What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-08-08 compared with 2024-05-09 · 478 added, 349 removed, 2749 unchanged (23% of the section changed)

15 unchanged sentences

Interest receivable on investments 40,841 36,724

Dividends receivable 129 —

Receivable due on investments sold and repaid 2,631 967

27 unchanged sentences

Three Months Ended

March 31, Year Ended

June 30, Six Months Ended

June 30, Year Ended

2024 2023 2024 2023 2023

(unaudited) (unaudited)

(unaudited) (unaudited) (unaudited) (unaudited)

Investment income

25 unchanged sentences

Net investment income after taxes 22,963 23,416 55,556 53,274 105,022

Realized and unrealized (losses) gains

Realized and unrealized gains (losses)

Net realized losses on:

3 unchanged sentences

Net realized losses ( 20,277 ) ( 18,928 ) ( 30,013 ) ( 23,453 ) ( 31,927 )

Net change in unrealized (depreciation) appreciation on:

Net change in unrealized appreciation (depreciation) on:

Non-controlled, non-affiliated investments 1,417 23,396 ( 5,100 ) ( 17,690 ) 15,658

1 unchanged sentence

Controlled investments ( 4,927 ) ( 585 ) ( 8,576 ) ( 5,587 ) 13,896

Net change in unrealized (depreciation) appreciation ( 16,412 ) ( 56,378 ) 22,219

Net realized and unrealized losses ( 26,148 ) ( 60,903 ) ( 9,708 )

Net change in unrealized appreciation (depreciation) 19,692 23,406 3,280 ( 32,972 ) 22,219

Net realized and unrealized (losses) gains ( 585 ) 4,478 ( 26,733 ) ( 56,425 ) ( 9,708 )

Net increase (decrease) in net assets resulting from operations $ 22,378 $ 27,894 $ 28,823 $ ( 3,151 ) $ 95,314

5 unchanged sentences

CĪON Investment Corporation

Consolidated Statements of Changes in Net Assets

Consolidated Statements of Shareholders' Equity

(in thousands, except share and per share amounts)

Three Months Ended

March 31, Year Ended

Common Stock Capital in Excess of Par Value Accumulated Undistributed (Overdistributed) Earnings Total Shareholders' Equity

Shares Amount

Balance at December 31, 2022 55,299,484 $ 55 $ 1,044,547 $ ( 160,968 ) $ 883,634

Repurchases of common stock ( 338,029 ) — ( 3,592 ) — ( 3,592 )

Net investment income — — — 29,858 29,858

Net realized losses on investments — — — ( 4,525 ) ( 4,525 )

Net unrealized losses on investments — — — ( 56,378 ) ( 56,378 )

Dividends declared and payable ($ 0.34 per share)

— — — ( 18,687 ) ( 18,687 )

(unaudited) (unaudited)

Changes in net assets from operations:

Balance at March 31, 2023 54,961,455 55 1,040,955 ( 210,700 ) 830,310

Repurchases of common stock ( 328,628 ) — ( 3,226 ) — ( 3,226 )

Net investment income — — — 23,416 23,416

Net realized loss on investments ( 9,736 ) ( 4,525 ) ( 31,927 )

Net change in unrealized (depreciation) appreciation on investments ( 16,412 ) ( 56,378 ) 22,219

Net increase (decrease) in net assets resulting from operations 6,445 ( 31,045 ) 95,314

Changes in net assets from shareholders' distributions:

Distributions to shareholders ( 18,279 ) ( 18,687 ) ( 87,867 )

Net decrease in net assets resulting from shareholders' distributions ( 18,279 ) ( 18,687 ) ( 87,867 )

Changes in net assets from capital share transactions:

Repurchase of common stock ( 4,670 ) ( 3,592 ) ( 11,518 )

Net decrease in net assets resulting from capital share transactions ( 4,670 ) ( 3,592 ) ( 11,518 )

Total decrease in net assets ( 16,504 ) ( 53,324 ) ( 4,071 )

Net assets at beginning of period 879,563 883,634 883,634

Net assets at end of period $ 863,059 $ 830,310 $ 879,563

Net asset value per share of common stock at end of period $ 16.05 $ 15.11 $ 16.23

Shares of common stock outstanding at end of period 53,760,605 54,961,455 54,184,636

Net realized losses on investments — — — ( 18,928 ) ( 18,928 )

Net unrealized gains on investments — — — 23,406 23,406

Dividends declared and payable ($ 0.34 per share)

— — — ( 18,614 ) ( 18,614 )

Balance at June 30, 2023 54,632,827 55 1,037,729 ( 201,420 ) 836,364

Repurchases of common stock ( 168,023 ) ( 1 ) ( 1,800 ) — ( 1,801 )

Net investment income — — — 29,990 29,990

Net realized losses on investments — — — ( 8,123 ) ( 8,123 )

Net unrealized gains on investments — — — 25,606 25,606

Dividends declared and payable ($ 0.39 per share)

— — — ( 21,276 ) ( 21,276 )

Balance at September 30, 2023 54,464,804 54 1,035,929 ( 175,223 ) 860,760

Repurchases of common stock ( 280,168 ) — ( 2,899 ) — ( 2,899 )

Net investment income — — — 21,758 21,758

Net realized losses on investments — — — ( 351 ) ( 351 )

Net unrealized gains on investments — — — 29,585 29,585

Dividends declared and payable ($ 0.54 per share)

— — — ( 29,290 ) ( 29,290 )

Balance at December 31, 2023 54,184,636 54 1,033,030 ( 153,521 ) 879,563

Repurchases of common stock ( 424,031 ) — ( 4,670 ) — ( 4,670 )

Net investment income — — — 32,593 32,593

Net realized losses on investments — — — ( 9,736 ) ( 9,736 )

Net unrealized losses on investments — — — ( 16,412 ) ( 16,412 )

Dividends declared and payable ($ 0.34 per share)

— — — ( 18,279 ) ( 18,279 )

Balance at March 31, 2024 53,760,605 54 1,028,360 ( 165,355 ) 863,059

Repurchases of common stock ( 234,982 ) — ( 2,671 ) — ( 2,671 )

Net investment income — — — 22,963 22,963

Net realized losses on investments — — — ( 20,277 ) ( 20,277 )

Net unrealized gains on investments — — — 19,692 19,692

Dividends declared and payable ($ 0.41 per share)

— — — ( 21,960 ) ( 21,960 )

Balance at June 30, 2024 53,525,623 54 1,025,689 ( 164,937 ) 860,806

See accompanying notes to consolidated financial statements.

3 unchanged sentences

Three Months Ended

March 31, Year Ended

June 30, Six Months Ended

June 30, Year Ended

2024 2023 2024 2023 2023

(unaudited) (unaudited)

(unaudited) (unaudited) (unaudited) (unaudited)

Operating activities:

Net increase (decrease) in net assets resulting from operations $ 22,378 $ 27,894 $ 28,823 $ ( 3,151 ) $ 95,314

Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:

Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash (used in) provided by operating activities:

Net accretion of discount on investments ( 1,633 ) ( 2,601 ) ( 13,298 ) ( 6,943 ) ( 13,506 )

2 unchanged sentences

Paid-in-kind interest and dividends capitalized ( 10,178 ) ( 6,049 ) ( 19,709 ) ( 12,611 ) ( 31,739 )

Increase in short term investments, net ( 16,691 ) ( 55,457 ) ( 102,577 )

Decrease (increase) in short term investments, net 46,975 ( 34,444 ) 30,284 ( 89,901 ) ( 102,577 )

Proceeds from sale of investments 8 1,789 17,055 10,601 12,771

Net realized loss on investments 20,277 18,928 30,013 23,453 31,927

Net change in unrealized depreciation (appreciation) on investments 16,412 56,378 ( 22,219 )

Net change in unrealized (appreciation) depreciation on investments ( 19,692 ) ( 23,406 ) ( 3,280 ) 32,972 ( 22,219 )

Amortization of debt issuance costs 1,255 1,001 2,509 1,896 4,073

9 unchanged sentences

Increase (decrease) in subordinated incentive fee on income payable ( 2,043 ) ( 1,367 ) 256 ( 98 ) ( 450 )

Net cash provided by (used in) operating activities 96,353 308 ( 97,151 )

Increase (decrease) in share repurchase payable — 67 — 67 —

Net cash (used in) provided by operating activities ( 16,729 ) ( 36,000 ) 79,624 ( 35,692 ) ( 97,151 )

Financing activities:

5 unchanged sentences

Net cash (used in) provided by financing activities ( 21,955 ) ( 48,501 ) ( 78,241 ) ( 35,532 ) 22,827

Net increase (decrease) in cash 40,067 13,277 ( 74,324 )

Net (decrease) increase in cash ( 38,684 ) ( 84,501 ) 1,383 ( 71,224 ) ( 74,324 )

