What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-08-03 compared with 2022-02-08 · 432 added, 684 removed, 1155 unchanged (49% of the section changed)

11 unchanged sentences

Cash and cash equivalents

43,880 14,190

Restricted cash and cash equivalents

10 unchanged sentences

261,661 261,348

Mandatorily redeemable preferred stock, $0.001 par value per share, $25.00 liquidation preference per share;

0 and 5,990,000 shares authorized;

0 and 3,774,853 shares issued and outstanding, respectively, net

Accounts payable and accrued expenses

17 unchanged sentences

Accumulated net realized gain in excess of distributions

12,157 15,696

Total distributable earnings

10 unchanged sentences

(DOLLAR AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Three Months Ended December 31, Nine Months Ended December 31,

2021 2020 2021 2020

Three Months Ended June 30,

INVESTMENT INCOME

3 unchanged sentences

Affiliate investments

5,100 5,123 20,609 14,087

Control investments — 284

5 unchanged sentences

Affiliate investments

— 4,127 1,589 4,127

Total dividend income

— 5,035 1,592 5,035

Success fee income

Non-Control/Non-Affiliate investments

— 189 1,650 371

Affiliate investments

3,398 — 6,430 —

Total success fee income

3,398 189 8,080 371

Total investment income

3 unchanged sentences

Loan servicing fee (A)

1,768 1,786 5,430 5,242

Incentive fee (A)

2,587 3,756 22,186 3,454

Administration fee (A)

437 382 1,407 1,218

Interest expense on borrowings

3,918 1,092 9,300 3,064

Dividends on mandatorily redeemable preferred stock

— 2,291 2,306 6,551

Amortization of deferred financing costs and discounts

447 451 1,355 1,291

Professional fees

444 322 1,093 1,147

Other general and administrative expenses

562 496 2,735 2,031

Expenses before credits from Adviser

6 unchanged sentences

11,926 20,330

NET INVESTMENT INCOME

NET INVESTMENT INCOME (LOSS)

$ 7,371 $ (2,304)

4 unchanged sentences

Affiliate investments

21,936 3,289 24,186 4,603

— — (1,998) —

Control investments

Total net realized gain

22,049 9,105 22,444 10,479

Net unrealized appreciation (depreciation):

4 unchanged sentences

Control investments

— 375 (3,119) 2,173

Total net unrealized (depreciation) appreciation

(20,102) (89) 54,916 (3,335)

Net realized and unrealized gain 4,664 49,443

2 unchanged sentences

BASIC AND DILUTED PER COMMON SHARE:

Net investment income

Net investment income (loss)

$ 0.22 $ (0.07)

Net increase in net assets resulting from operations $ 0.36 $ 1.42

$ 0.31 $ 0.46 $ 2.58 $ 0.66

WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:

Basic and diluted 33,205,023 33,205,023

33,205,023 33,205,023 33,205,023 33,167,511

(A) Refer to Note 4 — Related Party Transactions in the accompanying Notes to Consolidated Financial Statements for additional information.

5 unchanged sentences

$ 445,830 $ 382,364

Net investment (loss) income (2,304) 4,173

Net investment income (loss) 7,371 (2,304)

Net realized gain on investments 4,452 1,929

1 unchanged sentence

Net increase in net assets from operations

12,035 47,139

DISTRIBUTIONS (A)

10 unchanged sentences

NET INCREASE (DECREASE) IN NET ASSETS

38,174 (8,162)

NET ASSETS, JUNE 30

$ 446,409 $ 420,538

Net investment income $ 2,165 $ 4,368

Net realized gain on investments 464 621

Net realized loss on other (1,998) —

Net unrealized appreciation of investments 27,504 1,641

Net increase in net assets from operations

DISTRIBUTIONS (A)

Distributions to common stockholders from net investment income ( $0.16 and $0.20 per share, respectively)

(5,490) (6,553)

Distributions to common stockholders from net realized gains ( $0.08 and $0.01 per share, respectively)

(2,482) (420)

Net decrease in net assets from distributions

(7,972) (6,973)

NET INCREASE (DECREASE) IN NET ASSETS

NET ASSETS, SEPTEMBER 30

$ 440,701 $ 360,526

Net investment income $ 8,399 $ 6,255

Net realized gain on investments 22,049 9,105

Net unrealized depreciation of investments (20,102) (89)

Net increase in net assets from operations

10,346 15,271

DISTRIBUTIONS (A)

Distributions to common stockholders from net investment income ( $0.23 and $0.20 per share, respectively)

(7,456) (6,619)

Distributions to common stockholders from net realized gains ( $0.09 and $0.01 per share, respectively)

(3,002) (355)

Net decrease in net assets from distributions

(10,458) (6,974)

NET (DECREASE) INCREASE IN NET ASSETS

NET ASSETS, DECEMBER 31

$ 440,589 $ 368,823

(A) Refer to Note 9 — Distributions to Common Stockholders in the accompanying Notes to Consolidated Financial Statements for additional information.

3 unchanged sentences

(IN THOUSANDS)

Nine Months Ended December 31,

Three Months Ended June 30,

CASH FLOWS FROM OPERATING ACTIVITIES

1 unchanged sentence

$ 12,035 $ 47,139

Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities:

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

Purchase of investments

3 unchanged sentences

Net proceeds from the sale of investments

50,018 30,515

Net realized gain on investments

(4,452) (1,929)

Net realized loss on other

Net unrealized (appreciation) depreciation of investments

Net unrealized appreciation of investments

(212) (47,514)

4 unchanged sentences

Decrease in interest receivable

Increase in due from administrative agent

(643) (3,608)

Decrease in other assets, net

Increase (decrease) in accounts payable and accrued expenses

Increase in interest payable

Decrease (increase) in due from administrative agent

Increase in other assets, net

Increase in accounts payable and accrued expenses

(Decrease) increase in interest payable

Increase in fees due to Adviser (A)

Decrease in fee due to Administrator (A)

Increase (decrease) in other liabilities

Net cash provided by (used in) operating activities 39,293 (32,559)

Increase in fee due to Administrator (A)

Increase in other liabilities

Net cash provided by operating activities 41,312 14,419

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issuance of common stock

Discounts, commissions, and offering costs for issuance of common stock

Proceeds from line of credit

111,700 111,700

Repayments on line of credit

(134,100) (76,900)

Proceeds from issuance of notes payable

Proceeds from issuance of mandatorily redeemable preferred stock

Redemption of mandatorily redeemable preferred stock

Deferred financing and offering costs

(3,431) (773)

Distributions paid to common stockholders

13 unchanged sentences

CONSOLIDATED SCHEDULE OF INVESTMENTS

DECEMBER 31, 2021

JUNE 30, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

2 unchanged sentences

Cost Fair Value

NON-CONTROL/NON-AFFILIATE INVESTMENTS (N) – 96.7%

NON-CONTROL/NON-AFFILIATE INVESTMENTS (M) – 92.0%

Secured First Lien Debt – 43.1%

Diversified/Conglomerate Manufacturing – 1.2%

Phoenix Door Systems, Inc.

– Line of Credit, $600 available (L+7.0%, 9.0% Cash (0.3% Unused Fee), Due 3/2024) (K)

Phoenix Door Systems, Inc – Line of Credit, $0 available (L+7.0%, 9.0% Cash (0.3% Unused Fee), Due 3/2024) (J)

$ 2,350 $ 2,350 $ 2,233

Phoenix Door Systems, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 9/2024) (K)

– Term Debt (L+11.0%, 13.0% Cash, Due 9/2024) (J)

3,200 3,200 3,040

Diversified/Conglomerate Services – 18.0%

Bassett Creek Services, Inc.

– Term Debt (L+10.0%, 12.0% Cash, Due 4/2023) (L)

48,000 48,000 48,000

Counsel Press, Inc.

– Term Debt (L+11.8%, 12.8% Cash, Due 3/2023) (L)

– Term Debt (L+11.8%, 13.5% Cash, Due 3/2023) (K)

21,100 21,100 21,100

Counsel Press, Inc.

– Term Debt (L+13.0%, 14.0% Cash, Due 3/2023) (L)

– Term Debt (L+13.0%, 14.8% Cash, Due 3/2023) (K)

6,400 6,400 6,400

Horizon Facilities Services, Inc.

– Term Debt (L+9.5%, 12.0% Cash, Due 6/2024) (L)

– Term Debt (L+9.5%, 12.0% Cash, Due 6/2024) (K)

27,700 27,700 27,700

Mason West, LLC – Term Debt (L+10.0%, 12.5% Cash, Due 7/2025) (L)

Mason West, LLC – Term Debt (L+10.0%, 12.5% Cash, Due 7/2025) (K)

25,250 25,250 25,250

2 unchanged sentences

Educators Resource, Inc.

– Term Debt (L+10.5%, 13.0% Cash, Due 11/2023) (L)

– Term Debt (L+10.5%, 13.0% Cash, Due 11/2023) (K)

20,000 20,000 20,000

1 unchanged sentence

Brunswick Bowling Products, Inc.

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (L)

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (K)

17,700 17,700 17,700

Brunswick Bowling Products, Inc.

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (L)

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (K)

6,850 6,850 6,850

2 unchanged sentences

Nocturne Villa Rentals, Inc.

– Line of Credit, $2,000 available (L+8.0%, 10.0% Cash, Due 6/2023) (L)

– Line of Credit, $2,000 available (L+8.0%, 10.0% Cash, Due 6/2023) (K)

Nocturne Villa Rentals, Inc.

– Term Debt (L+10.5%, 12.5% Cash, Due 6/2026) (L)

– Term Debt (L+10.5%, 12.5% Cash, Due 6/2026) (K)

34,050 34,050 34,050

2 unchanged sentences

Schylling, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 8/2024) (L)

13,081 13,081 13,081

Schylling, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 8/2024) (L)

8,500 8,500 8,500

Schylling, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 8/2024) (L)

6,400 6,400 6,400

– Term Debt (L+11.0%, 13.0% Cash, Due 5/2025) (K)

27,981 27,981 27,981

Total Secured First Lien Debt $ 192,581 $ 192,304

$ 233,431 $ 233,289

Secured Second Lien Debt – 15.2%

1 unchanged sentence

Galaxy Technologies Holdings, Inc.

– Term Debt (L+4.1%, 7.1% Cash, Due 10/2026) (L)

– Term Debt (L+4.1%, 7.1% Cash, Due 10/2026) (K)

$ 6,500 $ 6,500 $ 6,500

Galaxy Technologies Holdings, Inc.

– Term Debt (L+7.0%, 10.0% Cash, Due 10/2026) (L)

– Term Debt (L+7.0%, 10.0% Cash, Due 10/2026) (K)

18,796 18,796 18,796

1 unchanged sentence

Automobile – 0.3%

Country Club Enterprises, LLC – Term Debt (L+8.0%, 10.0% Cash, Due 2/2022) (K)

Country Club Enterprises, LLC – Term Debt (L+8.0%, 10.0% Cash, Due 7/2027) (J)

1,500 1,500 1,493

Country Club Enterprises, LLC – Guaranty ($1,000) (T)

Country Club Enterprises, LLC – Guaranty ($1,000) (Q)

Cargo Transport – 2.9%

Diligent Delivery Systems – Term Debt (L+9.0%, 11.0% Cash, Due 11/2022) (K)

Diligent Delivery Systems – Term Debt (L+9.0%, 11.0% Cash, Due 11/2022) (J)

13,000 12,992 12,983

1 unchanged sentence

Ginsey Home Solutions, Inc.

– Term Debt (L+10.0%, 13.5% Cash, Due 1/2025) (H)(L)

– Term Debt (L+10.0%, 13.5% Cash, Due 1/2025) (H)(K)

13,300 13,300 13,300

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) – 3.3%

SBS Industries Holdings, Inc.

SFEG Holdings, Inc.

– Term Debt (L+7.0%, 9.0% Cash, Due 11/2024) (G)(K)

3,128 3,128 3,128

Total Secured Second Lien Debt

SFEG Holdings, Inc.

– Term Debt (L+7.0%, 9.0% Cash, Due 11/2024) (G)(K)

11,736 11,736 11,736

14,864 14,864

Total Secured Second Lien Debt $ 67,952 $ 67,936

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

JUNE 30, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Preferred Equity – 33.3%

Diversified/Conglomerate Services – 15.2%

Bassett Creek Services, Inc.

– Preferred Stock (C)(L)

4,900 $ 4,900 $ 7,033

Counsel Press, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

6,995 $ 6,995 $ 29,364

Horizon Facilities Services, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

10,080 10,080 33,311

Mason West, LLC – Preferred Stock (C)(L)

Mason West, LLC – Preferred Stock (C)(K)

11,206 11,206 5,293

2 unchanged sentences

Educators Resource, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

8,560 8,560 18,313

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2021

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Home and Office Furnishings, Housewares, and Durable Consumer Products – 6.0%

Brunswick Bowling Products, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

6,653 6,653 26,388

Ginsey Home Solutions, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

19,280 9,583 413

1 unchanged sentence

Hotels, Motels, Inns, and Gaming Total – 3.7%

Nocturne Villa Rentals, Inc.- Preferred Stock (C)(L)

Nocturne Villa Rentals, Inc.

