3 unchanged sentences
(in thousands, except share and per share amounts)
−Removed: September 30,
2024 December 31,
11 unchanged sentences
Receivable due on investments sold and repaid 11,452 967
−Removed: Dividends receivable 82 1,275
Prepaid expenses and other assets 1,137 1,348
10 unchanged sentences
Shareholder distribution payable — 10,837
−Removed: Share repurchases payable 67 —
Total liabilities 1,105,215 1,122,161
14 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended
+Added: March 31, Year Ended
2024 2023 2023
−Removed: (unaudited) (unaudited) (unaudited) (unaudited)
+Added: (unaudited) (unaudited)
Investment income
5 unchanged sentences
Non-controlled, affiliated investments
−Removed: Paid-in-kind interest income 2,471 1,174 5,953 3,493 6,204
Interest income 1,519 2,474 7,068
−Removed: Dividend income 13 13 3,946 66 79
+Added: Paid-in-kind interest income 2,482 1,731 8,372
Fee income — 1,920 2,432
+Added: Dividend income 27 3,881 3,946
Controlled investments
Interest income 3,232 1,977 8,090
−Removed: Dividend income — — 4,250 — 1,275
−Removed: Fee income 1,050 — 1,050 — —
Paid-in-kind interest income — — 1,050
+Added: Fee income — — 1,391
+Added: Dividend income — 4,250 4,250
Total investment income 73,554 64,975 251,010
7 unchanged sentences
Net investment income before taxes 32,598 29,863 104,968
−Removed: Income tax (benefit) expense, including excise tax ( 237 ) 14 ( 114 ) 25 372
+Added: Income tax expense (benefit), including excise tax 5 5 ( 54 )
Net investment income after taxes 32,593 29,858 105,022
−Removed: Realized and unrealized gains (losses)
−Removed: Net realized (losses) gains on:
+Added: Realized and unrealized (losses) gains
+Added: Net realized losses on:
Non-controlled, non-affiliated investments ( 9,736 ) ( 4,525 ) ( 31,927 )
Non-controlled, affiliated investments — — —
−Removed: Foreign currency — ( 3 ) — ( 3 ) ( 3 )
+Added: Controlled investments — — —
Net realized losses ( 9,736 ) ( 4,525 ) ( 31,927 )
−Removed: Net change in unrealized appreciation (depreciation) on:
+Added: Net change in unrealized (depreciation) appreciation on:
Non-controlled, non-affiliated investments ( 6,517 ) ( 41,086 ) 15,658
1 unchanged sentence
Controlled investments ( 3,649 ) ( 5,002 ) 13,896
−Removed: Net change in unrealized appreciation (depreciation) 25,606 25,595 ( 7,366 ) ( 6,664 ) ( 5,314 )
−Removed: Net realized and unrealized gains (losses) 17,483 8,426 ( 38,942 ) ( 23,722 ) ( 38,064 )
−Removed: Net increase in net assets resulting from operations $ 47,473 $ 33,983 $ 44,322 $ 40,606 $ 50,141
+Added: Net change in unrealized (depreciation) appreciation ( 16,412 ) ( 56,378 ) 22,219
+Added: Net realized and unrealized losses ( 26,148 ) ( 60,903 ) ( 9,708 )
+Added: Net increase (decrease) in net assets resulting from operations $ 6,445 $ ( 31,045 ) $ 95,314
Per share information—basic and diluted
−Removed: Net increase in net assets per share resulting from operations $ 0.87 $ 0.60 $ 0.81 $ 0.71 $ 0.89
+Added: Net increase (decrease) in net assets per share resulting from operations $ 0.12 $ ( 0.56 ) $ 1.74
Net investment income per share $ 0.60 $ 0.54 $ 1.92
5 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended
+Added: March 31, Year Ended
2024 2023 2023
−Removed: (unaudited) (unaudited) (unaudited) (unaudited)
+Added: (unaudited) (unaudited)
Changes in net assets from operations:
1 unchanged sentence
Net realized loss on investments ( 9,736 ) ( 4,525 ) ( 31,927 )
−Removed: Net realized loss on foreign currency — ( 3 ) — ( 3 ) ( 3 )
−Removed: Net change in unrealized appreciation (depreciation) on investments 25,606 25,595 ( 7,366 ) ( 6,664 ) ( 5,314 )
−Removed: Net increase in net assets resulting from operations 47,473 33,983 44,322 40,606 50,141
+Added: Net change in unrealized (depreciation) appreciation on investments ( 16,412 ) ( 56,378 ) 22,219
+Added: Net increase (decrease) in net assets resulting from operations 6,445 ( 31,045 ) 95,314
Changes in net assets from shareholders' distributions:
4 unchanged sentences
Net decrease in net assets resulting from capital share transactions ( 4,670 ) ( 3,592 ) ( 11,518 )
−Removed: Total increase (decrease) in net assets 24,396 9,668 ( 22,874 ) ( 15,606 ) ( 46,878 )
+Added: Total decrease in net assets ( 16,504 ) ( 53,324 ) ( 4,071 )
Net assets at beginning of period 879,563 883,634 883,634
7 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended
+Added: March 31, Year Ended
2024 2023 2023
−Removed: (unaudited) (unaudited) (unaudited) (unaudited)
+Added: (unaudited) (unaudited)
Operating activities:
−Removed: Net increase in net assets resulting from operations $ 47,473 $ 33,983 $ 44,322 $ 40,606 $ 50,141
−Removed: Adjustments to reconcile net increase in net assets resulting from operations to net cash (used in) provided by operating activities:
+Added: Net increase (decrease) in net assets resulting from operations $ 6,445 $ ( 31,045 ) $ 95,314
+Added: Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net accretion of discount on investments ( 11,665 ) ( 4,342 ) ( 13,506 )
2 unchanged sentences
Paid-in-kind interest and dividends capitalized ( 9,531 ) ( 6,562 ) ( 31,739 )
−Removed: (Increase) decrease in short term investments, net ( 16,164 ) 4,540 ( 106,065 ) 78,112 77,048
+Added: Increase in short term investments, net ( 16,691 ) ( 55,457 ) ( 102,577 )
Proceeds from sale of investments 17,047 8,812 12,771
Net realized loss on investments 9,736 4,525 31,927
−Removed: Net change in unrealized (appreciation) depreciation on investments ( 25,606 ) ( 25,595 ) 7,366 6,664 5,314
+Added: Net change in unrealized depreciation (appreciation) on investments 16,412 56,378 ( 22,219 )
Amortization of debt issuance costs 1,254 895 4,073
9 unchanged sentences
Increase (decrease) in subordinated incentive fee on income payable 2,299 1,269 ( 450 )
−Removed: Increase (decrease) in share repurchase payable — 316 67 316 —
−Removed: Net cash (used in) provided by operating activities ( 6,857 ) 15,434 ( 42,549 ) ( 29,676 ) 35,278
+Added: Net cash provided by (used in) operating activities 96,353 308 ( 97,151 )
Financing activities:
4 unchanged sentences
Debt issuance costs paid — ( 3,033 ) ( 8,538 )
−Removed: Net cash provided by (used in) financing activities 2,147 ( 14,315 ) ( 33,385 ) 69,563 43,687
−Removed: Net (decrease) increase in cash ( 4,710 ) 1,119 ( 75,934 ) 39,887 78,965
+Added: Net cash (used in) provided by financing activities ( 56,286 ) 12,969 22,827
+Added: Net increase (decrease) in cash 40,067 13,277 ( 74,324 )
Cash, beginning of period 8,415 82,739 82,739
2 unchanged sentences
Cash paid for interest $ 24,703 $ 19,214 $ 79,032
−Removed: Supplemental non-cash financing activities:
+Added: Supplemental non-cash operating activities:
Restructuring of portfolio investment $ 31,043 $ 45,986 $ 118,256
3 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
2 unchanged sentences
Senior Secured First Lien Debt - 169.8 %
−Removed: Adapt Laser Acquisition, Inc.(s)(w) S+ 1100 , 1.00 % SOFR Floor
+Added: Adapt Laser Acquisition, Inc.(x) S+ 1000 , 1.00 % SOFR Floor
12/31/2025 Capital Equipment $ 10,765 $ 10,765 $ 11,088
−Removed: Adapt Laser Acquisition, Inc.(s)(w) S+ 1100 , 1.00 % SOFR Floor
+Added: Adapt Laser Acquisition, Inc.(x) S+ 1000 , 1.00 % SOFR Floor
12/31/2025 Capital Equipment 2,104 2,104 2,093
−Removed: Afore Insurance Services, LLC(m)(q)(w) S+ 600 , 1.00 % SOFR Floor
+Added: Afore Insurance Services, LLC(m)(r)(x) S+ 600 , 1.00 % SOFR Floor
3/24/2025 Banking, Finance, Insurance & Real Estate 4,583 4,583 4,583
−Removed: AHF Parent Holding, Inc.(n)(w) S+ 625 , 0.75 % SOFR Floor
+Added: AHF Parent Holding, Inc.(n)(x) S+ 625 , 0.75 % SOFR Floor
2/1/2028 Construction & Building 2,700 2,662 2,688
−Removed: Allen Media, LLC(n)(w) S+ 550 , 0.00 % SOFR Floor
+Added: Allen Media, LLC(n)(x) S+ 550 , 0.00 % SOFR Floor
2/10/2027 Media:
Diversified & Production 8,749 8,700 8,356
−Removed: ALM Media, LLC(m)(n)(w) S+ 600 , 1.00 % SOFR Floor
+Added: ALM Global, LLC(m)(n)(x) S+ 625 , 1.00 % SOFR Floor
2/21/2029 Media:
Advertising, Printing & Publishing 29,726 29,726 29,727
−Removed: American Clinical Solutions LLC(m)(s) Prime+ 700
+Added: ALM Global, LLC 0.50 % Unfunded
+Added: 2/21/2029 Media:
+Added: Advertising, Printing & Publishing 2,700 — —
+Added: American Clinical Solutions LLC(m)(t)(x) S+ 700 , 1.00 % SOFR Floor
6/30/2025 Healthcare & Pharmaceuticals 7,914 7,914 7,598
−Removed: American Health Staffing Group, Inc.(m)(u) S+ 600 , 1.00 % SOFR Floor
+Added: American Clinical Solutions LLC(p) 0.00 % Unfunded
+Added: 6/30/2025 Healthcare & Pharmaceuticals 3,500 — ( 140 )
+Added: American Family Care, LLC(m)(x) S+ 600 , 1.00 % SOFR Floor
+Added: 2/28/2029 Healthcare & Pharmaceuticals 13,636 13,636 13,636
+Added: American Family Care, LLC(x) S+ 600 , 1.00 % SOFR Floor
+Added: 2/28/2029 Healthcare & Pharmaceuticals 227 227 227
+Added: American Family Care, LLC 1.00 % Unfunded
+Added: 2/28/2026 Healthcare & Pharmaceuticals 4,545 — —
+Added: American Family Care, LLC 0.50 % Unfunded
+Added: 2/28/2029 Healthcare & Pharmaceuticals 1,591 — —
+Added: American Health Staffing Group, Inc.(m)(x) S+ 600 , 1.00 % SOFR Floor
11/19/2026 Services:
4 unchanged sentences
Business 3,333 ( 17 ) —
−Removed: American Teleconferencing Services, Ltd.(p) Prime+ 550
+Added: American Teleconferencing Services, Ltd.(q) Prime+ 550
4/7/2023 Telecommunications 3,116 3,116 140
−Removed: American Teleconferencing Services, Ltd.(o) 0.00 % Unfunded
+Added: American Teleconferencing Services, Ltd.(p) 0.00 % Unfunded
4/7/2023 Telecommunications 235 — —
−Removed: Ancile Solutions, Inc.(m)(s)(w) S+ 1000 , 1.00 % SOFR Floor
+Added: Ancile Solutions, Inc.(m)(x) S+ 1000 , 1.00 % SOFR Floor
6/11/2026 High Tech Industries 11,126 10,947 11,001
−Removed: Anthem Sports & Entertainment Inc.(m)(s)(w) S+ 950 , 1.00 % SOFR Floor
+Added: Anthem Sports & Entertainment Inc.(m)(t)(x) S+ 950 , 1.00 % SOFR Floor
11/15/2026 Media:
Diversified & Production 41,366 41,250 38,988
−Removed: Anthem Sports & Entertainment Inc.(s)(w) S+ 950 , 1.00 % SOFR Floor
+Added: Anthem Sports & Entertainment Inc.(t)(x) S+ 950 , 1.00 % SOFR Floor
11/15/2026 Media:
4 unchanged sentences
Diversified & Production 167 — ( 10 )
−Removed: Appalachian Resource Company, LLC(v) S+ 500 , 1.00 % SOFR Floor
+Added: Appalachian Resource Company, LLC(w) S+ 500 , 1.00 % SOFR Floor
9/30/2024 Metals & Mining 11,137 11,129 10,804
−Removed: Appalachian Resource Company, LLC(v) S+ 1000 , 1.00 % SOFR Floor
+Added: Appalachian Resource Company, LLC(w) S+ 1000 , 1.00 % SOFR Floor
9/15/2024 Metals & Mining 5,000 5,000 5,000
−Removed: Archer Systems, LLC(m)(w) S+ 600 , 1.00 % SOFR Floor
−Removed: 8/11/2027 Services:
−Removed: Business 18,836 18,680 18,906
−Removed: Archer Systems, LLC 0.50 % Unfunded
−Removed: 8/11/2027 Services:
−Removed: Business 1,905 ( 15 ) 7
−Removed: Associated Asphalt Partners, LLC(m)(n)(u) L+ 525 , 1.00 % LIBOR Floor
−Removed: 4/5/2024 Construction & Building 14,135 14,065 12,492
Atlas Supply LLC 11.00 % 4/29/2025 Healthcare & Pharmaceuticals 5,000 5,000 4,400
−Removed: Avison Young (USA) Inc.(m)(w) S+ 650 , 0.00 % SOFR Floor
+Added: Avison Young (Canada) Inc./Avison Young (USA) Inc.(m)(x) S+ 800 , 2.00 % SOFR Floor
3/12/2029 Banking, Finance, Insurance & Real Estate 8,178 8,178 7,749
−Removed: BDS Solutions Intermediateco, LLC(m)(w) S+ 700 , 1.00 % SOFR Floor
+Added: Avison Young (Canada) Inc./Avison Young (USA) Inc.(x) S+ 800 , 2.00 % SOFR Floor
+Added: 3/12/2029 Banking, Finance, Insurance & Real Estate 2,795 2,795 2,494
+Added: Avison Young (Canada) Inc./Avison Young (USA) Inc.(x) S+ 750 , 2.00 % SOFR Floor
+Added: 3/12/2028 Banking, Finance, Insurance & Real Estate 3,320 3,221 3,320
+Added: BDS Solutions Intermediateco, LLC(m)(x) S+ 700 , 1.00 % SOFR Floor
2/7/2027 Services:
Business 19,841 19,602 19,270
−Removed: BDS Solutions Intermediateco, LLC(w) S+ 700 , 1.00 % SOFR Floor
+Added: BDS Solutions Intermediateco, LLC(x) S+ 700 , 1.00 % SOFR Floor
2/7/2027 Services:
3 unchanged sentences
Business 2,095 ( 73 ) ( 60 )
−Removed: Berlitz Holdings, Inc.(v) S+ 900 , 1.00 % SOFR Floor
+Added: Berlitz Holdings, Inc.(w) S+ 900 , 1.00 % SOFR Floor
2/14/2025 Services:
Business 13,800 13,438 13,267
−Removed: Bradshaw International Parent Corp.(m)(v) S+ 575 , 1.00 % SOFR Floor
−Removed: 10/21/2027 Consumer Goods:
−Removed: Durable 12,899 12,656 12,673
−Removed: Bradshaw International Parent Corp.
−Removed: 0.50 % Unfunded
−Removed: 10/21/2026 Consumer Goods:
−Removed: Durable 1,844 ( 29 ) ( 32 )
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: Cabi, LLC(m)(v) S+ 450 , 2.00 % SOFR Floor
+Added: Bradshaw International Parent Corp.(m)(w) S+ 575 , 1.00 % SOFR Floor
+Added: 10/21/2027 Consumer Goods:
+Added: Durable 12,860 12,645 12,860
+Added: Bradshaw International Parent Corp.
+Added: 1.00 % Unfunded
+Added: 10/21/2026 Consumer Goods:
+Added: Durable 1,844 ( 24 ) —
+Added: Cabi, LLC(j)(m)(w) S+ 450 , 1.00 % SOFR Floor
2/28/2027 Retail 16,477 16,315 16,394
−Removed: Cadence Aerospace, LLC(m)(n)(w) S+ 650 , 1.00 % SOFR Floor
−Removed: 11/14/2024 Aerospace & Defense 12,697 12,663 12,681
−Removed: Carestream Health, Inc.(n)(q)(w) S+ 750 , 1.00 % SOFR Floor
+Added: Carestream Health, Inc.(n)(r)(x) S+ 750 , 1.00 % SOFR Floor
9/30/2027 Healthcare & Pharmaceuticals 11,432 10,458 11,432
−Removed: Celerity Acquisition Holdings, LLC(m)(w) S+ 850 , 1.00 % SOFR Floor
−Removed: 5/28/2026 Services:
−Removed: Business 15,963 15,940 15,963
−Removed: Cennox, Inc.(m)(s)(w) S+ 625 , 1.00 % SOFR Floor
+Added: Celerity Acquisition Holdings, LLC(m)(t)(x) S+ 1000 , 1.00 % SOFR Floor
5/28/2026 Services:
Business 16,278 16,259 16,278
−Removed: Cennox, Inc.(m)(n)(s)(w) S+ 625 , 1.00 % SOFR Floor
+Added: Cennox, Inc.(m)(t)(x) S+ 625 , 1.00 % SOFR Floor
5/4/2026 Services:
Business 22,382 22,381 22,354
−Removed: Cennox, Inc.(s)(w) S+ 625 , 1.00 % SOFR Floor
+Added: Cennox, Inc.(m)(n)(t)(x) S+ 625 , 1.00 % SOFR Floor
5/4/2026 Services:
Business 11,441 11,438 11,427
−Removed: 1.00 % Unfunded
+Added: Cennox, Inc.(t)(x) S+ 625 , 1.00 % SOFR Floor
5/4/2026 Services:
Business 2,987 2,987 2,983
−Removed: CION/EagleTree Partners, LLC(h)(r)(s) 14.00 % 12/21/2026 Diversified Financials 54,827 54,827 54,827
−Removed: Community Tree Service, LLC(m)(w) S+ 1100 , 1.00 % SOFR Floor
+Added: CION/EagleTree Partners, LLC(h)(s)(t) 14.00 % 12/21/2026 Diversified Financials 59,598 59,598 59,598
+Added: Community Tree Service, LLC(m)(t)(x) S+ 1100 , 1.00 % SOFR Floor
6/17/2027 Construction & Building 11,608 11,608 11,667
−Removed: Country Fresh Holdings, LLC(p)(w) Prime+ 600
+Added: Country Fresh Holdings, LLC(q) Prime+ 600
4/30/2024 Beverage, Food & Tobacco 844 645 11
−Removed: Country Fresh Holdings, LLC(p)(w) Prime+ 600
+Added: Country Fresh Holdings, LLC(q) Prime+ 600
4/30/2024 Beverage, Food & Tobacco 342 268 5
−Removed: Coyote Buyer, LLC(m)(n)(w) S+ 600 , 1.00 % SOFR Floor
−Removed: 2/6/2026 Chemicals, Plastics & Rubber 33,775 33,650 33,522
−Removed: Coyote Buyer, LLC(n)(w) S+ 800 , 1.00 % SOFR Floor
−Removed: 8/6/2026 Chemicals, Plastics & Rubber 6,078 6,009 6,078
−Removed: Coyote Buyer, LLC(w) S+ 600 , 1.00 % SOFR Floor
−Removed: 2/6/2025 Chemicals, Plastics & Rubber 1,750 1,750 1,737
−Removed: Coyote Buyer, LLC 0.50 % Unfunded
−Removed: 2/6/2025 Chemicals, Plastics & Rubber 750 — ( 6 )
−Removed: Critical Nurse Staffing, LLC(m)(w) S+ 575 , 1.00 % SOFR Floor
−Removed: 11/1/2026 Healthcare & Pharmaceuticals 12,830 12,830 12,830
−Removed: Critical Nurse Staffing, LLC(m)(w) S+ 575 , 1.00 % SOFR Floor
+Added: Critical Nurse Staffing, LLC(m)(x) S+ 650 , 1.00 % SOFR Floor
11/1/2026 Healthcare & Pharmaceuticals 12,764 12,764 12,764
−Removed: Critical Nurse Staffing, LLC 1.00 % Unfunded
+Added: Critical Nurse Staffing, LLC(m)(x) S+ 650 , 1.00 % SOFR Floor
11/1/2026 Healthcare & Pharmaceuticals 986 986 986
1 unchanged sentence
11/1/2026 Healthcare & Pharmaceuticals 1,000 — —
−Removed: David's Bridal, LLC(m)(r)(s)(u)(w) S+ 650 , 0.00 % SOFR Floor
+Added: David's Bridal, LLC(s)(x) S+ 600 , 0.00 % SOFR Floor
12/21/2027 Retail 16,834 16,834 16,623
−Removed: Deluxe Entertainment Services, Inc.(m)(p)(q)(s)(w) Prime+ 550
+Added: David's Bridal, LLC(m)(s)(x) S+ 650 , 0.00 % SOFR Floor
+Added: 12/21/2027 Retail 22,050 22,050 21,831
+Added: Deluxe Entertainment Services, Inc.(m)(q)(r)(t) Prime+ 550
3/25/2024 Media:
Diversified & Production 2,621 2,531 85
−Removed: Dermcare Management, LLC(m)(v) S+ 600 , 1.00 % SOFR Floor
−Removed: 4/22/2028 Healthcare & Pharmaceuticals 9,285 9,128 9,285
−Removed: Dermcare Management, LLC(m)(v) S+ 600 , 1.00 % SOFR Floor
+Added: Dermcare Management, LLC(m)(w) S+ 575 , 1.00 % SOFR Floor
4/22/2028 Healthcare & Pharmaceuticals 9,238 9,098 9,238
−Removed: Dermcare Management, LLC (v) S+ 600 , 1.00 % SOFR Floor
+Added: Dermcare Management, LLC(m)(w) S+ 575 , 1.00 % SOFR Floor
4/22/2028 Healthcare & Pharmaceuticals 4,193 4,127 4,193
−Removed: Dermcare Management, LLC 0.50 % Unfunded
+Added: Dermcare Management, LLC (w) S+ 575 , 1.00 % SOFR Floor
4/22/2028 Healthcare & Pharmaceuticals 896 896 896
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands)
−Removed: Portfolio Company(a) Interest(b) Maturity Industry Principal/
−Removed: Units(e) Cost(d) Fair
Dermcare Management, LLC 0.50 % Unfunded
4/22/2028 Healthcare & Pharmaceuticals 448 — —
−Removed: Emerald Technologies (U.S.) Acquisitionco, Inc.(n)(w) S+ 625 , 1.00 % SOFR Floor
+Added: Emerald Technologies (U.S.) Acquisitionco, Inc.(n)(x) S+ 625 , 1.00 % SOFR Floor
12/29/2027 Services:
Business 2,850 2,810 2,622
−Removed: Entertainment Studios P&A LLC(m)(w) S+ 900 , 1.00 % SOFR Floor
+Added: Entertainment Studios P&A LLC(m)(x) S+ 900 , 1.00 % SOFR Floor
9/28/2027 Media:
2 unchanged sentences
Diversified & Production — — 265
−Removed: ESP Associates, Inc.(m)(w) S+ 650 , 1.50 % SOFR Floor
+Added: ESP Associates, Inc.(m)(x) S+ 650 , 1.50 % SOFR Floor
7/24/2028 Construction & Building 8,663 8,507 8,576
2 unchanged sentences
7/24/2028 Construction & Building 1,316 ( 26 ) ( 13 )
−Removed: Flatworld Intermediate Corp.(n)(w) S+ 700 , 1.00 % SOFR Floor
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments (unaudited)
+Added: March 31, 2024
+Added: (in thousands)
+Added: Portfolio Company(a) Interest(b) Maturity Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: Flatworld Intermediate Corp.(n)(x) S+ 700 , 1.00 % SOFR Floor
10/3/2027 Services:
4 unchanged sentences
Business 5,865 — —
−Removed: Fluid Control II Inc.(m)(w) S+ 650 , 1.00 % SOFR Floor
+Added: Fluid Control II Inc.(m)(x) S+ 650 , 1.00 % SOFR Floor
8/3/2029 Chemicals, Plastics & Rubber 13,202 13,202 13,153
2 unchanged sentences
8/3/2029 Chemicals, Plastics & Rubber 1,765 — ( 7 )
−Removed: FuseFX, LLC(m)(n)(s)(v) S+ 600 , 1.00 % SOFR Floor
+Added: FuseFX, LLC(m)(n)(t)(w) S+ 600 , 1.00 % SOFR Floor
9/30/2026 Media:
Diversified & Production 19,987 19,944 19,437
−Removed: Future Pak, LLC(m)(v) S+ 900 , 4.00 % SOFR Floor
+Added: Future Pak, LLC(m)(w) S+ 900 , 4.00 % SOFR Floor
9/22/2026 Healthcare & Pharmaceuticals 18,070 18,070 18,070
−Removed: Gold Medal Holdings, Inc.(m)(v) S+ 700 , 1.00 % SOFR Floor
+Added: Gold Medal Holdings, Inc.(m)(w) S+ 700 , 1.00 % SOFR Floor
3/17/2027 Environmental Industries 15,297 15,188 15,297
−Removed: GSC Technologies Inc.(q)(v) S+ 500 , 1.00 % SOFR Floor
+Added: GSC Technologies Inc.(r)(w) S+ 500 , 1.00 % SOFR Floor
9/30/2025 Chemicals, Plastics & Rubber 2,093 2,052 1,998
−Removed: GSC Technologies Inc.(q)(s)(v) S+ 500 , 1.00 % SOFR Floor
+Added: GSC Technologies Inc.(r)(t)(w) S+ 500 , 1.00 % SOFR Floor
9/30/2025 Chemicals, Plastics & Rubber 1,034 1,015 977
−Removed: Lochner, Inc.(m)(w) S+ 675 , 1.00 % SOFR Floor
+Added: Lochner, Inc.(m)(x) S+ 675 , 1.00 % SOFR Floor
7/2/2027 Construction & Building 10,295 10,053 10,295
−Removed: Lochner, Inc.(m)(w) S+ 625 , 1.00 % SOFR Floor
+Added: Lochner, Inc.(m)(x) S+ 625 , 1.00 % SOFR Floor
7/2/2027 Construction & Building 8,738 8,687 8,738
−Removed: Lochner, Inc.(w) S+ 625 , 1.00 % SOFR Floor
+Added: Lochner, Inc.(m)(x) S+ 675 , 1.00 % SOFR Floor
7/2/2027 Construction & Building 2,536 2,466 2,504
+Added: Lochner, Inc.(x) S+ 625 , 1.00 % SOFR Floor
+Added: 7/2/2027 Construction & Building 1,464 1,414 1,464
Lochner, Inc.
