3 unchanged sentences
(in thousands, except share and per share amounts)
−Removed: September 30, 2021 December 31, 2020
+Added: 2022 December 31,
Investments, at fair value:
6 unchanged sentences
Receivable due on investments sold and repaid 7,303 2,854
−Removed: Dividends receivable on investments 135 45
Prepaid expenses and other assets 3,618 466
19 unchanged sentences
Net asset value per share of common stock at end of period $ 16.20 $ 16.34
−Removed: (1) As discussed in Note 3, the Company completed a two-to-one reverse stock split, effective as of September 21, 2021.
−Removed: 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.
3 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: March 31, Year Ended
2022 2021 2021
−Removed: (unaudited) (unaudited) (unaudited) (unaudited)
+Added: (unaudited) (unaudited)
Investment income
5 unchanged sentences
Non-controlled, affiliated investments
−Removed: Dividend income 3,790 444 5,550 1,392 3,012
Interest income 1,023 1,401 4,961
1 unchanged sentence
Fee income 493 — —
−Removed: Controlled investments
Dividend income — 827 5,576
+Added: Controlled investments
+Added: Interest income 2,127 — 260
Total investment income 41,683 36,303 157,348
9 unchanged sentences
Net investment income after taxes 19,483 17,599 74,307
−Removed: Realized and unrealized gains (losses)
−Removed: Net realized gain (loss) on:
+Added: Realized and unrealized (losses) gains
+Added: Net realized (losses) gains on:
Non-controlled, non-affiliated investments 28 26 (4,100)
2 unchanged sentences
Foreign currency — (7) (3)
−Removed: Net realized gains (losses) 19,736 (42,511) 16,049 (57,693) (69,872)
+Added: Net realized (losses) gains (69) (4,128) 840
Net change in unrealized (depreciation) appreciation on:
3 unchanged sentences
Net change in unrealized (depreciation) appreciation (11,525) 36,243 43,617
−Removed: Net realized and unrealized gains (losses) 5,496 9,667 46,894 (115,235) (89,750)
−Removed: Net increase (decrease) in net assets resulting from operations $ 25,108 $ 31,087 $ 102,791 $ (58,238) $ (11,022)
+Added: Net realized and unrealized (losses) gains (11,594) 32,115 44,457
+Added: Net increase in net assets resulting from operations $ 7,889 $ 49,714 $ 118,764
Per share information—basic and diluted(1)
−Removed: Net increase (decrease) in net assets per share resulting from operations $ 0.44 $ 0.55 $ 1.81 $ (1.03) $ (0.19)
+Added: Net increase in net assets per share resulting from operations $ 0.14 $ 0.88 $ 2.09
+Added: Net investment income per share $ 0.34 $ 0.31 $ 1.31
Weighted average shares of common stock outstanding 56,958,440 56,753,521 56,808,960
(1) As discussed in Note 3, the Company completed a two-to-one reverse stock split, effective as of September 21, 2021.
−Removed: The weighted average shares used in the computation of the net increase (decrease) in net assets per share resulting from operations reflect the reverse stock split on a retroactive basis.
+Added: The weighted average shares used in the computation of the net increase 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.
3 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: March 31, Year Ended
2022 2021 2021
−Removed: (unaudited) (unaudited) (unaudited) (unaudited)
+Added: (unaudited) (unaudited)
Changes in net assets from operations:
Net investment income $ 19,483 $ 17,599 $ 74,307
−Removed: $ 19,612 $ 21,420 $ 55,897 $ 56,997 $ 78,728
−Removed: Net realized gain (loss) on investments 19,729 (42,543) 16,053 (57,717) (69,898)
−Removed: Net realized gain (loss) on foreign currency 7 32 (4) 24 26
+Added: Net realized (loss) gain on investments (69) (4,121) 843
+Added: Net realized loss on foreign currency — (7) (3)
Net change in unrealized (depreciation) appreciation on investments (11,525) 36,243 43,617
−Removed: Net increase (decrease) in net assets resulting from operations 25,108 31,087 102,791 (58,238) (11,022)
+Added: Net increase in net assets resulting from operations 7,889 49,714 118,764
Changes in net assets from shareholders' distributions:
Distributions to shareholders (15,948) (15,029) (71,530)
−Removed: (15,027) (10,011) (45,056) (30,804) (63,283)
Net decrease in net assets resulting from shareholders' distributions (15,948) (15,029) (71,530)
1 unchanged sentence
Reinvestment of shareholders' distributions — 5,292 15,489
−Removed: 5,065 3,713 15,489 11,783 23,298
Repurchase of common stock — (5,291) (10,467)
−Removed: (13) — (10,467) (8,085) (23,300)
−Removed: Net increase (decrease) in net assets resulting from capital share transactions 5,052 3,713 5,022 3,698 (2)
−Removed: Total increase (decrease) in net assets 15,133 24,789 62,757 (85,344) (74,307)
+Added: Net increase in net assets resulting from capital share transactions — 1 5,022
+Added: Total (decrease) increase in net assets (8,059) 34,686 52,256
Net assets at beginning of period 930,512 878,256 878,256
2 unchanged sentences
Shares of common stock outstanding at end of period(1) 56,958,440 56,649,901 56,958,440
+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.
3 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: March 31, Year Ended
2022 2021 2021
−Removed: (unaudited) (unaudited) (unaudited) (unaudited)
+Added: (unaudited) (unaudited)
Operating activities:
−Removed: Net increase (decrease) in net assets resulting from operations $ 25,108 $ 31,087 $ 102,791 $ (58,238) $ (11,022)
−Removed: Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
+Added: Net increase in net assets resulting from operations $ 7,889 $ 49,714 $ 118,764
+Added: Adjustments to reconcile net increase in net assets resulting from operations to net cash (used in) provided by operating activities:
Net accretion of discount on investments (2,496) (3,172) (11,738)
−Removed: (3,360) (3,220) (9,265) (10,237) (13,214)
Proceeds from principal repayment of investments 58,747 174,274 568,907
−Removed: 196,449 64,514 462,420 305,252 465,547
Purchase of investments (137,823) (183,634) (920,039)
−Removed: (165,033) (36,130) (570,765) (237,633) (359,633)
Paid-in-kind interest and dividends capitalized (6,051) (7,515) (21,734)
−Removed: Increase in short term investments, net (67,351) (21,356) (42,237) (23,497) (44,071)
+Added: Decrease (increase) in short term investments, net 72,154 (13,996) (14,319)
Proceeds from sale of investments 2,284 15,000 259,050
−Removed: 26,765 12,640 46,896 57,068 77,630
−Removed: Net realized (gain) loss on investments (19,729) 42,543 (16,053) 57,717 69,898
+Added: Net realized loss (gain) on investments 69 4,121 (843)
Net change in unrealized depreciation (appreciation) on investments 11,525 (36,243) (43,617)
Amortization of debt issuance costs 692 749 2,800
−Removed: 670 536 2,101 4,500 5,037
−Removed: (Increase) decrease in due from counterparty
−Removed: — — — 3,281 3,281
(Increase) decrease in interest receivable on investments 584 (722) (4,400)
−Removed: (1,466) 2,499 (4,280) (1,792) (1,137)
(Increase) decrease in dividends receivable on investments — (270) 45
1 unchanged sentence
(Increase) decrease in prepaid expenses and other assets (3,152) 1,121 1,322
−Removed: (48) (816) 1,314 (383) (803)
Increase (decrease) in payable for investments purchased (11,327) 40,084 11,194
−Removed: 15,422 3,388 33,227 3,388 (1,435)
Increase (decrease) in accounts payable and accrued expenses (1,060) 227 1,228
−Removed: 1,349 (100) 2,815 (40) (121)
Increase (decrease) in interest payable (1,166) 217 1,839
−Removed: (1,347) (84) 338 (768) (663)
Increase (decrease) in accrued management fees (18) 115 (995)
−Removed: 200 (150) 775 (1,090) (1,201)
Increase (decrease) in accrued administrative services expense (1,219) (876) 330
−Removed: 234 (144) (126) (628) 48
Increase (decrease) in subordinated incentive fee on income payable 191 (4,323) (381)
−Removed: 2,933 (3,308) (1,390) (5,612) (1,289)
−Removed: Net cash provided by (used in) operating activities 10,638 29,859 (52,337) 146,851 198,730
+Added: Net cash (used in) provided by operating activities (14,626) 1,149 (49,248)
Financing activities:
Repurchase of common stock — (5,291) (10,467)
−Removed: (13) — (10,467) (8,085) (23,300)
Shareholders' distributions paid (15,948) (9,737) (56,041)
−Removed: (9,962) (6,298) (29,567) (19,021) (39,985)
+Added: Repayments under financing arrangements — (125,000) (171,000)
Borrowings under financing arrangements 45,000 125,000 276,000
−Removed: 21,000 — 226,000 486,153 486,153
−Removed: Repayments of financing arrangements
−Removed: (21,000) (21,035) (146,000) (602,194) (602,194)
Debt issuance costs paid (700) (4,394) (5,384)
−Removed: — — (5,384) (5,625) (5,625)
−Removed: Net cash (used in) provided by financing activities (9,975) (27,333) 34,582 (148,772) (184,951)
−Removed: Net increase (decrease) in cash 663 2,526 (17,755) (1,921) 13,779
−Removed: Cash, beginning of period 1,496 1,688 19,914 6,135 6,135
−Removed: Cash, end of period $ 2,159 $ 4,214 $ 2,159 $ 4,214 $ 19,914
+Added: Net cash provided by (used in) financing activities 28,352 (19,422) 33,108
+Added: Net increase (decrease) in cash and restricted cash 13,726 (18,273) (16,140)
+Added: Cash and restricted cash, beginning of period 3,774 19,914 19,914
+Added: Cash and restricted cash, end of period $ 17,500 $ 1,641 $ 3,774
Supplemental disclosure of cash flow information:
Cash paid for interest $ 8,925 $ 6,582 $ 27,129
−Removed: $ 8,842 $ 7,090 $ 21,100 $ 25,735 $ 32,403
Supplemental non-cash financing activities:
Reinvestment of shareholders' distributions $ — $ 5,292 $ 15,489
−Removed: $ 5,065 $ 3,713 $ 15,489 $ 11,783 $ 23,298
−Removed: Restructuring of portfolio investments $ 3,169 $ 35,771 $ 5,455 $ 74,534 $ 91,326
+Added: Restructuring of portfolio investment $ — $ — $ 5,455
Cash interest receivable exchanged for additional securities $ — $ 1,304 $ 1,304
2 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
2 unchanged sentences
Senior Secured First Lien Debt - 173.2%
−Removed: ABB/CON-CISE Optical Group LLC, L+500, 1.00% LIBOR Floor, 6/15/2023(o) 6 Month LIBOR Consumer Goods:
−Removed: Non-Durable $ 3,496 $ 3,410 $ 3,391
−Removed: Adams Publishing Group, LLC, L+700, 1.75% LIBOR Floor, 7/2/2023(n)(o) 1 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 10,337 10,292 10,337
−Removed: Adapt Laser Acquisition, Inc., L+1200, 1.00% LIBOR Floor, 12/31/2023(v) 3 Month LIBOR Capital Equipment 11,215 11,215 9,000
+Added: Adapt Laser Acquisition, Inc., L+1200, 1.00% LIBOR Floor, 12/31/2023(t) 3 Month LIBOR Capital Equipment $ 11,147 $ 11,147 $ 8,946
Adapt Laser Acquisition, Inc., L+1000, 1.00% LIBOR Floor, 12/31/2023 3 Month LIBOR Capital Equipment 2,000 2,000 1,605
−Removed: Aegis Toxicology Sciences Corp., L+550, 1.00% LIBOR Floor, 5/9/2025(n) 3 Month LIBOR Healthcare & Pharmaceuticals 7,899 7,805 7,692
−Removed: AIS Holdco, LLC, L+500, 0.00% LIBOR Floor, 8/15/2025(n) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 1,982 1,966 1,947
−Removed: Alchemy US Holdco 1, LLC, L+550, 10/10/2025(n) 1 Month LIBOR Construction & Building 11,287 11,188 11,272
−Removed: Alert 360 Opco, Inc., L+600, 1.00% LIBOR Floor, 10/16/2025(n)(s) 1 Month LIBOR Services:
−Removed: Consumer 12,148 12,148 12,148
−Removed: Allen Media, LLC, L+550, 0.00% LIBOR Floor, 2/10/2027(n)(o) 3 Month LIBOR Media:
−Removed: Diversified & Production 9,734 9,734 9,749
−Removed: Allen Media, LLC, L+550, 0.00% LIBOR Floor, 2/10/2027(i)(o) 3 Month LIBOR Media:
−Removed: Diversified & Production 4,714 4,667 4,721
−Removed: Allen Media, LLC, 0.00% Unfunded, 2/10/2027(i)(o)(p) None Media:
+Added: Aegis Toxicology Sciences Corp., L+550, 1.00% LIBOR Floor, 5/9/2025(m) 3 Month LIBOR Healthcare & Pharmaceuticals 6,473 6,406 6,473
+Added: AHF Parent Holding, Inc., S+625, 0.75% SOFR Floor, 2/1/2028(n) 3 Month SOFR Construction & Building 3,000 2,948 2,955
+Added: Allen Media, LLC, S+550, 0.00% SOFR Floor, 2/10/2027(n) 3 Month SOFR Media:
Diversified & Production 8,932 8,851 8,882
−Removed: ALM Media, LLC, L+650, 1.00% LIBOR Floor, 11/25/2024(n)(o) 3 Month LIBOR Media:
+Added: ALM Media, LLC, L+700, 1.00% LIBOR Floor, 11/25/2024(m)(n) 3 Month LIBOR Media:
Advertising, Printing & Publishing 17,750 17,546 17,306
−Removed: AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025(n) 3 Month LIBOR Services:
+Added: American Clinical Solutions LLC, 7.00%, 12/31/2022(m) None Healthcare & Pharmaceuticals 3,500 3,472 3,456
+Added: American Consolidated Natural Resources, Inc., L+1600, 1.00% LIBOR Floor, 9/16/2025(m)(t) 3 Month LIBOR Metals & Mining 382 291 395
+Added: American Health Staffing Group, Inc., L+600, 1.00% LIBOR Floor, 11/19/2026(m) 3 Month LIBOR Services:
Business 16,667 16,512 16,667
−Removed: AMCP Staffing Intermediate Holdings III, LLC, 0.50% Unfunded, 9/24/2025 1 Month LIBOR Services:
+Added: American Health Staffing Group, Inc., 0.50% Unfunded, 11/19/2026 None Services:
Business 3,333 (31) —
−Removed: American Clinical Solutions LLC, 7.00%, 12/31/2022(n)(s) None Healthcare & Pharmaceuticals 3,500 3,454 3,421
−Removed: American Clinical Solutions LLC, 7.00%, 12/31/2021(n)(s) None Healthcare & Pharmaceuticals 250 250 249
−Removed: American Consolidated Natural Resources, Inc., L+1600, 1.00% LIBOR Floor, 9/16/2025(n)(v) 3 Month LIBOR Metals & Mining 508 374 519
−Removed: American Media, LLC, L+775, 1.50% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 10,597 10,464 10,491
−Removed: American Media, LLC, L+775, 1.50% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 1,617 1,598 1,601
−Removed: American Media, LLC, 0.50% Unfunded, 12/31/2023(n) None Media:
−Removed: Advertising, Printing & Publishing 85 — (1)
−Removed: American Teleconferencing Services, Ltd., Prime+550, 6/8/2023(n)(r) Prime Telecommunications 16,154 15,621 8,340
−Removed: American Teleconferencing Services, Ltd., Prime+550, 12/7/2021(n) Prime Telecommunications 3,351 3,193 3,351
−Removed: Analogic Corp., L+525, 1.00% LIBOR Floor, 6/21/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 4,913 4,861 4,833
−Removed: Ancile Solutions, Inc., L+1000, 1.00% LIBOR Floor, 6/11/2026(v) 1 Month LIBOR High Tech Industries 12,520 12,156 12,144
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(n)(v) 3 Month LIBOR Media:
+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 3,116 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 4,888 4,846 4,802
+Added: Ancile Solutions, Inc., L+1000, 1.00% LIBOR Floor, 6/22/2026(m)(t) 1 Month LIBOR High Tech Industries 12,554 12,195 12,177
+Added: Anthem Sports & Entertainment Inc., L+900, 1.00% LIBOR Floor, 11/15/2026(m)(t) 3 Month LIBOR Media:
Diversified & Production 37,857 37,667 36,532
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(n) 3 Month LIBOR Media:
+Added: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 11/15/2026 3 Month LIBOR Media:
Diversified & Production 1,000 1,000 965
−Removed: Anthem Sports & Entertainment Inc., 0.50% Unfunded, 9/9/2024(n) None Media:
+Added: Anthem Sports & Entertainment Inc., 0.50% Unfunded, 11/15/2026 None Media:
Diversified & Production 1,167 — (41)
−Removed: APCO Holdings, LLC, L+550, 0.00% LIBOR Floor, 6/9/2025(n) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 8,305 8,254 8,268
−Removed: Appalachian Resource Company, LLC, L+500, 1.00% LIBOR Floor, 9/10/2023(p) 1 Month LIBOR Metals & Mining 11,137 9,903 10,357
−Removed: Appalachian Resource Company, LLC, 0.00% Unfunded, 9/10/2023 None Metals & Mining 2,500 — —
−Removed: Associated Asphalt Partners, LLC, L+525, 1.00% LIBOR Floor, 4/5/2024(n)(o) 1 Month LIBOR Construction & Building 14,436 14,109 13,408
−Removed: Avison Young (USA) Inc., L+500, 0.00% LIBOR Floor, 1/31/2026(h)(n) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 14,699 14,522 14,552
−Removed: BK Medical Holding Company, Inc., L+525, 1.00% LIBOR Floor, 6/22/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 4,925 4,899 4,870
−Removed: Blackboard Inc., L+600, 1.00% LIBOR Floor, 6/30/2024 3 Month LIBOR Services:
−Removed: Consumer 4,962 4,962 4,988
+Added: Appalachian Resource Company, LLC, L+500, 1.00% LIBOR Floor, 9/10/2023 1 Month LIBOR Metals & Mining 11,137 10,122 10,608
+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 14,350 14,086 11,815
+Added: Avison Young (USA) Inc., L+600, 0.00% LIBOR Floor, 1/31/2026(h)(m) (u) Banking, Finance, Insurance & Real Estate 2,686 2,653 2,675
+Added: BDS Solutions Intermediateco, LLC, S+650, 1.00% SOFR Floor, 2/7/2027(m) 3 Month SOFR Services:
+Added: Business 17,100 16,773 16,758
+Added: BDS Solutions Intermediateco, LLC, S+650, 1.00% SOFR Floor, 2/7/2027 3 Month SOFR Services:
+Added: Business 1,238 1,181 1,213
+Added: BDS Solutions Intermediateco, LLC, 0.50% Unfunded, 2/7/2027 None Services:
+Added: Business 1,619 — (32)
+Added: Berlitz Holdings, Inc., S+900, 1.00% SOFR Floor, 2/14/2025(r) 1 Month SOFR Services:
+Added: Business 15,000 13,875 13,875
+Added: Bradshaw International Parent Corp., L+575, 1.00% LIBOR Floor, 10/21/2027(m) 1 Month LIBOR Consumer Goods:
+Added: Durable 13,123 12,811 12,795
+Added: Bradshaw International Parent Corp., 0.50% Unfunded, 10/21/2026 None Consumer Goods:
+Added: Durable 1,844 (43) (46)
+Added: Cadence Aerospace, LLC, L+850, 1.00% LIBOR Floor, 11/14/2023(m)(n)(t) 3 Month LIBOR Aerospace & Defense 39,070 38,792 38,484
+Added: Cardenas Markets LLC, L+625, 1.00% LIBOR Floor, 6/3/2027(m) 6 Month LIBOR Retail 10,918 10,815 10,754
+Added: CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(m) 6 Month LIBOR Transportation:
+Added: Cargo 15,222 15,185 13,141
+Added: Celerity Acquisition Holdings, LLC, L+850, 1.00% LIBOR Floor, 5/28/2026 3 Month LIBOR Services:
+Added: Business 14,925 14,925 14,832
+Added: Cennox, Inc., L+600, 1.00% LIBOR Floor, 5/4/2026(m) 3 Month LIBOR Services:
+Added: Business 22,673 22,673 22,758
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: Cadence Aerospace, LLC, L+850, 1.00% LIBOR Floor, 11/14/2023(n)(o)(v) 3 Month LIBOR Aerospace & Defense 38,858 38,486 37,838
−Removed: Cardenas Markets LLC, L+625, 1.00% LIBOR Floor, 6/3/2027 6 Month LIBOR Retail 10,973 10,865 11,055
−Removed: CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(n) 6 Month LIBOR Transportation:
−Removed: Cargo 15,486 15,437 14,344
−Removed: Celerity Acquisition Holdings, LLC, L+850, 1.00% LIBOR Floor, 5/28/2026 3 Month LIBOR Services:
+Added: Cennox, Inc., L+600, 1.00% LIBOR Floor, 5/4/2026(n) 3 Month LIBOR Services:
Business 6,307 6,260 6,330
−Removed: Charming Charlie LLC, 20.00%, 4/24/2023(r)(s) None Retail 777 657 350
−Removed: CHC Solutions Inc., 12.00%, 7/20/2023(o)(v) None Healthcare & Pharmaceuticals 7,885 7,885 7,826
−Removed: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 1/16/2024(n)(o)(v) 1 Month LIBOR Hotel, Gaming & Leisure 26,645 26,548 25,579
−Removed: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 1/16/2024(n)(v) 1 Month LIBOR Hotel, Gaming & Leisure 2,712 2,712 2,604
−Removed: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 7/16/2023(n)(v) 1 Month LIBOR Hotel, Gaming & Leisure 1,947 1,813 2,295
−Removed: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(r) 3 Month LIBOR Beverage, Food & Tobacco 1,020 1,000 168
−Removed: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(n)(r) 3 Month LIBOR Beverage, Food & Tobacco 414 414 68
−Removed: Coyote Buyer, LLC, L+600, 1.00% LIBOR Floor, 2/6/2026(n)(o) 3 Month LIBOR Chemicals, Plastics & Rubber 34,475 34,235 34,475
−Removed: Coyote Buyer, LLC, L+800, 1.00% LIBOR Floor, 8/6/2026(o) 3 Month LIBOR Chemicals, Plastics & Rubber 6,203 6,096 6,203
+Added: Cennox, Inc., L+600, 1.00% LIBOR Floor, 5/4/2026 3 Month LIBOR Services:
+Added: Business 1,680 1,680 1,687
+Added: Cennox, Inc., 1.00% Unfunded, 11/22/2023 None Services:
+Added: Business 12,979 — 49
+Added: Cennox, Inc., 0.50% Unfunded, 5/4/2026 None Services:
+Added: Business 1,307 — 5
+Added: Charming Charlie LLC, 20.00%, 4/24/2023(q)(r) None Retail 662 560 298
+Added: CHC Solutions Inc., 12.00%, 7/20/2023(n)(t) None Healthcare & Pharmaceuticals 8,047 8,047 8,007
+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 26,861 26,823 26,089
+Added: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 1/16/2024(m)(t) 1 Month LIBOR Hotel, Gaming & Leisure 2,734 2,717 2,656
+Added: CircusTrix Holdings, LLC, L+800, 1.00% LIBOR Floor, 7/16/2023(m)(t) 1 Month LIBOR Hotel, Gaming & Leisure 1,961 1,862 2,322
+Added: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(q) 3 Month LIBOR Beverage, Food & Tobacco 928 832 132
+Added: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(m)(q) 3 Month LIBOR Beverage, Food & Tobacco 376 350 54
+Added: Coyote Buyer, LLC, L+600, 1.00% LIBOR Floor, 2/6/2026(m)(n) 3 Month LIBOR Chemicals, Plastics & Rubber 34,300 34,090 34,128
+Added: Coyote Buyer, LLC, L+800, 1.00% LIBOR Floor, 8/6/2026(n) 3 Month LIBOR Chemicals, Plastics & Rubber 6,172 6,075 6,172
Coyote Buyer, LLC, 0.50% Unfunded, 2/6/2025 None Chemicals, Plastics & Rubber 2,500 — (13)
−Removed: David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 6/23/2023(v) 3 Month LIBOR Retail 5,546 4,850 5,546
−Removed: David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 5/23/2024(v) 3 Month LIBOR Retail 5,029 5,029 5,029
−Removed: David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(v) 3 Month LIBOR Retail 780 699 780
−Removed: Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(n)(s)(v) 3 Month LIBOR Media:
+Added: Critical Nurse Staffing, LLC, L+600, 1.00% LIBOR Floor, 11/1/2026(m) 3 Month LIBOR Healthcare & Pharmaceuticals 13,026 13,026 13,026
+Added: Critical Nurse Staffing, LLC, L+600, 1.00% LIBOR Floor, 11/1/2026 3 Month LIBOR Healthcare & Pharmaceuticals 1,007 1,007 1,007
+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 5,688 5,171 5,688
+Added: David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 5/23/2024(t) 3 Month LIBOR Retail 5,159 5,159 5,159
+Added: David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(t) 3 Month LIBOR Retail 791 730 791
+Added: Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(m)(q)(r)(t) 3 Month LIBOR Media:
Diversified & Production 2,642 2,632 528
−Removed: DMT Solutions Global Corp., L+700, 1.00% LIBOR Floor, 7/2/2024(n) (w) Services:
+Added: DMT Solutions Global Corp., L+750, 1.00% LIBOR Floor, 7/2/2024(m) (v) Services:
Business 9,550 9,432 9,359
−Removed: East Valley Tourist Development Authority, L+800, 1.00% LIBOR Floor, 3/7/2022(i) 6 Month LIBOR Hotel, Gaming & Leisure 5,000 4,950 4,950
−Removed: Entertainment Studios P&A LLC, 6.30%, 5/18/2037(k)(n) None Media:
−Removed: Diversified & Production 11,661 11,565 10,058
−Removed: Entertainment Studios P&A LLC, 5.00%, 5/18/2037(k) None Media:
+Added: Emerald Technologies (U.S.) Acquisitionco, Inc., S+625, 1.00% SOFR Floor, 12/29/2027(n) 6 Month SOFR Services:
+Added: Business 3,000 2,941 2,955
+Added: Entertainment Studios P&A LLC, 5.71%, 5/18/2037(j)(m) None Media:
Diversified & Production 11,581 11,486 9,931
−Removed: EnTrans International, LLC, L+600, 0.00% LIBOR Floor, 11/1/2024(n) 1 Month LIBOR Capital Equipment 25,125 24,981 23,806
−Removed: Extreme Reach, Inc., L+750, 1.50% LIBOR Floor, 3/29/2024(n)(o) 1 Month LIBOR Media:
+Added: Entertainment Studios P&A LLC, 5.00%, 5/18/2037(j) None Media:
Diversified & Production — — 2,080
−Removed: Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024(n)(o) None Media:
+Added: EnTrans International, LLC, L+600, 0.00% LIBOR Floor, 11/1/2024(m) 1 Month LIBOR Capital Equipment 24,375 24,260 23,887
+Added: Extreme Reach, Inc., L+700, 1.25% LIBOR Floor, 3/29/2024(m)(n) 1 Month LIBOR Media:
Diversified & Production 18,367 18,274 18,367
−Removed: F+W Media, Inc., L+1000, 1.50% LIBOR Floor, 5/24/2022(r)(s) 1 Month LIBOR Media:
+Added: Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024(m)(n) None Media:
Diversified & Production 1,744 — —
−Removed: Foundation Consumer Healthcare, LLC, L+638, 1.00% LIBOR Floor, 2/12/2027(n)(o) 3 Month LIBOR Healthcare & Pharmaceuticals 32,474 32,187 32,758
+Added: Foundation Consumer Healthcare, LLC, L+638, 1.00% LIBOR Floor, 2/12/2027(m)(n) 3 Month LIBOR Healthcare & Pharmaceuticals 30,799 30,551 30,837
Foundation Consumer Healthcare, LLC, 0.50% Unfunded, 2/12/2027 None Healthcare & Pharmaceuticals 2,094 — 3
−Removed: Future Pak, LLC, L+800, 2.00% LIBOR Floor, 7/2/2024(n) 1 Month LIBOR Healthcare & Pharmaceuticals 34,613 33,948 34,094
−Removed: Genesis Healthcare, Inc., 0.50% Unfunded, 3/6/2023(h) None Healthcare & Pharmaceuticals 35,000 — —
−Removed: Geo Parent Corp., L+525, 0.00% LIBOR Floor, 12/19/2025(n) 1 Month LIBOR Services:
−Removed: Business 14,625 14,526 14,552
−Removed: GSC Technologies Inc., L+500, 1.00% LIBOR Floor, 9/30/2025(s) 3 Month LIBOR Chemicals, Plastics & Rubber 2,404 2,290 2,037
−Removed: GSC Technologies Inc., L+500, 1.00% LIBOR Floor, 9/30/2025(s)(v) 3 Month LIBOR Chemicals, Plastics & Rubber 845 800 514
−Removed: GSC Technologies Inc., L+1000, 1.00% LIBOR Floor, 9/30/2025(s)(v) 3 Month LIBOR Chemicals, Plastics & Rubber 174 174 174
−Removed: Lochner, Inc., L+625, 1.00% LIBOR Floor, 7/2/2027 3 Month LIBOR Construction & Building 12,000 11,882 11,940
−Removed: Lochner, Inc., L+625, 1.00% LIBOR Floor, 7/2/2027 3 Month LIBOR Construction & Building 775 765 771
−Removed: Lochner, Inc., 0.50% Unfunded, 7/2/2027 None Construction & Building 225 — (1)
+Added: FuseFX, LLC, L+575, 1.00% LIBOR Floor, 10/1/2024(m)(n) 1 Month LIBOR Media:
+Added: Diversified & Production 19,949 19,771 19,749
+Added: Fusion Connect Inc., L+750, 1.00% LIBOR Floor, 1/18/2027(m) 3 Month LIBOR High Tech Industries 19,950 19,376 19,401
+Added: Future Pak, LLC, L+800, 2.00% LIBOR Floor, 7/2/2024(m) 1 Month LIBOR Healthcare & Pharmaceuticals 32,304 32,304 31,941
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: Harland Clarke Holdings Corp.