– Preferred Stock (C)(K)

6,600 6,600 16,371

1 unchanged sentence

Schylling, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

4,000 4,000 17,186

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) – 0.5%

SBS Industries Holdings, Inc.

– Preferred Stock (C)(L)

SFEG Holdings, Inc.

– Preferred Stock (C)(K)

29,577 4,643 2,068

4 unchanged sentences

Galaxy Technologies Holdings, Inc.

– Common Stock (C)(L)

– Common Stock (C)(K)

16,957 $ 11,513 $ —

Cargo Transport – 0.4%

Diligent Delivery Systems – Common Stock Warrants (C)(L)

8 % 500 1,258

Diligent Delivery Systems – Common Stock Warrants (C)(K)

Diversified/Conglomerate Manufacturing– 0.0%

Phoenix Door Systems, Inc.

– Common Stock (C)(L)

– Common Stock (C)(K)

3,195 1,452 —

1 unchanged sentence

Ginsey Home Solutions, Inc.

– Common Stock (C)(L)

– Common Stock (C)(K)

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic)- 0.0%

SBS Industries Holdings, Inc.

– Common Stock (C)(L)

SFEG Holdings, Inc.

– Common Stock (C)(K)

221,500 222 —

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

Funko Acquisition Holdings, LLC (M) – Common Units (C)(S)

Funko Acquisition Holdings, LLC (L) – Common Units (C)(P)

Total Common Equity/Equivalents $ 13,725 $ 1,970

$ 13,725 $ 1,634

Total Non-Control/Non-Affiliate Investments $ 342,578 $ 410,917

AFFILIATE INVESTMENTS (O) – 62.6%

AFFILIATE INVESTMENTS (N) – 57.5%

Secured First Lien Debt – 41.4%

1 unchanged sentence

PSI Molded Plastics, Inc.

– Term Debt (L+5.5%, 7.0% Cash, Due 1/2024) (L)

– Term Debt (L+5.5%, 7.3% Cash, Due 1/2024) (K)

$ 26,618 $ 26,618 $ 26,618

1 unchanged sentence

Edge Adhesives Holdings, Inc.

(M) – Term Debt (L+10.5%, 12.5% Cash, Due 8/2024) (K)

(L) – Term Debt (L+5.5%, 7.5% Cash, Due 8/2024) (J)

9,210 9,210 8,968

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

JUNE 30, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Diversified/Conglomerate Services – 19.3%

ImageWorks Display and Marketing Group, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 11/2022) (L)

– Term Debt (L+11.0%, 13.0% Cash, Due 11/2022) (K)

22,000 22,000 22,000

3 unchanged sentences

26,000 26,000 20,688

The Maids International, LLC – Term Debt (L+10.5%, 12.0% Cash, Due 3/2025) (L)

- Atlanta, LLC – Term Debt (L+6.0%, 8.0% Cash, Due 3/2023) (G)(K)

2,438 2,438 1,940

The Maids International, LLC – Term Debt (L+10.5%, 12.3% Cash, Due 3/2025) (K)

28,560 28,560 28,560

95,498 86,317

Home and Office Furnishings, Housewares, and Durable Consumer Products – 5.6%

Old World Christmas, Inc.

– Secured First Lien Term Loan (L+9.5%, 11.0% Cash, Due 12/2025) (L)

– Secured First Lien Term Loan (L+9.5%, 11.3% Cash, Due 12/2025) (K)

25,000 25,000 25,000

Mining, Steel, Iron and Non-Precious Metals Total – 4.1%

Utah Pacific Bridge & Steel, Ltd., $2,000 available (L+8.5%, 10.0% Cash, Due 7/2022) (L)

Utah Pacific Bridge & Steel, Ltd., $2,000 available (L+8.5%, 10.3% Cash, Due 7/2022) (K)

Utah Pacific Bridge & Steel, Ltd.

(L+10.0%, 11.5% Cash, Due 7/2026) (L)

(L+10.0%, 11.8% Cash, Due 7/2026) (K)

18,250 18,250 18,250

1 unchanged sentence

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.6%

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 5/2022) (G)(L)

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 5/2023) (G)(K)

3,400 3,400 2,495

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2021

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 5/2022) (G)(L)

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 5/2023) (G)(K)

Telecommunications – 3.8%

B+T Group Acquisition, Inc.(M) – Line of Credit, $0 available (L+11.0%, 13.0% Cash, Due 12/2024) (L)

B+T Group Acquisition, Inc.

(L) – Line of Credit, $0 available (L+11.0%, 13.0% Cash, Due 12/2024) (K)

2,800 2,800 2,800

B+T Group Acquisition, Inc.(M) – Term Debt (L+11.0%, 13.0% Cash, Due 12/2024) (L)

B+T Group Acquisition, Inc.

(L) – Term Debt (L+11.0%, 13.0% Cash, Due 12/2024) (K)

14,000 14,000 14,000

3 unchanged sentences

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Term Debt (L+4.0%, 7.0% Cash, Due 4/2024) (G)(L)

The Mountain Corporation – Term Debt (L+4.0%, 7.0% Cash, Due 4/2024) (G)(K)

$ 11,700 $ 11,700 $ —

The Mountain Corporation – Delayed Draw Term Debt, $0 available (L+4.0%, 7.0% Cash, Due 4/2024) (G)(L)

The Mountain Corporation – Delayed Draw Term Debt, $0 available (L+4.0%, 7.0% Cash, Due 4/2024) (G)(K)

1,500 1,500 —

Total Secured Second Lien Debt

$ 13,200 $ 1,769

Preferred Equity – 15.3%

1 unchanged sentence

PSI Molded Plastics, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

158,598 $ 19,730 $ —

1 unchanged sentence

Edge Adhesives Holdings, Inc.

(M) – Preferred Stock (C)(L)

(L) – Preferred Stock (C)(K)

8,199 8,199 —

1 unchanged sentence

ImageWorks Display and Marketing Group, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

67,490 6,749 15,273

– Atlanta, LLC – Preferred Stock (C)(L)

– Atlanta, LLC – Preferred Stock (C)(K)

10,920 10,920 —

The Maids International, LLC – Preferred Stock (C)(L)

The Maids International, LLC – Preferred Stock (C)(K)

6,640 6,640 1,424

2 unchanged sentences

Old World Christmas, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

6,180 — 37,168

1 unchanged sentence

Utah Pacific Bridge & Steel, Ltd.

- Preferred Stock (C)(L)

- Preferred Stock (C)(K)

6,000 6,000 6,000

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

JUNE 30, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Preferred Stock (C)(L)

The Mountain Corporation – Preferred Stock (C)(K)

6,899 6,899 —

1 unchanged sentence

B+T Group Acquisition, Inc.

(M) – Preferred Stock (C)(L)

(L) – Preferred Stock (C)(K)

14,304 4,722 9,093

Total Preferred Equity $ 69,859 $ 68,958

$ 69,859 $ 72,634

Common Equity/Equivalents – 0.8%

Diversified/Conglomerate Services – 0.7%

Nth Degree Investment Group, LLC – Common Units (C)(L)

Nth Degree Investment Group, LLC – Common Stock (C)(K)

14,360,000 $ 1,219 $ 3,136

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Common Stock (C)(L)

The Mountain Corporation – Common Stock (C)(K)

Telecommunications – 0.1%

B+T Group Acquisition, Inc.

(M) – Common Stock Warrant (C)(L)

(L) – Common Stock Warrants (C)(K)

Total Common Equity/Equivalents $ 1,220 $ 3,477

Total Affiliate Investments $ 279,955 $ 256,883

CONTROL INVESTMENTS (P) –0.0%

CONTROL INVESTMENTS (O) – 4.9%:

Preferred Equity - 4.7%

Buildings and Real Estate Total - 4.7%

Dema/Mai Holdings, Inc - Preferred Equity 21,000 $ 21,000 $ 21,000

Total Preferred Equity $ 21,000 $ 21,000

Common Equity/Equivalents – 0.2%

1 unchanged sentence

Gladstone SOG Investments, Inc.

- Common Stock (C)(I)(L)

- Common Stock (C)(K)

100 $ 620 $ 713

Total Common Equity/Equivalents $ 620 $ 713

1 unchanged sentence

TOTAL INVESTMENTS – 154.4%

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2021

(DOLLAR AMOUNTS IN THOUSANDS)

$ 644,153 $ 689,513

(A) Certain of the securities listed are issued by affiliate(s) of the indicated portfolio company.

1 unchanged sentence

Additionally, under Section 55 of the Investment Company Act of 1940, as amended (the "1940 Act"), we may not acquire any non-qualifying assets unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets.

As of December 31, 2021, our investment in Funko Acquisition Holdings, LLC (“Funko”) was considered a non-qualifying asset under Section 55 of the 1940 Act and represented less than 0.1% of total investments, at fair value.

(B) Unless indicated otherwise, all cash interest rates are indexed to 30-day London Interbank Offered Rate (“LIBOR” or “L”), which was 0.1% as of December 31, 2021.

As of June 30, 2022, our investment in Funko Acquisition Holdings, LLC ("Funko") was considered a non-qualifying asset under Section 55 of the 1940 Act and represented less than 0.1% of total investments, at fair value.

(B) Unless indicated otherwise, all cash interest rates are indexed to 30-day London Interbank Offered Rate ("LIBOR" or "L"), which was 1.8% as of June 30, 2022.

If applicable, paid-in-kind interest rates are noted separately from the cash interest rate.

3 unchanged sentences

(D) Category percentages represent the fair value of each category and subcategory as a percentage of net assets as of December 31, 2021.

(E) Unless indicated otherwise, all of our investments are valued using Level 3 inputs within the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 820, “ Fair Value Measurements and Disclosures ” (“ASC 820”) fair value hierarchy.

(D) Category percentages represent the fair value of each category and subcategory as a percentage of net assets as of June 30, 2022

(E) Unless indicated otherwise, all of our investments are valued using Level 3 inputs within the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 820, "Fair Value Measurements and Disclosures" ("ASC 820") fair value hierarchy.

Refer to Note 3— Investments in the accompanying Notes to Consolidated Financial Statements for additional information.

2 unchanged sentences

(H) $5.1 million of the debt security was participated to a third-party, but is accounted for as collateral for a secured borrowing under accounting principles generally accepted in the U.S.

and presented as Secured borrowing on our accompanying Consolidated Statements of Assets and Liabilities as of December 31, 2021.

(I) In connection with the sale of SOG Specialty Knives & Tools, LLC, we retained a common stock investment in the intermediary entity, Gladstone SOG Investments, Inc.

(J) Represents the principal balance for debt investments and the number of shares/units held for equity investments.

and presented as Secured borrowing on our accompanying Consolidated Statements of Assets and Liabilities as of June 30, 2022.

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)

JUNE 30, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

(I) Represents the principal balance for debt investments and the number of shares/units held for equity investments.

Warrants are represented as a percentage of ownership, as applicable.

(K) Fair value was based on internal yield analysis or on estimates of value submitted by ICE Data Pricing and Reference Data, LLC.

(J) Fair value was based on internal yield analysis or on estimates of value submitted by ICE Data Pricing and Reference Data, LLC.

Refer to Note 3— Investments in the accompanying Notes to Consolidated Financial Statements for additional information.

(L) Fair value was based on the total enterprise value of the portfolio company, which is generally allocated to the portfolio company’s securities in order of their relative priority in the capital structure.

(K) Fair value was based on the total enterprise value of the portfolio company, which is generally allocated to the portfolio company’s securities in order of their relative priority in the capital structure.

Refer to Note 3— Investments in the accompanying Notes to Consolidated Financial Statements for additional information.

(M) One of our affiliated funds, Gladstone Capital Corporation, co-invested with us in this portfolio company pursuant to an exemptive order granted by the U.S.

(L) One of our affiliated funds, Gladstone Capital Corporation, co-invested with us in this portfolio company pursuant to an exemptive order granted by the U.S.

Securities and Exchange Commission.

(N) Non-Control/Non-Affiliate investments, as defined by the 1940 Act, are those that are neither Control nor Affiliate investments and in which we own less than 5.0% of the issued and outstanding voting securities.

(O) Affiliate investments, as defined by the 1940 Act, are those that are not Control investments and in which we own, with the power to vote, between and inclusive of 5.0% and 25.0% of the issued and outstanding voting securities.

(P) Control investments, as defined by the 1940 Act, are those where we have the power to exercise a controlling influence over the management or policies of the portfolio company, which may include owning, with the power to vote, more than 25.0% of the issued and outstanding voting securities.

(Q) Reserved.

