split Amendment on September 21, 2021 (as described in further detail in Note 3).
+Added: A summary of the Company’s weighted average number of shares of common stock outstanding and earnings per share after adjusting for the Reverse Stock Split is as follows:
+Added: Year Ended December 31, 2020 Year Ended December 31, 2019
+Added: Weighted average number of shares of common stock outstanding (as reported) 113,635,682 113,708,479
+Added: Weighted average number of shares of common stock outstanding (pro-forma) 56,817,920 56,855,618
+Added: Net (decrease) increase in net assets per share resulting from operations (as reported) $ (0.10) $ 0.46
+Added: Net (decrease) increase in net assets per share resulting from operations (pro-forma) $ (0.19) $ 0.91
Summary of Significant Accounting Policies
6 unchanged sentences
All intercompany balances and transactions have been eliminated in consolidation.
−Removed: The Company does not consolidate its interest in CION SOF Funding, LLC, or CION SOF.
−Removed: See Note 7 for a description of the Company’s investment in CION SOF.
+Added: The Company does not consolidate its equity interests in CION SOF Funding, LLC, or CION SOF, or CION/EagleTree Partners, LLC, or CION/EagleTree.
+Added: See Note 7 for a description of the Company’s investments in CION SOF and CION/EagleTree.
The Company evaluates subsequent events through the date that the consolidated financial statements are issued.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
−Removed: Recently Adopted Accounting Standards
−Removed: 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.
−Removed: ASU 2018-13 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019.
−Removed: 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.
−Removed: Recently Announced Accounting Standards
−Removed: In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848):
+Added: Recently Announced Accounting Pronouncements
+Added: In March 2020, the Financial Accounting Standards Board, or 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.
17 unchanged sentences
The Company had $87,917 and $73,597 of such investments at December 31, 2021 and 2020, respectively, which are included in investments, at fair value on the accompanying consolidated balance sheets and on the consolidated schedules of investments.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
Offering Costs
9 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (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.
2 unchanged sentences
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.
−Removed: There were no deferred tax assets or liabilities as of December 31, 2020.
+Added: There were no deferred tax assets or liabilities as of December 31, 2021 or 2020.
Book/tax differences relating to permanent differences are reclassified among the Company’s capital accounts, as appropriate.
12 unchanged sentences
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.
−Removed: 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.
−Removed: In addition, certain European countries instituted another lockdown during the fourth quarter of 2020 as a second wave of the outbreak occurred.
+Added: Although countries, including the United States, have loosened these restrictions, such actions created and will continue to create disruption in global supply chains, and
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: adversely impacted many industries.
The outbreak could have a continued adverse impact on economic and market conditions and trigger a period of global economic slowdown.
1 unchanged sentence
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, 2021 ;
−Removed: 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.
+Added: 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, 2021 inherently less certain than they would be absent the current and potential impacts of COVID-19, including from new variants, such as Delta and Omicron.
Actual results may materially differ from those estimates.
10 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (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.
4 unchanged sentences
The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments.
−Removed: 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.
+Added: Because of the inherent uncertainties of valuation, the values reflected in the consolidated 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.
7 unchanged sentences
Investments that carry certain restrictions on sale will typically be valued at a discount from the public market value of the investment.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
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.
15 unchanged sentences
• other factors deemed applicable.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (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.
1 unchanged sentence
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.
−Removed: 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.
+Added: When CIM uses the discounted cash flow model to value the Company's investments, such 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.
6 unchanged sentences
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.
−Removed: 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.
−Removed: CION SOF and BCP Great Lakes Fund LP record their underlying investments at fair value on a quarterly basis in accordance with ASC 820.
+Added: As a practical expedient, the Company used net asset value, or NAV, as the fair value for its equity investments in CION SOF and BCP Great Lakes Fund LP, and the Company uses NAV as the fair value for its equity investments in CION/EagleTree.
+Added: CION SOF and BCP Great Lakes Fund LP recorded, and CION/EagleTree records, its underlying investments at fair value on a quarterly basis in accordance with ASC 820.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
Revenue Recognition
17 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
−Removed: 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.
+Added: The Company may receive fees for capital structuring services that are fixed based on contractual terms, are normally paid at the closing of the investment, 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.
7 unchanged sentences
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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
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.
−Removed: 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.
+Added: Prior to October 5, 2021 and under the investment advisory agreement, such fee equaled 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.
+Added: Pursuant to the second amended and restated investment advisory agreement, the incentive fee on capital gains was reduced to 17.5%, which became effective on October 5, 2021.
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.
2 unchanged sentences
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.
−Removed: Net (Decrease) Increase in Net Assets per Share
−Removed: 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.
+Added: Net Increase (Decrease) in Net Assets per Share
+Added: Net increase (decrease) 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
5 unchanged sentences
The Company’s follow-on continuous public offering commenced on January 25, 2016 and ended on January 25, 2019.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (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, 2021, 2020 and 2019:
8 unchanged sentences
Share repurchase program (658,650) (10,467) (1,539,977) (23,300) (2,121,032) (35,799)
−Removed: Net shares/proceeds (for) from share transactions (87,422) $ (2) 671,906 $ 6,220 (3,072,512) $ (27,247)
+Added: Net shares/proceeds from (for) share transactions 311,573 $ 5,022 (43,711) $ (2) 335,953 $ 6,220
+Added: (1) The number of shares repurchased has been retroactively adjusted to reflect the Reverse Stock Split as discussed below.
Since commencing its initial continuous public offering on July 2, 2012 and through December 31, 2021, the Company sold 56,958,440 shares of common stock for net proceeds of $1,160,307 at an average price per share of $20.37.
The net proceeds include gross proceeds received from reinvested shareholder distributions of $237,451, for which the Company issued 13,523,489 shares of common stock, and gross proceeds paid for shares of common stock tendered for repurchase of $232,430, for which the Company repurchased 13,310,927 shares of common stock.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
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.
−Removed: 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).
−Removed: 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.
−Removed: Share Repurchase Program
−Removed: 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.
+Added: The Company did not issue any such shares through August 2021 (the 12-month anniversary of such shareholder approval).
+Added: On August 9, 2021, the Company's shareholders again approved a proposal that 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 following such shareholder approval.
+Added: Distribution Reinvestment Plan
+Added: In connection with the Listing of its shares of common stock on the NYSE, on September 15, 2021, the Company terminated its previous fifth amended and restated distribution reinvestment plan, or the Old DRP.
+Added: The final distribution reinvestment under the Old DRP was made as part of the regular monthly distribution paid on September 14, 2021 to shareholders of record as of September 13, 2021.
+Added: On September 15, 2021, the Company adopted a new distribution reinvestment plan, or the New DRP, which became effective as of the Listing, and first applied to the reinvestment of distributions paid after October 5, 2021.
+Added: For additional information regarding the terms of the New DRP, see Note 5.
+Added: Reverse Stock Split
+Added: As a result of the Reverse Stock Split, which was effective on September 21, 2021, every two shares of the Company's common stock issued and outstanding were automatically combined into one share of the Company's common stock, with the number of issued and outstanding shares reduced from 113,916,869 to 56,958,440.
+Added: The Reverse Stock Split Amendment also provided that there was no change in the par value of $0.001 per share as a result of the Reverse Stock Split.
+Added: In addition, the Reverse Stock Split did not modify the rights or preferences of the Company’s common stock.
+Added: Listing and Fractional Shares
+Added: On October 5, 2021, the Company's shares of common stock commenced trading on the NYSE under the ticker symbol “CION”.
+Added: As approved by shareholders on September 7, 2021 at the Company’s final, reconvened 2021 annual meeting of shareholders, the Listing will be staggered such that (i) up to 1/3rd of shares held by all shareholders are available for trading upon Listing, (ii) up to 2/3rd of shares held by all shareholders will be available for trading starting 180 days after Listing, and (iii) all shares will be available for trading starting 270 days after Listing.
+Added: As a result, the Company will eliminate any outstanding fractional shares of its common stock in connection with the Listing, as permitted by the Maryland General Corporation Law, 270 days after Listing.
+Added: Pre-Listing Share Repurchase Program
+Added: Historically, the Company offered to repurchase shares on a quarterly basis 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 have been in the best interests of the Company’s shareholders or would have violated 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.
−Removed: Share repurchases for future quarters will be evaluated by the board of directors based on circumstances and expectations existing at the time of consideration.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: On July 30, 2021, the Company's board of directors, including the independent directors, determined to suspend the Company's share repurchase program commencing with the third quarter of 2021 in anticipation of the Listing and the concurrent enhanced liquidity the Listing was expected to provide.
+Added: The share repurchase program ultimately terminated upon the Listing and the Company does not expect to implement a new quarterly share repurchase program in the future.
+Added: Historically, the Company generally limited the number of shares to be repurchased during any calendar year to the number of shares it could have repurchased with the proceeds it received from the issuance of shares pursuant to the Old DRP.
+Added: At the discretion of the Company’s board of directors, it could have also used cash on hand, cash available from borrowings and cash from liquidation of investments as of the end of the applicable period to repurchase shares.
+Added: The Company offered to repurchase such shares at a price equal to the estimated net asset value per share on each date of repurchase.
+Added: Any periodic repurchase offers were 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.