1 unchanged sentence
7/2/2027 Construction & Building 536 — —
−Removed: Harland Clarke Holdings Corp.(m)(w) S+ 775 , 1.00 % SOFR Floor
−Removed: 6/16/2026 Media:
−Removed: Advertising, Printing & Publishing 9,186 9,181 8,853
−Removed: Heritage Power, LLC Prime+ 500
+Added: Heritage Power, LLC(x) S+ 550 , 1.00 % SOFR Floor
7/20/2026 Energy:
Oil & Gas 1,159 1,159 1,159
−Removed: Hilliard, Martinez & Gonzales, LLP(m)(s)(v) S+ 1200 , 2.00 % SOFR Floor
+Added: Hilliard, Martinez & Gonzales, LLP(m)(t)(w) S+ 1200 , 2.00 % SOFR Floor
9/16/2024 Services:
Consumer 25,872 25,855 25,613
−Removed: Hollander Intermediate LLC(m)(v) S+ 875 , 2.00 % SOFR Floor
+Added: Hollander Intermediate LLC(m)(w) S+ 875 , 3.00 % SOFR Floor
9/19/2026 Consumer Goods:
Durable 16,846 16,519 16,173
−Removed: Homer City Generation, L.P.(m)(p)(s) 15.00 % 10/16/2023 Energy:
−Removed: Oil & Gas 12,919 12,024 8,559
−Removed: Homer City Generation, L.P.(s) 17.00 % 10/16/2023 Energy:
+Added: Homer City Generation, L.P.(m)(q)(t) 15.00 % 4/16/2024 Energy:
Oil & Gas 13,667 12,024 9,225
−Removed: Homer City Generation, L.P.(o) 0.00 % Unfunded
−Removed: 10/16/2023 Energy:
+Added: Homer City Generation, L.P.(t) 17.00 % 4/16/2024 Energy:
Oil & Gas 2,226 2,226 2,226
−Removed: Hudson Hospital Opco, LLC(m)(n)(v) S+ 800 , 3.00 % SOFR Floor
+Added: Hudson Hospital Opco, LLC(w)(z) S+ 800 , 3.00 % SOFR Floor
11/4/2023 Healthcare & Pharmaceuticals 2,186 2,176 2,060
−Removed: HUMC Holdco, LLC(m)(v) S+ 800 , 3.00 % SOFR Floor
+Added: HUMC Holdco, LLC(w)(z) S+ 800 , 3.00 % SOFR Floor
11/4/2023 Healthcare & Pharmaceuticals 7,780 7,780 7,780
−Removed: HW Acquisition, LLC(m) Prime+ 500
+Added: HW Acquisition, LLC(m)(t) Prime+ 500
9/28/2026 Capital Equipment 18,781 18,677 15,564
3 unchanged sentences
9/28/2026 Capital Equipment — 15 —
−Removed: ICA Foam Holdings, LLC(m)(w) S+ 725 , 1.00 % SOFR Floor
+Added: ICA Foam Holdings, LLC(m)(x) S+ 725 , 1.00 % SOFR Floor
11/5/2025 Containers, Packaging & Glass 19,026 18,815 18,455
−Removed: IJKG Opco LLC(m)(n)(v) S+ 800 , 3.00 % SOFR Floor
+Added: IJKG Opco LLC(w)(z) S+ 800 , 3.00 % SOFR Floor
11/4/2023 Healthcare & Pharmaceuticals 1,457 1,443 1,373
−Removed: Inotiv, Inc.(m)(x) S+ 675 , 1.00 % SOFR Floor
+Added: Inotiv, Inc.(m)(t)(y) S+ 675 , 1.00 % SOFR Floor
11/5/2026 Healthcare & Pharmaceuticals 16,311 16,129 15,801
−Removed: Instant Web, LLC(q)(s)(v) S+ 700 , 1.00 % SOFR Floor
+Added: Instant Web, LLC(r)(t)(w) S+ 700 , 1.00 % SOFR Floor
2/25/2027 Media:
3 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: Instant Web, LLC(q)(s)(v) S+ 650 , 1.00 % SOFR Floor
+Added: Instant Web, LLC(r)(t)(w) S+ 650 , 1.00 % SOFR Floor
2/25/2027 Media:
Advertising, Printing & Publishing 2,996 2,996 2,936
−Removed: Instant Web, LLC(q)(s) Prime+ 375 , 4.00 % Prime Floor
+Added: Instant Web, LLC(r)(t) Prime+ 375 , 4.00 % Prime Floor
2/25/2027 Media:
Advertising, Printing & Publishing 512 512 528
−Removed: Instant Web, LLC(q)(s) S+ 650 , 1.00 % SOFR Floor
+Added: Instant Web, LLC(r)(w) S+ 650 , 1.00 % SOFR Floor
2/25/2027 Media:
Advertising, Printing & Publishing 1,515 1,515 1,482
−Removed: Instant Web, LLC(q) 0.50 % Unfunded
+Added: Instant Web, LLC(r) 0.50 % Unfunded
2/25/2027 Media:
Advertising, Printing & Publishing 1,731 — ( 37 )
−Removed: Invincible Boat Company LLC(m)(w) S+ 650 , 1.50 % SOFR Floor
+Added: Invincible Boat Company LLC(m)(x) S+ 650 , 1.50 % SOFR Floor
8/28/2025 Consumer Goods:
Durable 13,475 13,422 13,475
−Removed: Invincible Boat Company LLC(w) S+ 650 , 1.50 % SOFR Floor
+Added: Invincible Boat Company LLC(x) S+ 650 , 1.50 % SOFR Floor
8/28/2025 Consumer Goods:
3 unchanged sentences
Durable 718 — —
−Removed: INW Manufacturing, LLC(n)(w) S+ 575 , 0.75 % SOFR Floor
+Added: INW Manufacturing, LLC(n)(x) S+ 575 , 0.75 % SOFR Floor
3/25/2027 Services:
Business 17,500 17,195 16,166
−Removed: Ironhorse Purchaser, LLC(n)(w) S+ 650 , 1.00 % SOFR Floor
+Added: Ironhorse Purchaser, LLC(n)(x) S+ 650 , 1.00 % SOFR Floor
9/30/2027 Services:
Business 7,036 6,982 7,036
−Removed: Ironhorse Purchaser, LLC(w) S+ 650 , 1.00 % SOFR Floor
+Added: Ironhorse Purchaser, LLC(x) S+ 650 , 1.00 % SOFR Floor
9/30/2027 Services:
Business 2,015 2,001 2,015
−Removed: Ironhorse Purchaser, LLC(w) S+ 650 , 1.00 % SOFR Floor
+Added: Ironhorse Purchaser, LLC(x) S+ 650 , 1.00 % SOFR Floor
9/30/2027 Services:
3 unchanged sentences
Business 408 — —
−Removed: Isagenix International, LLC(q)(s)(w) S+ 550 , 1.00 % SOFR Floor
+Added: Isagenix International, LLC(r)(t)(x) S+ 550 , 1.00 % SOFR Floor
4/14/2028 Beverage, Food & Tobacco 8,770 8,770 8,540
−Removed: Jenny C Acquisition, Inc.(p)(w) S+ 900 , 1.75 % SOFR Floor
−Removed: 10/1/2024 Services:
−Removed: Consumer 11,789 — —
−Removed: Jenny C Acquisition, Inc.(p)(v) S+ 900 , 1.75 % SOFR Floor
+Added: Jenny C Acquisition, Inc.(q)(x) S+ 900 , 1.75 % SOFR Floor
10/1/2024 Services:
Consumer 534 534 131
−Removed: JP Intermediate B, LLC(m)(w) S+ 550 , 1.00 % SOFR Floor
+Added: JP Intermediate B, LLC(m)(x) S+ 550 , 1.00 % SOFR Floor
8/21/2027 Beverage, Food & Tobacco 35,197 18,921 28,114
−Removed: K&N Parent, Inc.(m)(s)(v) S+ 525 , 1.00 % SOFR Floor
+Added: K&N Parent, Inc.(m)(t)(w) S+ 825 , 1.00 % SOFR Floor
8/16/2027 Consumer Goods:
Durable 5,509 5,510 5,302
−Removed: K&N Parent, Inc.(m)(v) S+ 800 , 1.00 % SOFR Floor
+Added: K&N Parent, Inc.(m)(w) S+ 800 , 1.00 % SOFR Floor
2/16/2027 Consumer Goods:
Durable 4,220 4,100 4,363
−Removed: Klein Hersh, LLC(m)(s)(v) S+ 1120 , 0.50 % SOFR Floor
+Added: KeyImpact Holdings, Inc.(m)(x) S+ 650 , 1.00 % SOFR Floor
+Added: 1/31/2029 Beverage, Food & Tobacco 24,123 24,123 24,123
+Added: Klein Hersh, LLC(m)(t)(w) S+ 1111 , 0.50 % SOFR Floor
4/27/2027 Services:
Business 22,672 22,672 19,356
−Removed: KNB Holdings Corp.(m)(p)(u) L+ 550 , 1.00 % LIBOR Floor
+Added: KNB Holdings Corp.(m)(q)(v) L+ 550 , 1.00 % LIBOR Floor
4/26/2024 Consumer Goods:
Durable 7,634 7,387 229
−Removed: LAV Gear Holdings, Inc.(m)(n)(w) S+ 628 , 1.00 % SOFR Floor
+Added: LAV Gear Holdings, Inc.(m)(n)(x) S+ 628 , 1.00 % SOFR Floor
10/31/2025 Services:
Business 27,523 27,455 27,420
−Removed: LAV Gear Holdings, Inc.(m)(n)(w) S+ 628 , 1.00 % SOFR Floor
+Added: LAV Gear Holdings, Inc.(m)(n)(x) S+ 628 , 1.00 % SOFR Floor
10/31/2025 Services:
Business 4,515 4,508 4,498
−Removed: LGC US Finco, LLC(m)(v) S+ 650 , 1.00 % SOFR Floor
+Added: LGC US Finco, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
12/20/2025 Capital Equipment 11,164 11,015 11,164
−Removed: Lift Brands, Inc.(m)(n)(q)(v) S+ 750 , 1.00 % SOFR Floor
+Added: Lift Brands, Inc.(m)(n)(r)(w) S+ 750 , 1.00 % SOFR Floor
6/29/2025 Services:
Consumer 22,991 22,991 22,991
−Removed: Lift Brands, Inc.(m)(n)(q)(s) 9.50 % 6/29/2025 Services:
+Added: Lift Brands, Inc.(n)(r)(t) 9.50 % 6/29/2025 Services:
Consumer 6,198 6,163 5,966
−Removed: Lift Brands, Inc.(m)(n)(q)(s) 9.50 % 6/29/2025 Services:
+Added: Lift Brands, Inc.(n)(r)(t) 9.50 % 6/29/2025 Services:
Consumer 7,084 6,874 6,546
−Removed: MacNeill Pride Group Corp.(m)(w) S+ 625 , 1.00 % SOFR Floor
+Added: MacNeill Pride Group Corp.(m)(x) S+ 625 , 1.00 % SOFR Floor
4/22/2026 Services:
Consumer 17,007 16,952 16,901
−Removed: MacNeill Pride Group Corp.(m)(w) S+ 625 , 1.00 % SOFR Floor
+Added: MacNeill Pride Group Corp.(m)(x) S+ 625 , 1.00 % SOFR Floor
4/22/2026 Services:
6 unchanged sentences
13.00 % 8/20/2026 Healthcare & Pharmaceuticals 10,081 10,039 10,081
−Removed: Medplast Holdings, Inc.(v) S+ 375 , 0.00 % SOFR Floor
+Added: Medplast Holdings, Inc.(m)(u) L+ 375 , 0.00 % LIBOR Floor
7/2/2025 Healthcare & Pharmaceuticals 4,948 4,814 4,940
−Removed: Mimeo.com, Inc.(m)(w) L+ 660 , 1.00 % LIBOR Floor
+Added: Mimeo.com, Inc.(m)(x) S+ 640 , 1.00 % SOFR Floor
12/21/2024 Media:
Advertising, Printing & Publishing 21,466 21,466 21,466
−Removed: Mimeo.com, Inc.(w) L+ 660 , 1.00 % LIBOR Floor
+Added: Mimeo.com, Inc.(x) S+ 640 , 1.00 % SOFR Floor
12/21/2024 Media:
4 unchanged sentences
Advertising, Printing & Publishing 2,500 — —
−Removed: Moss Holding Company(m)(n)(w) S+ 625 , 1.00 % SOFR Floor
+Added: Moss Holding Company(m)(n)(x) S+ 625 , 1.00 % SOFR Floor
10/17/2026 Services:
3 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
7 unchanged sentences
Business 2,126 — —
−Removed: NewsCycle Solutions, Inc.(m)(n)(w) S+ 700 , 1.00 % SOFR Floor
+Added: NewsCycle Solutions, Inc.(m)(n)(x) S+ 700 , 1.00 % SOFR Floor
4/27/2024 Media:
Advertising, Printing & Publishing 12,286 12,285 11,057
−Removed: NWN Parent Holdings LLC(m)(w) S+ 900 , 1.00 % SOFR Floor
−Removed: 5/7/2026 High Tech Industries 12,604 12,539 12,541
−Removed: NWN Parent Holdings LLC 0.50 % Unfunded
−Removed: 5/7/2026 High Tech Industries 1,800 ( 13 ) ( 9 )
−Removed: OpCo Borrower, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
+Added: Nova Compression, LLC(m)(t)(w) S+ 1050 , 2.00 % SOFR Floor
+Added: 10/13/2027 Energy:
+Added: Oil & Gas 27,316 27,316 27,316
+Added: Nova Compression, LLC(t)(w) S+ 1050 , 2.00 % SOFR Floor
+Added: 10/13/2027 Energy:
+Added: Oil & Gas 657 657 657
+Added: Nova Compression, LLC 1.00 % Unfunded
+Added: 10/13/2024 Energy:
+Added: Oil & Gas 2,609 1 —
+Added: NTM Acquisition Corp.(m)(x) S+ 675 , 1.00 % SOFR Floor
+Added: 6/18/2026 Hotel, Gaming & Leisure 24,938 24,938 24,939
+Added: OpCo Borrower, LLC(m)(x) S+ 650 , 1.00 % SOFR Floor
8/19/2027 Healthcare & Pharmaceuticals 10,827 10,740 10,935
1 unchanged sentence
8/19/2027 Healthcare & Pharmaceuticals 1,042 — —
−Removed: Optio Rx, LLC(m)(n)(v) L+ 700 , 0.00 % LIBOR Floor
−Removed: 6/28/2024 Healthcare & Pharmaceuticals 15,585 15,566 15,526
Optio Rx, LLC(n)(v) L+ 1200 , 0.00 % LIBOR Floor
6/28/2024 Healthcare & Pharmaceuticals 2,480 2,479 2,514
−Removed: Pentec Acquisition Corp.(m)(v) S+ 600 , 1.00 % SOFR Floor
+Added: Optio Rx, LLC(v) L+ 900 , 0.00 % LIBOR Floor
6/28/2024 Healthcare & Pharmaceuticals 2,500 2,500 2,500
+Added: Optio Rx, LLC(m)(n)(v) L+ 900 , 0.00 % LIBOR Floor
+Added: 6/28/2024 Healthcare & Pharmaceuticals 15,366 15,360 15,251
PH Beauty Holdings III.
−Removed: Inc.(m)(w) S+ 500 , 0.00 % SOFR Floor
+Added: Inc.(m)(x) S+ 500 , 0.00 % SOFR Floor
9/28/2025 Consumer Goods:
Non-Durable 9,450 9,236 9,356
−Removed: Playboy Enterprises, Inc.(h)(n)(x) S+ 425 , 0.50 % SOFR Floor
+Added: Playboy Enterprises, Inc.(h)(n)(t)(y) S+ 425 , 0.50 % SOFR Floor
5/25/2027 Consumer Goods:
Non-Durable 19,856 19,560 19,161
−Removed: PRA Acquisition, LLC(n)(w) S+ 650 , 1.00 % SOFR Floor
+Added: PRA Acquisition, LLC(n)(x) S+ 650 , 1.00 % SOFR Floor
5/12/2028 Hotel, Gaming & Leisure 19,850 19,850 19,701
−Removed: Project Castle, Inc.(m)(w) S+ 550 , 0.50 % SOFR Floor
−Removed: 6/1/2029 Capital Equipment 7,910 7,183 7,060
−Removed: Donnelley & Sons Company S+ 725 , 0.75 % SOFR Floor
−Removed: 3/22/2028 Media:
−Removed: Advertising, Printing & Publishing 12,007 11,975 12,029
−Removed: RA Outdoors, LLC(m)(w) S+ 675 , 1.00 % SOFR Floor
−Removed: 4/8/2026 Media:
−Removed: Diversified & Production 10,979 10,979 10,979
−Removed: RA Outdoors, LLC(w) S+ 675 , 1.00 % SOFR Floor
+Added: RA Outdoors, LLC(m)(x) S+ 675 , 1.00 % SOFR Floor
4/8/2026 Media:
Diversified & Production 10,979 10,979 10,979
−Removed: RA Outdoors, LLC 0.50 % Unfunded
+Added: RA Outdoors, LLC(m)(x) S+ 675 , 1.00 % SOFR Floor
4/8/2026 Media:
Diversified & Production 1,049 980 1,049
−Removed: Retail Services WIS Corp.(m)(w) S+ 835 , 1.00 % SOFR Floor
+Added: Retail Services WIS Corp.(m)(x) S+ 835 , 1.00 % SOFR Floor
5/20/2025 Services:
Business 8,921 8,814 8,832
−Removed: Hilliard, L.L.P.(m)(s)(v) S+ 1200 , 2.00 % SOFR Floor
+Added: Riddell, Inc.
+Added: / All American Sports Corp.(m)(x) S+ 600 , 1.00 % SOFR Floor
3/29/2029 Services:
Consumer 16,364 16,036 16,036
−Removed: Rogers Mechanical Contractors, LLC(m)(s)(x) S+ 800 , 1.00 % SOFR Floor
+Added: Riddell, Inc.
+Added: / All American Sports Corp.
+Added: 1.00 % Unfunded
+Added: 9/29/2026 Services:
+Added: Consumer 1,636 — ( 33 )
+Added: Hilliard, L.L.P.(m)(t)(w) S+ 1200 , 2.00 % SOFR Floor
+Added: 9/16/2024 Services:
+Added: Consumer 2,146 2,146 2,125
+Added: Rogers Mechanical Contractors, LLC(m)(y) S+ 625 , 1.00 % SOFR Floor
9/9/2025 Construction & Building 16,438 16,404 16,438
−Removed: Rogers Mechanical Contractors, LLC(m)(s)(x) S+ 800 , 1.00 % SOFR Floor
+Added: Rogers Mechanical Contractors, LLC(y) S+ 625 , 1.00 % SOFR Floor
9/9/2025 Construction & Building 869 869 869
1 unchanged sentence
9/9/2025 Construction & Building 3,365 ( 34 ) —
−Removed: RumbleOn, Inc.(m)(s)(w) S+ 875 , 1.00 % SOFR Floor
+Added: Rogers Mechanical Contractors, LLC 0.75 % Unfunded
+Added: 9/9/2025 Construction & Building 2,885 ( 10 ) —
+Added: RumbleOn, Inc.(m)(t)(x) S+ 875 , 1.00 % SOFR Floor
8/31/2026 Automotive 8,651 8,288 8,392
−Removed: RumbleOn, Inc.(m)(s)(w) S+ 875 , 1.00 % SOFR Floor
+Added: RumbleOn, Inc.(m)(t)(x) S+ 875 , 1.00 % SOFR Floor
8/31/2026 Automotive 2,611 2,598 2,532
−Removed: Securus Technologies Holdings, Inc.(m)(u) L+ 450 , 1.00 % LIBOR Floor
+Added: Securus Technologies Holdings, Inc.(m)(t)(x) S+ 489 , 1.00 % SOFR Floor
11/1/2024 Telecommunications 3,895 3,725 3,383
−Removed: Sequoia Healthcare Management, LLC(m)(n) 12.75 % 11/4/2023 Healthcare & Pharmaceuticals 8,525 8,510 7,758
−Removed: Service Compression, LLC(m)(s)(v) S+ 1000 , 1.00 % SOFR Floor
−Removed: 5/6/2027 Energy:
−Removed: Oil & Gas 23,325 23,020 25,541
−Removed: Service Compression, LLC(m)(s)(v) S+ 1000 , 1.00 % SOFR Floor
−Removed: 5/6/2027 Energy:
−Removed: Oil & Gas 7,000 6,908 7,665
−Removed: Service Compression, LLC 0.50 % Unfunded
−Removed: 5/6/2025 Energy:
−Removed: Oil & Gas 419 — 40
−Removed: Sleep Opco, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
+Added: Sequoia Healthcare Management, LLC(z) 12.75 % 11/4/2023 Healthcare & Pharmaceuticals 8,525 8,536 6,309
+Added: Sleep Opco, LLC(m)(x) S+ 650 , 1.00 % SOFR Floor
10/12/2026 Retail 13,600 13,457 13,600
−Removed: Sleep Opco, LLC(m)(w) S+ 700 , 1.00 % SOFR Floor
+Added: Sleep Opco, LLC(m)(x) S+ 700 , 1.00 % SOFR Floor
10/12/2026 Retail 396 384 400
+Added: Sleep Opco, LLC(x) S+ 650 , 1.00 % SOFR Floor
+Added: 10/12/2026 Retail 200 201 200
Sleep Opco, LLC 0.50 % Unfunded
10/12/2026 Retail 1,550 ( 18 ) —
+Added: Spectrum Group Buyer, Inc.(x) S+ 650 , 0.75 % SOFR Floor
+Added: 5/19/2028 Forest Products & Paper 10 9 8
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(s)(u) L+ 950
+Added: / Precision Medical Inc.(t)(v) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 16,051 16,017 8,427
2 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
2 unchanged sentences
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(s)(u) L+ 950
+Added: / Precision Medical Inc.(t)(v) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 1,426 1,426 706
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(s)(u) L+ 950
+Added: / Precision Medical Inc.(t)(v) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 917 849 454
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(s)(u) L+ 950
+Added: / Precision Medical Inc.(t)(v) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 871 871 431
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(s)(u) L+ 950
+Added: / Precision Medical Inc.(t)(v) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 726 672 381
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(s)(u) L+ 950
+Added: / Precision Medical Inc.(t)(v) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 664 664 670
−Removed: STATinMED, LLC(q)(s)(v) S+ 950 , 2.00 % SOFR Floor
+Added: STATinMED, LLC(r)(t)(w) S+ 950 , 2.00 % SOFR Floor
7/1/2027 Healthcare & Pharmaceuticals 11,087 11,087 10,588
−Removed: Stengel Hill Architecture, LLC(n)(w) S+ 650 , 1.00 % SOFR Floor
+Added: Stengel Hill Architecture, LLC(n)(x) S+ 650 , 1.00 % SOFR Floor
8/16/2028 Construction & Building 14,925 14,925 14,925
−Removed: Thrill Holdings LLC(m)(v) S+ 650 , 1.00 % SOFR Floor
+Added: Tactical Air Support, Inc.(n)(x) S+ 850 , 1.00 % SOFR Floor
+Added: 12/22/2028 Aerospace & Defense 12,000 12,000 12,000
+Added: Tactical Air Support, Inc.
