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Item 2. Management’s Discussion and Analysis

2025-05-08 compared with 2024-11-07 · 79 added, 153 removed, 349 unchanged (40% of the section changed)

9 unchanged sentences

• our future operating results;

• our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives as a result of inflation and high interest rates;

• our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives as a result of tariffs and trade disputes with other countries, inflation, high interest rates and the risk of recession;

• the impact of the investments that we expect to make;

8 unchanged sentences

• the ability of CIM and its affiliates to attract and retain highly talented professionals;

• the dependence of our future success on the general economy and its impact on the industries in which we invest, including inflation and high interest rates and the related economic disruptions caused thereby;

• the dependence of our future success on the general economy and its impact on the industries in which we invest, including tariffs and trade disputes with other countries, inflation, high interest rates, the risk of recession and the related economic disruptions caused thereby;

• the effects of a changing interest rate environment;

11 unchanged sentences

• future changes in laws or regulations and conditions in our operating areas;

• the prices at which shares of our common stock and our 2029 Notes may trade on and volume fluctuations in the NYSE;

• the prices at which shares of our common stock and our 7.50% Notes due 2029 may trade on and volume fluctuations in the NYSE;

• the costs associated with being a publicly traded company.

11 unchanged sentences

We may also purchase equity interests in the form of common or preferred stock in our target companies, either in conjunction with one of our debt investments or through a co-investment with a financial sponsor.

On October 5, 2021, shares of our common stock began trading on the NYSE under the ticker symbol “CION”.

On October 5, 2021, our shares of common stock began trading on the NYSE under the ticker symbol “CION”.

The Listing accomplished our goal of providing our shareholders with greatly enhanced liquidity.

3 unchanged sentences

Pursuant to an investment advisory agreement with us, CIM oversees the management of our activities and is responsible for making investment decisions for our portfolio.

On August 6, 2024, our board of directors, including a majority of directors who are not interested persons, approved the renewal of the second amended and restated investment advisory agreement with CIM for a period of twelve months, commencing August 9, 2024.

On August 6, 2024, our board of directors, including a majority of the board of directors who are not interested persons, approved the renewal of the second amended and restated investment advisory agreement with CIM for a period of twelve months, commencing August 9, 2024.

We have also entered into an administration agreement with CIM to provide us with administrative services necessary for us to operate.

28 unchanged sentences

Q2 2025 Base Distribution

On November 4, 2024, our co-chief executive officers declared a quarterly base distribution of $0.36 per share for the fourth quarter of 2024, payable on December 16, 2024 to shareholders of record as of December 2, 2024.

On October 3, 2024, we issued and sold $172,500 in aggregate principal amount of our 2029 Notes, which includes $22,500 in aggregate principal amount of the 2029 Notes issued and sold pursuant to the exercise in full of the underwriters’ option to purchase additional 2029 Notes to cover overallotments.

The 2029 Notes were issued pursuant to the Indenture between us and the Trustee.

We used the net proceeds of the offering of the 2029 Notes to pay down borrowings under our senior secured credit facility with JPM.

The 2029 Notes began trading on the NYSE under the ticker symbol “CICB” on October 9, 2024.

The 2029 Notes will mature on December 30, 2029, unless previously redeemed or repurchased in accordance with their terms.

The interest rate of the 2029 Notes is 7.50% per year and will be paid quarterly in arrears on March 30, June 30, September 30 and December 30 of each year, commencing December 30, 2024.

The 2029 Notes are our direct unsecured obligations and rank pari passu with our existing and future unsecured, unsubordinated indebtedness;

senior to any series of preferred stock that we may issue in the future;

senior to any of our future indebtedness that expressly provides it is subordinated to the 2029 Notes;

effectively subordinated to all of our existing and future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness;

and structurally subordinated to all existing and future indebtedness and other obligations of any of our existing or future subsidiaries.