CĪON Investment Corporation
5 unchanged sentences
March 31, 2020 March 30, 2020 538,115 13% $ 15.00 $ 8,071
−Removed: June 30, 2019 June 26, 2019 1,038,641 15% 8.59 8,926
−Removed: September 30, 2019 September 25, 2019 1,035,307 15% 8.27 8,562
−Removed: December 31, 2019 December 26, 2019 1,089,259 17% 8.22 8,950
−Removed: Total for the year ended December 31, 2019 4,242,063 $ 35,799
−Removed: March 31, 2020 March 30, 2020 1,076,229 13% $ 7.50 $ 8,071
June 30, 2020(1) N/A 882 N/A 15.00 14
2 unchanged sentences
Total for the year ended December 31, 2020 1,539,977 $ 23,300
+Added: March 31, 2021 March 24, 2021 337,731 6% $ 15.67 $ 5,291
+Added: June 30, 2021 June 23, 2021 320,127 7% 16.13 5,163
+Added: September 30, 2021(3) N/A 792 N/A 16.13 13
+Added: December 31, 2021 N/A — — — —
+Added: Total for the year ended December 31, 2021 658,650 $ 10,467
(1) Represents an adjustment made during the three months ended June 30, 2020 to shares repurchased during the three months ended March 31, 2020.
+Added: (2) Shares repurchased and repurchase price per share have been retroactively adjusted to reflect the 2 to 1 Reverse Stock Split as discussed in this Note 3.
+Added: (3) Represents an adjustment made during the three months ended September 30, 2021 to shares repurchased during the three months ended June 30, 2021.
+Added: The Company suspended its share repurchase program on July 30, 2021 as discussed in this Note 3.
+Added: Post-Listing Share Repurchase Policy
+Added: On September 15, 2021, the Company’s board of directors, including the independent directors, approved a share repurchase policy authorizing the Company to repurchase up to $50 million of its outstanding common stock after the Listing.
+Added: Under the share repurchase policy, the Company may purchase shares of its common stock through various means such as open market transactions, including block purchases, and privately negotiated transactions.
+Added: The number of shares repurchased and the timing, manner, price and amount of any repurchases will be determined at the Company's discretion.
+Added: Factors are expected to include, but are not limited to, share price, trading volume and general market conditions, along with the Company’s general business conditions.
+Added: The policy may be suspended or discontinued at any time and does not obligate the Company to acquire any specific number of shares of its common stock.
+Added: As part of the share repurchase policy, the Company intends to enter into a trading plan in the near future adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, based in part on historical trading data with respect to the Company’s shares.
+Added: The 10b5-1 trading plan would permit common stock to be repurchased at a time that the Company might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions.
+Added: The 10b5-1 trading plan will be administered by an independent broker and will be subject to price, market volume and timing restrictions.
+Added: Since the Company has not yet entered into a 10b5-1 trading plan, during the period from September 15, 2021 to March 3, 2022, the Company did not repurchase any shares of common stock pursuant to the share repurchase policy.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
Transactions with Related Parties
6 unchanged sentences
CIM Administrative services provider Administrative services expense(2) 3,069 2,465 2,650
−Removed: ICON Capital, LLC Administrative services provider Administrative services expense(2) — — 461
Apollo Investment Administration, L.P.
7 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (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.
−Removed: 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.
+Added: On April 5, 2021, the board of directors of the Company, including a majority of the board of directors who are not interested persons, approved the amended and restated investment advisory agreement with CIM for a period of twenty four months, which was subsequently approved by shareholders on August 9, 2021.
+Added: Pursuant to the investment advisory agreement, CIM was 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.
+Added: Pursuant to the second amended and restated investment advisory agreement, which was effective upon the Listing on October 5, 2021, the annual base management fee was reduced to 1.5% of the average value of the Company’s gross assets (including cash pledged as collateral for the Company’s secured financing arrangements, but excluding other cash and cash equivalents so that investors do not pay the base management fee on such assets), to the extent that the Company’s asset coverage ratio is greater than or equal to 200% (i.e., $1 of debt outstanding for each $1 of equity);
+Added: provided that, the annual base management fee will be reduced further to 1.0% for any such gross assets purchased with leverage resulting in the Company’s asset coverage ratio dropping below 200%.
+Added: At the Special Meeting of Shareholders on December 30, 2021, shareholders approved a proposal to reduce the Company’s asset coverage ratio to 150%.
+Added: As a result, commencing on December 31, 2021, the Company is required to maintain asset coverage for its senior securities of 150% (i.e., $2 of debt outstanding for each $1 of equity) rather than 200%.
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.
−Removed: 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%.
−Removed: 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%.
−Removed: 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.
+Added: 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 was 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%.
+Added: Under the investment advisory agreement, the Company paid to CIM 100% of pre-incentive fee net investment income once the hurdle rate was exceeded until the annualized rate of 9.375% was exceeded, at which point the Company paid to CIM 20% of all pre-incentive fee net investment income that exceeded the annualized rate of 9.375%.
+Added: Under the amended and restated investment advisory agreement, the change to the calculation of the subordinated incentive fee payable to CIM that expresses the hurdle rate required for CIM to earn, and be paid, the incentive fee as a percentage of the Company's net assets rather than adjusted capital was implemented.
+Added: Under the second amended and restated investment advisory agreement, the hurdle rate was reduced to 1.625% per quarter, or an annualized rate of 6.5%, and the Company pays to CIM 100% of pre-incentive fee net investment income once the hurdle rate is exceeded until the annualized rate of 7.879% is exceeded, at which point the Company pays to CIM 17.5% of all pre-incentive fee net investment income.
+Added: These changes to the subordinated incentive fee on income were effective upon the Listing, except for the change to the calculation of the subordinated incentive fee payable to CIM that replaced adjusted capital with the Company's net assets, which was effective on August 10, 2021.
+Added: For the years ended December 31, 2021 and 2020, the Company recorded subordinated incentive fees on income of $6,875 and $7,631, respectively.
As of December 31, 2021 and 2020, the liabilities recorded for subordinated incentive fees were $3,942 and $4,323, respectively.
The second part of the incentive fee, which is referred to as the capital gains incentive fee, is described in Note 2.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
The Company accrues the capital gains incentive fee based on net realized gains and net unrealized appreciation;
6 unchanged sentences
On November 11, 2021, 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, 2021.
−Removed: 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.
1 unchanged sentence
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.
−Removed: 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:
−Removed: (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.
+Added: 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 was sufficient to:
+Added: (1) ensure that no portion of the Company’s distributions to shareholders was paid from its offering proceeds or borrowings, and/or (2) reduce the Company’s operating expenses until it achieved economies of scale sufficient to ensure that the Company bore 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.
−Removed: 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.
−Removed: 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.
−Removed: The obligation to reimburse CIM for any expense support provided by CIM under such agreement is further conditioned by the following:
−Removed: (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;
−Removed: (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;
−Removed: and (iii) the expense support can only be reimbursed within three years from the date the expense support was provided.
+Added: Pursuant to the expense support and conditional reimbursement agreement, the Company had a conditional obligation to reimburse CIM for any amounts funded by CIM under such agreement (i) if expense support amounts funded by CIM exceeded 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) exceeded the distributions paid by the Company to shareholders, and (iii) during any fiscal quarter that occurred within three years of the date on which CIM funded such amount.
+Added: The obligation to reimburse CIM for any expense support provided by CIM under such agreement was further conditioned by the following:
+Added: (i) in the period in which reimbursement was sought, the ratio of operating expenses to average net assets, when considering the reimbursement, could not have exceeded the ratio of operating expenses to average net assets, as defined, for the period when the expense support was provided;
+Added: (ii) in the period when reimbursement was sought, the annualized distribution rate could not have fallen below the annualized distribution rate for the period when the expense support was provided;
+Added: and (iii) the expense support could have only been reimbursed within three years from the date the expense support was provided.
+Added: Expense support, if any, was determined as appropriate to meet the objectives of the expense support and conditional reimbursement agreement.
+Added: For the years ended December 31, 2021, 2020 and 2019, the Company did not receive any expense support from CIM.
+Added: See Note 5 for additional information on the sources of the Company’s distributions.
+Added: The Company did not record any obligation to repay expense support from CIM and the Company did not repay any expense support to CIM during the years ended December 31, 2021, 2020 or 2019.
+Added: On December 31, 2021, the Company and CIM allowed the expense support and conditional reimbursement agreement to expire in accordance with its terms.
+Added: There was no unreimbursed expense support funded by CIM upon such expiration.
+Added: The specific amount of expense support provided by CIM, if any, was determined at the end of each quarter.
CĪON Investment Corporation
2 unchanged sentences
(in thousands, except share and per share amounts)
−Removed: Expense support, if any, will be determined as appropriate to meet the objectives of the expense support and conditional reimbursement agreement.
−Removed: For the years ended December 31, 2020, 2019 and 2018, the Company did not receive any expense support from CIM.
−Removed: See Note 5 for additional information on the sources of the Company’s distributions.
−Removed: The Company did not record any obligation to repay expense support from CIM during the years ended December 31, 2020, 2019 or 2018.
−Removed: The Company may or may not be requested to reimburse any expense support provided in the future.
−Removed: The Company or CIM may terminate the expense support and conditional reimbursement agreement at any time.
−Removed: 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.
−Removed: 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.
−Removed: There will be no acceleration or increase of such repayment obligation at termination of the investment advisory agreement with CIM.