(R) Reserved.

(S) Our investment in Funko was valued using Level 2 inputs within the ASC 820 fair value hierarchy.

(M) Non-Control/Non-Affiliate investments, as defined by the 1940 Act, are those that are neither Control nor Affiliate investments and in which we own less than 5.0% of the issued and outstanding voting securities.

(N) Affiliate investments, as defined by the 1940 Act, are those that are not Control investments and in which we own, with the power to vote, between and inclusive of 5.0% and 25.0% of the issued and outstanding voting securities.

(O) Control investments, as defined by the 1940 Act, are those where we have the power to exercise a controlling influence over the management or policies of the portfolio company, which may include owning, with the power to vote, more than 25.0% of the issued and outstanding voting securities.

(P) Our investment in Funko was valued using Level 2 inputs within the ASC 820 fair value hierarchy.

Our common units in Funko are convertible into class A common stock in Funko, Inc.

3 unchanged sentences

is traded on the Nasdaq Global Select Market under the trading symbol “FNKO.” Refer to Note 3— Investments in the accompanying Notes to Consolidated Financial Statements for additional information.

(T) Refer to Note 10 — Commitments and Contingencies in the accompanying Notes to Consolidated Financial Statements for additional information regarding this guaranty.

(Q) Refer to Note 10— Commitments and Contingencies in the accompanying Notes to Consolidated Financial Statements for additional information regarding this guaranty.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.

6 unchanged sentences

Cost Fair Value

NON-CONTROL/NON-AFFILIATE INVESTMENTS (N) – 77.9%

NON-CONTROL/NON-AFFILIATE INVESTMENTS (M) – 99.2%

Secured First Lien Debt – 52.4%

Diversified/Conglomerate Manufacturing – 1.1%

Phoenix Door Systems, Inc.

– Line of Credit, $0 available (L+7.0%, 9.0% Cash (0.3% Unused Fee), Due 3/2022) (L)

Phoenix Door Systems, Inc – Line of Credit, $150 available (L+7.0%, 9.0% Cash (0.3% Unused Fee), Due 3/2024) (J)

$ 2,000 $ 2,000 $ 1,920

Phoenix Door Systems, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 9/2024) (L)

– Term Debt (L+11.0%, 13.0% Cash, Due 9/2024) (J)

3,200 3,200 3,072

4 unchanged sentences

Counsel Press, Inc.

– Term Debt (L+11.8%, 12.8% Cash, Due 3/2023) (L)

– Term Debt (L+11.8%, 12.8% Cash, Due 3/2023) (K)

21,100 21,100 21,100

Counsel Press, Inc.

– Term Debt (L+13.0%, 14.0% Cash, Due 3/2023) (L)

– Term Debt (L+13.0%, 14.0% Cash, Due 3/2023) (K)

6,400 6,400 6,400

Horizon Facilities Services, Inc.

– Term Debt (L+9.5%, 12.0% Cash, Due 6/2024) (G)(L)

– Term Debt (L+9.5%, 12.0% Cash, Due 6/2024) (K)

27,700 27,700 27,700

Mason West, LLC – Line of Credit, $3,000 available (L+8.0%, 10.0% Cash, Due 7/2021) (L)

Mason West, LLC – Term Debt (L+10.0%, 12.5% Cash, Due 7/2025) (L)

Mason West, LLC – Term Debt (L+10.0%, 12.5% Cash, Due 7/2025) (K)

25,250 25,250 25,250

2 unchanged sentences

Educators Resource, Inc.

– Term Debt (L+10.5%, 13.0% Cash, Due 11/2023) (L)

– Term Debt (L+10.5%, 13.0% Cash, Due 11/2023) (K)

20,000 20,000 20,000

1 unchanged sentence

Brunswick Bowling Products, Inc.

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (L)

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (K)

17,700 17,700 17,700

Brunswick Bowling Products, Inc.

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (L)

– Term Debt (L+10.0%, 12.0% Cash, Due 1/2023) (K)

6,850 6,850 6,850

24,550 24,550

Hotels, Motels, Inns, and Gaming Total – 6.2%

Nocturne Villa Rentals, Inc.

– Line of Credit, $2,000 available (L+8.0%, 10.0% Cash, Due 6/2023) (K)

Nocturne Villa Rentals, Inc.

– Term Debt (L+10.5%, 12.5% Cash, Due 6/2026) (K)

27,700 27,700 27,700

27,700 27,700

Leisure, Amusement, Motion Pictures, and Entertainment – 6.3%

Schylling, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 8/2024) (L)

– Term Debt (L+11.0%, 13.0% Cash, Due 5/2025) (K)

27,981 27,981 27,981

Schylling, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 8/2024) (L)

Total Secured First Lien Debt $ 233,881 $ 233,673

Secured Second Lien Debt – 15.0%

Aerospace and Defense – 5.7%

Galaxy Technologies Holdings, Inc.

– Term Debt (L+4.1%, 7.1% Cash, Due 10/2026) (K)

$ 6,500 $ 6,500 $ 6,500

Galaxy Technologies Holdings, Inc.

– Term Debt (L+7.0%, 10.0% Cash, Due 10/2026) (K)

18,796 18,796 18,796

Total Secured First Lien Debt

25,296 25,296

Secured Second Lien Debt – 11.0%

Automobile – 0.3%

Country Club Enterprises, LLC – Term Debt (L+8.0%, 10.0% Cash, Due 2/2022) (K)

Country Club Enterprises, LLC – Term Debt (L+8.0%, 10.0% Cash, Due 7/2027) (J)

1,500 1,500 1,498

Country Club Enterprises, LLC – Guaranty ($1,000) (T)

Country Club Enterprises, LLC - Guaranty ($1,000) (Q)

Cargo Transport – 2.9%

Diligent Delivery Systems – Term Debt (L+9.0%, 11.0% Cash, Due 11/2022) (Q)

Diligent Delivery Systems – Term Debt (L+9.0%, 11.0% Cash, Due 11/2022) (J)

13,000 12,987 13,000

4 unchanged sentences

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) – 3.1%

SBS Industries Holdings, Inc.

– Term Debt (L+7.0%, 9.0% Cash, Due 11/2024) (L)

SFEG Holdings, Inc.

– Term Debt (L+7.0%, 9.0% Cash, Due 11/2024) (G)(J)

3,128 3,128 2,909

Total Secured Second Lien Debt

SFEG Holdings, Inc.

– Term Debt (L+7.0%, 9.0% Cash, Due 11/2024) (G)(J)

11,736 11,736 10,914

14,864 13,823

Total Secured Second Lien Debt $ 67,947 $ 66,917

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Preferred Equity – 31.4%

1 unchanged sentence

Bassett Creek Services, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

4,900 $ 4,900 $ 17,150

Counsel Press, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

6,995 6,995 25,374

Horizon Facilities Services, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

10,080 10,080 17,807

Mason West, LLC – Preferred Stock (C)(L)

Mason West, LLC – Preferred Stock (C)(K)

11,206 11,206 7,553

2 unchanged sentences

Educators Resource, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

8,560 8,560 19,252

1 unchanged sentence

Brunswick Bowling Products, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

6,653 6,653 21,485

Ginsey Home Solutions, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

19,280 9,583 3,263

16,236 24,748

Hotels, Motels, Inns, and Gaming Total – 2.3%

Nocturne Villa Rentals, Inc.

– Preferred Stock (C)(K)

6,600 6,600 10,223

Leisure, Amusement, Motion Pictures, and Entertainment – 4.0%

Schylling, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

4,000 4,000 17,820

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) – 0.0%

SBS Industries Holdings, Inc.

– Preferred Stock (C)(L)

SFEG Holdings, Inc.

– Preferred Stock (C)(K)

29,577 4,643 —

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Total Preferred Equity

1 unchanged sentence

Common Equity/Equivalents – 0.4%

Cargo Transport – 0.6%

Diligent Delivery Systems – Common Stock Warrants (C)(Q)

Aerospace and Defense – 0.0%

Galaxy Technologies Holdings, Inc.

– Common Stock (C)(K)

16,957 $ 11,513 $ —

Cargo Transport – 0.4%

Diligent Delivery Systems – Common Stock Warrants (C)(K)

Diversified/Conglomerate Manufacturing– 0.0%

Phoenix Door Systems, Inc.

– Common Stock (C)(L)

– Common Stock (C)(K)

3,195 1,452 —

1 unchanged sentence

Ginsey Home Solutions, Inc.

– Common Stock (C)(L)

– Common Stock (C)(K)

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) – 0.0%

SBS Industries Holdings, Inc.

– Common Stock (C)(L)

SFEG Holdings, Inc.

– Common Stock (C)(K)

221,500 222 —

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

Funko Acquisition Holdings, LLC (M) – Common Units (C)(S)

Funko Acquisition Holdings, LLC (L) – Common Units (C)(P)

Total Common Equity/Equivalents $ 13,725 $ 1,607

$ 2,215 $ 2,766

Total Non-Control/Non-Affiliate Investments $ 388,773 $ 442,124

AFFILIATE INVESTMENTS (O) – 80.9%

AFFILIATE INVESTMENTS (N) – 60.8%

Secured First Lien Debt – 42.9%

Beverage, Food, and Tobacco – 2.4%

Head Country, Inc.

– Term Debt (L+10.5%, 12.5% Cash, Due 2/2023) (L)

$ 9,050 $ 9,050 $ 9,050

Chemicals, Plastics, and Rubber – 6.0%

PSI Molded Plastics, Inc.

– Term Debt (L+5.5%, 7.0% Cash, Due 1/2024) (L)

– Term Debt (L+5.5%, 7.0% Cash, Due 1/2024) (K)

$ 26,618 $ 26,618 $ 26,618

Diversified/Conglomerate Manufacturing – 2.0%

D.P.M.S., Inc.

– Line of Credit, $0 available (L+6.5%, 9.0% Cash (0.5% Unused Fee), Due 10/2023) (L)

1,500 1,500 1,500

D.P.M.S., Inc.

– Term Debt (10.0% Cash, Due 10/2023) (I)(L)

10,796 10,796 5,751

Edge Adhesives Holdings, Inc.

(M) – Line of Credit, $0 available (L+8.0%, 10.0% Cash, Due 9/2021) (K)

(L) – Term Debt (L+5.5%, 7.5% Cash, Due 8/2024) (J)

9,210 9,210 9,072

Edge Adhesives Holdings, Inc.

(M) – Term Debt (L+10.5%, 12.5% Cash, Due 2/2022) (K)

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Diversified/Conglomerate Services – 20.5%

ImageWorks Display and Marketing Group, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 11/2022) (K)

22,000 22,000 22,000

Edge Adhesives Holdings, Inc.

(M) – Term Debt (L+11.8%, 13.8% Cash, Due 2/2022) (K)

- Atlanta, LLC - Term Debt (L+6.0%, 8.0% Cash, Due 10/2024) (G)(K)

16,500 16,500 15,023

- Atlanta, LLC – Term Debt (L+10.3%, 11.8% Cash, Due 10/2024) (G)(K)

26,000 26,000 23,672

Diversified/Conglomerate Services – 13.3%

ImageWorks Display and Marketing Group, Inc.

– Term Debt (L+11.0%, 13.0% Cash, Due 11/2022) (L)

- Atlanta, LLC – Term Debt (L+6.0%, 8.0% Cash, Due 3/2023) (G)(K)

2,438 2,438 2,219

The Maids International, LLC – Term Debt (L+10.5%, 12.0% Cash, Due 3/2025) (L)

- Atlanta, LLC - Guaranty ($9,250) (Q)

The Maids International, LLC – Term Debt (L+10.5%, 12.0% Cash, Due 3/2025) (K)

28,560 28,560 28,560

2 unchanged sentences

Old World Christmas, Inc.

– Secured First Lien Term Loan (L+9.5%, 11.0% Cash, Due 12/2025) (L)

27,000 27,000 27,000

Leisure, Amusement, Motion Pictures, and Entertainment – 2.3%

SOG Specialty Knives & Tools, LLC – Term Debt (Due 12/2023) (L)(R)

SOG Specialty Knives & Tools, LLC – Term Debt (L+4.0%, 6.0% Cash, Due 12/2023) (L)

– Secured First Lien Term Loan (L+9.5%, 11.0% Cash, Due 12/2025) (K)

25,000 25,000 25,000

Personal and Non-Durable Consumer Products (Manufacturing Only) – 7.0%

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 4/2021) (G)(L)

Mining, Steel, Iron and Non-Precious Metals Total – 4.1%

Utah Pacific Bridge & Steel, Ltd., $2,000 available (L+8.5%, 10.0% Cash, Due 7/2022) (K)

Utah Pacific Bridge & Steel, Ltd.

(L+10.0%, 11.5% Cash, Due 7/2026) (K)

18,250 18,250 18,250

Pioneer Square Brands, Inc.