+Added: 0.75 % Unfunded
+Added: 12/22/2028 Aerospace & Defense 2,000 — —
+Added: The Men's Wearhouse, LLC(x) S+ 650 , 0.00 % SOFR Floor
+Added: 2/26/2029 Retail 3,000 2,985 2,985
+Added: Thrill Holdings LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
5/27/2027 Media:
6 unchanged sentences
Diversified & Production 3,261 — 73
−Removed: Trademark Global, LLC(m)(s)(v) S+ 750 , 1.00 % SOFR Floor
+Added: TMK Hawk Parent, Corp.(x) S+ 525 , 0.00 % SOFR Floor
+Added: 6/30/2029 Services:
+Added: Business 6,711 6,711 6,711
+Added: Trademark Global, LLC(m)(t)(w) S+ 750 , 1.00 % SOFR Floor
7/30/2024 Consumer Goods:
Non-Durable 15,801 15,797 13,144
−Removed: Trammell, P.C.(s)(v) S+ 1550 , 2.00 % SOFR Floor
+Added: Trammell, P.C.(t)(w) S+ 1550 , 2.00 % SOFR Floor
4/28/2026 Services:
Consumer 13,497 13,497 13,497
−Removed: TMK Hawk Parent, Corp.(w) S+ 350 , 1.00 % SOFR Floor
−Removed: 8/28/2024 Services:
−Removed: Business 7,322 5,030 6,708
−Removed: TMK Hawk Parent, Corp.(w) S+ 350 , 1.00 % SOFR Floor
−Removed: 8/28/2024 Services:
−Removed: Business 3,084 2,153 2,826
−Removed: USALCO, LLC(m)(v) S+ 600 , 1.00 % SOFR Floor
+Added: USALCO, LLC(m)(w) S+ 600 , 1.00 % SOFR Floor
10/19/2027 Chemicals, Plastics & Rubber 25,370 25,231 25,370
−Removed: Williams Industrial Services Group, Inc.(n)(p)(s)(w) S+ 1100 , 1.00 % SOFR Floor
+Added: Williams Industrial Services Group, Inc.(q)(t)(x) S+ 1100 , 1.00 % SOFR Floor
12/16/2025 Services:
Business 1,687 1,577 843
−Removed: Williams Industrial Services Group, Inc.(s)(p)(w) S+ 1100 , 1.00 % SOFR Floor
+Added: Williams Industrial Services Group, Inc.(q)(t)(x) S+ 1100 , 1.00 % SOFR Floor
12/16/2025 Services:
Business 337 315 169
−Removed: Wok Holdings Inc.(m)(v) S+ 625 , 0.00 % SOFR Floor
+Added: Wok Holdings Inc.(m)(w) S+ 625 , 0.00 % SOFR Floor
3/1/2026 Beverage, Food & Tobacco 24,779 24,293 24,536
−Removed: WorkGenius, Inc.(m)(w) S+ 750 , 0.50 % SOFR Floor
+Added: WorkGenius, Inc.(m)(x) S+ 700 , 1.00 % SOFR Floor
6/7/2027 Services:
Business 14,784 14,784 14,784
−Removed: WorkGenius, Inc.(w) S+ 750 , 0.50 % SOFR Floor
+Added: WorkGenius, Inc.(x) S+ 750 , 1.00 % SOFR Floor
6/7/2027 Services:
Business 750 739 750
−Removed: Xenon Arc, Inc.(m)(w) S+ 525 , 0.75 % SOFR Floor
+Added: WorkGenius, Inc.(m)(x) S+ 700 , 1.00 % SOFR Floor
+Added: 6/7/2027 Services:
+Added: Business 3,491 3,491 3,491
+Added: Xenon Arc, Inc.(m)(x) S+ 575 , 0.75 % SOFR Floor
12/17/2027 High Tech Industries 3,866 3,837 3,866
−Removed: Yak Access, LLC(m)(n)(w) S+ 640 , 1.00 % SOFR Floor
−Removed: 3/10/2028 Construction & Building 16,320 14,872 16,320
Total Senior Secured First Lien Debt 1,518,099 1,465,051
Senior Secured Second Lien Debt - 3.3 %
−Removed: Global Tel*Link Corp.(n)(w) S+ 1000 , 0.00 % SOFR Floor
+Added: Global Tel*Link Corp.(n)(x) S+ 1000 , 0.00 % SOFR Floor
11/29/2026 Telecommunications 11,500 11,413 11,443
OpCo Borrower, LLC(m) 12.50 % 2/19/2028 Healthcare & Pharmaceuticals 12,500 11,834 12,875
−Removed: RA Outdoors, LLC(m)(w) S+ 900 , 1.00 % SOFR Floor
+Added: RA Outdoors, LLC(m)(x) S+ 900 , 1.00 % SOFR Floor
10/8/2026 Media:
Diversified & Production 1,804 1,804 1,748
−Removed: Securus Technologies Holdings, Inc.(u) L+ 825 , 1.00 % LIBOR Floor
+Added: Securus Technologies Holdings, Inc.(t)(v) S+ 905 , 1.00 % SOFR Floor
11/1/2025 Telecommunications 3,060 3,052 2,394
−Removed: TMK Hawk Parent, Corp.(w) S+ 800 , 1.00 % SOFR Floor
−Removed: 9/26/2025 Services:
−Removed: Business 13,393 13,291 8,236
Total Senior Secured Second Lien Debt 28,103 28,460
7 unchanged sentences
Unsecured Debt - 0.6 %
−Removed: Lucky Bucks Holdings LLC(p)(s) 12.50 % 5/29/2028 Hotel, Gaming & Leisure 25,064 22,860 4,198
−Removed: Macquarie Capital Funding LLC(i)(p)(t)
−Removed: L+ 750 , 0.75 % LIBOR Floor
−Removed: 7/30/2027 Hotel, Gaming & Leisure 10,500 4,200 3,010
+Added: Lucky Bucks Holdings LLC(q)(t) 12.50 % 5/29/2028 Hotel, Gaming & Leisure 25,846 22,860 4,135
+Added: TMK Hawk Parent, Corp.(t) 11.00 %
+Added: 12/15/2031 Services:
+Added: Business 1,421 1,421 1,371
+Added: Total Unsecured Debt 24,281 5,506
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: WPLM Acquisition Corp.(s) 15.00 % 11/24/2025 Media:
−Removed: Advertising, Printing & Publishing 7,623 7,580 7,423
−Removed: Total Unsecured Debt 34,640 14,631
Equity - 27.9 %
1 unchanged sentence
Metals & Mining NA — 177
−Removed: Ascent Resources - Marcellus, LLC, Membership Units(o) Energy:
+Added: Ascent Resources - Marcellus, LLC, Membership Units(p) Energy:
Oil & Gas 511,255 Units
−Removed: Carestream Health Holdings, Inc., Common Stock(o)(q) Healthcare & Pharmaceuticals 613,262 Units
+Added: Avison Young (Canada) Inc., Class A Preferred Shares ( 12.5 % Return)
+Added: Banking, Finance, Insurance & Real Estate 8,800,606 Units
+Added: Avison Young (Canada) Inc., Class F Common Shares(p) Banking, Finance, Insurance & Real Estate 6,575 Units
+Added: Carestream Health Holdings, Inc., Common Stock(p)(r) Healthcare & Pharmaceuticals 614,368 Units
21,759 17,970
−Removed: CF Arch Holdings LLC, Class A Units(o) Services:
+Added: CF Arch Holdings LLC, Class A Units(p) Services:
Business 380,952 Units
−Removed: CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(r) Diversified Financials 22,072,841 Units
+Added: CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(s) Diversified Financials 22,072,841 Units
22,073 19,393
−Removed: CION/EagleTree Partners, LLC, Membership Units ( 85 % ownership)(h)(o)(r)
+Added: CION/EagleTree Partners, LLC, Membership Units ( 85 % ownership)(h)(p)(s)
Diversified Financials NA — —
−Removed: David's Bridal Holdings, LLC, Preferred Units(o)(r) Retail 1,000 Units
+Added: David's Bridal Holdings, LLC, Preferred Units(p)(s) Retail 1,000 Units
10,820 13,429
−Removed: David's Bridal Holdings, LLC, Common Units(o)(r) Retail 900,000 Units
+Added: David's Bridal Holdings, LLC, Common Units(p)(s) Retail 900,000 Units
23,130 42,570
−Removed: FWS Parent Holdings, LLC, Class A Membership Interests(o) Services:
+Added: EBSC Holdings LLC, Preferred Units ( 10 % Return)
+Added: Consumer 2,000 Units
+Added: FWS Parent Holdings, LLC, Class A Membership Interests(p) Services:
Business 35,242 Units
−Removed: GSC Technologies Inc., Common Shares(o)(q) Chemicals, Plastics & Rubber 807,268 Units
−Removed: IPP Buyer Holdings, LLC, Class A Units(o)(q) Retail 8,888,354 Units
−Removed: 10,740 11,733
−Removed: Instant Web Holdings, LLC, Class A Common Units(o)(q) Media:
+Added: GSC Technologies Inc., Common Shares(p)(r) Chemicals, Plastics & Rubber 807,268 Units
+Added: Heritage Litigation Trust, Restricted Stock(p) Energy:
+Added: Oil & Gas 238,375 Units
+Added: Instant Web Holdings, LLC, Class A Common Units(p)(r) Media:
Advertising, Printing & Publishing 10,819 Units
−Removed: Isagenix Worldwide, Inc., Common Shares(o)(q) Beverage, Food & Tobacco 601,941 Units
−Removed: K&N Holdco, LLC, Membership Units(o) Consumer Goods:
+Added: IPP Buyer Holdings, LLC, Class A Units(p)(r) Retail 8,888,354 Units
+Added: 10,740 12,266
+Added: Isagenix Worldwide, Inc., Common Shares(p)(r) Beverage, Food & Tobacco 601,941 Units
+Added: K&N Holdco, LLC, Membership Units(p) Consumer Goods:
Durable 458,364 Units
−Removed: Language Education Holdings GP LLC, Common Units(o) Services:
+Added: Language Education Holdings GP LLC, Common Units(p) Services:
Business 366,667 Units
−Removed: Language Education Holdings LP, Ordinary Common Units(o) Services:
+Added: Language Education Holdings LP, Ordinary Common Units(p) Services:
Business 366,667 Units
−Removed: Longview Intermediate Holdings C, LLC, Membership Units(q) Energy:
+Added: Longview Intermediate Holdings C, LLC, Membership Units(p)(r) Energy:
Oil & Gas 653,989 Units
−Removed: Mount Logan Capital Inc., Common Stock(f)(h)(q) Banking, Finance, Insurance & Real Estate 1,075,557 Units
−Removed: New Giving Acquisition, Inc., Warrants(o) 8/19/2029 Healthcare & Pharmaceuticals 4,630 Units
−Removed: NS NWN Acquisition, LLC, Class A Preferred Units(o) High Tech Industries 111 Units
−Removed: NS NWN Acquisition, LLC, Common Equity(o) High Tech Industries 346 Units
−Removed: NS NWN Holdco LLC, Non-Voting Units(o) High Tech Industries 522 Units
−Removed: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(o) Consumer Goods:
+Added: Macquarie Capital Funding LLC(i)(p) Hotel, Gaming & Leisure 123,568 Units
+Added: Mount Logan Capital Inc., Common Stock(f)(h)(r) Banking, Finance, Insurance & Real Estate 1,075,557 Units
+Added: New Giving Acquisition, Inc., Warrants(p) 8/19/2029 Healthcare & Pharmaceuticals 4,630 Units
+Added: New HW Holdings Corp., Common Stock(p) Capital Equipment 133 Units
+Added: NS NWN Acquisition, LLC, Class A Preferred Units(p) High Tech Industries 111 Units
+Added: NS NWN Acquisition, LLC, Common Equity(p) High Tech Industries 346 Units
+Added: NS NWN Holdco LLC, Non-Voting Units(p) High Tech Industries 522 Units
+Added: NSG Co-Invest (Bermuda) LP, Partnership Interests(h)(p) Consumer Goods:
Durable 1,575 Units
−Removed: Palmetto Clean Technology, Inc., Warrants(o) High Tech Industries 724,112 Units
−Removed: RumbleOn, Inc., Warrants(o) 8/14/2028 Automotive 60,606 Units
−Removed: Service Compression, LLC, Warrants(o) Energy:
−Removed: Oil & Gas N/A 509 635
−Removed: Snap Fitness Holdings, Inc., Class A Common Stock(o)(q) Services:
−Removed: Consumer 9,858 Units
−Removed: Snap Fitness Holdings, Inc., Warrants(o)(q) Services:
−Removed: Consumer 3,996 Units
−Removed: SRA Holdings, LLC, Membership Units(o)(q) Banking, Finance, Insurance & Real Estate 224,865 Units
−Removed: 23,611 23,000
+Added: Palmetto Clean Technology, Inc., Warrants(p) High Tech Industries 724,112 Units
+Added: Reorganized Heritage TopCo, LLC, Common Stock(p) Energy:
+Added: Oil & Gas 201,249 Units
+Added: RumbleOn, Inc., Warrants(p) 8/14/2028 Automotive 60,606 Units
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
1 unchanged sentence
Units(e) Cost(d) Fair
−Removed: STATinMed Parent, LLC, Class A Preferred Units(o)(q) Healthcare & Pharmaceuticals 6,182 Units
−Removed: STATinMed Parent, LLC, Class B Preferred Units(o)(q) Healthcare & Pharmaceuticals 51,221 Units
−Removed: URS Topco, LLC, Common Equity(o) Transportation:
+Added: Service Compression Holdings, LLC, Junior Preferred Units(p) Energy:
+Added: Oil & Gas 389,001 Units
+Added: Service Compression Holdings, LLC, Warrants(p) Energy:
+Added: Oil & Gas 730,586 Units
+Added: Snap Fitness Holdings, Inc., Class A Common Stock(p)(r) Services:
+Added: Consumer 9,858 Units
+Added: Snap Fitness Holdings, Inc., Warrants(p)(r) Services:
+Added: Consumer 3,996 Units
+Added: SRA Holdings, LLC, Membership Units(p)(r) Banking, Finance, Insurance & Real Estate 224,865 Units
+Added: 23,611 26,948
+Added: STATinMed Parent, LLC, Class A Preferred Units(p)(r) Healthcare & Pharmaceuticals 6,182 Units
+Added: STATinMed Parent, LLC, Class B Preferred Units(p)(r) Healthcare & Pharmaceuticals 51,221 Units
+Added: TMK Hawk Parent, Corp., Common Shares(p) Services:
+Added: Business 643,588 Units
+Added: TMK Hawk Parent, Corp., Warrants(p) Services:
+Added: Business 36,734 Units
+Added: URS Topco, LLC, Common Equity(p) Transportation:
Cargo 430,540 Units
−Removed: WorkGenius, LLC, Class A Units(o) Services:
+Added: WorkGenius, LLC, Class A Units(p) Services:
Business 500 Units
−Removed: Yak Holding II, LLC, Series A Preferred Units(o) Construction & Building 4,000,000 Units
−Removed: Yak Holding II, LLC, Series B-1 Preferred Units(o) Construction & Building 1,966,018 Units
−Removed: Yak Holding II, LLC, Series A Common Units(o) Construction & Building 127,419 Units
+Added: Yak Holding II, LLC, Series A Preferred Units(p) Construction & Building 4,000,000 Units
+Added: Yak Holding II, LLC, Series B-1 Preferred Units(p) Construction & Building 1,966,018 Units
+Added: Yak Holding II, LLC, Series A Common Units(p) Construction & Building 127,419 Units
Total Equity 206,901 240,679
6 unchanged sentences
LIABILITIES IN EXCESS OF OTHER ASSETS - ( 116.8 )%
+Added: ( 1,007,778 )
NET ASSETS - 100.0 %
1 unchanged sentence
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 s.
+Added: Unless specifically identified in note t.
below, investments do not contain a paid-in-kind, or PIK, interest provision.
−Removed: The actual Secured Overnight Financing Rate, or SOFR, rate for each loan listed may not be the applicable SOFR rate as of September 30, 2023, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to September 30, 2023.
−Removed: The actual London Interbank Offered Rate, or LIBOR, rate for each loan listed may not be the applicable LIBOR rate as of September 30, 2023, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to September 30, 2023.
+Added: The actual Secured Overnight Financing Rate, or SOFR, rate for each loan listed may not be the applicable SOFR rate as of March 31, 2024, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to March 31, 2024.
+Added: The actual London Interbank Offered Rate, or LIBOR, rate for each loan listed may not be the applicable LIBOR rate as of March 31, 2024, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to March 31, 2024.
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.
9 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, 2023, 94.5 % of the Company’s total assets represented qualifying assets.
−Removed: The Company has entered into a proceeds agreement with Macquarie Capital Funding LLC, or Macquarie, in which any proceeds received by Macquarie from an underlying first lien term loan are passed onto the Company.
+Added: As of March 31, 2024, 94.7 % of the Company’s total assets represented qualifying assets.
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments (unaudited)
+Added: March 31, 2024
+Added: (in thousands)
+Added: The Company has entered into a proceeds agreement with Macquarie Capital Funding LLC, or Macquarie, in which any proceeds received by Macquarie from an underlying first lien term loan were passed onto the Company.
+Added: The underlying first lien term loan was subsequently exchanged for common shares of the underlying portfolio company.
Macquarie's obligations under the proceeds agreement are not secured by any collateral.
−Removed: The interest rate, maturity date, par balance and industry reflect the terms of the underlying first lien term loan.
+Added: The industry and other investment characteristics reflect the terms of the underlying equity security.
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, 2023.
−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, 2023 (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, 2023 (see Note 8).
+Added: 7-day effective yield as of March 31, 2024.
+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, 2024 (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, 2024 (see Note 8).
+Added: Investment is held through CIC Holdco, LLC, a wholly-owned taxable subsidiary of the Company.
Non-income producing security.
+Added: Investment or a portion thereof was on non-accrual status as of March 31, 2024.
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
−Removed: Investment or a portion thereof was on non-accrual status as of September 30, 2023.
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, 2022 and September 30, 2023, along with transactions during the nine months ended September 30, 2023 in these affiliated investments, were as follows:
−Removed: Nine Months Ended September 30, 2023
−Removed: Nine Months Ended September 30, 2023
+Added: Fair value as of December 31, 2023 and March 31, 2024, along with transactions during the three months ended March 31, 2024 in these affiliated investments, were as follows:
+Added: Three Months Ended March 31, 2024
+Added: Three Months Ended March 31, 2024
Non-Controlled, Affiliated Investments Fair Value at
1 unchanged sentence
(Cost)(1) Gross
−Removed: (Cost)(2) Net Unrealized Gain (Loss) Fair Value at September 30, 2023
+Added: (Cost)(2) Net Unrealized Gain (Loss) Fair Value at March 31, 2024
Net Realized Gain (Loss) Interest
11 unchanged sentences
GSC Technologies Inc.
−Removed: Incremental Term Loan 154 6 ( 160 ) — — — 11 — —
First Lien Term Loan A 1,983 6 ( 6 ) 15 1,998 — 62 — —
20 unchanged sentences
Membership Units 21,726 — — ( 1,318 ) 20,408 — — — —
−Removed: Longview Power, LLC
−Removed: First Lien Term Loan 2,348 6 ( 1,396 ) ( 958 ) — — 1,306 — —
Mount Logan Capital Inc.
7 unchanged sentences
First Lien Term Loan 10,358 409 — ( 179 ) 10,588 — 414 — —
−Removed: Delayed Draw First Lien Term Loan 156 6 ( 159 ) ( 3 ) — — 10 — —
STATinMed Parent, LLC
5 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
3 unchanged sentences
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, 2022 and September 30, 2023, along with transactions during the nine months ended September 30, 2023 in these controlled investments, were as follows:
−Removed: Nine Months Ended September 30, 2023
−Removed: Nine Months Ended September 30, 2023
+Added: Fair value as of December 31, 2023 and March 31, 2024, along with transactions during the three months ended March 31, 2024 in these controlled investments, were as follows:
+Added: Three Months Ended March 31, 2024
+Added: Three Months Ended March 31, 2024
Controlled Investments Fair Value at
3 unchanged sentences
Gain (Loss) Fair Value at
−Removed: September 30, 2023
+Added: March 31, 2024
Gain (Loss) Interest
5 unchanged sentences
David's Bridal, Inc.
−Removed: Term Loan — 22,050 — — 22,050 — 526 — 1,050
+Added: Exit First Lien Term Loan 22,050 — — ( 219 ) 21,831 — 669 — —
+Added: Incremental First Lien Term Loan 16,694 — ( 200 ) 129 16,623 — 489 — —
David's Bridal Holdings, LLC
8 unchanged sentences
Consolidated Schedule of Investments (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands)
−Removed: As of September 30, 2023, the below 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: As of March 31, 2024, the below 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.
For certain investments, the borrower may toggle between cash and PIK interest payments.
1 unchanged sentence
Portfolio Company Investment Type Cash PIK All-in-Rate
−Removed: Adapt Laser Acquisition, Inc.
−Removed: Senior Secured First Lien Debt 15.50 % 2.00 % 17.50 %
American Clinical Solutions LLC Senior Secured First Lien Debt 7.00 % 5.30 % 12.30 %
1 unchanged sentence
Senior Secured First Lien Debt 3.00 % 12.07 % 15.07 %
+Added: Celerity Acquisition Holdings, LLC Senior Secured First Lien Debt 10.00 % 3.98 % 13.98 %
Senior Secured First Lien Debt 11.41 % 0.25 % 11.66 %
CION/EagleTree Partners, LLC Senior Secured Note — 14.00 % 14.00 %
+Added: Community Tree Service, LLC Senior Secured First Lien Debt 14.00 % 2.50 % 16.50 %
Deluxe Entertainment Services, Inc.
8 unchanged sentences
Senior Secured First Lien Debt — 17.00 % 17.00 %
+Added: HW Acquisition, LLC Senior Secured First Lien Debt — 13.50 % 13.50 %
+Added: Senior Secured First Lien Debt 12.08 % 0.25 % 12.33 %
Instant Web, LLC Senior Secured First Lien Debt — 12.44 % 12.44 %
Isagenix International, LLC Senior Secured First Lien Debt 2.50 % 8.54 % 11.04 %
+Added: K&N Parent, Inc.
+Added: Senior Secured First Lien Debt 8.69 % 5.00 % 13.69 %
Klein Hersh, LLC Senior Secured First Lien Debt 4.68 % 12.00 % 16.68 %
2 unchanged sentences
Lucky Bucks Holdings LLC Unsecured Note — 12.50 % 12.50 %
+Added: Nova Compression, LLC Senior Secured First Lien Debt 12.58 % 3.25 % 15.83 %
+Added: Playboy Enterprises, Inc.
+Added: Senior Secured First Lien Debt 6.50 % 3.25 % 9.75 %
Hilliard, L.L.P.
Senior Secured First Lien Debt — 17.44 % 17.44 %
−Removed: Rogers Mechanical Contractors, LLC Senior Secured First Lien Debt 12.28 % 1.00 % 13.28 %
RumbleOn, Inc.
Senior Secured First Lien Debt 13.69 % 0.50 % 14.19 %
−Removed: Service Compression, LLC Senior Secured First Lien Debt 13.42 % 2.00 % 15.42 %
+Added: Securus Technologies Holdings, Inc.
+Added: Senior Secured First Lien Debt 6.57 % 4.09 % 10.66 %
+Added: Securus Technologies Holdings, Inc.
+Added: Senior Secured Second Lien Debt 6.57 % 8.05 % 14.62 %
Spinal USA, Inc.
2 unchanged sentences
STATinMED, LLC Senior Secured First Lien Debt — 14.82 % 14.82 %
+Added: TMK Hawk Parent, Corp.
+Added: Unsecured Debt — 11.00% 11.00%
Trademark Global, LLC Senior Secured First Lien Debt 11.19 % 1.75 % 12.94 %
3 unchanged sentences
Senior Secured First Lien Debt 10.00 % 6.18 % 16.18 %
−Removed: WPLM Acquisition Corp.
−Removed: Unsecured Note — 15.00 % 15.00 %
−Removed: The interest rate on these loans is subject to 1 month LIBOR, which as of September 30, 2023 was 5.43%.
−Removed: The interest rate on these loans is subject to 3 month LIBOR, which as of September 30, 2023 was 5.66%.
−Removed: The interest rate on these loans is subject to 1 month SOFR, which as of September 30, 2023 was 5.32%.
−Removed: The interest rate on these loans is subject to 3 month SOFR, which as of September 30, 2023 was 5.40%.
−Removed: The interest rate on these loans is subject to 6 month SOFR, which as of September 30, 2023 was 5.47%.
+Added: The interest rate on these loans is subject to 1 month LIBOR, which as of March 31, 2024 was 5.44%.
+Added: The interest rate on these loans is subject to 3 month LIBOR, which as of March 31, 2024 was 5.56%.
+Added: The interest rate on these loans is subject to 1 month SOFR, which as of March 31, 2024 was 5.33%.
+Added: The interest rate on these loans is subject to 3 month SOFR, which as of March 31, 2024 was 5.30%.
+Added: The interest rate on these loans is subject to 6 month SOFR, which as of March 31, 2024 was 5.22%.
+Added: While the maturity date of this loan has passed, the Company expects all interest and principal to be collected.
See accompanying notes to consolidated financial statements.
6 unchanged sentences
Senior Secured First Lien Debt - 178.0 %
−Removed: Adapt Laser Acquisition, Inc.(t)(x) L+ 1200 , 1.00 % LIBOR Floor
+Added: Adapt Laser Acquisition, Inc.(w) S+ 1000 , 1.00 % SOFR Floor
12/31/2025 Capital Equipment $ 10,855 $ 10,855 $ 11,126
−Removed: Adapt Laser Acquisition, Inc.(t)(x) L+ 1200 , 1.00 % LIBOR Floor
+Added: Adapt Laser Acquisition, Inc.(w) S+ 1000 , 1.00 % SOFR Floor
12/31/2025 Capital Equipment 2,104 2,104 2,085
−Removed: AHF Parent Holding, Inc.(n)(aa) S+ 625 , 0.75 % SOFR Floor
+Added: Afore Insurance Services, LLC(m)(q)(w) S+ 600 , 1.00 % SOFR Floor
+Added: 3/24/2025 Banking, Finance, Insurance & Real Estate 4,583 4,583 4,583
+Added: AHF Parent Holding, Inc.(n)(w) S+ 625 , 0.75 % SOFR Floor
2/1/2028 Construction & Building 2,738 2,697 2,662
−Removed: Allen Media, LLC(n)(aa) S+ 550 , 0.00 % SOFR Floor
+Added: Allen Media, LLC(n)(w) S+ 550 , 0.00 % SOFR Floor
2/10/2027 Media:
Diversified & Production 8,772 8,718 8,487
−Removed: ALM Media, LLC(m)(n)(x) L+ 650 , 1.00 % LIBOR Floor
+Added: ALM Media, LLC(m)(n)(w) S+ 600 , 1.00 % SOFR Floor
11/25/2024 Media:
Advertising, Printing & Publishing 16,000 15,934 16,000
−Removed: American Clinical Solutions LLC(m)(t)(w) L+ 700 , 1.00 % LIBOR Floor
+Added: AMCP Clean Acquisition Company, LLC(w) S+ 425 , 0.00 % SOFR Floor
+Added: 6/15/2025 Services:
+Added: Business 12,117 11,403 11,439
+Added: AMCP Clean Acquisition Company, LLC(w) S+ 425 , 0.00 % SOFR Floor
+Added: 6/15/2025 Services:
+Added: Business 2,843 2,676 2,684
+Added: American Clinical Solutions LLC(m)(s)(w) S+ 700 , 1.00 % SOFR Floor
6/30/2025 Healthcare & Pharmaceuticals 6,312 6,321 6,107
−Removed: American Consolidated Natural Resources, Inc.(m)(t)(x) L+ 1600 , 1.00 % LIBOR Floor
−Removed: 9/16/2025 Metals & Mining 47 35 47
−Removed: American Health Staffing Group, Inc.(m)(y) L+ 600 , 1.00 % LIBOR Floor
+Added: American Clinical Solutions LLC(o) 0.00 % Unfunded
+Added: 3/29/2024 Healthcare & Pharmaceuticals 250 ( 8 ) ( 8 )
+Added: American Health Staffing Group, Inc.(m) Prime+ 500
11/19/2026 Services:
4 unchanged sentences
Business 3,333 ( 19 ) —
−Removed: American Teleconferencing Services, Ltd.(o)(q) 0.50 % Unfunded
+Added: American Teleconferencing Services, Ltd.(p) Prime+ 550
4/7/2023 Telecommunications 3,116 3,116 140
−Removed: American Teleconferencing Services, Ltd.(q) Prime+ 550
+Added: American Teleconferencing Services, Ltd.(o) 0.00 % Unfunded
4/7/2023 Telecommunications 235 — —
−Removed: Analogic Corp.(m)(n)(x) L+ 525 , 1.00 % LIBOR Floor
−Removed: 6/21/2024 Healthcare & Pharmaceuticals 4,850 4,823 4,795
−Removed: Ancile Solutions, Inc.(m)(t)(x) L+ 1000 , 1.00 % LIBOR Floor
+Added: Ancile Solutions, Inc.(m)(w) S+ 1000 , 1.00 % SOFR Floor
6/11/2026 High Tech Industries 11,204 11,006 11,078
−Removed: Anthem Sports & Entertainment Inc.(m)(t)(x) L+ 950 , 1.00 % LIBOR Floor
+Added: Anthem Sports & Entertainment Inc.(m)(s)(w) S+ 950 , 1.00 % SOFR Floor
11/15/2026 Media:
Diversified & Production 40,242 40,112 38,029
−Removed: Anthem Sports & Entertainment Inc.(x) L+ 950 , 1.00 % LIBOR Floor
+Added: Anthem Sports & Entertainment Inc.(s)(w) S+ 950 , 1.00 % SOFR Floor
11/15/2026 Media:
4 unchanged sentences
Diversified & Production 167 — ( 9 )
−Removed: Appalachian Resource Company, LLC(w) L+ 500 , 1.00 % LIBOR Floor
+Added: Appalachian Resource Company, LLC(v) S+ 500 , 1.00 % SOFR Floor
9/30/2024 Metals & Mining 11,137 11,123 8,957
−Removed: Appalachian Resource Company, LLC(w) L+ 1000 , 1.00 % LIBOR Floor
+Added: Appalachian Resource Company, LLC(v) S+ 500 , 1.00 % SOFR Floor
9/15/2024 Metals & Mining 5,000 5,000 5,000
−Removed: Archer Systems, LLC(m)(z) S+ 650 , 1.00 % SOFR Floor
−Removed: 8/11/2027 Services:
−Removed: Business 18,095 17,922 17,937
−Removed: Archer Systems, LLC 0.50 % Unfunded
−Removed: 8/11/2027 Services:
−Removed: Business 1,905 ( 18 ) ( 17 )
−Removed: Associated Asphalt Partners, LLC(m)(n)(w) L+ 525 , 1.00 % LIBOR Floor
−Removed: 4/5/2024 Construction & Building 14,221 14,051 10,994
Atlas Supply LLC 11.00 % 4/29/2025 Healthcare & Pharmaceuticals 5,000 5,000 4,938
−Removed: Avison Young (USA) Inc.(h)(m)(w) S+ 575 , 0.00 % SOFR Floor
+Added: Avalign Holdings, Inc.(v) S+ 450 , 0.00 % SOFR Floor
+Added: 12/22/2025 Healthcare & Pharmaceuticals 6,710 6,318 6,268
+Added: Avison Young (USA) Inc.(m)(w) S+ 650 , 0.00 % SOFR Floor
1/31/2026 Banking, Finance, Insurance & Real Estate 23,696 13,299 18,602
−Removed: BDS Solutions Intermediateco, LLC(m)(aa) S+ 625 , 1.00 % SOFR Floor
+Added: Avison Young (USA) Inc.(w) S+ 700 , 0.00 % SOFR Floor
+Added: 1/31/2026 Banking, Finance, Insurance & Real Estate 2,481 922 1,948
+Added: BDS Solutions Intermediateco, LLC(m)(w) S+ 700 , 2.00 % SOFR Floor
2/7/2027 Services:
Business 19,892 19,629 19,394
−Removed: BDS Solutions Intermediateco, LLC(aa) S+ 625 , 1.00 % SOFR Floor
+Added: BDS Solutions Intermediateco, LLC(w) S+ 700 , 2.00 % SOFR Floor
2/7/2027 Services:
3 unchanged sentences
Business 1,905 ( 48 ) ( 48 )
−Removed: Berlitz Holdings, Inc.(r)(z) S+ 900 , 1.00 % SOFR Floor
+Added: Berlitz Holdings, Inc.(v) S+ 900 , 1.00 % SOFR Floor
2/14/2025 Services:
Business 13,800 13,339 13,095
−Removed: Bradshaw International Parent Corp.(m)(w) L+ 575 , 1.00 % LIBOR Floor
−Removed: 10/21/2027 Consumer Goods:
−Removed: Durable 13,024 12,746 12,650
−Removed: Bradshaw International Parent Corp.
−Removed: 0.50 % Unfunded
−Removed: 10/21/2026 Consumer Goods:
−Removed: Durable 1,844 ( 36 ) ( 53 )
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: Cabi, LLC(m)(z) S+ 950 , 1.00 % SOFR Floor
+Added: Bradshaw International Parent Corp.(m)(v) S+ 575 , 1.00 % SOFR Floor
+Added: 10/21/2027 Consumer Goods:
+Added: Durable 12,893 12,662 12,877
+Added: Bradshaw International Parent Corp.