Cash, beginning of period 48,482 96,016 8,415 82,739 82,739

8 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

16 unchanged sentences

Advertising, Printing & Publishing 29,651 29,651 29,651

ALM Global, LLC S+ 625 , 1.00 % SOFR Floor

2/21/2029 Media:

Advertising, Printing & Publishing 720 720 720

ALM Global, LLC 0.50 % Unfunded

1 unchanged sentence

Advertising, Printing & Publishing 1,980 — —

American Clinical Solutions LLC(m)(t)(x) S+ 700 , 1.00 % SOFR Floor

American Clinical Solutions LLC(t)(x) S+ 700 , 1.00 % SOFR Floor

6/30/2025 Healthcare & Pharmaceuticals 9,283 9,283 8,935

37 unchanged sentences

Atlas Supply LLC 13.00 % 4/29/2025 Healthcare & Pharmaceuticals 5,000 5,000 4,325

Avison Young (Canada) Inc./Avison Young (USA) Inc.(m)(x) S+ 800 , 2.00 % SOFR Floor

Avison Young (Canada) Inc./Avison Young (USA) Inc.(t)(x) S+ 800 , 2.00 % SOFR Floor

3/12/2029 Banking, Finance, Insurance & Real Estate 8,314 8,314 7,940

Avison Young (Canada) Inc./Avison Young (USA) Inc.(x) S+ 800 , 2.00 % SOFR Floor

Avison Young (Canada) Inc./Avison Young (USA) Inc.(t)(x) S+ 800 , 2.00 % SOFR Floor

3/12/2029 Banking, Finance, Insurance & Real Estate 2,841 2,841 2,557

Avison Young (Canada) Inc./Avison Young (USA) Inc.(x) S+ 750 , 2.00 % SOFR Floor

Avison Young (Canada) Inc./Avison Young (USA) Inc.(n)(x) S+ 750 , 2.00 % SOFR Floor

3/12/2028 Banking, Finance, Insurance & Real Estate 4,062 3,968 4,061

14 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

15 unchanged sentences

Business 16,441 16,423 16,441

Cennox, Inc.(m)(t)(x) S+ 625 , 1.00 % SOFR Floor

Cennox, Inc.(m)(x) S+ 600 , 1.00 % SOFR Floor

5/4/2026 Services:

Business 22,343 22,341 22,343

Cennox, Inc.(m)(n)(t)(x) S+ 625 , 1.00 % SOFR Floor

Cennox, Inc.(m)(n)(x) S+ 600 , 1.00 % SOFR Floor

5/4/2026 Services:

Business 18,501 18,431 18,501

Cennox, Inc.(t)(x) S+ 625 , 1.00 % SOFR Floor

Cennox, Inc.(x) S+ 600 , 1.00 % SOFR Floor

5/4/2026 Services:

Business 2,240 2,240 2,240

0.50 % Unfunded

5/4/2026 Services:

Business 747 — —

CION/EagleTree Partners, LLC(h)(s)(t) 14.00 % 12/21/2026 Diversified Financials 37,885 37,885 37,885

Colonnade Parent, Inc.

(x) S+ 500 , 1.00 % SOFR Floor

7/31/2024 Media:

Advertising, Printing & Publishing 438 428 438

Colonnade Parent, Inc.

(p) 0.00 % Unfunded

7/31/2024 Media:

Advertising, Printing & Publishing 67 — —

Community Tree Service, LLC(m)(t)(x) S+ 1100 , 1.00 % SOFR Floor

6/17/2027 Construction & Building 11,591 11,591 11,534

Core Health & Fitness, LLC(m)(w) S+ 800 , 3.00 % SOFR Floor

6/17/2029 Consumer Goods:

Durable 20,000 19,703 19,700

Country Fresh Holdings, LLC(q) Prime+ 600

4 unchanged sentences

11/1/2026 Healthcare & Pharmaceuticals 12,732 12,732 12,732

Critical Nurse Staffing, LLC(m)(x) S+ 650 , 1.00 % SOFR Floor

11/1/2026 Healthcare & Pharmaceuticals 986 986 986

Critical Nurse Staffing, LLC 0.50 % Unfunded

4 unchanged sentences

12/21/2027 Retail 32,050 32,050 31,569

Deluxe Entertainment Services, Inc.(m)(q)(r)(t) Prime+ 550

Deluxe Entertainment Services, Inc.(q)(r)(t) Prime+ 550

3/25/2024 Media:

16 unchanged sentences

Diversified & Production — — 88

ESP Associates, Inc.(m)(x) S+ 650 , 1.50 % SOFR Floor

ESP Associates, Inc.(m)(w) S+ 650 , 1.50 % SOFR Floor

7/24/2028 Construction & Building 8,641 8,494 8,641

ESP Associates, Inc.(w) S+ 650 , 1.50 % SOFR Floor

7/24/2028 Construction & Building 197 197 197

ESP Associates, Inc.

4 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

20 unchanged sentences

3/17/2027 Environmental Industries 27,483 27,260 27,483

Gold Medal Holdings, Inc.

1.00 % Unfunded

3/17/2027 Environmental Industries 2,498 ( 25 ) —

GSC Technologies Inc.(r)(w) S+ 500 , 1.00 % SOFR Floor

10 unchanged sentences

7/2/2027 Construction & Building 2,000 1,950 2,000

Lochner, Inc.

HEC Purchaser Corp.(x) S+ 550 , 1.00 % SOFR Floor

6/17/2029 Healthcare & Pharmaceuticals 11,198 11,030 11,030

HEC Purchaser Corp.(w) S+ 550 , 1.00 % SOFR Floor

6/17/2029 Healthcare & Pharmaceuticals 130 128 128

HEC Purchaser Corp.

0.50 % Unfunded

7/2/2027 Construction & Building 536 — —

6/17/2029 Healthcare & Pharmaceuticals 1,172 ( 18 ) ( 18 )

Heritage Power, LLC(x) S+ 550 , 1.00 % SOFR Floor

7 unchanged sentences

Durable 16,737 16,434 15,315

Homer City Generation, L.P.(m)(q)(t) 15.00 % 4/16/2024 Energy:

Homer City Generation, L.P.(q)(t) 15.00 % 4/16/2025 Energy:

Oil & Gas 14,171 12,024 9,566

5 unchanged sentences

11/4/2023 Healthcare & Pharmaceuticals 7,780 7,780 7,624

HW Acquisition, LLC(m)(t) Prime+ 500

9/28/2026 Capital Equipment 18,781 18,677 15,564

HW Acquisition, LLC Prime+ 500

HW Acquisition, LLC(m)(r) S+ 600 , 1.00 % SOFR Floor

9/28/2026 Capital Equipment 4,989 4,965 4,989

HW Acquisition, LLC 0.50 % Unfunded

HW Acquisition, LLC(r) S+ 600 , 1.00 % SOFR Floor

9/28/2026 Capital Equipment 2,933 2,920 2,933

11 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

16 unchanged sentences

Durable 13,475 13,433 13,475

Invincible Boat Company LLC(x) S+ 650 , 1.50 % SOFR Floor

8/28/2025 Consumer Goods:

Durable 80 80 80

Invincible Boat Company LLC 0.50 % Unfunded

45 unchanged sentences

12/20/2025 Capital Equipment 11,103 10,972 11,103

LGC US Finco, LLC(m)(w) S+ 650 , 1.00 % SOFR Floor

12/20/2025 Capital Equipment 2,000 1,965 1,965

Lift Brands, Inc.(m)(n)(r)(w) S+ 750 , 1.00 % SOFR Floor

5 unchanged sentences

Consumer 7,255 7,084 6,822

Lux Credit Consultants LLC(m)(x) S+ 725 , 1.50 % SOFR Floor

4/29/2028 Automotive 17,629 17,629 17,629

Lux Credit Consultants LLC(x) S+ 725 , 1.50 % SOFR Floor

4/29/2028 Automotive 1,017 1,017 1,017

Lux Credit Consultants LLC 2.25 % Unfunded

4/29/2025 Automotive 5,491 — —

Lux Credit Consultants LLC 1.00 % Unfunded

4/29/2028 Automotive 862 — —

MacNeill Pride Group Corp.(m)(x) S+ 700 , 1.00 % SOFR Floor

4 unchanged sentences

Consumer 6,260 6,234 6,182

MacNeill Pride Group Corp.

1.00 % Unfunded

4/30/2024 Services:

Consumer 2,017 ( 10 ) ( 13 )

Manus Bio Inc.