– Term Debt (L+12.0%, 13.0% Cash, Due 8/2022)(Q)

18,250 18,250

Personal and Non-Durable Consumer Products (Manufacturing Only) – 1.0%

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 5/2022) (G)(K)

3,400 3,400 3,400

The Mountain Corporation – Line of Credit, $100 available (L+5.0%, 9.0% Cash, Due 5/2023) (G)(K)

Telecommunications – 3.7%

B+T Group Acquisition, Inc.

(M) – Line of Credit, $0 available (L+11.0%, 13.0% Cash, Due 12/2021) (G)(K)

(L) – Line of Credit, $0 available (L+11.0%, 13.0% Cash, Due 12/2024) (K)

2,800 2,800 2,800

B+T Group Acquisition, Inc.

(M) – Term Debt (L+11.0%, 13.0% Cash, Due 12/2021) (G)(K)

(L) – Term Debt (L+11.0%, 13.0% Cash, Due 12/2024) (K)

14,000 14,000 14,000

2 unchanged sentences

Secured Second Lien Debt – 0.2%

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Diversified/Conglomerate Services – 12.0%

– Atlanta, LLC – Line of Credit, $0 available (L+6.0%, 8.0% Cash, Due 10/2024) (K)

$ 10,000 $ 10,000 $ 9,975

– Atlanta, LLC – Term Debt (L+10.3%, 11.8% Cash, Due 10/2024) (K)

36,000 36,000 35,910

46,000 45,885

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.2%

The Mountain Corporation – Term Debt (L+4.0%, 7.0% Cash, Due 4/2024) (G)(L)

The Mountain Corporation – Term Debt (L+4.0%, 7.0% Cash, Due 4/2024) (G)(K)

$ 11,700 $ 11,700 $ 923

The Mountain Corporation – Delayed Draw Term Debt, $0 available (L+4.0%, 7.0% Cash, Due 4/2024) (G)(L)

The Mountain Corporation – Delayed Draw Term Debt, $0 available (L+4.0%, 7.0% Cash, Due 4/2024) (G)(K)

1,500 1,500 118

$ 13,200 $ 1,041

Total Secured Second Lien Debt

1 unchanged sentence

Preferred Equity – 17.4%

Beverage, Food, and Tobacco – 1.7%

Head Country, Inc.

– Preferred Stock (C)(L)

4,000 $ 4,000 $ 6,469

Chemicals, Plastics, and Rubber – 0.0%

PSI Molded Plastics, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

158,598 $ 19,730 $ —

Diversified/Conglomerate Manufacturing – 0.0%

Channel Technologies Group, LLC – Preferred Stock (C)(L)

2,279 1,841 —

Edge Adhesives Holdings, Inc.

(M) – Preferred Stock (C)(L)

(L) – Preferred Stock (C)(K)

8,199 8,199 —

1 unchanged sentence

ImageWorks Display and Marketing Group, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

67,490 6,749 16,405

– Atlanta, LLC – Preferred Stock (C)(L)

– Atlanta, LLC – Preferred Stock (C)(K)

10,920 10,920 —

The Maids International, LLC – Preferred Stock (C)(L)

The Maids International, LLC – Preferred Stock (C)(K)

6,640 6,640 2,679

2 unchanged sentences

Old World Christmas, Inc.

– Preferred Stock (C)(L)

– Preferred Stock (C)(K)

6,180 — 37,842

Leisure, Amusement, Motion Pictures, and Entertainment – 1.8%

SOG Specialty Knives & Tools, LLC – Preferred Stock (C)(L)

Mining, Steel, Iron and Non-Precious Metals –1.3%

Utah Pacific Bridge & Steel, Ltd.

- Preferred Stock (C)(K)

6,000 6,000 6,000

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Preferred Stock (C)(L)

6,899 6,899 —

Pioneer Square Brands, Inc.

– Preferred Stock (C)(Q)

5,502 5,500 32,055

The Mountain Corporation – Preferred Stock (C)(K)

6,899 6,899 —

1 unchanged sentence

B+T Group Acquisition, Inc.

(M) – Preferred Stock (C)(L)

(L) – Preferred Stock (C)(K)

14,304 4,722 14,746

Total Preferred Equity $ 69,859 $ 77,672

$ 90,149 $ 78,905

Common Equity/Equivalents – 0.3%

Diversified/Conglomerate Manufacturing – 0.0%

Channel Technologies Group, LLC – Common Stock (C)(L)

2,319,184 $ — $ —

D.P.M.S., Inc.

– Common Stock (C)(L)

Diversified/Conglomerate Services – 0.1%

Nth Degree Investment Group, LLC – Common Units (C)(L)

Nth Degree Investment Group, LLC – Common Stock (C)(K)

14,360,000 $ 1,219 $ 511

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Common Stock (C)(L)

The Mountain Corporation – Common Stock (C)(K)

Telecommunications – 0.2%

B+T Group Acquisition, Inc.

(M) – Common Stock Warrant (C)(L)

(L) – Common Stock Warrants (C)(K)

Total Common Equity/Equivalents $ 1,220 $ 1,432

Total Affiliate Investments $ 279,855 $ 271,559

CONTROL INVESTMENTS (P) – 7.2%:

Secured Second Lien Debt – 3.4%

Aerospace and Defense – 3.4%

Galaxy Technologies, Inc.

– Line of Credit, $0 available (L+4.5%, 6.5% Cash (0.5% Unused Fee), Due 8/2023) (L)

$ 5,000 $ 5,000 $ 5,000

Galaxy Technologies, Inc.

– Term Debt (L+6.0%, 10.0% Cash, Due 8/2023) (L)

8,000 8,000 8,000

$ 13,000 $ 13,000

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2021

(DOLLAR AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(D)(E)

Principal/Shares/

Cost Fair Value

Preferred Equity – 3.8%

Aerospace and Defense – 3.8%

Galaxy Technologies, Inc.

– Preferred Stock (C)(L)

5,517,444 $ 11,464 $ 14,630

Common Equity – 0.0%

Aerospace and Defense – 0.0%

Galaxy Technologies, Inc.

– Common Stock (C)(L)

CONTROL INVESTMENTS (O) – 0.2%:

Common Equity/Equivalents – 0.2%

Leisure, Amusement, Motion Pictures, and Entertainment – 0.2%

Gladstone SOG Investments, Inc.

- Common Stock (C)(K)

100 $ 620 $ 713

Total Common Equity/Equivalents $ 620 $ 713

Total Control Investments $ 620 $ 713

TOTAL INVESTMENTS – 166.0% $ 663,563 $ 633,829

TOTAL INVESTMENTS – 160.2% (R)

$ 669,248 $ 714,396

(A) Certain of the securities listed are issued by affiliate(s) of the indicated portfolio company.

15 unchanged sentences

and presented as Secured borrowing on our accompanying Consolidated Statements of Assets and Liabilities as of March 31, 2022.

(I) Debt security has a fixed interest rate.

(J) Represents the principal balance for debt investments and the number of shares/units held for equity investments.

(I) Represents the principal balance for debt investments and the number of shares/units held for equity investments.

Warrants are represented as a percentage of ownership, as applicable.

(K) Fair value was based on internal yield analysis or on estimates of value submitted by ICE Data Pricing and Reference Data, LLC.

(J) Fair value was based on internal yield analysis or on estimates of value submitted by ICE Data Pricing and Reference Data, LLC.

Refer to Note 3— Investments in the accompanying Notes to Consolidated Financial Statements for additional information.

(M) One of our affiliated funds, Gladstone Capital Corporation, co-invested with us in this portfolio company pursuant to an exemptive order granted by the U.S.

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

MARCH 31, 2022

(DOLLAR AMOUNTS IN THOUSANDS)

(L) One of our affiliated funds, Gladstone Capital Corporation, co-invested with us in this portfolio company pursuant to an exemptive order granted by the U.S.

Securities and Exchange Commission.

(Q) Fair value was based on the expected exit or payoff amount, where such event has occurred or is expected to occur imminently.

(R) Debt security does not have a stated current interest rate.

(S) Our investment in Funko was valued using Level 2 inputs within the ASC 820 fair value hierarchy.

(P) Our investment in Funko was valued using Level 2 inputs within the ASC 820 fair value hierarchy.

Our common units in Funko are convertible into class A common stock in Funko, Inc.

3 unchanged sentences

(T) Refer to Note 10 — Commitments and Contingencies in the accompanying Notes to Consolidated Financial Statements for additional information regarding this guaranty.

(U) Reserved.

(V) Cumulative gross unrealized depreciation for federal income tax purposes is $109.0 million;

cumulative gross unrealized appreciation for federal income tax purposes is $78.5 million.

Cumulative net unrealized depreciation is $30.5 million, based on a tax cost of $664.3 million.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.

(Q) Refer to Note 10— Commitments and Contingencies in the accompanying Notes to Consolidated Financial Statements for additional information regarding this guaranty.

(R) Cumulative gross unrealized appreciation for federal income tax purposes is $140.8 million;

cumulative gross unrealized depreciation for federal income tax purposes is $97.1 million.

Cumulative net unrealized appreciation is $43.8 million, based on a tax cost of $670.6 million.

GLADSTONE INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2021

JUNE 30, 2022

(DOLLAR AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA AND AS OTHERWISE INDICATED)

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We intend that our investment portfolio over time will consist of approximately 75.0% in debt investments and 25.0% in equity investments, at cost.

As of December 31, 2021, our investment portfolio was comprised of 76.8% in debt securities and 23.2% in equity securities, at cost.

As of June 30, 2022, our investment portfolio was comprised of 72.9% in debt investments and 27.1% in equity investments, at cost.

Gladstone Business Investment, LLC (“Business Investment”), a wholly-owned subsidiary of ours, was established on August 11, 2006 for the sole purpose of holding certain investments pledged as collateral under our line of credit.

The financial statements of Business Investment are consolidated with those of Gladstone Investment.

Refer to Note 12 — Unconsolidated Significant Subsidiaries for additional information regarding our unconsolidated significant subsidiaries.

We are externally managed by Gladstone Management Corporation (the “Adviser”), an affiliate of ours and a U.S.

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In accordance with Article 6 of Regulation S-X, we do not consolidate portfolio company investments.

Under the investment company rules and regulations pursuant to the American Institute of Certified Public Accountants (“AICPA”) Audit and Accounting Guide for Investment Companies, codified in ASC 946, we are precluded from consolidating any entity other than another investment company, except that ASC 946 provides for the consolidation of a controlled operating company that provides substantially all of its services to the investment company or its consolidated subsidiaries.

Under the investment company rules and regulations pursuant to the American Institute of Certified Public Accountants Audit and Accounting Guide for Investment Companies, codified in ASC 946, we are precluded from consolidating any entity other than another investment company, except that ASC 946 provides for the consolidation of a controlled operating company that provides substantially all of its services to the investment company or its consolidated subsidiaries.

In our opinion, all adjustments, consisting solely of normal recurring accruals, necessary for the fair statement of financial statements for the interim periods have been included.

The results of operations for the three and nine months ended December 31, 2021 are not necessarily indicative of results that ultimately may be achieved for the fiscal year

ending March 31, 2022 or any future interim period.

The interim financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto included in our annual report on Form 10-K for the fiscal year ended March 31, 2021, as filed with the SEC on May 11, 2021.

The results of operations for the three months ended June 30, 2022 are not necessarily indicative of results that ultimately may be achieved for the fiscal year ending March 31, 2023 or any future interim period.

The interim financial statements and notes thereto should be read in conjunction with the financial statements and notes

thereto included in our annual report on Form 10-K for the fiscal year ended March 31, 2022, as filed with the SEC on May 11, 2022.

Use of Estimates

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Actual results may differ from those estimates.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period presentation in the Consolidated Financial Statements and the accompanying Notes to Consolidated Financial Statements .

Reclassifications did not impact net increase (decrease) in net assets resulting from operations, total assets, total liabilities or total net assets, or Consolidated Statements of Changes in Net Assets and Consolidated Statements of Cash Flows classifications.

Investment Valuation Policy

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The Valuation Team generally assigns ICE’s estimates of fair value to our debt investments where we do not have the ability to effectuate a sale of the applicable portfolio company.

The Valuation Team corroborates ICE’s

estimates of fair value using one or more of the valuation techniques discussed below.

The Valuation Team corroborates ICE’s estimates of fair value using one or more of the valuation techniques discussed below.

The Valuation Team’s estimate of value on a specific debt investment may significantly differ from ICE’s.

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For securities that are publicly traded, we generally base fair value on the closing market price of the securities we hold as of the reporting date.

For restricted securities that are publicly traded, we generally base fair

value on the closing market price of the securities we hold as of the reporting date less a discount for the restriction, which includes consideration of the nature and term to expiration of the restriction.

For restricted securities that are publicly traded, we generally base fair value on the closing market price of the securities we hold as of the reporting date less a discount for the restriction, which includes consideration of the nature and term to expiration of the restriction.