+Added: 0.50 % Unfunded
+Added: 10/21/2026 Consumer Goods:
+Added: Durable 1,844 ( 26 ) ( 2 )
+Added: Cabi, LLC(j)(m)(v) S+ 450 , 1.00 % SOFR Floor
2/28/2027 Retail 16,477 16,300 16,394
−Removed: Cadence Aerospace, LLC(m)(n)(t)(x) L+ 850 , 1.00 % LIBOR Floor
−Removed: 11/14/2023 Aerospace & Defense 39,383 39,225 38,842
−Removed: Carestream Health, Inc.(n)(r)(z) S+ 750 , 1.00 % SOFR Floor
+Added: Carestream Health, Inc.(n)(q)(w) S+ 750 , 1.00 % SOFR Floor
9/30/2027 Healthcare & Pharmaceuticals 11,481 10,457 11,423
−Removed: CB URS Holdings Corp.(m)(x) L+ 575 , 1.00 % LIBOR Floor
−Removed: 9/1/2024 Transportation:
−Removed: Cargo 14,826 14,801 12,417
−Removed: Celerity Acquisition Holdings, LLC(m)(x) L+ 850 , 1.00 % LIBOR Floor
−Removed: 5/28/2026 Services:
−Removed: Business 14,775 14,775 14,590
−Removed: Cennox, Inc.(m)(x) L+ 600 , 1.00 % LIBOR Floor
−Removed: 5/4/2026 Services:
−Removed: Business 22,509 22,509 22,425
−Removed: Cennox, Inc.(n)(x) L+ 600 , 1.00 % LIBOR Floor
+Added: Celerity Acquisition Holdings, LLC(m)(s)(w) S+ 1000 , 1.00 % SOFR Floor
5/28/2026 Services:
Business 16,118 16,096 16,118
−Removed: L+ 600 , 1.00 % LIBOR Floor
+Added: Cennox, Inc.(m)(s)(w) S+ 625 , 1.00 % SOFR Floor
5/4/2026 Services:
Business 22,423 22,422 22,395
−Removed: 1.00 % Unfunded
+Added: Cennox, Inc.(m)(n)(s)(w) S+ 625 , 1.00 % SOFR Floor
5/4/2026 Services:
Business 11,554 11,551 11,540
−Removed: 0.50 % Unfunded
+Added: Cennox, Inc.(s)(w) S+ 625 , 1.00 % SOFR Floor
5/4/2026 Services:
Business 2,987 2,987 2,983
−Removed: CION/EagleTree Partners, LLC(h)(s)(t) 14.00 % 12/21/2026 Diversified Financials 60,348 60,348 60,348
−Removed: CircusTrix Holdings, LLC(m)(n)(w) L+ 550 , 1.00 % LIBOR Floor
−Removed: 1/16/2024 Hotel, Gaming & Leisure 26,824 26,782 26,824
−Removed: CircusTrix Holdings, LLC(m)(w) L+ 550 , 1.00 % LIBOR Floor
−Removed: 1/16/2024 Hotel, Gaming & Leisure 2,737 2,715 2,737
−Removed: CircusTrix Holdings, LLC(m)(w) L+ 550 , 1.00 % LIBOR Floor
−Removed: 7/16/2023 Hotel, Gaming & Leisure 1,560 1,525 1,862
−Removed: Community Tree Service, LLC(m)(aa) S+ 850 , 1.00 % SOFR Floor
+Added: CION/EagleTree Partners, LLC(h)(r)(s) 14.00 % 12/21/2026 Diversified Financials 59,598 59,598 59,598
+Added: Community Tree Service, LLC(m)(s)(w) S+ 850 , 1.00 % SOFR Floor
6/17/2027 Construction & Building 11,567 11,567 11,596
−Removed: Country Fresh Holdings, LLC(q)(x) L+ 500 , 1.00 % LIBOR Floor
+Added: Country Fresh Holdings, LLC(p) Prime+ 600
4/30/2024 Beverage, Food & Tobacco 844 645 21
−Removed: Country Fresh Holdings, LLC(q)(x) L+ 500 , 1.00 % LIBOR Floor
+Added: Country Fresh Holdings, LLC(p) Prime+ 600
4/30/2024 Beverage, Food & Tobacco 342 268 9
−Removed: Coyote Buyer, LLC(m)(n)(x) L+ 600 , 1.00 % LIBOR Floor
+Added: Coyote Buyer, LLC(m)(n)(w) S+ 600 , 1.00 % SOFR Floor
2/6/2026 Chemicals, Plastics & Rubber 33,688 33,569 33,688
−Removed: Coyote Buyer, LLC(n)(x) L+ 800 , 1.00 % LIBOR Floor
+Added: Coyote Buyer, LLC(n)(w) S+ 800 , 1.00 % SOFR Floor
8/6/2026 Chemicals, Plastics & Rubber 6,063 5,997 6,063
1 unchanged sentence
2/6/2025 Chemicals, Plastics & Rubber 2,500 — —
−Removed: Critical Nurse Staffing, LLC(m)(x) L+ 600 , 1.00 % LIBOR Floor
−Removed: 11/1/2026 Healthcare & Pharmaceuticals 12,928 12,928 12,928
−Removed: Critical Nurse Staffing, LLC(x) L+ 600 , 1.00 % LIBOR Floor
−Removed: 11/1/2026 Healthcare & Pharmaceuticals 999 999 999
−Removed: Critical Nurse Staffing, LLC(w) L+ 600 , 1.00 % LIBOR Floor
+Added: Critical Nurse Staffing, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
11/1/2026 Healthcare & Pharmaceuticals 12,797 12,797 12,797
−Removed: Critical Nurse Staffing, LLC 1.00 % Unfunded
+Added: Critical Nurse Staffing, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
11/1/2026 Healthcare & Pharmaceuticals 989 989 989
1 unchanged sentence
11/1/2026 Healthcare & Pharmaceuticals 1,000 — —
−Removed: David's Bridal, LLC(m)(t)(x) L+ 1000 , 1.00 % LIBOR Floor
−Removed: 5/23/2024 Retail 13,000 12,744 13,130
−Removed: David's Bridal, LLC(t)(x) L+ 1000 , 1.00 % LIBOR Floor
−Removed: 5/23/2024 Retail 5,357 5,357 5,210
−Removed: David's Bridal, LLC(t)(x) L+ 1000 , 1.00 % LIBOR Floor
+Added: David's Bridal, LLC(r)(v) S+ 600 , 0.00 % SOFR Floor
12/21/2027 Retail 17,034 17,034 16,694
−Removed: David's Bridal, LLC(q)(t)(w) L+ 700 , 1.00 % LIBOR Floor
+Added: David's Bridal, LLC(m)(r)(w) S+ 650 , 0.00 % SOFR Floor
12/21/2027 Retail 22,050 22,050 22,050
−Removed: Deluxe Entertainment Services, Inc.(m)(q)(r)(t)(x) L+ 650 , 1.00 % LIBOR Floor
+Added: Deluxe Entertainment Services, Inc.(m)(p)(q)(s) Prime+ 550
3/25/2024 Media:
Diversified & Production 2,623 2,542 85
−Removed: Dermcare Management, LLC(m)(z) S+ 600 , 1.00 % SOFR Floor
+Added: Dermcare Management, LLC(m)(v) S+ 600 , 1.00 % SOFR Floor
4/22/2028 Healthcare & Pharmaceuticals 9,262 9,111 9,262
−Removed: Dermcare Management, LLC(z) S+ 600 , 1.00 % SOFR Floor
+Added: Dermcare Management, LLC(m)(v) S+ 600 , 1.00 % SOFR Floor
4/22/2028 Healthcare & Pharmaceuticals 4,202 4,132 4,202
−Removed: Dermcare Management, LLC Prime+ 500
+Added: Dermcare Management, LLC (v) S+ 600 , 1.00 % SOFR Floor
4/22/2028 Healthcare & Pharmaceuticals 672 672 672
1 unchanged sentence
4/22/2028 Healthcare & Pharmaceuticals 672 — —
+Added: Emerald Technologies (U.S.) Acquisitionco, Inc.(n)(w) S+ 625 , 1.00 % SOFR Floor
+Added: 12/29/2027 Services:
+Added: Business 2,869 2,826 2,611
+Added: Entertainment Studios P&A LLC(m)(w) S+ 900 , 1.00 % SOFR Floor
+Added: 9/28/2027 Media:
+Added: Diversified & Production 32,189 32,111 32,189
+Added: Entertainment Studios P&A LLC(j) 5.00 % 5/18/2037 Media:
+Added: Diversified & Production — — 505
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: Dermcare Management, LLC 0.50 % Unfunded
−Removed: 4/22/2028 Healthcare & Pharmaceuticals 1,164 — ( 7 )
−Removed: DMT Solutions Global Corp.(n)(u) L+ 750 , 1.00 % LIBOR Floor
−Removed: 7/2/2024 Services:
−Removed: Business 3,974 3,942 3,766
−Removed: Emerald Technologies (U.S.) Acquisitionco, Inc.(n)(z) S+ 625 , 1.00 % SOFR Floor
−Removed: 12/29/2027 Services:
−Removed: Business 2,944 2,891 2,794
−Removed: Entertainment Studios P&A LLC(m)(x)(aa) S+ 850 , 1.00 % SOFR Floor
−Removed: 9/28/2027 Media:
−Removed: Diversified & Production 24,000 23,907 23,940
−Removed: Entertainment Studios P&A LLC(j) 5.00 % 5/18/2037 Media:
−Removed: Diversified & Production — — 1,654
−Removed: Flatworld Intermediate Corp.(n)(z) S+ 600 , 1.00 % SOFR Floor
+Added: ESP Associates, Inc.(m)(w) S+ 650 , 1.50 % SOFR Floor
+Added: 7/24/2028 Construction & Building 8,684 8,518 8,597
+Added: ESP Associates, Inc.
+Added: 0.50 % Unfunded
+Added: 7/24/2028 Construction & Building 1,316 ( 26 ) ( 13 )
+Added: Flatworld Intermediate Corp.(n)(w) S+ 700 , 1.00 % SOFR Floor
10/3/2027 Services:
4 unchanged sentences
Business 5,865 — —
−Removed: FuseFX, LLC(m)(n)(w) S+ 575 , 1.00 % SOFR Floor
+Added: Fluid Control II Inc.(m)(w) S+ 650 , 1.00 % SOFR Floor
+Added: 8/3/2029 Chemicals, Plastics & Rubber 13,235 13,235 13,235
+Added: Fluid Control II Inc.
+Added: 0.50 % Unfunded
+Added: 8/3/2029 Chemicals, Plastics & Rubber 1,765 — —
+Added: FuseFX, LLC(m)(n)(s)(v) S+ 600 , 1.00 % SOFR Floor
9/30/2026 Media:
Diversified & Production 19,706 19,643 19,115
−Removed: Fusion Connect Inc.(m)(t)(x) L+ 850 , 1.00 % LIBOR Floor
−Removed: 1/18/2027 High Tech Industries 19,626 19,141 19,626
−Removed: Future Pak, LLC(m)(w) L+ 1000 , 2.00 % LIBOR Floor
+Added: Future Pak, LLC(m)(v) S+ 900 , 4.00 % SOFR Floor
9/22/2026 Healthcare & Pharmaceuticals 18,811 18,811 18,811
−Removed: Gold Medal Holdings, Inc.(m)(aa) S+ 700 , 1.00 % SOFR Floor
−Removed: 3/17/2027 Services:
−Removed: Business 14,759 14,628 14,575
−Removed: GSC Technologies Inc.(r)(w) L+ 500 , 1.00 % LIBOR Floor
−Removed: 9/30/2025 Chemicals, Plastics & Rubber 2,404 2,322 2,064
−Removed: GSC Technologies Inc.(r)(t)(w) L+ 500 , 1.00 % LIBOR Floor
+Added: Gold Medal Holdings, Inc.(m)(v) S+ 700 , 1.00 % SOFR Floor
+Added: 3/17/2027 Environmental Industries 15,336 15,220 15,336
+Added: GSC Technologies Inc.(q)(v) S+ 500 , 1.00 % SOFR Floor
9/30/2025 Chemicals, Plastics & Rubber 2,099 2,051 1,983
−Removed: GSC Technologies Inc.(r)(t)(x) L+ 1000 , 1.00 % LIBOR Floor
+Added: GSC Technologies Inc.(q)(s)(v) S+ 500 , 1.00 % SOFR Floor
9/30/2025 Chemicals, Plastics & Rubber 1,007 985 942
−Removed: Lochner, Inc.(m)(x) L+ 575 , 1.00 % LIBOR Floor
+Added: Lochner, Inc.(m)(w) S+ 675 , 1.00 % SOFR Floor
7/2/2027 Construction & Building 12,862 12,529 12,802
−Removed: Lochner, Inc.(m)(aa) S+ 675 , 1.00 % SOFR Floor
+Added: Lochner, Inc.(m)(w) S+ 625 , 1.00 % SOFR Floor
7/2/2027 Construction & Building 8,760 8,704 8,760
−Removed: Lochner, Inc.(x) L+ 575 , 1.00 % LIBOR Floor
+Added: Lochner, Inc.(w) S+ 625 , 1.00 % SOFR Floor
7/2/2027 Construction & Building 964 914 964
2 unchanged sentences
7/2/2027 Construction & Building 1,036 — —
−Removed: Harland Clarke Holdings Corp.
−Removed: (m)(x) S+ 775 , 1.00 % SOFR Floor
−Removed: 6/16/2026 Services:
−Removed: Business 9,186 9,177 7,625
−Removed: Heritage Power, LLC(x) L+ 600 , 1.00 % LIBOR Floor
+Added: Harland Clarke Holdings Corp.(m)(w) S+ 775 , 1.00 % SOFR Floor
+Added: 6/16/2026 Media:
+Added: Advertising, Printing & Publishing 9,244 9,239 8,886
+Added: Heritage Power, LLC(w) S+ 550 , 1.00 % SOFR Floor
7/20/2026 Energy:
Oil & Gas 1,159 1,159 1,159
−Removed: Hilliard, Martinez & Gonzales, LLP(m)(t)(w) L+ 1200 , 2.00 % LIBOR Floor
+Added: Hilliard, Martinez & Gonzales, LLP(m)(s)(v) S+ 1200 , 2.00 % SOFR Floor
9/16/2024 Services:
Consumer 25,061 25,027 24,841
−Removed: Hollander Intermediate LLC(m)(w)(aa) S+ 875 , 2.00 % SOFR Floor
+Added: Hollander Intermediate LLC(m)(v) S+ 875 , 3.00 % SOFR Floor
9/19/2026 Consumer Goods:
Durable 16,745 16,391 16,326
−Removed: Homer City Generation, L.P.(m)(t) 15.00 % 4/5/2023 Energy:
+Added: Homer City Generation, L.P.(m)(p)(s) 15.00 % 4/16/2024 Energy:
Oil & Gas 13,169 12,024 8,889
−Removed: Homer City Generation, L.P.
−Removed: 17.00 % 5/31/2023 Energy:
+Added: Homer City Generation, L.P.(s) 17.00 % 4/16/2024 Energy:
Oil & Gas 1,937 1,937 1,937
2 unchanged sentences
Oil & Gas 197 — —
−Removed: Hudson Hospital Opco, LLC(m)(n)(aa) S+ 800 , 3.00 % SOFR Floor
+Added: Hudson Hospital Opco, LLC(v)(y) S+ 800 , 3.00 % SOFR Floor
11/4/2023 Healthcare & Pharmaceuticals 2,186 2,176 2,137
−Removed: HUMC Holdco, LLC(m)(aa) S+ 800 , 3.00 % SOFR Floor
+Added: HUMC Holdco, LLC(m)(v)(y) S+ 800 , 3.00 % SOFR Floor
11/4/2023 Healthcare & Pharmaceuticals 7,780 7,780 7,780
−Removed: HW Acquisition, LLC Prime+ 500
−Removed: 9/28/2026 Capital Equipment 733 711 686
HW Acquisition, LLC(m) Prime+ 500
9/28/2026 Capital Equipment 18,781 18,664 15,658
+Added: HW Acquisition, LLC Prime+ 500
+Added: 9/28/2026 Capital Equipment 2,922 2,908 2,436
HW Acquisition, LLC 0.50 % Unfunded
9/28/2026 Capital Equipment 12 ( 2 ) ( 2 )
−Removed: ICA Foam Holdings, LLC(m)(aa) S+ 675 , 1.00 % SOFR Floor
+Added: ICA Foam Holdings, LLC(m)(w) S+ 725 , 1.00 % SOFR Floor
11/5/2025 Containers, Packaging & Glass 19,076 18,829 18,480
−Removed: IJKG Opco LLC(m)(n)(aa) S+ 800 , 3.00 % SOFR Floor
+Added: IJKG Opco LLC(v)(y) S+ 800 , 3.00 % SOFR Floor
11/4/2023 Healthcare & Pharmaceuticals 1,457 1,443 1,424
−Removed: Independent Pet Partners Intermediate Holdings, LLC(t) 6.00 % 11/20/2023 Retail 10,934 10,906 10,169
−Removed: Independent Pet Partners Intermediate Holdings, LLC(t) Prime+ 550
−Removed: 2/27/2023 Retail 2,238 2,238 2,216
−Removed: Independent Pet Partners Intermediate Holdings, LLC(t)(aa) S+ 1000 , 1.00 % SOFR Floor
−Removed: 2/27/2023 Retail 473 459 473
−Removed: Independent Pet Partners Intermediate Holdings, LLC(t)(x) L+ 650 , 0.00 % LIBOR Floor
−Removed: 2/27/2023 Retail 281 281 278
+Added: Inotiv, Inc.(m)(s)(x) S+ 675 , 1.00 % SOFR Floor
+Added: 11/5/2026 Healthcare & Pharmaceuticals 16,345 16,149 15,773
+Added: Instant Web, LLC(q)(s)(v) S+ 700 , 1.00 % SOFR Floor
+Added: 2/25/2027 Media:
+Added: Advertising, Printing & Publishing 44,968 44,968 28,555
See accompanying notes to consolidated financial statements.
5 unchanged sentences
Units(e) Cost(d) Fair
−Removed: InfoGroup Inc.(m)(n)(x) L+ 500 , 1.00 % LIBOR Floor
−Removed: 4/3/2023 Media:
−Removed: Advertising, Printing & Publishing 15,270 15,269 15,270
−Removed: Inotiv, Inc.(m)(x) S+ 625 , 1.00 % SOFR Floor
−Removed: 11/5/2026 Healthcare & Pharmaceuticals 16,351 16,094 15,738
−Removed: Instant Web, LLC(m)(n)(r)(t)(w) L+ 700 , 1.00 % LIBOR Floor
−Removed: 2/25/2027 Media:
−Removed: Advertising, Printing & Publishing 39,812 39,802 28,167
−Removed: Instant Web, LLC(r) Prime+ 375
+Added: Instant Web, LLC(q)(s)(v) S+ 650 , 1.00 % SOFR Floor
2/25/2027 Media:
Advertising, Printing & Publishing 2,908 2,908 2,832
−Removed: Instant Web, LLC(r)(x) L+ 650 , 1.00 % LIBOR Floor
+Added: Instant Web, LLC(q)(s) Prime+ 375 , 4.00 % Prime Floor
2/25/2027 Media:
Advertising, Printing & Publishing 497 497 513
−Removed: Instant Web, LLC(r) 0.50 % Unfunded
+Added: Instant Web, LLC(q)(s) S+ 650 , 1.00 % SOFR Floor
2/25/2027 Media:
Advertising, Printing & Publishing 1,082 1,131 1,059
−Removed: Instant Web, LLC(r) 0.50 % Unfunded
+Added: Instant Web, LLC(q) 0.50 % Unfunded
2/25/2027 Media:
Advertising, Printing & Publishing 2,164 ( 49 ) ( 46 )
−Removed: Invincible Boat Company LLC(m)(x) L+ 650 , 1.50 % LIBOR Floor
+Added: Invincible Boat Company LLC(m)(w) S+ 650 , 1.50 % SOFR Floor
8/28/2025 Consumer Goods:
Durable 13,475 13,415 13,475
−Removed: Invincible Boat Company LLC(x) L+ 650 , 1.50 % LIBOR Floor
+Added: Invincible Boat Company LLC(w) S+ 650 , 1.50 % SOFR Floor
8/28/2025 Consumer Goods:
3 unchanged sentences
Durable 399 — —
−Removed: INW Manufacturing, LLC(n)(x) L+ 575 , 0.75 % LIBOR Floor
+Added: INW Manufacturing, LLC(n)(w) S+ 575 , 0.75 % SOFR Floor
3/25/2027 Services:
Business 17,750 17,419 16,286
−Removed: Ironhorse Purchaser, LLC(n)(aa) S+ 650 , 1.00 % SOFR Floor
+Added: Ironhorse Purchaser, LLC(n)(w) S+ 650 , 1.00 % SOFR Floor
9/30/2027 Services:
Business 7,054 6,995 7,054
−Removed: Ironhorse Purchaser, LLC(aa) S+ 650 , 1.00 % SOFR Floor
+Added: Ironhorse Purchaser, LLC(w) S+ 650 , 1.00 % SOFR Floor
9/30/2027 Services:
Business 2,020 2,005 2,020
−Removed: Ironhorse Purchaser, LLC 0.50 % Unfunded
+Added: Ironhorse Purchaser, LLC(w) S+ 650 , 1.00 % SOFR Floor
9/30/2027 Services:
3 unchanged sentences
Business 347 — —
−Removed: Isagenix International, LLC(m)(x) L+ 775 , 1.00 % LIBOR Floor
+Added: Isagenix International, LLC(q)(s)(w) S+ 550 , 1.00 % SOFR Floor
4/14/2028 Beverage, Food & Tobacco 8,583 8,583 8,518
−Removed: Jenny C Acquisition, Inc.(q)(x) L+ 900 , 1.75 % LIBOR Floor
+Added: Jenny C Acquisition, Inc.(p)(v) S+ 900 , 1.75 % SOFR Floor
10/1/2024 Services:
Consumer 534 534 131
−Removed: JP Intermediate B, LLC(m)(x) L+ 550 , 1.00 % LIBOR Floor
+Added: JP Intermediate B, LLC(m)(w) S+ 550 , 1.00 % SOFR Floor
8/21/2027 Beverage, Food & Tobacco 34,703 18,528 27,155
−Removed: K&N Parent, Inc.(x) L+ 675 , 1.00 % LIBOR Floor
+Added: K&N Parent, Inc.(m)(s)(v) S+ 825 , 1.00 % SOFR Floor
8/16/2027 Consumer Goods:
Durable 5,441 5,441 5,244
−Removed: K&N Parent, Inc.(aa) S+ 800 , 1.00 % SOFR Floor
+Added: K&N Parent, Inc.(m)(v) S+ 800 , 1.00 % SOFR Floor
2/16/2027 Consumer Goods:
Durable 4,231 4,102 4,384
−Removed: Klein Hersh, LLC(m)(z) S+ 852 , 0.50 % SOFR Floor
+Added: Klein Hersh, LLC(m)(s)(v) S+ 1313 , 0.50 % SOFR Floor
4/27/2027 Services:
Business 21,918 21,918 18,795
−Removed: KNB Holdings Corp.(m)(n)(q)(y) L+ 550 , 1.00 % LIBOR Floor
+Added: KNB Holdings Corp.(m)(p)(u) L+ 550 , 1.00 % LIBOR Floor
4/26/2024 Consumer Goods:
Durable 7,634 7,387 229
−Removed: LaserAway Intermediate Holdings II, LLC(m)(x) L+ 575 , 0.75 % LIBOR Floor
−Removed: 10/12/2027 Services:
−Removed: Consumer 3,375 3,319 3,316
−Removed: LAV Gear Holdings, Inc.(m)(n)(aa) S+ 550 , 1.00 % SOFR Floor
+Added: LAV Gear Holdings, Inc.(m)(n)(w) S+ 628 , 1.00 % SOFR Floor
10/31/2024 Services:
Business 27,590 27,484 27,383
−Removed: LAV Gear Holdings, Inc.(m)(n)(aa) S+ 550 , 1.00 % SOFR Floor
+Added: LAV Gear Holdings, Inc.(m)(n)(w) S+ 628 , 1.00 % SOFR Floor
10/31/2024 Services:
Business 4,526 4,514 4,492
−Removed: LGC US Finco, LLC(m)(w) L+ 650 , 1.00 % LIBOR Floor
+Added: LGC US Finco, LLC(m)(v) S+ 650 , 1.00 % SOFR Floor
12/20/2025 Capital Equipment 11,226 11,053 11,226
−Removed: Lift Brands, Inc.(m)(n)(r)(w) L+ 750 , 1.00 % LIBOR Floor
+Added: Lift Brands, Inc.(m)(n)(q)(v) S+ 750 , 1.00 % SOFR Floor
6/29/2025 Services:
Consumer 23,050 23,051 23,050
−Removed: Lift Brands, Inc.(m)(n)(r) 9.50 % 6/29/2025 Services:
+Added: Lift Brands, Inc.(m)(n)(q)(s) 9.50 % 6/29/2025 Services:
Consumer 6,056 6,013 5,814
−Removed: Lift Brands, Inc.(m)(n)(r) (p) 6/29/2025 Services:
+Added: Lift Brands, Inc.(m)(n)(q)(s) 9.50 % 6/29/2025 Services:
Consumer 6,921 6,671 6,259
−Removed: Longview Power, LLC(r)(x) L+ 1000 , 1.50 % LIBOR Floor
−Removed: 7/30/2025 Energy:
−Removed: Oil & Gas 2,073 1,390 2,348
−Removed: MacNeill Pride Group Corp.(m)(aa) S+ 625 , 1.00 % SOFR Floor
+Added: MacNeill Pride Group Corp.(m)(w) S+ 625 , 1.00 % SOFR Floor
4/22/2026 Services:
Consumer 17,051 16,987 16,966
−Removed: MacNeill Pride Group Corp.(m)(aa) S+ 625 , 1.00 % SOFR Floor
+Added: MacNeill Pride Group Corp.(m)(w) S+ 625 , 1.00 % SOFR Floor
4/22/2026 Services:
6 unchanged sentences
13.00 % 8/20/2026 Healthcare & Pharmaceuticals 11,094 11,043 11,094
−Removed: Marble Point Credit Management LLC(x) L+ 600 , 1.00 % LIBOR Floor
−Removed: 8/11/2028 Diversified Financials 6,089 5,985 6,089
−Removed: Marble Point Credit Management LLC(x) L+ 600 , 1.00 % LIBOR Floor
−Removed: 8/11/2028 Diversified Financials 1,437 1,418 1,437
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2022
−Removed: (in thousands)
−Removed: Portfolio Company(a) Interest(b) Maturity Industry Principal/
−Removed: Units(e) Cost(d) Fair
−Removed: Mimeo.com, Inc.(x) L+ 700 , 1.00 % LIBOR Floor
+Added: Medplast Holdings, Inc.(m)(t) L+ 375 , 0.00 % LIBOR Floor
+Added: 7/2/2025 Healthcare & Pharmaceuticals 4,961 4,801 4,914
+Added: Mimeo.com, Inc.(m)(w) L+ 640 , 1.00 % LIBOR Floor
12/21/2024 Media:
Advertising, Printing & Publishing 21,638 21,638 21,638
−Removed: Mimeo.com, Inc.(x) L+ 700 , 1.00 % LIBOR Floor
+Added: Mimeo.com, Inc.(w) L+ 640 , 1.00 % LIBOR Floor
12/21/2024 Media:
4 unchanged sentences
Advertising, Printing & Publishing 2,500 — —
−Removed: Moss Holding Company(m)(n)(aa) S+ 625 , 1.00 % SOFR Floor
+Added: Moss Holding Company(m)(n)(w) S+ 625 , 1.00 % SOFR Floor
4/17/2024 Services:
Business 22,125 22,038 21,904
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2023
+Added: (in thousands)
+Added: Portfolio Company(a) Interest(b) Maturity Industry Principal/
+Added: Units(e) Cost(d) Fair
Moss Holding Company 6.25 % Unfunded
4 unchanged sentences
Business 2,126 — ( 21 )
−Removed: Neptune Flood Inc.(m)(x) L+ 600 , 1.00 % LIBOR Floor
−Removed: 10/21/2026 Banking, Finance, Insurance & Real Estate 7,789 7,742 7,867
−Removed: NewsCycle Solutions, Inc.(m)(n)(x) S+ 700 , 1.00 % SOFR Floor
+Added: NewsCycle Solutions, Inc.(m)(n)(w) S+ 700 , 1.00 % SOFR Floor
2/27/2024 Media:
Advertising, Printing & Publishing 12,317 12,317 12,317
−Removed: NWN Parent Holdings LLC(m)(x) S+ 800 , 1.00 % SOFR Floor
−Removed: 5/7/2026 High Tech Industries 12,755 12,664 12,643
−Removed: NWN Parent Holdings LLC(x) S+ 800 , 1.00 % SOFR Floor
−Removed: 5/7/2026 High Tech Industries 810 798 803
−Removed: NWN Parent Holdings LLC 0.50 % Unfunded
−Removed: 5/7/2026 High Tech Industries 90 — ( 1 )
−Removed: OpCo Borrower, LLC(m)(z) S+ 650 , 1.00 % SOFR Floor
−Removed: 8/19/2027 Healthcare & Pharmaceuticals 11,387 11,268 11,387
−Removed: OpCo Borrower, LLC(z) S+ 650 , 1.00 % SOFR Floor
+Added: Nova Compression, LLC(m)(s)(v) S+ 1050 , 2.00 % SOFR Floor
+Added: 10/13/2027 Energy:
+Added: Oil & Gas 27,004 27,004 27,004
+Added: Nova Compression, LLC 1.00 % Unfunded
+Added: 10/13/2024 Energy:
+Added: Oil & Gas 2,609 — —
+Added: Nova Compression, LLC(s)(v) S+ 1050 , 2.00 % SOFR Floor
+Added: 10/13/2027 Energy:
+Added: Oil & Gas 652 652 652
+Added: NTM Acquisition Corp.(m)(w) S+ 675 , 1.00 % SOFR Floor
+Added: 6/18/2026 Hotel, Gaming & Leisure 25,000 25,000 25,000
+Added: OpCo Borrower, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
8/19/2027 Healthcare & Pharmaceuticals 10,827 10,735 10,935
1 unchanged sentence
8/19/2027 Healthcare & Pharmaceuticals 1,042 — 10
−Removed: Optio Rx, LLC(m)(n)(w) L+ 700 , 0.00 % LIBOR Floor
+Added: Optio Rx, LLC(m)(n)(u) L+ 900 , 0.00 % LIBOR Floor
6/28/2024 Healthcare & Pharmaceuticals 15,366 15,354 15,309
−Removed: Optio Rx, LLC(n)(w) L+ 1000 , 0.00 % LIBOR Floor
+Added: Optio Rx, LLC(n)(u) L+ 1200 , 0.00 % LIBOR Floor
6/28/2024 Healthcare & Pharmaceuticals 2,480 2,477 2,504
−Removed: Pentec Acquisition Corp.(m)(w) L+ 600 , 1.00 % LIBOR Floor
+Added: Pentec Acquisition Corp.(m)(v) S+ 600 , 1.00 % SOFR Floor
10/8/2026 Healthcare & Pharmaceuticals 24,500 24,351 24,500
PH Beauty Holdings III.