−Removed: , L+775, 1.00% LIBOR Floor, 11/3/2023(n) 1 Month LIBOR Services:
+Added: Gold Medal Holdings, Inc., S+700, 1.00% SOFR Floor, 3/17/2027(m) 3 Month SOFR Services:
Business 15,000 14,850 14,850
−Removed: HDT Holdco, Inc., L+575, 0.75% LIBOR Floor, 7/8/2027 3 Month LIBOR Aerospace & Defense 4,938 4,793 4,888
+Added: GSC Technologies Inc., L+500, 1.00% LIBOR Floor, 9/30/2025(r) 3 Month LIBOR Chemicals, Plastics & Rubber 2,404 2,303 2,010
+Added: GSC Technologies Inc., L+500, 1.00% LIBOR Floor, 9/30/2025(r)(t) 3 Month LIBOR Chemicals, Plastics & Rubber 871 831 513
+Added: GSC Technologies Inc., L+1000, 1.00% LIBOR Floor, 9/30/2025(r)(t) 3 Month LIBOR Chemicals, Plastics & Rubber 164 164 164
+Added: Lochner, Inc., L+625, 1.00% LIBOR Floor, 7/2/2027(m) 3 Month LIBOR Construction & Building 11,940 11,833 11,880
+Added: Lochner, Inc., L+625, 1.00% LIBOR Floor, 7/2/2027 3 Month LIBOR Construction & Building 625 615 622
+Added: Lochner, Inc., 0.50% Unfunded, 7/2/2027 None Construction & Building 375 — (2)
+Added: Harland Clarke Holdings Corp., L+775, 1.00% LIBOR Floor, 6/16/2026(m) 1 Month LIBOR Services:
+Added: Business 9,500 9,489 7,933
Heritage Power, LLC, L+600, 1.00% LIBOR Floor, 7/30/2026 6 Month LIBOR Energy:
Oil & Gas 6,645 5,885 4,851
−Removed: Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(n)(v) 1 Month LIBOR Services:
+Added: Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(m)(t) 1 Month LIBOR Services:
Consumer 20,163 20,092 19,182
−Removed: Homer City Generation, L.P., 15.00%, 4/5/2023(n)(v) None Energy:
+Added: Homer City Generation, L.P., 15.00%, 4/5/2023(m)(t) None Energy:
Oil & Gas 10,549 10,885 8,228
−Removed: Hoover Group, Inc., L+850, 1.25% LIBOR Floor, 10/1/2024(o) 3 Month LIBOR Services:
+Added: Homer City Generation, L.P., L+1400, 1.00% LIBOR Floor, 4/29/2022 1 Month LIBOR Energy:
+Added: Oil & Gas 1,000 986 1,000
+Added: Homer City Generation, L.P., 0.00% Unfunded, 4/29/2022(o) None Energy:
+Added: Oil & Gas 1,000 — —
+Added: Hoover Group, Inc., L+850, 1.25% LIBOR Floor, 10/1/2024(n) 3 Month LIBOR Services:
Business 5,143 5,129 5,098
−Removed: HUMC Holdco, LLC, 9.00%, 11/19/2021(n) None Healthcare & Pharmaceuticals 9,377 9,377 9,342
+Added: HUMC Holdco, LLC, 9.00%, 1/14/2022(m) None Healthcare & Pharmaceuticals 9,055 9,055 9,021
+Added: HW Acquisition, LLC, L+600, 1.00% LIBOR Floor, 9/28/2026(m) 3 Month LIBOR Capital Equipment 19,019 18,850 18,639
HW Acquisition, LLC, L+600, 1.00% LIBOR Floor, 9/28/2026 3 Month LIBOR Capital Equipment 733 707 719
HW Acquisition, LLC, 0.50% Unfunded, 9/28/2026 None Capital Equipment 2,200 — (44)
−Removed: Independent Pet Partners Intermediate Holdings, LLC, 6.00%, 11/20/2023(n)(v) None Retail 10,140 10,071 8,821
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Prime+500,12/22/2022(n)(v) Prime Retail 2,043 2,043 2,043
−Removed: Independent Pet Partners Intermediate Holdings, LLC, L+600, 0.00% LIBOR Floor, 12/22/2022(n)(v) 3 Month LIBOR Retail 264 264 264
−Removed: InfoGroup Inc., L+500, 1.00% LIBOR Floor, 4/3/2023(n)(o) 3 Month LIBOR Media:
+Added: Independent Pet Partners Intermediate Holdings, LLC, 6.00%, 11/20/2023(m)(t) None Retail 10,449 10,399 9,313
+Added: Independent Pet Partners Intermediate Holdings, LLC, Prime+550, 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:
Advertising, Printing & Publishing 15,392 15,388 14,648
−Removed: Inotiv, Inc., L+625, 1.00% LIBOR Floor, 11/5/2026(i) 3 Month LIBOR Healthcare & Pharmaceuticals 9,900 9,702 9,702
−Removed: Inotiv, Inc., 1.00% Unfunded, 5/5/2023(i) None Healthcare & Pharmaceuticals 2,100 — (42)
−Removed: Instant Web, LLC, L+650, 1.00% LIBOR Floor, 12/15/2022(n)(o) 1 Month LIBOR Media:
+Added: Inotiv, Inc., L+625, 1.00% LIBOR Floor, 11/5/2026(m) 1 Month LIBOR Healthcare & Pharmaceuticals 12,269 12,044 12,147
+Added: Inotiv, Inc., L+625, 1.00% LIBOR Floor, 11/5/2026(m) 1 Month LIBOR Healthcare & Pharmaceuticals 2,095 2,056 2,074
+Added: Inotiv, Inc., 1.00% Unfunded, 5/5/2023 None Healthcare & Pharmaceuticals 2,100 (41) (21)
+Added: Instant Web, LLC, L+700, 1.00% LIBOR Floor, 2/25/2027(m)(n)(r)(t) 1 Month LIBOR Media:
Advertising, Printing & Publishing 37,073 37,063 30,261
−Removed: Instant Web, LLC, 0.50% Unfunded, 12/15/2022 None Media:
+Added: Instant Web, LLC, Prime+375, 2/25/2027(r) Prime Media:
Advertising, Printing & Publishing 458 458 455
−Removed: Invincible Boat Company, L+650, 1.50% LIBOR Floor, 8/28/2025 3 Month LIBOR Consumer Goods:
+Added: Instant Web, LLC, L+650, 1.00% LIBOR Floor, 2/25/2027(r) 1 Month LIBOR Media:
+Added: Advertising, Printing & Publishing 105 105 104
+Added: Instant Web, LLC, 0.50% Unfunded, 2/25/2027(r) None Media:
+Added: Advertising, Printing & Publishing 2,599 — (16)
+Added: Instant Web, LLC, 0.50% Unfunded, 2/25/2027(r) None Media:
+Added: Advertising, Printing & Publishing 3,246 — (20)
+Added: Invincible Boat Company LLC, L+650, 1.50% LIBOR Floor, 8/28/2025(m) 3 Month LIBOR Consumer Goods:
Durable 13,536 13,451 13,536
−Removed: Invincible Boat Company, 0.50% Unfunded, 8/28/2025 None Consumer Goods:
+Added: Invincible Boat Company LLC, 0.50% Unfunded, 8/28/2025 None Consumer Goods:
Durable 798 — —
−Removed: INW Manufacturing, LLC, L+575, 0.75% LIBOR Floor, 5/7/2027(o) 3 Month LIBOR Services:
−Removed: Business 15,261 14,826 14,956
−Removed: INW Manufacturing, LLC, L+575, 0.75% LIBOR Floor, 5/7/2027 3 Month LIBOR Services:
+Added: INW Manufacturing, LLC, L+575, 0.75% LIBOR Floor, 5/7/2027(n) 3 Month LIBOR Services:
Business 19,500 18,990 19,110
−Removed: Isagenix International, LLC, L+575, 1.00% LIBOR Floor, 6/14/2025(n) 3 Month LIBOR Beverage, Food & Tobacco 16,998 15,384 15,362
−Removed: Island Medical Management Holdings, LLC, L+650, 1.00% LIBOR Floor, 9/1/2023(n)(o) 3 Month LIBOR Healthcare & Pharmaceuticals 11,084 11,052 10,959
−Removed: Jenny C Acquisition, Inc., L+1050, 1.75% LIBOR Floor, 10/1/2024(n) 3 Month LIBOR Services:
+Added: Isagenix International, LLC, L+575, 1.00% LIBOR Floor, 6/14/2025(m) 3 Month LIBOR Beverage, Food & Tobacco 16,328 14,935 14,736
+Added: Jenny C Acquisition, Inc., L+900, 1.75% LIBOR Floor, 10/1/2024(m)(t) 3 Month LIBOR Services:
Consumer 11,297 11,248 9,498
−Removed: JP Intermediate B, LLC, L+550, 1.00% LIBOR Floor, 11/20/2025(n) 3 Month LIBOR Beverage, Food & Tobacco 14,585 14,377 13,801
−Removed: K&N Parent, Inc., L+475, 1.00% LIBOR Floor, 10/20/2023(i) 3 Month LIBOR Consumer Goods:
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments (unaudited)
+Added: March 31, 2022
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: JP Intermediate B, LLC, L+550, 1.00% LIBOR Floor, 11/20/2025(m) 3 Month LIBOR Beverage, Food & Tobacco 14,126 13,946 12,351
+Added: K&N Parent, Inc., L+475, 1.00% LIBOR Floor, 10/20/2023 3 Month LIBOR Consumer Goods:
Durable 11,124 10,801 10,624
−Removed: KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(n) 6 Month LIBOR Consumer Goods:
+Added: KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(m) 6 Month LIBOR Consumer Goods:
Durable 7,799 7,725 5,381
−Removed: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(n)(o)(v) 3 Month LIBOR Services:
+Added: LaserAway Intermediate Holdings II, LLC, L+575, 0.75% LIBOR Floor, 10/12/2027(m) 3 Month LIBOR Services:
+Added: Consumer 9,975 9,789 9,875
+Added: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(m)(n)(t) 3 Month LIBOR Services:
Business 26,477 26,204 25,219
−Removed: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(n)(o)(v) 3 Month LIBOR Services:
+Added: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(m)(n)(t) 3 Month LIBOR Services:
Business 4,567 4,535 4,350
−Removed: LGC US Finco, LLC, L+650, 1.00% LIBOR Floor, 12/20/2025(i)(n) 1 Month LIBOR Capital Equipment 11,821 11,476 11,452
−Removed: LH Intermediate Corp., L+750, 1.00% LIBOR Floor, 6/2/2026(n) 3 Month LIBOR Consumer Goods:
+Added: LGC US Finco, LLC, L+650, 1.00% LIBOR Floor, 12/20/2025(m) 1 Month LIBOR Capital Equipment 11,699 11,392 11,450
+Added: LH Intermediate Corp., L+750, 1.00% LIBOR Floor, 6/2/2026(m) 3 Month LIBOR Consumer Goods:
Durable 14,250 14,057 14,090
−Removed: Lift Brands, Inc., L+750, 1.00% LIBOR Floor, 6/29/2025(n)(o)(s) 1 Month LIBOR Services:
+Added: Lift Brands, Inc., L+750, 1.00% LIBOR Floor, 6/29/2025(m)(n)(r) 1 Month LIBOR Services:
Consumer 23,464 23,464 23,406
−Removed: Lift Brands, Inc., 9.50%, 6/29/2025(n)(o)(s)(v) None Services:
+Added: Lift Brands, Inc., 9.50%, 6/29/2025(m)(n)(r)(t) None Services:
Consumer 5,469 5,388 5,114
−Removed: Lift Brands, Inc., 6/29/2025(n)(o)(q)(s) None Services:
+Added: Lift Brands, Inc., 6/29/2025(m)(n)(p)(r) None Services:
Consumer 5,296 4,847 4,634
−Removed: Longview Power, LLC, L+1000, 1.50% LIBOR Floor, 7/30/2025(s) 3 Month LIBOR Energy:
+Added: Longview Power, LLC, L+1000, 1.50% LIBOR Floor, 7/30/2025(r) 3 Month LIBOR Energy:
Oil & Gas 4,179 2,656 4,524
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: MacNeill Pride Group Corp., L+650, 1.00% LIBOR Floor, 4/20/2026(n) 3 Month LIBOR Services:
+Added: MacNeill Pride Group Corp., S+625, 1.00% SOFR Floor, 4/20/2026(m) 3 Month SOFR Services:
Consumer 17,940 17,785 17,760
−Removed: MacNeill Pride Group Corp., L+650, 1.00% LIBOR Floor, 4/20/2026 3 Month LIBOR Services:
+Added: MacNeill Pride Group Corp., S+625, 1.00% SOFR Floor, 4/20/2026(m) 3 Month SOFR Services:
Consumer 5,196 5,109 5,144
2 unchanged sentences
Manus Bio Inc., 11.00%, 8/20/2026 None Healthcare & Pharmaceuticals 10,000 10,000 10,000
−Removed: Marble Point Credit Management LLC, L+600, 1.00% LIBOR Floor, 8/11/2028(i) 1 Month LIBOR Diversified Financials 6,500 6,370 6,370
−Removed: Marble Point Credit Management LLC, 0.50% Unfunded, 8/11/2028(i) None Diversified Financials 1,500 (30) (30)
+Added: Marble Point Credit Management LLC, L+600, 1.00% LIBOR Floor, 8/11/2028 3 Month LIBOR Diversified Financials 6,335 6,219 6,304
+Added: Marble Point Credit Management LLC, L+600, 1.00% LIBOR Floor, 8/11/2028 3 Month LIBOR Diversified Financials 1,493 1,471 1,486
+Added: Marble Point Credit Management LLC, 0.50% Unfunded, 8/11/2028 None Diversified Financials — — —
Mimeo.com, Inc., L+620, 1.00% LIBOR Floor, 12/21/2023 3 Month LIBOR Services:
4 unchanged sentences
Business 5,000 — 6
−Removed: Moss Holding Company, L+700, 1.00% LIBOR Floor, 4/17/2024(n)(o)(v) 3 Month LIBOR Services:
+Added: Molded Devices, Inc., L+600, 1.00% LIBOR Floor, 11/1/2026(m) 3 Month LIBOR Services:
Business 15,535 15,391 15,379
−Removed: Moss Holding Company, 0.50% Unfunded, 4/17/2023(v) None Services:
+Added: Molded Devices, Inc., L+600, 1.00% LIBOR Floor, 11/1/2026 3 Month LIBOR Services:
Business 620 604 613
−Removed: Napa Management Services Corp., L+500, 1.00% LIBOR Floor, 4/19/2023 1 Month LIBOR Healthcare & Pharmaceuticals 5,332 5,272 5,336
−Removed: NASCO Healthcare Inc., L+550, 1.00% LIBOR Floor, 6/30/2023(n) 6 Month LIBOR Services:
+Added: Molded Devices, Inc., 1.00% Unfunded, 11/1/2026 None Services:
Business 1,151 — (12)
−Removed: NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(n)(o) 3 Month LIBOR Media:
+Added: Molded Devices, Inc., 0.50% Unfunded, 11/1/2026 None Services:
+Added: Business 2,656 (12) (27)
+Added: Moss Holding Company, L+700, 1.00% LIBOR Floor, 4/17/2024(m)(n)(t) 3 Month LIBOR Services:
+Added: Business 19,665 19,544 18,338
+Added: Moss Holding Company, 0.50% Unfunded, 4/17/2023 None Services:
+Added: Business 2,232 — —
+Added: NASCO Healthcare Inc., L+550, 1.00% LIBOR Floor, 6/30/2023(m) 6 Month LIBOR Services:
+Added: Business 17,409 17,409 17,170
+Added: Neptune Flood Inc., L+600, 1.00% LIBOR Floor, 10/21/2026(m) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 9,642 9,576 9,642
+Added: NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(m)(n) 3 Month LIBOR Media:
Advertising, Printing & Publishing 12,539 12,503 12,571
+Added: Novum Orthopedic Partners Management, LLC, L+575, 1.00% LIBOR Floor, 12/29/2027(m) 3 Month LIBOR Healthcare & Pharmaceuticals 10,109 9,957 9,957
+Added: Novum Orthopedic Partners Management, LLC, 1.00% Unfunded, 12/29/2023 None Healthcare & Pharmaceuticals 4,891 (49) (73)
+Added: NWN Parent Holdings LLC, L+650, 1.00% LIBOR Floor, 5/7/2026(m) 3 Month LIBOR High Tech Industries 13,066 12,955 13,066
NWN Parent Holdings LLC, L+650, 1.00% LIBOR Floor, 5/7/2026 3 Month LIBOR High Tech Industries 420 402 420
NWN Parent Holdings LLC, 0.50% Unfunded, 5/7/2026 None High Tech Industries 1,380 — —
−Removed: Optio Rx, LLC, L+700, 0.00% LIBOR Floor, 6/28/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 23,625 23,528 23,271
−Removed: Optio Rx, LLC, L+1000, 0.00% LIBOR Floor, 6/28/2024(o) 1 Month LIBOR Healthcare & Pharmaceuticals 2,515 2,496 2,659
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments (unaudited)
+Added: March 31, 2022
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: Optio Rx, LLC, L+700, 0.00% LIBOR Floor, 6/28/2024(m)(n) 1 Month LIBOR Healthcare & Pharmaceuticals 23,031 22,953 22,830
+Added: Optio Rx, LLC, L+1000, 0.00% LIBOR Floor, 6/28/2024(n) 1 Month LIBOR Healthcare & Pharmaceuticals 2,515 2,500 2,647
+Added: Optio Rx, LLC, 0.00% Unfunded, 12/21/2022(m)(n)(o) None Healthcare & Pharmaceuticals 1,530 — (13)
+Added: Pentec Acquisition Corp., L+600, 1.00% LIBOR Floor, 10/8/2026(m) 3 Month LIBOR Healthcare & Pharmaceuticals 24,938 24,710 24,688
PetroChoice Holdings, Inc., L+500, 1.00% LIBOR Floor, 8/20/2022 3 Month LIBOR Chemicals, Plastics & Rubber 3,885 3,849 3,671
PH Beauty Holdings III.