• Investments in Funds — For equity investments in other funds for which we cannot effectuate a sale of the fund, the Valuation Team generally determines the fair value of our invested capital at the net asset value (“NAV”) provided by the fund.

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Generally, non-accrual loans are restored to accrual status when past-due principal and interest are paid and, in management’s judgment, are likely to remain current, or, due to a restructuring, the interest income is deemed to be collectible.

As of December 31, 2021, our loans to J.R.

As of June 30, 2022, our loans to J.R.

– Atlanta, LLC (“J.R.

Hobbs”), The Mountain Corporation (“The Mountain”), and SBS Industries Holdings, Inc.

were on non-accrual status, with an aggregate debt cost basis of $81.3 million, or 15.7% of the cost basis of all debt investments in our portfolio, and an aggregate fair value of $64.9 million, or 12.9% of the fair value of all debt investments in our portfolio.

As of March 31, 2021, our loans to B+T Group Acquisition, Inc., Horizon Facilities Services, Inc., and The Mountain were on non-accrual status, with an aggregate debt cost basis of $61.1 million, or 12.4% of the cost basis of all debt investments in our portfolio, and an aggregate fair value of $48.8 million, or 10.3% of the fair value of all debt investments in our portfolio.

Hobbs”), The Mountain Corporation (“The Mountain”), and SFEG Holdings, Inc.

("SFEG") were on non-accrual status, with an aggregate debt cost basis of $77.3 million, or 16.5% of the cost basis of all debt investments in our portfolio, and an aggregate fair value of $53.1 million, or 11.9% of the fair value of all debt investments in our portfolio.

As of March 31, 2022, our loans to J.R.

Hobbs, The Mountain, and SFEG were on non-accrual status, with an aggregate debt cost basis of $77.2 million, or 15.1% of the cost basis of all debt investments in our portfolio, and an aggregate fair value of $60.0 million, or 12.2% of the fair value of all debt investments in our portfolio.

Paid-in-kind (“PIK”) interest, computed at the contractual rate specified in the loan agreement, is added to the principal balance of the loan and recorded as interest income.

As of December 31, 2021 and March 31, 2021, we did not have any loans with a PIK interest component.

As of June 30, 2022 and March 31, 2022, we did not have any loans with a PIK interest component.

Success Fee Income Recognition

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In accordance with the Advisory Agreement, we pay the Adviser fees as compensation for its services, consisting of a base management fee and an incentive fee.

Additionally, we pay the Adviser a loan servicing fee as compensation for its services as servicer under the terms of the Fifth Amended and Restated Credit Agreement dated April 30, 2013, as amended from time to time.

We are also party to the Administration Agreement with the Administrator, which is owned and controlled by our chairman and chief executive officer, whereby we pay separately for administrative services.

Refer to Note 4 — Related Party Transactions for additional information regarding these related party fees and agreements.

Recent Accounting Pronouncements

In August 2021, the FASB issued Accounting Standards Update 2021-06, “ Presentation of Financial Statements (Topic 205):

Financial Services – Depository and Lending (Topic 924), and Financial Services – Investment Companies (Topic 946) ” (“ASU 2021-06”), which modifies the disclosure requirements for acquired and disposed businesses.

ASU 2021-06 was effective upon issuance.

Our adoption of ASU 2021-06 did not have a material impact on our financial position, results of operations or cash flows.

In accordance with ASC 820, we determine the fair value of our investments to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between willing market participants on the measurement date.

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The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement.

As of December 31, 2021 and March 31, 2021, all of our investments were valued using Level 3 inputs within the ASC 820 fair value hierarchy, except for our investment in Funko Acquisition Holdings, LLC (“Funko”), which was valued using Level 2 inputs.

As of June 30, 2022 and March 31, 2022, all of our investments were valued using Level 3 inputs within the ASC 820 fair value hierarchy, except for our investment in Funko Acquisition Holdings, LLC (“Funko”), which was valued using Level 2 inputs.

We transfer investments in and out of Level 1, 2 and 3 of the valuation hierarchy as of the beginning balance sheet date, based on changes in the use of observable and unobservable inputs utilized to perform the valuation for the period.

There were no transfers in or out of Level 1, 2 and 3 during the nine months ended December 31, 2021 and 2020, respectively.

As of December 31, 2021 and March 31, 2021, our investments, by security type, at fair value were categorized as follows within the ASC 820 fair value hierarchy:

There were no transfers in or out of Level 1, 2 and 3 during the three months ended June 30, 2022 and 2021, respectively.

As of June 30, 2022 and March 31, 2022, our investments, by security type, at fair value were categorized as follows within the ASC 820 fair value hierarchy:

Fair Value Measurements

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Observable Inputs

As of December 31, 2021:

As of June 30, 2022:

Secured first lien debt

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Common equity/equivalents

Total Investments as of December 31, 2021

Total Investments as of June 30, 2022

$ 689,513 $ — $ 88 $ 689,425

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(our units in Funko can be converted into common shares of Funko, Inc.) at the reporting date less a discount for lack of marketability, as our investment was subject to certain restrictions.

The following table presents our investments, valued using Level 3 inputs within the ASC 820 fair value hierarchy, and carried at fair value as of December 31, 2021 and March 31, 2021, by caption on our accompanying Consolidated Statements of Assets and Liabilities, and by security type:

The following table presents our investments, valued using Level 3 inputs within the ASC 820 fair value hierarchy, and carried at fair value as of June 30, 2022 and March 31, 2022, by caption on our accompanying Consolidated Statements of Assets and Liabilities, and by security type:

Total Recurring Fair Value Measurements

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Valued Using Level 3 Inputs

December 31, 2021 March 31, 2021

June 30, 2022 March 31, 2022

Non-Control/Non-Affiliate Investments

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Total investments at fair value using Level 3 inputs $ 689,425 $ 714,322

(A) Excludes our investment in Funko with a fair value of $80 and $95 as of December 31, 2021 and March 31, 2021, respectively, which was valued using Level 2 inputs.

In accordance with ASC 820, the following table provides quantitative information about our investments valued using Level 3 fair value measurements as of December 31, 2021 and March 31, 2021.

(A) Excludes our investment in Funko with a fair value of $88 thousand and $74 thousand as of June 30, 2022 and March 31, 2022, respectively, which was valued using Level 2 inputs.

In accordance with ASC 820, the following table provides quantitative information about our investments valued using Level 3 fair value measurements as of June 30, 2022 and March 31, 2022.

The table below is not intended to be all-inclusive, but rather provides information on the significant Level 3 inputs as they relate to our fair value measurements.

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2022 March 31,

2021 December 31,

2022 June 30,

2022 March 31,

Secured first

lien debt $ 371,809 $ 303,330 (A)

TEV EBITDA multiple 3.4x – 8.4x /

lien debt $ 362,511 $ 411,023 TEV EBITDA multiple 3.4x – 8.0x /

3.4x – 9.3x /

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Secured second

lien debt 40,364 53,122 (B)

TEV EBITDA multiple 5.8x – 7.0x /

lien debt 53,459 39,637 TEV EBITDA multiple 5.4x – 6.5x /

5.6x – 6.8x /

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10.0% – 12.2% /11.6%

equity 196,104 159,478 (C)

238,665 217,599 TEV EBITDA multiple 2.9x – 8.0x /

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Common equity/

equivalents (E)

2,426 2,671 (D)

equivalents (B)

6,072 3,678 TEV EBITDA multiple 4.6x – 8.0x /

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Total $ 689,425 $ 714,322

(A) Fair value as of March 31, 2021 includes one proprietary debt investment with a fair value of $23.2 million, which was valued at the expected payoff amount as the unobservable input.

(B) Fair value as of March 31, 2021 includes one proprietary debt investment with a fair value of $13.0 million, which was valued at the expected payoff amount as the unobservable input.

(C) Fair value as of March 31, 2021 includes one proprietary equity investment with a fair value of $32.1 million, which was valued at the expected exit amount as the unobservable input.

(D) Fair value as of March 31, 2021 includes one proprietary equity investment with a fair value of $2.2 million, which was valued at the expected exit amount as the unobservable input.

(E) Fair value as of both December 31, 2021 and March 31, 2021 excludes our investment in Funko with a fair value of $80 and $95, respectively, which was valued using Level 2 inputs.

(A) Fair value as of June 30, 2022 includes one new proprietary equity investment for $21.0 million, which was valued at cost using the transaction price as the unobservable input.

(B) Fair value as of both June 30, 2022 and March 31, 2022 excludes our investment in Funko with a fair value of $88 thousand and $74 thousand, respectively, which was valued using Level 2 inputs.

Fair value measurements can be sensitive to changes in one or more of the valuation inputs.

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Changes in Level 3 Fair Value Measurements of Investments

The following tables provide our portfolio’s changes in fair value, broken out by security type, during the three and nine months ended December 31, 2021 and 2020 for all investments for which the Adviser determines fair value using unobservable (Level 3) inputs.

The following tables provide our portfolio’s changes in fair value, broken out by security type, during the three months ended June 30, 2022 and 2021 for all investments for which the Adviser determines fair value using unobservable (Level 3) inputs.

Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

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Equivalents Total

Three Months ended December 31, 2021:

Fair value as of September 30, 2021 $ 431,413 $ 68,489 $ 228,931 $ 7,592 $ 736,425

Total gain (loss):

Net realized gain (loss) (A)

— — 21,939 — 21,939

Net unrealized appreciation (depreciation) (B)

(1,741) (200) 12,427 (5,166) 5,320

Reversal of previously recorded (appreciation) depreciation upon realization (B)

— — (25,425) — (25,425)

New investments, repayments and settlements (C):

Issuances / originations

37,000 5 — 37,005

Settlements / repayments

(32,838) — — — (32,838)

— — (41,768) — (41,768)

Transfers (D)

Fair value as of December 31, 2021

$ 433,834 $ 68,294 $ 196,104 $ 2,426 $ 700,658

Nine Months ended December 31, 2021:

Three Months ended June 30, 2022:

Fair value as of March 31, 2022 $ 425,087 $ 67,958 $ 217,599 $ 3,678 $ 714,322

$ 368,688 $ 102,897 $ 159,478 $ 2,671 $ 633,734

Total gain (loss):

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Transfers (D)

45,043 (45,043) (16,034) 16,034 —

Fair value as of December 31, 2021

$ 433,834 $ 68,294 $ 196,104 $ 2,426 $ 700,658

Three Months ended December 31, 2020:

Fair value as of September 30, 2020 $ 356,496 $ 100,076 $ 140,076 $ 12,266 $ 608,914

Total gain (loss):

Net realized gain (loss) (A)

(8,470) — 3,292 14,030 8,852

Net unrealized appreciation (depreciation) (B)

(700) 84 9,680 2,678 11,742

Reversal of previously recorded (appreciation) depreciation upon realization (B)

— — (84) (11,785) (11,869)

New investments, repayments and settlements (C) :

Issuances / originations

27,280 3,205 1,709 — 32,194

Settlements / repayments

(12,734) — — — (12,734)

— — (12,114) (14,182) (26,296)

Transfers (D)

Fair value as of December 31, 2020

Fair value as of June 30, 2022

$ 376,752 $ 67,936 $ 238,665 $ 6,072 $ 689,425

Nine Months ended December 31, 2020:

Three Months ended June 30, 2021:

Fair value as of March 31, 2021 $ 368,688 $ 102,897 $ 159,478 $ 2,671 $ 633,734

$ 308,248 $ 123,340 $ 119,849 $ 14,454 $ 565,891

Total gain (loss):

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52,385 (52,385) — — —

Fair value as of December 31, 2020

Fair value as of June 30, 2021

$ 416,973 $ 57,044 $ 202,465 $ 2,021 $ 678,503

(A) Included in net realized gain (loss) on investments on our accompanying Consolidated Statements of Operations for the respective periods ended December 31, 2021 and 2020.

(B) Included in net unrealized appreciation (depreciation) of investments on our accompanying Consolidated Statements of Operations for the respective periods ended December 31, 2021 and 2020.

(A) Included in net realized gain (loss) on investments on our accompanying Consolidated Statements of Operations for the respective periods ended June 30, 2022 and 2021.

(B) Included in net unrealized appreciation (depreciation) of investments on our accompanying Consolidated Statements of Operations for the respective periods ended June 30, 2022 and 2021.

(C) Includes increases in the cost basis of investments resulting from new portfolio investments, the amortization of discounts and other non-cash disbursements to portfolio companies, as well as decreases in the cost basis of investments resulting from principal repayments or sales, the amortization of premiums and acquisition costs, and other cost-basis adjustments.

Transfers represent secured second lien debt of J.R.

Hobbs with a total cost basis and fair value of $52.5 million and $52.4 million, respectively, which was converted into secured first lien debt during the three months ended June 30, 2021, (2) secured first lien debt of D.P.M.S., Inc.