−Removed: Inc.(m)(x) L+ 500 , 0.00 % LIBOR Floor
+Added: Inc.(m)(w) S+ 500 , 0.00 % SOFR Floor
9/28/2025 Consumer Goods:
Non-Durable 9,475 9,227 9,108
−Removed: Playboy Enterprises, Inc.(h)(n)(x) L+ 625 , 0.50 % LIBOR Floor
+Added: Playboy Enterprises, Inc.(h)(n)(s)(x) S+ 425 , 0.50 % SOFR Floor
5/25/2027 Consumer Goods:
Non-Durable 19,689 19,372 18,926
−Removed: Project Castle, Inc.(m)(aa) S+ 550 , 0.50 % SOFR Floor
−Removed: 6/1/2029 Services:
−Removed: Business 9,975 8,979 8,117
−Removed: RA Outdoors, LLC(m)(aa) S+ 675 , 1.00 % SOFR Floor
+Added: PRA Acquisition, LLC(n)(w) S+ 650 , 1.00 % SOFR Floor
+Added: 5/12/2028 Hotel, Gaming & Leisure 19,900 19,900 19,751
+Added: Project Castle, Inc.(m)(w) S+ 550 , 0.50 % SOFR Floor
+Added: 6/1/2029 Capital Equipment 7,890 7,186 7,042
+Added: Donnelley & Sons Company(n)(v) S+ 725 , 0.75 % SOFR Floor
3/22/2028 Media:
+Added: Advertising, Printing & Publishing 12,821 12,791 12,851
+Added: RA Outdoors, LLC(w) S+ 675 , 1.00 % SOFR Floor
+Added: 4/8/2026 Media:
Diversified & Production 677 600 677
+Added: RA Outdoors, LLC(m) S+ 675 , 1.00 % SOFR Floor
+Added: 4/8/2026 Media:
+Added: Diversified & Production 10,979 10,979 10,979
RA Outdoors, LLC 0.50 % Unfunded
1 unchanged sentence
Diversified & Production 373 — —
−Removed: Retail Services WIS Corp.(m)(x) L+ 775 , 1.00 % LIBOR Floor
+Added: Retail Services WIS Corp.(m)(w) S+ 835 , 1.00 % SOFR Floor
5/20/2025 Services:
Business 9,046 8,926 8,956
−Removed: Hilliard, L.L.P.(m)(t)(w) L+ 1200 , 2.00 % LIBOR Floor
+Added: Hilliard, L.L.P.(m)(s)(v) S+ 1200 , 2.00 % SOFR Floor
9/16/2024 Services:
Consumer 2,149 2,149 2,130
−Removed: Rogers Mechanical Contractors, LLC(m)(t)(aa) S+ 800 , 1.00 % SOFR Floor
−Removed: 9/9/2025 Services:
−Removed: Business 16,365 16,365 16,324
−Removed: Rogers Mechanical Contractors, LLC(t)(aa) S+ 800 , 1.00 % SOFR Floor
−Removed: 9/9/2025 Services:
−Removed: Business 962 962 959
−Removed: Rogers Mechanical Contractors, LLC 1.00 % Unfunded
−Removed: 4/28/2023 Services:
−Removed: Business 962 — ( 2 )
+Added: Rogers Mechanical Contractors, LLC(m)(x) S+ 700 , 1.00 % SOFR Floor
+Added: 9/9/2025 Construction & Building 14,930 14,930 14,911
+Added: Rogers Mechanical Contractors, LLC(m)(x) S+ 700 , 1.00 % SOFR Floor
+Added: 9/9/2025 Construction & Building 881 881 880
Rogers Mechanical Contractors, LLC 0.75 % Unfunded
−Removed: 9/9/2025 Services:
−Removed: Business 2,404 — ( 6 )
−Removed: RumbleOn, Inc.(m)(x) L+ 825 , 1.00 % LIBOR Floor
−Removed: 8/31/2026 Automotive 13,284 12,497 12,554
−Removed: RumbleOn, Inc.(x) L+ 825 , 1.00 % LIBOR Floor
+Added: 9/9/2025 Construction & Building 2,404 — ( 3 )
+Added: RumbleOn, Inc.(m)(s)(w) S+ 875 , 1.00 % SOFR Floor
8/31/2026 Automotive 9,525 9,089 9,239
−Removed: RumbleOn, Inc.(o) 0.00 % Unfunded
+Added: RumbleOn, Inc.(m)(s)(w) S+ 875 , 1.00 % SOFR Floor
8/31/2026 Automotive 2,875 2,858 2,788
−Removed: Securus Technologies Holdings, Inc.(m)(x) L+ 450 , 1.00 % LIBOR Floor
+Added: Securus Technologies Holdings, Inc.(m)(s)(w) S+ 489 , 1.00 % SOFR Floor
11/1/2024 Telecommunications 3,865 3,627 3,623
−Removed: Sequoia Healthcare Management, LLC(m)(n)(q) 12.75 % 11/4/2023 Healthcare & Pharmaceuticals 8,525 8,457 10,209
−Removed: Service Compression, LLC(m)(t)(aa) S+ 1000 , 1.00 % SOFR Floor
+Added: Sequoia Healthcare Management, LLC(y) 12.75 % 11/4/2023 Healthcare & Pharmaceuticals 8,525 8,540 7,289
+Added: Service Compression, LLC(m)(s)(v) S+ 1000 , 1.00 % SOFR Floor
5/6/2027 Energy:
Oil & Gas 23,443 23,152 25,553
−Removed: Service Compression, LLC(aa) S+ 1000 , 1.00 % SOFR Floor
+Added: Service Compression, LLC(m)(s)(v) S+ 1000 , 1.00 % SOFR Floor
5/6/2027 Energy:
Oil & Gas 7,036 6,948 7,669
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2022
−Removed: (in thousands)
−Removed: Portfolio Company(a) Interest(b) Maturity Industry Principal/
−Removed: Units(e) Cost(d) Fair
Service Compression, LLC 0.50 % Unfunded
1 unchanged sentence
Oil & Gas 419 — 38
−Removed: Sleep Opco, LLC(m)(x) L+ 650 , 1.00 % LIBOR Floor
+Added: Sleep Opco, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor
10/12/2026 Retail 13,635 13,469 13,635
+Added: Sleep Opco, LLC(m)(w) S+ 700 , 1.00 % SOFR Floor
+Added: 10/12/2026 Retail 397 392 405
Sleep Opco, LLC 0.50 % Unfunded
1 unchanged sentence
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(m)(t)(x) L+ 950
+Added: / Precision Medical Inc.(s)(u) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 15,453 15,398 8,576
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2023
+Added: (in thousands)
+Added: Portfolio Company(a) Interest(b) Maturity Industry Principal/
+Added: Units(e) Cost(d) Fair
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(m)(t)(x) L+ 950
+Added: / Precision Medical Inc.(s)(u) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 1,373 1,373 721
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(m)(t)(x) L+ 950
+Added: / Precision Medical Inc.(s)(u) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 883 806 463
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(m)(t)(x) L+ 950
+Added: / Precision Medical Inc.(s)(u) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 838 838 440
Spinal USA, Inc.
−Removed: / Precision Medical Inc.(m)(t)(x) L+ 950
−Removed: 5/29/2023 Healthcare & Pharmaceuticals 607 536 446
−Removed: STATinMED, LLC(r)(t)(z) S+ 950 , 2.00 % SOFR Floor
+Added: / Precision Medical Inc.(s)(u) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 699 638 388
−Removed: STATinMED, LLC(r)(t)(z) S+ 950 , 2.00 % SOFR Floor
+Added: Spinal USA, Inc.
+Added: / Precision Medical Inc.(s)(u) L+ 950
11/29/2024 Healthcare & Pharmaceuticals 639 639 645
−Removed: STATinMED, LLC(o)(r) 0.00 % Unfunded
+Added: STATinMED, LLC(q)(s)(v) S+ 950 , 2.00 % SOFR Floor
7/1/2027 Healthcare & Pharmaceuticals 10,678 10,678 10,358
−Removed: Thrill Holdings LLC(m)(aa) S+ 650 , 1.00 % SOFR Floor
+Added: Stengel Hill Architecture, LLC(n)(w) S+ 650 , 1.00 % SOFR Floor
+Added: 8/16/2028 Construction & Building 15,000 15,000 15,000
+Added: Tactical Air Support, Inc.(n)(v) S+ 850 , 1.00 % SOFR Floor
+Added: 12/22/2028 Aerospace & Defense 12,000 12,000 12,000
+Added: Tactical Air Support, Inc.
+Added: 0.75 % Unfunded
+Added: 12/23/2024 Aerospace & Defense 2,000 — —
+Added: Thrill Holdings LLC(m)(v) S+ 650 , 1.00 % SOFR Floor
5/27/2027 Media:
3 unchanged sentences
Diversified & Production 1,739 — 26
−Removed: Thrill Holdings LLC(aa) S+ 650 , 1.00 % SOFR Floor
+Added: Thrill Holdings LLC 1.00 % Unfunded
5/27/2024 Media:
Diversified & Production 3,261 — 49
−Removed: Trademark Global, LLC(t)(w) L+ 750 , 1.00 % LIBOR Floor
+Added: TMK Hawk Parent, Corp.(w) S+ 350 , 1.00 % SOFR Floor
+Added: 8/28/2024 Services:
+Added: Business 7,957 5,997 5,359
+Added: TMK Hawk Parent, Corp.(w) S+ 350 , 1.00 % SOFR Floor
+Added: 8/28/2024 Services:
+Added: Business 3,084 2,369 1,958
+Added: Trademark Global, LLC(m)(s)(v) S+ 750 , 1.00 % SOFR Floor
7/30/2024 Consumer Goods:
Non-Durable 15,731 15,720 14,347
−Removed: Trammell, P.C.(t)(z) S+ 1550 , 2.00 % SOFR Floor
+Added: Trammell, P.C.(s)(v) S+ 1550 , 2.00 % SOFR Floor
4/28/2026 Services:
Consumer 15,213 15,213 15,213
−Removed: USALCO, LLC(m)(x) L+ 600 , 1.00 % LIBOR Floor
+Added: USALCO, LLC(m)(v) S+ 600 , 1.00 % SOFR Floor
10/19/2027 Chemicals, Plastics & Rubber 25,435 25,243 25,435
−Removed: Vesta Holdings, LLC(m)(t) P+ 900
−Removed: 2/25/2024 Banking, Finance, Insurance & Real Estate 21,071 21,071 19,938
−Removed: Vesta Holdings, LLC(m)(aa) S+ 1000 , 1.00 % SOFR Floor
−Removed: 3/12/2023 Banking, Finance, Insurance & Real Estate 10,392 10,159 10,392
−Removed: Vesta Holdings, LLC(t) P+ 900
−Removed: 2/25/2024 Banking, Finance, Insurance & Real Estate 838 838 793
−Removed: Volta Charging, LLC(m) 12.00 % 6/19/2024 Media:
−Removed: Diversified & Production 5,621 5,617 6,506
−Removed: Volta Charging, LLC(m) 12.00 % 6/19/2024 Media:
−Removed: Diversified & Production 1,500 1,499 1,736
−Removed: Williams Industrial Services Group, Inc.(n)(t)(x) L+ 900 , 1.00 % LIBOR Floor
+Added: Williams Industrial Services Group, Inc.(p)(s)(w) S+ 1100 , 1.00 % SOFR Floor
12/16/2025 Services:
Business 1,747 1,636 1,092
−Removed: Wok Holdings Inc.(m)(x) L+ 650 , 0.00 % LIBOR Floor
+Added: Williams Industrial Services Group, Inc.(p)(s)(w) S+ 1100 , 1.00 % SOFR Floor
+Added: 12/16/2025 Services:
+Added: Business 349 327 218
+Added: Wok Holdings Inc.(m)(v) S+ 625 , 0.00 % SOFR Floor
3/1/2026 Beverage, Food & Tobacco 24,844 24,291 24,673
−Removed: WorkGenius, Inc.(m)(aa) S+ 700 , 0.50 % SOFR Floor
+Added: WorkGenius, Inc.(m)(w) S+ 750 , 1.00 % SOFR Floor
6/7/2027 Services:
Business 14,821 14,821 14,821
−Removed: WorkGenius, Inc.
−Removed: 0.50 % Unfunded
+Added: WorkGenius, Inc.(w) S+ 750 , 1.00 % SOFR Floor
6/7/2027 Services:
Business 750 738 750
−Removed: Xenon Arc, Inc.(m)(x) L+ 525 , 0.75 % LIBOR Floor
+Added: WorkGenius, Inc.(m)(w) S+ 750 , 1.00 % SOFR Floor
+Added: 6/7/2027 Services:
+Added: Business 3,500 3,500 3,500
+Added: Xenon Arc, Inc.(m)(w) S+ 575 , 0.75 % SOFR Floor
12/17/2027 High Tech Industries 3,876 3,844 3,876
−Removed: Yak Access, LLC(m) L+ 400 , 0.00 % LIBOR Floor
+Added: Yak Access, LLC(m)(n)(w) S+ 640 , 1.00 % SOFR Floor
3/10/2028 Construction & Building 20,592 18,768 20,618
1 unchanged sentence
Senior Secured Second Lien Debt - 3.3 %
−Removed: Global Tel*Link Corp.(n)(aa) S+ 1000 , 0.00 % SOFR Floor
+Added: Global Tel*Link Corp.(n)(w) S+ 1000 , 0.00 % SOFR Floor
11/29/2026 Telecommunications 11,500 11,401 11,414
OpCo Borrower, LLC(m) 12.50 % 2/19/2028 Healthcare & Pharmaceuticals 12,500 11,795 11,813
−Removed: RA Outdoors, LLC(m)(aa) S+ 900 , 1.00 % SOFR Floor
+Added: RA Outdoors, LLC(m)(w) S+ 900 , 1.00 % SOFR Floor
10/8/2026 Media:
Diversified & Production 1,809 1,809 1,820
−Removed: Securus Technologies Holdings, Inc.(x) L+ 825 , 1.00 % LIBOR Floor
+Added: Securus Technologies Holdings, Inc.(s)(w) S+ 891 , 1.00 % SOFR Floor
11/1/2025 Telecommunications 2,999 2,990 2,591
−Removed: TMK Hawk Parent, Corp.(x) L+ 800 , 1.00 % LIBOR Floor
+Added: TMK Hawk Parent, Corp.(p)(w) S+ 800 , 1.00 % SOFR Floor
8/26/2025 Services:
1 unchanged sentence
Total Senior Secured Second Lien Debt 41,280 29,111
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2022
−Removed: (in thousands)
−Removed: Portfolio Company(a) Interest Maturity Industry Principal/
−Removed: Units(e) Cost(d) Fair
Collateralized Securities and Structured Products - Equity - 0.1 %
6 unchanged sentences
Unsecured Debt - 1.5 %
−Removed: Lucky Bucks Holdings LLC(t) 12.50 % 5/29/2028 Hotel, Gaming & Leisure 22,860 22,860 15,316
−Removed: WPLM Acquisition Corp.(t) 15.00 % 11/24/2025 Media:
+Added: Lucky Bucks Holdings LLC(p)(s) 12.50 % 5/26/2028 Hotel, Gaming & Leisure 25,308 22,860 4,135
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2023
+Added: (in thousands)
+Added: Portfolio Company(a) Interest(b) Maturity Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: WPLM Acquisition Corp.(s) 15.00 % 11/24/2025 Media:
Advertising, Printing & Publishing 8,872 8,833 8,739
1 unchanged sentence
Equity - 26.4 %
−Removed: ARC Financial Partners, LLC, Membership Interests ( 25 % ownership)(o)(r)
+Added: ARC Financial Partners, LLC, Membership Interests ( 25 % ownership)(o)(q)
Metals & Mining NA — —
1 unchanged sentence
Oil & Gas 511,255 Units
−Removed: Ascent Resources - Marcellus, LLC, Warrants(o) Energy:
−Removed: Oil & Gas 132,367 Units
−Removed: Carestream Health Holdings Inc., Common Stock(o)(r) Healthcare & Pharmaceuticals 613,262 Units
+Added: Carestream Health Holdings, Inc., Common Stock(o)(q) Healthcare & Pharmaceuticals 614,368 Units
21,758 21,386
1 unchanged sentence
Business 380,952 Units
−Removed: CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(o)(s) Diversified Financials 22,072,841 Units
+Added: CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(r) Diversified Financials 22,072,841 Units
22,073 25,039
−Removed: CION/EagleTree Partners, LLC, Membership Units ( 85 % ownership)(h)(o)(s)
+Added: CION/EagleTree Partners, LLC, Membership Units ( 85 % ownership)(h)(o)(r)
Diversified Financials NA — —
−Removed: DBI Investors, Inc., Series A1 Preferred Stock(o) Retail 20,000 Units
−Removed: DBI Investors, Inc., Series A2 Preferred Stock(o) Retail 1,733 Units
−Removed: DBI Investors, Inc., Series A Preferred Stock(o) Retail 1,396 Units
−Removed: DBI Investors, Inc., Series B Preferred Stock(o) Retail 4,183 Units
−Removed: DBI Investors, Inc., Common Stock(o) Retail 39,423 Units
−Removed: DBI Investors, Inc., Reallocation Rights(o) Retail 7,500 Units
−Removed: FWS Parent Holdings, LLC.
−Removed: Class A Membership Interests(o) Services:
+Added: David's Bridal Holdings, LLC, Preferred Units(o)(r) Retail 1,000 Units
+Added: 10,820 12,494
+Added: David's Bridal Holdings, LLC, Common Units(o)(r) Retail 900,000 Units
+Added: 23,130 41,418
+Added: FWS Parent Holdings, LLC, Class A Membership Interests(o) Services:
Business 35,242 Units
−Removed: GSC Technologies Inc., Common Shares(o)(r) Chemicals, Plastics & Rubber 807,268 Units
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class A Preferred Units(o) Retail 1,000,000 Units
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class B-2 Preferred Units(m)(o) Retail 2,632,771 Units
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Class C Preferred Units(m)(o) Retail 2,632,771 Units
−Removed: Independent Pet Partners Intermediate Holdings, LLC, Warrants(o) Retail 155,880 Units
−Removed: Instant Web Holdings, LLC, Class A Common Units(o)(r) Media:
+Added: GSC Technologies Inc., Common Shares(o)(q) Chemicals, Plastics & Rubber 807,268 Units
+Added: Heritage Litigation Trust, Restricted Stock(o) Energy:
+Added: Oil & Gas 238,375 Units
+Added: IPP Buyer Holdings, LLC, Class A Units(o)(q) Retail 8,888,354 Units
+Added: 10,740 11,910
+Added: Instant Web Holdings, LLC, Class A Common Units(o)(q) Media:
Advertising, Printing & Publishing 10,819 Units
−Removed: Language Education Holdings GP LLC, Common Units(o)(r) Services:
+Added: Isagenix Worldwide, Inc., Common Shares(o)(q) Beverage, Food & Tobacco 601,941 Units
+Added: K&N Holdco, LLC, Membership Units(o) Consumer Goods:
+Added: Durable 458,364 Units
+Added: Language Education Holdings GP LLC, Common Units(o) Services:
Business 366,667 Units
−Removed: Language Education Holdings LP, Ordinary Common Units(o)(r) Services:
+Added: Language Education Holdings LP, Ordinary Common Units(o) Services:
Business 366,667 Units
−Removed: Longview Intermediate Holdings C, LLC, Membership Units(o)(r) Energy:
+Added: Longview Intermediate Holdings C, LLC, Membership Units(q) Energy:
Oil & Gas 653,989 Units
−Removed: Mount Logan Capital Inc., Common Stock(f)(h)(r) Banking, Finance, Insurance & Real Estate 1,075,557 Units
+Added: Macquarie Capital Funding LLC(i)(o)
+Added: Hotel, Gaming & Leisure 123,568 Units
+Added: Mount Logan Capital Inc., Common Stock(f)(h)(q) Banking, Finance, Insurance & Real Estate 1,075,557 Units
New Giving Acquisition, Inc., Warrants(o) 8/19/2029 Healthcare & Pharmaceuticals 4,630 Units
+Added: New HW Holdings Corp., Common Stock(o) Capital Equipment 133 Units
NS NWN Acquisition, LLC, Class A Preferred Units(o) High Tech Industries 111 Units
NS NWN Acquisition, LLC, Common Equity(o) High Tech Industries 346 Units
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2022
−Removed: (in thousands)
−Removed: Portfolio Company(a) Interest Industry Principal/
−Removed: Units(e) Cost(d) Fair
NS NWN Holdco LLC, Non-Voting Units(o) High Tech Industries 522 Units
2 unchanged sentences
Palmetto Clean Technology, Inc., Warrants(o) High Tech Industries 724,112 Units
+Added: Reorganized Heritage TopCo, LLC, Common Stock(o) Energy:
+Added: Oil & Gas 201,249 Units
RumbleOn, Inc., Warrants(o) 8/14/2028 Automotive 60,606 Units
1 unchanged sentence
Oil & Gas N/A 509 1,426
−Removed: Snap Fitness Holdings, Inc., Class A Common Stock(o)(r) Services:
+Added: Snap Fitness Holdings, Inc., Class A Common Stock(o)(q) Services:
Consumer 9,858 Units
−Removed: Snap Fitness Holdings, Inc., Warrants(o)(r) Services:
+Added: Snap Fitness Holdings, Inc., Warrants(o)(q) Services:
Consumer 3,996 Units
−Removed: STATinMed Parent, LLC, Class A Preferred Units(o)(r) Healthcare & Pharmaceuticals 6,182 Units
−Removed: STATinMed Parent, LLC, Class B Preferred Units(o)(r) Healthcare & Pharmaceuticals 51,221 Units
+Added: SRA Holdings, LLC, Membership Units(m)(o)(q) Banking, Finance, Insurance & Real Estate 224,865 Units
+Added: 23,611 25,515
+Added: STATinMed Parent, LLC, Class A Preferred Units(o)(q) Healthcare & Pharmaceuticals 6,182 Units
+Added: STATinMed Parent, LLC, Class B Preferred Units(o)(q) Healthcare & Pharmaceuticals 51,221 Units
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2023
+Added: (in thousands)
+Added: Portfolio Company(a) Interest Industry Principal/
+Added: Units(e) Cost(d) Fair
+Added: URS Topco, LLC, Common Equity(o) Transportation:
+Added: Cargo 430,540 Units
WorkGenius, LLC, Class A Units(o) Services:
Business 500 Units
+Added: Yak Holding II, LLC, Series A Preferred Units(o) Construction & Building 4,000,000 Units
+Added: Yak Holding II, LLC, Series B-1 Preferred Units(o) Construction & Building 1,966,018 Units
+Added: Yak Holding II, LLC, Series A Common Units(o) Construction & Building 127,419 Units
Total Equity 182,738 232,572
6 unchanged sentences
LIABILITIES IN EXCESS OF OTHER ASSETS - ( 122.2 )%
+Added: ( 1,074,707 )
NET ASSETS - 100.0 %
1 unchanged sentence
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 t.
+Added: Unless specifically identified in note s.
below, investments do not contain a PIK interest provision.
−Removed: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2022, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2022.
The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of December 31, 2023, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to December 31, 2023.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2023, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2023.
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.
6 unchanged sentences
The estimated yield indicated is based upon a current projection of the amount and timing of these recurring distributions and the estimated amount of repayment of principal upon termination.
−Removed: Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realize d.
+Added: Such projections are periodically reviewed and adjusted, and the estimated yield may not ultimately be realized.
The investment or a portion thereof is not a qualifying asset under the 1940 Act.
1 unchanged sentence
As of December 31, 2023, 94.6 % of the Company’s total assets represented qualifying assets.
−Removed: See accompanying notes to consolidated financial statements.
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2022
−Removed: (in thousands)
+Added: The Company has entered into a proceeds agreement with Macquarie Capital Funding LLC, or Macquarie, in which any proceeds received by Macquarie from an underlying first lien term loan were passed onto the Company.
+Added: The underlying first lien term loan was subsequently exchanged for common shares of the underlying portfolio company.
+Added: Macquarie's obligations under the proceeds agreement are not secured by any collateral.
+Added: The industry and other investment characteristics reflect the terms of the underlying equity security.
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 trigger event.
−Removed: Investment or a portion thereof was on non-accrual status as of December 31, 2022.
See accompanying notes to consolidated financial statements.
3 unchanged sentences
(in thousands)
+Added: Investment or a portion thereof was on non-accrual status as of December 31, 2023.
Investment determined to be an affiliated investment as defined in the 1940 Act as the Company owns between 5% and 25% of the portfolio company’s outstanding voting securities but does not control the portfolio company.
Fair value as of December 31, 2022 and 2023, along with transactions during the year ended December 31, 2023 in these affiliated investments, were as follows:
−Removed: Year Ended December 31, 2022 Year Ended December 31, 2022
+Added: Year Ended December 31, 2023
+Added: Year Ended December 31, 2023
Non-Controlled, Affiliated Investments Fair Value at
1 unchanged sentence
(Cost)(1) Gross
−Removed: (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2022 Net Realized Gain (Loss) Interest
−Removed: Income(3) Dividend Income
+Added: (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2023
+Added: Net Realized Gain (Loss) Interest
+Added: Income(3) Dividend Income Fee Income
+Added: Afore Insurance Services, LLC
+Added: First Lien Term Loan $ — $ 4,583 $ — $ — $ 4,583 $ — $ 405 $ — $ —
ARC Financial, LLC
Membership Interests — — — — — — — 25 —
−Removed: Berlitz Holdings, Inc.
−Removed: First Lien Term Loan — 13,956 ( 13,956 ) — — — 393 —
Carestream Health, Inc.
2 unchanged sentences
Common Shares 21,544 — — ( 158 ) 21,386 — — — —
−Removed: Charming Charlie, LLC
−Removed: Vendor Payment Financing Facility 350 — ( 657 ) 307 — ( 657 ) 26 —
DESG Holdings, Inc.
First Lien Term Loan 246 — ( 82 ) ( 79 ) 85 — — — —
−Removed: Second Lien Term Loan — — ( 10,017 ) 10,017 — ( 10,017 ) — —
GSC Technologies Inc.
3 unchanged sentences
Common Shares — — — 1,251 1,251 — — — —
−Removed: Instant Web Holdings, LLC
−Removed: Class A Common Units — — — — — — — —
Instant Web, LLC
3 unchanged sentences
First Lien Delayed Draw Term Loan — 1,082 — ( 69 ) 1,013 — 42 — —
−Removed: Language Education Holdings GP LLC
−Removed: Common Units — — — — — — — —
−Removed: Language Education Holdings LP
−Removed: Ordinary Common Units — 1,125 ( 1,125 ) — — — — —
+Added: Instant Web Holdings, LLC
+Added: Class A Common Units — — — — — — — — —
+Added: IPP Buyer Holdings, LLC
+Added: Class A Units — 10,740 — 1,170 11,910 — — — —
+Added: Isagenix International, LLC
+Added: First Lien Term Loan — 8,583 — ( 65 ) 8,518 — 647 — 477
+Added: Isagenix Worldwide, Inc.
+Added: Common Shares — 8,987 — ( 583 ) 8,404 — — — —
Lift Brands, Inc.
8 unchanged sentences
Common Stock 2,341 — — ( 717 ) 1,624 — — 40 —
−Removed: First Lien Term Loan 16,000 1,447 ( 21,261 ) 3,814 — ( 2,854 ) 804 —
−Removed: SIMR Parent, LLC
−Removed: Class B Membership Units — — ( 8,002 ) 8,002 — ( 8,002 ) — —
−Removed: Class W Membership Units — — — — — — — —
−Removed: See accompanying notes to consolidated financial statements
−Removed: CĪON Investment Corporation
−Removed: Consolidated Schedule of Investments
−Removed: December 31, 2022
−Removed: (in thousands)
−Removed: Year Ended December 31, 2022 Year Ended December 31, 2022
−Removed: Non-Controlled, Affiliated Investments Fair Value at
−Removed: December 31, 2021 Gross
−Removed: (Cost)(1) Gross
−Removed: (Cost)(2) Net Unrealized Gain (Loss) Fair Value at December 31, 2022 Net Realized Gain (Loss) Interest
−Removed: Income(3) Dividend Income
Snap Fitness Holdings, Inc.