The 2029 Notes may be redeemed in whole or in part at any time or from time to time at our option on or after December 30, 2026, upon not less than 30 days nor more than 60 days written notice by mail prior to the date fixed for redemption thereof, at a redemption price of $25 per 2029 Note plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to the date fixed for redemption.

The Indenture contains certain covenants, including covenants requiring us to comply with the asset coverage ratio requirements set forth in the 1940 Act, but giving effect to any exemptive relief granted to us by the SEC, and certain other exceptions, and to provide financial information to the holders of the 2029 Notes and the Trustee if we should no longer be subject to the reporting requirements under the Securities Exchange Act of 1934, as amended.

The 2029 Notes were offered and sold in an offering registered under the Securities Act of 1933, as amended, pursuant to our shelf registration statement on Form N-2 (Registration No.

333-278658) previously filed with the SEC, as supplemented by a preliminary prospectus supplement dated September 26, 2024 and a final prospectus supplement dated September 26, 2024.

Portfolio Investment Activity for the Three and Nine Months Ended September 30, 2024 and 2023 and the Year Ended December 31, 2023

The following table summarizes our investment activity, excluding short term investments and PIK securities, for the three and nine months ended September 30, 2024 and 2023 and the year ended December 31, 2023:

On May 5, 2025, our co-chief executive officers declared a quarterly base distribution of $0.36 per share for the second quarter of 2025, payable on June 16, 2025 to shareholders of record as of June 2, 2025.

Portfolio Investment Activity for the Three Months Ended March 31, 2025 and 2024 and the Year Ended December 31, 2024

The following table summarizes our investment activity, excluding short term investments and PIK securities, for the three months ended March 31, 2025 and 2024 and the year ended December 31, 2024:

Three Months Ended

September 30, Nine Months Ended

September 30, Year Ended

March 31, Year Ended

Net Investment Activity 2025 2024 2024

1 unchanged sentence

Senior secured first lien debt $ 60,792 $ 101,895 $ 439,038

Collateralized securities and structured products - equity 979 — 2,002

Unsecured debt — 1,096 1,096

2 unchanged sentences

Net portfolio activity $ 15,465 $ (95,985) $ (22,409)

The following tables summarize the composition of our investment portfolio at amortized cost and fair value as of September 30, 2024 and December 31, 2023:

September 30, 2024

The following tables summarize the composition of our investment portfolio at amortized cost and fair value as of March 31, 2025 and December 31, 2024:

March 31, 2025

Investments Cost(1) Investments Fair

37 unchanged sentences

(3) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and all sales commissions and dealer manager fees and does not consider the cost of leverage.

The following table summarizes the composition of our investment portfolio by the type of interest rate as of September 30, 2024 and December 31, 2023, excluding short term investments of $53,503 and $113,446, respectively:

September 30, 2024 December 31, 2023

The following table summarizes the composition of our investment portfolio by the type of interest rate as of March 31, 2025 and December 31, 2024, excluding short term investments of $53,976 and $68,818, respectively:

March 31, 2025 December 31, 2024

Interest Rate Allocation Investments Cost Investments Fair Value Percentage of

5 unchanged sentences

Total investments $ 1,910,940 $ 1,791,684 100.0 % $ 1,874,875 $ 1,819,870 100.0 %

The following table shows the composition of our investment portfolio by industry classification and the percentage, by fair value, of the total assets in such industries as of September 30, 2024 and December 31, 2023:

September 30, 2024 December 31, 2023

The following table shows the composition of our investment portfolio by industry classification and the percentage, by fair value, of the total assets in such industries as of March 31, 2025 and December 31, 2024:

March 31, 2025 December 31, 2024

Industry Classification Investments Fair Value Percentage of

5 unchanged sentences

Diversified & Production 127,001 7.1 % 129,210 7.1 %

Oil & Gas 115,872 6.5 % 116,393 6.4 %

Consumer 114,767 6.5 % 111,832 6.2 %

Beverage, Food & Tobacco 109,022 6.1 % 100,612 5.5 %

Advertising, Printing & Publishing 106,095 5.9 % 104,622 5.7 %

2 unchanged sentences

Durable 95,522 5.3 % 95,968 5.3 %

Oil & Gas 94,504 5.4 % 104,893 5.7 %

Beverage, Food & Tobacco 89,320 5.1 % 68,780 3.7 %

Banking, Finance, Insurance & Real Estate 64,317 3.6 % 64,422 3.5 %

2 unchanged sentences

Capital Equipment 43,604 2.4 % 52,349 2.9 %

High Tech Industries 38,212 2.1 % 37,665 2.1 %

Consumer Goods:

3 unchanged sentences

Containers, Packaging & Glass 18,637 1.0 % 18,687 1.0 %

High Tech Industries 18,529 1.1 % 22,671 1.2 %

Metals & Mining 14,815 0.8 % 13,957 0.8 %

Aerospace & Defense 13,650 0.8 % 13,825 0.8 %

Metals & Mining 10,974 0.6 % 13,094 0.7 %

Transportation:

6 unchanged sentences

Our 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 us to provide funding when requested in accordance with the terms of the underlying agreements.

As of September 30, 2024 and December 31, 2023, our unfunded commitments amounted to $71,113 and $47,349, respectively.

As of October 30, 2024, our unfunded commitments amounted to $69,980.

As of March 31, 2025 and December 31, 2024, our unfunded commitments amounted to $65,130 and $70,681 , respectively.

As of April 30, 2025, our unfunded commitments amount ed to $61,793.

Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for us.

17 unchanged sentences

For investments rated 3, 4, or 5, CIM enhances its level of scrutiny over the monitoring of such portfolio company.

The following table summarizes the composition of our investment portfolio based on the 1 to 5 investment rating scale at fair value as of September 30, 2024 and December 31, 2023, excluding short term investments of $53,503 and $113,446, respectively:

September 30, 2024 December 31, 2023

The following table summarizes the composition of our investment portfolio based on the 1 to 5 investment rating scale at fair value as of March 31, 2025 and December 31, 2024, excluding short term investments of $53,976 and $68,818, respectively:

March 31, 2025 December 31, 2024

Investment Rating Investments

12 unchanged sentences

Current Investment Portfolio

The following table summarizes the composition of our investment portfolio at fair value as of October 30, 2024:

The following table summarizes the composition of our investment portfolio at fair value as of April 30, 2025:

Investments Fair

15 unchanged sentences

(2) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and all sales commissions and dealer manager fees and does not consider the cost of leverage.

Results of Operations for the Three Months Ended September 30, 2024 and 2023

Our results of operations for the three months ended September 30, 2024 and 2023 were as follows:

Results of Operations for the Three Months Ended March 31, 2025 and 2024

Our results of operations for the three months ended March 31, 2025 and 2024 were as follows:

Three Months Ended

September 30,

Investment income $ 56,074 $ 73,554

1 unchanged sentence

Net investment income after taxes 19,252 32,593

Net realized gain (loss) on investments and foreign currency 3,938 (8,123)

Net change in unrealized (depreciation) appreciation on investments (25,935) 25,606

Net realized gain (loss) on investments 2,294 (9,736)

Net change in unrealized depreciation on investments (64,251) (16,412)

Net (decrease) increase in net assets resulting from operations $ (42,705) $ 6,445

Investment Income

For the three months ended September 30, 2024 and 2023, we generated investment income of $59,627 and $67,540, respectively, consisting primarily of interest income on investments in senior secured debt, collateralized securities and structured products, and unsecured debt of 99 and 101 portfolio companies held during each respective period.

The decrease in total investment income was primarily driven by a decrease in transaction fees on investments received during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

For the three months ended March 31, 2025 and 2024, we generated investment income of $56,074 and $73,554, respectively, consisting primarily of interest income on investments in senior secured debt, collateralized securities and structured products, and unsecured debt of 89 and 95 portfolio companies held during each respective period.