("Danco") with a total cost basis and fair value of $12.3 million and $7.3 million, respectively, which was converted into secured second lien debt of Galaxy Technologies Holdings, Inc.

(“Galaxy Technologies Holdings”) during the three months ended September 30, 2021, (3) preferred equity of Galaxy Technologies, Inc.

("Galaxy") with a total cost basis and fair value of $11.5 million and $16.0 million, respectively, which was converted into common equity of Galaxy Technologies Holdings during the three months ended September 30, 2021 and (4) preferred equity of SOG Specialty Knives & Tools, LLC with a total cost and fair value of $0.6 million and $0.0 million, respectively, which was converted into common equity of Gladstone SOG Investments, Inc.

during the three months ended December 31, 2021.

Transfers represent (1) secured second lien debt of Brunswick Bowling Products, Inc.

with a total cost basis and fair value of $6.9 million, which was converted into secured first lien debt during the three months ended June 30, 2020 and (2) secured second lien debt of PSI Molded Plastics, Inc., with a total cost basis and fair value of $26.6 million and $17.1 million, respectively, which

was converted into secured first lien debt during the three months ended September 30, 2020.

There was no transfer activity during the three months ended December 31, 2020.

Hobbs with a total cost basis and fair value of $52.5 million and $52.4 million, respectively, which was converted into secured first lien debt during the three months ended June 30, 2021.

Investment Activity

During the nine months ended December 31, 2021, the following significant transactions occurred:

• In May 2021, we dissolved our investment in Channel Technologies Group, LLC and recorded a realized loss of $1.8 million.

• In June 2021, we invested $10.0 million in Nocturne Villa Rentals, Inc.

(“Nocturne”) through a combination of secured first lien debt and preferred equity.

Nocturne, headquartered in Telluride, Colorado, is a luxury vacation rental manager.

• In June 2021, we invested an additional $6.5 million in J.R.

Hobbs in the form of secured second lien debt.

In connection with the investment, our secured second lien debt was converted to secured first lien debt.

• In June 2021, we sold our investment in Head Country, Inc.

(“Head Country”), which resulted in success fee income of $2.0 million and a realized gain of $3.6 million.

In connection with the sale, we received net cash proceeds of $16.7 million, including the repayment of our debt investment of $9.1 million at par.

• In July 2021, we invested an additional $5.9 million in the form of secured first lien debt in Nocturne.

• In July 2021, we invested $24.3 million in Utah Pacific Bridge & Steel, Ltd.

(“Utah Pacific”) through a combination of secured first lien debt and preferred equity.

Utah Pacific, headquartered in Lindon, Utah, is a manufacturer of large steel components used in bridge replacement, rehabilitation, and construction.

• In September 2021, one of our portfolio companies, Danco, merged with another of our portfolio companies, Galaxy, into a newly formed portfolio company, Galaxy Technologies Holdings.

Our debt investments in Danco, which totaled $12.3 million at principal and cost, and Galaxy, which totaled $13.0 million at principal and cost, were converted into two second lien term loans with an aggregate cost and principal of $25.3 million to Galaxy Technologies Holdings.

Our common equity investment in Danco, with a cost basis of $0.0 million, and our preferred and common equity investments in Galaxy, with an aggregate cost basis of $11.5 million, were converted into a common equity investment in Galaxy Technologies Holdings with a combined cost basis of $11.5 million.

• In October 2021, we invested an additional $10.5 million in Bassett Creek Services, Inc.

("Bassett Creek"), in the form of secured first lien debt.

• In December 2021, we invested an additional $19.0 million in the form of secured first lien debt in Nocturne.

• In December 2021, we invested an additional $6.4 million in the form of secured first lien debt in Schylling, Inc.

("Schylling").

• In December 2021, we sold our investment in Pioneer Square Brands, Inc., which resulted in success fee income of $0.5 million and a realized gain of $21.9 million.

During the three months ended June 30, 2022, the following significant transactions occurred:

• In May 2022, we invested an additional $6.4 million in the form of secured first lien debt in Nocturne Villa Rentals, Inc.

("Nocturne") to fund an add-on acquisition.

• In June 2022, we sold our investment in Bassett Creek Services, Inc.

("Bassett Creek"), which resulted in success fee income of $3.0 million and a realized gain on preferred equity of $4.7 million.

In connection with the sale, we received net cash proceeds of $57.6 million, including the repayment of our debt investment of $48.0 million at par.

• In December 2021, we sold our investment in SOG Specialty Knives & Tools, LLC, which resulted in success fee income of $2.9 million.

In connection with the sale, we received net cash proceeds of $23.3 million, including the repayment of our debt investment of $8.9 million at par, and retained a common stock investment in the intermediary entity, Gladstone SOG Investments, Inc., which maintains a cost basis of $0.6 million.

• In June 2022, we invested $21.0 million in a new portfolio company, Dema/Mai Holdings, Inc.

(“Dema/Mai”), in the form of preferred equity to acquire Mai Mechanical, LLC, a leading provider of plumbing and mechanical services focused on multi-family residential construction headquartered in Denver, Colorado, from J.R.

Hobbs, an existing portfolio company.

Refer to Note 13 – Subsequent Events for discussion of add-on investment activity in Dema/Mai that occurred subsequent to June 30, 2022.

Investment Concentrations

As of December 31, 2021, our investment portfolio consisted of investments in 26 portfolio companies located in 19 states across 14 different industries with an aggregate fair value of $700.7 million.

Our investments in Old World Christmas, Inc., Bassett Creek, Counsel Press, Inc., Schylling, and J.R.

Hobbs represented our five largest portfolio investments at fair value and collectively comprised $265.7 million, or 38.0%, of our total investment portfolio at fair value as of December 31, 2021.

The following table summarizes our investments by security type as of December 31, 2021 and March 31, 2021:

December 31, 2021 March 31, 2021

As of June 30, 2022, our investment portfolio consisted of investments in 26 portfolio companies located in 18 states across 15 different industries with an aggregate fair value of $689.5 million.

Our investments in Old World Christmas, Inc., Horizon Facilities Services, Inc.

("Horizon"), Counsel Press, Inc., Brunswick Bowling Products, Inc., and Nocturne represented our five largest portfolio investments at fair value and collectively comprised $281.4 million, or 40.8%, of our total investment portfolio at fair value as of June 30, 2022.

The following table summarizes our investments by security type as of June 30, 2022 and March 31, 2022:

June 30, 2022 March 31, 2022

Cost Fair Value Cost Fair Value

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$ 644,153 100.0 % $ 689,513 100.0 % $ 669,248 100.0 % $ 714,396 100.0 %

Investments at fair value consisted of the following industry classifications as of December 31, 2021 and March 31, 2021:

December 31, 2021 March 31, 2021

Investments at fair value consisted of the following industry classifications as of June 30, 2022 and March 31, 2022:

June 30, 2022 March 31, 2022

Fair Value Percentage of

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Home and Office Furnishings, Housewares, and Durable Consumer Products 126,819 18.4 % 125,440 17.6 %

Hotels, Motels, Inns, and Gaming 50,421 7.3 % 37,923 5.3 %

Leisure, Amusement, Motion Pictures, and Entertainment 45,880 6.6 % 46,514 6.5 %

Healthcare, Education, and Childcare 38,313 5.6 % 39,252 5.5 %

Hotels, Motels, Inns, and Gaming 35,804 5.1 % — — %

Telecommunications 30,862 4.4 % 15,582 2.5 %

Chemicals, Plastics, and Rubber 26,618 3.9 % 26,618 3.7 %

Telecommunications 26,234 3.8 % 32,467 4.6 %

Aerospace and Defense 25,296 3.6 % 25,296 3.5 %

Mining, Steel, Iron and Non-Precious Metals 24,250 3.5 % 24,250 3.4 %

Buildings and Real Estate 21,000 3.0 % — — %

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) 16,932 2.5 % 13,823 1.9 %

Cargo Transport 14,865 2.2 % 14,533 2.0 %

Diversified/Conglomerate Manufacturing 14,241 2.1 % 14,064 2.0 %

Machinery (Non-Agriculture, Non-Construction, and Non-Electronic) 10,885 1.6 % 14,199 2.2 %

Personal and Non-Durable Consumer Products (Manufacturing Only) 5,749 0.8 % 60,852 9.6 %

Beverage, Food, and Tobacco — — % 15,519 2.4 %

Other < 2.0% 4,076 0.6 % 6,813 1.0 %

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Investments at fair value were included in the following geographic regions of the U.S.

as of December 31, 2021 and March 31, 2021:

December 31, 2021 March 31, 2021

as of June 30, 2022 and March 31, 2022:

June 30, 2022 March 31, 2022

Location Fair Value Percentage of

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Total Investments

Northeast $ 198,598 28.3 % $ 163,938 25.9 %

South 191,795 27.4 182,529 28.8

Midwest 156,597 22.3 126,781 20.0

West 153,748 22.0 160,581 25.3

$ 207,361 30.1 % $ 194,100 27.2 %

189,184 27.4 % 158,607 22.2 %

181,478 26.3 % 188,978 26.4 %

111,490 16.2 % 172,711 24.2 %

Total investments $ 689,513 100.0 % $ 714,396 100.0 %

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Investment Principal Repayments

The following table summarizes the contractual principal repayment and maturity of our investment portfolio by fiscal year, assuming no voluntary prepayments, as of December 31, 2021:

For the remaining three months ending March 31:

The following table summarizes the contractual principal repayment and maturity of our investment portfolio by fiscal year, assuming no voluntary prepayments, as of June 30, 2022:

For the remaining nine months ending March 31, 2023 $ 89,488

For the fiscal years ending March 31:

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Investments in equity securities 174,744

Total cost basis of investments held as of December 31, 2021:

Total cost basis of investments held as of June 30, 2022:

Receivables from Portfolio Companies

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We write-off accounts receivable when we have exhausted collection efforts and have deemed the receivables uncollectible.

As of December 31, 2021 and March 31, 2021, we had gross receivables from portfolio companies of $1.8 million and $1.5 million, respectively.

As of December 31, 2021 and March 31, 2021, the allowance for uncollectible receivables was $1.2 million and $0.9 million, respectively.

As of June 30, 2022 and March 31, 2022, we had gross receivables from portfolio companies of $1.9 million and $1.7 million, respectively.

As of June 30, 2022 and March 31, 2022, the allowance for uncollectible receivables was $1.4 million and $1.3 million, respectively.

RELATED PARTY TRANSACTIONS

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The following table summarizes the base management fees, loan servicing fees, incentive fees, and associated non-contractual, unconditional, and irrevocable credits reflected in our accompanying Consolidated Statements of Operations :

Three Months Ended December 31, Nine Months Ended December 31,

2021 2020 2021 2020

Three Months Ended June 30,

Average total assets subject to base management fee (A)

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Multiplied by prorated annual base management fee of 2.0%

0.5 % 0.5 % 1.5 % 1.5 %

Base management fee (B)

3,630 3,116 10,527 8,961

Credits to fees from Adviser - other (B)

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Loan servicing fee (B)

1,768 1,786 5,430 5,242

Credits to base management fee - loan servicing fee (B)

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Incentive fee – capital gains-based (C)

390 1,754 16,294 1,452

Total incentive fee (B)

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The Adviser non-contractually, unconditionally, and irrevocably credits 100% of any fees received for such services against the base management fee that we would otherwise be required to pay to the Adviser;

however, pursuant to the terms of the Advisory Agreement, a small percentage of certain of such fees, totaling $0.1 million and $0.2 million for the three and nine months ended December 31, 2021, respectively, and $48 thousand and $0.1 million for the three and nine months ended December 31, 2020, respectively, was retained by the Adviser in the form of reimbursement, at cost, for tasks completed by personnel of the Adviser, primarily related to the valuation of portfolio companies.

however, pursuant to the terms of the Advisory Agreement, a small percentage of certain of such fees, totaling $36 thousand for the three months ended June 30, 2022, and $69 thousand for the three months ended June 30, 2021, was retained by the Adviser in the form of reimbursement, at cost, for tasks completed by personnel of the Adviser, primarily related to the valuation of portfolio companies.

Loan Servicing Fee

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The entire portfolio’s aggregate unrealized capital depreciation, if any, equals the sum of the deficit between the fair value of each investment security as of the applicable calculation date and the original cost of such investment security.

As of and for the period ended December 31, 2021, capital gains-based incentive fees of $5.3 million were contractually due to the Adviser.

As of and for the year ended March 31, 2021, no capital gains-based incentive fees were contractually due and paid to the Adviser.

As of and for the period ended June 30, 2022, no capital gains-based incentive fees were contractually due to the Adviser.

During the year ended March 31, 2022, capital gains-based incentive fees of $5.3 million were contractually due and paid to the Adviser.

In accordance with GAAP, accrual of the capital gains-based incentive fee is determined as if our investments had been liquidated at their fair values as of the end of the reporting period.