1 unchanged sentence
Warrants 2,077 — — ( 191 ) 1,886 — — — —
+Added: SRA Holdings, LLC
+Added: Membership Units — 23,611 — 1,904 25,515 — — — —
STATinMED, LLC
5 unchanged sentences
Totals $ 143,876 $ 72,205 $ ( 2,445 ) $ ( 7,335 ) $ 206,301 $ — $ 15,440 $ 3,946 $ 2,432
+Added: See accompanying notes to consolidated financial statements.
+Added: CĪON Investment Corporation
+Added: Consolidated Schedule of Investments
+Added: December 31, 2023
+Added: (in thousands)
(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.
8 unchanged sentences
(Cost)(2) Net
−Removed: Gain (Loss) Fair Value at
−Removed: December 31, 2022 Net Realized
+Added: Gain (Loss) Fair Value at December 31, 2023
Gain (Loss) Interest
−Removed: Income(3) Dividend Income
+Added: Income(3) Dividend Income Fee Income
CION/EagleTree Partners, LLC
2 unchanged sentences
Common Shares — — — — — — — — —
+Added: David's Bridal, Inc.
+Added: Exit First Lien Term Loan — 22,050 — — 22,050 — 1,205 — 1,050
+Added: Incremental First Lien Term Loan — 17,033 — ( 339 ) 16,694 — 92 — 341
+Added: David's Bridal Holdings, LLC
+Added: Preferred Units — 10,820 — 1,674 12,494 — — — —
+Added: Common Units — 23,130 — 18,288 41,418 — — — —
Totals $ 91,114 $ 77,804 $ ( 5,521 ) $ 13,896 $ 177,293 $ — $ 9,140 $ 4,250 $ 1,391
11 unchanged sentences
Portfolio Company Investment Type Cash PIK All-in-Rate
−Removed: Adapt Laser Acquisition, Inc.
−Removed: Senior Secured First Lien Debt 14.76 % 2.00 % 16.76 %
American Clinical Solutions LLC Senior Secured First Lien Debt 7.15 % 5.35 % 12.50 %
−Removed: American Consolidated Natural Resources, Inc.
−Removed: Senior Secured First Lien Debt 17.33 % 3.00 % 20.33 %
−Removed: Ancile Solutions, Inc.
−Removed: Senior Secured First Lien Debt 11.75 % 3.00 % 14.75 %
Anthem Sports & Entertainment Inc.
Senior Secured First Lien Debt 3.00 % 12.11 % 15.11 %
−Removed: Cadence Aerospace, LLC Senior Secured First Lien Debt 10.92 % 2.00 % 12.92 %
+Added: Celerity Acquisition Holdings, LLC Senior Secured First Lien Debt 10.00 % 4.05 % 14.05 %
+Added: Senior Secured First Lien Debt 11.65 % 0.25 % 11.90 %
CION/EagleTree Partners, LLC Senior Secured Note — 14.00 % 14.00 %
−Removed: David's Bridal, LLC Senior Secured First Lien Debt 9.28 % 5.00 % 14.28 %
−Removed: David's Bridal, LLC Senior Secured First Lien Debt 1.00 % 9.42 % 10.42 %
+Added: Community Tree Service, LLC Senior Secured First Lien Debt 14.00 % 2.50 % 16.50 %
Deluxe Entertainment Services, Inc.
Senior Secured First Lien Debt 12.50 % 1.50 % 14.00 %
−Removed: Fusion Connect Inc.
−Removed: Senior Secured First Lien Debt 11.69 % 1.00 % 12.69 %
−Removed: GSC Technologies Inc.
−Removed: Senior Secured First Lien Debt — 9.12 % 9.12 %
+Added: FuseFX, LLC Senior Secured First Lien Debt 6.47 % 5.00 % 11.47 %
GSC Technologies Inc.
3 unchanged sentences
Senior Secured First Lien Debt — 15.00 % 15.00 %
−Removed: 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 — 13.00 % 13.00 %
−Removed: Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 11.26 % 11.26 %
−Removed: Independent Pet Partners Intermediate Holdings, LLC Senior Secured First Lien Debt — 14.42 % 14.42 %
+Added: Homer City Generation, L.P.
+Added: Senior Secured First Lien Debt — 17.00 % 17.00 %
+Added: Senior Secured First Lien Debt 11.96 % 0.25 % 12.21 %
Instant Web, LLC Senior Secured First Lien Debt — 12.47 % 12.47 %
+Added: Isagenix International, LLC Senior Secured First Lien Debt 2.50 % 8.54 % 11.04 %
+Added: K&N Parent, Inc.
+Added: Senior Secured First Lien Debt 8.72 % 5.00 % 13.72 %
+Added: Klein Hersh, LLC Senior Secured First Lien Debt 6.74 % 12.00 % 18.74 %
+Added: Lift Brands, Inc.
+Added: Senior Secured First Lien Debt — 9.50 % 9.50 %
Lucky Bucks Holdings LLC Unsecured Note — 12.50 % 12.50 %
+Added: Nova Compression, LLC Senior Secured First Lien Debt 12.61 % 3.25 % 15.86 %
+Added: Playboy Enterprises, Inc.
+Added: Senior Secured First Lien Debt 6.50 % 3.25 % 9.75 %
Hilliard, L.L.P.
Senior Secured First Lien Debt — 17.44 % 17.44 %
−Removed: Rogers Mechanical Contractors, LLC Senior Secured First Lien Debt 11.70 % 1.00 % 12.70 %
+Added: RumbleOn, Inc.
+Added: Senior Secured First Lien Debt 13.86 % 0.50 % 14.36 %
+Added: Securus Technologies Holdings, Inc.
+Added: Senior Secured First Lien Debt 6.61 % 3.89 % 10.50 %
+Added: Securus Technologies Holdings, Inc.
+Added: Senior Secured Second Lien Debt 6.61 % 7.65 % 14.26 %
Service Compression, LLC Senior Secured First Lien Debt 13.46 % 2.00 % 15.46 %
3 unchanged sentences
STATinMED, LLC Senior Secured First Lien Debt — 14.96 % 14.96 %
−Removed: STATinMED, LLC Senior Secured First Lien Debt — 13.94 % 13.94 %
Trademark Global, LLC Senior Secured First Lien Debt 11.11 % 1.75 % 12.86 %
1 unchanged sentence
Senior Secured First Lien Debt — 20.86 % 20.86 %
−Removed: Vesta Holdings, LLC Senior Secured First Lien Debt — 21.50 % 21.50 %
Williams Industrial Services Group, Inc.
2 unchanged sentences
Unsecured Note — 15.00 % 15.00 %
−Removed: As of December 31, 2022, the index rate for $ 2,096 and $ 1,943 was 1 Month LIBOR and 3 Month LIBOR, respectively.
The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2023 was 5.47%.
The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2023 was 5.59%.
−Removed: The interest rate on these loans is subject to 6 month LIBOR, which as of December 31, 2022 was 5.14%.
The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2023 was 5.35%.
The interest rate on these loans is subject to 3 month SOFR, which as of December 31, 2023 was 5.33%.
+Added: The interest rate on these loans is subject to 6 month SOFR, which as of December 31, 2023 was 5.16%.
+Added: While the maturity date of this loan has passed, the Company expects all interest and principal to be collected.
See accompanying notes to consolidated financial statements.
1 unchanged sentence
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
10 unchanged sentences
On August 7, 2023, 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 second amended and restated investment advisory agreement with CIM for a period of twelve months , commencing August 9, 2023.
+Added: The Company has also entered into an administration agreement with CIM to provide the Company with administrative services necessary for it to operate.
The Company and CIM previously engaged Apollo Investment Management, L.P., or AIM, a subsidiary of Apollo Global Management, Inc., or, together with its subsidiaries, Apollo, a leading global alternative investment manager, to act as the Company’s investment sub-adviser.
10 unchanged sentences
All of the Company's investment decisions are the sole responsibility of, and are made at the sole discretion of, CIM's investment committee, which consists entirely of CIG senior personnel.
+Added: The amended and restated investment advisory agreement was approved by shareholders on August 9, 2021 at the Company’s reconvened 2021 annual meeting of shareholders.
+Added: As a result, on August 10, 2021, the Company and CIM entered into the amended and restated investment advisory agreement in order to implement the change to the calculation of the subordinated incentive fee payable from the Company to CIM that expresses the hurdle rate required for CIM to earn, and be paid, the incentive fee as a percentage of the Company’s net assets rather than adjusted capital.
On October 5, 2021, the Company's shares of common stock commenced trading on the New York Stock Exchange, or the NYSE, under the ticker symbol "CION", or the Listing.
As a result, on October 5, 2021, the Company and CIM entered into the second amended and restated investment advisory agreement in order to implement the changes to the advisory fees payable from the Company to CIM that became effective upon the Listing that (i) reduced the annual base management fee, (ii) amended the structure of the subordinated incentive fee on income payable by the Company to CIM and reduced the hurdle and incentive fee rates, and (iii) reduced the incentive fee on capital gains payable by the Company to CIM (as described in further detail in Notes 2 and 4).
−Removed: On February 26, 2023, the Company’s shares of common stock also listed and commenced trading on the Tel Aviv Stock Exchange Ltd., or the TASE, under the ticker symbol “CION”.
+Added: On February 26, 2023, the Company’s shares of common stock and the Company's Series A Notes listed and commenced trading in Israel on the Tel Aviv Stock Exchange Ltd., or the TASE, under the ticker symbol “CION” and "CION B1", respectively.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
12 unchanged sentences
The Company evaluates subsequent events through the date that the consolidated financial statements are issued.
−Removed: Recently Announced Accounting Pronouncements
+Added: Recent Accounting Pronouncements
In June 2022, the Financial Accounting Standards Board, or the FASB, issued ASU 2022-03, Fair Value Measurement (Topic 820):
1 unchanged sentence
ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2023.
−Removed: The Company is evaluating the potential impact that the adoption of this guidance will have on the Company’s consolidated financial statements.
+Added: The Company has adopted this guidance and concluded that it did not have a material impact on the Company's consolidated financial statements.
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848):
12 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
10 unchanged sentences
Treasury securities and repurchase agreements that are collateralized by such securities.
−Removed: The Company had $ 116,934 and $ 10,869 of such investments at September 30, 2023 and December 31, 2022, 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 $ 130,137 and $ 113,446 of such investments at March 31, 2024 and December 31, 2023, respectively, which are included in investments, at fair value on the accompanying consolidated balance sheets and on the consolidated schedules of investments.
The Company elected to be treated for federal income tax purposes as a RIC under Subchapter M of the Code.
3 unchanged sentences
The Company will also be subject to nondeductible federal excise taxes if the Company does not distribute at least 98.0% of net ordinary income, 98.2% of capital gains, if any, and any recognized and undistributed income from prior years for which it paid no federal income taxes.
−Removed: Two of the Company’s wholly-owned consolidated subsidiaries, View ITC, LLC and View Rise, LLC, or collectively the Taxable Subsidiaries, have elected to be treated as taxable entities for U.S.
+Added: Three of the Company’s wholly-owned consolidated subsidiaries, CIC Holdco, LLC, View ITC, LLC and View Rise, LLC, or collectively the Taxable Subsidiaries, have elected to be treated as taxable entities for U.S.
federal income tax purposes.
1 unchanged sentence
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, 2023 or December 31, 2022.
+Added: There were no deferred tax assets or liabilities as of March 31, 2024 or December 31, 2023.
Book/tax differences relating to permanent differences are reclassified among the Company’s capital accounts, as appropriate.
9 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
24 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
34 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
17 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, 2023 and December 31, 2022.
+Added: For additional information on investments that contain a PIK interest provision, see the consolidated schedules of investments as of March 31, 2024 and December 31, 2023.
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.
13 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
11 unchanged sentences
This accrual reflects the incentive fees that would be payable to CIM if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though CIM is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.
−Removed: Net Increase in Net Assets per Share
−Removed: Net increase in net assets per share is calculated based upon the daily weighted average number of shares of common stock outstanding during the reporting period.
+Added: Net Increase (Decrease) in Net Assets per Share
+Added: Net increase (decrease) in net assets per share is calculated based upon the daily weighted average number of shares of common stock outstanding during the reporting period.
Distributions
5 unchanged sentences
The Company’s follow-on continuous public offering commenced on January 25, 2016 and ended on January 25, 2019.
−Removed: The following table summarizes transactions with respect to shares of the Company’s outstanding common stock during the nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022:
−Removed: Nine Months Ended
−Removed: September 30, Year Ended
+Added: The following table summarizes transactions with respect to shares of the Company’s outstanding common stock during the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023:
+Added: Three Months Ended
+Added: March 31, Year Ended
2024 2023 2023
4 unchanged sentences
Share repurchase program ( 424,031 ) ( 4,670 ) ( 338,029 ) ( 3,592 ) ( 1,114,848 ) ( 11,518 )
−Removed: Net shares/proceeds from share transactions ( 834,680 ) $ ( 8,619 ) ( 695,476 ) $ ( 6,711 ) ( 1,658,956 ) $ ( 15,444 )
+Added: Net shares/amounts for share transactions ( 424,031 ) $ ( 4,670 ) ( 338,029 ) $ ( 3,592 ) ( 1,114,848 ) $ ( 11,518 )
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
−Removed: Since commencing its initial continuous public offering on July 2, 2012 and through September 30, 2023, the Company sold 54,464,804 shares of common stock for net proceeds of $ 1,136,244 .
+Added: Since commencing its initial continuous public offering on July 2, 2012 and through March 31, 2024, the Company sold 53,760,605 shares of common stock for net proceeds of $ 1,128,675 .
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 repurchased of $ 264,062 , for which the Company repurchased 16,508,762 shares of common stock.
−Removed: As of September 30, 2023, 15,791,940 shares of common stock repurchased had been retired.
+Added: As of March 31, 2024, 16,508,762 shares of common stock repurchased had been retired.
On September 15, 2023, 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.
−Removed: As of September 30, 2023, the Company had not issued any such shares.
+Added: As of March 31, 2024, the Company had not issued any such shares.
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 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 first applied to the reinvestment of distributions paid after October 5, 2021.
+Added: The final distribution reinvestment under the Old DRP was made as part of the monthly base distribution paid on September 14, 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 on December 8, 2021.
For additional information regarding the terms of the New DRP, see Note 5.
7 unchanged sentences
The Company eliminated all then outstanding fractional shares of its common stock in connection with the Listing, as permitted by the Maryland General Corporation Law, on July 14, 2022.
−Removed: On February 26, 2023, the Company’s shares of common stock also listed and commenced trading on the TASE under the ticker symbol “CION”.
+Added: On February 26, 2023, the Company’s shares of common stock also listed and commenced trading in Israel on the TASE under the ticker symbol “CION”.
Pre-Listing Share Repurchase Program
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 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.
−Removed: The share repurchase program ultimately terminated upon the Listing and the Company does not expect to implement a new quarterly share repurchase program in the future.
+Added: On July 30, 2021, the Company's board of directors, including the independent directors, determined to suspend the Company's pre-Listing share repurchase program commencing with the third quarter of 2021 in anticipation of the Listing and the concurrent enhanced liquidity the Listing was expected to provide.
+Added: The pre-Listing share repurchase program ultimately terminated upon the Listing and the Company does not expect to implement a new quarterly share repurchase program in the future.
Historically, the Company generally limited the number of shares to be repurchased during any calendar year to the number of shares it could have repurchased with the proceeds it received from the issuance of shares pursuant to the Old DRP.
At the discretion of the Company’s board of directors, it could have also used cash on hand, cash available from borrowings and cash from liquidation of investments as of the end of the applicable period to repurchase shares.
−Removed: The Company offered to repurchase such shares at a price equal to the estimated net asset value per share on each date of repurchase.
+Added: The Company offered to repurchase such shares at a price equal to the estimated NAV per share on each date of repurchase.
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.
1 unchanged sentence
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
6 unchanged sentences
The policy may be suspended or discontinued at any time and does not obligate the Company to acquire any specific number of shares of its common stock.
−Removed: On August 29, 2023, as part of the share repurchase policy, the Company entered into a trading plan with an independent broker, Wells Fargo Securities, LLC, or Wells Fargo, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, based in part on historical trading data with respect to the Company’s shares.
+Added: On August 29, 2023, as part of the share repurchase policy, the Company entered into a new trading plan with an independent broker, Wells Fargo Securities, LLC, or Wells Fargo, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, based in part on historical trading data with respect to the Company’s shares.
The 10b5-1 trading plan permits common stock to be repurchased at a time that the Company might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions.
The 10b5-1 trading plan expires on August 29, 2024, and is subject to price, market volume and timing restrictions.
−Removed: The following table summarizes the share repurchases completed during the year ended December 31, 2022 and the nine months ended September 30, 2023:
−Removed: Three Months Ended Repurchase Date Shares Repurchased Percentage of Shares Tendered That Were Repurchased Repurchase Price Per Share Aggregate Consideration for Repurchased Shares
−Removed: March 31, 2022 N/A — N/A N/A $ —
−Removed: June 30, 2022 N/A — N/A N/A —
−Removed: September 30, 2022 N/A 695,476 N/A $ 9.65 6,711
−Removed: December 31, 2022 N/A 963,480 N/A 9.06 8,733
+Added: The following table summarizes the share repurchases completed during the year ended December 31, 2023 and the three months ended March 31, 2024:
+Added: Period Total Number of Shares Repurchased Average Price Paid per Share Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Repurchased Under Publicly Announced Plans or Programs(1)
+Added: January 1 to January 31, 2023 129,873 $ 10.58 129,873 $ 43,218
+Added: February 1 to February 28, 2023 114,733 11.06 114,733 41,951
+Added: March 1 to March 31, 2023 93,423 10.17 93,423 41,003
+Added: April 1 to April 30, 2023 126,980 9.69 126,980 39,775
+Added: May 1 to May 31, 2023 86,950 9.34 86,950 38,964
+Added: June 1 to June 30, 2023 114,698 10.31 114,698 37,784
+Added: July 1 to July 31, 2023 54,048 10.74 54,048 37,205
+Added: August 1 to August 31, 2023 18,518 10.96 18,518 37,002
+Added: September 1 to September 30, 2023 95,457 10.65 95,457 35,988
+Added: October 1 to October 31, 2023 145,599 10.08 145,599 34,056
+Added: November 1 to November 30, 2023 45,556 10.26 45,556 34,056
+Added: December 1 to December 31, 2023 89,013 10.84 89,013 33,093
Total for the year ended December 31, 2023 1,114,848 1,114,848
−Removed: March 31, 2023 N/A 338,029 N/A $ 10.63 $ 3,592
−Removed: June 30, 2023 N/A 328,628 N/A 9.81 3,226
−Removed: September 30, 2023 N/A 168,023 N/A 10.71 1,801
−Removed: Total for the nine months ended September 30, 2023 834,680 $ 8,619
−Removed: From October 1, 2023 to November 3, 2023, the Company repurchased 165,317 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $ 1,669 , or an average purchase price of $ 10.10 per share.
−Removed: As of November 3, 2023, 15,936,682 shares of common stock repurchased by the Company had been retired.
+Added: January 1 to January 31, 2024 125,304 $ 11.14 125,304 $ 31,700
+Added: February 1 to February 29, 2024 165,876 10.97 165,876 29,883
+Added: March 1 to March 31, 2024 132,851 10.95 132,851 28,431
+Added: Total for the three months ended March 31, 2024 424,031 424,031
+Added: (1) Amounts do not include any commissions paid to Wells Fargo on shares repurchased.
+Added: From April 1, 2024 to May 1, 2024, the Company repurchased 171,481 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $ 1,911 , or an average purchase price of $ 11.14 per share.
+Added: As of May 1, 2024, 16,508,762 shares of common stock repurchased by the Company had been retired.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
Transactions with Related Parties
−Removed: For the three and nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022, 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, 2024 and 2023 and the year ended December 31, 2023, 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 2024 2023 2023
−Removed: CIM Investment adviser Management fees(1) $ 6,741 $ 6,942 $ 19,963 $ 20,436 $ 27,361
CIM Investment adviser Incentive fees(1) $ 6,914 $ 6,335 $ 22,277
+Added: CIM Investment adviser Management fees(1) 6,864 6,676 26,856
CIM Administrative services provider Administrative services expense(1) 1,092 837 3,971
15 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, 2023 and 2022, the Company recorded subordinated incentive fees on income of $ 6,362 and $ 5,421 , respectively.
−Removed: For the nine months ended September 30, 2023 and 2022, the Company recorded subordinated incentive fees on income of $ 17,662 and $ 13,645 , respectively.
−Removed: As of September 30, 2023 and December 31, 2022, the liabilities recorded for subordinated incentive fees were $ 6,362 and $ 5,065 , respectively.
+Added: For the three months ended March 31, 2024 and 2023, the Company recorded subordinated incentive fees on income of $ 6,914 and $ 6,335 , respectively.
+Added: As of March 31, 2024 and December 31, 2023, the liabilities recorded for subordinated incentive fees were $ 6,914 and $ 4,615 , 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, 2023 and 2022 and the year ended December 31, 2022, the Company had no liability for and did not record any capital gains incentive fees.
+Added: For the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023, the Company had no liability for and did not record any capital gains incentive fees.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
4 unchanged sentences
On August 7, 2023, the board of directors of the Company, including a majority of the board of directors who are not interested persons, approved the renewal of the administration agreement with CIM for a period of twelve months commencing August 9, 2023.
−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 was sufficient to:
−Removed: (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.
−Removed: 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.
−Removed: 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: 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.
−Removed: The obligation to reimburse CIM for any expense support provided by CIM under such agreement was further conditioned by the following:
−Removed: (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;
−Removed: (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;
−Removed: and (iii) the expense support could have only been reimbursed within three years from the date the expense support was provided.
−Removed: Expense support, if any, was determined as appropriate to meet the objectives of the expense support and conditional reimbursement agreement.
−Removed: On December 31, 2021, the Company and CIM allowed the expense support and conditional reimbursement agreement to expire in accordance with its terms.
−Removed: There was no unreimbursed expense support funded by CIM upon such expiration.
−Removed: The specific amount of expense support provided by CIM, if any, was determined at the end of each quarter.
−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 and nine months ended September 30, 2023 and 2022 or the year ended December 31, 2022.
−Removed: As of September 30, 2023 and December 31, 2022, the total liability payable to CIM and its affiliates was $ 14,167 and $ 13,692 , respectively, which primarily related to fees earned by CIM during the three months ended September 30, 2023 and December 31, 2022, respectively.
+Added: On January 1, 2019, the Company entered into a servicing agreement with Apollo Investment Administration, L.P., or AIA, pursuant to which AIA furnished the Company with administrative services including, but not limited to, loan and high yield trading services, trade and settlement support, and supplementary investment valuation information.
+Added: AIA was reimbursed for administrative expenses it incurred on the Company’s behalf in performing its obligations, provided that such reimbursement was reasonable, and costs and expenses incurred were documented.
+Added: 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.
+Added: As of March 31, 2024 and December 31, 2023, the total liability payable to CIM and its affiliates was $ 14,420 and $ 13,664 , respectively, which primarily related to fees earned by CIM during the three months ended March 31, 2024 and December 31, 2023, 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.
4 unchanged sentences
However, the Company has not experienced claims or losses pursuant to these agreements and believes the risk of loss related to such indemnifications to be remote.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands, except share and per share amounts)
Distributions
1 unchanged sentence
On July 18, 2017, the Company's board of directors authorized and declared on a quarterly basis a weekly distribution amount per share of common stock.
−Removed: Effective September 28, 2017, the Company's board of directors delegated to management the authority to determine the amount, record dates, payment dates and other terms of distributions to shareholders, which will be ratified by the board of directors, each on a quarterly basis.
+Added: Effective September 28, 2017, the Company's board of directors delegated to management the authority to determine the amount, record dates, payment dates and other terms of distributions to shareholders, which will be ratified by the board of directors on a quarterly basis.
Beginning on March 19, 2020, management changed the timing of declaring distributions from quarterly to monthly and temporarily suspended the payment of distributions to shareholders commencing with the month ended April 30, 2020, whether in cash or pursuant to the Old DRP.
On July 15, 2020, the board of directors determined to recommence the payment of distributions to shareholders in August 2020.
−Removed: On September 15, 2021, management changed the timing of declaring and paying regular distributions to shareholders from monthly to quarterly commencing with the fourth quarter of 2021.
−Removed: Distributions in respect of future quarters will be evaluated by management and the board of directors based on circumstances and expectations existing at the time of consideration.
−Removed: Declared distributions are paid quarterly.
−Removed: The Company’s board of directors ratified distributions for 5 and 4 record dates during the year ended December 31, 2022 and the nine months ended September 30, 2023, respectively.
−Removed: The following table presents distributions per share that were declared during the year ended December 31, 2022 and the nine months ended September 30, 2023:
+Added: On September 15, 2021, management changed the timing of declaring and paying base distributions to shareholders from monthly to quarterly commencing with the fourth quarter of 2021.
+Added: Base distributions in respect of future quarters and any supplemental or special distributions will be evaluated by management and the board of directors based on circumstances and expectations existing at the time of consideration.
+Added: The Company’s management declared and the Company's board of directors ratified distributions for 7 and 1 record dates during the year ended December 31, 2023 and the three months ended March 31, 2024, respectively.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
+Added: The following table presents distributions per share that were declared during the year ended December 31, 2023 and the three months ended March 31, 2024:
Distributions
2 unchanged sentences
June 30, 2023 (one record date) 0.34 18,614
−Removed: September 30, 2022 (one record date) 0.31 17,604
−Removed: December 31, 2022 (two record dates) 0.58 32,074
+Added: September 30, 2023 (two record dates) 0.39 21,276
+Added: December 31, 2023 (three record dates) 0.54 29,290
Total distributions for the year ended December 31, 2023 $ 1.61 $ 87,867
March 31, 2024 (one record date) $ 0.34 $ 18,279
−Removed: June 30, 2023 (one record date) 0.34 18,614
−Removed: September 30, 2023 (two record dates) 0.39 21,276
−Removed: Total distributions for the nine months ended September 30, 2023 $ 1.07 $ 58,577
−Removed: On August 7, 2023, the Company’s co-chief executive officers declared a supplemental distribution of $ 0.05 per share for both the third and fourth quarters of 2023, paid on October 16, 2023 and payable on January 15, 2024, respectively, to shareholders of record as of September 29, 2023 and December 29, 2023, respectively.
−Removed: On November 6, 2023, the Company’s co-chief executive officers declared a regular quarterly distribution of $ 0.34 per share for the fourth quarter of 2023, payable on December 15, 2023 to shareholders of record as of December 1, 2023.
+Added: Total distributions for the three months ended March 31, 2024 $ 0.34 $ 18,279
+Added: On May 6, 2024, the Company’s co-chief executive officers declared a quarterly base distribution of $ 0.36 per share for the second quarter of 2024 payable on June 17, 2024 to shareholders of record as of June 3, 2024.
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 distribution paid on September 14, 2021 to shareholders of record as of September 13, 2021.
+Added: The final distribution reinvestment under the Old DRP was made as part of the monthly base distribution paid on September 14, 2021.
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.
−Removed: 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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands, except share and per share amounts)
+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 NAV 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;
1 unchanged sentence
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.
−Removed: Unless the Company, in its sole discretion, otherwise directs DST Asset Management Solutions, Inc., the plan administrator, (A) if the per share “market price” (as defined in the New DRP) is equal to or greater than the estimated net asset value per share on the payment date for the distribution, then the Company will issue shares at the greater of (i) the estimated net asset value or (ii) 95 % of the market price, or (B) if the market price is less than the estimated net asset value, then, in the Company’s sole discretion, (i) shares will be purchased in open market transactions for the accounts of participating shareholders to the extent practicable, or (ii) the Company will issue shares at the estimated net asset value.
+Added: 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 NAV per share on the payment date for the distribution, then the Company will issue shares at the greater of (i) the estimated NAV or (ii) 95 % of the market price, or (B) if the market price is less than the estimated NAV, 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 NAV.
Pursuant to the terms of the New DRP, the number of shares to be issued to a participating shareholder will be determined by dividing the total dollar amount of the distribution payable to a participating shareholder by the price per share at which the Company issues such shares;
1 unchanged sentence
If a shareholder receives distributions in the form of common stock pursuant to the New DRP, such shareholder generally will be subject to the same federal, state and local tax consequences as if they elected to receive distributions in cash.
−Removed: If the Company’s common stock is trading at or below net asset value, a shareholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of cash that such shareholder would have received if they had elected to receive the distribution in cash.
−Removed: If the Company’s common stock is trading above net asset value, a shareholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of the fair market value of the Company’s common stock.
+Added: If the Company’s common stock is trading at or below NAV, a shareholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of cash that such shareholder would have received if they had elected to receive the distribution in cash.