18 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

7 unchanged sentences

Business 2,126 — —

NewsCycle Solutions, Inc.(m)(n)(x) S+ 700 , 1.00 % SOFR Floor

NewsCycle Solutions, Inc.(m)(n)(q)(x) S+ 700 , 1.00 % SOFR Floor

2/27/2024 Media:

13 unchanged sentences

4/26/2029 Healthcare & Pharmaceuticals 30,000 29,873 29,850

OpCo Borrower, LLC 0.50 % Unfunded

Optio Rx, LLC(n)(v)(z) L+ 1200 , 0.00 % LIBOR Floor

6/28/2024 Healthcare & Pharmaceuticals 2,480 2,480 2,489

Optio Rx, LLC(n)(v) L+ 1200 , 0.00 % LIBOR Floor

Optio Rx, LLC(v)(z) L+ 900 , 0.00 % LIBOR Floor

6/28/2024 Healthcare & Pharmaceuticals 1,508 1,508 1,508

Optio Rx, LLC(v) L+ 900 , 0.00 % LIBOR Floor

Optio Rx, LLC(m)(n)(v)(z) L+ 900 , 0.00 % LIBOR Floor

6/28/2024 Healthcare & Pharmaceuticals 9,267 9,267 9,256

Optio Rx, LLC(m)(n)(v) L+ 900 , 0.00 % LIBOR Floor

Optio Rx, LLC(w) S+ 525 , 5.00 % SOFR Floor

10/10/2024 Healthcare & Pharmaceuticals 828 828 828

Optio Rx, LLC(p) 0.00 % Unfunded

10/10/2024 Healthcare & Pharmaceuticals 677 — —

PH Beauty Holdings III.

Inc.(m)(x) S+ 500 , 0.00 % SOFR Floor

Inc.(m)(n)(x) S+ 500 , 0.00 % SOFR Floor

9/28/2025 Consumer Goods:

8 unchanged sentences

Diversified & Production 10,979 10,979 10,170

RA Outdoors, LLC(m)(x) S+ 675 , 1.00 % SOFR Floor

RA Outdoors, LLC(x) S+ 675 , 1.00 % SOFR Floor

4/8/2026 Media:

5 unchanged sentences

/ All American Sports Corp.(m)(x) S+ 600 , 1.00 % SOFR Floor

3/29/2029 Services:

Consumer 16,364 16,036 16,036

3/29/2029 Consumer Goods:

Durable 16,261 15,950 16,261

Riddell, Inc.

1 unchanged sentence

1.00 % Unfunded

9/29/2026 Services:

Consumer 1,636 — ( 33 )

9/29/2026 Consumer Goods:

Durable 1,636 — —

Hilliard, L.L.P.(m)(t)(w) S+ 1200 , 2.00 % SOFR Floor

9 unchanged sentences

9/28/2028 Construction & Building 2,885 ( 8 ) —

RumbleOn, Inc.(m)(t)(x) S+ 875 , 1.00 % SOFR Floor

RumbleOn, Inc.(m)(x) S+ 875 , 1.00 % SOFR Floor

8/31/2026 Automotive 8,655 8,321 8,439

RumbleOn, Inc.(m)(t)(x) S+ 875 , 1.00 % SOFR Floor

RumbleOn, Inc.(m)(x) S+ 875 , 1.00 % SOFR Floor

8/31/2026 Automotive 2,612 2,599 2,547

1 unchanged sentence

11/1/2024 Telecommunications 3,926 3,827 3,533

Securus Technologies Holdings, Inc.(x) S+ 750 , 1.00 % SOFR Floor

7/31/2025 Telecommunications 168 168 168

Sequoia Healthcare Management, LLC(z) 12.75 % 11/4/2023 Healthcare & Pharmaceuticals 8,525 8,533 5,925

3 unchanged sentences

10/12/2026 Retail 395 383 399

Sleep Opco, LLC(x) S+ 650 , 1.00 % SOFR Floor

10/12/2026 Retail 200 201 200

Sleep Opco, LLC 0.50 % Unfunded

10/12/2026 Retail 1,750 ( 16 ) —

Spectrum Group Buyer, Inc.(x) S+ 650 , 0.75 % SOFR Floor

5/19/2028 Forest Products & Paper 10 9 8

Spinal USA, Inc.

4 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

18 unchanged sentences

7/1/2027 Healthcare & Pharmaceuticals 11,525 11,525 8,989

STATinMED, LLC(r) None 7/1/2027 Healthcare & Pharmaceuticals 224 224 244

Stengel Hill Architecture, LLC(n)(x) S+ 650 , 1.00 % SOFR Floor

8/16/2028 Construction & Building 14,925 14,925 14,925

Tactical Air Support, Inc.(n)(x) S+ 850 , 1.00 % SOFR Floor

Tactical Air Support, Inc.(m)(x) S+ 850 , 1.00 % SOFR Floor

12/22/2028 Aerospace & Defense 12,000 12,000 12,000

10 unchanged sentences

Diversified & Production 1,739 — 39

Thrill Holdings LLC 1.00 % Unfunded

5/27/2024 Media:

Diversified & Production 3,261 — 73

TMK Hawk Parent, Corp.(x) S+ 525 , 0.00 % SOFR Floor

TMK Hawk Parent, Corp.(t)(x) S+ 525 , 1.00 % SOFR Floor

6/30/2029 Services:

31 unchanged sentences

11/29/2026 Telecommunications 11,500 11,418 11,486

OpCo Borrower, LLC(m) 12.50 % 2/19/2028 Healthcare & Pharmaceuticals 12,500 11,834 12,875

RA Outdoors, LLC(m)(x) S+ 900 , 1.00 % SOFR Floor

RA Outdoors, LLC(m)(t)(x) S+ 900 , 1.00 % SOFR Floor

10/8/2026 Media:

19 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

Portfolio Company(a) Interest(b) Maturity Industry Principal/

Portfolio Company(a) Maturity Industry Principal/

Units(e) Cost(d) Fair

Equity - 30.8 %

ARC Financial Partners, LLC, Membership Interests ( 25 % ownership)(o)(q)

ARC Financial Partners, LLC, Membership Interests ( 25 % ownership)(o)(q)(r)

Metals & Mining NA — —

8 unchanged sentences

Business 380,952 Units

CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(s) Diversified Financials 22,072,841 Units

CION/EagleTree Partners, LLC, Participating Preferred Shares(h)(p)(s) Diversified Financials 22,072,841 Units

22,073 17,691

6 unchanged sentences

EBSC Holdings LLC, Preferred Units ( 10 % Return)

Consumer 2,000 Units

Consumer Goods:

Durable 2,000 Units

FWS Parent Holdings, LLC, Class A Membership Interests(p) Services:

14 unchanged sentences

Business 366,667 Units

LB NewHoldco LLC, Voting Units(p) Hotel, Gaming & Leisure 123,568 Units

Longview Intermediate Holdings C, LLC, Membership Units(p)(r) Energy:

Oil & Gas 1,466,791 Units

Macquarie Capital Funding LLC(i)(p) Hotel, Gaming & Leisure 123,568 Units

12,461 47,385

Mount Logan Capital Inc., Common Stock(f)(h)(r) Banking, Finance, Insurance & Real Estate 1,075,557 Units

New Giving Acquisition, Inc., Warrants(p) 8/19/2029 Healthcare & Pharmaceuticals 4,630 Units

New HW Holdings Corp., Common Stock(p) Capital Equipment 133 Units

NS NWN Acquisition, LLC, Class A Preferred Units(p) High Tech Industries 111 Units

New Giving Acquisition, Inc., Common Stock Healthcare & Pharmaceuticals 4,630 Units

New HW Holdings Corp., Preferred Stock(p)(r) Capital Equipment 14 Units

New HW Holdings Corp., Common Stock(p)(r) Capital Equipment 119 Units

NS NWN Acquisition, LLC, Class A Preferred Units High Tech Industries 111 Units

NS NWN Acquisition, LLC, Common Equity(p) High Tech Industries 346 Units

9 unchanged sentences

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

21 unchanged sentences

Business 500 Units

Yak Holding II, LLC, Series A Preferred Units(p) Construction & Building 4,000,000 Units

Yak Holding II, LLC, Series B-1 Preferred Units(p) Construction & Building 1,966,018 Units

Yak Holding II, LLC, Series A Common Units(p) Construction & Building 127,419 Units

13 unchanged sentences

below, investments do not contain a paid-in-kind, or PIK, interest provision.

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.

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.

The actual Secured Overnight Financing Rate, or SOFR, rate for each loan listed may not be the applicable SOFR rate as of June 30, 2024, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to June 30, 2024.

The actual London Interbank Offered Rate, or LIBOR, rate for each loan listed may not be the applicable LIBOR rate as of June 30, 2024, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to June 30, 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.

As of March 31, 2024, 94.7 % of the Company’s total assets represented qualifying assets.

As of June 30, 2024, 96.0 % of the Company’s total assets represented qualifying assets.

See accompanying notes to consolidated financial statements.

1 unchanged sentence

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

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.

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.

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.

7-day effective yield as of March 31, 2024.

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).

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).

7-day effective yield as of June 30, 2024.

Investment is held through CIC Holdco, LLC, a wholly-owned taxable subsidiary of the Company.