−Removed: The specific amount of expense support provided by CIM, if any, will be determined at the end of each quarter.
−Removed: 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, 2021 and 2020, the total liability payable to CIM and its affiliates was $12,332 and $13,275, respectively, which primarily related to fees earned by CIM during the three months ended December 31, 2021 and 2020, respectively.
9 unchanged sentences
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.
−Removed: 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.
+Added: 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 Old DRP.
On July 15, 2020, the board of directors determined to recommence the payment of distributions to shareholders in August 2020.
−Removed: 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.
−Removed: Declared distributions are paid monthly.
−Removed: 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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
−Removed: The following table presents cash distributions per share that were declared during the years ended December 31, 2020, 2019 and 2018:
+Added: On September 15, 2021, management changed the timing of declaring and paying regular distributions to shareholders from monthly to quarterly commencing with the fourth quarter of 2021.
+Added: Distributions in respect of future quarters will be evaluated by management and the board of directors based on circumstances and expectations existing at the time of consideration.
+Added: Declared distributions are paid quarterly.
+Added: The Company’s board of directors declared or ratified distributions fo r 11, 19 and 53 record dates during the years ended December 31, 2021, 2020 and 2019, respectively.
+Added: The following table presents distributions per share that were declared during the years ended December 31, 2021, 2020 and 2019:
Distributions
3 unchanged sentences
September 30, 2019 (thirteen record dates) 0.3657 20,798
−Removed: December 31, 2018 (thirteen record dates) 0.1829 20,701
−Removed: Total distributions for the year ended December 31, 2018 $ 0.7316 $ 83,483
−Removed: March 31, 2019 (thirteen record dates) $ 0.1829 $ 20,772
−Removed: June 30, 2019 (thirteen record dates) 0.1829 20,801
−Removed: September 30, 2019 (thirteen record dates) 0.1829 20,798
December 31, 2019 (fourteen record dates) 0.3939 22,401
5 unchanged sentences
Total distributions for the year ended December 31, 2020 $ 1.1106 $ 63,283
−Removed: 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.
−Removed: The one-time special distributions were in addition to the Company's regular monthly cash distributions that were paid on December 29, 2020.
−Removed: The special distributions were paid on December 22, 2020 to shareholders of record as of December 21, 2020.
−Removed: 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.
−Removed: 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.
−Removed: The distributions were paid on January 27, 2021 to shareholders of record as of January 26, 2021.
−Removed: 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.
−Removed: On January 15, 2021, the Company ’s co-chief executive officers declared regular monthly cash distributions of $0.04413 per share for February 2021.
−Removed: The distributions were paid on February 24, 2021 to shareholders of record as of February 23, 2021.
−Removed: 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.
−Removed: On February 16, 2021, the Company ’s co-chief executive officers declared regular monthly cash distributions of $0.04413 per share for March 2021.
−Removed: The distributions will be paid on March 24, 2021 to shareholders of record as of March 23, 2021.
−Removed: 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.
−Removed: The Company has adopted an “opt in” distribution reinvestment plan for shareholders.
−Removed: 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.
−Removed: 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.
−Removed: The Fifth Amended DRIP became effective as of, and first applied to the reinvestment of cash distributions paid on, February 1, 2017.
−Removed: 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.
+Added: March 31, 2021 (three record dates) $ 0.2648 $ 15,029
+Added: June 30, 2021 (three record dates) 0.2648 15,000
+Added: September 30, 2021 (three record dates) 0.2648 15,027
+Added: December 31, 2021 (two record dates) 0.4648 26,474
+Added: Total distributions for the year ended December 31, 2021 $ 1.2592 $ 71,530
+Added: (1) The amount of each per share distribution has been retroactively adjusted to reflect the Reverse Stock Split as discussed in Note 3.
CĪON Investment Corporation
2 unchanged sentences
(in thousands, except share and per share amounts)
−Removed: 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.
−Removed: The Company has not established limits on the amount of funds it may use from available sources to make distributions.
+Added: On November 12, 2021, the Company’s co-chief executive officers declared a regular quarterly distribution of $0.28 per share for the first quarter of 2022 payable on March 30 , 2022 to shareholders of record as of March 23, 2022.
+Added: On March 8, 2022, the Company’s co-chief executive officers declared a regular quarterly distribution of $0.28 per share for the second quarter of 2022 payable on June 8, 2022 to shareholders of record as of June 1, 2022.
+Added: In connection with the Listing of its shares of common stock on the NYSE, on September 15, 2021, the Company terminated the Old DRP.
+Added: The final distribution reinvestment under the Old DRP was made as part of the regular monthly distribution paid on September 14, 2021 to shareholders of record as of September 13, 2021.
+Added: On September 15, 2021, the Company adopted the New DRP, which became effective as of the Listing and first applied to the reinvestment of distributions paid on December 8, 2021.
+Added: Under the Old DRP and prior to the Listing, distributions to participating shareholders who “opted in” to the Old DRP were reinvested in additional shares of the Company's common stock at a purchase price equal to the estimated net asset value per share of common stock as of the date of issuance.
+Added: Upon the Listing, all shareholders were automatically enrolled in the New DRP and will receive distributions as declared by the Company in additional shares of its common stock unless such shareholder affirmatively elects to receive an entire distribution in cash by notifying (i) such shareholder’s financial adviser;
+Added: or (ii) if such shareholder has a registered account maintained at the Company’s transfer agent, the plan administrator.
+Added: With respect to distributions to participating shareholders under the New DRP, the Company reserves the right to either issue new shares or cause the plan administrator to purchase shares in the open market in connection with implementation of the New DRP.
+Added: Unless the Company, in its sole discretion, otherwise directs DST Asset Management Solutions, Inc., the plan administrator, (A) if the per share “market price” (as defined in the New DRP) is equal to or greater than the estimated net asset value per share on the payment date for the distribution, then the Company will issue shares at the greater of (i) the estimated net asset value or (ii) 95% of the market price, or (B) if the market price is less than the estimated net asset value, then, in the Company’s sole discretion, (i) shares will be purchased in open market transactions for the accounts of participating shareholders to the extent practicable, or (ii) the Company will issue shares at the estimated net asset value.
+Added: Pursuant to the terms of the New DRP, the number of shares to be issued to a participating shareholder will be determined by dividing the total dollar amount of the distribution payable to a participating shareholder by the price per share at which the Company issues such shares;
+Added: provided, however, that shares purchased in open market transactions by the plan administrator will be allocated to a participating shareholder based on the weighted average purchase price, excluding any brokerage charges or other charges, of all shares purchased in the open market with respect to such distribution.
+Added: No other material terms of the Old DRP were amended in connection with the New DRP.
+Added: If a shareholder receives distributions in the form of common stock pursuant to the New DRP, such shareholder generally will be subject to the same federal, state and local tax consequences as if they elected to receive distributions in cash.
+Added: If the Company’s common stock is trading at or below net asset value, a shareholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of cash that such shareholder would have received if they had elected to receive the distribution in cash.
+Added: If the Company’s common stock is trading above net asset value, a shareholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of the fair market value of the Company’s common stock.
+Added: The shareholder’s basis for determining gain or loss upon the sale of common stock received in a distribution will be equal to the total dollar amount of the distribution payable to the shareholder.
+Added: Any stock received in a distribution will have a holding period for tax purposes commencing on the day following the day on which the shares of common stock are credited to the shareholder’s account.
+Added: The Company may fund its 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, and dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies.
+Added: Any such distributions can only be sustained if the Company maintains positive investment performance in future periods.
+Added: There can be no assurances that the Company will maintain such performance in order to sustain these distributions or be able to pay distributions at all.
+Added: On December 31, 2021, the Company and CIM allowed the expense support and conditional reimbursement agreement to expire in accordance with its terms.
+Added: As a result, CIM has no obligation to provide expense support to the Company in future periods.
For the years ended December 31, 2021, 2020 and 2019, none of the Company's distributions resulted from expense support from CIM.
−Removed: The purpose of this arrangement is to avoid such distributions being characterized as a return of capital.
−Removed: 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.
−Removed: Shareholders should also understand that the Company’s future repayments of expense support will reduce the distributions that they would otherwise receive.
−Removed: 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.
−Removed: CIM has no obligation to provide expense support to the Company in future periods.
−Removed: 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:
+Added: The Company has not established limits on the amount of funds it may use from available sources to make distributions.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: The following table reflects the sources of distributions on a GAAP basis that the Company has declared on its shares of common stock during the years ended December 31, 2021, 2020 and 2019:
Years Ended December 31,
3 unchanged sentences
Total distributions $ 1.2592 $ 71,530 100.0 % $ 1.1106 $ 63,283 100.0 % $ 1.4910 $ 84,722 100.0 %
+Added: (1) The per share amount has been retroactively adjusted to reflect the Reverse Stock Split as discussed in Note 3.