+Added: If the Company’s common stock is trading above NAV, a shareholder receiving distributions in the form of additional common stock will be treated as receiving a distribution in the amount of the fair market value of the Company’s common stock.
The shareholder’s basis for determining gain or loss upon the sale of common stock received in a distribution will be equal to the total dollar amount of the distribution payable to the shareholder.
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 following table below provides information concerning the Company’s repurchases of shares of its common stock in the open market during the three months ended September 30, 2023 pursuant to the New DRP in order to satisfy the reinvestment portion of the Company’s distributions:
−Removed: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
+Added: The following table provides information concerning the Company’s purchases of shares of its common stock in the open market during the year ended December 31, 2023 and the three months ended March 31, 2024 pursuant to the New DRP in order to satisfy the reinvestment portion of the Company’s distributions:
+Added: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Plans of Programs
+Added: January 1 to January 31, 2023 146,946 $ 11.19 146,946 ( 1 )
+Added: February 1 to February 28, 2023 — — — —
+Added: March 1 to March 31, 2023 204,427 9.78 204,427 ( 1 )
+Added: April 1 to April 30, 2023 — — — —
+Added: May 1 to May 31, 2023 — — — —
+Added: June 1 to June 30, 2023 174,424 10.71 174,424 ( 1 )
July 1 to July 31, 2023 — — — —
1 unchanged sentence
September 1 to September 30, 2023 160,383 11.10 160,383 ( 1 )
−Removed: Total 160,383 $ 11.10 160,383 ( 1 )
−Removed: (1) See description above.
+Added: October 1 to October 31, 2023 25,764 10.30 25,764 ( 1 )
+Added: November 1 to November 30, 2023 — — — —
+Added: December 1 to December 31, 2023 139,731 11.66 139,731 ( 1 )
+Added: Total for the year ended December 31, 2023 851,675 $ 10.79 851,675 ( 1 )
+Added: January 1 to January 31, 2024 92,108 $ 11.05 92,108 ( 1 )
+Added: February 1 to February 29, 2024 — — — —
+Added: March 1 to March 31, 2024 170,571 11.09 170,571 ( 1 )
+Added: Total for the three months ended March 31, 2024 262,679 $ 11.07 262,679 ( 1 )
+Added: (1) See the description of the New DRP above.
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.
3 unchanged sentences
As a result, CIM has no obligation to provide expense support to the Company in future periods.
−Removed: The Company has not established limits on the amount of funds it may use from available sources to make distributions.
−Removed: 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 nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022:
−Removed: Nine Months Ended
−Removed: September 30, Year Ended
+Added: The Company has not established limits on the amount of funds it may use from available sources to pay distributions.
+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, 2024 and 2023 and the year ended December 31, 2023:
+Added: Three Months Ended
+Added: March 31, Year Ended
2024 2023 2023
2 unchanged sentences
Total distributions $ 0.34 $ 18,279 100.0 % $ 0.34 $ 18,687 100.0 % $ 1.61 $ 87,867 100.0 %
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (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.
2 unchanged sentences
The Company will also be subject to nondeductible federal excise taxes of 4% if the Company does not distribute at least 98.0% of net ordinary income, 98.2% of capital gains, if any, and any recognized and undistributed income from prior years for which it paid no federal income taxes.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
Income and capital gain distributions are determined in accordance with the Code and federal tax regulations, which may differ from amounts determined in accordance with GAAP.
12 unchanged sentences
(1) Includes short term capital loss carryforwards of $ 0 and long term capital loss carryforwards of $ 82,541 .
−Removed: As of September 30, 2023, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $ 35,367 ;
+Added: As of March 31, 2024, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $ 60,134 ;
the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $ 158,114 ;
5 unchanged sentences
and the aggregate cost of securities for Federal income tax purposes was $ 2,028,711 .
−Removed: The composition of the Company’s investment portfolio as of September 30, 2023 and December 31, 2022 at amortized cost and fair value was as follows:
−Removed: September 30, 2023 December 31, 2022
+Added: The composition of the Company’s investment portfolio as of March 31, 2024 and December 31, 2023 at amortized cost and fair value was as follows:
+Added: March 31, 2024 December 31, 2023
Value Percentage of
13 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(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, 2023 and December 31, 2022:
−Removed: September 30, 2023 December 31, 2022
+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, 2024 and December 31, 2023:
+Added: March 31, 2024 December 31, 2023
Industry Classification Investments at
5 unchanged sentences
Healthcare & Pharmaceuticals 219,792 12.6 % 238,624 13.0 %
+Added: Retail 140,298 8.1 % 135,000 7.3 %
Diversified & Production 135,536 7.8 % 135,037 7.3 %
+Added: Consumer 123,875 7.1 % 107,195 5.8 %
Advertising, Printing & Publishing 100,528 5.8 % 116,100 6.3 %
+Added: Beverage, Food & Tobacco 91,436 5.3 % 68,780 3.7 %
Construction & Building 84,885 4.9 % 104,727 5.7 %
−Removed: Consumer 105,805 6.1 % 115,849 6.6 %
−Removed: Retail 101,301 5.9 % 74,718 4.3 %
−Removed: Chemicals, Plastics & Rubber 82,501 4.8 % 66,753 3.8 %
Diversified Financials 79,995 4.6 % 85,733 4.7 %
2 unchanged sentences
Durable 58,885 3.4 % 59,955 3.3 %
−Removed: Beverage, Food & Tobacco 52,414 3.0 % 45,396 2.6 %
+Added: Banking, Finance, Insurance & Real Estate 57,477 3.3 % 52,272 2.8 %
+Added: Hotel, Gaming & Leisure 50,820 2.9 % 50,906 2.8 %
+Added: Chemicals, Plastics & Rubber 42,557 2.4 % 82,597 4.5 %
Capital Equipment 42,340 2.4 % 49,571 2.7 %
1 unchanged sentence
Non-Durable 41,661 2.4 % 42,381 2.3 %
−Removed: Banking, Finance, Insurance & Real Estate 38,125 2.2 % 43,836 2.5 %
−Removed: High Tech Industries 33,762 2.0 % 56,501 3.2 %
−Removed: Hotel, Gaming & Leisure 27,158 1.6 % 46,739 2.7 %
Containers, Packaging & Glass 18,455 1.1 % 18,480 1.0 %
+Added: High Tech Industries 18,307 1.0 % 22,671 1.2 %
Telecommunications 17,360 1.0 % 17,768 1.0 %
1 unchanged sentence
Environmental Industries 15,297 0.9 % 15,336 0.8 %
−Removed: Automotive 14,471 0.8 % 16,255 0.9 %
−Removed: Aerospace & Defense 12,681 0.7 % 38,842 2.2 %
Transportation:
Cargo 12,363 0.7 % 12,201 0.7 %
+Added: Aerospace & Defense 12,000 0.7 % 12,000 0.6 %
+Added: Automotive 11,177 0.6 % 12,403 0.7 %
+Added: Forest Products & Paper 8 — — —
Subtotal/total percentage 1,740,700 100.0 % 1,840,824 100.0 %
1 unchanged sentence
Total investments $ 1,870,837 $ 1,954,270
−Removed: September 30, 2023 December 31, 2022
+Added: March 31, 2024 December 31, 2023
Geographic Dispersion(1) Investments at
11 unchanged sentences
(1) The geographic dispersion is determined by the portfolio company's country of domicile.
−Removed: As of September 30, 2023 and December 31, 2022, investments on non-accrual status represented 1.0 % and 1.3 %, respectively, of the Company's investment portfolio on a fair value basis.
+Added: As of March 31, 2024 and December 31, 2023, investments on non-accrual status represented 0.9 % of the Company's investment portfolio on a fair value basis.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
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, 2023 and December 31, 2022, the Company’s unfunded commitments amounted to $ 59,170 and $ 71,420 , respectively.
−Removed: As of November 3, 2023, the Company’s unfunded commitments amounted to $ 57,644 .
+Added: As of March 31, 2024 and December 31, 2023, the Company’s unfunded commitments amounted to $ 60,632 and $ 47,349 , respectively.
+Added: As of May 1, 2024, the Company’s unfunded commitments amounted to $ 82,946 .
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.
12 unchanged sentences
In certain cases, these servicing functions and other administrative services may be performed by CIM.
+Added: Amounts charged to CION/EagleTree by the Company for services performed by CIM are netted against amounts the Company is charged by CIM for administrative services.
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.
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: On November 16, 2023, the Company purchased a portion of the CION/EagleTree Notes held by ET-BC.
+Added: As a result, as of December 31, 2023, the Company held $ 59,598 and ET-BC held $ 4,904 of the CION/Eagletree Notes.
The obligations of CION/EagleTree under the CION/EagleTree Notes are non-recourse to the Company.
3 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
−Removed: The following table sets forth the individual investments in CION/EagleTree's portfolio as of September 30, 2023:
+Added: The following table sets forth the individual investments in CION/EagleTree's portfolio as of March 31, 2024:
Portfolio Company Interest(a) Maturity Industry Principal/
1 unchanged sentence
Senior Secured First Lien Debt
−Removed: Berlitz Holdings, Inc.(e) S+ 900 , 1.00 % SOFR Floor
+Added: Berlitz Holdings, Inc.(f) S+ 900 , 1.00 % SOFR Floor
2/14/2025 Services:
Business $ 1,200 $ 1,167 $ 1,209
−Removed: Community Tree Service, LLC(f) S+ 1100 , 1.00 % SOFR Floor
+Added: Community Tree Service, LLC(g) S+ 1100 , 1.00 % SOFR Floor
6/17/2027 Construction & Building 463 464 467
1 unchanged sentence
Senior Secured Second Lien Debt
−Removed: Access CIG, LLC(f) S+ 775 , 0.00 % SOFR Floor
−Removed: 2/27/2026 Services:
−Removed: Business 7,250 7,227 7,111
−Removed: MedPlast Holdings, Inc.(e) S+ 775 , 0.00 % SOFR Floor
+Added: MedPlast Holdings, Inc.(e) L+ 775 , 0.00 % LIBOR Floor
7/2/2026 Healthcare & Pharmaceuticals 6,750 6,317 6,666
22 unchanged sentences
Diversified & Production 1 Unit
−Removed: HW Ultimate Holdings, LP, Class A Membership Units, 4 % Dividend(g)
−Removed: Capital Equipment 2,000,000 Units
Language Education Holdings GP LLC, Common Units(d) Services:
6 unchanged sentences
Total Equity 58,088 59,648
−Removed: Short Term Investments
−Removed: First American Treasury Obligations Fund, Class Z Shares 498 498
+Added: Short Term Investments(g)
+Added: First American Treasury Obligations Fund, Class Z Shares 5.18 %(h)
Total Short Term Investments 8,188 8,188
TOTAL INVESTMENTS $ 83,816 $ 85,929
−Removed: The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of September 30, 2023, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to September 30, 2023.
+Added: The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of March 31, 2024, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to March 31, 2024.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of March 31, 2024, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to March 31, 2024.
Represents amortized cost for debt securities and cost for equity investments.
4 unchanged sentences
Non-income producing security.
−Removed: The interest rate on these loans is subject to 1 month SOFR, which as of September 30, 2023 was 5.32%.
−Removed: The interest rate on these loans is subject to 3 month SOFR, which as of September 30, 2023 was 5.40%.
−Removed: Investment or a portion thereof was on non-accrual status as of September 30, 2023.
+Added: The interest rate on these loans is subject to 1 month LIBOR, which as of March 31, 2024 was 5.44%.
+Added: The interest rate on these loans is subject to 1 month SOFR, which as of March 31, 2024 was 5.33%.
+Added: The interest rate on these loans is subject to 3 month SOFR, which as of March 31, 2024 was 5.30%.
+Added: Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.
+Added: 7-day effective yield as of March 31, 2024.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
3 unchanged sentences
Senior Secured First Lien Debt
−Removed: Berlitz Holdings, Inc.(g) S+ 900 , 1.00 % SOFR Floor
+Added: Berlitz Holdings, Inc.(f) S+ 900 , 1.00 % SOFR Floor
2/14/2025 Services:
Business 1,200 1,157 1,194
−Removed: Community Tree Service, LLC(h) S+ 850 , 1.00 % SOFR Floor
+Added: Community Tree Service, LLC(g) S+ 850 , 1.00 % SOFR Floor
6/17/2027 Construction & Building 463 463 464
−Removed: Future Pak, LLC(e) L+ 800 , 2.00 % LIBOR Floor
−Removed: 7/2/2024 Healthcare & Pharmaceuticals 1,395 1,382 1,372
Total Senior Secured First Lien Debt 1,620 1,658
Senior Secured Second Lien Debt
−Removed: Access CIG, LLC(f) L+ 775 , 0.00 % LIBOR Floor
+Added: Access CIG, LLC(g) S+ 775 , 0.00 % SOFR Floor
2/27/2026 Services:
Business 7,250 7,229 7,244
−Removed: Dayton Superior Corp.(e) L+ 700 , 2.00 % LIBOR Floor
−Removed: 12/4/2024 Construction & Building 1,010 1,010 1,007
MedPlast Holdings, Inc.(e) L+ 775 , 0.00 % LIBOR Floor
7/2/2026 Healthcare & Pharmaceuticals 6,750 6,276 6,535
−Removed: Zest Acquisition Corp.(e) L+ 700 , 1.00 % LIBOR Floor
−Removed: 3/14/2026 Healthcare & Pharmaceuticals 15,000 14,820 14,175
Total Senior Secured Second Lien Debt 13,505 13,779
21 unchanged sentences
Diversified & Production 1 Unit
−Removed: HW Ultimate Holdings, LP, Class A Membership Units, 4 % Dividend
−Removed: Capital Equipment 2,000,000 Units
Language Education Holdings GP LLC, Common Units(d) Services:
6 unchanged sentences
Total Equity 59,507 67,490
+Added: Short Term Investments(g)
+Added: First American Treasury Obligations Fund, Class Z Shares 5.24 %(i)
+Added: Total Short Term Investments 1,306 1,306
TOTAL INVESTMENTS $ 85,655 $ 93,350
−Removed: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2022, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2022.
The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of December 31, 2023, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to December 31, 2023.
+Added: The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of December 31, 2023, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to December 31, 2023.
Represents amortized cost for debt securities and cost for equity investments.
5 unchanged sentences
The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2023 was 5.47%.
−Removed: The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2022 was 4.77%.
The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2023 was 5.35%.
The interest rate on these loans is subject to 3 month SOFR, which as of December 31, 2023 was 5.33%.
+Added: Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.
+Added: 7-day effective yield as of December 31, 2023.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
−Removed: The following table includes selected balance sheet information for CION/EagleTree as of September 30, 2023 and December 31, 2022:
+Added: The following table includes selected balance sheet information for CION/EagleTree as of March 31, 2024 and December 31, 2023:
Selected Balance Sheet Information:
−Removed: September 30, 2023 December 31, 2022
+Added: March 31, 2024 December 31, 2023
Investments, at fair value (amortized cost of $ 83,816 and $ 85,655 , respectively)
1 unchanged sentence
Cash and other assets 761 14
−Removed: Receivable for investments sold and repaid 247 —
Dividend receivable on investments 361 414
7 unchanged sentences
Total liabilities and members' capital $ 87,309 $ 94,065
−Removed: The following table includes selected statement of operations information for CION/EagleTree for the three and nine months ended September 30, 2023 and 2022 and for the year ended December 31, 2022:
+Added: The following table includes selected statement of operations information for CION/EagleTree for the three months ended March 31, 2024 and 2023 and for the year ended December 31, 2023:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended
+Added: March 31, Year Ended
Selected Statement of Operations Information:
2 unchanged sentences
Total expenses 2,518 2,692 10,213
−Removed: Net realized (loss) gain on investments ( 177 ) 10,153 ( 1 ) 10,153 9,947
−Removed: Net change in unrealized appreciation (depreciation) on investments 780 ( 3,050 ) 1,226 ( 3,203 ) ( 5,839 )
−Removed: Net (decrease) increase in net assets $ ( 161 ) $ 8,480 $ ( 1,734 ) $ 6,528 $ 2,641
+Added: Net realized gain (loss) on investments — 176 ( 2,083 )
+Added: Net change in unrealized (depreciation) appreciation on investments ( 5,583 ) 37 4,338
+Added: Net decrease in net assets $ ( 6,799 ) $ ( 884 ) $ ( 1,728 )
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(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, 2023:
+Added: The following table presents summary information with respect to the Company’s outstanding financing arrangements as of March 31, 2024:
Financing Arrangement Type of Financing Arrangement Rate Amount Outstanding Amount Available Maturity Date
7 unchanged sentences
114,844 — August 31, 2026
+Added: 2027 Notes Note Purchase Agreement SOFR+ 4.75 %
+Added: 100,000 — November 8, 2027
2022 More Term Loan Term Loan Facility Agreement SOFR+ 3.50 %
3 unchanged sentences
$ 1,069,844 $ 175,000
−Removed: (1) As of September 30, 2023, 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, 2023.
−Removed: (2) As of September 30, 2023, the fair value of the 2021 More Term Loan was $ 29,850 , 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, 2023.
+Added: (1) As of March 31, 2024, 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, 2024.
+Added: (2) As of March 31, 2024, the fair value of the Series A Notes was $ 120,573 , which was based on readily observable, transparent prices.
+Added: The fair value of these debt obligations would be categorized as Level 1 under ASC 820 as of March 31, 2024.
+Added: (3) As of March 31, 2024, the fair value of the 2021 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, 2024.
JPM Credit Facility
18 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
14 unchanged sentences
The non-usage fees, if any, are payable quarterly in arrears.
−Removed: As of September 30, 2023 and December 31, 2022, the aggregate principal amount outstanding on the Third Amended JPM Credit Facility and the JPM Second Amendment was $ 600,000 and $ 610,000 , respectively.
+Added: As of March 31, 2024 and December 31, 2023, the aggregate principal amount outstanding on the Third Amended JPM Credit Facility was $ 550,000 .
The carrying amount outstanding under the Third Amended JPM Credit Facility and the JPM Second Amendment approximates its fair value.
3 unchanged sentences
In connection with the Third Amended JPM Credit Facility and the JPM Second 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.
−Removed: As of and for the three months ended September 30, 2023, 34th Street was in compliance with all covenants and reporting requirements.
−Removed: Through September 30, 2023, the Company incurred debt issuance costs of $ 13,790 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 Second Amendment, which is included in the Company’s consolidated balance sheet as of September 30, 2023 and will amortize to interest expense over the term of the Third Amended JPM Credit Facility and the JPM Second Amendment.
−Removed: At September 30, 2023, the unamortized portion of the debt issuance costs was $ 3,225 .
−Removed: On October 27, 2023, the Company repaid $ 25,000 under the Third Amended JPM Credit Facility and the JPM Second Amendment.
−Removed: For the three and nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022, the components of interest expense, average borrowings, and weighted average interest rate for the JPM Second Amendment and the Third Amended JPM Credit Facility were as follows:
+Added: As of and for the three months ended March 31, 2024, 34th Street was in compliance with all covenants and reporting requirements.
+Added: Through March 31, 2024, the Company incurred debt issuance costs of $ 13,790 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 Second Amendment, which is included in the Company’s consolidated balance sheet as of March 31, 2024 and will amortize to interest expense over the term of the Third Amended JPM Credit Facility and the JPM Second Amendment.
+Added: At March 31, 2024, the unamortized portion of the debt issuance costs was $ 2,230 .
+Added: For the three months ended March 31, 2024 and 2023 and for the year ended December 31, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the JPM Second Amendment and the Third Amended JPM Credit Facility 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,
2024 2023 2023
8 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
3 unchanged sentences
The 2026 Notes bear interest at a rate of 4.50 % per year payable semi-annually on February 11th and August 11th of each year, which commenced on August 11, 2021.
−Removed: The Company has the right to, at its option, redeem all or a part that is not less than 10 % of the 2026 Notes (i) on or before February 11, 2024, at a redemption price equal to 100 % of the principal amount of 2026 Notes to be redeemed plus an applicable “make-whole” amount equal to (x) the discounted value of the remaining scheduled payments with respect to the principal of such 2026 Note that is to be prepaid or becomes due and payable pursuant to the Note Purchase Agreement over (y) the amount of such called principal, plus accrued and unpaid interest, if any, (ii) after February 11, 2024 but on or before February 11, 2025, at a redemption price equal to 102 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, (iii) after February 11, 2025 but on or before August 11, 2025, at a redemption price equal to 101 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, and (iv) after August 11, 2025, at a redemption price equal to 100 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any.
−Removed: For any redemptions occurring on or before February 11, 2024, the discounted value portion of the “make whole amount” is calculated by applying a discount rate on the same periodic basis as that on which interest on the 2026 Notes is payable equal to the sum of 0.50 % plus the yield to maturity of the most recently issued U.S.
−Removed: Treasury securities having a maturity equal to the remaining average life of the 2026 Notes, or if there are no such U.S.
−Removed: Treasury securities, using such implied yield to maturity determined in accordance with the terms of the Note Purchase Agreement.
+Added: The Company has the right to, at its option, redeem all or a part that is not less than 10 % of the 2026 Notes (i) after February 11, 2024 but on or before February 11, 2025, at a redemption price equal to 102 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, (ii) after February 11, 2025 but on or before August 11, 2025, at a redemption price equal to 101 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any, and (iii) after August 11, 2025, at a redemption price equal to 100 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid interest, if any.
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 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.
−Removed: As of and for the three months ended September 30, 2023, 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 $ 543.6 million, (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, 2024, 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, 2023, the aggregate principal amount of 2026 Notes outstanding was $ 125,000 .
−Removed: Through September 30, 2023, 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, 2023 and will amortize to interest expense over the term of the 2026 Notes.
−Removed: At September 30, 2023, the unamortized portion of the debt issuance costs was $ 1,263 .
+Added: As of March 31, 2024, the aggregate principal amount of 2026 Notes outstanding was $ 125,000 .
+Added: Through March 31, 2024, 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, 2024 and will amortize to interest expense over the term of the 2026 Notes.
+Added: At March 31, 2024, the unamortized portion of the debt issuance costs was $ 996 .
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
−Removed: For the three and nine months ended September 30, 2023 and 2022 and for the year ended December 31, 2022, the components of interest expense, average borrowings, and weighted average interest rate for the 2026 Notes were as follows:
+Added: For the three months ended March 31, 2024 and 2023 and for the year ended December 31, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the 2026 Notes were as follows:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
−Removed: 2023 2022 2023 2022
+Added: March 31, Year Ended December 31,
Stated interest expense $ 1,406 $ 1,406 $ 5,625
19 unchanged sentences
and (c) the occurrence of certain bankruptcy and insolvency events with respect to Murray Hill Funding II or Murray Hill Funding.
−Removed: As of and for the three months ended September 30, 2023, Murray Hill Funding II was in compliance with all covenants and reporting requirements.
+Added: As of and for the three months ended March 31, 2024, 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.
12 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
28 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
9 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.
−Removed: As of and for the three months ended September 30, 2023, Murray Hill Funding was in compliance with all covenants and reporting requirements.
+Added: As of and for the three months ended March 31, 2024, 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, 2023, all upfront fees and other expenses were fully amortized.
−Removed: As of September 30, 2023, Notes in the aggregate principal amount of $ 122,500 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 $ 122,500 .
+Added: At March 31, 2024, all upfront fees and other expenses were fully amortized.
+Added: As of March 31, 2024, Notes in the aggregate principal amount of $ 100,000 had been purchased by Murray Hill Funding from Murray Hill Funding II and subsequently sold to UBS under the Amended UBS Facility for aggregate proceeds of $ 100,000 .
The carrying amount outstanding under the Amended UBS Facility approximates its fair value.
The Company funded each purchase of Notes by Murray Hill Funding through a capital contribution to Murray Hill Funding.
−Removed: As of September 30, 2023, the amount due at maturity under the Amended UBS Facility was $ 122,500 .
+Added: As of March 31, 2024, the amount due at maturity under the Amended UBS Facility was $ 100,000 .
The Notes issued by Murray Hill Funding II and purchased by Murray Hill Funding eliminate in consolidation on the Company’s consolidated financial statements.
−Removed: As of September 30, 2023, the fair value of assets held by Murray Hill Funding II was $ 258,426 .
−Removed: For the three and nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022, the components of interest expense, average borrowings, and weighted average interest rate for the Amended UBS Facility were as follows:
+Added: As of March 31, 2024, the fair value of assets held by Murray Hill Funding II was $ 232,919 .
+Added: For the three months ended March 31, 2024 and 2023 and for the year ended December 31, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the Amended UBS Facility 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,
2024 2023 2023
16 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
1 unchanged sentence
In addition, the Deed of Trust 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 the Company’s other indebtedness in an outstanding aggregate principal amount of at least $ 50,000 , certain judgments and orders, and certain events of bankruptcy.
−Removed: As of and for the three months ended September 30, 2023, the Company was in compliance with all covenants and reporting requirements.
−Removed: On February 26, 2023, the Company’s shares of common stock listed and commenced trading on the TASE under the ticker symbol “CION”.
−Removed: Through September 30, 2023 , the Company incurred d ebt issuance costs of $ 3,006 in connection with issuing the Series A Notes, which were recorded as a direct reduction to the outstanding balance of the Series A Notes, which is included in the Company’s consolidated balance sheet as of September 30, 2023 and will amortize to interest expense over the term of the Series A Notes.
−Removed: At September 30, 2023, the unamortized portion of the debt issuance costs was $ 2,499 .
−Removed: For the three months ended September 30, 2023 and the period from February 28, 2023 through September 30, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the Series A Notes were as follows:
−Removed: Three Months Ended September 30, 2023 For the Period From February 28, 2023 Through September 30, 2023
+Added: As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.
+Added: On February 26, 2023, the Company’s shares of common stock also listed and commenced trading on the TASE under the ticker symbol “CION”.
+Added: On October 10, 2023, the Company issued $ 34,132 in aggregate principal amount of its additional Series A Unsecured Notes due 2026, or the Additional Series A Notes, to institutional investors in Israel.
+Added: The Additional Series A Notes were issued pursuant to the Deed of Trust and were issued by way of expanding, and have the same terms and conditions as, the existing Series A Notes that were issued by the Company on February 28, 2023.
+Added: After the deduction of fees and other offering expenses, the Company received net proceeds of $ 32,317 , which the Company used to make investments in portfolio companies in accordance with its investment objectives and for working capital and general corporate purposes.
+Added: The Additional Series A Notes are rated A1.il by Midroog Ltd., an affiliate of Moody’s, and commenced trading on the TASE on October 10, 2023.
+Added: Through March 31, 2024 , the Company incurred d ebt issuance costs of $ 5,139 in connection with issuing the Series A Notes and the Additional Series A Notes, which were recorded as a direct reduction to the outstanding balance of the Series A Notes and the Additional Series A Notes, which is included in the Company’s consolidated balance sheet as of March 31, 2024 and will amortize to interest expense over the term of the Series A Notes and the Additional Series A Notes.
+Added: At March 31, 2024, the unamortized portion of the debt issuance costs was $ 3,856 .
+Added: For the three months ended March 31, 2024, for the period from February 28, 2023 through March 31, 2023 and for the period from February 28, 2023 through December 31, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the Series A Notes were as follows:
+Added: Three Months Ended
+Added: March 31, 2024 For the Period From February 28, 2023 Through March 31, 2023 For the Period From February 28, 2023 Through
+Added: December 31, 2023
Stated interest expense $ 2,642 $ 618 $ 6,886
3 unchanged sentences
Average borrowings $ 114,844 $ 80,712 $ 89,940
−Removed: (1) Includes the stated interest expense on the Series A Notes and is annualized for periods covering less than one year.
+Added: (1) Includes the stated interest expense on the Series A Notes and the Additional Series A Notes and is annualized for periods covering less than one year.
+Added: On November 8, 2023, the Company entered into a Note Purchase Agreement with certain institutional investors, or the 2027 Note Purchase Agreement, in connection with the Company’s issuance of $ 100,000 aggregate principal amount of its senior unsecured notes due 2027, or the 2027 Notes, at a purchase price equal to 99.25 % of the principal amount of the 2027 Notes.
+Added: The net proceeds to the Company were $ 98,290 , after the deduction of placement agent fees and other financing expenses, which the Company used to primarily repay debt under its senior secured financing arrangements, make investments in portfolio companies in accordance with its investment objectives, and for working capital and general corporate purposes.
+Added: The 2027 Notes are rated BBB (low) by DBRS, Inc.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
+Added: The 2027 Notes mature on November 8, 2027.
+Added: The 2027 Notes bear interest at a floating rate equal to the three-month SOFR plus a credit spread of 4.75 % per year and subject to a 2.00 % SOFR floor, which will be paid quarterly on February 15, May 15, August 15, and November 15 of each year, commencing on February 15, 2024.