−Removed: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(n) 3 Month LIBOR Consumer Goods:
+Added: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(m) 3 Month LIBOR Consumer Goods:
Non-Durable 9,650 9,178 8,878
−Removed: Pixelle Specialty Solutions LLC, L+650, 1.00% LIBOR Floor, 10/31/2024(n) 1 Month LIBOR Forest Products & Paper 21,686 21,421 21,699
−Removed: Playboy Enterprises, Inc., L+575, 0.50% LIBOR Floor, 5/25/2027(h)(o) 3 Month LIBOR Consumer Goods:
+Added: Playboy Enterprises, Inc., L+575, 0.50% LIBOR Floor, 5/25/2027(h)(n) 3 Month LIBOR Consumer Goods:
Non-Durable 28,534 27,980 28,106
−Removed: Polymer Additives, Inc., L+600, 0.00% LIBOR Floor, 7/31/2025(n) 3 Month LIBOR Chemicals, Plastics & Rubber 19,450 19,210 18,939
−Removed: RA Outdoors, LLC, L+675, 1.00% LIBOR Floor, 4/8/2026(n) 3 Month LIBOR Media:
+Added: Polymer Additives, Inc., L+600, 0.00% LIBOR Floor, 7/31/2025(m) 3 Month LIBOR Chemicals, Plastics & Rubber 19,350 19,140 18,576
+Added: RA Outdoors, LLC, L+675, 1.00% LIBOR Floor, 4/8/2026(m) 3 Month LIBOR Media:
Diversified & Production 15,177 15,177 14,930
+Added: RA Outdoors, LLC, L+675, 1.00% LIBOR Floor, 4/8/2026 3 Month LIBOR Media:
+Added: Diversified & Production 420 250 413
RA Outdoors, LLC, 0.50% Unfunded, 4/8/2026 None Media:
Diversified & Production 630 — (10)
−Removed: Retail Services WIS Corp., L+775, 1.00% LIBOR Floor, 5/20/2025(n) 3 Month LIBOR Services:
+Added: Retail Services WIS Corp., L+775, 1.00% LIBOR Floor, 5/20/2025(m) 3 Month LIBOR Services:
Business 9,862 9,650 9,714
−Removed: Hilliard, L.L.P., L+1800, 2.00% LIBOR Floor, 12/17/2022(n)(v) 1 Month LIBOR Services:
+Added: Hilliard, L.L.P., L+1800, 2.00% LIBOR Floor, 12/17/2022(m)(t) 1 Month LIBOR Services:
Consumer 1,679 1,679 1,597
−Removed: Rogers Mechanical Contractors, LLC, L+650, 1.00% LIBOR Floor, 9/9/2025(n) 1 Month LIBOR Services:
+Added: Rogers Mechanical Contractors, LLC, L+650, 1.00% LIBOR Floor, 9/9/2025(m) 1 Month LIBOR Services:
Business 17,029 17,029 17,029
3 unchanged sentences
Business 2,885 — —
−Removed: RumbleOn, Inc., L+825, 1.00% LIBOR Floor, 8/31/2026(n)(v) 3 Month LIBOR Automotive 14,000 12,940 13,038
−Removed: RumbleOn, Inc., 0.00% Unfunded, 2/28/2023(p) None Automotive 6,000 (59) —
−Removed: Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(n) 3 Month LIBOR Telecommunications 3,919 3,159 3,919
−Removed: Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(n)(o)(r) None Healthcare & Pharmaceuticals 8,525 8,457 6,394
−Removed: SIMR, LLC, L+1700, 2.00% LIBOR Floor, 9/7/2023(n)(s)(v) 1 Month LIBOR Healthcare & Pharmaceuticals 19,589 19,449 15,916
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Sorenson Communications, LLC, L+550, 0.75% LIBOR Floor, 3/17/2026(n) 3 Month LIBOR Telecommunications 9,500 9,412 9,579
+Added: RumbleOn, Inc., L+825, 1.00% LIBOR Floor, 8/31/2026(m) 3 Month LIBOR Automotive 13,930 12,974 13,338
+Added: RumbleOn, Inc., L+825, 1.00% LIBOR Floor, 8/31/2026 3 Month LIBOR Automotive 4,214 4,161 4,035
+Added: RumbleOn, Inc., 0.00% Unfunded, 2/28/2023(o) None Automotive 1,775 — (75)
+Added: Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(m) 3 Month LIBOR Telecommunications 3,898 3,246 3,898
+Added: Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(m)(n)(q) None Healthcare & Pharmaceuticals 8,525 8,457 6,394
+Added: SIMR, LLC, L+1700, 2.00% LIBOR Floor, 9/7/2023(r)(t) 1 Month LIBOR Healthcare & Pharmaceuticals 20,760 20,651 17,283
+Added: Sleep Opco, LLC, L+650, 1.00% LIBOR Floor, 10/12/2026(m) 3 Month LIBOR Retail 13,217 12,974 13,101
+Added: Sleep Opco, LLC, 0.50% Unfunded, 10/12/2026(m) None Retail 1,750 (32) (15)
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 10/1/2022(n) 3 Month LIBOR Healthcare & Pharmaceuticals 12,526 12,518 12,307
+Added: / Precision Medical Inc., L+950, 10/1/2022(m) 3 Month LIBOR Healthcare & Pharmaceuticals 12,495 12,472 10,621
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 10/1/2022(n)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 1,205 1,205 1,184
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 1,080 1,080 913
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+1050, 10/1/2022(n)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 1,054 1,054 1,038
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 706 608 597
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 10/1/2022(n)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 649 647 636
−Removed: Stats Intermediate Holdings, LLC, L+525, 0.00% LIBOR Floor, 7/12/2026(n) 3 Month LIBOR High Tech Industries 9,825 9,669 9,817
−Removed: STV Group, Inc., L+525, 0.00% LIBOR Floor, 12/13/2026(i)(o) 3 Month LIBOR Services:
−Removed: Business 3,490 3,463 3,490
−Removed: Tenere Inc., L+850, 1.00% LIBOR Floor, 5/5/2025(n)(o) 3 Month LIBOR Capital Equipment 18,080 18,066 18,103
−Removed: Tensar Corp., L+675, 1.00% LIBOR Floor, 8/20/2025(n) 3 Month LIBOR Chemicals, Plastics & Rubber 4,963 4,858 5,001
−Removed: The Pay-O-Matic Corp., L+900, 1.00% LIBOR Floor, 4/5/2023(j)(n) 1 Month LIBOR Services:
−Removed: Consumer 5,587 5,557 5,587
−Removed: Trademark Global, LLC, L+600, 1.00% LIBOR Floor, 7/30/2024 None Services:
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 665 663 562
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 559 482 515
+Added: Tenere Inc., L+850, 1.00% LIBOR Floor, 5/5/2025(m)(n) 3 Month LIBOR Capital Equipment 18,080 18,070 18,103
+Added: Tensar Corp., L+675, 1.00% LIBOR Floor, 11/20/2025(m) 3 Month LIBOR Chemicals, Plastics & Rubber 4,938 4,846 4,951
+Added: Trademark Global, LLC, L+600, 1.00% LIBOR Floor, 7/30/2024 1 Month LIBOR Services:
Business 15,308 15,249 14,695
−Removed: Trademark Global, LLC, 0.50% Unfunded, 7/30/2024 1 Month LIBOR Services:
+Added: Trademark Global, LLC, 1.00% Unfunded, 7/30/2023 None Services:
Business 4,615 (19) (185)
−Removed: Trammell, P.C., L+1800, 2.00% LIBOR Floor, 6/25/2022(v) 1 Month LIBOR Services:
+Added: Trammell, P.C., L+1800, 2.00% LIBOR Floor, 6/25/2023(t) 1 Month LIBOR Services:
Consumer 19,915 19,915 19,915
−Removed: Vesta Holdings, LLC, L+1000, 1.00% LIBOR Floor, 2/25/2024(n)(v) None Banking, Finance, Insurance & Real Estate 25,527 25,527 25,527
−Removed: Volta Charging, LLC, 12.00%, 6/19/2024(n) None Media:
+Added: USALCO, LLC, L+600, 1.00% LIBOR Floor, 10/19/2027(m) 3 Month LIBOR Chemicals, Plastics & Rubber 24,938 24,705 24,813
+Added: Vesta Holdings, LLC, L+1000, 1.00% LIBOR Floor, 2/25/2024(m)(t) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 24,122 24,122 24,484
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments (unaudited)
+Added: March 31, 2022
+Added: (in thousands)
+Added: Portfolio Company(a) Index Rate(b) Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: Volta Charging, LLC, 12.00%, 6/19/2024(m) None Media:
Diversified & Production 12,000 11,989 13,065
−Removed: Volta Charging, LLC, 12.00%, 6/19/2024(n) 3 Month LIBOR Media:
+Added: Volta Charging, LLC, 12.00%, 6/19/2024(m) None Media:
Diversified & Production 8,250 8,250 8,982
−Removed: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(n)(o)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 11,112 11,064 11,084
West Dermatology Management Holdings, LLC, L+750, 1.00% LIBOR Floor, 2/11/2025 3 Month LIBOR Healthcare & Pharmaceuticals 1,170 1,170 1,170
−Removed: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025 3 Month LIBOR Healthcare & Pharmaceuticals 237 236 236
−Removed: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(n) None Healthcare & Pharmaceuticals 221 208 220
+Added: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(m)(n) 3 Month LIBOR Healthcare & Pharmaceuticals 9,417 9,377 9,417
+Added: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(m) 3 Month LIBOR Healthcare & Pharmaceuticals 3,611 3,587 3,607
+Added: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(m) 3 Month LIBOR Healthcare & Pharmaceuticals 1,105 1,093 1,105
West Dermatology Management Holdings, LLC, 0.75% Unfunded, 2/11/2022 None Healthcare & Pharmaceuticals 5,230 — —
−Removed: West Dermatology Management Holdings, LLC, 0.50% Unfunded, 2/11/2025(n) None Healthcare & Pharmaceuticals 1,436 — (4)
−Removed: West Dermatology Management Holdings, LLC, 0.75% Unfunded, 2/11/2022 1 Month LIBOR Healthcare & Pharmaceuticals 6,945 (18) (17)
−Removed: Williams Industrial Services Group, Inc., L+900, 1.00% LIBOR Floor, 12/16/2025(o) None Services:
+Added: West Dermatology Management Holdings, LLC, 0.75% Unfunded, 2/11/2025 None Healthcare & Pharmaceuticals 472 — —
+Added: West Dermatology Management Holdings, LLC, 0.50% Unfunded, 2/11/2025(m) None Healthcare & Pharmaceuticals 552 — —
+Added: Williams Industrial Services Group, Inc, L+900, 1.00% LIBOR Floor, 12/16/2025(n) 1 Month LIBOR Services:
Business 9,700 9,700 9,736
−Removed: Williams Industrial Services Group, Inc., 0.50% Unfunded, 6/16/2022 3 Month LIBOR Services:
+Added: Williams Industrial Services Group, Inc, 0.50% Unfunded, 6/16/2022 None Services:
Business 5,000 — 19
−Removed: Wind River Systems, Inc., L+675, 1.00% LIBOR Floor, 6/24/2024 1 Month LIBOR High Tech Industries 24,013 23,820 23,953
−Removed: Wok Holdings Inc., L+625, 0.00% LIBOR Floor, 3/1/2026(n) 1 Month LIBOR Beverage, Food & Tobacco 20,392 19,910 20,162
+Added: Wind River Systems, Inc., L+675, 1.00% LIBOR Floor, 6/24/2024(n) 3 Month LIBOR High Tech Industries 23,355 23,201 23,355
+Added: Wok Holdings Inc., L+625, 0.00% LIBOR Floor, 3/1/2026(m) 1 Month LIBOR Beverage, Food & Tobacco 20,287 19,859 20,046
+Added: Xenon Arc, Inc., L+600, 0.75% LIBOR Floor, 12/17/2027(m) 3 Month LIBOR High Tech Industries 9,975 9,858 9,850
Total Senior Secured First Lien Debt 1,648,172 1,597,364
Senior Secured Second Lien Debt - 4.0%
−Removed: Access CIG, LLC, L+775, 0.00% LIBOR Floor, 2/27/2026(o) 1 Month LIBOR Services:
−Removed: Business 7,250 7,206 7,259
−Removed: Carestream Health, Inc., L+1250, 1.00% LIBOR Floor, 8/8/2023(n)(o)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 12,211 12,211 12,012
−Removed: Country Fresh Holdings, LLC, L+850, 1.00% LIBOR Floor, 4/29/2024(n)(r)(v) 3 Month LIBOR Beverage, Food & Tobacco 2,434 2,297 —
−Removed: Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024(n) 3 Month LIBOR Construction & Building 1,481 1,481 1,471
−Removed: Deluxe Entertainment Services, Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(n)(r)(s)(v) 3 Month LIBOR Media:
+Added: Deluxe Entertainment Services, Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(m)(q)(r)(t) 3 Month LIBOR Media:
Diversified & Production 10,599 10,017 —
−Removed: LSCS Holdings, Inc., L+825, 0.00% LIBOR Floor, 3/16/2026(n) 6 Month LIBOR Services:
−Removed: Business 11,891 11,708 11,653
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands)
−Removed: Portfolio Company(a) Index Rate(b) Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Global Tel*Link Corp., L+825, 0.00% LIBOR Floor, 11/29/2026(o) 1 Month LIBOR Telecommunications 11,500 11,349 11,471
−Removed: MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026(n) 1 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,703 6,497
−Removed: Ministry Brands, LLC, L+925, 1.00% LIBOR Floor, 6/2/2023(n)(o) 1 Month LIBOR Services:
−Removed: Business 7,000 7,000 6,991
+Added: Global Tel*Link Corp., S+1000, 0.00% SOFR Floor, 11/29/2026(n) 1 Month SOFR Telecommunications 11,500 11,365 11,543
PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023 3 Month LIBOR Chemicals, Plastics & Rubber 15,000 14,590 12,094
−Removed: Premiere Global Services, Inc., L+950, 1.00% LIBOR Floor, 6/6/2024(r)(v) 3 Month LIBOR Telecommunications 3,590 3,435 —
+Added: Premiere Global Services, Inc., L+950, 1.00% LIBOR Floor, 6/6/2024(q)(t) 3 Month LIBOR Telecommunications 3,871 3,435 —
Securus Technologies Holdings, Inc., L+825, 1.00% LIBOR Floor, 11/1/2025 3 Month LIBOR Telecommunications 2,942 2,925 2,942
1 unchanged sentence
Business 13,393 13,215 10,296
−Removed: Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,901 15,075
Total Senior Secured Second Lien Debt 55,547 36,875
1 unchanged sentence
APIDOS CLO XVI Subordinated Notes, 0.00% Estimated Yield, 1/19/2025(h) (g) Diversified Financials 9,000 2,031 826
−Removed: CENT CLO 19 Ltd.
−Removed: Subordinated Notes, 0.00% Estimated Yield, 10/29/2025(h) (g) Diversified Financials 2,000 — —
Galaxy XV CLO Ltd.
Class A Subordinated Notes, 5.76% Estimated Yield, 4/15/2025(h) (g) Diversified Financials 4,000 1,664 1,806
−Removed: Ivy Hill Middle Market Credit Fund VIII, Ltd.
−Removed: Subordinated Loan, 11.84% Estimated Yield, 2/2/2026(h) (g) Diversified Financials 10,000 9,047 9,810
Total Collateralized Securities and Structured Products - Equity 3,695 2,632
Unsecured Debt - 2.9%
−Removed: WPLM Acquisition Corp., 15.00%, 11/24/2025(v) None Media:
+Added: Lucky Bucks Holdings LLC, 12.50%, 5/29/2028(t) None Hotel, Gaming & Leisure 20,842 20,842 20,842
+Added: WPLM Acquisition Corp., 15.00%, 11/24/2025(t) None Media:
Advertising, Printing & Publishing 6,628 6,562 6,438
1 unchanged sentence
Equity - 8.2%
−Removed: ACNR Holdings, Inc., Preferred Stock(p) Metals & Mining 1,890 Units 26 402
−Removed: ACNR Holdings, Inc., Common Stock(p) Metals & Mining 6,018 Units 90 235
−Removed: Alert 360 Topco, Inc., Common Stock(p)(s) Services:
−Removed: Consumer 584,498 Units 3,624 3,936
−Removed: American Clinical Solutions LLC, Class A Membership Interests(p)(s) Healthcare & Pharmaceuticals 6,030,384 Units 1,658 5,729
−Removed: Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(p) Media:
−Removed: Diversified & Production 907 Units 205 336
−Removed: Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(p) Media:
−Removed: Diversified & Production 160 Units — —
−Removed: Anthem Sports and Entertainment Inc., Common Stock Warrants(p) Media:
−Removed: Diversified & Production 2,960 Units — —
−Removed: ARC Financial Partners, LLC, Membership Interests (25% ownership)(p)(s) Metals & Mining NA — —
−Removed: Ascent Resources - Marcellus, LLC, Membership Units(p) Energy:
−Removed: Oil & Gas 511,255 Units 1,642 511
−Removed: Ascent Resources - Marcellus, LLC, Warrants(p) Energy:
+Added: ARC Financial Partners, LLC, Membership Interests (25% ownership)(o)(r) Metals & Mining N/A — 5
+Added: Ascent Resources - Marcellus, LLC, Membership Units(o) Energy:
Oil & Gas 511,255 Units 1,642 639
−Removed: BCP Great Lakes Fund LP, Partnership Interests (11.4% ownership)(h)(s) Diversified Financials NA 12,943 13,105
−Removed: Carestream Health Holdings, Inc., Warrants(p) Healthcare & Pharmaceuticals 233 Units 565 1,010
−Removed: CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend(u) Healthcare & Pharmaceuticals 2,727,273 Units 5,716 7,800
−Removed: CION SOF Funding, LLC, Membership Interests (87.5% ownership)(t) Diversified Financials NA — —
−Removed: Country Fresh Holdings, LLC, Membership Units(p) Beverage, Food & Tobacco 2,985 Units 5,249 —
−Removed: Dayton HoldCo, LLC, Membership Units(p) Construction & Building 37,264 Units 4,136 10,859
−Removed: DBI Investors, Inc., Series A1 Preferred Stock(p) Retail 20,000 Units 802 2,207
−Removed: DBI Investors, Inc., Series A2 Preferred Stock(p) Retail 1,733 Units — 179
−Removed: DBI Investors, Inc., Series A Preferred Stock(p) Retail 1,396 Units 140 161
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: DBI Investors, Inc., Series B Preferred Stock(p) Retail 4,183 Units 410 57
−Removed: DBI Investors, Inc., Common Stock(p) Retail 39,423 Units — —
−Removed: DBI Investors, Inc., Reallocation Rights(p) Retail 7,500 Units — —
−Removed: DESG Holdings, Inc., Common Stock(i)(p)(s) Media:
−Removed: Diversified & Production 1,268,143 Units 13,675 —
−Removed: GSC Technologies Inc., Common Shares(p)(s) Chemicals, Plastics & Rubber 807,268 Units — —
−Removed: HDNet Holdco LLC, Preferred Unit Call Option(p) Media:
−Removed: Diversified & Production 1 Unit — —
−Removed: HW Ultimate Holdings, LP, Class A Membership Units(p) Capital Equipment 2,000,000 Units 2,000 2,031
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class C Preferred Units(p) Retail 2,632,771 Units 2,633 2,760
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class B-2 Preferred Units(p) Retail 2,632,771 Units 2,133 2,531
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(p) Retail 1,000,000 Units 1,000 —
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Warrants(p) Retail 155,880 Units — —
−Removed: Longview Intermediate Holdings C, LLC, Membership Units(p)(s) Energy:
+Added: Ascent Resources - Marcellus, LLC, Warrants(o) Energy:
Oil & Gas 132,367 Units 13 3
−Removed: Mooregate ITC Acquisition, LLC, Class A Units(p) High Tech Industries 500 Units 563 157
−Removed: Mount Logan Capital Inc., Common Stock(f)(h)(s) Banking, Finance, Insurance & Real Estate 1,075,557 Units 3,534 3,223
−Removed: NS NWN Acquisition, LLC, Class A Preferred Units(p) High Tech Industries 111 Units 110 332
−Removed: NS NWN Acquisition, LLC, Voting Units(p) High Tech Industries 346 Units 393 —
−Removed: NS NWN Holdco LLC., Voting Units (p) High Tech Industries 522 Units 522 2,723
−Removed: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(p) Consumer Goods:
+Added: CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(o)(s) Diversified Financials 22,072,841 Units 22,073 29,546
+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 2,295
+Added: DBI Investors, Inc., Series A2 Preferred Stock(o) Retail 1,733 Units — 186
+Added: DBI Investors, Inc., Series A Preferred Stock(o) Retail 1,396 Units 140 167
+Added: DBI Investors, Inc., Series B Preferred Stock(o) Retail 4,183 Units 410 157
+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 30
+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 2,844
+Added: Independent Pet Partners Intermediate Holdings, LLC, Warrants(o) Retail 155,880 Units — —
+Added: Instant Web Holdings, LLC, Class A Common Units(o)(r) Media:
+Added: Advertising, Printing & Publishing 10,819 Units — —
+Added: Language Education Holdings GP LLC, Common Units(o)(r) Services:
+Added: Business 500,000 Units — —
+Added: Language Education Holdings LP, Ordinary Common Units(o)(r) Services:
+Added: Business 500,000 Units 1,125 1,125
+Added: Longview Intermediate Holdings C, LLC, Membership Units(o)(r) Energy:
+Added: Oil & Gas 653,989 Units 2,704 17,828
+Added: Mooregate ITC Acquisition, LLC, Class A Units(o) High Tech Industries 500 Units 562 184
+Added: Mount Logan Capital Inc., Common Stock(f)(h)(r) Banking, Finance, Insurance & Real Estate 1,075,557 Units 3,534 3,432
+Added: NS NWN Acquisition, LLC, Class A Preferred Units(o) High Tech Industries 111 Units 110 2,376
+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 504 524
+Added: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(o) Consumer Goods:
Durable 1,575 Units 1,000 718
−Removed: Palmetto Clean Technology, Inc., Warrants(p) High Tech Industries 724,112 Units 472 2,411
−Removed: Phillips Pet Holding Corp., Common Stock(p) Retail 235 Units 13 17
−Removed: RumbleOn, Inc., Warrants(p) Automotive 60,606 Units 927 927
−Removed: SIMR Parent, LLC, Class B Common Units(p)(s) Healthcare & Pharmaceuticals 12,283,163 Units 8,002 —
−Removed: SIMR Parent, LLC, Class W Units(p)(s) Healthcare & Pharmaceuticals 1,778,219 Units — —
−Removed: Skillsoft Corp., Class A Common Stock(h)(p) High Tech Industries 243,425 Units 2,286 2,760
−Removed: Snap Fitness Holdings, Inc., Class A Common Stock(p)(s) Services:
+Added: Palmetto Clean Technology, Inc., Warrants(o) High Tech Industries 724,112 Units 472 3,411
+Added: RumbleOn, Inc., Warrants(o) Automotive 60,606 Units 927 553
+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:
Consumer 9,858 Units 3,078 3,850
−Removed: Snap Fitness Holdings, Inc., Warrants(p)(s) Services:
+Added: Snap Fitness Holdings, Inc., Warrants(o)(r) Services:
Consumer 3,996 Units 1,247 1,561
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc., Warrants(p) Healthcare & Pharmaceuticals 20,667,324 Units 5,806 —
−Removed: Tenere Inc., Warrants(p) Capital Equipment NA 161 1,166
Total Equity 54,504 75,383
−Removed: Short Term Investments - 12.3%(l)
−Removed: First American Treasury Obligations Fund, Class Z Shares, 0.01%(m) 115,834 115,834
+Added: Short Term Investments - 1.7%(k)
+Added: First American Treasury Obligations Fund, Class Z Shares, 0.18%(l) 15,763 15,763
Total Short Term Investments 15,763 15,763
2 unchanged sentences
NET ASSETS - 100% $ 922,453
−Removed: 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.
−Removed: Unless specifically identified in note v.
−Removed: below, investments do not contain a paid-in-kind, or PIK, interest provision.
−Removed: The 1, 3 and 6 month London Interbank Offered Rate, or LIBOR, rates were 0.08%, 0.13% and 0.16%, respectively, as of September 30, 2021.
−Removed: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of September 30, 2021, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to September 30, 2021.
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
−Removed: Fair value determined in good faith by the Company’s board of directors (see Note 9) using significant unobservable inputs unless otherwise noted.
+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 0.45%, 0.96% and 1.47%, respectively, as of March 31, 2022.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of March 31, 2022, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to March 31, 2022.
+Added: The 1, 3 and 6 month Secured Overnight Financing Rate, or SOFR, rates were 0.30%, 0.64% and 1.08%, respectively, as of March 31, 2022.
+Added: The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of March 31, 2022, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to March 31, 2022.
+Added: Fair value determined in good faith by the Company’s board of directors (see Note 9), including via delegation to CIM, as the Company’s valuation designee (see Note 2), using significant unobservable inputs unless otherwise noted.
Represents amortized cost for debt securities and cost for equity investments.
8 unchanged sentences
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 September 30, 2021, 95.7% of the Company’s total assets represented qualifying assets.