The composition of the Company’s investment portfolio as of December 31, 2021 and 2020 at amortized cost and fair value was as follows:
5 unchanged sentences
Senior secured second lien debt 55,455 38,583 2.3 % 171,480 151,506 10.1 %
−Removed: Collateralized securities and structured products - debt — — — 7,212 7,212 0.4 %
Collateralized securities and structured products - equity 3,885 2,998 0.2 % 15,305 12,131 0.8 %
19 unchanged sentences
Business 240,316 14.4 % 211,572 14.0 %
−Removed: Chemicals, Plastics & Rubber 141,654 9.5 % 102,906 5.9 %
−Removed: Advertising, Printing & Publishing 110,083 7.4 % 120,810 7.0 %
Diversified & Production 139,399 8.4 % 108,078 7.2 %
Consumer 119,365 7.2 % 85,254 5.7 %
−Removed: Beverage, Food & Tobacco 69,975 4.7 % 68,440 3.9 %
+Added: Chemicals, Plastics & Rubber 109,860 6.6 % 141,654 9.5 %
+Added: Diversified Financials 101,032 6.1 % 37,214 2.5 %
+Added: Advertising, Printing & Publishing 94,610 5.7 % 110,083 7.4 %
Capital Equipment 82,795 5.0 % 65,752 4.4 %
High Tech Industries 65,544 3.9 % 55,619 3.7 %
−Removed: Telecommunications 46,638 3.1 % 61,577 3.6 %
+Added: Consumer Goods:
+Added: Durable 58,124 3.5 % 7,417 0.5 %
+Added: Retail 56,726 3.4 % 29,312 2.0 %
+Added: Hotel, Gaming & Leisure 50,855 3.0 % 21,920 1.5 %
+Added: Beverage, Food & Tobacco 49,054 2.9 % 69,975 4.7 %
+Added: Consumer Goods:
+Added: Non-Durable 45,682 2.7 % 15,757 1.1 %
Banking, Finance, Insurance & Real Estate 40,634 2.4 % 41,211 2.8 %
−Removed: Diversified Financials 37,214 2.5 % 66,897 3.9 %
Aerospace & Defense 38,279 2.3 % 35,751 2.4 %
−Removed: Construction & Building 34,653 2.3 % 37,096 2.1 %
−Removed: Retail 29,312 2.0 % 53,599 3.1 %
Oil & Gas 32,164 1.9 % 28,136 1.9 %
−Removed: Hotel, Gaming & Leisure 21,920 1.5 % 25,081 1.4 %
−Removed: Forest Products & Paper 21,686 1.4 % 24,217 1.4 %
+Added: Construction & Building 27,585 1.7 % 34,653 2.3 %
+Added: Telecommunications 24,649 1.5 % 46,638 3.1 %
+Added: Automotive 14,367 0.9 % — —
Transportation:
Cargo 14,106 0.8 % 19,001 1.3 %
−Removed: Consumer Goods:
−Removed: Non-Durable 15,757 1.1 % 33,609 1.9 %
Metals & Mining 10,927 0.7 % 10,147 0.7 %
−Removed: Consumer Goods:
−Removed: Durable 7,417 0.5 % 31,705 1.8 %
−Removed: Automotive — — 10,013 0.6 %
+Added: Forest Products & Paper — — 21,686 1.4 %
Subtotal/total percentage 1,666,122 100.0 % 1,495,774 100.0 %
10 unchanged sentences
Cayman Islands 2,998 0.2 % 12,131 0.8 %
+Added: Bermuda 770 — 676 —
Luxembourg — — 10,034 0.7 %
1 unchanged sentence
Cyprus — — 3,557 0.2 %
−Removed: Bermuda 676 — 528 —
−Removed: Germany — — 7,212 0.4 %
−Removed: Marshall Islands — — 6,782 0.4 %
Subtotal/total percentage 1,666,122 100.0 % 1,495,774 100.0 %
12 unchanged sentences
Refer to Note 11 for further details on the Company’s unfunded commitments.
+Added: Joint Ventures
+Added: CION/EagleTree Partners, LLC
+Added: On December 21, 2021, the Company formed CION/EagleTree, an off-balance sheet joint venture partnership with ET-BC Debt Opportunities, LP, or ET-BC, which is an affiliate of EagleTree Capital, LP, or EagleTree.
+Added: EagleTree made a Firm-level investment with proprietary capital.
+Added: CION/EagleTree will jointly pursue debt opportunities and special situation, crossover, subordinated and other junior capital investments that leverage the Company's and EagleTree's combined sourcing and portfolio management capabilities.
+Added: The Company contributed a portfolio of second lien loans and equity investments and ET-BC contributed proprietary Firm-level cash in exchange for 85% and 15%, respectively, of the senior secured notes, participating preferred equity, and common share interests of CION/EagleTree.
+Added: The Company and ET-BC are not required to make any additional capital contributions to CION/EagleTree.
+Added: The Company’s equity investment in CION/EagleTree is not redeemable.
+Added: All portfolio and other material decisions regarding CION/EagleTree 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 ET-BC.
+Added: 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 ET-BC.
+Added: The Company also serves as administrative agent to CION/EagleTree to provide servicing functions and other administrative services.
+Added: In certain cases, these servicing functions and other administrative services may be performed by CIM.
+Added: On December 21, 2021, CION/EagleTree issued senior secured notes of $61,629 to the Company and $10,875 to ET-BC, or the CION/EagleTree Notes.
+Added: The CION/EagleTree Notes bear interest at a fixed rate of 14.0% per year and are secured by a first priority security interest in all of the assets of CION/EagleTree.
+Added: The obligations of CION/EagleTree under the CION/EagleTree Notes are non-recourse to the Company.
+Added: In accordance with ASU 2015-02, Consolidation , the Company determined that CION/EagleTree is not a variable interest entity, or VIE.
+Added: The Company's maximum exposure to losses from CION/EagleTree is limited to its investment in CION/EagleTree.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: The following table sets forth the individual investments in CION/EagleTree's portfolio as of December 31, 2021:
+Added: Portfolio Company Index Rate(a) Industry Principal/
+Added: Units Cost(b) Fair
+Added: Senior Secured Second Lien Debt
+Added: Access CIG, LLC, L+775, 0.00% LIBOR Floor, 2/27/2026 1 Month LIBOR Services:
+Added: Business $ 7,250 $ 7,214 $ 7,256
+Added: Carestream Health, Inc., L+1250, 1.00% LIBOR Floor, 8/8/2023 3 Month LIBOR Healthcare & Pharmaceuticals 12,460 12,057 12,242
+Added: Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024 3 Month LIBOR Construction & Building 1,477 1,479 1,478
+Added: MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026 1 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,004 6,446
+Added: Ministry Brands, LLC, L+925, 1.00% LIBOR Floor, 6/2/2023 1 Month LIBOR Services:
+Added: Business 7,000 6,983 7,000
+Added: Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,776 14,925
+Added: Total Senior Secured Second Lien Debt 48,513 49,347
+Added: Collateralized Securities and Structured Products - Equity
+Added: Ivy Hill Middle Market Credit Fund VIII, Ltd.
+Added: Subordinated Loan, 11.84% Estimated Yield, 2/2/2026 (c) Diversified Financials 10,000 9,997 9,856
+Added: Total Collateralized Securities and Structured Products - Equity 9,997 9,856
+Added: American Clinical Solutions LLC, Class A Membership Interests(d) Healthcare & Pharmaceuticals 6,030,384 Units 5,200 5,729
+Added: Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(d) Media:
+Added: Diversified & Production 1,469 Units 486 1,704
+Added: Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(d) Media:
+Added: Diversified & Production 255 Units — 297
+Added: Anthem Sports and Entertainment Inc., Common Stock Warrants(d) Media:
+Added: Diversified & Production 4,746 Units — 2,572
+Added: BCP Great Lakes Fund LP, Partnership Interests (5.6% ownership) Diversified Financials N/A 11,118 11,224
+Added: Carestream Health Holdings, Inc., Warrants(d) Healthcare & Pharmaceuticals 388 Units 500 801
+Added: CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend Healthcare & Pharmaceuticals 2,727,273 Units 7,564 7,964
+Added: Dayton HoldCo, LLC, Membership Units(d) Construction & Building 37,264 Units 8,400 11,166
+Added: HDNet Holdco LLC, Preferred Unit Call Option(d) Media:
+Added: Diversified & Production 1 Unit — —
+Added: HW Ultimate Holdings, LP, Class A Membership Units, 4% Dividend Capital Equipment 2,000,000 Units 2,002 2,021
+Added: Skillsoft Corp., Class A Common Stock(d) High Tech Industries 243,425 Units 2,000 2,227
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., Warrants(d) Healthcare & Pharmaceuticals 20,667,324 Units — —
+Added: Tenere Inc., Warrants(d) Capital Equipment N/A 1,166 1,235
+Added: Total Equity 38,436 46,940
+Added: TOTAL INVESTMENTS $ 96,946 $ 106,143
+Added: The 1 and 3 month LIBOR rates were 0.10% and 0.21%, respectively, as of December 31, 2021.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2021, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2021.
+Added: Represents amortized cost for debt securities and cost for equity investments.
+Added: The CLO subordinated notes are considered equity positions in the CLO vehicles and are not rated.
+Added: 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.
+Added: 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.
+Added: Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized.
+Added: Non-income producing security.