Non-income producing security.

Investment or a portion thereof was on non-accrual status as of March 31, 2024.

See accompanying notes to consolidated financial statements.

CĪON Investment Corporation

Consolidated Schedule of Investments (unaudited)

March 31, 2024

(in thousands)

Investment or a portion thereof was on non-accrual status as of June 30, 2024.

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, 2023 and March 31, 2024, along with transactions during the three months ended March 31, 2024 in these affiliated investments, were as follows:

Three Months Ended March 31, 2024

Fair value as of December 31, 2023 and June 30, 2024, along with transactions during the six months ended June 30, 2024 in these affiliated investments, were as follows:

Six Months Ended June 30, 2024

Non-Controlled, Affiliated Investments Fair Value at

1 unchanged sentence

(Cost)(1) Gross

(Cost)(2) Net Unrealized Gain (Loss) Fair Value at March 31, 2024

(Cost)(2) Net Unrealized Gain (Loss) Fair Value at June 30, 2024

Net Realized Gain (Loss) Interest

14 unchanged sentences

Common Shares 1,251 — — 33 1,284 — — — —

HW Acquisition, LLC

Revolving Loan — 2,449 — 484 2,933 — 112 — —

First Lien Term Loan — 16,407 ( 14,448 ) 3,030 4,989 ( 4,549 ) 651 — —

Instant Web, LLC

11 unchanged sentences

Common Shares 8,404 — — ( 2,084 ) 6,320 — — — —

See accompanying notes to consolidated financial statements.

CĪON Investment Corporation

Consolidated Schedule of Investments (unaudited)

June 30, 2024

(in thousands)

Six Months Ended June 30, 2024

Non-Controlled, Affiliated Investments Fair Value at

December 31, 2023 Gross

(Cost)(1) Gross

(Cost)(2) Net Unrealized Gain (Loss) Fair Value at June 30, 2024

Net Realized Gain (Loss) Interest

Income(3) Dividend Income Fee Income

Lift Brands, Inc.

6 unchanged sentences

Common Stock 1,624 — — ( 52 ) 1,572 — — 40 —

New HW Holdings Corp.

Preferred Stock — 9,899 — — 9,899 — — — —

Common Stock — — — — — — — — —

Snap Fitness Holdings, Inc.

5 unchanged sentences

First Lien Term Loan 10,358 846 — ( 2,215 ) 8,989 — 843 — —

Senior Superpriority Term Loan — 224 — 20 244 — — — 704

STATinMed Parent, LLC

2 unchanged sentences

Totals $ 206,301 $ 44,406 $ ( 17,252 ) $ 16,956 $ 250,411 $ ( 7,091 ) $ 8,953 $ 40 $ 704

See accompanying notes to consolidated financial statements.

CĪON Investment Corporation

Consolidated Schedule of Investments (unaudited)

March 31, 2024

(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.

2 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.

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:

Three Months Ended March 31, 2024

Fair value as of December 31, 2023 and June 30, 2024, along with transactions during the six months ended June 30, 2024 in these controlled investments, were as follows:

Six Months Ended June 30, 2024

Controlled Investments Fair Value at

3 unchanged sentences

Gain (Loss) Fair Value at

March 31, 2024

June 30, 2024

Gain (Loss) Interest

12 unchanged sentences

(2) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

(3) Includes PIK interest income .

See accompanying notes to consolidated financial statements.

1 unchanged sentence

Consolidated Schedule of Investments (unaudited)

March 31, 2024

June 30, 2024

(in thousands)

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.

(3) Includes PIK interest income .

As of June 30, 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.

4 unchanged sentences

Senior Secured First Lien Debt 3.00 % 12.10 % 15.10 %

Celerity Acquisition Holdings, LLC Senior Secured First Lien Debt 10.00 % 3.98 % 13.98 %

Avison Young (Canada) Inc./Avison Young (USA) Inc.

Senior Secured First Lien Debt — 13.60 % 13.60 %

Celerity Acquisition Holdings, LLC Senior Secured First Lien Debt 10.00 % 3.95 % 13.95 %

CION/EagleTree Partners, LLC Senior Secured Note — 14.00 % 14.00 %

10 unchanged sentences

Senior Secured First Lien Debt — 17.00 % 17.00 %

HW Acquisition, LLC Senior Secured First Lien Debt — 13.50 % 13.50 %

Senior Secured First Lien Debt 12.09 % 0.25 % 12.34 %

10 unchanged sentences

Senior Secured First Lien Debt 6.43 % 3.25 % 9.68 %

RA Outdoors, LLC Senior Secured Second Lien Debt — 14.44 % 14.44 %

Hilliard, L.L.P.

Senior Secured First Lien Debt — 17.46 % 17.46 %

RumbleOn, Inc.

Senior Secured First Lien Debt 13.69 % 0.50 % 14.19 %

Securus Technologies Holdings, Inc.

7 unchanged sentences

TMK Hawk Parent, Corp.

Senior Secured First Lien Debt — 10.59 % 10.59 %

TMK Hawk Parent, Corp.

Unsecured Debt — 11.00 % 11.00 %

4 unchanged sentences

Senior Secured First Lien Debt 10.00 % 6.18 % 16.18 %

The interest rate on these loans is subject to 1 month LIBOR, which as of March 31, 2024 was 5.44%.

The interest rate on these loans is subject to 3 month LIBOR, which as of March 31, 2024 was 5.56%.

The interest rate on these loans is subject to 1 month SOFR, which as of March 31, 2024 was 5.33%.

The interest rate on these loans is subject to 3 month SOFR, which as of March 31, 2024 was 5.30%.

The interest rate on these loans is subject to 6 month SOFR, which as of March 31, 2024 was 5.22%.

The interest rate on these loans is subject to 1 month LIBOR, which as of June 30, 2024 was 5.45%.

The interest rate on these loans is subject to 3 month LIBOR, which as of June 30, 2024 was 5.59%.

The interest rate on these loans is subject to 1 month SOFR, which as of June 30, 2024 was 5.33%.

The interest rate on these loans is subject to 3 month SOFR, which as of June 30, 2024 was 5.32%.

The interest rate on these loans is subject to 6 month SOFR, which as of June 30, 2024 was 5.25%.

While the maturity date of this loan has passed, the Company expects all interest and principal to be collected.

816 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

30 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

7 unchanged sentences

Operating results for interim periods are not necessarily indicative of the results that may be expected for the full year ending December 31, 2024.

The consolidated balance sheet and the consolidated schedule of investments as of December 31, 2023 and the consolidated statements of operations, changes in net assets, and cash flows for the year ended December 31, 2023 are derived from the 2023 audited consolidated financial statements and include the accounts of the Company’s wholly-owned subsidiaries.

The consolidated balance sheet and the consolidated schedule of investments as of December 31, 2023 and the consolidated statements of operations, shareholders' equity, and cash flows for the year ended December 31, 2023 are derived from the 2023 audited consolidated financial statements and include the accounts of the Company’s wholly-owned subsidiaries.

All intercompany balances and transactions have been eliminated in consolidation.

15 unchanged sentences

The Company is evaluating the potential impact that the adoption of this guidance will have on the Company’s consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures , or ASU 2023-09, which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements.

Under this new guidance, entities must consistently categorize and provide greater disaggregation of information in the rate reconciliation and must also further disaggregate income taxes paid.

ASU 2023-09 is effective for annual periods beginning after December 15, 2024.

The Company is evaluating the potential impact that the adoption of this guidance will have on the Company’s consolidated financial statements.

Cash and Cash Equivalents

4 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

10 unchanged sentences

Treasury securities and repurchase agreements that are collateralized by such securities.

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 had $ 83,162 and $ 113,446 of such investments at June 30, 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.

7 unchanged sentences

The income tax expense or benefit, if any, and the related tax assets and liabilities, where material, are reflected in the Company’s consolidated financial statements.

There were no deferred tax assets or liabilities as of March 31, 2024 or December 31, 2023.

There were no deferred tax assets or liabilities as of June 30, 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)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

24 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

34 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

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.

For additional information on investments that contain a PIK interest provision, see the consolidated schedules of investments as of June 30, 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)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

20 unchanged sentences

The Company’s follow-on continuous public offering commenced on January 25, 2016 and ended on January 25, 2019.

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:

Three Months Ended

March 31, Year Ended

The following table summarizes transactions with respect to shares of the Company’s outstanding common stock during the six months ended June 30, 2024 and 2023 and the year ended December 31, 2023:

Six Months Ended

June 30, Year Ended

2024 2023 2023

7 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

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 .

Since commencing its initial continuous public offering on July 2, 2012 and through June 30, 2024, the Company sold 53,525,623 shares of common stock for net proceeds of $ 1,126,004 .

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 $ 266,733 , for which the Company repurchased 16,743,744 shares of common stock.