−Removed: Position or a portion thereof unsettled as of September 30, 2021.
−Removed: As a result of an arrangement between the Company and the other lenders in the syndication, 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 in exchange for a lower payment priority.
+Added: As of March 31, 2022, 92.8% of the Company’s total assets represented qualifying assets.
+Added: Position or a portion thereof unsettled as of March 31, 2022.
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.
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 September 30, 2021.
−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 September 30, 2021 (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 September 30, 2021 (see Note 8).
+Added: 7-day effective yield as of March 31, 2022.
+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 March 31, 2022 (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 March 31, 2022 (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 triggering event.
−Removed: Investment was on non-accrual status as of September 30, 2021.
+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 March 31, 2022.
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
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, 2020 and September 30, 2021, along with transactions during the nine months ended September 30, 2021 in these affiliated investments were as follows:
−Removed: Nine Months Ended September 30, 2021 Nine Months Ended September 30, 2021
+Added: Fair value as of December 31, 2021 and March 31, 2022, along with transactions during the three months ended March 31, 2022 in these affiliated investments, were as follows:
+Added: Three Months Ended March 31, 2022 Three Months Ended March 31, 2022
Non-Controlled, Affiliated Investments Fair Value at
1 unchanged sentence
(Cost)(1) Gross
−Removed: (Cost)(2) Net Unrealized
−Removed: Gain (Loss) Fair Value at
−Removed: September 30, 2021 Net Realized
−Removed: Gain (Loss) Interest
+Added: (Cost)(2) Net Unrealized Gain (Loss) Fair Value at March 31, 2022 Net Realized Gain (Loss) Interest
Income(3) Dividend Income
−Removed: Alert 360 Opco, Inc.
−Removed: First Lien Term Loan $ — $ 12,240 $ (92) $ — $ 12,148 $ — $ 635 $ —
−Removed: Common Stock — 3,624 — 312 3,936 — — —
−Removed: American Clinical Solutions LLC
−Removed: Tranche I Term Loan 3,124 26 — 271 3,421 — 212 —
−Removed: First Amendment Tranche I Term Loan 242 — — 7 249 — 12 —
−Removed: Class A Membership Interests 663 — — 5,066 5,729 — — —
ARC Financial, LLC
Membership Interests $ — $ — $ — $ 5 $ 5 $ — $ — $ —
−Removed: BCP Great Lakes Fund LP
−Removed: Membership Interests 12,611 2,989 (2,911) 416 13,105 — — 1,078
+Added: Berlitz Holdings, Inc.
+Added: First Lien Term Loan — 13,875 — — 13,875 — 13 —
Charming Charlie, LLC
−Removed: Vendor Payment Financing 350 — — — 350 — — —
−Removed: Conisus Holdings, Inc.
−Removed: Series B Preferred Stock(u) 16,481 951 (16,094) (1,338) — — — 4,428
−Removed: Common Stock 12,401 — (200) (12,201) — 18,856 — —
+Added: Vendor Payment Financing Facility 350 — (97) 45 298 (97) — —
DESG Holdings, Inc.
1 unchanged sentence
Second Lien Term Loan — — — — — — — —
−Removed: Common Stock — — — — — — — —
−Removed: F+W Media, Inc.
−Removed: First Lien Term Loan B-1 — — (1,115) 1,115 — (1,080) — —
GSC Technologies Inc.
Incremental Term Loan 170 — (6) — 164 — 7 —
−Removed: — 174 — — 174 — 4 —
First Lien Term Loan A 2,001 7 — 2 2,010 — 43 —
1 unchanged sentence
Common Shares — — — — — — — —
+Added: Instant Web Holdings, LLC
+Added: Class A Common Units — — — — — — — —
+Added: Instant Web, LLC
+Added: Revolving Loan — 104 — (16) 88 — 2 —
+Added: Priming Term Loan — 458 — (3) 455 — 4 —
+Added: First Lien Term Loan — 37,063 — (6,802) 30,261 — 558 —
+Added: First Lien Delayed Draw Term Loan — — — (20) (20) — 2 —
+Added: Language Education Holdings GP LLC
+Added: Common Units — — — — — — — —
+Added: Language Education Holdings LP
+Added: Ordinary Common Units — 1,125 — — 1,125 — — —
Lift Brands, Inc.
5 unchanged sentences
Longview Power, LLC
−Removed: First Lien Term Loan B-1 2,414 1,987 (20) 71 4,452 — 416 —
+Added: First Lien Term Loan 4,504 39 (7) (12) 4,524 — 163 —
Mount Logan Capital Inc.
2 unchanged sentences
SIMR Parent, LLC
−Removed: Class B Common Units — — — — — — — —
+Added: Class B Membership Units — — — — — — — —
+Added: Class W Membership Units — — — — — — — —
Snap Fitness Holdings, Inc.
2 unchanged sentences
Totals $ 81,490 $ 53,691 $ (467) $ (3,780) $ 130,934 $ (97) $ 2,468 $ —
+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.
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
−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.
(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, 2020 and September 30, 2021, along with transactions during the nine months ended September 30, 2021 in these controlled investments were as follows:
−Removed: Nine Months Ended September 30, 2021 Nine Months Ended September 30, 2021
+Added: Fair value as of December 31, 2021 and March 31, 2022, along with transactions during the three months ended March 31, 2022 in these controlled investments, were as follows:
+Added: Three Months Ended March 31, 2022 Three Months Ended March 31, 2022
Controlled Investments Fair Value at
1 unchanged sentence
(Cost)(1) Gross
−Removed: (Cost)(2) Net Unrealized
+Added: (Cost)(2) Net
Gain (Loss) Fair Value at
−Removed: September 30, 2021 Net Realized
−Removed: (Loss) Gain Interest
+Added: March 31, 2022 Net Realized
+Added: Gain (Loss) Interest
Income(3) Dividend Income
−Removed: CION SOF Funding, LLC
−Removed: Membership Interests $ 12,472 $ — $ (15,539) $ 3,067 $ — $ (3,067) $ — $ —
+Added: CION/EagleTree Partners, LLC
+Added: Senior Secured Note $ 61,629 $ — $ — $ — $ 61,629 $ — $ 2,127 $ —
+Added: Participating Preferred Shares 29,796 — — (250) 29,546 — — —
+Added: Common Shares — — — — — — — —
Totals $ 91,425 $ — $ — $ (250) $ 91,175 $ — $ 2,127 $ —
2 unchanged sentences
(3) Includes PIK interest income .
−Removed: For the nine months ended September 30, 2021, non-cash dividend income of $951 and $247 was recorded on the Company's investment in Conisus Holdings, Inc.
−Removed: and CHC Medical Partners, Inc., respectively.
−Removed: As of September 30, 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: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments (unaudited)
+Added: March 31, 2022
+Added: (in thousands)
+Added: As of March 31, 2022, the following investments contain a PIK interest provision whereby the issuer has either the option or the obligation to make interest payments with the issuance of additional securities:
Interest Rate
9 unchanged sentences
Cadence Aerospace, LLC Senior Secured First Lien Debt 7.50% 2.00% 9.50%
−Removed: Carestream Health, Inc.
−Removed: Senior Secured Second Lien Debt 5.50 % 8.00 % 13.50 %
CHC Solutions Inc.
Senior Secured First Lien Debt 8.00% 4.00% 12.00%
+Added: CION/EagleTree Partners, LLC Senior Secured Note — 14.00% 14.00%
CircusTrix Holdings, LLC Senior Secured First Lien Debt 6.50% 2.50% 9.00%
−Removed: Country Fresh Holdings, LLC Senior Secured Second Lien Debt — 9.50 % 9.50 %
David's Bridal, LLC Senior Secured First Lien Debt 6.00% 5.00% 11.00%
12 unchanged sentences
Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 6.00% 6.00%
−Removed: Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 8.25 % 8.25 %
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands)
−Removed: Interest Rate
−Removed: Portfolio Company Investment Type Cash PIK All-in-Rate
−Removed: Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt —% 6.15% 6.15%
+Added: Instant Web, LLC Senior Secured First Lien Debt — 8.00% 8.00%
+Added: Jenny C Acquisition, Inc.
+Added: Senior Secured First Lien Debt — 10.75% 10.75%
LAV Gear Holdings, Inc.
2 unchanged sentences
Senior Secured First Lien Debt — 9.50% 9.50%
+Added: Lucky Bucks Holdings LLC Unsecured Note — 12.50% 12.50%
Moss Holding Company Senior Secured First Lien Debt 7.51% 0.50% 8.01%
3 unchanged sentences
Senior Secured First Lien Debt — 20.00% 20.00%
−Removed: RumbleOn, Inc.
−Removed: Senior Secured First Lien Debt 8.25% 1.00% 9.25%
SIMR, LLC Senior Secured First Lien Debt 12.00% 7.00% 19.00%
2 unchanged sentences
Senior Secured First Lien Debt — 9.71% 9.71%
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc.
−Removed: Senior Secured First Lien Debt 9.65% 1.00% 10.65%
Trammell, P.C.
1 unchanged sentence
Vesta Holdings, LLC Senior Secured First Lien Debt 7.00% 4.00% 11.00%
−Removed: West Dermatology Management Holdings, LLC Senior Secured First Lien Debt 7.00% 0.75% 7.75%
WPLM Acquisition Corp.
Unsecured Note — 15.00% 15.00%
−Removed: As of September 30, 2021, the index rate for $4,804 and $5,039 was 1 Month LIBOR and 3 Month LIBOR, respectively.
+Added: As of March 31, 2022, the index rate for $1,789 and $897 was 1 Month LIBOR and 3 Month LIBOR, respectively.
+Added: As of March 31, 2022, the index rate for $4,804 and $4,746 was 1 Month LIBOR and 3 Month LIBOR, respectively.
See accompanying notes to consolidated financial statements.
6 unchanged sentences
Senior Secured First Lien Debt - 164.1%
−Removed: LTD., L+500, 1.00% LIBOR Floor, 9/30/2025(s) 3 Month LIBOR Chemicals, Plastics & Rubber $ 2,422 $ 2,293 $ 2,289
−Removed: LTD., L+500, 1.00% LIBOR Floor, 9/30/2025(s)(v) 3 Month LIBOR Chemicals, Plastics & Rubber 807 756 755
−Removed: Adams Publishing Group, LLC, L+700, 1.75% LIBOR Floor, 7/2/2023(n)(o) 1 Month LIBOR Media:
−Removed: Advertising, Printing & Publishing 12,318 12,243 12,041
−Removed: Adapt Laser Acquisition, Inc., L+800, 1.00% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Capital Equipment 11,280 11,280 9,715
+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
Adapt Laser Acquisition, Inc., L+1000, 1.00% LIBOR Floor, 12/31/2023 3 Month LIBOR Capital Equipment 2,000 2,000 1,680
−Removed: Aegis Toxicology Sciences Corp., L+550, 1.00% LIBOR Floor, 5/9/2025(n) 3 Month LIBOR Healthcare & Pharmaceuticals 9,774 9,635 8,577
−Removed: AIS Holdco, LLC, L+500, 0.00% LIBOR Floor, 8/15/2025(n) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 5,243 5,194 4,955
−Removed: Alchemy US Holdco 1, LLC, L+550, 10/10/2025(n) 1 Month LIBOR Construction & Building 12,959 12,826 12,505
−Removed: Alert 360 Opco, Inc., L+600, 1.00% LIBOR Floor, 10/16/2025(n) 1 Month LIBOR Services:
−Removed: Consumer 9,738 9,738 9,738
−Removed: Allen Media, LLC, L+550, 0.00% LIBOR Floor, 2/10/2027(n)(o) 3 Month LIBOR Media:
+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:
Diversified & Production 8,955 8,868 8,955
−Removed: ALM Media, LLC, L+650, 1.00% LIBOR Floor, 11/25/2024(n)(o) 3 Month LIBOR Media:
+Added: ALM Media, LLC, L+700, 1.00% LIBOR Floor, 11/25/2024(m)(n) 3 Month LIBOR Media:
Advertising, Printing & Publishing 18,000 17,774 17,460
−Removed: AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025(n) 3 Month LIBOR Services:
+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:
Business 16,667 16,502 16,500
−Removed: AMCP Staffing Intermediate Holdings III, LLC, L+675, 1.50% LIBOR Floor, 9/24/2025 3 Month LIBOR Services:
+Added: American Health Staffing Group, Inc., Prime+500, 11/19/2026 Prime Services:
Business 1,000 1,000 990
−Removed: AMCP Staffing Intermediate Holdings III, LLC, 0.50% Unfunded, 9/24/2025 None Services:
+Added: American Health Staffing Group, Inc., 0.50% Unfunded, 11/19/2026 None Services:
Business 2,333 (33) (23)
−Removed: American Clinical Solutions LLC, 7.00%, 12/31/2022(n)(s) None Healthcare & Pharmaceuticals 3,500 3,427 3,124
−Removed: American Clinical Solutions LLC, 7.00%, 6/30/2021(n)(s) None Healthcare & Pharmaceuticals 250 250 242
−Removed: American Consolidated Natural Resources, Inc., L+1300, 1.00% LIBOR Floor, 9/16/2025(n)(v) 1 Month LIBOR Metals & Mining 780 551 754
−Removed: American Media, LLC, L+775, 1.50% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Media:
+Added: American Media, LLC, L+675, 1.50% LIBOR Floor, 12/31/2023(m) 3 Month LIBOR Media:
Advertising, Printing & Publishing 9,847 9,735 9,847
−Removed: American Media, LLC, L+775, 1.50% LIBOR Floor, 12/31/2023(n) 3 Month LIBOR Media:
+Added: American Media, LLC, 0.50% Unfunded, 12/31/2023(m) None Media:
Advertising, Printing & Publishing 1,702 (17) —
−Removed: American Teleconferencing Services, Ltd., L+650, 1.00% LIBOR Floor, 12/8/2021(n) 6 Month LIBOR Telecommunications 19,514 18,792 15,904
−Removed: Analogic Corp., L+525, 1.00% LIBOR Floor, 6/21/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 4,950 4,885 4,851
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(n)(v) 3 Month LIBOR Media:
+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:
Diversified & Production 37,966 37,758 36,543
−Removed: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 9/9/2024(n) 3 Month LIBOR Media:
+Added: Anthem Sports & Entertainment Inc., L+950, 1.00% LIBOR Floor, 11/15/2026 3 Month LIBOR Media:
Diversified & Production 1,000 1,000 962
1 unchanged sentence
Diversified & Production 1,167 — (44)
−Removed: APCO Holdings, LLC, L+550, 0.00% LIBOR Floor, 6/9/2025(n) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 9,436 9,368 8,935
Appalachian Resource Company, LLC, L+500, 1.00% LIBOR Floor, 9/10/2023 1 Month LIBOR Metals & Mining 11,137 9,959 10,538
−Removed: Appalachian Resource Company, LLC, 0.00% Unfunded, 9/10/2023(p) None Metals & Mining 2,500 — —
−Removed: Associated Asphalt Partners, LLC, L+525, 1.00% LIBOR Floor, 4/5/2024(n)(o) 1 Month LIBOR Construction & Building 14,522 14,107 13,306
−Removed: Avison Young (USA) Inc., L+500, 0.00% LIBOR Floor, 1/31/2026(h)(n) 3 Month LIBOR Banking, Finance, Insurance & Real Estate 9,800 9,647 9,322
−Removed: BK Medical Holding Company, Inc., L+525, 1.00% LIBOR Floor, 6/22/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 4,963 4,926 4,690
−Removed: Cadence Aerospace, LLC, L+850, 1.00% LIBOR Floor, 11/14/2023(n)(o)(v) 3 Month LIBOR Aerospace & Defense 37,832 37,343 35,751
−Removed: Cardinal US Holdings, Inc., L+500, 1.00% LIBOR Floor, 7/31/2023(n) 3 Month LIBOR Services:
−Removed: Business 8,224 7,933 7,597
−Removed: CB URS Holdings Corp., L+575, 1.00% LIBOR Floor, 9/1/2024(n) 6 Month LIBOR Transportation:
+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:
Cargo 15,354 15,310 14,106
−Removed: Charming Charlie LLC, 20.00%, 4/24/2023(r)(s) None Retail 662 657 350
−Removed: CHC Solutions Inc., 12.00%, 7/20/2023(o)(v) None Healthcare & Pharmaceuticals 7,651 7,651 7,498
+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
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021(n)(o)(v) 1 Month LIBOR Hotel, Gaming & Leisure 25,472 25,117 19,900
−Removed: CircusTrix Holdings, LLC, L+550, 1.00% LIBOR Floor, 12/16/2021(n)(v) 1 Month LIBOR Hotel, Gaming & Leisure 2,585 2,585 2,020
−Removed: CircusTrix Holdings, LLC, 1.00% Unfunded, 12/16/2021 None Hotel, Gaming & Leisure 2,898 — —
−Removed: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023 3 Month LIBOR Beverage, Food & Tobacco 1,020 980 858
−Removed: Country Fresh Holdings, LLC, 12.00%, 6/1/2022(v) None Beverage, Food & Tobacco 738 713 722
−Removed: Country Fresh Holdings, LLC, L+500, 1.00% LIBOR Floor, 4/29/2023(n) 3 Month LIBOR Beverage, Food & Tobacco 414 414 348
−Removed: Coyote Buyer, LLC, L+600, 1.00% LIBOR Floor, 2/6/2026(n)(o) 3 Month LIBOR Chemicals, Plastics & Rubber 34,738 34,453 34,564
−Removed: Coyote Buyer, LLC, L+800, 1.00% LIBOR Floor, 8/6/2026(o) 3 Month LIBOR Chemicals, Plastics & Rubber 6,250 6,128 6,250
+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
Coyote Buyer, LLC, 0.50% Unfunded, 2/6/2025 None Chemicals, Plastics & Rubber 2,500 — (6)
−Removed: David's Bridal, LLC, L+1000, 1.00% LIBOR Floor, 6/23/2023(v) 3 Month LIBOR Retail 5,341 4,412 5,341
−Removed: David's Bridal, LLC, L+600, 1.00% LIBOR Floor, 6/30/2023(v) 3 Month LIBOR Retail 745 648 745
−Removed: Deluxe Entertainment Services, Inc., L+650, 1.00% LIBOR Floor, 3/25/2024(n)(s)(v) 3 Month LIBOR Media:
+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:
Diversified & Production 2,930 2,930 1,787
−Removed: DMT Solutions Global Corp., L+700, 0.00% LIBOR Floor, 7/2/2024(n) 3 Month LIBOR Services:
+Added: DMT Solutions Global Corp., L+750, 1.00% LIBOR Floor, 7/2/2024(m) (u) Services:
Business 9,696 9,563 9,503
−Removed: Eagle Family Foods Group LLC, L+650, 1.00% LIBOR Floor, 6/14/2024(n) 3 Month LIBOR Beverage, Food & Tobacco 14,375 14,171 14,159
−Removed: Entertainment Studios P&A LLC, 6.30%, 5/18/2037(k)(n) None Media:
−Removed: Diversified & Production 13,990 13,889 12,871
−Removed: Entertainment Studios P&A LLC, 5.00%, 5/18/2037(k) None Media:
−Removed: Diversified & Production — — 2,073
−Removed: EnTrans International, LLC, L+600, 0.00% LIBOR Floor, 11/1/2024(n) 1 Month LIBOR Capital Equipment 26,250 26,065 25,233
−Removed: ES Chappaquiddick LLC, 10.00%, 5/18/2022(n) None Media:
+Added: Entertainment Studios P&A LLC, 5.71%, 5/18/2037(j)(m) None Media:
Diversified & Production 11,649 11,554 10,047
−Removed: Extreme Reach, Inc., L+750, 1.50% LIBOR Floor, 3/29/2024(n)(o) 1 Month LIBOR Media:
+Added: Entertainment Studios P&A LLC, 5.00%, 5/18/2037(j) None Media:
Diversified & Production — — 2,182
−Removed: Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024(n) None Media:
+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:
Diversified & Production 18,774 18,662 18,844
−Removed: F+W Media, Inc., L+1000, 1.50% LIBOR Floor, 5/24/2022(r)(s)(v) 1 Month LIBOR Media:
+Added: Extreme Reach, Inc., 0.50% Unfunded, 3/29/2024(m)(n) None Media:
Diversified & Production 1,744 — 7
−Removed: Foundation Consumer Healthcare, LLC, L+575, 1.00% LIBOR Floor, 11/2/2023(n)(o) 3 Month LIBOR Healthcare & Pharmaceuticals 43,350 43,127 43,350
+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
Foundation Consumer Healthcare, LLC, 0.50% Unfunded, 11/2/2023 None Healthcare & Pharmaceuticals 2,094 — 24
−Removed: Genesis Healthcare, Inc., L+600, 0.50% LIBOR Floor, 3/6/2023(h)(n) 1 Month LIBOR Healthcare & Pharmaceuticals 35,000 34,709 34,344
−Removed: Geo Parent Corp., L+525, 0.00% LIBOR Floor, 12/19/2025(n) 1 Month LIBOR Services:
−Removed: Business 14,738 14,622 14,701
−Removed: Geon Performance Solutions, LLC, L+625, 1.63% LIBOR Floor, 10/25/2024(n)(o) 1 Month LIBOR Chemicals, Plastics & Rubber 22,190 21,893 21,524
−Removed: Geon Performance Solutions, LLC, 0.50% Unfunded, 10/25/2024 None Chemicals, Plastics & Rubber 2,586 — (78)
−Removed: Harland Clarke Holdings Corp., L+475, 1.00% LIBOR Floor, 11/3/2023(n) 3 Month LIBOR Services:
−Removed: Business 12,337 12,305 11,021
−Removed: Healogics, Inc., L+425, 1.00% LIBOR Floor, 7/1/2021(n) 3 Month LIBOR Healthcare & Pharmaceuticals 4,699 4,659 4,359
−Removed: Hilliard, Martinez & Gonzales, LLP, L+1800, 2.00% LIBOR Floor, 12/17/2022(n)(v) 1 Month LIBOR Services:
−Removed: Consumer 17,248 17,137 17,485
−Removed: Homer City Generation, L.P., 15.00%, 4/5/2023(n)(v) None Energy:
−Removed: Oil & Gas 10,606 11,028 8,246
−Removed: Hoover Group, Inc., L+850, 1.25% LIBOR Floor, 10/1/2024(o) 3 Month LIBOR Services:
+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:
Business 9,657 9,641 8,848
−Removed: HUMC Holdco, LLC, 9.00%, 1/11/2021(n) None Healthcare & Pharmaceuticals 10,000 9,985 9,925
−Removed: Hummel Station LLC, L+600, 1.00% LIBOR Floor, 10/27/2022(n) 1 Month LIBOR Energy:
−Removed: Oil & Gas 9,432 9,237 9,066
−Removed: Hyperion Materials & Technologies, Inc., L+550, 1.00% LIBOR Floor, 8/28/2026(n) 3 Month LIBOR Chemicals, Plastics & Rubber 9,900 9,729 9,269
−Removed: Independent Pet Partners Intermediate Holdings, LLC, 6.00%, 11/20/2023(n)(v) None Retail 9,680 9,587 7,974
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: Independent Pet Partners Intermediate Holdings, LLC, PRIME+500, 12/22/2022(n) Prime Retail 1,970 1,970 1,967
−Removed: Independent Pet Partners Intermediate Holdings, LLC, L+600, 0.00% LIBOR Floor, 12/22/2022(n) 3 Month LIBOR Retail 252 252 252
−Removed: Infinity Sales Group, LLC, L+1050, 1.00% LIBOR Floor, 11/23/2022(n) 1 Month LIBOR Services:
+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:
Business 5,156 5,139 5,079
−Removed: InfoGroup Inc., L+500, 1.00% LIBOR Floor, 4/3/2023(n)(o) 3 Month LIBOR Media:
+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:
Advertising, Printing & Publishing 15,432 15,428 14,815
−Removed: Instant Web, LLC, L+650, 1.00% LIBOR Floor, 12/15/2022(n)(o) 1 Month LIBOR Media:
+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:
Advertising, Printing & Publishing 36,605 36,580 34,042
1 unchanged sentence
Advertising, Printing & Publishing 2,704 — —
−Removed: Isagenix International, LLC, L+575, 1.00% LIBOR Floor, 6/14/2025(n) 3 Month LIBOR Beverage, Food & Tobacco 13,002 12,910 9,361
−Removed: Island Medical Management Holdings, LLC, L+650, 1.00% LIBOR Floor, 9/1/2022(n)(o) 3 Month LIBOR Healthcare & Pharmaceuticals 11,188 11,132 10,488
−Removed: Jenny C Acquisition, Inc., L+1050, 1.75% LIBOR Floor, 10/1/2024(n)(v) 6 Month LIBOR Services:
+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:
Consumer 11,123 11,069 10,157
−Removed: JP Intermediate B, LLC, L+550, 1.00% LIBOR Floor, 11/20/2025(n) 3 Month LIBOR Beverage, Food & Tobacco 15,273 15,019 13,669
−Removed: KNB Holdings Corp., L+550, 1.00% LIBOR Floor, 4/26/2024(n) 6 Month LIBOR Consumer Goods:
+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:
Durable 11,154 10,779 10,373
−Removed: Labvantage Solutions Inc., L+750, 1.00% LIBOR Floor, 3/31/2021(n)(o) 1 Month LIBOR High Tech Industries 2,646 2,646 2,646
−Removed: Labvantage Solutions Ltd., E+750, 1.00% EURIBOR Floor, 3/31/2021(h) 1 Month EURIBOR High Tech Industries € 2,912 3,273 3,557
−Removed: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(n)(o)(v) 3 Month LIBOR Services:
+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:
Business 26,408 26,103 24,988
−Removed: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(n)(o)(v) 3 Month LIBOR Services:
+Added: LAV Gear Holdings, Inc., L+750, 1.00% LIBOR Floor, 10/31/2024(m)(n)(t) 3 Month LIBOR Services:
Business 4,555 4,518 4,310
−Removed: LD Intermediate Holdings, Inc., L+588, 1.00% LIBOR Floor, 12/9/2022(n) 3 Month LIBOR High Tech Industries 11,030 10,869 10,981
−Removed: LGC US Finco, LLC, L+650, 1.00% LIBOR Floor, 12/20/2025(n) 1 Month LIBOR Capital Equipment 9,800 9,537 9,396
−Removed: Lift Brands, Inc., L+375, 0.50% LIBOR Floor, 6/29/2025(n)(o)(s) 1 Month LIBOR Services:
+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:
Consumer 23,523 23,523 23,406
−Removed: Lift Brands, Inc., 9.50%, 6/29/2025(n)(o)(s)(v) None Services:
+Added: Lift Brands, Inc., 9.50%, 6/29/2025(m)(n)(r)(t) None Services:
Consumer 5,343 5,255 5,156
−Removed: Lift Brands, Inc., 6/29/2025(n)(o)(q)(s) None Services:
+Added: Lift Brands, Inc., 6/29/2025(m)(n)(p)(r) None Services:
Consumer 5,296 4,814 4,700
−Removed: Longview Power, LLC, L+1000, 1.50% LIBOR Floor, 7/30/2025(s) 3 Month LIBOR Energy:
+Added: Longview Power, LLC, L+1000, 1.50% LIBOR Floor, 7/30/2025(r) 3 Month LIBOR Energy:
Oil & Gas 4,189 2,624 4,504
−Removed: Mimeo.com, Inc., L+700, 1.00% LIBOR Floor, 12/21/2023(n)(q) 3 Month LIBOR Services:
+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:
Business 23,018 23,018 23,018
−Removed: Mimeo.com, Inc., L+1700, 1.00% LIBOR Floor, 12/21/2023(n)(v) 3 Month LIBOR Services:
+Added: Mimeo.com, Inc., L+640, 1.00% LIBOR Floor, 12/21/2023 3 Month LIBOR Services:
Business 256 256 256
1 unchanged sentence
Business 5,000 — —
−Removed: Moss Holding Company, L+700, 1.00% LIBOR Floor, 4/17/2024(n)(o)(v) 3 Month LIBOR Services:
+Added: Molded Devices, Inc., Prime + 500, 11/1/2026(m) Prime Services:
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
Moss Holding Company, 0.50% Unfunded, 4/17/2024 None Services:
2 unchanged sentences
Business 106 — —
−Removed: NASCO Healthcare Inc., L+450, 1.00% LIBOR Floor, 6/30/2023(n) 3 Month LIBOR Services:
+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:
Business 17,458 17,458 17,218
−Removed: NewsCycle Solutions, Inc., L+700, 1.00% LIBOR Floor, 12/29/2022(n)(o) 3 Month LIBOR Media:
+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:
Advertising, Printing & Publishing 12,064 12,020 12,049
−Removed: One Call Corp., L+525, 1.00% LIBOR Floor, 11/25/2022(n) 3 Month LIBOR Healthcare & Pharmaceuticals 3,858 3,747 3,732
−Removed: Optio Rx, LLC, L+700, 0.00% LIBOR Floor, 6/28/2024(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 24,250 24,130 23,704
−Removed: Optio Rx, LLC, L+1000, 0.00% LIBOR Floor, 6/28/2024(o) 1 Month LIBOR Healthcare & Pharmaceuticals 2,515 2,492 2,685
−Removed: Palmetto Solar, LLC, 12.00%, 12/12/2024(n) None High Tech Industries 16,738 16,320 16,696
−Removed: Palmetto Solar, LLC, 0.75% Unfunded, 12/12/2021 None High Tech Industries 3,262 — (8)
+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
PH Beauty Holdings III.