+Added: The following table includes selected balance sheet information for CION/EagleTree as of December 31, 2021:
+Added: Selected Balance Sheet Information:
+Added: December 31, 2021
+Added: Investments, at fair value (amortized cost of $96,946) $ 106,143
+Added: Cash and other assets 1,776
+Added: Dividend receivable on investments 265
+Added: Interest receivable on investments 109
+Added: Total assets $ 108,293
+Added: Senior secured notes $ 72,504
+Added: Other liabilities 735
+Added: Total liabilities 73,239
+Added: Members' capital 35,054
+Added: Total liabilities and members' capital $ 108,293
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: The following table includes selected statement of operations information for CION/EagleTree for the period from December 21, 2021 (commencement of operations) through December 31, 2021:
+Added: Selected Statement of Operations Information:
+Added: Period from December 21, 2021 (Commencement of Operations) through December 31, 2021
+Added: Total revenues $ 688
+Added: Total expenses 800
+Added: Net change in unrealized appreciation on investments 9,197
+Added: Net increase in net assets $ 9,085
+Added: CION SOF Funding, LLC
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.
2 unchanged sentences
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.
−Removed: The Company and BCP are not required to make any additional capital contributions to CION SOF.
−Removed: The Company’s equity investment in CION SOF is not redeemable.
−Removed: 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.
−Removed: 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.
−Removed: The Company also serves as administrative agent to CION SOF to provide loan servicing functions and other administrative services.
−Removed: In certain cases, these loan servicing functions and other administrative services may be performed by CIM.
−Removed: 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.
+Added: In December 2020, the Company and BCP elected to wind-down the operations of CION SOF.
+Added: On January 28, 2021, CION SOF sold all of its remaining debt and equity investments to the Company.
+Added: On March 18, 2021, CION SOF declared final distributions and on March 19, 2021, distributed all remaining capital to the Company and BCP.
+Added: The Company and BCP were not required to make any additional capital contributions to CION SOF.
+Added: The Company’s equity investment in CION SOF was not redeemable.
+Added: All portfolio and other material decisions regarding CION SOF required approval of its board of managers, which was comprised of four members, two of whom were selected by the Company and the other two were selected by BCP.
+Added: Further, all portfolio and other material decisions required the affirmative vote of at least one board member from the Company and one board member from BCP.
+Added: The Company also served as administrative agent to CION SOF to provide loan servicing functions and other administrative services.
+Added: In certain cases, these loan servicing functions and other administrative services were performed by CIM.
+Added: On October 2, 2019, CION SOF entered into a senior secured credit facility, or the SOF Credit Facility, with Morgan Stanley Bank, N.A., or MS, 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.
4 unchanged sentences
For the years ended December 31, 2021 and 2020, the Company recorded dividend income from its equity interest in CION SOF of $0 and $3,518, respectively.
−Removed: In accordance with ASU 2015-02, Consolidation , the Company has determined that CION SOF is a variable interest entity, or VIE.
−Removed: However, the Company is not the primary beneficiary and therefore does not consolidate CION SOF.
−Removed: The Company's maximum exposure to losses from CION SOF is limited to its equity contribution to CION SOF.
+Added: In accordance with ASU 2015-02, Consolidation , the Company determined that CION SOF was a VIE.
+Added: However, the Company was not the primary beneficiary and therefore did not consolidate CION SOF.
+Added: The Company's maximum exposure to losses from CION SOF was limited to its equity contribution to CION SOF.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
The following table sets forth the individual investments in CION SOF's portfolio as of December 31, 2020:
15 unchanged sentences
Represents amortized cost for debt securities and cost for equity investments.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
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.
7-day effective yield as of December 31, 2020.
−Removed: The following table sets forth the individual investments in CION SOF's portfolio as of December 31, 2019:
−Removed: Portfolio Company Index Rate(a) Industry Principal/
−Removed: Par Amount Amortized Cost Fair
−Removed: Senior Secured First Lien Debt
−Removed: Allen Media, LLC, L+650, 1.00% LIBOR Floor, 8/30/2023 3 Month LIBOR Media:
−Removed: Diversified & Production $ 5,920 $ 5,738 $ 5,979
−Removed: Analogic Corp., L+600, 1.00% LIBOR Floor, 6/21/2024 1 Month LIBOR Healthcare & Pharmaceuticals 4,923 4,876 4,874
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024 3 Month LIBOR Media:
−Removed: Diversified & Production 3,978 3,939 3,938
−Removed: Cadence Aerospace, LLC, L+650, 1.00% LIBOR Floor, 11/14/2023 3 Month LIBOR Aerospace & Defense 4,987 4,892 4,937
−Removed: Central Security Group, Inc., L+563, 1.00% LIBOR Floor, 10/6/2021 1 Month LIBOR Services:
−Removed: Consumer 4,987 4,876 4,339
−Removed: CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021 1 Month LIBOR Hotel, Gaming & Leisure 5,985 5,877 5,865
−Removed: Extreme Reach, Inc., L+750, 0.00% LIBOR Floor, 3/29/2024 1 Month LIBOR Media:
−Removed: Diversified & Production 4,909 4,839 4,885
−Removed: Genesis Healthcare, Inc., L+600, 0.50% LIBOR Floor, 3/6/2023 1 Month LIBOR Healthcare & Pharmaceuticals 5,000 4,905 4,913
−Removed: Jab Wireless, Inc., L+800, 0.00% LIBOR Floor, 5/2/2023 1 Month LIBOR Telecommunications 6,000 6,000 6,000
−Removed: LAV Gear Holdings, Inc., L+550, 1.00% LIBOR Floor, 10/31/2024 3 Month LIBOR Services:
−Removed: Business 4,987 4,891 4,900
−Removed: Manna Pro Products, LLC, L+600, 0.00% LIBOR Floor, 12/8/2023 1 Month LIBOR Retail 5,985 5,927 5,925
−Removed: NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022 1 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 4,933 4,886 4,883
−Removed: PH Beauty Holdings III.
−Removed: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025 1 Month LIBOR Consumer Goods:
−Removed: Non-Durable 4,987 4,722 4,788
−Removed: 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
−Removed: Woodstream Corp., L+600, 1.00% LIBOR Floor, 5/29/2022 1 Month LIBOR Consumer Goods:
−Removed: Non-Durable 5,000 4,976 5,000
−Removed: Total Senior Secured First Lien Debt 76,258 76,139
−Removed: Senior Secured Second Lien Debt
−Removed: 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
−Removed: ABG Intermediate Holdings 2 LLC, L+775, 1.00% LIBOR Floor, 9/29/2025 1 Month LIBOR Retail 3,000 3,005 3,000
−Removed: PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023 3 Month LIBOR Chemicals, Plastics & Rubber 5,000 4,928 4,800
−Removed: STG-Fairway Acquisitions, Inc., L+925, 1.00% LIBOR Floor, 6/30/2023 1 Month LIBOR Services:
−Removed: Business 5,000 4,809 5,000
−Removed: Total Senior Secured Second Lien Debt 16,649 16,740
−Removed: Short Term Investments(b)
−Removed: First American Treasury Obligations Fund, Class Z Shares, 1.49%(c) 2,757 2,757
−Removed: Total Short Term Investments 2,757 2,757
−Removed: TOTAL INVESTMENTS $ 95,664 $ 95,636
−Removed: The 1 and 3 month LIBOR rates were 1.76% and 1.91%, respectively, as of December 31, 2019.
−Removed: 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.
−Removed: 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.
−Removed: 7-day effective yield as of December 31, 2019.
−Removed: The following table includes selected balance sheet information for CION SOF as of December 31, 2020 and 2019:
+Added: The following table includes selected balance sheet information for CION SOF as of December 31, 2020:
Selected Balance Sheet Information:
−Removed: December 31, 2020 December 31, 2019
−Removed: Investments, at fair value (amortized cost of $13,833 and $95,664, respectively) $ 13,833 $ 95,636
+Added: December 31, 2020
+Added: Investments, at fair value (amortized cost of $13,833) $ 13,833
Cash and other assets 41
−Removed: Receivable for investments sold and repaid — 80
Interest receivable on investments 454
Total assets $ 14,328
−Removed: Credit facility (net of unamortized debt issuance costs of $0 and $1,123, respectively) $ — $ 59,579
Other liabilities $ 75
2 unchanged sentences
Total liabilities and members' capital $ 14,328
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
−Removed: 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:
+Added: The following table includes selected statement of operations information for CION SOF for the years ended December 31, 2021 and 2020:
Selected Statement of Operations Information:
−Removed: December 31, 2020 Period from October 2, 2019 (Commencement of Operations) through December 31, 2019
+Added: December 31, 2021 Year Ended
+Added: December 31, 2020
Total revenues $ 29 $ 7,874
1 unchanged sentence
Net realized loss on investments — (3,427)
−Removed: Net change in unrealized appreciation (depreciation) on investments 28 (28)
+Added: Net change in unrealized appreciation on investments — 28
Net increase in net assets $ — $ 541
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
Financing Arrangements
2 unchanged sentences
JPM Credit Facility Term Loan Credit Facility L+3.10% $ 550,000 $ 25,000 May 15, 2024
+Added: 2026 Notes(1) Note Purchase Agreement 4.50% 125,000 — February 11, 2026
UBS Facility Repurchase Agreement L+3.375% 125,000 25,000 November 19, 2023
+Added: More Term Loan(2) Term Loan Facility Agreement 5.20% 30,000 — September 30, 2024
$ 830,000 $ 50,000
+Added: (1) As of December 31, 2021, the fair value of the 2026 Notes was $125,000, which was based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.
+Added: The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2021.
+Added: (2) As of December 31, 2021, the fair value of the More Term Loan was $30,000, which was based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.
+Added: The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2021.