As of March 31, 2024, 16,508,762 shares of common stock repurchased had been retired.

As of June 30, 2024, 16,743,744 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.

As of March 31, 2024, the Company had not issued any such shares.

As of June 30, 2024, the Company had not issued any such shares.

Distribution Reinvestment Plan

22 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

9 unchanged sentences

The 10b5-1 trading plan expires on August 29, 2024, and is subject to price, market volume and timing restrictions.

The following table summarizes the share repurchases completed during the year ended December 31, 2023 and the three months ended March 31, 2024:

The following table summarizes the share repurchases completed during the year ended December 31, 2023 and the six months ended June 30, 2024:

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)

15 unchanged sentences

March 1 to March 31, 2024 132,851 10.95 132,851 28,431

Total for the three months ended March 31, 2024 424,031 424,031

April 1 to April 30, 2024 168,002 11.14 168,002 26,564

May 1 to May 31, 2024 27,449 11.67 27,449 26,244

June 1 to June 30, 2024 39,531 12.14 39,531 25,765

Total for the six months ended June 30, 2024

659,013 659,013

(1) Amounts do not include any commissions paid to Wells Fargo on shares repurchased.

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.

As of May 1, 2024, 16,508,762 shares of common stock repurchased by the Company had been retired.

From July 1, 2024 to July 31, 2024, the Company repurchased 71,305 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $ 881 , or an average purchase price of $ 12.35 per share.

As of July 31, 2024, 16,811,803 shares of common stock repurchased by the Company had been retired.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

Transactions with Related Parties

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:

For the three and six months ended June 30, 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

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

Entity Capacity Description 2024 2023 2024 2023 2023

CIM Investment adviser Incentive fees(1) $ 6,914 $ 6,335 $ 22,277

CIM Investment adviser Management fees(1) $ 6,841 $ 6,546 $ 13,705 $ 13,222 $ 26,856

CIM Investment adviser Incentive fees(1) 4,871 4,965 11,785 11,300 22,277

CIM Administrative services provider Administrative services expense(1) 1,246 910 2,338 1,747 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.

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.

As of March 31, 2024 and December 31, 2023, the liabilities recorded for subordinated incentive fees were $ 6,914 and $ 4,615 , respectively.

For the three months ended June 30, 2024 and 2023, the Company recorded subordinated incentive fees on income of $ 4,871 and $ 4,965 , respectively.

For the six months ended June 30, 2024 and 2023, the Company recorded subordinated incentive fees on income of $ 11,785 and $ 11,300 , respectively.

As of June 30, 2024 and December 31, 2023, the liabilities recorded for subordinated incentive fees were $ 4,871 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.

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.

For the three and six months ended June 30, 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)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

7 unchanged sentences

The servicing agreement may be terminated at any time, without the payment of any penalty, by either party, upon 60 days' written notice to the other party.

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.

As of June 30, 2024 and December 31, 2023, the total liability payable to CIM and its affiliates was $ 12,840 and $ 13,664 , respectively, which primarily related to fees earned by CIM during the three months ended June 30, 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.

12 unchanged sentences

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.

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.

The Company’s management declared and the Company's board of directors ratified distributions for 7 and 3 record dates during the year ended December 31, 2023 and the six months ended June 30, 2024, respectively.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

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:

The following table presents distributions per share that were declared during the year ended December 31, 2023 and the six months ended June 30, 2024:

Distributions

6 unchanged sentences

March 31, 2024 (one record date) $ 0.34 $ 18,279

Total distributions for the three months ended March 31, 2024 $ 0.34 $ 18,279

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.

June 30, 2024 (two record dates) 0.41 21,960

Total distributions for the six months ended June 30, 2024 $ 0.75 $ 40,239

On August 5, 2024, the Company’s co-chief executive officers declared a quarterly base distribution of $ 0.36 per share for the third quarter of 2024 payable on September 17, 2024 to shareholders of record as of September 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.

15 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

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:

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 six months ended June 30, 2024 pursuant to the New DRP in order to satisfy the reinvestment portion of the Company’s distributions:

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

15 unchanged sentences

March 1 to March 31, 2024 170,571 11.09 170,571 ( 1 )

Total for the three months ended March 31, 2024 262,679 $ 11.07 262,679 ( 1 )

April 1 to April 30, 2024 — — — —

May 1 to May 31, 2024 — — — —

June 1 to June 30, 2024 135,440 12.44 135,440 ( 1 )

Total for the six months ended June 30, 2024

398,119 $ 11.54 398,119 ( 1 )

(1) See the description of the New DRP above.

5 unchanged sentences

The Company has not established limits on the amount of funds it may use from available sources to pay distributions.

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:

Three Months Ended

March 31, Year Ended

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 six months ended June 30, 2024 and 2023 and the year ended December 31, 2023:

Six Months Ended

June 30, Year Ended

2024 2023 2023

2 unchanged sentences

Total distributions $ 0.75 $ 40,239 100.0 % $ 0.68 $ 37,301 100.0 % $ 1.61 $ 87,867 100.0 %

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

June 30, 2024

(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.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

(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 .

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 ;

As of June 30, 2024, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $ 82,816 ;

the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $ 167,821 ;

5 unchanged sentences

and the aggregate cost of securities for Federal income tax purposes was $ 2,028,711 .

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:

March 31, 2024 December 31, 2023

The composition of the Company’s investment portfolio as of June 30, 2024 and December 31, 2023 at amortized cost and fair value was as follows:

June 30, 2024 December 31, 2023

Value Percentage of

13 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

The following tables show the composition of the Company’s investment portfolio by industry classification and geographic dispersion, and the percentage, by fair value, of the total investment portfolio assets in such industries and geographies as of March 31, 2024 and December 31, 2023:

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Industry Classification Investments at

9 unchanged sentences

Advertising, Printing & Publishing 102,556 5.6 % 116,100 6.3 %

Beverage, Food & Tobacco 91,436 5.3 % 68,780 3.7 %

Construction & Building 84,885 4.9 % 104,727 5.7 %

Diversified Financials 79,995 4.6 % 85,733 4.7 %

Oil & Gas 100,833 5.5 % 104,893 5.7 %

1 unchanged sentence

Durable 96,079 5.3 % 59,955 3.3 %

Beverage, Food & Tobacco 92,690 5.1 % 68,780 3.7 %

Construction & Building 83,483 4.6 % 104,727 5.7 %

Banking, Finance, Insurance & Real Estate 59,723 3.3 % 52,272 2.8 %

Diversified Financials 56,346 3.1 % 85,733 4.7 %

Hotel, Gaming & Leisure 49,870 2.7 % 50,906 2.8 %

Chemicals, Plastics & Rubber 42,557 2.4 % 82,597 4.5 %

Capital Equipment 42,340 2.4 % 49,571 2.7 %

Consumer Goods:

Non-Durable 44,763 2.5 % 42,381 2.3 %

Capital Equipment 44,041 2.4 % 49,571 2.7 %

Chemicals, Plastics & Rubber 42,762 2.3 % 82,597 4.5 %

Automotive 29,851 1.6 % 12,403 0.7 %

Environmental Industries 27,483 1.5 % 15,336 0.8 %

Containers, Packaging & Glass 18,786 1.0 % 18,480 1.0 %

2 unchanged sentences

Metals & Mining 15,872 0.9 % 13,957 0.8 %

Environmental Industries 15,297 0.9 % 15,336 0.8 %

Aerospace & Defense 12,000 0.7 % 12,000 0.6 %

Transportation:

Cargo 11,830 0.6 % 12,201 0.7 %

Aerospace & Defense 12,000 0.7 % 12,000 0.6 %

Automotive 11,177 0.6 % 12,403 0.7 %

Forest Products & Paper 8 — — —

Subtotal/total percentage 1,822,963 100.0 % 1,840,824 100.0 %

1 unchanged sentence

Total investments $ 1,906,125 $ 1,954,270

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Geographic Dispersion(1) Investments at

5 unchanged sentences

Canada 32,179 1.8 % 26,350 1.4 %

Cayman Islands 1,004 0.1 % 1,096 0.1 %

Bermuda 967 0.1 % 962 0.1 %

Cayman Islands 770 — 1,096 0.1 %

Subtotal/total percentage 1,822,963 100.0 % 1,840,824 100.0 %

2 unchanged sentences

(1) The geographic dispersion is determined by the portfolio company's country of domicile.

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.

As of June 30, 2024 and December 31, 2023, investments on non-accrual status represented 1.4 % and 0.9 %, respectively of the Company's investment portfolio on a fair value basis.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

As of March 31, 2024 and December 31, 2023, the Company’s unfunded commitments amounted to $ 60,632 and $ 47,349 , respectively.

As of May 1, 2024, the Company’s unfunded commitments amounted to $ 82,946 .

As of June 30, 2024 and December 31, 2023, the Company’s unfunded commitments amounted to $ 77,502 and $ 47,349 , respectively.