−Removed: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(n) 3 Month LIBOR Consumer Goods:
+Added: Inc., L+500, 0.00% LIBOR Floor, 9/28/2025(m) 3 Month LIBOR Consumer Goods:
Non-Durable 9,675 9,172 9,143
−Removed: Pixelle Specialty Solutions LLC, L+650, 1.00% LIBOR Floor, 10/31/2024(n) 1 Month LIBOR Forest Products & Paper 21,686 21,368 21,686
+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
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: Plano Molding Company, LLC, L+900, 1.00% LIBOR Floor, 5/12/2022(n)(v) 3 Month LIBOR Consumer Goods:
−Removed: Non-Durable 5,986 5,975 5,836
−Removed: Plano Molding Company, LLC, L+900, 1.00% LIBOR Floor, 5/11/2022(n)(v) 3 Month LIBOR Consumer Goods:
−Removed: Non-Durable 731 725 732
−Removed: Polymer Additives, Inc., L+600, 0.00% LIBOR Floor, 7/31/2025(n) 3 Month LIBOR Chemicals, Plastics & Rubber 19,600 19,313 16,497
−Removed: Polymer Process Holdings, Inc., L+600, 0.00% LIBOR Floor, 5/1/2026(n) 1 Month LIBOR Chemicals, Plastics & Rubber 24,625 24,271 24,471
−Removed: Securus Technologies Holdings, Inc., L+450, 1.00% LIBOR Floor, 11/1/2024(n) 6 Month LIBOR Telecommunications 3,949 3,039 3,949
−Removed: SEK Holding Co LLC, L+1200, 1.00% LIBOR Floor, 3/14/2022(n)(v) 1 Month LIBOR Banking, Finance, Insurance & Real Estate 16,227 16,068 15,590
−Removed: Sequoia Healthcare Management, LLC, 12.75%, 8/21/2023(n)(o)(r) None Healthcare & Pharmaceuticals 8,525 8,457 6,905
−Removed: SIMR, LLC, L+1700, 2.00% LIBOR Floor, 9/7/2023(n)(s)(v) 1 Month LIBOR Healthcare & Pharmaceuticals 16,154 15,975 13,347
−Removed: Smart & Final Inc., L+675, 0.00% LIBOR Floor, 6/20/2025(n) 1 Month LIBOR Retail 7,805 7,227 7,888
−Removed: Software Luxembourg Acquisitions S.À.R.L., L+750, 1.00% LIBOR Floor, 4/27/2025(h)(o) 3 Month LIBOR High Tech Industries 3,011 2,905 3,015
−Removed: Software Luxembourg Acquisitions S.À.R.L., L+750, 1.00% LIBOR Floor, 12/27/2024(h)(o) 1 Month LIBOR High Tech Industries 807 783 815
−Removed: Sorenson Communications, LLC, L+650, 0.00% LIBOR Floor, 4/30/2024(n) 3 Month LIBOR Telecommunications 10,322 10,066 10,348
+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)
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 10/1/2021(n) 12 Month LIBOR Healthcare & Pharmaceuticals 12,562 12,486 11,965
+Added: / Precision Medical Inc., L+950, 10/1/2022(m) 3 Month LIBOR Healthcare & Pharmaceuticals 12,526 12,491 11,743
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 10/1/2021(n)(v) 12 Month LIBOR Healthcare & Pharmaceuticals 1,116 1,104 1,109
+Added: / Precision Medical Inc., L+950, 10/1/2022(m)(t) 3 Month LIBOR Healthcare & Pharmaceuticals 1,054 1,054 991
Spinal USA, Inc.
−Removed: / Precision Medical Inc., L+950, 10/1/2021(n)(v) 12 Month LIBOR Healthcare & Pharmaceuticals 603 493 574
−Removed: Stats Intermediate Holdings, LLC, L+525, 0.00% LIBOR Floor, 7/12/2026(n) 3 Month LIBOR High Tech Industries 9,900 9,719 9,850
−Removed: Tenere Inc., L+850, 1.00% LIBOR Floor, 5/5/2025(n)(o) 3 Month LIBOR Capital Equipment 18,080 18,020 18,080
−Removed: Tensar Corp., L+675, 1.00% LIBOR Floor, 11/20/2025(n) 3 Month LIBOR Chemicals, Plastics & Rubber 5,000 4,878 4,975
−Removed: The Pasha Group, L+800, 1.00% LIBOR Floor, 1/26/2023(n)(o) 2 Month LIBOR Transportation:
−Removed: Cargo 4,511 4,447 4,370
−Removed: The Pay-O-Matic Corp., L+900, 1.00% LIBOR Floor, 10/29/2021(j)(n) 3 Month LIBOR Services:
+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:
Consumer 18,091 18,091 18,091
−Removed: Volta Charging, LLC, 12.00%, 6/19/2024(n) None Media:
+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:
Diversified & Production 12,000 11,984 13,095
−Removed: Volta Charging, LLC, 12.00%, 6/19/2024(n) None Media:
+Added: Volta Charging, LLC, 12.00%, 6/19/2024(m) None Media:
Diversified & Production 10,500 10,500 11,458
−Removed: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(n)(o)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 9,455 9,384 9,006
−Removed: West Dermatology Management Holdings, LLC, L+600, 1.00% LIBOR Floor, 2/11/2025(n) 1 Month LIBOR Healthcare & Pharmaceuticals 1,657 1,645 1,579
+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
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)
West Dermatology Management Holdings, LLC, 0.75% Unfunded, 2/11/2022 None Healthcare & Pharmaceuticals 5,755 (13) (8)
−Removed: Williams Industrial Services Group, Inc., L+900, 1.00% LIBOR Floor, 12/16/2025(o) 1 Month LIBOR Services:
+Added: Williams Industrial Services Group, Inc, L+900, 1.00% LIBOR Floor, 12/16/2025(n) 1 Month LIBOR Services:
Business 9,775 9,775 9,861
1 unchanged sentence
Business 5,000 — 44
−Removed: Winebow Holdings, Inc., L+375, 1.00% LIBOR Floor, 7/1/2021(n)(o) 1 Month LIBOR Beverage, Food & Tobacco 5,864 5,669 5,483
−Removed: Wok Holdings Inc., L+625, 0.00% LIBOR Floor, 3/1/2026(n) 1 Month LIBOR Beverage, Food & Tobacco 12,773 12,630 12,325
+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
Total Senior Secured First Lien Debt 1,564,891 1,526,989
Senior Secured Second Lien Debt - 4.1%
−Removed: Access CIG, LLC, L+775, 0.00% LIBOR Floor, 2/27/2026(n)(o) 3 Month LIBOR Services:
−Removed: Business 17,250 17,139 16,840
−Removed: Carestream Health, Inc., L+1250, 1.00% LIBOR Floor, 8/8/2023(n)(o)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 11,499 11,499 11,068
−Removed: Country Fresh Holdings, LLC, L+850, 1.00% LIBOR Floor, 4/29/2024(n)(v) 3 Month LIBOR Beverage, Food & Tobacco 2,239 2,239 1,573
−Removed: Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024(n) 3 Month LIBOR Construction & Building 1,492 1,492 1,492
+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
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: Deluxe Entertainment Services, Inc., L+850, 1.00% LIBOR Floor, 9/25/2024(n)(r)(s)(v) 3 Month LIBOR Media:
−Removed: Diversified & Production 10,271 10,017 —
−Removed: Global Tel*Link Corp., L+825, 0.00% LIBOR Floor, 11/29/2026(n)(o) 1 Month LIBOR Telecommunications 11,500 11,333 11,385
−Removed: LSCS Holdings, Inc., L+825, 0.00% LIBOR Floor, 3/16/2026(n) 6 Month LIBOR Services:
−Removed: Business 11,891 11,684 10,999
−Removed: Medical Solutions Holdings, Inc., L+838, 1.00% LIBOR Floor, 6/16/2025(n) 6 Month LIBOR Healthcare & Pharmaceuticals 10,000 9,895 9,250
−Removed: MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026(n) 1 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,697 6,134
−Removed: Ministry Brands, LLC, L+925, 1.00% LIBOR Floor, 6/2/2023(n)(o) 2 Month LIBOR Services:
−Removed: Business 7,000 6,973 6,965
−Removed: Niacet Corp., E+875, 1.00% EURIBOR Floor, 8/1/2024(h) 1 Month EURIBOR Chemicals, Plastics & Rubber € 6,263 6,708 7,651
−Removed: Patterson Medical Supply, Inc., L+1050, 1.00% LIBOR Floor, 8/28/2023(n)(v) 3 Month LIBOR Healthcare & Pharmaceuticals 14,536 14,472 13,972
−Removed: PetroChoice Holdings, Inc., L+875, 1.00% LIBOR Floor, 8/21/2023(n) 3 Month LIBOR Chemicals, Plastics & Rubber 15,000 14,282 13,500
−Removed: Premiere Global Services, Inc., L+950, 1.00% LIBOR Floor, 6/6/2024(n)(v) 3 Month LIBOR Telecommunications 3,415 3,339 2,305
−Removed: Securus Technologies Holdings, Inc., L+825, 1.00% LIBOR Floor, 11/1/2025(n) 6 Month LIBOR Telecommunications 2,942 2,920 2,747
−Removed: TMK Hawk Parent, Corp., L+800, 1.00% LIBOR Floor, 8/28/2025(n) 1 Month LIBOR Services:
+Added: TMK Hawk Parent, Corp., L+800, 1.00% LIBOR Floor, 8/28/2025 1 Month LIBOR Services:
Business 13,393 13,199 9,994
−Removed: Winebow Holdings, Inc., L+750, 1.00% LIBOR Floor, 1/2/2022(n) 1 Month LIBOR Beverage, Food & Tobacco 12,823 12,747 11,477
−Removed: Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026(n)(o) 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,886 14,288
Total Senior Secured Second Lien Debt 55,455 38,583
1 unchanged sentence
APIDOS CLO XVI Subordinated Notes, 0.00% Estimated Yield, 1/19/2025(h) (g) Diversified Financials 9,000 2,136 984
−Removed: CENT CLO 19 Ltd.
−Removed: Subordinated Notes, 0.00% Estimated Yield, 10/29/2025(h)
−Removed: (g) Diversified Financials 2,000 1,161 214
Galaxy XV CLO Ltd.
Class A Subordinated Notes, 5.76% Estimated Yield, 4/15/2025(h) (g) Diversified Financials 4,000 1,749 2,014
−Removed: Ivy Hill Middle Market Credit Fund VIII, Ltd.
−Removed: Subordinated Loan, 11.84% Estimated Yield, 2/2/2026(h) (g) Diversified Financials 10,000 9,118 8,928
Total Collateralized Securities and Structured Products - Equity 3,885 2,998
Unsecured Debt - 2.9%
−Removed: WPLM Acquisition Corp., 15.00%, 11/24/2025(v) None Media:
+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:
Advertising, Printing & Publishing 6,628 6,558 6,397
1 unchanged sentence
Equity - 7.6%
−Removed: LTD., Common Shares(p)(s) Chemicals, Plastics & Rubber 807,268 Units — —
−Removed: ACNR Holdings, Inc., Common Stock(p) Metals & Mining 6,018 Units 90 45
−Removed: ACNR Holdings, Inc., Preferred Stock(p) Metals & Mining 1,890 Units 26 118
−Removed: Alert 360 Topco, Inc., Common Stock(p) Services:
−Removed: Consumer 465,053 Units 2,883 2,883
−Removed: American Clinical Solutions LLC, Class A Membership Interests(p)(s) Healthcare & Pharmaceuticals 6,030,384 Units 1,658 663
−Removed: Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(p) Media:
−Removed: Diversified & Production 769 Units 205 138
−Removed: Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(p) Media:
−Removed: Diversified & Production 135 Units — —
−Removed: Anthem Sports and Entertainment Inc., Common Stock Warrants(p) Media:
−Removed: Diversified & Production 2,508 Units — —
−Removed: ARC Financial, LLC, Membership Interests (25% ownership)(p)(s) Metals & Mining N/A — —
−Removed: Ascent Resources - Marcellus, LLC, Membership Units(p) Energy:
+Added: ARC Financial Partners, LLC, Membership Interests (25% ownership)(o)(r) Metals & Mining NA — —
+Added: Ascent Resources - Marcellus, LLC, Membership Units(o) Energy:
Oil & Gas 511,255 Units 1,642 639
−Removed: Ascent Resources - Marcellus, LLC, Warrants(p) Energy:
+Added: Ascent Resources - Marcellus, LLC, Warrants(o) Energy:
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
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: BCP Great Lakes Fund LP, Partnership Interests (11.4% ownership)(h)(s) Diversified Financials N/A 12,865 12,611
−Removed: Carestream Health Holdings, Inc., Warrants(p) Healthcare & Pharmaceuticals 233 Units 565 590
−Removed: CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend(u) Healthcare & Pharmaceuticals 2,727,273 Units 5,471 6,927
−Removed: CION SOF Funding, LLC, Membership Interests (87.5% ownership)(h)(t) Diversified Financials N/A 15,539 12,472
−Removed: Conisus Holdings, Inc., Series B Preferred Stock, 12% Dividend(s)(u) Healthcare & Pharmaceuticals 12,677,833 Units 15,143 16,481
−Removed: Conisus Holdings, Inc., Common Stock(p)(s) Healthcare & Pharmaceuticals 4,914,556 Units 200 12,401
−Removed: Country Fresh Holdings, LLC, Membership Units(p) Beverage, Food & Tobacco 2,985 Units 5,249 —
−Removed: Dayton HoldCo, LLC, Membership Units(p) Construction & Building 37,264 Units 4,136 7,350
−Removed: DBI Investors, Inc., Series A1 Preferred Stock(p) Retail 20,000 Units 802 —
−Removed: DBI Investors, Inc., Series A Preferred Stock(p) Retail 1,396 Units 140 —
−Removed: DBI Investors, Inc., Series B Preferred Stock(p) Retail 4,183 Units 410 —
−Removed: DBI Investors, Inc., Common Stock(p) Retail 39,423 Units — —
−Removed: DBI Investors, Inc., Reallocation Rights(p) Retail 7,500 Units — —
−Removed: DESG Holdings, Inc., Common Stock(i)(p)(s) Media:
−Removed: Diversified & Production 1,268,143 Units 13,675 —
−Removed: HDNet Holdco LLC, Preferred Unit Call Option(p) Media:
−Removed: Diversified & Production 1 Unit — —
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(p) Retail 1,000,000 Units 1,000 —
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class B-2 Preferred Units(p) Retail 2,632,771 Units 2,133 2,145
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class C Preferred Units(p) Retail 2,632,771 Units 2,633 2,633
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Warrants(p) Retail 155,880 Units — —
−Removed: Longview Intermediate Holdings C, LLC, Membership Units(p)(s) Energy:
−Removed: Oil & Gas 589,487 Units 2,524 7,988
−Removed: Mooregate ITC Acquisition, LLC, Class A Units(p) High Tech Industries 500 Units 563 96
−Removed: Mount Logan Capital Inc., Common Stock(h)(s) Banking, Finance, Insurance & Real Estate 1,075,557 Units 3,534 2,409
−Removed: NS NWN Acquisition, LLC, Voting Units(p) High Tech Industries 346 Units 393 929
−Removed: NS NWN Acquisition, LLC, Class A Preferred Units(p) High Tech Industries 111 Units 110 332
−Removed: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(p) Consumer Goods:
−Removed: Durable 1,575 Units 1,000 676
−Removed: Palmetto Clean Technology, Inc., Warrants(p) High Tech Industries 693,387 Units 472 506
−Removed: Phillips Pet Holding Corp., Common Stock(p) Retail 235 Units 13 17
−Removed: SIMR Parent, LLC, Class B Common Units(p)(s) Healthcare & Pharmaceuticals 12,283,163 Units 8,002 —
−Removed: Software Luxembourg Holding S.A., Class A Common Stock(h)(p) High Tech Industries 28,202 Units 4,536 5,516
−Removed: Software Luxembourg Holding S.A., Class B Common Stock(h)(p) High Tech Industries 2,388 Units 384 688
−Removed: Software Luxembourg Holding S.A., Class A Warrants(h)(p) High Tech Industries 3,512 Units 117 —
−Removed: Software Luxembourg Holding S.A., Class B Warrants(h)(p) High Tech Industries 7,023 Units 220 —
−Removed: Snap Fitness Holdings, Inc., Class A Stock(p)(s) Services:
+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:
Consumer 9,858 Units 3,078 3,131
−Removed: Snap Fitness Holdings, Inc., Warrants(p)(s) Services:
+Added: Snap Fitness Holdings, Inc., Warrants(o)(r) Services:
Consumer 3,996 Units 1,247 1,269
−Removed: Spinal USA, Inc.
−Removed: / Precision Medical Inc., Warrants(p) Healthcare & Pharmaceuticals 14,181,915 Units 5,806 —
−Removed: Tenere Inc., Warrants(p) Capital Equipment N/A 161 1,606
Total Equity 53,379 70,936
−Removed: Short Term Investments - 8.4%(l)
−Removed: First American Treasury Obligations Fund, Class Z Shares, 0.03% (m) 73,597 73,597
+Added: Short Term Investments - 9.5%(k)
+Added: First American Treasury Obligations Fund, Class Z Shares, 0.01% (l) 87,917 87,917
Total Short Term Investments 87,917 87,917
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2020
−Removed: (in thousands)
TOTAL INVESTMENTS - 188.5% $ 1,792,304 1,754,039
3 unchanged sentences
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 v.
+Added: Unless specifically identified in note t.
below, investments do not contain a PIK interest provision.
1 unchanged sentence
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.
−Removed: The 1 month Euro Interbank Offered Rate, or EURIBOR, rate was (0.59%) as of December 31, 2020.
Fair value determined in good faith by the Company’s board of directors (see Note 9) using significant unobservable inputs unless otherwise noted.
11 unchanged sentences
Position or a portion thereof unsettled as of December 31, 2021.
−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.
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.
4 unchanged sentences
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 triggering event.
+Added: The ultimate interest earned on this loan will be determined based on the portfolio company’s EBITDA at a specified trigger event.
Investment or a portion thereof was on non-accrual status as of December 31, 2021.
15 unchanged sentences
Income(3) Dividend
−Removed: First Lien Term Loan A $ — $ 2,293 $ — $ (4) $ 2,289 $ — $ 42 $ —
−Removed: First Lien Term Loan B — 757 — (2) 755 — 15 —
−Removed: Common Shares — — — — — — — —
+Added: Alert 360 Opco, Inc.
+Added: First Lien Term Loan $ — $ 12,240 $ (12,240) $ — $ — $ — $ 796 $ —
+Added: Common Stock — 3,624 (3,624) — — (117) — —
American Clinical Solutions LLC
7 unchanged sentences
Charming Charlie, LLC
−Removed: First Lien Term Loan B1 — — — — — — — —
−Removed: First Lien Term Loan B2 — — — — — — (1) —
Vendor Payment Financing Facility 350 — — — 350 — — —
3 unchanged sentences
DESG Holdings, Inc.
−Removed: Bridge Loan — 4,256 (4,256) — — — 600 —
First Lien Term Loan 3,978 48 (1,176) (1,063) 1,787 180 (291) —
3 unchanged sentences
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 — — — — — — — —
Lift Brands, Inc.
8 unchanged sentences
Common Stock 2,409 — — 995 3,404 — — 70
−Removed: Petroflow Energy Corp.
First Lien Term Loan 13,347 3,839 — (1,186) 16,000 — 3,839 —
−Removed: First Lien Term Loan 14,205 1,121 — (1,979) 13,347 — 2,956 —
SIMR Parent, LLC
Class B Membership Units — — — — — — — —
+Added: Class W Membership Units — — — — — — — —
Snap Fitness Holdings, Inc.