JPM Credit Facility
On August 26, 2016, 34th Street entered into a senior secured credit facility with JPM.
−Removed: 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.
+Added: 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 could have been 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.
1 unchanged sentence
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.
−Removed: 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.
+Added: 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 could have been 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.
−Removed: 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.
−Removed: 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).
+Added: 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 could have been 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.
+Added: 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 (each as described below) 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
+Added: Advances under the Second Amended JPM Credit Facility bore interest at a floating rate equal to the three-month LIBOR, plus a spread of 3.25% per year.
On February 26, 2021, 34th Street amended and restated the Second Amended JPM Credit Facility, or the Third Amended JPM Credit Facility, with JPM.
4 unchanged sentences
No other material terms of the Second JPM Credit Facility were revised in connection with the Third Amended JPM Credit Facility.
+Added: On February 17, 2021, 34th Street repaid $125,000 of borrowings under the Third Amended JPM Credit Facility.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: On June 2, 2021 and October 19, 2021, 34th Street drew down $50,000 and $25,000 of borrowings under the Third Amended JPM Credit Facility, respectively.
+Added: On December 13, 2021, 34th Street repaid $25,000 of borrowings under 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.
−Removed: 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.
+Added: 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 through May 14, 2023.
The non-usage fees, if any, are payable quarterly in arrears.
−Removed: 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.
+Added: As of December 31, 2021 and 2020, the principal amount outstanding on the Third Amended JPM Credit Facility and the Second Amended JPM Credit Facility, respectively, was $550,000 and $625,000, 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.
1 unchanged sentence
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.
−Removed: 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.
+Added: In connection with the Third Amended JPM Credit Facility, 34th Street made certain representations and warranties and is required to comply with a borrowing base requirement, various covenants, reporting requirements and other customary requirements for similar facilities.
As of and for the year ended December 31, 2021, 34th Street was in compliance with all covenants and reporting requirements.
−Removed: 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.
+Added: The Company incurred debt issuance costs of $11,402 in connection with obtaining and amending the JPM Credit Facility, which were recorded as a direct reduction to the outstanding balance of the Third Amended JPM Credit Facility, which is included in the Company’s consolidated balance sheet as of December 31, 2021 and will amortize to interest expense over the term of the Third Amended JPM Credit Facility.
At December 31, 2021, the unamortized portion of the debt issuance costs was $4,649.
−Removed: 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:
+Added: For the years ended December 31, 2021 and 2020, the components of interest expense, average borrowings, and weighted average interest rate for the Third Amended JPM Credit Facility and the Second Amended JPM Credit Facility, as applicable, were as follows:
December 31, 2021 Year Ended
1 unchanged sentence
Stated interest expense $ 18,299 $ 19,069
+Added: Amortization of deferred financing costs 2,119 1,582
Non-usage fee 457 509
+Added: Total interest expense $ 20,875 $ 21,160
+Added: Weighted average interest rate(1) 3.36 % 3.90 %
+Added: Average borrowings $ 549,110 $ 493,122
+Added: (1) Includes the stated interest expense and non-usage fee on the unused portion of the Third Amended JPM Credit Facility and the Second Amended JPM Credit Facility, as applicable, and is annualized for periods covering less than one year.
+Added: 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.
+Added: 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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: The 2026 Notes mature on February 11, 2026.
+Added: 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, which commenced on August 11, 2021.
+Added: 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.
+Added: 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.
+Added: Treasury securities having a maturity equal to the remaining average life of the 2026 Notes, or if there are no such U.S.
+Added: Treasury securities, using such implied yield to maturity determined in accordance with the terms of the Note Purchase Agreement.
+Added: 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.
+Added: 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 the Company's common stock is listed for trading on a national securities exchange, (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.
+Added: As of and for the year ended December 31, 2021, the Company was in compliance with all covenants and reporting requirements.
+Added: The Note Purchase Agreement also contains a “most favored lender” provision in favor of the purchasers in respect of any new unsecured credit facilities, loans or 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.
+Added: 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.
+Added: As of December 31, 2021, the aggregate principal amount of 2026 Notes outstanding was $125,000.
+Added: Through December 31, 2021, the Company incurred debt issuance costs of $2,669 in connection with issuing the 2026 Notes, which were recorded as a direct reduction to the outstanding balance of the 2026 Notes, which is included in the Company’s consolidated balance sheet as of December 31, 2021 and will amortize to interest expense over the term of the 2026 Notes.
+Added: At December 31, 2021, the unamortized portion of the debt issuance costs was $2,195.
+Added: For the period from February 11, 2021 through December 31, 2021, the components of interest expense, average borrowings, and weighted average interest rate for the 2026 Notes were as follows:
+Added: For the Period from February 11, 2021 through December 31, 2021
+Added: Stated interest expense $ 5,062
Amortization of deferred financing costs 473
2 unchanged sentences
Average borrowings $ 125,000
−Removed: (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.
−Removed: 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.
+Added: (1) Includes the stated interest expense on the 2026 Notes and is annualized for periods covering less than one year.
CĪON Investment Corporation
2 unchanged sentences
(in thousands, except share and per share amounts)
+Added: 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.
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.
7 unchanged sentences
Principal on the Notes will be due and payable on the stated maturity date of May 19, 2027.
−Removed: 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.
+Added: Pursuant to the Indenture, Murray Hill Funding II 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:
10 unchanged sentences
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.
−Removed: 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.
7 unchanged sentences
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.
−Removed: 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.
−Removed: No other material terms of the Amended UBS Facility were revised in connection with the Fourth Amended Master Confirmation.
CĪON Investment Corporation
2 unchanged sentences
(in thousands, except share and per share amounts)
+Added: 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.
+Added: No other material terms of the Amended UBS Facility were revised in connection with the Fourth Amended Master Confirmation.
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.
7 unchanged sentences
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.
−Removed: The financing fee for the Class A-R Notes is equal to the three-month LIBOR plus a spread of 3.375% per year.
+Added: The financing fee for the funded Class A-R Notes is equal to the three-month LIBOR plus a spread of 3.375% per year while the financing fee for the unfunded Class A-R Notes is equal to 0.75% per year.
+Added: Pursuant to the Amended UBS Facility, on July 1, 2021 and December 14, 2021, UBS purchased Class A-R Notes held by Murray Hill Funding for an aggregate purchase price equal to 100% of the principal amount of Class A-R Notes purchased, which was $21,000 and $25,000, respectively.
+Added: On August 20, 2021, Murray Hill Funding repurchased Class A-R Notes in the aggregate principal amount of $21,000 from UBS for an aggregate repurchase price of $21,000, which was then repaid by Murray Hill Funding II.
+Added: The repurchase of the A-R Notes on August 20, 2021 resulted in a repayment of $21,000 of the outstanding amount of borrowings under the Amended UBS Facility.
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;
3 unchanged sentences
The Company’s exposure under the Amended UBS Facility is limited to the value of the Company’s investment in Murray Hill Funding.
−Removed: 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.
+Added: Pursuant to the Amended UBS Facility, Murray Hill Funding made certain representations and warranties and is required to comply with a borrowing base requirement, 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:
−Removed: (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;
+Added: (a) failure to transfer the Notes to UBS on the applicable purchase date or repurchase the Notes from UBS on the applicable repurchase date;
(b) failure to pay certain fees and make-whole amounts when due;
9 unchanged sentences
The Notes issued by Murray Hill Funding II and purchased by Murray Hill Funding eliminate in consolidation on the Company’s consolidated financial statements.
−Removed: As of December 31, 2020, the fair value of assets held by Murray Hill Funding II was $181,905.
CĪON Investment Corporation
2 unchanged sentences
(in thousands, except share and per share amounts)
+Added: As of December 31, 2021, the fair value of assets held by Murray Hill Funding II was $237,452.
For the years ended December 31, 2021 and 2020, the components of interest expense, average borrowings, and weighted average interest rate for the Amended UBS Facility were as follows:
7 unchanged sentences
Average borrowings $ 104,110 $ 137,978
−Removed: (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.
+Added: (1) Includes the stated interest expense and non-usage fee on the unused portion of the Amended UBS Facility and is annualized for periods covering less than one year.
+Added: More Term Loan
+Added: On April 14, 2021, the Company entered into an Unsecured Term Loan Facility Agreement, or the Term Loan Agreement, with More Provident Funds Ltd., or More, as lender.
+Added: The Term Loan Agreement with More, or the More Term Loan, provided for an unsecured term loan to the Company in an aggregate principal amount of $30,000.
+Added: On April 20, 2021, the Company drew down $30,000 of borrowings under the More Term Loan.
+Added: After the deduction of fees and other financing expenses, the Company received net borrowings of approximately $29,000, which the Company used for working capital and other general corporate purposes.
+Added: Advances under the More Term Loan mature on September 30, 2024, and bear interest at a rate of 5.20% per year payable quarterly in arrears.
+Added: The Company has the right to, at its option, prepay all or any portion of advances then outstanding together with a prepayment fee equal to the higher of (i) zero, or (ii) the discounted present value of all remaining interest payments that would have been paid by the Company through the maturity date with respect to the principal amount of such advance that is to be prepaid or becomes due and payable pursuant to the Term Loan Agreement.
+Added: The discounted present value portion of the prepayment fee is calculated by applying a discount rate on the same periodic basis as that on which interest on advances is payable equal to the sum of 2.00% plus the yield to maturity of the most recently issued U.S.