The decrease in total investment income was primarily driven by lower investment income generated from restructuring and amendment activities and yield-enhancement provisions from repayments on certain investments and lower SOFR rates during the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

Operating Expenses and Income Taxes

The composition of our operating expenses and income taxes for the three months ended September 30, 2024 and 2023 was as follows:

The composition of our operating expenses and income taxes for the three months ended March 31, 2025 and 2024 was as follows:

Three Months Ended

September 30,

Management fees $ 6,625 $ 6,864

3 unchanged sentences

Interest expense 22,998 24,302

Income tax benefit, including excise tax (21) (237)

Income tax expense, including excise tax — 5

Total operating expenses and income taxes $ 36,822 $ 40,961

The increase in interest expense was primarily the result of higher average borrowings under our financing arrangements during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

The decrease in subordinated incentive fee on income was primarily the result of the decrease in investment income during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

The composition of our general and administrative expenses for the three months ended September 30, 2024 and 2023 was as follows:

The decrease in subordinated incentive fee on income was primarily the result of the decrease in investment income during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, which was partially offset by the decrease in interest expense during the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

The decrease in interest expense was primarily the result of lower SOFR rates on our borrowings during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, which was partially offset by higher average borrowings under our financing arrangements during the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

The composition of our general and administrative expenses for the three months ended March 31, 2025 and 2024 was as follows:

Three Months Ended

September 30,

Professional fees $ 768 $ 521

Valuation expense 230 144

Insurance expense 195 168

Director fees and expenses 171 177

Accounting and administrative costs 137 282

Printing and marketing expense 127 284

Transfer agent expense 121 189

Dues and subscriptions 203 435

Other expenses 5 52

Total general and administrative expense $ 1,855 $ 1,931

Net Investment Income After Taxes

Our net investment income after taxes totaled $21,618 and $29,990 for the three months ended September 30, 2024 and 2023, respectively.

The decrease in net investment income was a result of a decrease in our investment income during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

Net Realized Gain (Loss) on Investments and Foreign Currency

Our net realized gain (loss) on investments and foreign currency totaled $3,938 and $(8,123) for the three months ended September 30, 2024 and 2023, respectively.

This change was driven primarily by lower realized losses due to the restructure of certain investments during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

Net Change in Unrealized (Depreciation) Appreciation on Investments

The net change in unrealized (depreciation) appreciation on our investments totaled $(25,935) and $25,606 for the three months ended September 30, 2024 and 2023, respectively.

This change was primarily due to the decline in fair value of certain investments from mark-to-market adjustments during the three months ended September 30, 2024 compared to during the three months ended September 30, 2023.

Net (Decrease) Increase in Net Assets Resulting from Operations

For the three months ended September 30, 2024 and 2023, we recorded a net (decrease) increase in net assets resulting from operations of $(379) and $47,473, respectively, as a result of our operating activity for the respective periods.

Results of Operations for the Nine Months Ended September 30, 2024 and 2023

Our results of operations for the nine months ended September 30, 2024 and 2023 were as follows:

Nine Months Ended

September 30,

Investment income $ 194,538 $ 191,011

Operating expenses and income taxes 117,364 107,747

Net investment income after taxes 77,174 83,264

Net realized loss on investments and foreign currency (26,075) (31,576)

Net change in unrealized depreciation on investments (22,655) (7,366)

Net increase in net assets resulting from operations $ 28,444 $ 44,322

Investment Income

For the nine months ended September 30, 2024 and 2023, we generated investment income of $194,538 and $191,011, respectively, consisting primarily of interest income on investments in senior secured debt, collateralized securities and structured products, and unsecured debt of 104 and 107 portfolio companies held during each respective period.