23 unchanged sentences
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 — — — — — — — —
Totals $ 12,472 $ 83,702 $ (15,539) $ 10,790 $ 91,425 $ (3,067) $ 260 $ —
2 unchanged sentences
(3) Includes PIK interest income.
−Removed: For the year ended December 31, 2020, non-cash dividend income of $1,928 and $332 was recorded on the Company's investment in Conisus Holdings, Inc.
−Removed: and CHC Medical Partners, Inc., respectively.
See accompanying notes to consolidated financial statements.
6 unchanged sentences
Portfolio Company Investment Type Cash PIK All-in-Rate
+Added: Adapt Laser Acquisition, Inc.
Senior Secured First Lien Debt 11.00% 2.00% 13.00%
1 unchanged sentence
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%
Anthem Sports & Entertainment Inc.
1 unchanged sentence
Cadence Aerospace, LLC Senior Secured First Lien Debt 7.50% 2.00% 9.50%
−Removed: Carestream Health, Inc.
−Removed: Senior Secured Second Lien Debt 5.50% 8.00% 13.50%
CHC Solutions Inc.
Senior Secured First Lien Debt 8.00% 4.00% 12.00%
+Added: CION/EagleTree Partners, LLC Senior Secured Note — 14.00% 14.00%
CircusTrix Holdings, LLC Senior Secured First Lien Debt 6.50% 2.50% 9.00%
−Removed: Country Fresh Holdings, LLC Senior Secured First Lien Debt 8.00% 4.00% 12.00%
−Removed: Country Fresh Holdings, LLC Senior Secured Second Lien Debt — 9.50% 9.50%
David's Bridal, LLC Senior Secured First Lien Debt 6.00% 5.00% 11.00%
4 unchanged sentences
Senior Secured Second Lien Debt 7.00% 2.50% 9.50%
−Removed: F+W Media, Inc.
+Added: GSC Technologies Inc.
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%
Hilliard, Martinez & Gonzales, LLP Senior Secured First Lien Debt — 20.00% 20.00%
2 unchanged sentences
Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 6.00% 6.00%
−Removed: Jenny C Acquisition, Inc.
−Removed: Senior Secured First Lien Debt — 12.25% 12.25%
LAV Gear Holdings, Inc.
2 unchanged sentences
Senior Secured First Lien Debt — 9.50% 9.50%
−Removed: Mimeo.com, Inc.
−Removed: Revolving Term Loan 8.00% 10.00% 18.00%
+Added: Lucky Bucks Holdings LLC Unsecured Note — 12.50% 12.50%
Moss Holding Company Senior Secured First Lien Debt 7.50% 0.50% 8.00%
−Removed: Patterson Medical Supply, Inc.
−Removed: Senior Secured Second Lien Debt 1.00% 10.50% 11.50%
−Removed: Plano Molding Company, LLC Senior Secured First Lien Debt 8.50% 1.50% 10.00%
Premiere Global Services, Inc.
Senior Secured Second Lien Debt 0.50% 10.00% 10.50%
−Removed: SEK Holding Co LLC Senior Secured First Lien Debt 9.00% 4.00% 13.00%
+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%
SIMR, LLC Senior Secured First Lien Debt 12.00% 7.00% 19.00%
2 unchanged sentences
Senior Secured First Lien Debt — 9.63% 9.63%
−Removed: West Dermatology Management Holdings, LLC Senior Secured First Lien Debt 6.25% 0.75% 7.00%
+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%
WPLM Acquisition Corp.
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.
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
9 unchanged sentences
Pursuant to an investment advisory agreement with the Company, CIM oversees the management of the Company’s activities and is responsible for making investment decisions for the Company’s investment portfolio.
−Removed: 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.
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).
3 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, assistance with 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.
+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.
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.
5 unchanged sentences
3 in the Company's definitive proxy statement filed on May 13, 2021.
+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 two to one 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:
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
−Removed: 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.
−Removed: 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).
−Removed: 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:
−Removed: Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020
+Added: Three Months Ended March 31, 2021
Weighted average number of shares of common stock outstanding (as reported) 113,509,925
Weighted average number of shares of common stock outstanding (pro-forma) 56,753,521
−Removed: Net increase (decrease) in net assets per share resulting from operations (as reported) $ 0.27 $ (0.51)
−Removed: Net increase (decrease) in net assets per share resulting from operations (pro-forma) $ 0.55 $ (1.03)
+Added: Net increase in net assets per share resulting from operations (as reported) $ 0.44
+Added: Net increase in net assets per share resulting from operations (pro-forma) $ 0.88
Summary of Significant Accounting Policies
8 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.
15 unchanged sentences
dollar can significantly affect the value of these investments and therefore the earnings of the Company.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
Short Term Investments
2 unchanged sentences
Treasury securities and repurchase agreements that are collateralized by such securities.
−Removed: The Company had $115,834 and $73,597 of such investments at September 30, 2021 and December 31, 2020, respectively, which are included in investments, at fair value on the accompanying consolidated balance sheets and on the consolidated schedules of investments.
+Added: The Company had $15,763 and $87,917 of such investments at March 31, 2022 and December 31, 2021, 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 (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
Offering Costs
13 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 September 30, 2021 or December 31, 2020.
+Added: There were no deferred tax assets or liabilities as of March 31, 2022 or December 31, 2021.
Book/tax differences relating to permanent differences are reclassified among the Company’s capital accounts, as appropriate.
9 unchanged sentences
The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
During the first half of 2020, there was a global outbreak of a novel coronavirus, or COVID-19, which spread to over 100 countries, including the United States, and spread to every state in the United States.
1 unchanged sentence
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 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.
The rapid development and fluidity of this situation precludes any prediction as to the ultimate adverse impact of COVID-19 on economic and market conditions.
−Removed: The Company believes the estimates and assumptions underlying the consolidated financial statements are reasonable and supportable based on the information available as of September 30, 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 September 30, 2021 inherently less certain than they would be absent the current and potential impacts of COVID-19.
+Added: The Company believes the estimates and assumptions underlying the consolidated financial statements are reasonable and supportable based on the information available as of March 31, 2022;
+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 March 31, 2022 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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
Valuation of Portfolio Investments
The fair value of the Company’s investments is determined quarterly in good faith by the Company’s board of directors pursuant to its consistently applied valuation procedures and valuation process in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure, or ASC 820.
+Added: In accordance with Rule 2a-5 of the 1940 Act, the Company’s board of directors has designated CIM as the Company’s “valuation designee.” The Company’s board of directors and the audit committee of the board of directors, which is comprised solely of independent directors, oversees the activities, methodology and processes of the valuation designee.
ASC 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
21 unchanged sentences
If the implied fair value yield and leverage fall within the range of CIM's market pricing matrix, the quotes are deemed to be reliable and used to determine the investment's fair value.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
Notwithstanding the foregoing, if in the reasonable judgment of CIM, the price of any investment held by the Company and determined in the manner described above does not accurately reflect the fair value of such investment, CIM will value such investment at a price that reflects such investment’s fair value and report such change in the valuation to the board of directors or its designee as soon as practicable.
4 unchanged sentences
Valuations implied by third-party investments in the applicable portfolio companies.
+Added: A benchmarking analysis to compare implied fair value and leverage to comparable market investments.
Discounted cash flow analysis, including a terminal value or exit multiple.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
Determination of fair value involves subjective judgments and estimates.
Accordingly, these notes to the Company’s consolidated financial statements refer to the uncertainty with respect to the possible effect of such valuations, and any change in such valuations, on the Company’s consolidated financial statements.
−Removed: Below is a description of factors that the Company’s board of directors may consider when valuing the Company’s equity and debt investments where a market price is not readily available:
+Added: Below is a description of factors that CIM may consider when valuing the Company’s equity and debt investments where a market price is not readily available:
• the size and scope of a portfolio company and its specific strengths and weaknesses;
1 unchanged sentence
• expected volatility in future interest rates;
−Removed: • call features, put features and other relevant terms of the debt;
+Added: • call features, put features, fees and other relevant terms of the debt;
• the borrower’s ability to adequately service its debt;
6 unchanged sentences
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: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−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.
Revenue Recognition
4 unchanged sentences
Upon the prepayment of a loan or security, prepayment premiums, any unamortized loan origination fees, OID, or market discounts/premiums are recorded as interest income.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
The Company may have investments in its investment portfolio that contain a PIK interest provision.
3 unchanged sentences
In order to maintain RIC status, substantially all of this income must be paid out to shareholders in the form of distributions, even if the Company has not collected any cash.
−Removed: For additional information on investments that contain a PIK interest provision, see the consolidated schedules of investments as of September 30, 2021 and December 31, 2020.
+Added: For additional information on investments that contain a PIK interest provision, see the consolidated schedules of investments as of March 31, 2022 and December 31, 2021.
Loans and debt securities, including those that are individually identified as being impaired under Accounting Standards Codification 310, Receivables , or ASC 310, are generally placed on non-accrual status immediately if, in the opinion of management, principal or interest is not likely to be paid, or when principal or interest is past due 90 days or more.
15 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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
Capital Gains Incentive Fee
2 unchanged sentences
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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
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.
11 unchanged sentences
The Company’s follow-on continuous public offering commenced on January 25, 2016 and ended on January 25, 2019.
−Removed: The following table summarizes transactions with respect to shares of the Company’s common stock during the nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020:
−Removed: Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: The following table summarizes transactions with respect to shares of the Company’s common stock during the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021:
+Added: Three Months Ended
+Added: March 31, Year Ended
2022 2021 2021
6 unchanged sentences
Share repurchase program — — (337,731) (5,291) (658,650) (10,467)
−Removed: Net shares/proceeds from (for) share transactions 311,573 $ 5,022 209,397 $ 3,698 (43,711) $ (2)
−Removed: (1) The number of shares repurchased has been retroactively adjusted to reflect the Reverse Stock Split as discussed below.
−Removed: Since commencing its initial continuous public offering on July 2, 2012 and through September 30, 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.
+Added: Net shares/proceeds from share transactions — $ — 3,034 $ 1 311,573 $ 5,022
+Added: Since commencing its initial continuous public offering on July 2, 2012 and through March 31, 2022, 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: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: 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 did not issue any such shares through August 2021 (the 12-month anniversary of such shareholder approval).
−Removed: 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: On August 9, 2021, the Company's shareholders 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: The Company has not issued any such shares as of the date of these notes to consolidated financial statements.
Distribution Reinvestment Plan
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.
−Removed: The final distribution reinvestment under the Old DRP was made as part of the regular monthly cash distribution paid on September 14, 2021 to shareholders of record as of September 13, 2021.
−Removed: On September 15, 2021, the Company adopted a new distribution reinvestment plan, or the New DRP, which became effective as of the Listing, and will first apply to the reinvestment of cash distributions paid on or after October 5, 2021.
+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.
For additional information regarding the terms of the New DRP, see Note 5.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
Reverse Stock Split
4 unchanged sentences
On October 5, 2021, the Company's shares of common stock commenced trading on the NYSE under the ticker symbol “CION”.
−Removed: 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 approved by shareholders on September 7, 2021 at the Company’s final, reconvened 2021 annual meeting of shareholders, the Listing has been staggered such that (i) up to 1/3rd of shares held by all shareholders were available for trading upon Listing, (ii) up to 2/3rd of shares held by all shareholders were available for trading starting 180 days after Listing, or April 4, 2022, and (iii) all shares will be available for trading starting 270 days after Listing, or July 5, 2022.
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.
1 unchanged sentence
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.
−Removed: 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.
−Removed: On November 13, 2020, the Company recommenced its share repurchase program for the fourth quarter of 2020.
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.
4 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: The following table summarizes the share repurchases completed during the year ended December 31, 2020 and the nine months ended September 30, 2021:
+Added: The following table summarizes the share repurchases completed during the year ended December 31, 2021 and the three months ended March 31, 2022:
Three Months Ended Repurchase Date Shares Repurchased(1) Percentage of Shares Tendered That Were Repurchased Repurchase Price Per Share(1) Aggregate Consideration for Repurchased Shares
March 31, 2021 March 24, 2021 337,731 6% $ 15.67 $ 5,291
−Removed: June 30, 2020(1) N/A 882 N/A 15.00 14
−Removed: September 30, 2020 N/A — N/A N/A —
−Removed: December 31, 2020 December 30, 2020 1,000,980 20% 15.20 15,215
−Removed: Total for the year ended December 31, 2020 1,539,977 $ 23,300
−Removed: March 31, 2021 March 24, 2021 337,731 6% $ 15.67 $ 5,291
June 30, 2021 June 23, 2021 320,127 7% 16.13 5,163
September 30, 2021(2) N/A 792 N/A 16.13 13
−Removed: Total for the nine months ended September 30, 2021 658,650 $ 10,467
−Removed: (1) Represents an adjustment made during the three months ended June 30, 2020 to shares repurchased during the three months ended March 31, 2020.
−Removed: (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: December 31, 2021 N/A — N/A N/A —
+Added: Total for the year ended December 31, 2021 658,650 $ 10,467
+Added: March 31, 2022 N/A — N/A N/A $ —
+Added: Total for the year ended December 31, 2022 — $ —
+Added: (1) Shares repurchased and repurchase price per share have been retroactively adjusted to reflect the two to one Reverse Stock Split as discussed in this Note 3.
(2) Represents an adjustment made during the three months ended September 30, 2021 to shares repurchased during the three months ended June 30, 2021.
The Company suspended its share repurchase program on July 30, 2021 as discussed in this Note 3.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
Post-Listing Share Repurchase Policy
7 unchanged sentences
The 10b5-1 trading plan will be administered by an independent broker and will be subject to price, market volume and timing restrictions.
−Removed: Since the Company has not yet entered into a 10b5-1 trading plan, during the period from September 15, 2021 to November 11, 2021, the Company did not repurchase any shares of common stock pursuant to the share repurchase policy.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
+Added: Since the Company has not yet entered into a 10b5-1 trading plan, during the period from September 15, 2021 to May 5, 2022, the Company did not repurchase any shares of common stock pursuant to the share repurchase policy.
Transactions with Related Parties
−Removed: For the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020, fees and other expenses incurred by the Company related to CIM and its affiliates were as follows:
+Added: For the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021, fees and other expenses incurred by the Company related to CIM and its affiliates were as follows:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: March 31, Year Ended December 31,
Entity Capacity Description 2022 2021 2021
7 unchanged sentences
The Company has entered into an investment advisory agreement with CIM.
−Removed: 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.
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.
2 unchanged sentences
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%.
−Removed: Under the 1940 Act, the Company is not currently permitted to incur indebtedness that would cause its asset coverage ratio to drop 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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
The incentive fee consists of two parts.
4 unchanged sentences
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.
−Removed: For the three months ended September 30, 2021 and 2020, the Company recorded subordinated incentive fees on income of $2,933 and $0, respectively.
−Removed: As of September 30, 2021 and December 31, 2020, the liabilities recorded for subordinated incentive fees were $2,933 and $4,323, respectively.
+Added: For the three months ended March 31, 2022 and 2021, the Company recorded subordinated incentive fees on income of $4,133 and $0, respectively.
+Added: As of March 31, 2022 and December 31, 2021, the liabilities recorded for subordinated incentive fees were $4,133 and $3,942, respectively.
The second part of the incentive fee, which is referred to as the capital gains incentive fee, is described in Note 2.
1 unchanged sentence
however, under the terms of the investment advisory agreement, the fee payable to CIM is based on net realized gains and unrealized depreciation and no such fee is payable with respect to unrealized appreciation unless and until such appreciation is actually realized.
−Removed: For the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020, the Company had no liability for and did not record any capital gains incentive fees.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
+Added: For the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021, the Company had no liability for and did not record any capital gains incentive fees.
On April 1, 2018, the Company entered into an administration agreement with CIM pursuant to which CIM furnishes the Company with administrative services including accounting, investor relations and other administrative services necessary to conduct its day-to-day operations.
6 unchanged sentences
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 further 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.
−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 three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020, 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 and the Company did not repay any expense support to CIM during the three or nine months ended September 30, 2021 or 2020 or the year ended December 31, 2020, respectively.
−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.
−Removed: As of September 30, 2021 and December 31, 2020, the total liability payable to CIM and its affiliates was $12,525 and $13,275, respectively, which primarily related to fees earned by CIM during the three months ended September 30, 2021 and December 31, 2020, respectively.
+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.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
+Added: Expense support, if any, was determined as appropriate to meet the objectives of the expense support and conditional reimbursement agreement.
+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.
+Added: For the three months ended March 31, 2021 and the year ended December 31, 2021, 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 three months ended March 31, 2022 and 2021 or the year ended December 31, 2021.
+Added: As of March 31, 2022 and December 31, 2021, the total liability payable to CIM and its affiliates was $11,286 and $12,332, respectively, which primarily related to fees earned by CIM during the three months ended March 31, 2022 and December 31, 2021, respectively.
In the event that CIM undertakes to provide investment advisory services to other clients in the future, it will strive to allocate investment opportunities in a fair and equitable manner consistent with the Company’s investment objective and strategies so that the Company will not be disadvantaged in relation to any other client of the investment adviser or its senior management team.
However, it is currently possible that some investment opportunities will be provided to other clients of CIM rather than to the Company.
−Removed: I ndemnifications
−Removed: The investment advisory agreement, the administration agreement and the dealer manager agreement with CIM and CION Securities, LLC (formerly, ICON Securities, LLC), or CION Securities, each provide certain indemnifications from the Company to the other relevant parties to such agreements.
+Added: Indemnifications
+Added: The investment advisory agreement, the administration agreement and the dealer manager agreement each provide certain indemnifications from the Company to the other relevant parties to such agreements.
The Company’s maximum exposure under these agreements is unknown.
9 unchanged sentences
Declared distributions are paid quarterly.
−Removed: The Company’s board of directors declared or ratified distributions for 19 and 9 record dates during the year ended December 31, 2020 and the nine months ended September 30, 2021, respectively.
−Removed: The following table presents cash distributions per share that were declared during the year ended December 31, 2020 and the nine months ended September 30, 2021:
+Added: The Company’s board of directors declared or ratified distributions for 11 and 1 record dates during the year ended December 31, 2021 and the three months ended March 31, 2022, respectively.
+Added: The following table presents distributions per share that were declared during the year ended December 31, 2021 and the three months ended March 31, 2022:
Distributions
Three Months Ended Per Share Amount
−Removed: March 31, 2020 (thirteen record dates) $ 0.3657 $ 20,793
−Removed: June 30, 2020 (no record dates) — —
−Removed: September 30, 2020 (two record dates) 0.1765 10,011
−Removed: December 31, 2020 (four record dates) 0.5684 32,479
−Removed: Total distributions for the year ended December 31, 2020 $ 1.1106 $ 63,283
March 31, 2021 (three record dates)(1) $ 0.2648 $ 15,029
1 unchanged sentence
September 30, 2021 (three record dates) 0.2648 15,027
−Removed: Total distributions for the nine months ended September 30, 2021 $ 0.7944 $ 45,056
−Removed: (1) The amount of each per share distribution has been retroactively adjusted to reflect the Reverse Stock Split as discussed in Note 3.
−Removed: On September 15, 2021, the Company’s co-chief executive officers declared a regular quarterly cash distribution of $0.1324 per share for the fourth quarter of 2021 and declared a special cash distribution expected to be in the range of $0.07 to $0.10 per share for the year ending December 31, 2021.
−Removed: As adjusted to give effect to the Reverse Stock Split, the regular cash distribution of $0.1324 per share will be paid at a per share distribution amount of $0.2648 and the special cash distribution expected to be in the range of $0.07 to $0.10 per share will be paid at a per share distribution amount expected to be in the range of $0.14 to $0.20.
−Removed: The regular quarterly cash distribution will be paid on December 8, 2021 to shareholders of record as of December 1, 2021.
−Removed: The special cash distribution will be paid on December 23, 2021 to shareholders of record as of December 16, 2021.
−Removed: On November 12, 2021, the Company’s co-chief executive officers declared a regular quarterly cash 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: 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: March 31, 2022 (one record date) $ 0.2800 $ 15,948
+Added: Total distributions for the three months ended March 31, 2022 $ 0.2800 $ 15,948
+Added: (1) The per share distribution amount has been retroactively adjusted to reflect the Reverse Stock Split as discussed in Note 3.
+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.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
In connection with the Listing of its shares of common stock on the NYSE, on September 15, 2021, the Company terminated the Old DRP.
−Removed: The final distribution reinvestment under the Old DRP was made as part of the regular monthly cash distribution paid on September 14, 2021 to shareholders of record as of September 13, 2021.
−Removed: On September 15, 2021, the Company adopted the New DRP, which became effective as of the Listing, and will first apply to the reinvestment of cash distributions paid on or after October 5, 2021.
−Removed: Under the Old DRP and prior to the Listing, cash 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: 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.
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;
or (ii) if such shareholder has a registered account maintained at the Company’s transfer agent, the plan administrator.
−Removed: With respect to cash 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: 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.
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.
7 unchanged sentences
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.
−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 purpose of this arrangement is to avoid such distributions being characterized as a return of capital.
−Removed: Shareholders should understand that any distributions funded by expense support from CIM are not based on the Company’s investment performance, and any such distributions can only be sustained if the Company maintains 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.
+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.
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.
−Removed: CIM has no obligation to provide expense support to the Company in future periods.
−Removed: For the three months ended September 30, 2021 and 2020 and the year ended December 31, 2020, none of the Company's distributions resulted from expense support from CIM.
+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.
+Added: For the three months ended March 31, 2021 and the year ended December 31, 2021, none of the Company's distributions resulted from expense support from CIM.
The Company has not established limits on the amount of funds it may use from available sources to make distributions.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−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 nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020:
−Removed: Nine Months Ended
−Removed: September 30, Year Ended December 31,
+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 three months ended March 31, 2022 and 2021 and the year ended December 31, 2021:
+Added: Three Months Ended
+Added: March 31, Year Ended
2022 2021 2021
3 unchanged sentences
(1) The per share amount has been retroactively adjusted to reflect the Reverse Stock Split as discussed in Note 3.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
It is the Company's policy to comply with all requirements of the Code applicable to RICs and to distribute at least 90% of its taxable income to its shareholders.
15 unchanged sentences
Total accumulated losses $ (128,880)
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: As of September 30, 2021, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $32,076;
+Added: As of March 31, 2022, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $27,203;
the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $114,781;
5 unchanged sentences
and the aggregate cost of securities for Federal income tax purposes was $1,830,098.