+Added: Treasury securities having a maturity equal to the remaining average life of the More Term Loan, or if there are no such U.S.
+Added: Treasury securities, using such implied yield to maturity determined in accordance with the terms of the Term Loan Agreement.
+Added: Advances under the More Term Loan 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 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.
+Added: The Term Loan 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 within the meaning of the 1940 Act, (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 April 14, 2021, if any, (iv) a minimum asset coverage ratio of not less than 200%, or 150% subject to certain U.S.
+Added: SEC relief actions and the Company's common stock being listed for trading on a national securities exchange, and (v) 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.
+Added: In addition, the Term Loan 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.
+Added: Through December 31, 2021, the Company incurred debt issuance costs of $992 in connection with obtaining the More Term Loan, which were recorded as a direct reduction to the outstanding balance of the More Term Loan, which is included in the Company’s consolidated balance sheet as of December 31, 2021 and will amortize to interest expense over the term of the More Term Loan.
+Added: At December 31, 2021, the unamortized portion of the debt issuance costs was $784.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
+Added: For the period from April 14, 2021 through December 31, 2021, the components of interest expense, average borrowings, and weighted average interest rate for the More Term Loan were as follows:
+Added: For the Period from April 14, 2021 through December 31, 2021
+Added: Stated interest expense $ 1,109
+Added: Non-usage fee —
+Added: Amortization of deferred financing costs 208
+Added: Total interest expense $ 1,317
+Added: Weighted average interest rate(1) 5.20 %
+Added: Average borrowings $ 30,000
+Added: (1) Includes the stated interest expense on the More Term Loan and is annualized for periods covering less than one year.
Citibank Credit Facility
−Removed: On March 29, 2017, Flatiron Funding II entered into a senior secured credit facility with Citibank.
+Added: On March 29, 2017, Flatiron Funding II entered into a senior secured credit facility with Citibank, N.A., or 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.
14 unchanged sentences
(in thousands, except share and per share amounts)
−Removed: 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:
+Added: For the years ended December 31, 2021 and 2020, the components of interest expense, average borrowings, and weighted average interest rate for the Second Amended Citibank Credit Facility were as follows:
December 31, 2021 Year Ended
14 unchanged sentences
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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: 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 (described above).
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.
15 unchanged sentences
Stated interest expense $ — $ 1,928
−Removed: Non-usage fee 87 237
Amortization of deferred financing costs — 1,544
+Added: Non-usage fee — 87
Total interest expense $ — $ 3,559
8 unchanged sentences
Senior secured second lien debt — — 38,583 38,583 — — 151,506 151,506
−Removed: Collateralized securities and structured products - debt — — — — — — 7,212 7,212
Collateralized securities and structured products - equity — — 2,998 2,998 — — 12,131 12,131
3 unchanged sentences
Total Investments $ 91,321 $ — $ 1,632,922 $ 1,724,243 $ 76,006 $ — $ 1,468,282 $ 1,544,288
−Removed: (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.
+Added: (1) Excludes the Compan y's $29,796 i nvestment in CION/EagleTree, which is measured at NAV.
(2) Excludes the Company's $12,472 investment in CION SOF and $12,611 investment in BCP Great Lakes Fund LP, which were measured at NAV.
7 unchanged sentences
Lien Debt Senior Secured
−Removed: Debt Collateralized Securities and Structured Products - Debt Collateralized Securities and Structured Products - Equity Unsecured
+Added: Debt Collateralized Securities and Structured Products - Equity Unsecured
Debt Equity Total
2 unchanged sentences
Net realized (loss) gain (210) (2,932) 670 — 6,350 3,878
−Removed: Net change in unrealized depreciation (6,121) (3,947) — (880) (203) (6,052) (17,203)
+Added: Net change in unrealized appreciation 5,394 3,102 2,287 43 20,751 31,577
Accretion of discount 10,940 783 — 14 — 11,737
1 unchanged sentence
Ending balance, December 31, 2021 $ 1,526,989 $ 38,583 $ 2,998 $ 26,616 $ 37,736 $ 1,632,922
−Removed: 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)
+Added: Change in net unrealized appreciation (depreciation) on investments still held as of December 31, 2021(2) $ 2,341 $ (1,621) $ 1,152 $ 43 $ 15,638 $ 17,553
(1) Includes non-cash restructured securities.
−Removed: (2) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
+Added: (2) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
Year Ended December 31, 2020
2 unchanged sentences
Investments purchased(1) 431,954 7,119 — — 753 29,075 468,901
−Removed: Net realized loss (19,528) (2,738) (475) — — (2,037) (24,778)
−Removed: Net change in unrealized (depreciation) appreciation (8,130) 2,203 — (327) (1) (3,821) (10,076)
+Added: Net realized (loss) gain (59,106) (11,384) — — — 1,275 (69,215)
+Added: 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
3 unchanged sentences
(1) Includes non-cash restructured securities.
−Removed: (2) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
+Added: (2) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
CĪON Investment Corporation
11 unchanged sentences
27,557 Market Comparable Approach
+Added: EBITDA Multiple 3.50x — 6.00x 4.98x
6,327 Revenue Multiple 2.25x N/A
−Removed: 9,361 EBITDA Multiple 2.50x N/A
16,702 Other(2) Other(2) N/A N/A
1 unchanged sentence
14,175 Broker Quotes Broker Quotes N/A N/A
−Removed: 2,305 Market Comparable Approach
−Removed: EBITDA Multiple 4.75x N/A
−Removed: 1,573 Revenue Multiple 0.20x N/A
−Removed: Collateralized securities and structured products - equity 12,131 Discounted Cash Flow Discount Rates 12.0% - 18.0% 13.5%
−Removed: Unsecured debt 5,464 Discounted Cash Flow Discount Rates 16.5% N/A
+Added: Collateralized securities and structured products - equity 2,998 Discounted Cash Flow Discount Rates 16.0% N/A
+Added: Unsecured debt 26,616 Discounted Cash Flow Discount Rates 12.7% — 16.2% 13.6%
Equity 17,596 Market Comparable Approach EBITDA Multiple 3.25x — 21.50x 9.88x
−Removed: 11,634 Revenue Multiple 0.20x - 2.33x 1.56x
15,127 $ per kW $325 N/A
−Removed: 16,481 Discounted Cash Flow Discount Rates 18.5% N/A
−Removed: 163 Broker Quotes Broker Quotes N/A N/A
+Added: 4,032 Revenue Multiple 0.68x — 2.00x 1.87x
981 Options Pricing Model Expected Volatility 73.0% — 84.2% 73.0%
13 unchanged sentences
21,920 Market Comparable Approach
−Removed: EBITDA Multiple 5.25x - 9.00x 7.49x
+Added: Revenue Multiple 2.33x N/A
+Added: 9,361 EBITDA Multiple 2.50x N/A
4,329 Other(2) Other(2) N/A N/A
3 unchanged sentences
EBITDA Multiple
−Removed: 5.25x - 7.55x 7.55x
−Removed: Collateralized securities and structured products - debt 7,212 Other(2) Other(2) N/A N/A
+Added: 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%
−Removed: 2,908 Other(2) Other(2) N/A N/A
Unsecured debt 5,464 Discounted Cash Flow Discount Rates 16.5 N/A
2 unchanged sentences
11,634 Revenue Multiple 0.20x - 2.33x 1.56x
+Added: 7,988 $ per kW $271.50 N/A
16,481 Discounted Cash Flow Discount Rates 18.5% N/A
13 unchanged sentences
Transfer agent expense 1,290 1,189 1,289
+Added: Printing and marketing expense 990 378 102
Valuation expense 904 999 722
2 unchanged sentences
Director fees and expenses 516 450 472
−Removed: Printing and marketing expense 378 102 273
Dues and subscriptions 411 342 343
12 unchanged sentences
Unfunded Commitments December 31, 2021(1) December 31, 2020(1)
+Added: Genesis Healthcare, Inc.
West Dermatology Management Holdings, LLC 6,308 7,655
+Added: RumbleOn, Inc.
+Added: Critical Nurse Staffing, LLC 5,899 —
Williams Industrial Services Group, Inc.
+Added: Mimeo.com, Inc.
+Added: Rogers Mechanical Contractors, LLC 4,808 —
+Added: Trademark Global, LLC 4,615 —
+Added: Molded Devices, Inc.
+Added: HW Acquisition, LLC 2,933 —
+Added: Instant Web, LLC 2,704 2,704
+Added: Coyote Buyer, LLC 2,500 2,500
+Added: American Health Staffing Group, Inc.
+Added: Moss Holding Company 2,232 2,232
Foundation Consumer Healthcare, LLC 2,094 4,211
+Added: Sleep Opco, LLC 1,750 —
+Added: Extreme Reach, Inc.
+Added: American Media, Inc.
+Added: Bradshaw International Parent Corp.
+Added: NWN Parent Holdings LLC 1,380 —
+Added: Marble Point Credit Management LLC 1,250 —
+Added: Anthem Sports & Entertainment Inc.
+Added: RA Outdoors, LLC 1,049 —
+Added: Invincible Boat Company LLC 798 —
+Added: Appalachian Resource Company, LLC 500 2,500
+Added: Lochner, Inc.
+Added: American Teleconferencing Services, Ltd.