The increase in total investment income was primarily driven by an increase in certain transaction fees on investments received during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Operating Expenses and Income Taxes

The composition of our operating expenses and income taxes for the nine months ended September 30, 2024 and 2023 was as follows:

Nine Months Ended

September 30,

Management fees $ 20,559 $ 19,963

Administrative services expense 3,522 2,743

Subordinated incentive fee on income 16,371 17,662

General and administrative 5,298 5,960

Interest expense 71,626 61,533

Income tax benefit, including excise tax (12) (114)

Total operating expenses and income taxes $ 117,364 $ 107,747

The increase in interest expense was primarily the result of higher average borrowings under our financing arrangements during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

The composition of our general and administrative expenses for the nine months ended September 30, 2024 and 2023 was as follows:

Nine Months Ended

September 30,

Professional fees $ 1,753 $ 1,576

Dues and subscriptions 649 635

Valuation expense 578 637

Insurance expense 184 169

Director fees and expenses 172 171

Accounting and administrative costs 459 606

Transfer agent expense 119 123

Accounting and administrative costs 112 162

Printing and marketing expense 17 3

2 unchanged sentences

Net Investment Income After Taxes

Our net investment income after taxes totaled $77,174 and $83,264 for the nine months ended September 30, 2024 and 2023, respectively.

The decrease in our net investment income was primarily the result of an increase in our interest expense during the nine months ended September 30, 2024 compared to during the nine months ended September 30, 2023.

Net Realized Loss on Investments and Foreign Currency

Our net realized loss on investments and foreign currency totaled $(26,075) and $(31,576) for the nine months ended September 30, 2024 and 2023, respectively.

This decrease was driven primarily by lower realized losses due to the restructure of certain investments during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Our net investment income after taxes totaled $19,252 and $32,593 for the three months ended March 31, 2025 and 2024, respectively.

The decrease in net investment income was a result of a decrease in our investment income during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, which was partially offset by a decrease in our operating expenses during the three months ended March 31, 2025, which was driven primarily by decreases in the subordinated incentive fee on income and interest expense.

Net Realized Gain (Loss) on Investments

Our net realized gain (loss) on investments totaled $2,294 and $(9,736) for the three months ended March 31, 2025 and 2024, respectively.

The change was driven primarily by realized gains on the restructure of certain investments during the three months ended March 31, 2025 compared to realized losses on the restructure of certain investments during the three months ended March 31, 2024.

Net Change in Unrealized Depreciation on Investments

The net change in unrealized depreciation on our investments totaled $(22,655) and $(7,366) for the nine months ended September 30, 2024 and 2023, respectively.

This increase was driven primarily by the decline in fair value of certain investments from mark-to-market adjustments during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Net Increase in Net Assets Resulting from Operations

For the nine months ended September 30, 2024 and 2023, we recorded a net increase in net assets resulting from operations of $28,444 and $44,322, respectively, as a result of our operating activity for the respective periods.

The net change in unrealized depreciation on our investments totaled $(64,251) and $(16,412) for the three months ended March 31, 2025 and 2024, respectively.

This increase was driven primarily by larger mark-to-market declines in certain investments during the three months ended March 31, 2025 as compared to the three months ended March 31, 2024.

Net (Decrease) Increase in Net Assets Resulting from Operations

For the three months ended March 31, 2025 and 2024, we recorded a net (decrease) increase in net assets resulting from operations of $(42,705) and $6,445, respectively, as a result of our operating activity for the respective periods.

Financial Condition, Liquidity and Capital Resources

5 unchanged sentences

As a result of receiving shareholder approval on December 30, 2021, effective December 31, 2021, we are required to maintain asset coverage for our senior securities of 150% rather than 200%, which allows us to increase the maximum amount of leverage that we are permitted to incur.

We may from time to time enter into additional financing arrangements or amend the size of our existing financing arrangements.

Any increase to our leverage would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors.