−Removed: The composition of the Company’s investment portfolio as of September 30, 2021 and December 31, 2020 at amortized cost and fair value was as follows:
−Removed: September 30, 2021 December 31, 2020
+Added: The composition of the Company’s investment portfolio as of March 31, 2022 and December 31, 2021 at amortized cost and fair value was as follows:
+Added: March 31, 2022 December 31, 2021
Value Percentage of
13 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
−Removed: The following tables show the composition of the Company’s investment portfolio by industry classification and geographic dispersion, and the percentage, by fair value, of the total investment portfolio assets in such industries and geographies as of September 30, 2021 and December 31, 2020:
−Removed: September 30, 2021 December 31, 2020
+Added: The following tables show the composition of the Company’s investment portfolio by industry classification and geographic dispersion, and the percentage, by fair value, of the total investment portfolio assets in such industries and geographies as of March 31, 2022 and December 31, 2021:
+Added: March 31, 2022 December 31, 2021
Industry Classification Investments at
5 unchanged sentences
Healthcare & Pharmaceuticals 244,993 14.1 % 250,049 15.0 %
−Removed: Consumer 122,919 7.5 % 85,254 5.7 %
Diversified & Production 134,373 7.7 % 139,399 8.4 %
−Removed: Advertising, Printing & Publishing 106,854 6.6 % 110,083 7.4 %
−Removed: Capital Equipment 86,037 5.3 % 65,752 4.4 %
+Added: Consumer 121,488 7.0 % 119,365 7.2 %
Chemicals, Plastics & Rubber 107,079 6.2 % 109,860 6.6 %
+Added: Diversified Financials 101,597 5.8 % 101,032 6.1 %
High Tech Industries 84,764 4.9 % 65,544 3.9 %
−Removed: Banking, Finance, Insurance & Real Estate 53,517 3.3 % 41,211 2.8 %
−Removed: Construction & Building 49,720 3.0 % 34,653 2.3 %
−Removed: Beverage, Food & Tobacco 49,561 3.0 % 69,975 4.7 %
+Added: Capital Equipment 83,305 4.8 % 82,795 5.0 %
+Added: Advertising, Printing & Publishing 81,747 4.7 % 94,610 5.7 %
Consumer Goods:
Durable 57,098 3.3 % 58,124 3.5 %
−Removed: Aerospace & Defense 42,726 2.6 % 35,751 2.4 %
Retail 57,066 3.3 % 56,726 3.4 %
+Added: Hotel, Gaming & Leisure 51,909 3.0 % 50,855 3.0 %
+Added: Beverage, Food & Tobacco 47,319 2.7 % 49,054 2.9 %
+Added: Banking, Finance, Insurance & Real Estate 40,233 2.3 % 40,634 2.4 %
+Added: Aerospace & Defense 38,484 2.2 % 38,279 2.3 %
+Added: Oil & Gas 37,073 2.1 % 32,164 1.9 %
Consumer Goods:
Non-Durable 36,984 2.1 % 45,682 2.7 %
+Added: Construction & Building 27,270 1.6 % 27,585 1.7 %
Telecommunications 24,710 1.4 % 24,649 1.5 %
−Removed: Hotel, Gaming & Leisure 35,428 2.2 % 21,920 1.5 %
−Removed: Diversified Financials 32,457 2.0 % 37,214 2.5 %
−Removed: Oil & Gas 28,117 1.7 % 28,136 1.9 %
−Removed: Forest Products & Paper 21,699 1.3 % 21,686 1.4 %
+Added: Automotive 17,851 1.0 % 14,367 0.9 %
Transportation:
Cargo 13,141 0.8 % 14,106 0.8 %
−Removed: Automotive 13,965 0.9 % — —
Metals & Mining 11,008 0.6 % 10,927 0.7 %
2 unchanged sentences
Total investments $ 1,755,297 $ 1,754,039
−Removed: September 30, 2021 December 31, 2020
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
+Added: March 31, 2022 December 31, 2021
Geographic Dispersion(1) Investments at
7 unchanged sentences
Bermuda 718 — 770 —
−Removed: Luxembourg — — 10,034 0.7 %
−Removed: Netherlands — — 7,651 0.5 %
−Removed: Cyprus — — 3,557 0.2 %
Subtotal/total percentage 1,739,534 100.0 % 1,666,122 100.0 %
2 unchanged sentences
(1) The geographic dispersion is determined by the portfolio company's country of domicile.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: As of September 30, 2021 and December 31, 2020, investments on non-accrual status represented 0.9% and 0.5%, respectively, of the Company's investment portfolio on a fair value basis.
+Added: As of March 31, 2022 and December 31, 2021, investments on non-accrual status represented 0.6% and 0.7%, respectively, of the Company's investment portfolio on a fair value basis.
The Company’s investment portfolio may contain senior secured investments that are in the form of lines of credit, delayed draw term loans, revolving credit facilities, or unfunded commitments, which may require the Company to provide funding when requested in accordance with the terms of the underlying agreements.
−Removed: As of September 30, 2021 and December 31, 2020, the Company’s unfunded commitments amounted to $96,846 and $43,130, respectively.
−Removed: As of November 11, 2021, the Company’s unfunded commitments amounted to $110,475.
+Added: As of March 31, 2022 and December 31, 2021, the Company’s unfunded commitments amounted to $95,995 and $107,247, respectively.
+Added: As of May 5, 2022, the Company’s unfunded commitments amounted to $105,147.
Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company.
Refer to Note 11 for further details on the Company’s unfunded commitments.
+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 (unaudited)
+Added: March 31, 2022
+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 March 31, 2022:
+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 $ 7,215 $ 7,214
+Added: Carestream Health, Inc., L+1250, 1.00% LIBOR Floor, 8/8/2023 3 Month LIBOR Healthcare & Pharmaceuticals 12,709 12,366 12,487
+Added: Dayton Superior Corp., L+700, 2.00% LIBOR Floor, 12/4/2024 3 Month LIBOR Construction & Building 1,474 1,476 1,463
+Added: MedPlast Holdings, Inc., L+775, 0.00% LIBOR Floor, 7/2/2026 1 Month LIBOR Healthcare & Pharmaceuticals 6,750 6,039 6,261
+Added: Zest Acquisition Corp., L+750, 1.00% LIBOR Floor, 3/14/2026 1 Month LIBOR Healthcare & Pharmaceuticals 15,000 14,791 14,850
+Added: Total Senior Secured Second Lien Debt 41,887 42,275
+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 9,982 9,751
+Added: Total Collateralized Securities and Structured Products - Equity 9,982 9,751
+Added: American Clinical Solutions LLC, Class A Membership Interests(d) Healthcare & Pharmaceuticals 6,030,384 Units 5,200 6,272
+Added: Anthem Sports and Entertainment Inc., Class A Preferred Stock Warrants(d) Media:
+Added: Diversified & Production 1,469 Units 486 1,748
+Added: Anthem Sports and Entertainment Inc., Class B Preferred Stock Warrants(d) Media:
+Added: Diversified & Production 255 Units — 304
+Added: Anthem Sports and Entertainment Inc., Common Stock Warrants(d) Media:
+Added: Diversified & Production 4,746 Units — 2,545
+Added: BCP Great Lakes Fund LP, Partnership Interests (5.6% ownership) Diversified Financials N/A 11,400 11,410
+Added: Carestream Health Holdings, Inc., Warrants(d) Healthcare & Pharmaceuticals 388 Units 500 965
+Added: CHC Medical Partners, Inc., Series C Preferred Stock, 12% Dividend Healthcare & Pharmaceuticals 2,727,273 Units 7,646 8,182
+Added: Dayton HoldCo, LLC, Membership Units(d) Construction & Building 37,264 Units 8,400 10,556
+Added: HDNet Holdco LLC, Preferred Unit Call Option(d) Media:
+Added: Diversified & Production 1 Unit — 412
+Added: HW Ultimate Holdings, LP, Class A Membership Units, 4% Dividend Capital Equipment 2,000,000 Units 2,022 2,010
+Added: Skillsoft Corp., Class A Common Stock(d) High Tech Industries 243,425 Units 2,000 1,470
+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 2,529
+Added: Total Equity 38,820 48,403
+Added: TOTAL INVESTMENTS $ 90,689 $ 100,429
+Added: The 1 and 3 month LIBOR rates were 0.45% and 0.96%, respectively, as of March 31, 2022.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of March 31, 2022, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to March 31, 2022.
+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: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+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 March 31, 2022 and December 31, 2021:
+Added: Selected Balance Sheet Information:
+Added: March 31, 2022 December 31, 2021
+Added: Investments, at fair value (amortized cost of $90,689 and $96,946, respectively) $ 100,429 $ 106,143
+Added: Cash and other assets 6,613 1,776
+Added: Dividend receivable on investments 161 265
+Added: Interest receivable on investments 600 109
+Added: Total assets $ 107,803 $ 108,293
+Added: Senior secured notes (net of unamortized debt issuance costs of $112 and $0, respectively) $ 72,393 $ 72,504
+Added: Other liabilities 650 735
+Added: Total liabilities 73,043 73,239
+Added: Members' capital 34,760 35,054
+Added: Total liabilities and members' capital $ 107,803 $ 108,293
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
+Added: The following table includes selected statement of operations information for CION/EagleTree for the three months ended March 31, 2022 and for the period from December 21, 2021 (commencement of operations) through December 31, 2021:
+Added: Selected Statement of Operations Information:
+Added: Three Months Ended March 31, 2022 Period From December 21, 2021 (Commencement of Operations) Through December 31, 2021
+Added: Total revenues $ 1,884 $ 688
+Added: Total expenses 2,720 800
+Added: Net change in unrealized appreciation on investments 542 9,197
+Added: Net (decrease) increase in net assets $ (294) $ 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.
4 unchanged sentences
On January 28, 2021, CION SOF sold all of its remaining debt and equity investments to the Company.
−Removed: On March 18, 2021, CION SOF declared final cash distributions and on March 19, 2021, distributed all remaining capital to the Company and BCP.
+Added: On March 18, 2021, CION SOF declared final distributions and on March 19, 2021, distributed all remaining capital to the Company and BCP.
The Company and BCP were not required to make any additional capital contributions to CION SOF.
4 unchanged sentences
In certain cases, these loan servicing functions and other administrative services were 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: 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.
3 unchanged sentences
On December 14, 2020, CION SOF repaid to MS all amounts outstanding under the SOF Credit Facility.
−Removed: For the nine months ended September 30, 2020 and the year ended December 31, 2020, the Company recorded dividend income from its equity interest in CION SOF of $3,518 .
−Removed: In accordance with ASU 2015-02, Consolidation , the Company determined that CION SOF was a variable interest entity, or VIE.
+Added: The Company did not record any dividend income from its equity interest in CION SOF for the year ended December 31, 2021 or the three months ended March 31, 2022.
+Added: In accordance with ASU 2015-02, Consolidation , the Company determined that CION SOF was a VIE.
However, the Company was not the primary beneficiary and therefore did not consolidate CION SOF.
The Company's maximum exposure to losses from CION SOF was limited to its equity contribution to CION SOF.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: The following table sets forth the individual investments in CION SOF's portfolio as of December 31, 2020:
−Removed: Portfolio Company Index Rate(a) Industry Principal/
−Removed: Units Cost(b) Fair
−Removed: Senior Secured First Lien Debt
−Removed: Alert 360 Opco, Inc., L+600, 1.00% LIBOR Floor, 10/16/2025 1 Month LIBOR Services:
−Removed: Consumer $ 2,501 $ 2,501 $ 2,501
−Removed: Total Senior Secured First Lien Debt 2,501 2,501
−Removed: Alert 360 Topco, Inc., Common Stock
−Removed: Consumer 119,445 Units 741 741
−Removed: Total Equity 741 741
−Removed: Short Term Investments(c)
−Removed: First American Treasury Obligations Fund, Class Z Shares, 0.03%(d) 10,591 10,591
−Removed: Total Short Term Investments 10,591 10,591
−Removed: TOTAL INVESTMENTS $ 13,833 $ 13,833
−Removed: The 1 month LIBOR rate was 0.14% as of December 31, 2020.
−Removed: The actual LIBOR rate for the loan listed may not be the applicable LIBOR rate as of December 31, 2020, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2020.
−Removed: Represents amortized cost for debt securities and cost for equity investments.
−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, 2020.
−Removed: The following table includes selected balance sheet information for CION SOF as of December 31, 2020:
−Removed: Selected Balance Sheet Information:
−Removed: December 31, 2020
−Removed: Investments, at fair value (amortized cost of $13,833) $ 13,833
−Removed: Cash and other assets 41
−Removed: Interest receivable on investments 454
−Removed: Total assets $ 14,328
−Removed: Other liabilities $ 75
−Removed: Total liabilities 75
−Removed: Members' capital 14,253
−Removed: Total liabilities and members' capital $ 14,328
−Removed: The following table includes selected statement of operations information for CION SOF for the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020:
−Removed: Selected Statement of Operations Information:
+Added: The following table includes selected statement of operations information for CION SOF for the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31, 2020
+Added: March 31, Year Ended December 31,
+Added: Selected Statement of Operations Information:
2022 2021 2021
1 unchanged sentence
Total expenses — 29 29
−Removed: Net realized loss on investments — (336) — (673) (3,427)
−Removed: Net change in unrealized appreciation (depreciation) on investments — 1,136 — (2,428) 28
Net increase in net assets $ — $ — $ —
1 unchanged sentence
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
Financing Arrangements
−Removed: The following table presents summary information with respect to the Company’s outstanding financing arrangements as of September 30, 2021:
+Added: The following table presents summary information with respect to the Company’s outstanding financing arrangements as of March 31, 2022:
Financing Arrangement Type of Financing Arrangement Rate Amount Outstanding Amount Available Maturity Date
JPM Credit Facility Term Loan Credit Facility L+3.10% $ 550,000 $ 25,000 May 15, 2024
+Added: SOFR+3.10% 45,000 55,000
2026 Notes(1) Note Purchase Agreement 4.50% 125,000 — February 11, 2026
2 unchanged sentences
$ 875,000 $ 105,000
−Removed: (1) As of September 30, 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.
−Removed: The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of September 30, 2021.
−Removed: (2) As of September 30, 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.
−Removed: The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of September 30, 2021.
+Added: (1) As of March 31, 2022, 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 March 31, 2022.
+Added: (2) As of March 31, 2022, 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 March 31, 2022.
JPM Credit Facility
8 unchanged sentences
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.
−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: 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 Company's prior Citibank Credit Facility and MS Credit Facility and repay $100,000 of advances outstanding under the UBS Facility (as described below).
Under the Second Amended JPM Credit Facility, the aggregate principal amount available for borrowings was increased from $275,000 to $700,000, of which $75,000 may be funded as a revolving credit facility, subject to conditions described in the Second Amended JPM Credit Facility, during the reinvestment period.
9 unchanged sentences
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.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
+Added: On March 28, 2022, 34th Street entered into a First Amendment to the Third Amended JPM Credit Facility with JPM, or the JPM First Amendment.
+Added: Under the JPM First Amendment, the aggregate principal amount available for borrowings was increased from $575,000 to $675,000, subject to conditions described in the JPM First Amendment.
+Added: Additional advances of up to $100,000 under the JPM First Amendment bear interest at a floating rate equal to the three-month SOFR, plus a credit spread of 3.10% per year, and a LIBOR to SOFR credit spread adjustment of 0.15%.
+Added: 34 th Street incurred certain customary costs and expenses in connection with the JPM First Amendment.
+Added: No other material terms of the Third Amended JPM Credit Facility were revised in connection with the JPM First Amendment.
Interest is payable quarterly in arrears.
−Removed: 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 through May 14, 2023.
+Added: 34th Street may prepay advances pursuant to the terms and conditions of the Third Amended JPM Credit Facility and the JPM First Amendment, subject to a 1% premium in certain circumstances.
+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 and the JPM First Amendment that has not been borrowed through May 14, 2023.
The non-usage fees, if any, are payable quarterly in arrears.
−Removed: As of September 30, 2021 and December 31, 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.
+Added: As of March 31, 2022 and December 31, 2021, the aggregate principal amount outstanding on the Third Amended JPM Credit Facility and the JPM First Amendment was $595,000 and $550,000, 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.
−Removed: 34th Street’s obligations to JPM under the Third Amended JPM Credit Facility are secured by a first priority security interest in all of the assets of 34th Street.
−Removed: 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 a borrowing base requirement, various covenants, reporting requirements and other customary requirements for similar facilities.
−Removed: As of and for the nine months ended September 30, 2021, 34th Street was in compliance with all covenants and reporting requirements.
−Removed: 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 September 30, 2021 and will amortize to interest expense over the term of the Third Amended JPM Credit Facility.
−Removed: At September 30, 2021, the unamortized portion of the debt issuance costs was $5,141.
−Removed: For the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 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:
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: 34th Street’s obligations to JPM under the Third Amended JPM Credit Facility and the JPM First Amendment are secured by a first priority security interest in all of the assets of 34th Street.
+Added: The obligations of 34th Street under the Third Amended JPM Credit Facility and the JPM First Amendment are non-recourse to the Company, and the Company’s exposure under the Third Amended JPM Credit Facility and the JPM First Amendment is limited to the value of the Company’s investment in 34th Street.
+Added: In connection with the Third Amended JPM Credit Facility and the JPM First Amendment, 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.
+Added: As of and for the three months ended March 31, 2022, 34th Street was in compliance with all covenants and reporting requirements.
+Added: Through March 31, 2022, the Company incurred debt issuance costs of $12,102 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 and the JPM First Amendment, which is included in the Company’s consolidated balance sheet as of March 31, 2022 and will amortize to interest expense over the term of the Third Amended JPM Credit Facility and the JPM First Amendment.
+Added: At March 31, 2022, the unamortized portion of the debt issuance costs was $4,859.
+Added: For the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021, the components of interest expense, average borrowings, and weighted average interest rate for the JPM First Amendment, the Third Amended JPM Credit Facility and the Second Amended JPM Credit Facility, as applicable, were as follows:
+Added: Three Months Ended March 31, Year Ended December 31,
2022 2021 2021
5 unchanged sentences
Average borrowings $ 551,333 $ 565,278 $ 549,110
−Removed: (1) Includes the stated interest expense and non-usage fee, if any, 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: (1) Includes the stated interest expense and non-usage fee on the unused portion of the JPM First Amendment, the Third Amended JPM redit Facility and the Second Amended JPM Credit Facility, as applicable, and is annualized for periods covering less than one year.
On February 11, 2021, the Company entered into a Note Purchase Agreement with certain purchasers, or the Note Purchase Agreement, in connection with the Company’s issuance of $125,000 aggregate principal amount of its 4.50% senior unsecured notes due in 2026, or the 2026 Notes.
The net proceeds to the Company were approximately $122,300, after the deduction of placement agent fees and other financing expenses, which the Company used to repay debt under its secured financing arrangements.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
The 2026 Notes mature on February 11, 2026.
4 unchanged sentences
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 (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
The 2026 Notes are general unsecured obligations of the Company that rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by certain of the Company’s subsidiaries, financing vehicles or similar facilities.
−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 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.
−Removed: As of and for the three months ended September 30, 2021, the Company was in compliance with all covenants and reporting requirements.
+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 150%, (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 three months ended March 31, 2022, the Company was in compliance with all covenants and reporting requirements.
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.
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.
−Removed: As of September 30, 2021, the aggregate principal amount of 2026 Notes outstanding was $125,000.
−Removed: Through September 30, 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 September 30, 2021 and will amortize to interest expense over the term of the 2026 Notes.
−Removed: At September 30, 2021, the unamortized portion of the debt issuance costs was $2,330.
−Removed: For the three months ended September 30, 2021 and for the period from February 11, 2021 through September 30, 2021, the components of interest expense, average borrowings, and weighted average interest rate for the 2026 Notes were as follows:
−Removed: Three Months Ended September 30, 2021 For the Period from February 11, 2021 through September 30, 2021
+Added: As of March 31, 2022, the aggregate principal amount of 2026 Notes outstanding was $125,000.
+Added: Through March 31, 2022, 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 March 31, 2022 and will amortize to interest expense over the term of the 2026 Notes.
+Added: At March 31, 2022, the unamortized portion of the debt issuance costs was $2,064.
+Added: For the three months ended March 31, 2022, for the period from February 11, 2021 through March 31, 2021 and 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: Three Months Ended March 31, 2022 For the Period From February 11, 2021 Through March 31, 2021 For the Period From February 11, 2021 Through December 31, 2021
Stated interest expense $ 1,406 $ 766 $ 5,062
4 unchanged sentences
(1) Includes the stated interest expense on the 2026 Notes and is annualized for periods covering less than one year.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
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.
7 unchanged sentences
Murray Hill Funding makes capital contributions to Murray Hill Funding II to, among other things, maintain the value of the portfolio of assets held by Murray Hill Funding II.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
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:
2 unchanged sentences
and (c) the occurrence of certain bankruptcy and insolvency events with respect to Murray Hill Funding II or Murray Hill Funding.
+Added: As of and for the three months ended March 31, 2022, Murray Hill Funding II was in compliance with all covenants and reporting requirements.
Murray Hill Funding, in turn, entered into a repurchase transaction with UBS, pursuant to the terms of a Global Master Repurchase Agreement and the related Annex and Master Confirmation thereto, each dated May 19, 2017, or collectively, the UBS Facility.
15 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.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
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.
4 unchanged sentences
Principal on the Class A-R Notes will be due and payable on the stated maturity date of May 19, 2027, which is the same stated maturity date as the Notes.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
The Class A-R Notes will be issued pursuant to a Second Amended and Restated Indenture, dated December 17, 2020, between Murray Hill Funding II and U.S.
4 unchanged sentences
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.
−Removed: Pursuant to the Amended UBS Facility, on July 1, 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.
+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.
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.
5 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 a borrowing base requirement, 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:
4 unchanged sentences
and (e) the admission by Murray Hill Funding of its inability to, or its intention not to, perform any of its obligations under the Amended UBS Facility.
+Added: As of and for the three months ended March 31, 2022, Murray Hill Funding was in compliance with all covenants and reporting requirements.
Murray Hill Funding paid an upfront fee and incurred certain other customary costs and expenses totaling $2,637 in connection with obtaining the Amended UBS Facility, which were recorded as a direct reduction to the outstanding balance of the Amended UBS Facility, which is included in the Company’s consolidated balance sheets and amortized to interest expense over the term of the Amended UBS Facility.
−Removed: At September 30, 2021, all upfront fees and other expenses were fully amortized.
−Removed: As of September 30, 2021, Notes in the aggregate principal amount of $100,000 had been purchased by Murray Hill Funding from Murray Hill Funding II and subsequently sold to UBS under the Amended UBS Facility for aggregate proceeds of $100,000.
+Added: At March 31, 2022, all upfront fees and other expenses were fully amortized.
+Added: As of March 31, 2022, Notes in the aggregate principal amount of $125,000 had been purchased by Murray Hill Funding from Murray Hill Funding II and subsequently sold to UBS under the Amended UBS Facility for aggregate proceeds of $125,000.
The carrying amount outstanding under the Amended UBS Facility approximates its fair value.
The Company funded each purchase of Notes by Murray Hill Funding through a capital contribution to Murray Hill Funding.
−Removed: As of September 30, 2021, the amount due at maturity under the Amended UBS Facility was $100,000.
+Added: As of March 31, 2022, the amount due at maturity under the Amended UBS Facility was $125,000.
The Notes issued by Murray Hill Funding II and purchased by Murray Hill Funding eliminate in consolidation on the Company’s consolidated financial statements.
−Removed: As of September 30, 2021, the fair value of assets held by Murray Hill Funding II was $231,884.
+Added: As of March 31, 2022, the fair value of assets held by Murray Hill Funding II was $232,772.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
−Removed: For the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020, the components of interest expense, average borrowings, and weighted average interest rate for the Amended UBS Facility were as follows:
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: For the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021, the components of interest expense, average borrowings, and weighted average interest rate for the Amended UBS Facility were as follows:
+Added: Three Months Ended March 31, Year Ended December 31,
2022 2021 2021
1 unchanged sentence
Non-usage fee 47 94 349
−Removed: Amortization of deferred financing costs — — — 359 360
Total interest expense $ 1,194 $ 996 $ 4,080
1 unchanged sentence
Average borrowings $ 125,000 $ 100,000 $ 104,110
−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.
2021 More Term Loan
9 unchanged sentences
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.
−Removed: 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.
−Removed: 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: 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 150%, 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.
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.
−Removed: Through September 30, 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 September 30, 2021 and will amortize to interest expense over the term of the More Term Loan.
−Removed: At September 30, 2021, the unamortized portion of the debt issuance costs was $857.
+Added: As of and for the three months ended March 31, 2022, the Company was in compliance with all covenants and reporting requirements.
+Added: Through March 31, 2022 , 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 March 31, 2022 and will amortize to interest expense over the term of the More Term Loan.
+Added: At March 31, 2022 , the unamortized portion of the debt issuance costs was $713.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
−Removed: For the period from April 14, 2021 through September 30, 2021, the components of interest expense, average borrowings, and weighted average interest rate for the More Term Loan were as follows:
−Removed: Three Months Ended
−Removed: September 30, 2021 For the Period from April 14, 2021 through September 30, 2021
+Added: For the three months ended March 31, 2022 and 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: Three Months Ended March 31, 2022 For the Period From April 14, 2021 Through December 31, 2021
Stated interest expense $ 390 $ 1,109
4 unchanged sentences
(1) Includes the stated interest expense on the More Term Loan and is annualized for periods covering less than one year.
−Removed: Citibank Credit Facility
−Removed: On March 29, 2017, Flatiron Funding II entered into a senior secured credit facility with Citibank.
−Removed: 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.
−Removed: On July 11, 2017, Flatiron Funding II amended the Citibank Credit Facility, or the Amended Citibank Credit Facility, with Citibank to make certain immaterial administrative amendments as a result of the termination of AIM as the Company's investment sub-adviser as discussed in Note 1.
−Removed: On March 14, 2019, Flatiron Funding II further amended the Citibank Credit Facility, or the Second Amended Citibank Credit Facility, with Citibank to (i) increase the aggregate principal amount available for borrowings from $325,000 to $350,000, subject to compliance with a borrowing base, (ii) extend the reinvestment period for two years until March 29, 2021 and (iii) extend the maturity date until March 30, 2022.
−Removed: As of December 31, 2019, the principal amount outstanding on the Second Amended Citibank Credit Facility was $278,542.
−Removed: On May 15, 2020, Flatiron Funding II repaid all amounts outstanding on the Second Amended Citibank Credit Facility using a portion of the proceeds from the Second Amended JPM Credit Facility (described above).