+Added: The Company has the right to, at its option, redeem all or a part that is not less than 10 % of the 2027 Notes (i) on or before August 8, 2027, at a redemption price equal to 100 % of the principal amount of 2027 Notes to be redeemed plus an applicable “make-whole” amount equal to (x) the discounted value of the remaining scheduled payments with respect to the principal of such 2027 Note that is to be prepaid or becomes due and payable pursuant to the 2027 Note Purchase Agreement over (y) the amount of such called principal, plus accrued and unpaid interest, if any, and (ii) after August 8, 2027, at a redemption price equal to 100 % of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any.
+Added: For any redemptions occurring on or before August 8, 2027, the discounted value portion of the “make whole amount” is calculated by applying a discount rate on the same periodic basis as that on which interest on the 2027 Notes is payable equal to the sum of 0.50 % plus the yield to maturity of the most recently issued U.S.
+Added: Treasury securities having a maturity equal to the remaining average life of the 2027 Notes, or if there are no such U.S.
+Added: Treasury securities, using such implied yield to maturity determined in accordance with the terms of the 2027 Note Purchase Agreement.
+Added: The 2027 Notes are general unsecured obligations of the Company that rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by certain of the Company’s subsidiaries, financing vehicles or similar facilities.
+Added: The 2027 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 business development company within the meaning of the 1940 Act, (iii) minimum shareholders’ equity of $ 543.6 million, (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: The 2027 Note Purchase Agreement also contains a “most favored lender” provision in favor of the purchasers in respect of any new credit facilities, loans, notes or unsecured indebtedness in excess of $ 25 million incurred by the Company, which indebtedness contains a financial covenant not contained in, or more restrictive against the Company than those contained, in the 2027 Note Purchase Agreement.
+Added: In addition, the 2027 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 million, certain judgments and orders, and certain events of bankruptcy.
+Added: As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.
+Added: Through March 31, 2024, the Company incurred debt issuance costs of $ 1,710 in connection with issuing the 2027 Notes, which were recorded as a direct reduction to the outstanding balance of the 2027 Notes, which is included in the Company’s consolidated balance sheet as of March 31, 2024 and will amortize to interest expense over the term of the 2027 Notes.
+Added: At March 31, 2024, the unamortized portion of the debt issuance costs was $ 1,540 .
+Added: For the three months ended March 31, 2024 and for the period from November 8, 2023 through December 31, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the 2027 Notes were as follows:
+Added: Three Months Ended
+Added: March 31, 2024 For the Period From November 8, 2023 Through
+Added: December 31, 2023
+Added: Stated interest expense $ 2,544 $ 1,495
+Added: Amortization of deferred financing costs 107 63
+Added: Total interest expense $ 2,651 $ 1,558
+Added: Weighted average interest rate(1) 10.06 % 9.97 %
+Added: Average borrowings $ 100,000 $ 100,000
+Added: (1) Includes the stated interest expense on the 2027 Notes and is annualized for periods covering less than one year.
2022 More Term Loan
3 unchanged sentences
The carrying amount outstanding under the 2022 More Term Loan approximates its fair value.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
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.
3 unchanged sentences
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.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands, except share and per share amounts)
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 1940 Act, (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.
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.
−Removed: As of and for the three months ended September 30, 2023, the Company was in compliance with all covenants and reporting requirements.
−Removed: Through September 30, 2023, the Company incurred debt is suance costs of $ 1,025 in connection with obtaining the 2022 More Term Loan, which were recorded as a direct reduction to the outstanding balance of the 2022 More Term Loan, which is included in the Company’s consolidated balance sheet as of September 30, 2023 and will amortize to interest expense over the term of the 2022 More Term Loan.
−Removed: At September 30, 2023, the unamortized portion of the debt issuance costs was $ 732 .
−Removed: For the three and nine months ended September 30, 2023, for the period from April 27, 2022 through September 30, 2022 and for the period from April 27, 2022 through December 31, 2022 , the components of interest expense, average borrowings, and weighted average interest rate for the 2022 More Term Loan were as follows:
+Added: As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.
+Added: Through March 31, 2024, the Company incurred debt is suance costs of $ 1,025 in connection with obtaining the 2022 More Term Loan, which were recorded as a direct reduction to the outstanding balance of the 2022 More Term Loan, which is included in the Company’s consolidated balance sheet as of March 31, 2024 and will amortize to interest expense over the term of the 2022 More Term Loan.
+Added: At March 31, 2024, the unamortized portion of the debt issuance costs was $ 629 .
+Added: For the three months ended March 31, 2024 and 2023 and for the year ended December 31, 2023 , the components of interest expense, average borrowings, and weighted average interest rate for the 2022 More Term Loan were as follows:
Three Months Ended
−Removed: September 30, Nine Months Ended September 30, 2023 For the Period From April 27, 2022 Through September 30, 2022 For the Period From April 27, 2022 Through December 31, 2022
+Added: March 31, Year Ended December 31,
+Added: 2024 2023 2023
Stated interest expense $ 1,116 $ 1,012 $ 4,328
9 unchanged sentences
After the deduction of fees and other financing expenses, the Company received net borrowings of approximately $ 29,000 , which the Company used for working capital and other general corporate purposes.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
Advances under the 2021 More Term Loan mature on September 30, 2024, and bear interest at a rate of 5.20 % per year payable quarterly in arrears.
4 unchanged sentences
Advances under the 2021 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: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands, except share and per share amounts)
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 ba nkruptcy.
−Removed: As of and for the three months ended September 30, 2023, the Company was in compliance with all covenants and reporting requirements.
−Removed: Through September 30, 2023, the Company incurred debt issuance costs of $ 992 in connection with obtaining the 2021 More Term Loan, which were recorded as a direct reduction to the outstanding balance of the 2021 More Term Loan, which is included in the Company’s consolidated balance sheet as of September 30, 2023 and will amortize to interest expense over the term of the 2021 More Term Loan.
−Removed: At September 30, 2023, the unamortized portion of the debt issuance costs was $ 281 .
−Removed: For the three and nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022, the components of interest expense, average borrowings, and weighted average interest rate for the 2021 More Term Loan were as follows:
+Added: As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.
+Added: Through March 31, 2024, the Company incurred debt issuance costs of $ 992 in connection with obtaining the 2021 More Term Loan, which were recorded as a direct reduction to the outstanding balance of the 2021 More Term Loan, which is included in the Company’s consolidated balance sheet as of March 31, 2024 and will amortize to interest expense over the term of the 2021 More Term Loan.
+Added: At March 31, 2024, the unamortized portion of the debt issuance costs was $ 137 .
+Added: For the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023, the components of interest expense, average borrowings, and weighted average interest rate for the 2021 More Term Loan 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,
2024 2023 2023
5 unchanged sentences
(1) Includes the stated interest expense on the 2021 More Term Loan and is annualized for periods covering less than one year.
+Added: CĪON Investment Corporation
+Added: Notes to Consolidated Financial Statements (unaudited)
+Added: March 31, 2024
+Added: (in thousands, except share and per share amounts)
Fair Value of Financial Instruments
−Removed: The following table presents fair value measurements of the Company’s portfolio investments as of September 30, 2023 and December 31, 2022, according to the fair value hierarchy:
−Removed: September 30, 2023(1) December 31, 2022(2)
+Added: The following table presents fair value measurements of the Company’s portfolio investments as of March 31, 2024 and December 31, 2023, according to the fair value hierarchy:
+Added: March 31, 2024(1) December 31, 2023(2)
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
8 unchanged sentences
(2) Excludes the Company's $ 25,039 investment in CION/EagleTree, which is measured at NAV.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−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, 2023 and 2022:
+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, 2024 and 2023:
Three Months Ended
−Removed: September 30, 2023
−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, 2023 $ 1,468,630 $ 39,544 $ 1,046 $ 17,301 $ 133,725 $ 1,660,246
−Removed: Investments purchased(2)(3) 112,470 — — — 34,328 146,798
−Removed: Net realized loss ( 5,844 ) — — — ( 2,279 ) ( 8,123 )
−Removed: Net change in unrealized appreciation (depreciation) 30,233 ( 3,473 ) 264 ( 2,675 ) 1,795 26,144
−Removed: Accretion of discount 3,847 47 — 5 — 3,899
−Removed: Sales and principal repayments(3) ( 127,838 ) ( 4 ) ( 86 ) — — ( 127,928 )
−Removed: Ending balance, September 30, 2023 $ 1,481,498 $ 36,114 $ 1,224 $ 14,631 $ 167,569 $ 1,701,036
−Removed: Change in net unrealized appreciation (depreciation) on investments still held as of September 30, 2023(1) $ 10,453 $ ( 3,473 ) $ 264 $ ( 2,675 ) $ 444 $ 5,013
−Removed: (1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
−Removed: (2) Investments purchased includes PIK interest.
−Removed: (3) Includes non-cash restructured securities.
−Removed: Nine Months Ended
−Removed: September 30, 2023
+Added: March 31, 2024
Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total
1 unchanged sentence
Investments purchased(2)(3) 128,110 60 — 1,421 23,432 153,023
−Removed: Net realized loss ( 23,518 ) — — — ( 8,058 ) ( 31,576 )
−Removed: Net change in unrealized appreciation (depreciation) 11,547 ( 2,814 ) 308 ( 12,225 ) 2,019 ( 1,165 )
+Added: Net realized (loss) gain ( 2,011 ) ( 11,809 ) ( 1,210 ) — 5,294 ( 9,736 )
+Added: Net change in unrealized (depreciation) appreciation ( 14,108 ) 12,526 1,182 44 ( 10,375 ) ( 10,731 )
Accretion of discount 11,573 53 — 39 — 11,665
Sales and principal repayments(3) ( 223,684 ) ( 1,481 ) ( 64 ) ( 8,872 ) ( 4,563 ) ( 238,664 )
−Removed: Ending balance, September 30, 2023 $ 1,481,498 $ 36,114 $ 1,224 $ 14,631 $ 167,569 $ 1,701,036
−Removed: Change in net unrealized appreciation (depreciation) on investments still held as of September 30, 2023(1) $ 1,685 $ ( 2,814 ) $ 308 $ ( 12,225 ) $ ( 461 ) $ ( 13,507 )
−Removed: (1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
+Added: Ending balance, March 31, 2024 $ 1,465,051 $ 28,460 $ 1,004 $ 5,506 $ 219,697 $ 1,719,718
+Added: Change in net unrealized (depreciation) appreciation on investments still held as of March 31, 2024(1) $ ( 3,822 ) $ 714 $ ( 15 ) $ ( 50 ) $ ( 9,456 ) $ ( 12,629 )
+Added: (1) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
(2) Investments purchased includes PIK interest.
2 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
Three Months Ended
−Removed: September 30, 2022
−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, 2022 $ 1,660,828 $ 27,086 $ 1,602 $ 27,994 $ 42,885 $ 1,760,395
−Removed: Investments purchased(2) 142,620 18,109 — 677 32,148 193,554
−Removed: Net realized gain (loss) 10,452 ( 19,339 ) 24 — ( 8,303 ) ( 17,166 )
−Removed: Net change in unrealized (depreciation) appreciation ( 2,615 ) 13,379 ( 128 ) ( 356 ) 8,522 18,802
−Removed: Accretion of discount 4,170 17 — 4 — 4,191
−Removed: Sales and principal repayments ( 199,103 ) ( 536 ) ( 132 ) — ( 263 ) ( 200,034 )
−Removed: Ending balance, September 30, 2022 $ 1,616,352 $ 38,716 $ 1,366 $ 28,319 $ 74,989 $ 1,759,742
−Removed: Change in net unrealized (depreciation) appreciation on investments still held as of September 30, 2022(1) $ ( 7,793 ) $ ( 3 ) $ ( 128 ) $ ( 356 ) $ 205 $ ( 8,075 )
−Removed: (1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
−Removed: (2) Investments purchased includes PIK interest.
−Removed: Nine Months Ended
−Removed: September 30, 2022
+Added: March 31, 2023
Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total
1 unchanged sentence
Investments purchased(2)(3) 40,752 — — — 35,933 76,685
−Removed: Net realized gain (loss) 10,345 ( 19,325 ) 24 — ( 8,099 ) ( 17,055 )
+Added: Net realized loss ( 4,511 ) — — — ( 14 ) ( 4,525 )
Net change in unrealized (depreciation) appreciation ( 35,394 ) 163 35 ( 7,130 ) ( 8,912 ) ( 51,238 )
1 unchanged sentence
Sales and principal repayments(3) ( 112,175 ) ( 4 ) ( 81 ) — — ( 112,260 )
−Removed: Ending balance, September 30, 2022 $ 1,616,352 $ 38,716 $ 1,366 $ 28,319 $ 74,989 $ 1,759,742
−Removed: Change in net unrealized (depreciation) appreciation on investments still held as of September 30, 2022(1) $ ( 43,281 ) $ 798 $ ( 480 ) $ ( 257 ) $ 3,442 $ ( 39,778 )
−Removed: (1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.
+Added: Ending balance, March 31, 2023 $ 1,472,453 $ 38,997 $ 1,133 $ 15,517 $ 100,958 $ 1,629,058
+Added: Change in net unrealized (depreciation) appreciation on investments still held as of March 31, 2023(1) $ ( 34,672 ) $ 163 $ 35 $ ( 7,130 ) $ ( 8,912 ) $ ( 50,516 )
+Added: (1) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.
(2) Investments purchased includes PIK interest.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands, except share and per share amounts)
+Added: (3) Includes non-cash restructured securities.
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, 2023 and December 31, 2022 were as follows:
−Removed: September 30, 2023
+Added: The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of investments as of March 31, 2024 and December 31, 2023 were as follows:
+Added: March 31, 2024
Fair Value Valuation Techniques/
4 unchanged sentences
72,822 Market Comparable Approach Revenue Multiple 1.00 x
−Removed: 7,492 $ per kW $ 161.16 N/A
+Added: 11,057 EBITDA Multiple 5.63 x
1,383 Other(2) Other(2) N/A N/A
2 unchanged sentences
Collateralized securities and structured products - equity 1,004 Discounted Cash Flow Discount Rates 21.0 % N/A
−Removed: Unsecured debt 7,423 Discounted Cash Flow Discount Rates 16.5 % N/A
−Removed: 4,198 Market Comparable Approach EBITDA Multiple 6.50 x
−Removed: 3,010 Broker Quotes Broker Quotes N/A N/A
+Added: Unsecured debt 4,135 Other(2) Other(2) N/A N/A
+Added: 1,371 Discounted Cash Flow Discount Rates 12.0 % N/A
Equity 96,108 Market Comparable Approach EBITDA Multiple 4.75 x
83,735 Revenue Multiple 0.18 x
−Removed: 21,863 $ per kW $ 400.00 N/A
+Added: 28,198 $ per kW $ 162.5 — $ 437.5 $ 361.5
+Added: 6,666 Discounted Cash Flow Discount Rates 20.0 % N/A
+Added: 2,713 Options Pricing Model Expected Volatility 45.0 % — 100.0 % 71.0 %
+Added: 1,306 Other(2) Other(2) N/A N/A
971 Broker Quotes Broker Quotes N/A N/A
−Removed: 257 Options Pricing Model Expected Volatility 105.0 % N/A
Total $ 1,719,718
3 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
6 unchanged sentences
72,229 Market Comparable Approach Revenue Multiple 1.00 x
−Removed: 4,527 $ per kW $ 131.85 N/A
27,867 EBITDA Multiple 9.00 x
1 unchanged sentence
Senior secured second lien debt 27,638 Discounted Cash Flow Discount Rates 13.4 % — 25.0 % 16.1 %
−Removed: Collateralized securities and structured products - equity 1,179 Discounted Cash Flow Discount Rates 21.0 % N/A
−Removed: Unsecured debt 15,316 Market Comparable Approach EBITDA Multiple 9.25 x
−Removed: 7,327 Discounted Cash Flow Discount Rates 17.7 % N/A
+Added: 1,473 Market Comparable Approach EBITDA Multiple 9.00 x
+Added: Collateralized securities and structured products - equity 1,096 Discounted Cash Flow Discount Rates 5.4 % — 21.0 % 20.7 %
+Added: Unsecured debt 8,739 Discounted Cash Flow Discount Rates 16.0 % N/A
+Added: 4,135 Other(2) Other(2) N/A N/A
Equity 90,771 Market Comparable Approach EBITDA Multiple 4.75 x
−Removed: 23,995 $ per kW $ 412.5 N/A
84,328 Revenue Multiple 0.15 x
−Removed: 2,238 Discounted Cash Flow Discount Rates 16.8 % N/A
+Added: 29,463 $ per kW $ 161.16 — $ 400.00 $ 337.28
971 Broker Quotes Broker Quotes N/A N/A
−Removed: 5 Options Pricing Model Expected Volatility 80.0 % — 90.0 % 87.3 %
+Added: 376 Options Pricing Model Expected Volatility 115.0 % N/A
Total $ 1,814,161
5 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, 2023 and 2022 and the year ended December 31, 2022:
+Added: General and administrative expense consisted of the following items for the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended December 31,
+Added: March 31, Year Ended December 31,
2024 2023 2023
Professional fees $ 521 $ 526 $ 2,178
−Removed: Transfer agent expense 189 296 736 890 1,124
−Removed: Valuation expense 212 199 637 590 821
Dues and subscriptions 435 429 800
−Removed: Accounting and administrative costs 282 180 606 482 524
−Removed: Printing and marketing expense 284 672 558 705 708
Director fees and expenses 171 169 696
Insurance expense 169 167 675
+Added: Accounting and administrative costs 162 166 637
+Added: Valuation expense 144 173 853
+Added: Transfer agent expense 123 268 911
+Added: Printing and marketing expense 3 5 351
Other expenses 56 52 281
2 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
3 unchanged sentences
However, the Company has not experienced claims or losses pursuant to these contracts and believes the risk of loss related to such indemnifications to be remote.
−Removed: As of September 30, 2023 and December 31, 2022, the Company’s unfunded commitments were as follows:
−Removed: Unfunded Commitments September 30, 2023(1) December 31, 2022(1)
−Removed: $ 7,193 $ 7,567
−Removed: Critical Nurse Staffing, LLC 5,899 5,599
+Added: As of March 31, 2024 and December 31, 2023, the Company’s unfunded commitments were as follows:
+Added: Unfunded Commitments March 31, 2024(1) December 31, 2023(1)
+Added: Rogers Mechanical Contractors, LLC $ 6,250 $ 2,404
+Added: American Family Care, LLC 6,136 —
Flatworld Intermediate Corp.
Thrill Holdings LLC 5,000 5,000
+Added: American Clinical Solutions LLC 3,500 250
American Health Staffing Group, Inc.
−Removed: BDS Solutions Intermediateco, LLC 3,333 1,998
−Removed: Instant Web, LLC 2,921 5,628
−Removed: Rogers Mechanical Contractors, LLC 2,407 3,365
+Added: ALM Media, LLC 2,700 —
+Added: Nova Compression, LLC 2,609 2,609
+Added: Mimeo.com, Inc.
Moss Holding Company 2,232 2,232
+Added: BDS Solutions Intermediateco, LLC 2,095 1,905
MacNeill Pride Group Corp.
−Removed: Archer Systems, LLC 1,905 1,905
+Added: Tactical Air Support, Inc.
Bradshaw International Parent Corp.
−Removed: NWN Parent Holdings LLC 1,800 90
Fluid Control Intermediate Inc.
+Added: Instant Web, LLC 1,731 2,164
+Added: Riddell, Inc.
Sleep Opco, LLC 1,550 1,750
−Removed: Mimeo.com, Inc.
ESP Associates, Inc.
−Removed: Dermcare Management, LLC 1,145 1,862
OpCo Borrower, LLC 1,042 1,042
−Removed: HW Acquisition, LLC 1,014 2,200
−Removed: Homer City Holdings LLC 800 3,000
−Removed: Coyote Buyer, LLC 750 2,500
−Removed: RA Outdoors, LLC 635 1,049
+Added: Critical Nurse Staffing, LLC 1,000 1,000
Invincible Boat Company LLC 718 399
−Removed: Service Compression, LLC 419 4,186
+Added: Lochner, Inc.
+Added: Dermcare Management, LLC 448 671
Ironhorse Purchaser, LLC 408 347
1 unchanged sentence
Anthem Sports & Entertainment Inc.
−Removed: Lochner, Inc.
−Removed: RumbleOn, Inc.
−Removed: WorkGenius, Inc.
−Removed: STATinMED, LLC — 156
+Added: Coyote Buyer, LLC — 2,500
+Added: Service Compression, LLC — 419
+Added: RA Outdoors, LLC — 372
+Added: Homer City Holdings LLC — 196
+Added: HW Acquisition, LLC — 12
Total $ 60,632 $ 47,349
2 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
2 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, 2023 and December 31, 2022, refer to the table above and the consolidated schedules of investments.
−Removed: As of November 3, 2023, the Company was committed, upon the satisfaction of certain conditions, to fund an additional $ 57,644 .
+Added: For information on the companies to which the Company is committed to fund additional amounts as of March 31, 2024 and December 31, 2023, refer to the table above and the consolidated schedules of investments.
+Added: As of May 1, 2024, the Company was committed, upon the satisfaction of certain conditions, to fund an additional $ 82,946 , which includes $ 20,000 to a controlled investment, David's Bridal, Inc.
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).
4 unchanged sentences
Fee income consists of amendment fees, capital structuring and other fees, conversion fees, commitment fees and administrative agent fees.
−Removed: The following table summarizes the Company’s fee income for the three and nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022:
+Added: The following table summarizes the Company’s fee income for the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30, Year Ended
+Added: March 31, Year Ended
2024 2023 2023
−Removed: Amendment fees $ 1,769 $ 1,302 $ 5,115 $ 2,272 $ 2,633
Capital structuring and other fees $ 1,799 $ — $ 4,309
−Removed: Conversion fees — 2,365 477 2,365 2,365
Commitment fees 1,760 309 308
+Added: Amendment fees 236 2,724 6,415
+Added: Conversion fees 78 — 477
Administrative agent fees — 30 185
4 unchanged sentences
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(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, 2023 and 2022 and the year ended December 31, 2022:
−Removed: Nine Months Ended
−Removed: September 30, Year Ended
+Added: The following is a schedule of financial highlights as of and for the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023:
+Added: Three Months Ended
+Added: March 31, Year Ended
2024 2023 2023
4 unchanged sentences
Net realized loss and net change in unrealized depreciation on investments and loss on foreign currency(2) ( 0.48 ) ( 1.10 ) ( 0.18 )
−Removed: Net increase in net assets resulting from operations(2) 0.81 0.71 0.88
+Added: Net increase (decrease) in net assets resulting from operations(2) 0.12 ( 0.56 ) 1.74
Shareholder distributions:
17 unchanged sentences
Asset coverage ratio(8) 1.81 1.82 1.81
−Removed: (1) The per share data for the nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022 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, 2024 and 2023 and the year ended December 31, 2023 was derived by using the weighted average shares of common stock outstanding during each period.
(2) The amount shown for net realized loss, net change in unrealized depreciation on investments and loss on foreign currency 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 in net assets resulting from operations in this schedule may vary from the consolidated statements of operations.
+Added: As a result, net increase (decrease) in net assets resulting from operations in this schedule may vary from the consolidated statements of operations.
CĪON Investment Corporation
Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
+Added: March 31, 2024
(in thousands, except share and per share amounts)
(3) Repurchases of common stock may have caused an incremental decrease or increase in net asset value per share due to the repurchase of shares at a price in excess of or below net asset value per share, respectively, 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, 2023 and 2022 and the year ended December 31, 2022.
+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, 2024 and 2023 and the year ended December 31, 2023.
(4) 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.
4 unchanged sentences
Total returns covering less than a full year are not annualized.
−Removed: (5) Total investment return-market value for the nine months ended September 30, 2023 and 2022 and the year ended December 31, 2022 was calculated by taking the change in the market price of the Company's common stock since the first day of the period, and including the impact of distributions reinvested in accordance with the Company’s New DRP.
+Added: (5) Total investment return-market value for the three months ended March 31, 2024 and 2023 and the year ended December 31, 2023 was calculated by taking the change in the market price of the Company's common stock since the first day of the period, and including the impact of distributions reinvested in accordance with the Company’s New DRP.
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.
4 unchanged sentences
(8) Asset coverage ratio is equal to (i) the sum of (a) net assets at the end of the period and (b) total senior securities outstanding at the end of the period (excluding unfunded commitments), divided by (ii) total senior securities outstanding at the end of the period.
−Removed: Subsequent Events
−Removed: Additional Series A Notes
−Removed: On October 10, 2023, the Company issued $ 33,146 in aggregate principal amount of its additional Series A Unsecured Notes due 2026, or the Additional Series A Notes, to institutional investors in Israel.
−Removed: The Additional Series A Notes were issued pursuant to the Deed of Trust and were issued by way of expanding, and have the same terms and conditions as, the existing Series A Notes that were issued by the Company on February 28, 2023 (see Note 8).
−Removed: After the deduction of fees and other offering expenses, the Company received net proceeds of $ 32,317 , which the Company intends to use to make investments in portfolio companies in accordance with its investment objectives and for working capital and general corporate purposes.
−Removed: The Additional Series A Notes are rated A1.il by Midroog Ltd., an affiliate of Moody’s, and commenced trading on the TASE on October 10, 2023.
−Removed: The Additional Series A Notes will mature on August 31, 2026 and may be redeemed in whole or in part at the Company’s option at par plus a “make-whole” premium, if applicable, as set forth in the Deed of Trust.
−Removed: The Additional Series A Notes bear interest at a floating rate equal to SOFR plus a credit spread of 3.82 % per year, which will be paid quarterly on February 28, May 31, August 31, and November 30 of each year, commencing on November 30, 2023.
−Removed: The Additional Series A Notes are the Company’s general unsecured obligations that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the Additional Series A Notes, 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 the Company’s subsidiaries, financing vehicles or similar facilities.
−Removed: CĪON Investment Corporation
−Removed: Notes to Consolidated Financial Statements (unaudited)
−Removed: September 30, 2023
−Removed: (in thousands, except share and per share amounts)
−Removed: On November 8, 2023, the Company entered into a Note Purchase Agreement with certain institutional investors, or the 2027 Note Purchase Agreement, in connection with the Company’s issuance of $ 100,000 aggregate principal amount of its senior unsecured notes due 2027, or the 2027 Notes, at a purchase price equal to 99.25 % of the principal amount of the 2027 Notes.
−Removed: The net proceeds to the Company were approximately $ 99,000 , after the deduction of placement agent fees and other financing expenses, which the Company intends to use to primarily repay debt under its senior secured financing arrangements, make investments in portfolio companies in accordance with its investment objectives, and for working capital and general corporate purposes.
−Removed: The 2027 Notes are rated BBB (low) by DBRS, Inc.
−Removed: The 2027 Notes mature on November 8, 2027.
−Removed: The 2027 Notes bear interest at a floating rate equal to the three-month SOFR plus a credit spread of 4.75 % per year and subject to a 2.00 % SOFR floor, which will be paid quarterly on February 15, May 15, August 15, and November 15 of each year, commencing on February 15, 2024.
−Removed: The Company has the right to, at its option, redeem all or a part that is not less than 10 % of the 2027 Notes (i) on or before August 8, 2027, at a redemption price equal to 100 % of the principal amount of 2027 Notes to be redeemed plus an applicable “make-whole” amount equal to (x) the discounted value of the remaining scheduled payments with respect to the principal of such 2027 Note that is to be prepaid or becomes due and payable pursuant to the 2027 Note Purchase Agreement over (y) the amount of such called principal, plus accrued and unpaid interest, if any, and (ii) after August 8, 2027, at a redemption price equal to 100 % of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any.
−Removed: For any redemptions occurring on or before August 8, 2027, the discounted value portion of the “make whole amount” is calculated by applying a discount rate on the same periodic basis as that on which interest on the 2027 Notes is payable equal to the sum of 0.50 % plus the yield to maturity of the most recently issued U.S.
−Removed: Treasury securities having a maturity equal to the remaining average life of the 2027 Notes, or if there are no such U.S.
−Removed: Treasury securities, using such implied yield to maturity determined in accordance with the terms of the 2027 Note Purchase Agreement.
−Removed: The 2027 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 2027 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 business development company within the meaning of the 1940 Act, (iii) minimum shareholders’ equity of $ 543.6 million, (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.
−Removed: The 2027 Note Purchase Agreement also contains a “most favored lender” provision in favor of the purchasers in respect of any new credit facilities, loans, notes or unsecured indebtedness in excess of $ 25 million incurred by the Company, which indebtedness contains a financial covenant not contained in, or more restrictive against the Company than those contained, in the 2027 Note Purchase Agreement.
−Removed: In addition, the 2027 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 million, 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.