As of September 30, 2024 and December 31, 2023, our asset coverage ratio was 1.78 and 1.81, respectively.

We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage and liquidity requirements.

We may from time to time enter into additional financing arrangements or increase the size of our existing financing arrangements.

Any such increase to our leverage would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors.

As of March 31, 2025 and December 31, 2024, our asset coverage ratio was 1.68 and 1.73, respectively.

We carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage, daily cash management and liquidity requirements.

On August 27, 2024, our shareholders authorized us to issue shares of our common stock at prices below the then current NAV per share in one or more offerings for a 12-month period following such shareholder approval.

As of the date of this report, we are not engaged in discussions to, or have any intent to, issue any such shares.

As of September 30, 2024, we had cash of $29,765 and short term investments of $53,503 invested in a fund that primarily invests in U.S.

As of the date of this report, we are not engaged in discussions and do not otherwise intend to issue any such shares.

As of March 31, 2025, we had cash of $7,720 and short term investments of $53,976 invested in a fund that primarily invests in U.S.

government securities.

Cash and short term investments as of September 30, 2024, taken together with the undrawn debt available under our credit facilities, is expected to be sufficient for our investing and financing activities and to conduct our operations in the near term.

As of September 30, 2024, we had $162 million available under our secured financing arrangements.

Our short-term cash needs include the funding of additional portfolio investments, the payment of operating expenses including interest expense, management fees, incentive fees, administrative services expense and general and administrative expenses, as well as paying distributions to our shareholders.

Our long-term cash needs will include principal payments on outstanding financing arrangements and funding of additional portfolio investments.

Cash and short term investments as of March 31, 2025, taken together with amounts available to us for borrowing under our secured financing arrangements, is expected to be sufficient for our investing and financing activities and to conduct our operations in the near term.

As of March 31, 2025, we had $106 million available under our secured financing arrangements.

Our short and long-term cash needs include principal payments on outstanding financing arrangements, the funding of new and existing portfolio investments, the payment of operating expenses including interest expense, management fees, incentive fees, administrative services expense and general and administrative expenses, as well as paying distributions to our shareholders.

Funding for short and long-term cash needs will come from cash provided from operating activities and/or unused net proceeds from financing activities.

11 unchanged sentences

The 10b5-1 trading plan expires on August 19, 2025, and is subject to price, market volume and timing restrictions.

During the nine months ended September 30, 2024, we repurchased an aggregate of 824,750 shares under the 10b5-1 trading plan for an aggregate purchase price of $9,344, or an average purchase price of $11.33 per share.

From October 1, 2024 to October 30, 2024, we repurchased an aggregate of 73,943 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $881, or an average purchase price of $11.92 per share.

From the inception of the 10b5-1 trading plan in August 2022 through October 30, 2024, we repurchased an aggregate of 3,672,497 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $37,187, or an average purchase price of $10.13 per share.

During the three months ended March 31, 2025, we repurchased an aggregate of 185,862 shares under the 10b5-1 trading plan for an aggregate purchase price of $2,172, or an average purchase price of $11.68 per share.

From April 1, 2025 to April 30, 2025, we repurchased an aggregate of 315,943 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $2,957, or an average purchase price of $9.36 per share.

From the inception of the 10b5-1 trading plan in August 2022 through April 30, 2025, we repurchased an aggregate of 4,270,976 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $43,438, or an average purchase price of $10.17 per share.

RIC Status and Distributions

5 unchanged sentences

Base and any supplemental and/or special distributions in respect of future periods will be evaluated by management and our board of directors based on circumstances and expectations existing at the time of consideration.