−Removed: Advances under the Second Amended Citibank Credit Facility bore interest at a floating rate equal to (1) the higher of (a) the Citibank prime rate, (b) the federal funds rate plus 1.5% or (c) the three-month LIBOR plus 1.0%, plus (2) a spread of 2% per year.
−Removed: In addition, Flatiron Funding II was subject to a non-usage fee of 0.75% per year of the amount of the aggregate principal amount available under the Second Amended Citibank Credit Facility that had not been borrowed.
−Removed: Flatiron Funding II incurred certain customary costs and expenses in connection with obtaining and amending the Citibank Credit Facility.
−Removed: The Company incurred debt issuance costs of $3,373 in connection with obtaining and amending the Citibank Credit Facility, which were recorded as a direct reduction to the outstanding balance of the Second Amended Citibank Credit Facility, which was included in the Company’s consolidated balance sheets and amortized to interest expense over the term of the Second Amended Citibank Credit Facility.
−Removed: All unamortized debt issuance costs were expensed upon the repayment of all amounts outstanding on the Second Amended Citibank Credit Facility on May 15, 2020.
−Removed: Flatiron Funding II’s obligations to Citibank under the Second Amended Citibank Credit Facility were secured by a first priority security interest in all of the assets of Flatiron Funding II.
−Removed: The obligations of Flatiron Funding II under the Second Amended Citibank Credit Facility were non-recourse to the Company, and the Company’s exposure under the Second Amended Citibank Credit Facility was limited to the value of the Company’s investment in Flatiron Funding II.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: For the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020, the components of interest expense, average borrowings, and weighted average interest rate for the Second Amended Citibank Credit Facility were as follows:
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
−Removed: 2021 2020 2021 2020 2020
−Removed: Stated interest expense $ — $ — $ — $ 3,171 $ 3,171
−Removed: Amortization of deferred financing costs — — — 1,551 1,551
−Removed: Non-usage fee — — — 288 288
−Removed: Total interest expense $ — $ — $ — $ 5,010 $ 5,010
−Removed: Weighted average interest rate(1) — — — 3.72 % 3.72 %
−Removed: Average borrowings $ — $ — $ — $ 122,069 $ 91,385
−Removed: (1) Includes the stated interest expense and non-usage fee, if any, on the unused portion of the Second Amended Citibank Credit Facility and is annualized for periods covering less than one year.
−Removed: MS Credit Facility
−Removed: On December 19, 2017, 33rd Street entered into a senior secured credit facility, or the MS Credit Facility, with MS.
−Removed: The MS Credit Facility provided for a revolving credit facility in an aggregate principal amount of up to $200,000, subject to compliance with a borrowing base.
−Removed: On July 9, 2018, 33rd Street amended and restated the MS Credit Facility to make certain immaterial administrative amendments.
−Removed: 33rd Street further amended and restated the MS Credit Facility, or the Amended MS Credit Facility, with MS on December 18, 2018.
−Removed: Pursuant to the Amended MS Credit Facility, 33rd Street could have prepaid advances pursuant to the terms and conditions of the loan and servicing agreement subject to a 1% premium if the amount of the Amended MS Credit Facility was reduced or terminated on or prior to December 19, 2020.
−Removed: 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: 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.
−Removed: 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.
−Removed: All advances under the Amended MS Credit Facility and all accrued and unpaid interest thereunder were due and payable by no later than December 19, 2022.
−Removed: 33rd Street incurred certain customary costs and expenses in connection with obtaining and amending the MS Credit Facility.
−Removed: 33rd Street's obligations to MS under the Amended MS Credit Facility were secured by a first priority security interest in all of the assets of 33rd Street.
−Removed: The obligations of 33rd Street under the Amended MS Credit Facility were non-recourse to the Company, and the Company's exposure under the Amended MS Credit Facility was limited to the value of the Company's investment in 33rd Street.
−Removed: 33rd Street appointed CIM to manage its portfolio.
−Removed: 33rd Street paid an upfront fee and incurred certain other customary costs and expenses totaling $2,591 in connection with obtaining and amending the MS Credit Facility, which the Company initially recorded as prepaid expenses and other assets on the Company’s consolidated balance sheets and amortized to interest expense over the term of the Amended MS Credit Facility.
−Removed: On June 5, 2018, unamortized upfront fees were recorded as a direct reduction to the outstanding balance of the Amended MS Credit Facility in the Company’s consolidated balance sheet.
−Removed: All unamortized debt issuance costs were expensed upon the repayment of all amounts outstanding on the Amended MS Credit Facility on May 15, 2020.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: For the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020, the components of interest expense, average borrowings, and weighted average interest rate for the Amended MS Credit Facility were as follows:
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
−Removed: 2021 2020 2021 2020 2020
−Removed: Stated interest expense $ — $ — $ — $ 1,928 $ 1,928
−Removed: Amortization of deferred financing costs — — — 1,544 1,544
−Removed: Non-usage fee — — — 87 87
−Removed: Total interest expense $ — $ — $ — $ 3,559 $ 3,559
−Removed: Weighted average interest rate(1) — — — 4.50 % 4.50 %
−Removed: Average borrowings $ — $ — $ — $ 58,752 $ 43,984
−Removed: (1) Includes the stated interest expense and non-usage fee, if any, on the unused portion of the Amended MS Credit Facility and is annualized for periods covering less than one year.
Fair Value of Financial Instruments
−Removed: The following table presents fair value measurements of the Company’s portfolio investments as of September 30, 2021 and December 31, 2020, according to the fair value hierarchy:
−Removed: September 30, 2021(1) December 31, 2020(2)
+Added: The following table presents fair value measurements of the Company’s portfolio investments as of March 31, 2022 and December 31, 2021, according to the fair value hierarchy:
+Added: March 31, 2022(1) December 31, 2021(2)
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
6 unchanged sentences
Total Investments $ 19,195 $ — $ 1,706,556 $ 1,725,751 $ 91,321 $ — $ 1,632,922 $ 1,724,243
−Removed: (1) Excludes the Company's $13,105 investment in BCP Great Lakes Fund LP which was measured at NAV.
−Removed: (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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: The following tables provide a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the three and nine months ended September 30, 2021 and 2020:
+Added: (1) Excludes the Company's $29,546 investment in CION/EagleTree, which is measured at NAV.
+Added: (2) Excludes the Company's $29,796 investment in CION/EagleTree, which is measured at NAV.
+Added: The following tables provide a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the three months ended March 31, 2022 and 2021:
Three Months Ended
−Removed: September 30, 2021
−Removed: Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total
−Removed: Beginning balance, June 30, 2021 $ 1,407,224 $ 141,710 $ 14,095 $ 5,508 $ 92,357 $ 1,660,894
−Removed: Investments purchased 167,208 244 — — 3,642 171,094
−Removed: Net realized gain (loss) 563 619 (309) — 18,856 19,729
−Removed: Net change in unrealized (depreciation) appreciation (2,075) (461) 126 39 (12,187) (14,558)
−Removed: Accretion of discount 3,185 171 — 4 — 3,360
−Removed: Sales and principal repayments(1) (147,549) (42,784) (900) — (35,150) (226,383)
−Removed: Ending balance, September 30, 2021 $ 1,428,556 $ 99,499 $ 13,012 $ 5,551 $ 67,518 $ 1,614,136
−Removed: Change in net unrealized (depreciation) appreciation on investments still held as of September 30, 2021(2) $ (430) $ 140 $ (536) $ 39 $ 10,145 $ 9,358
−Removed: (1) Includes non-cash restructured securities.
−Removed: (2) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
−Removed: Nine Months Ended
−Removed: September 30, 2021
+Added: March 31, 2022
Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total
2 unchanged sentences
Net realized (loss) gain (73) 4 — — — (69)
−Removed: Net change in unrealized appreciation 17,599 592 2,908 76 5,373 26,548
+Added: Net change in unrealized (depreciation) appreciation (12,906) (1,800) (176) 37 3,544 (11,301)
Accretion of discount 2,404 88 — 4 — 2,496
Sales and principal repayments (60,842) — (190) — — (61,032)
−Removed: Ending balance, September 30, 2021 $ 1,428,556 $ 99,499 $ 13,012 $ 5,551 $ 67,518 $ 1,614,136
−Removed: Change in net unrealized appreciation (depreciation) on investments still held as of September 30, 2021(2) $ 14,459 $ (880) $ 1,962 $ 76 $ 19,858 $ 35,475
−Removed: (1) Includes non-cash restructured securities.
+Added: Ending balance, March 31, 2022 $ 1,597,364 $ 36,875 $ 2,632 $ 27,280 $ 42,405 $ 1,706,556
+Added: Change in net unrealized (depreciation) appreciation on investments still held as of March 31, 2022(1) $ (12,710) $ (1,800) $ (176) $ 37 $ 3,544 $ (11,105)
(1) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
+Added: (2) Investments purchased includes PIK interest.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
Three Months Ended
−Removed: September 30, 2020
+Added: March 31, 2021
Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total
−Removed: Beginning balance, June 30, 2020 $ 1,238,256 $ 193,198 $ 11,292 $ 4,800 $ 50,692 $ 1,498,238
−Removed: Investments purchased 62,983 860 — — 12,206 76,049
−Removed: Net realized loss (35,479) (7,059) — — — (42,538)
−Removed: Net change in unrealized appreciation (depreciation) 45,368 5,416 299 (53) 390 51,420
−Removed: Accretion of discount 2,805 412 — 3 — 3,220
−Removed: Sales and principal repayments(1) (81,428) (31,043) (372) — — (112,843)
−Removed: Ending balance, September 30, 2020 $ 1,232,505 $ 161,784 $ 11,219 $ 4,750 $ 63,288 $ 1,473,546
−Removed: Change in net unrealized appreciation (depreciation) on investments still held as of September 30, 2020(2) $ 17,032 $ (2,226) $ 299 $ (53) $ 390 $ 15,442
−Removed: (1) Includes non-cash restructured securities.
−Removed: (2) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
−Removed: Nine Months Ended
−Removed: September 30, 2020
−Removed: Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total
Beginning balance, December 31, 2020 $ 1,223,268 $ 151,506 $ 12,131 $ 5,464 $ 75,913 $ 1,468,282
1 unchanged sentence
Net realized loss (1,073) — — — — (1,073)
−Removed: Net change in unrealized depreciation (28,074) (10,391) — (1,988) (161) (14,521) (55,135)
+Added: Net change in unrealized appreciation 14,918 1,930 1,862 26 14,198 32,934
Accretion of discount 3,002 167 — 3 — 3,172
Sales and principal repayments (173,715) (4) (153) — — (173,872)
−Removed: Ending balance, September 30, 2020 $ 1,232,505 $ 161,784 $ — $ 11,219 $ 4,750 $ 63,288 $ 1,473,546
−Removed: Change in net unrealized depreciation on investments still held as of September 30, 2020(2) $ (43,104) $ (15,130) $ — $ (1,988) $ (161) $ (14,521) $ (74,904)
−Removed: (1) Includes non-cash restructured securities.
+Added: Ending balance, March 31, 2021 $ 1,255,426 $ 154,626 $ 13,840 $ 5,493 $ 91,409 $ 1,520,794
+Added: Change in net unrealized depreciation on investments still held as of March 31, 2021(1) $ 12,423 $ 1,930 $ 1,862 $ 26 $ 14,198 $ 30,439
(1) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
+Added: (2) Investments purchased includes PIK interest.
Significant Unobservable Inputs
−Removed: The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of investments as of September 30, 2021 and December 31, 2020 were as follows:
−Removed: September 30, 2021
+Added: The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of investments as of March 31, 2022 and December 31, 2021 were as follows:
+Added: March 31, 2022
Fair Value Valuation Techniques/
4 unchanged sentences
28,346 Market Comparable Approach EBITDA Multiple 5.00x — 6.25x 6.13x
−Removed: 11,690 Revenue Multiple 1.50x N/A
+Added: 19,534 Revenue Multiple 1.60x — 2.25x 1.81x
15,634 Other(2) Other(2) N/A N/A
Senior secured second lien debt 24,781 Discounted Cash Flow Discount Rates 9.2% — 18.1% 13.6%
−Removed: 20,741 Broker Quotes Broker Quotes N/A N/A
−Removed: Collateralized securities and structured products - equity 13,012 Discounted Cash Flow Discount Rates 10.5% — 16.0% 11.9%
−Removed: Unsecured debt 5,551 Discounted Cash Flow Discount Rates 16.2% N/A
+Added: 12,094 Market Comparable Approach EBITDA Multiple 8.50x N/A
+Added: Collateralized securities and structured products - equity 2,632 Discounted Cash Flow Discount Rates 16.0% N/A
+Added: Unsecured debt 27,280 Discounted Cash Flow Discount Rates 13.5% — 16.1% 14.1%
Equity 18,662 Market Comparable Approach EBITDA Multiple 3.40x — 12.00x 7.54x
−Removed: 20,880 Revenue Multiple 0.60x — 2.29x 1.52x
17,828 $ per kW $387.50 N/A
−Removed: 2,760 Discount for Lack of Marketability Expected Volatility 30% N/A
+Added: 5,359 Revenue Multiple 0.50x — 2.25x 1.74x
556 Options Pricing Model Expected Volatility 66.2% — 84.2% 66.3%
−Removed: 638 Broker Quotes Broker Quotes N/A N/A
Total $ 1,706,556
1 unchanged sentence
(2) Fair value is based on the expected outcome of proposed corporate transactions and/or other factors.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
December 31, 2021
4 unchanged sentences
183,768 Broker Quotes Broker Quotes N/A N/A
−Removed: 21,920 Market Comparable Approach Revenue Multiple 2.33x N/A
−Removed: 9,361 EBITDA Multiple 2.50x N/A
+Added: 27,557 Market Comparable Approach EBITDA Multiple 3.50x — 6.00x 4.98x
+Added: 6,327 Revenue Multiple 2.25x 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 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%
2 unchanged sentences
(2) Fair value is based on the expected outcome of proposed corporate transactions and/or other factors.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
The significant unobservable inputs used in the fair value measurement of the Company’s senior secured first lien debt, senior secured second lien debt, collateralized securities and structured products, unsecured debt and equity are discount rates, EBITDA multiples, revenue multiples, broker quotes and expected volatility.
2 unchanged sentences
General and Administrative Expense
−Removed: General and administrative expense consisted of the following items for the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020:
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: General and administrative expense consisted of the following items for the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021:
+Added: Three Months Ended March 31, Year Ended December 31,
2022 2021 2021
Professional fees $ 633 $ 1,265 $ 4,214
+Added: Dues and subscriptions 535 169 411
Transfer agent expense 291 422 1,290
+Added: Insurance expense 251 132 612
Valuation expense 179 252 904
−Removed: Printing and marketing expense 235 241 634 359 378
Accounting and administrative costs 157 237 759
−Removed: Insurance expense 135 131 404 354 489
Director fees and expenses 154 103 516
−Removed: Dues and subscriptions 120 124 316 273 342
+Added: Printing and marketing expense 5 44 990
Other expenses 17 54 109
6 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
−Removed: As of September 30, 2021 and December 31, 2020, the Company’s unfunded commitments were as follows:
−Removed: Unfunded Commitments September 30, 2021(1) December 31, 2020(1)
−Removed: Genesis Healthcare, Inc.
+Added: As of March 31, 2022 and December 31, 2021, the Company’s unfunded commitments were as follows:
+Added: Unfunded Commitments March 31, 2022(1) December 31, 2021(1)
West Dermatology Management Holdings, LLC 6,255 6,308
−Removed: RumbleOn, Inc.
−Removed: Williams Industrial Services Group, Inc.
+Added: Critical Nurse Staffing, LLC 5,899 5,899
+Added: Instant Web, LLC 5,845 2,704
Mimeo.com, Inc.
+Added: Williams Industrial Services Group, Inc.
+Added: Novum Orthopedic Partners Management, LLC 4,891 —
Rogers Mechanical Contractors, LLC 4,808 4,808
+Added: MacNeill Pride Group Corp.
Trademark Global, LLC 4,615 4,615
−Removed: HW Acquisition, LLC 2,933 —
−Removed: Instant Web, LLC 2,704 2,704
−Removed: Appalachian Resource Company, LLC 2,500 2,500
+Added: Molded Devices, Inc.
+Added: American Health Staffing Group, Inc.
Coyote Buyer, LLC 2,500 2,500
Moss Holding Company 2,232 2,232
+Added: HW Acquisition, LLC 2,200 2,933
Foundation Consumer Healthcare, LLC 2,094 2,094
−Removed: BCP Great Lakes Fund LP 2,057 2,135
+Added: Bradshaw International Parent Corp.
+Added: RumbleOn, Inc.
+Added: Sleep Opco, LLC 1,750 1,750
+Added: Extreme Reach, Inc.
+Added: BDS Solutions Intermediateco, LLC 1,619 —
+Added: Optio Rx, LLC 1,530 —
NWN Parent Holdings LLC 1,380 1,380
Anthem Sports & Entertainment Inc.
−Removed: Extreme Reach, Inc.
−Removed: AMCP Staffing Intermediate Holdings III, LLC 1,598 1,370
−Removed: Marble Point Credit Management LLC 1,500 —
+Added: Homer City Holdings LLC 1,000 —
+Added: Invincible Boat Company LLC 798 798
RA Outdoors, LLC 630 1,049
−Removed: Invincible Boat Company 798 —
+Added: Appalachian Resource Company, LLC 500 500
Lochner, Inc.
+Added: American Teleconferencing Services, Ltd.
+Added: Genesis Healthcare, Inc.
American Media, Inc.
−Removed: Palmetto Solar, LLC — 3,262
−Removed: CircusTrix Holdings, LLC — 2,898
−Removed: Geon Performance Solutions, LLC — 2,586
+Added: Marble Point Credit Management LLC — 1,250
Total $ 95,995 $ 107,247
3 unchanged sentences
The Company intends to use cash on hand, short-term investments, proceeds from borrowings, and other liquid assets to fund these commitments should the need arise.
−Removed: For information on the companies to which the Company is committed to fund additional amounts as of September 30, 2021 and December 31, 2020, refer to the table above and the consolidated schedules of investments.
−Removed: As of November 11, 2021, the Company was committed, upon the satisfaction of certain conditions, to fund an ad ditional $110,475.
+Added: For information on the companies to which the Company is committed to fund additional amounts as of March 31, 2022 and December 31, 2021, refer to the table above and the consolidated schedules of investments.
+Added: As of May 5, 2022, the Company was committed, upon the satisfaction of certain conditions, to fund an additi onal $105,147 .
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+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 (unaudited)
−Removed: September 30, 2021
−Removed: (in thousands, except share and per share amounts)
−Removed: Fee income consists of administrative agent fees, amendment fees and capital structuring and other fees.
−Removed: The following table summarizes the Company’s fee income for the three and nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020:
+Added: Fee income consists of amendment fees, capital structuring and other fees, and administrative agent fees.
+Added: The following table summarizes the Company’s fee income for the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: March 31, Year Ended
2022 2021 2021
7 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
Financial Highlights
−Removed: The following is a schedule of financial highlights as of and for the nine months ended September 30, 2021 and 2020 and as of and for the year ended December 31, 2020:
−Removed: Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: The following is a schedule of financial highlights as of and for the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021:
+Added: Three Months Ended
+Added: March 31, Year Ended
2022 2021 2021
3 unchanged sentences
Net investment income 0.34 0.31 1.31
−Removed: Net realized and net change in unrealized gains (losses)(2) 0.83 (2.02) (1.56)
−Removed: Net increase (decrease) in net assets resulting from operations(2) 1.81 (1.02) (0.18)
+Added: Net realized (loss) gain and net change in unrealized (depreciation) appreciation on investments and (loss) gain on foreign currency(2) (0.20) 0.57 0.79
+Added: Net increase in net assets resulting from operations(2) 0.14 0.88 2.10
Shareholder distributions:
8 unchanged sentences
Total investment return-net asset value(6) 1.01 % 5.73 % 14.43 %
+Added: Total investment return-market value(7) 15.38 % — 3.87 %
Net assets at beginning of period $ 930,512 $ 878,256 $ 878,256
6 unchanged sentences
Portfolio turnover rate(9) 3.60 % 12.20 % 52.04 %
+Added: Total amount of senior securities outstanding $ 875,000 $ 725,000 $ 830,000
Asset coverage ratio(10) 2.05 2.26 2.12
−Removed: (1) The per share data for the nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020 was derived by using the weighted average shares of common stock outstanding during each period.
+Added: (1) The per share data for the three months ended March 31, 2022 and 2021 and the year ended December 31, 2021 was derived by using the weighted average shares of common stock outstanding during each period.
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.
−Removed: (2) The amount shown for net realized and net change in unrealized gains (losses) on investments is the balancing figure derived from the other figures in the schedule.
+Added: (2) The amount shown for net realized (loss) gain and net change in unrealized (depreciation) appreciation on investments is the balancing figure derived from the other figures in the schedule.
The amount shown at this caption for a share outstanding throughout the period may not agree with the change in the aggregate gains and losses in portfolio securities for the period because of the timing of sales and repurchases of the Company’s shares in relation to fluctuating market values for the portfolio.
−Removed: As a result, net increase (decrease) in net assets resulting from operations in this schedule may vary from the consolidated statements of operations.
−Removed: (3) The continuous issuance of shares of common stock may have caused an incremental increase in net asset value per share due to the sale of shares at the then prevailing public offering price and the receipt of net proceeds per share by the Company in excess of net asset value per share on each subscription closing date.
−Removed: The per share impact of the continuous issuance of shares of common stock was an increase to net asset value of less than $0.01 per share during the nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020.
−Removed: The Company's follow-on continuous public offering ended on January 25, 2019.
+Added: As a result, net increase in net assets resulting from operations in this schedule may vary from the consolidated statements of operations.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands, except share and per share amounts)
−Removed: (4) Repurchases of common stock may cause an incremental decrease in net asset value per share due to the repurchase of shares at a price in excess of net asset value per share on each repurchase date.
−Removed: 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 nine months ended September 30, 2021 and 2020 and the year ended December 31, 2020.
+Added: (3) The continuous issuance of shares of common stock may have caused an incremental increase in net asset value per share due to the sale of shares at the then prevailing public offering price and the receipt of net proceeds per share by the Company in excess of net asset value per share on each subscription closing date.
+Added: The per share impact of the continuous issuance of shares of common stock was an increase to net asset value of less than $0.01 per share during the three months ended March 31, 2021 and the year ended December 31, 2021.
+Added: The Company's follow-on continuous public offering ended on January 25, 2019.
+Added: (4) Repurchases of common stock may have caused an incremental decrease in net asset value per share due to the repurchase of shares at a price in excess of net asset value per share on each repurchase date.
+Added: 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 three months ended March 31, 2021 and the year ended December 31, 2021.
+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.
+Added: The total investment return-net asset value includes the effect of the issuance of shares at a net offering price that is greater than net asset value per share, which causes an increase in net asset value per share.
Total returns covering less than a full year are not annualized.
−Removed: (6) Ratio is not annualized.
+Added: (7) Total investment return-market value for the three months ended March 31, 2022 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, if any.
1 unchanged sentence
(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.
+Added: Subsequent Event
+Added: 2022 More Term Loan
+Added: On April 27, 2022, the Company entered into an Unsecured Term Loan Facility Agreement, or the More Term Loan Agreement, with More Provident Funds and Pension Ltd., or More Provident, as lender, which provided for an unsecured term loan to the Company in an aggregate principal amount of $50,000, or the 2022 More Term Loan.
+Added: On April 27, 2022, the Company drew down $50,000 of borrowings under the 2022 More Term Loan.
+Added: After the deduction of fees and other financing expenses, the Company received net borrowings of approximately $49,000, which it used for working capital and other general corporate purposes.
+Added: Advances under the 2022 More Term Loan bear interest at a floating rate equal to the three-month SOFR, plus a credit spread of 3.50% per year and subject to a 1.0% SOFR floor, payable quarterly in arrears.
+Added: Advances under the 2022 More Term Loan mature on April 27, 2027.
+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 More 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 three-month SOFR plus 2.00%.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2022
+Added: (in thousands, except share and per share amounts)
+Added: Advances under the 2022 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 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 More 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 Investment Company Act of 1940, as amended, (iii) minimum shareholders’ equity of 60% of the Company’s net asset value as of the year ended December 31, 2021 plus 50% of the net cash proceeds of the sale of certain equity interests by the Company after April 27, 2022, if any, (iv) a minimum asset coverage ratio of not less than 150%, 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 More 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.
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.