As of July 31, 2024, the Company’s unfunded commitments amounted to $ 69,278 .

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.

22 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

The following table sets forth the individual investments in CION/EagleTree's portfolio as of March 31, 2024:

The following table sets forth the individual investments in CION/EagleTree's portfolio as of June 30, 2024:

Portfolio Company Interest(a) Maturity Industry Principal/

1 unchanged sentence

Senior Secured First Lien Debt

Berlitz Holdings, Inc.(f) S+ 900 , 1.00 % SOFR Floor

Berlitz Holdings, Inc.(e) S+ 900 , 1.00 % SOFR Floor

5/31/2025 Services:

Business $ 1,200 $ 1,176 $ 1,209

Community Tree Service, LLC(g) S+ 1100 , 1.00 % SOFR Floor

Community Tree Service, LLC(f) S+ 1100 , 1.00 % SOFR Floor

6/17/2027 Construction & Building 464 464 461

Total Senior Secured First Lien Debt 1,640 1,670

Senior Secured Second Lien Debt

MedPlast Holdings, Inc.(e) L+ 775 , 0.00 % LIBOR Floor

7/2/2026 Healthcare & Pharmaceuticals 6,750 6,317 6,666

Total Senior Secured Second Lien Debt 6,317 6,666

Collateralized Securities and Structured Products - Equity

32 unchanged sentences

TOTAL INVESTMENTS $ 63,216 $ 61,037

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.

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.

The actual SOFR rate for each loan listed may not be the applicable SOFR rate as of June 30, 2024, as the loan may have been priced or repriced based on a SOFR rate prior to or subsequent to June 30, 2024.

The actual LIBOR rate for each loan listed may not be the applicable LIBOR rate as of June 30, 2024, as the loan may have been priced or repriced based on a LIBOR rate prior to or subsequent to June 30, 2024.

Represents amortized cost for debt securities and cost for equity investments.

4 unchanged sentences

Non-income producing security.

The interest rate on these loans is subject to 1 month LIBOR, which as of March 31, 2024 was 5.44%.

The interest rate on these loans is subject to 1 month SOFR, which as of March 31, 2024 was 5.33%.

The interest rate on these loans is subject to 3 month SOFR, which as of March 31, 2024 was 5.30%.

The interest rate on these loans is subject to 1 month SOFR, which as of June 30, 2024 was 5.33%.

The interest rate on these loans is subject to 3 month SOFR, which as of June 30, 2024 was 5.32%.

Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.

7-day effective yield as of March 31, 2024.

7-day effective yield as of June 30, 2024.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

65 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

The following table includes selected balance sheet information for CION/EagleTree as of March 31, 2024 and December 31, 2023:

The following table includes selected balance sheet information for CION/EagleTree as of June 30, 2024 and December 31, 2023:

Selected Balance Sheet Information:

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Investments, at fair value (amortized cost of $ 63,216 and $ 85,655 , respectively)

10 unchanged sentences

Total liabilities and members' capital $ 61,750 $ 94,065

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:

The following table includes selected statement of operations information for CION/EagleTree for the three and six months ended June 30, 2024 and 2023 and for the year ended December 31, 2023:

Three Months Ended

March 31, Year Ended

June 30, Six Months Ended

June 30, Year Ended

Selected Statement of Operations Information:

7 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

Financing Arrangements

The following table presents summary information with respect to the Company’s outstanding financing arrangements as of March 31, 2024:

The following table presents summary information with respect to the Company’s outstanding financing arrangements as of June 30, 2024:

Financing Arrangement Type of Financing Arrangement Rate Amount Outstanding Amount Available Maturity Date

14 unchanged sentences

$ 1,069,844 $ 175,000

(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.

The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of March 31, 2024.

(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.

The fair value of these debt obligations would be categorized as Level 1 under ASC 820 as of March 31, 2024.

(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.

The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of March 31, 2024.

(1) As described in Note 14, on July 15, 2024, 34th Street entered into a Fifth Amendment to the Third Amended JPM Credit Agreement with JPM.

(2) As of June 30, 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.

The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of June 30, 2024.

(3) As of June 30, 2024, the fair value of the Series A Notes was $ 120,573 , which was based on readily observable, transparent prices.

The fair value of these debt obligations would be categorized as Level 1 under ASC 820 as of June 30, 2024.

(4) As of June 30, 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.

The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of June 30, 2024.

JPM Credit Facility

7 unchanged sentences

On May 15, 2020, 34th Street amended and restated the Amended JPM Credit Facility, or the Second Amended JPM Credit Facility, with JPM in order to fully repay all amounts outstanding under the Company's prior Citibank Credit Facility and MS Credit Facility and repay $ 100,000 of advances outstanding under the UBS Facility (as described below).

Under the Second Amended JPM Credit Facility, the aggregate principal amount available for borrowings was increased from $ 275,000 to $ 700,000 , of which $ 75,000 may be funded as a revolving credit facility, subject to conditions described in the Second Amended JPM Credit Facility, during the reinvestment period.

Under the Second Amended JPM Credit Facility, the aggregate principal amount available for borrowings was increased from $ 275,000 to $ 700,000 , of which $ 75,000 could have been funded as a revolving credit facility, subject to conditions described in the Second Amended JPM Credit Facility, during the reinvestment period.

Under the Second Amended JPM Credit Facility, the reinvestment period was extended until May 15, 2022 and the maturity date was extended to May 15, 2023.

8 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

5 unchanged sentences

On May 15, 2023, 34th Street entered into a Second Amendment to the Third Amended JPM Credit Facility with JPM, or the JPM Second Amendment.

Under the JPM Second Amendment, the aggregate principal amount available for borrowings remained unchanged of up to $ 675,000 but all such advances bear interest at a floating rate equal to the three-month SOFR, plus a credit spread of 3.05 % per year, and a LIBOR to SOFR credit spread adjustment of 0.15 %.

Under the JPM Second Amendment, the aggregate principal amount available for borrowings remained unchanged of up to $ 675,000 but all such advances bore interest at a floating rate equal to the three-month SOFR , plus a credit spread of 3.05 % per year, and a LIBOR to SOFR credit spread adjustment of 0.15 %.

The reinvestment period was extended from May 15, 2023 to May 15, 2024 and the maturity date was extended from May 15, 2024 to May 15, 2025.

2 unchanged sentences

No other material terms of the Third Amended JPM Credit Facility were revised in connection with the JPM Second Amendment.

On May 14, 2024 and June 17, 2024, 34th Street entered into a Third Amendment and a Fourth Amendment, respectively, to the Third Amended JPM Credit Agreement with JPM.

Under these amendments, the reinvestment period was extended from May 15, 2024 to June 17, 2024 and from June 17, 2024 to July 15, 2024, respectively, as a bridge to the parties entering into a broader amendment to the Third Amended JPM Credit Facility.

No other material terms of the Third Amended JPM Credit Facility were revised in connection with the Third Amendment or the Fourth Amendment.

Interest is payable quarterly in arrears.

34th Street may prepay advances pursuant to the terms and conditions of the Third Amended JPM Credit Facility and the JPM Second Amendment, subject to a 1.0 % premium in certain circumstances.

In addition, 34th Street will be subject to a non-usage fee of 1.0 % per year on the amount, if any, of the aggregate principal amount available under the Third Amended JPM Credit Facility and the JPM Second Amendment that has not been borrowed through May 14, 2024.

34th Street may prepay advances pursuant to the terms and conditions of the Third Amended JPM Credit Facility, subject to a 1.0 % premium in certain circumstances.

The non-usage fees, if any, are payable quarterly in arrears.

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.

As described in Note 14, on July 15, 2024, 34 th Street entered into a Fifth Amendment to the Third Amended JPM Credit Agreement with JPM.

As of June 30, 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 approximates its fair value.

The Company contributed loans and other corporate debt securities to 34th Street in exchange for 100 % of the membership interests of 34th Street, and may contribute additional loans and other corporate debt securities to 34th Street in the future.

34th Street’s obligations to JPM under the Third Amended JPM Credit Facility and the JPM Second Amendment are secured by a first priority security interest in all of the assets of 34th Street.

The obligations of 34th Street under the Third Amended JPM Credit Facility and the JPM Second Amendment are non-recourse to the Company, and the Company’s exposure under the Third Amended JPM Credit Facility and the JPM Second Amendment is limited to the value of the Company’s investment in 34th Street.

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.

As of and for the three months ended March 31, 2024, 34th Street was in compliance with all covenants and reporting requirements.

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.

At March 31, 2024, the unamortized portion of the debt issuance costs was $ 2,230 .

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:

34th Street’s obligations to JPM under the Third Amended JPM Credit Facility are secured by a first priority security interest in all of the assets of 34th Street.