Palmetto Solar, LLC — 3,262
CircusTrix Holdings, LLC — 2,898
−Removed: Instant Web, LLC 2,704 2,704
Geon Performance Solutions, LLC — 2,586
−Removed: Appalachian Resource Company, LLC 2,500 —
−Removed: Coyote Buyer, LLC 2,500 —
−Removed: Moss Holding Company 2,232 2,232
BCP Great Lakes Fund LP — 2,135
−Removed: Extreme Reach, Inc.
AMCP Staffing Intermediate Holdings III, LLC — 1,370
−Removed: Anthem Sports & Entertainment Inc.
−Removed: Mimeo.com, Inc.
−Removed: Volta Charging, LLC — 10,000
−Removed: Independent Pet Partners Intermediate Holdings, LLC — 7,852
−Removed: Manna Pro Products, LLC — 5,528
−Removed: Lift Brands, Inc.
−Removed: Adapt Laser Acquisition, Inc.
−Removed: Adams Publishing Group, LLC — 1,600
−Removed: Teladoc, Inc.
−Removed: LAV Gear Holdings, Inc.
−Removed: Country Fresh Holdings, LLC — 327
−Removed: American Media, Inc.
Total $ 107,247 $ 43,130
5 unchanged sentences
As of March 3, 2022, the Company was committed, upon the satisfaction of certain conditions, to fund an additional $104,456.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements
+Added: December 31, 2021
+Added: (in thousands, except share and per share amounts)
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).
3 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
Fee income consists of commitment fees, amendment fees, capital structuring and other fees, and administrative agent fees.
2 unchanged sentences
2021 2020 2019
−Removed: Amendment fees $ 3,550 $ 2,033 $ 984
Capital structuring and other fees $ 4,973 $ 968 $ 1,731
+Added: Amendment fees 869 3,550 2,033
Administrative agent fees 85 25 55
15 unchanged sentences
Net investment income 1.31 1.39 1.54 1.61 1.42
−Removed: 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
+Added: Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and gain (loss) on foreign currency(2) 0.79 (1.57) (0.63) (1.03) 0.08
Net realized gain and net change in unrealized appreciation on total return swap — — — — 0.03
−Removed: Net (decrease) increase in net assets resulting from operations(3) (0.09) 0.46 0.28 0.76 1.13
+Added: Net increase (decrease) in net assets resulting from operations(2) 2.10 (0.18) 0.91 0.58 1.53
Shareholder distributions:
9 unchanged sentences
Total investment return-net asset value(6) 14.43 % (0.94) % 5.55 % 2.98 % 8.76 %
+Added: Total investment return-market value(7) 3.87 % — — — —
Net assets at beginning of year $ 878,256 $ 952,563 $ 979,271 $ 1,058,691 $ 999,763
4 unchanged sentences
Ratio of gross operating expenses to average net assets(8) 9.04 % 9.72 % 11.76 % 9.46 % 6.34 %
−Removed: 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 %
−Removed: Ratio of net expense recoupments to average net assets(10) — — — — 0.07 %
Ratio of net operating expenses to average net assets 9.04 % 9.72 % 11.76 % 9.46 % 6.34 %
Portfolio turnover rate(9) 52.04 % 22.99 % 31.59 % 52.46 % 68.07 %
+Added: Total amount of senior securities outstanding $ 830,000 $ 725,000 $ 841,042 $ 898,542 $ 711,465
Asset coverage ratio(10) 2.12 2.21 2.13 2.09 2.49
(1) The per share data for the years ended December 31, 2021, 2020, 2019, 2018 and 2017 was derived by using the weighted average shares of common stock outstanding during each period.
−Removed: (2) Net investment income per share includes expense support recoupments by CIG of $0.01 per share for the year ended December 31, 2016.
−Removed: There were no expense support recoupments by CIG for the years ended December 31, 2020, 2019, 2018 or 2017.
−Removed: (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.
+Added: The share information utilized to determine per share data in this table has been retroactively adjusted to reflect the Reverse Stock Split discussed in Note 3.
+Added: (2) The amount shown for net realized gain (loss) and net change in unrealized appreciation (depreciation) 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.
−Removed: As a result, net (decrease) increase in net assets resulting from operations in this schedule may vary from the consolidated statements of operations.
+Added: As a result, net increase (decrease) in net assets resulting from operations in this schedule may vary from the consolidated statements of operations.
CĪON Investment Corporation
7 unchanged sentences
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, 2021, 2020, 2019, 2018 and 2017.
+Added: (5) Shares of common stock outstanding has been retroactively adjusted to reflect the Reverse Stock Split discussed in Note 3.
(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.
−Removed: 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.
−Removed: 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.
+Added: 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 distributions, and (iii) the value of distributions payable, if any, on the last day of the period.
+Added: The total investment return-net asset value calculation assumes that 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.
1 unchanged sentence
Total returns covering less than a full year are not annualized.
−Removed: (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.
+Added: (7) Total investment return-market value for the year ended December 31, 2021 was calculated by taking the change in the market price of the Company's common stock since the Company’s Listing on October 5, 2021, and including the impact of distributions reinvested in accordance with the Company’s New DRP.
+Added: Total investment return-market value does not consider the effect of any sales commissions or charges that may be incurred in connection with the sale of shares of the Company’s common stock.
+Added: The historical calculation of total investment return-market value in the table should not be considered a representation of the Company’s future total return based on market value, which may be greater or less than the return shown in the table due to a number of factors, including the Company’s ability or inability to make investments in companies that meet its investment criteria, the interest rates payable on the debt securities the Company acquires, the level of the Company’s expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which the Company encounters competition in its markets, general economic conditions and fluctuations in per share market value.
+Added: As a result of these factors, results for any previous period should not be relied upon as being indicative of performance in future periods.
(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.
−Removed: (9) The ratio of gross expense recoupments by CIG to average net assets for the year ended December 31, 2016 was 0.07%.
−Removed: (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.
−Removed: 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.
(9) 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.
(10) 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.
−Removed: 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.
+Added: For purposes of the asset coverage ratio test applicable to the Company as a BDC, the Company treated the outstanding total return swap notional amount at the end of the period, less the total amount of cash collateral posted by Flatiron Funding LLC under the total return swap, as well as unfunded commitments, as senior securities.
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.
−Removed: 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.
+Added: In addition, by distributing during each calendar year at least 90% of its “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, 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, 2021 or 2020.
+Added: 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.
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.
17 unchanged sentences
Ordinary income(1) $ 71,530 100.0 % $ 63,283 100.0 % $ 84,772 100.0 %
−Removed: Realized long term capital gains — — — — — —
Total $ 71,530 100.0 % $ 63,283 100.0 % $ 84,772 100.0 %
−Removed: (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.
+Added: (1) Includes net short term capital gains of $0, $3,742 and $9 for the years ended December 31, 2021, 2020 and 2019, respectively.
See Note 5, Distributions, for further information.
3 unchanged sentences
Other accumulated losses (1) (59,977) (1,793)
−Removed: Undistributed long term capital gains — —
Net unrealized depreciation on investments and total return swap (76,059) (161,664)
+Added: Total accumulated losses
$ (128,880) $ (157,507)
+Added: (1) Includes a short term capital loss carryforward of $22,372 and long term capital loss carryforward of 32,329 as of December 31, 2021.
As of December 31, 2021, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $28,028;
20 unchanged sentences
Net investment income 17,599 18,686 19,612 18,410
−Removed: Net realized and unrealized (loss) gain on investments and foreign currency (127,573) 2,671 9,667 25,485
−Removed: Net (decrease) increase in net assets resulting from operations (105,912) 16,587 31,087 47,216
−Removed: Net (decrease) increase in net assets resulting from operations per share of common stock(1) (0.93) 0.15 0.27 0.41
+Added: Net realized and unrealized gains (loss) on investments and foreign currency 32,115 9,283 5,496 (2,437)
+Added: Net increase in net assets resulting from operations 49,714 27,969 25,108 15,973
+Added: Net increase in net assets resulting from operations per share of common stock(1) 0.88 0.49 0.44 0.28
Net asset value per share of common stock at end of quarter 16.12 16.34 16.52 16.34
7 unchanged sentences
Net realized and unrealized (loss) gain on investments and foreign currency (127,573) 2,671 9,667 25,485
−Removed: Net increase (decrease) in net assets resulting from operations 16,416 8,147 (2,222) 29,503
−Removed: Net increase (decrease) in net assets resulting from operations per share of common stock(1) 0.14 0.07 (0.02) 0.26
+Added: Net (decrease) increase in net assets resulting from operations (105,912) 16,587 31,087 47,216
+Added: Net (decrease) increase in net assets resulting from operations per share of common stock(1) (1.86) 0.29 0.55 0.83
Net asset value per share of common stock at end of quarter 14.58 14.86 15.24 15.50
2 unchanged sentences
This is due to changes in the number of weighted-average shares outstanding and the effects of rounding for each period.
−Removed: Subsequent Events
−Removed: 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.
−Removed: 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.
−Removed: The 2026 Notes mature on February 11, 2026.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: Treasury securities having a maturity equal to the remaining average life of the 2026 Notes, or if there are no such U.S.
−Removed: Treasury securities, using such implied yield to maturity determined in accordance with the terms of the Note Purchase Agreement.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements
−Removed: December 31, 2020
−Removed: (in thousands, except share and per share amounts)
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.