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

The following table presents distributions per share that were declared during the year ended December 31, 2024 and the three months ended March 31, 2025:

Distributions

1 unchanged sentence

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

June 30, 2023 (one record date) 0.34 18,614

September 30, 2023 (two record dates) 0.39 21,276

December 31, 2023 (three record dates) 0.54 29,290

Total distributions for the year ended December 31, 2023 $ 1.61 $ 87,867

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

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

September 30, 2024 (one record date) 0.36 19,234

Total distributions for the nine months ended September 30, 2024 $ 1.11 $ 59,473

On November 4, 2024, our co-chief executive officers declared a quarterly base distribution of $0.36 per share for the fourth quarter of 2024 payable on December 16, 2024 to shareholders of record as of December 2, 2024.

December 31, 2024 (two record dates) 0.41 21,835

Total distributions for the year ended December 31, 2024 $ 1.52 $ 81,308

March 31, 2025 (one record date) $ 0.36 $ 19,149

Total distributions for the three months ended March 31, 2025 $ 0.36 $ 19,149

On May 5, 2025, our co-chief executive officers declared a quarterly base distribution of $0.36 per share for the second quarter of 2025 payable on June 16, 2025 to shareholders of record as of June 2, 2025.

For an additional discussion of our RIC status and distributions, refer to Note 2 and Note 5, respectively, of our consolidated financial statements included in this report.

JPM Credit Facility

As of September 30, 2024 and October 30, 2024, our aggregate outstanding borrowings under the JPM Credit Facility were $450,000 and the aggregate unfunded principal amount in connection with the JPM Credit Facility was $112,500.

As of March 31, 2025 and April 30, 2025, our aggregate outstanding borrowings under the JPM Credit Facility were $325,000 and the aggregate unfunded principal amount in connection with the JPM Credit Facility was $81,250.

For a detailed discussion of our JPM Credit Facility, refer to Note 8 to our consolidated financial statements included in this report.

As of September 30, 2024 and October 30, 2024, our outstanding borrowings under the Amended UBS Facility were $100,000 and the aggregate unfunded principal amount in connection with the Amended UBS Facility was $50,000.

For a detailed discussion of our Amended UBS Facility, refer to Note 8 to our consolidated financial statements included in this report.

As of September 30, 2024 and October 30, 2024, we had $125,000 in aggregate principal amount of 2026 Notes outstanding and there was no unfunded principal amount in connection with the 2026 Notes.

2025 UBS Credit Facility

As of March 31, 2025 and April 30, 2025, our outstanding borrowings under the 2025 UBS Credit Facility were $100,000 and the aggregate unfunded principal amount in connection with the 2025 UBS Credit Facility was $25,000.

For a detailed discussion of our 2025 UBS Credit Facility, refer to Note 8 to our consolidated financial statements included in this report.

As of March 31, 2025 and April 30, 2025, we had $125,000 in aggregate principal amount of 2026 Notes outstanding and there was no unfunded principal amount in connection with the 2026 Notes.

For a detailed discussion of our 2026 Notes, refer to Note 8 to our consolidated financial statements included in this report.

2022 Term Loan

On September 24, 2024, the Company fully repaid all outstanding principal and interest on and otherwise satisfied all its obligations under the 2021 Term Loan.

For a detailed discussion of our 2021 Term Loan, refer to Note 8 to our consolidated financial statements included in this report.

2022 Term Loan

As of September 30, 2024 and October 30, 2024, our outstanding borrowings under the 2022 Term Loan were $50,000 and there was no unfunded principal amount in connection with the 2022 Term Loan.

As of March 31, 2025 and April 30, 2025, our outstanding borrowings under the 2022 Term Loan were $50,000 and there was no unfunded principal amount in connection with the 2022 Term Loan.

For a detailed discussion of our 2022 Term Loan, refer to Note 8 to our consolidated financial statements included in this report.

2024 Term Loan

As of September 30, 2024 and October 30, 2024, our outstanding borrowings under the 2024 Term Loan were $30,000 and there was no unfunded principal amount in connection with the 2024 Term Loan.

As of March 31, 2025 and April 30, 2025, our outstanding borrowings under the 2024 Term Loan were $30,000 and there was no unfunded principal amount in connection with the 2024 Term Loan.