The obligations of 34th Street under the Third Amended JPM Credit Facility are non-recourse to the Company, and the Company’s exposure under the Third Amended JPM Credit Facility is limited to the value of the Company’s investment in 34th Street.

In connection with the Third Amended JPM Credit Facility, 34th Street made certain representations and warranties and is required to comply with a borrowing base requirement, various covenants, reporting requirements and other customary requirements for similar facilities.

As of and for the three months ended June 30, 2024, 34th Street was in compliance with all covenants and reporting requirements.

Through June 30, 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, which is included in the Company’s consolidated balance sheet as of June 30, 2024 and will amortize to interest expense over the term of the Third Amended JPM Credit Facility.

At June 30, 2024, the unamortized portion of the debt issuance costs was $ 1,735 .

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

June 30, 2024

(in thousands, except share and per share amounts)

For the three and six months ended June 30, 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 Third Amended JPM Credit Facility were as follows:

Three Months Ended

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

2024 2023 2024 2023 2023

5 unchanged sentences

Average borrowings $ 550,000 $ 600,000 $ 550,000 $ 603,315 $ 595,342

(1) Includes the stated interest expense and non-usage fee on the unused portion of the JPM Second Amendment and the Third Amended JPM Credit Facility and is annualized for periods covering less than one year.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

(in thousands, except share and per share amounts)

(1) Includes the stated interest expense and non-usage fee on the unused portion of the Third Amended JPM Credit Facility and is annualized for periods covering less than one year.

On February 11, 2021, the Company entered into a Note Purchase Agreement with certain purchasers, or the Note Purchase Agreement, in connection with the Company’s issuance of $ 125,000 aggregate principal amount of its 4.50 % senior unsecured notes due in 2026, or the 2026 Notes.

5 unchanged sentences

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.

As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.

As of and for the three months ended June 30, 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.

As of March 31, 2024, the aggregate principal amount of 2026 Notes outstanding was $ 125,000 .

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.

At March 31, 2024, the unamortized portion of the debt issuance costs was $ 996 .

As of June 30, 2024, the aggregate principal amount of 2026 Notes outstanding was $ 125,000 .

Through June 30, 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 June 30, 2024 and will amortize to interest expense over the term of the 2026 Notes.

At June 30, 2024, the unamortized portion of the debt issuance costs was $ 863 .

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

Three Months Ended

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

2024 2023 2024 2023

Stated interest expense $ 1,406 $ 1,406 $ 2,812 $ 2,812 $ 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.

As of and for the three months ended March 31, 2024, Murray Hill Funding II was in compliance with all covenants and reporting requirements.

As of and for the three months ended June 30, 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)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

28 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

As of and for the three months ended March 31, 2024, Murray Hill Funding was in compliance with all covenants and reporting requirements.

As of and for the three months ended June 30, 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.

At March 31, 2024, all upfront fees and other expenses were fully amortized.

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 .

At June 30, 2024, all upfront fees and other expenses were fully amortized.

As of June 30, 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.

As of March 31, 2024, the amount due at maturity under the Amended UBS Facility was $ 100,000 .

As of June 30, 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.

As of March 31, 2024, the fair value of assets held by Murray Hill Funding II was $ 232,919 .

As of June 30, 2024, the fair value of assets held by Murray Hill Funding II was $ 227,279 .

Three Months Ended

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

2024 2023 2024 2023 2023

16 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.

As of and for the three months ended June 30, 2024, the Company was in compliance with all covenants and reporting requirements.

On February 26, 2023, the Company’s shares of common stock also listed and commenced trading on the TASE under the ticker symbol “CION”.

3 unchanged sentences

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.

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.

At March 31, 2024, the unamortized portion of the debt issuance costs was $ 3,856 .

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:

Through June 30, 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 June 30, 2024 and will amortize to interest expense over the term of the Series A Notes and the Additional Series A Notes.

At June 30, 2024, the unamortized portion of the debt issuance costs was $ 3,458 .

For the three months ended June 30, 2024 and 2023, for the six months ended June 30, 2024, for the period from February 28, 2023 through June 30, 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:

Three Months Ended

March 31, 2024 For the Period From February 28, 2023 Through March 31, 2023 For the Period From February 28, 2023 Through

June 30, Six Months Ended

June 30, 2024 For the Period From February 28, 2023 Through June 30, 2023 For the Period From February 28, 2023 Through

December 31, 2023

10 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

9 unchanged sentences

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.

As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.

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.

At March 31, 2024, the unamortized portion of the debt issuance costs was $ 1,540 .

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:

As of and for the three months ended June 30, 2024, the Company was in compliance with all covenants and reporting requirements.

Through June 30, 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 June 30, 2024 and will amortize to interest expense over the term of the 2027 Notes.

At June 30, 2024, the unamortized portion of the debt issuance costs was $ 1,434 .

For the three and six months ended June 30, 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:

Three Months Ended

March 31, 2024 For the Period From November 8, 2023 Through

June 30, 2024 Six Months Ended

June 30, 2024 For the Period From November 8, 2023 Through

December 31, 2023

12 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

6 unchanged sentences

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.

As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.

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.

At March 31, 2024, the unamortized portion of the debt issuance costs was $ 629 .

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:

As of and for the three months ended June 30, 2024, the Company was in compliance with all covenants and reporting requirements.

Through June 30, 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 June 30, 2024 and will amortize to interest expense over the term of the 2022 More Term Loan.

At June 30, 2024, the unamortized portion of the debt issuance costs was $ 578 .

For the three and six months ended June 30, 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

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

2024 2023 2024 2023 2023

12 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

7 unchanged sentences

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.

As of and for the three months ended March 31, 2024, the Company was in compliance with all covenants and reporting requirements.

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.

At March 31, 2024, the unamortized portion of the debt issuance costs was $ 137 .

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:

As of and for the three months ended June 30, 2024, the Company was in compliance with all covenants and reporting requirements.

Through June 30, 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 June 30, 2024 and will amortize to interest expense over the term of the 2021 More Term Loan.

At June 30, 2024, the unamortized portion of the debt issuance costs was $ 66 .

For the three and six months ended June 30, 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

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

2024 2023 2024 2023 2023

7 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

Fair Value of Financial Instruments

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:

March 31, 2024(1) December 31, 2023(2)

The following table presents fair value measurements of the Company’s portfolio investments as of June 30, 2024 and December 31, 2023, according to the fair value hierarchy:

June 30, 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.

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:

The following tables provide a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the three and six months ended June 30, 2024 and 2023:

Three Months Ended

March 31, 2024

June 30, 2024

Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total

Beginning balance, March 31, 2024 $ 1,465,051 $ 28,460 $ 1,004 $ 5,506 $ 219,697 $ 1,719,718

Investments purchased(2)(3) 147,863 129 — 33 20,047 168,072

Net realized loss ( 18,406 ) — — — ( 1,871 ) ( 20,277 )

Net change in unrealized appreciation (depreciation) 13,089 ( 1,707 ) ( 170 ) ( 46 ) 10,249 21,415

Accretion of discount 961 672 — — — 1,633

Sales and principal repayments(3) ( 71,805 ) ( 12,504 ) ( 64 ) — ( 2,488 ) ( 86,861 )

Ending balance, June 30, 2024 $ 1,536,753 $ 15,050 $ 770 $ 5,493 $ 245,634 $ 1,803,700

Change in net unrealized (depreciation) appreciation on investments still held as of June 30, 2024(1) $ ( 167 ) $ ( 665 ) $ ( 170 ) $ ( 46 ) $ 12,268 $ 11,220

(1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.

(2) Investments purchased includes PIK interest.

(3) Includes non-cash restructured securities.

Six Months Ended

June 30, 2024

Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total

Beginning balance, December 31, 2023 $ 1,565,171 $ 29,111 $ 1,096 $ 12,874 $ 205,909 $ 1,814,161

4 unchanged sentences

Sales and principal repayments(3) ( 295,489 ) ( 13,985 ) ( 128 ) ( 8,872 ) ( 7,051 ) ( 325,525 )

Ending balance, March 31, 2024 $ 1,465,051 $ 28,460 $ 1,004 $ 5,506 $ 219,697 $ 1,719,718

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 )

(1) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.

(2) Investments purchased includes PIK interest.

(3) Includes non-cash restructured securities.

Ending balance, June 30, 2024 $ 1,536,753 $ 15,050 $ 770 $ 5,493 $ 245,634 $ 1,803,700

Change in net unrealized (depreciation) appreciation on investments still held as of June 30, 2024(1) $ ( 3,988 ) $ ( 975 ) $ ( 186 ) $ ( 96 ) $ 2,813 $ ( 2,432 )

(1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

(2) Investments purchased includes PIK interest.

(3) Includes non-cash restructured securities.