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If such amount is negative, then there is no accrual for such period and prior period accruals are reversed, as appropriate.

During the three and nine months ended December 31, 2021, we recorded capital gains-based incentive fees of $0.4 million and $16.3 million, respectively.

During the three and nine months ended December 31, 2020, we recorded capital gains-based incentive fees of $1.8 million and $1.5 million, respectively.

During the three months ended June 30, 2022, we recorded capital gains-based incentive fees of $0.9 million.

During the three months ended June 30, 2021, we recorded capital gains-based incentive fees of $10.3 million.

Transactions with the Administrator

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Another of our officers, Mr.

LiCalsi (our general counsel & secretary), serves as the Administrator’s president as well as the executive vice president of administration for the Adviser.

LiCalsi (our general counsel and secretary), serves as the Administrator’s president as well as the executive vice president of administration for the Adviser.

Our allocable portion of the Administrator’s expenses is generally derived by multiplying the Administrator’s total expenses by the approximate percentage of time during the current quarter the Administrator’s employees performed services for us in relation to their time spent performing services for all companies serviced by the Administrator.

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Any such fees paid by portfolio companies to Gladstone Securities do not impact the fees we pay to the Adviser or the non-contractual, unconditional, and irrevocable credits against the base management fee.

During the three and nine months ended December 31, 2021, the fees received by Gladstone Securities from our portfolio companies totaled $2.8 million and $3.2 million, respectively.

During the three and nine months ended December 31, 2020, the fees received by Gladstone Securities from our portfolio companies totaled $0.3 million and $0.6 million, respectively.

During the three months ended June 30, 2022, the fees received by Gladstone Securities from our portfolio companies totaled $0.3 million.

During the three months ended June 30, 2021, the fees received by Gladstone Securities from our portfolio companies totaled $0.1 million.

Related Party Fees Due

Amounts due to related parties on our accompanying Consolidated Statements of Assets and Liabilities were as follows:

As of December 31,

As of June 30,

As of March 31,

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Total related party fees due $ 30,679 $ 29,915

(A) Includes a capital gains-based incentive fee of $28.7 million and $12.4 million as of December 31, 2021 and March 31, 2021, respectively, recorded in accordance with GAAP requirements, and which was not contractually due under the terms of the Advisory Agreement.

(A) Includes a capital gains-based incentive fee of $26.3 million and $25.4 million as of June 30, 2022 and March 31, 2022, respectively, recorded in accordance with GAAP requirements, and which was not contractually due under the terms of the Advisory Agreement.

Refer to Note 4 — Related Party Transactions — Transactions with the Adviser — Incentive Fee for additional information, including capital gains-based incentive fee payments made.

Net expenses receivable from Gladstone Capital Corporation, one of our affiliated funds, for reimbursement purposes, which includes certain co-investment expenses, totaled $37 thousand and $0, as of December 31, 2021 and March 31, 2021, respectively.

These amounts are generally settled in the quarter subsequent to being incurred and have been included in Other assets, net on the accompanying Consolidated Statements of Assets and Liabilities as of December 31, 2021 and March 31, 2021, respectively.

There were no co-investment expenses outstanding as of June 30, 2022.

These amounts are generally settled in the quarter subsequent to being incurred and have been included in Other assets, net on the accompanying Consolidated Statements of Assets and Liabilities.

Revolving Line of Credit

On March 8, 2021, we, through our wholly-owned subsidiary, Business Investment, entered into Amendment No.

6 to the Fifth Amended and Restated Credit Agreement, originally entered into on April 30, 2013 and as previously amended (the "Credit Facility"), with KeyBank National Association (“KeyBank”) as administrative agent, lead arranger, managing agent and lender, the Adviser, as servicer, and certain other lenders party thereto.

6 to the Credit Facility with KeyBank National Association (“KeyBank”) as administrative agent, lead arranger, managing agent and lender, the Adviser, as servicer, and certain other lenders party thereto.

The revolving period was extended to February 29, 2024, and if not renewed or extended by such date, all principal and interest will be due and payable on February 28, 2026 (two years after the revolving period end date).

As of December 31, 2021, the Credit Facility provided two one-year extension options that may be exercised on or before the first and second anniversary of March 8, 2021, subject to approval by all lenders.

As of June 30, 2022, the Credit Facility provided a one-year extension option that may be exercised on or before March 8, 2023, subject to approval by all lenders.

On August 10, 2020, we, through Business Investment, entered into Amendment No.

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The following tables summarize noteworthy information related to the Credit Facility:

As of December 31, 2021

As of June 30, 2022

As of March 31, 2022

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$ 180,000 $ 180,000

For the Three Months Ended December 31,

For the Nine Months Ended December 31,

2021 2020 2021 2020

For the Three Months Ended June 30,

Weighted-average borrowings outstanding $ — $ 26,363

Effective interest rate (B)

11.1 % 3.8 % 10.1 % 4.2 %

Commitment (unused) fees incurred $ 455 $ 389

(A) Availability is subject to various constraints, characteristics and applicable advance rates based on collateral quality under the Credit Facility, which equated to an adjusted availability of $179.4 million and $157.6 million as of December 31, 2021 and March 31, 2021, respectively.

(A) Availability is subject to various constraints, characteristics and applicable advance rates based on collateral quality under the Credit Facility, which equated to an adjusted availability of $177.4 million and $180.0 million as of June 30, 2022 and March 31, 2022, respectively.

(B) Excludes the impact of deferred financing costs and includes unused commitment fees.

Among other things, the Credit Facility contains a performance guaranty that requires us to maintain (i) a minimum net worth (defined in the Credit Facility to include our mandatory redeemable term preferred stock) of the greater of $210.0 million or $210.0 million plus 50% of all equity and subordinated debt raised, minus 50% of any equity or subordinated debt redeemed or retired after November 16, 2016, which equated to $286.3 million as of December 31, 2021 (ii) asset coverage with respect to senior securities representing indebtedness of at least 150% (or such percentage as may be set forth in Section 18 of the 1940 Act, as modified by Section 61 of the 1940 Act);

(ii) asset coverage with respect to senior securities representing indebtedness of at least 150% (or such percentage as may be set forth in Section 18 of the 1940 Act, as modified by Section 61 of the 1940 Act);

and (iii) our status as a BDC under the 1940 Act and as a RIC under the Code.

As of December 31, 2021, and as defined in the performance guaranty of the Credit Facility, we had a net worth of $695.5 million, asset coverage on our senior securities representing indebtedness of 259.5%, calculated in compliance with the requirements of Sections 18 and 61 of the 1940 Act, and an active status as a BDC and RIC.

As of December 31, 2021, we were in compliance with all covenants under the Credit Facility.

As of June 30, 2022, and as defined in the performance guaranty of the Credit Facility, we had a net worth of $702.1 million, asset coverage on our senior securities representing indebtedness of 261.9%, calculated in compliance with the requirements of Sections 18 and 61 of the 1940 Act, and an active status as a BDC and RIC.

As of June 30, 2022, we were in compliance with all covenants under the Credit Facility.

We elected to apply the fair value option of ASC Topic 825, “ Financial Instruments ,” to the Credit Facility, which was consistent with our application of ASC 820 to our investments.

Generally, the fair value of the Credit Facility is determined using a yield analysis, which includes a DCF calculation and also takes into account the assumptions the Valuation Team believes market participants would use, including the estimated remaining life, counterparty credit risk, current market yield and interest rate spreads of similar securities as of the measurement date.

As of December 31, 2021 and March 31, 2021, the discount rate used to determine the fair value of the Credit Facility was 30-day LIBOR, with a 0.5% floor, plus 2.85% per annum, plus an unused commitment fee of 1.0%.

As of June 30, 2022 and March 31, 2022, the discount rate used to determine the fair value of the Credit Facility was 30-day LIBOR, with a 0.5% floor, plus 2.85% per annum, plus an unused commitment fee of 1.0%.

Generally, an increase or decrease in the discount rate used in the DCF calculation may result in a corresponding decrease or increase, respectively, in the fair value of the Credit Facility.

As of each of December 31, 2021 and March 31, 2021, the Credit Facility was valued using Level 3 inputs and any changes in its fair value are recorded in Net unrealized depreciation (appreciation) of other on our accompanying Consolidated Statements of Operations.

The following tables provide relevant information and disclosures about the Credit Facility as of December 31, 2021 and March 31, 2021, and for the three and nine months ended December 31, 2021 and 2020, as required by ASC 820:

As of each of June 30, 2022 and March 31, 2022, the Credit Facility was valued using Level 3 inputs and any changes in its fair value are recorded in Net unrealized appreciation (depreciation) of other on our accompanying Consolidated Statements of Operations.

We had no borrowings outstanding on the Credit Facility as of June 30, 2022 and March 31, 2022.

The following tables provide relevant information and disclosures about the Credit Facility as of June 30, 2022 and March 31, 2022, and for the three months ended June 30, 2022 and 2021, as required by ASC 820:

Level 3 – Borrowings

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Statements of Assets and Liabilities Using Significant Unobservable Inputs (Level 3)

December 31, 2021 March 31, 2021

June 30, 2022 March 31, 2022

Credit Facility $ — $ —

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Credit Facility

Three Months Ended December 31, 2021:

Fair value at September 30, 2021 $ 8,900

Borrowings 49,000

Repayments (57,900)

Fair value at December 31, 2021

Nine Months Ended December 31, 2021:

Three Months Ended June 30, 2022:

Fair value at March 31, 2022 $ —

Borrowings 111,700

Repayments (134,100)

Fair value at December 31, 2021

Unrealized appreciation (depreciation) —

Fair value at June 30, 2022

Fair Value Measurements of Borrowings Using Significant Unobservable Inputs (Level 3)

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Credit Facility

Three Months Ended December 31, 2020:

Fair value at September 30, 2020 $ 116,600

Borrowings 30,200

Repayments (62,800)

Fair value at December 31, 2020

Nine Months Ended December 31, 2020:

Three Months Ended June 30, 2021:

Fair value at March 31, 2021 $ 22,400

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Repayments (10,300)

Fair value at December 31, 2020

The fair value of the collateral under the Credit Facility was $524.7 million and $524.0 million as of December 31, 2021 and March 31, 2021, respectively.

Unrealized appreciation (depreciation) —

Fair value at June 30, 2021

The fair value of the collateral under the Credit Facility was $566.3 million and $537.5 million as of June 30, 2022 and March 31, 2022, respectively.

Notes Payable

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The 2026 Notes bear interest at a rate of 5.00% per year, which is payable quarterly in arrears.

The indenture relating to the 2026 Notes contains certain covenants, including (i) an inability to incur additional debt or issue additional debt or preferred securities unless the Company’s asset coverage meets the threshold specified in the 1940 Act after such borrowing, (ii) an inability to declare any dividend or distribution (except a dividend payable in our stock) on a class of our capital stock or to purchase shares of our capital stock unless the Company’s asset coverage meets the threshold specified in the 1940 Act at the time of (and giving effect to) such declaration or purchase, and (iii) if, at any time, we are not subject to the reporting requirements of the Exchange Act, we will provide the holders of the 2026 Notes, as applicable, and the trustee with audited annual consolidated financial statements and unaudited interim consolidated financial statements.

The indenture relating to the 2026 Notes contains certain covenants, including (i) an inability to incur additional debt or issue additional debt or preferred securities unless the Company’s asset coverage meets the threshold specified in the 1940 Act after such borrowing, (ii) an inability to declare any dividend or distribution (except a dividend payable in our stock) on a class of our capital stock or to purchase shares of our capital stock unless the Company’s asset coverage meets the threshold specified in the 1940 Act at the time of (and giving effect to) such declaration or purchase, and (iii) if, at any time, we are not subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we will provide the holders of the 2026 Notes and the trustee with audited annual consolidated financial statements and unaudited interim consolidated financial statements.

The 2026 Notes are recorded at the aggregate principal amount, less underwriting discounts, commissions, and offering costs, on our accompanying Consolidated Statements of Assets and Liabilities .

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The 2028 Notes bear interest at a rate of 4.875% per year, which is payable quarterly in arrears.

The indenture relating to the 2028 Notes contains certain covenants, including (i) an inability to incur additional debt or issue additional debt or preferred securities unless the Company’s asset coverage meets the threshold specified in the 1940 Act after such borrowing, (ii) an inability to declare any dividend or distribution (except a dividend payable in our stock) on a class of our capital stock or to purchase shares of our capital stock unless the Company’s asset coverage meets the threshold specified in the 1940 Act at the time of (and giving effect to) such declaration or purchase, and (iii) if, at any time, we are not subject to the reporting requirements of the Exchange Act, we will provide the holders of the 2028 Notes, as applicable, and the trustee with audited annual consolidated financial statements and unaudited interim consolidated financial statements.