For a detailed discussion of our 2024 Term Loan, refer to Note 8 to our consolidated financial statements included in this report.

Series A Notes

As of September 30, 2024 and October 30, 2024, we had approximately $114,844 in aggregate principal amount of Series A Notes outstanding and there was no unfunded principal amount in connection with the Series A Notes.

As of March 31, 2025 and April 30, 2025, we had approximately $114,844 in aggregate principal amount of Series A Notes outstanding and there was no unfunded principal amount in connection with the Series A Notes.

For a detailed discussion of our Series A Notes, refer to Note 8 to our consolidated financial statements included in this report.

As of September 30, 2024 and October 30, 2024, we had $200,000 in aggregate principal amount of 2027 Notes outstanding and there was no unfunded principal amount in connection with the 2027 Notes.

As of March 31, 2025 and April 30, 2025, we had $200,000 in aggregate principal amount of 2027 Notes outstanding and there was no unfunded principal amount in connection with the 2027 Notes.

For a detailed discussion of our 2027 Notes, refer to Note 8 to our consolidated financial statements included in this report.

As of October 30, 2024, we had $172,500 in aggregate principal amount of 2029 Notes outstanding and there was no unfunded principal amount in connection with the 2029 Notes.

As of March 31, 2025 and April 30, 2025, we had $172,500 in aggregate principal amount of 2029 Notes outstanding and there was no unfunded principal amount in connection with the 2029 Notes.

For a detailed discussion of our 2029 Notes, refer to Note 8 to our consolidated financial statements included in this report.

Unfunded Commitments

As of September 30, 2024 and October 30, 2024, our unfunded commitments amounted to $71,113 and $69,980, respectively.

As of March 31, 2025 and April 30, 2025, our unfunded commitments amounted to $65,130 and $61,793, respectively.

For a detailed discussion of our unfunded commitments, refer to Note 11 to our consolidated financial statements included in this report.

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See Note 8 to our consolidated financial statements for a more detailed description of the JPM Credit Facility.

On May 19, 2017, Murray Hill Funding II entered into the UBS Facility with UBS, as amended on December 1, 2017, May 19, 2020, November 12, 2020, December 17, 2020 and June 14, 2023.

See Note 8 to our consolidated financial statements for a more detailed description of the UBS Facility.

On February 13, 2025, Murray Hill Funding II entered into the 2025 UBS Credit Facility with UBS.

See Note 8 to our consolidated financial statements for a more detailed description of the 2025 UBS Credit Facility.

On February 11, 2021, we entered into the 2026 Note Purchase Agreement with purchasers of the 2026 Notes.

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See Note 8 to our consolidated financial statements for a more detailed description of the 2022 Term Loan.

On April 27, 2022, we entered into the 2022 Term Loan with an Israeli institutional investor.

See Note 8 to our consolidated financial statements for a more detailed description of the 2022 Term Loan.

On February 28, 2023, we entered into a Deed of Trust with Mishmeret Trust Company Ltd., as trustee, pursuant to which we issued our Series A Notes.

See Notes 8 to our consolidated financial statements for a more detailed description of the Deed of Trust and the Series A Notes.

On November 8, 2023, we entered into the 2027 Note Purchase Agreement with purchasers of the 2027 Notes (Tranche A) and on September 18, 2024, we entered into the AR Note Purchase Agreement with purchasers of the 2027 Notes (Tranche B).

See Note 8 to our consolidated financial statements for a more detailed description of the Deed of Trust and the Series A Notes.

On November 8, 2023, we entered into the 2027 Note Purchase Agreement with purchasers of the Tranche A 2027 Notes and on September 18, 2024, we entered into the AR Note Purchase Agreement with purchasers of the Tranche B 2027 Notes.

See Note 8 to our consolidated financial statements for a more detailed description of the 2027 Notes.

12 unchanged sentences

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 2. Management’s Discussion and Analysis