Three Months Ended

March 31, 2023

June 30, 2023

Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total

Beginning balance, March 31, 2023 $ 1,472,453 $ 38,997 $ 1,133 $ 15,517 $ 100,958 $ 1,629,058

Investments purchased(2)(3) 77,961 — — 4,200 29,396 111,557

Net realized loss ( 13,163 ) — — — ( 5,765 ) ( 18,928 )

Net change in unrealized appreciation (depreciation) 16,708 496 9 ( 2,420 ) 9,136 23,929

Accretion of discount 2,541 56 — 4 — 2,601

Sales and principal repayments(3) ( 87,870 ) ( 5 ) ( 96 ) — — ( 87,971 )

Ending balance, June 30, 2023 $ 1,468,630 $ 39,544 $ 1,046 $ 17,301 $ 133,725 $ 1,660,246

Change in net unrealized appreciation (depreciation) on investments still held as of June 30, 2023(1) $ 5,280 $ 496 $ 9 $ ( 2,420 ) $ 3,367 $ 6,732

(1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.

(2) Investments purchased includes PIK interest.

(3) Includes non-cash restructured securities.

Six Months Ended

June 30, 2023

Senior Secured First Lien Debt Senior Secured Second Lien Debt Collateralized Securities and Structured Products - Equity Unsecured Debt Equity Total

Beginning balance, December 31, 2022 $ 1,579,512 $ 38,769 $ 1,179 $ 22,643 $ 73,951 $ 1,716,054

4 unchanged sentences

Sales and principal repayments(3) ( 200,045 ) ( 9 ) ( 177 ) — — ( 200,231 )

Ending balance, March 31, 2023 $ 1,472,453 $ 38,997 $ 1,133 $ 15,517 $ 100,958 $ 1,629,058

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 )

(1) Included in net change in unrealized (depreciation) appreciation on investments in the consolidated statements of operations.

Ending balance, June 30, 2023 $ 1,468,630 $ 39,544 $ 1,046 $ 17,301 $ 133,725 $ 1,660,246

Change in net unrealized (depreciation) appreciation on investments still held as of June 30, 2023(1) $ ( 22,169 ) $ 659 $ 44 $ ( 9,550 ) $ ( 15 ) $ ( 31,031 )

(1) Included in net change in unrealized appreciation (depreciation) on investments in the consolidated statements of operations.

(2) Investments purchased includes PIK interest.

(3) Includes non-cash restructured securities.

CĪON Investment Corporation

Notes to Consolidated Financial Statements (unaudited)

June 30, 2024

(in thousands, except share and per share amounts)

Significant Unobservable Inputs

The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of investments as of March 31, 2024 and December 31, 2023 were as follows:

March 31, 2024

The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of investments as of June 30, 2024 and December 31, 2023 were as follows:

June 30, 2024

Fair Value Valuation Techniques/

6 unchanged sentences

976 Other(2) Other(2) N/A N/A

Senior secured second lien debt 26,066 Discounted Cash Flow Discount Rates 13.0 % — 15.5 % 14.3 %

Senior secured second lien debt 11,486 Discounted Cash Flow Discount Rates 15.8 % N/A

3,564 Market Comparable Approach EBITDA Multiple 5.63 x

2 unchanged sentences

1,357 Discounted Cash Flow Discount Rates 12.5 % N/A

Equity 96,108 Market Comparable Approach EBITDA Multiple 4.75 x

83,735 Revenue Multiple 0.18 x

Equity 87,962 Market Comparable Approach Revenue Multiple 0.23 x

87,932 EBITDA Multiple 5.00 x

54,923 $ per kW $ 187.5 — $ 437.5 $ 403.2

1 unchanged sentence

5,849 Options Pricing Model Expected Volatility 42.5 % — 100.0 % 50.9 %

1,306 Other(2) Other(2) N/A N/A

1,068 Broker Quotes Broker Quotes N/A N/A

882 Other(2) Other(2) N/A N/A

Total $ 1,803,700

3 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

25 unchanged sentences

General and Administrative Expense

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:

General and administrative expense consisted of the following items for the three and six months ended June 30, 2024 and 2023 and the year ended December 31, 2023:

Three Months Ended

March 31, Year Ended December 31,

June 30, Six Months Ended

June 30, Year Ended December 31,

2024 2023 2024 2023 2023

1 unchanged sentence

Dues and subscriptions 97 44 532 473 800

Valuation expense 229 252 373 425 853

Director fees and expenses 177 179 348 348 696

1 unchanged sentence

Accounting and administrative costs 160 158 322 324 637

Valuation expense 144 173 853

Transfer agent expense 124 279 247 547 911

4 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

As of March 31, 2024 and December 31, 2023, the Company’s unfunded commitments were as follows:

Unfunded Commitments March 31, 2024(1) December 31, 2023(1)

As of June 30, 2024 and December 31, 2023, the Company’s unfunded commitments were as follows:

Unfunded Commitments June 30, 2024(1) December 31, 2023(1)

David's Bridal, LLC $ 15,000 $ —

Lux Credit Consultants LLC 6,353 —

Rogers Mechanical Contractors, LLC 6,250 2,404

1 unchanged sentence

Flatworld Intermediate Corp.

Thrill Holdings LLC 5,000 5,000

American Clinical Solutions LLC 3,500 250

American Health Staffing Group, Inc.

ALM Media, LLC 2,700 —

Nova Compression, LLC 2,609 2,609

Mimeo.com, Inc.

Gold Medal Holdings, Inc.

American Clinical Solutions LLC 2,250 250

Moss Holding Company 2,232 2,232

BDS Solutions Intermediateco, LLC 2,095 1,905

MacNeill Pride Group Corp.

Tactical Air Support, Inc.

ALM Media, LLC 1,980 —

Bradshaw International Parent Corp.

Fluid Control Intermediate Inc.

Sleep Opco, LLC 1,750 1,750

Thrill Holdings LLC 1,739 5,000

Instant Web, LLC 1,731 2,164

Riddell, Inc.

Sleep Opco, LLC 1,550 1,750

HEC Purchaser Corp.

ESP Associates, Inc.

OpCo Borrower, LLC 1,042 1,042

Critical Nurse Staffing, LLC 1,000 1,000

Invincible Boat Company LLC 718 399

Lochner, Inc.

Dermcare Management, LLC 806 671

Invincible Boat Company LLC 798 399

BDS Solutions Intermediateco, LLC 714 1,905

Optio Rx, LLC 677 —

Ironhorse Purchaser, LLC 531 347

1 unchanged sentence

Anthem Sports & Entertainment Inc.

Colonnade Parent, Inc.

Coyote Buyer, LLC — 2,500

MacNeill Pride Group Corp.

OpCo Borrower, LLC — 1,042

Lochner, Inc.

Service Compression, LLC — 419

6 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

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.

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.

For information on the companies to which the Company is committed to fund additional amounts as of June 30, 2024 and December 31, 2023, refer to the table above and the consolidated schedules of investments.

As of July 31, 2024, the Company was committed, upon the satisfaction of certain conditions, to fund an additional $ 69,278 .

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.

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:

The following table summarizes the Company’s fee income for the three and six months ended June 30, 2024 and 2023 and the year ended December 31, 2023:

Three Months Ended

March 31, Year Ended

June 30, Six Months Ended

June 30, Year Ended

2024 2023 2024 2023 2023

9 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 2024

(in thousands, except share and per share amounts)

Financial Highlights

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:

Three Months Ended

March 31, Year Ended

The following is a schedule of financial highlights as of and for the six months ended June 30, 2024 and 2023 and the year ended December 31, 2023:

Six Months Ended

June 30, Year Ended

2024 2023 2023

24 unchanged sentences

Asset coverage ratio(8) 1.80 1.85 1.81

(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.

(1) The per share data for the six months ended June 30, 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.

3 unchanged sentences

Notes to Consolidated Financial Statements (unaudited)

March 31, 2024

June 30, 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.

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.

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 six months ended June 30, 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.

(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.

(5) Total investment return-market value for the six months ended June 30, 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.

Subsequent Event

On July 15, 2024, 34th Street entered into a Fifth Amendment to the Third Amended JPM Credit Agreement with JPM, or the JPM Fifth Amendment.

Under the JPM Fifth Amendment, advances to 34th Street remain unchanged of up to $ 675,000 , but the credit spread on the floating interest rate payable by 34th Street on all such advances was reduced from the three-month SOFR plus a credit spread of 3.20 % per year to SOFR plus a credit spread of 2.55 % per year.

Also under the JPM Fifth Amendment, the reinvestment period was extended from July 15, 2024 to June 15, 2026 and the maturity date was extended from May 15, 2025 to June 15, 2027.

34th Street incurred certain customary costs and expenses in connection with the JPM Fifth Amendment and will pay an annual administrative fee of 0.20 % on JPM's total financing commitment.

No other material terms of the Third Amended JPM Credit Agreement were revised in connection with the JPM Fifth Amendment.

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.

What changed 10-Q

Item 1. Financial Statements