The indenture relating to the 2028 Notes contains certain covenants, including (i) an inability to incur additional debt or issue additional debt or preferred securities unless the Company’s asset coverage meets the threshold specified in the 1940 Act after such borrowing, (ii) an inability to declare any dividend or distribution (except a dividend payable in our stock) on a class of our capital stock or to purchase shares of our capital stock unless the Company’s asset coverage meets the threshold specified in the 1940 Act at the time of (and giving effect to) such declaration or purchase, and (iii) if, at any time, we are not subject to the reporting requirements of the Exchange Act, we will provide the holders of the 2028 Notes and the trustee with audited annual consolidated financial statements and unaudited interim consolidated financial statements.

The 2028 Notes are recorded at the aggregate principal amount, less underwriting discounts, commissions, and offering costs, on our accompanying Consolidated Statements of Assets and Liabilities .

Total underwriting discounts, commissions, and offering costs related to this offering were $3.3 million, which have been recorded as discounts to the aggregate principal amount on our accompanying Consolidated Statements of Assets and Liabilities and are being amortized over the period ending November 1, 2028, the maturity date.

The following tables summarize our 2026 and 2028 Notes as of December 31, 2021 and March 31, 2021:

As of December 31, 2021:

The following tables summarize our 2026 Notes and 2028 Notes as of June 30, 2022 and March 31, 2022:

As of June 30, 2022:

Description Ticker

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10,499,500 262,488

Discounts (6,549)

Unamortized Discounts (5,923)

Notes payable, net (C)

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2026 Notes GAINN March 2, 2021 May 1, 2026 5.00% 5,117,500 $ 25.00 $ 127,938

2028 Notes GAINZ August 18, 2021 November 1, 2028 4.875% 5,382,000 $ 25.00 134,550

Notes payable, gross (B)

Discounts (4,055)

10,499,500 262,488

Unamortized Discounts (6,236)

Notes payable, net (C)

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The 2028 Notes can be redeemed at our option at any time on or after November 1, 2023.

(B) As of December 31, 2021 and March 31, 2021, asset coverage on our senior securities representing indebtedness, calculated pursuant to Sections 18 and 61 of the 1940 Act, was 259.5% and 398.0%, respectively.

(B) As of June 30, 2022 and March 31, 2022, asset coverage on our senior securities representing indebtedness, calculated pursuant to Sections 18 and 61 of the 1940 Act, was 261.9% and 252.9%, respectively.

The fair value, based on the last reported closing prices, of the 2026 Notes and 2028 Notes as of December 31, 2021 was $132.7 million and $141.4 million, respectively.

The fair value, based on the last reported closing prices, of the 2026 Notes as of March 31, 2021 was $132.3 million.

The fair value, based on the last reported closing prices, of the 2026 Notes and 2028 Notes as of June 30, 2022 was $122.8 million and $126.5 million, respectively.

The fair value, based on the last reported closing prices, of the 2026 Notes and 2028 Notes as of March 31, 2022 was $128.3 million and $134.3 million, respectively.

We consider the closing prices of the 2026 Notes and 2028 Notes to be Level 1 inputs within the ASC 820 hierarchy.

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In connection with the voluntary redemption of our Series E Term Preferred Stock, we incurred a loss on extinguishment of debt of $2.0 million, which was recorded in Realized loss on other in our accompanying Consolidated Statements of Operations and which was primarily comprised of unamortized deferred issuance costs at the time of redemption.

The following table summarizes our Series E Term Preferred Stock outstanding as of March 31, 2021:

Symbol Date Issued Mandatory

Date Interest

Outstanding Liquidation

per Share Aggregate

Series E GAINL August 22, 2018 August 31, 2025 6.375% 3,774,853 $ 25.00 $ 94,371

Term preferred stock, gross (A)

3,774,853 $ 25.00 $ 94,371

Discounts (2,162)

Term preferred stock, net (B)

(A) As of March 31, 2021, asset coverage on our senior securities that are stock, calculated pursuant to Sections 18 and 61 of the 1940 Act, was 248.6%.

(B) Reflected as a line item on our accompanying Consolidated Statements of Assets and Liabilities .

The following tables summarize dividends declared by our Board of Directors and paid by us on our Series E Term Preferred Stock and our 6.25% Series D Cumulative Term Preferred Stock (“Series D Term Preferred Stock”) during the nine months ended December 31, 2021 and 2020:

For the Nine Months Ended December 31, 2021 :

Declaration Date Record

Series E Term

Preferred Stock (A)

April 13, 2021 April 23, 2021 April 30, 2021 $ 0.13281250

April 13, 2021 May 19, 2021 May 28, 2021 0.13281250

April 13, 2021 June 18, 2021 June 30, 2021 0.13281250

July 13, 2021 July 23, 2021 July 30, 2021 0.13281250

July 13, 2021 August 23, 2021 August 31, 2021 0.07968750 (B)

Total $ 0.61093750

For the Nine Months Ended December 31, 2020 :

The following tables summarize dividends declared by our Board of Directors and paid by us on our Series E Term Preferred Stock during the three months ended June 30, 2021:

For the Three Months Ended June 30, 2021 :

Declaration Date Record

Series D Term

Preferred Stock (C)

Series E Term

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April 13, 2021 June 18, 2021 June 30, 2021 0.13281250

July 14, 2020 July 24, 2020 July 31, 2020 0.13020833 0.13281250

July 14, 2020 August 24, 2020 August 31, 2020 0.13020833 0.13281250

July 14, 2020 September 23, 2020 September 30, 2020 0.13020833 0.13281250

October 13, 2020 October 23, 2020 October 30, 2020 0.13020833 0.13281250

October 13, 2020 November 20, 2020 November 30, 2020 0.13020833 0.13281250

October 13, 2020 December 23, 2020 December 31, 2020 0.13020833 0.13281250

Total $ 0.39843750

(A) We voluntarily redeemed all outstanding shares of our Series E Term Preferred Stock on August 19, 2021.

(B) Represents payment of accrued and unpaid dividends up to, but excluding, the redemption date of August 19, 2021.

The federal income tax characteristics of dividends paid to our preferred stockholders generally constitute ordinary income or capital gains to the extent of our current and accumulated earnings and profits and are reported after the end of the calendar year based on tax information for the full fiscal year.

Estimates of tax characterization made on a quarterly basis may not be representative of the actual tax characterization of dividends for the full year.

Estimates made on a quarterly basis are updated as of each interim reporting date.

The tax characterization of dividends paid to our preferred stockholders during the calendar year ended December 31, 2021 was 71.3% from ordinary income and 28.7% from capital gains.

The tax characterization of dividends paid to our preferred stockholders during the calendar year ended December 31, 2020 was 42.1% from ordinary income and 57.9% from capital gains.

In accordance with ASC Topic 480, “ Distinguishing Liabilities from Equity ,” mandatorily redeemable financial instruments should be classified as liabilities on the balance sheet.

Our mandatorily redeemable preferred stock was recorded at the liquidation preference, less discounts, on our accompanying Consolidated Statements of Assets and Liabilities as of March 31, 2021.

The related dividend payments to preferred stockholders are treated as dividend expense on our accompanying Consolidated Statements of Operations on the ex-dividend date.

The fair value of our Series E Term Preferred Stock, based on the last reported closing sale price as of March 31, 2021, which we consider to be a Level 1 input within the fair value hierarchy, was $96.1 million.

REGISTRATION STATEMENT AND COMMON EQUITY OFFERINGS

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The registration statement permits us to issue, through one or more transactions, up to an aggregate of $300.0 million in securities, consisting of common stock, preferred stock, subscription rights, debt securities, and warrants to purchase common stock, preferred stock, or debt securities, including through concurrent, separate offerings of such securities.

As of December 31, 2021, we had the ability to issue up to $300.0 million of the securities registered under the registration statement.

As of June 30, 2022, we had the ability to issue up to $300.0 million of the securities registered under the registration statement.

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS PER WEIGHTED-AVERAGE COMMON SHARE

The following table sets forth the computation of basic and diluted Net increase in net assets resulting from operations per weighted-average common share for the three and nine months ended December 31, 2021 and 2020:

Three Months Ended December 31, Nine Months Ended December 31,

2021 2020 2021 2020

The following table sets forth the computation of basic and diluted Net increase in net assets resulting from operations per weighted-average common share for the three months ended June 30, 2022 and 2021:

Three Months Ended June 30,

Net increase in net assets resulting from operations

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Estimates made on a quarterly basis are updated as of each interim reporting date.

The tax characterization of cash distributions paid to common stockholders during the current calendar year ended December 31, 2021 was 71.3% from ordinary income and 28.7% from capital gains.

We paid the following cash distributions to our common stockholders for the nine months ended December 31, 2021 and 2020:

For the Nine Months Ended December 31, 2021 :

If we determined the tax characterization of cash distributions paid to common stockholders during the current calendar year as of June 30, 2022, 60.6% would be from ordinary income and 39.4% would be from capital gains.

We paid the following cash distributions to our common stockholders for the three months ended June 30, 2022 and 2021:

For the Three Months Ended June 30, 2022 :

Declaration Date

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April 12, 2022 June 22, 2022 June 30, 2022 0.075

July 13, 2021 July 23, 2021 July 30, 2021 0.070

July 13, 2021 August 23, 2021 August 31, 2021 0.070

July 13, 2021 September 3, 2021 September 15, 2021 0.030 (A)

July 13, 2021 September 22, 2021 September 30, 2021 0.070

October 12, 2021 October 22, 2021 October 29, 2021 0.075

October 12, 2021 November 19, 2021 November 30, 2021 0.075

October 12, 2021 December 7, 2021 December 15, 2021 0.090 (A)

October 12, 2021 December 23, 2021 December 31, 2021 0.075

Nine Months Ended December 31, 2021 $ 0.825

For the Nine Months Ended December 31, 2020 :

Three Months Ended June 30, 2022 $ 0.345

For the Three Months Ended June 30, 2021 :

Declaration Date

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April 13, 2021 June 18, 2021 June 30, 2021 0.070

July 14, 2020 July 24, 2020 July 31, 2020 0.070

July 14, 2020 August 24, 2020 August 31, 2020 0.070

July 14, 2020 September 23, 2020 September 30, 2020 0.070

October 13, 2020 October 23, 2020 October 30, 2020 0.070

October 13, 2020 November 20, 2020 November 30, 2020 0.070

October 13, 2020 December 23, 2020 December 31, 2020 0.070

Nine Months Ended December 31, 2020 $ 0.720

Three Months Ended June 30, 2021 $ 0.270

(A) Represents a supplemental distribution to common stockholders.

Aggregate cash distributions to our common stockholders declared and paid were $27.4 million and $23.9 million for the nine months ended December 31, 2021 and 2020, respectively.

Aggregate cash distributions to our common stockholders declared and paid were $11.5 million and $9.0 million for the three months ended June 30, 2022 and 2021, respectively.

For the fiscal year ended March 31, 2022, Investment Company Taxable Income exceeded distributions declared and paid, and, in accordance with Section 855(a) of the Code, we elected to treat $13.9 million of the first distributions paid subsequent to fiscal year-end, as having been paid in the prior year.

In addition, for the fiscal year ended March 31, 2022 net capital gains exceeded distributions declared and paid, and, in accordance with Section 855(a) of the Code, we elected to treat $15.7 million of the first distributions paid subsequent to fiscal year-end as having been paid in the prior year.

For the three months ended December 31, 2021, we recorded $0.1 million of net adjustments for estimated permanent book-tax differences to reflect tax character, which decreased Capital in excess of par value and increased Overdistributed net investment income on our accompanying Consolidated Statements of Assets and Liabilities .

For the nine months ended December 31, 2021, we recorded $2.8 million of net adjustments for estimated permanent book-tax differences to reflect tax character, which decreased Capital in excess of par value and Overdistributed net investment income and increased Accumulated net realized gain in excess of distributions on our accompanying Consolidated Statements of Assets and Liabilities .

For the three and nine months ended December 31, 2020, we recorded $0.4 million and $1.0 million, respectively, of net adjustments for estimated permanent book-tax differences to reflect tax character, which decreased Capital in excess of par value and Accumulated net realized gain in excess of distributions and increased Underdistributed net investment income for both periods on our accompanying Consolidated Statements of Assets and Liabilities .

For the three months ended June 30, 2022, we recorded $0.9 million of net adjustments for estimated permanent book-tax differences to reflect tax character, which decreased Capital in excess of par value and increased Overdistributed net investment income and Accumulated net realized gain in excess of distributions on our accompanying Consolidated Statements of Assets and Liabilities .

For the three months ended June 30, 2021, we recorded $0.6 million of net adjustments for estimated permanent book-tax differences to reflect tax character, which decreased Capital in excess of par value and Overdistributed net investment income and increased Accumulated net realized gain in excess of distributions on our accompanying Consolidated Statements of Assets and Liabilities.

We may distribute our net long-term capital gains, if any, in cash or elect to retain some or all of such gains, pay taxes at the U.S.

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Based on current knowledge, we do not believe that loss contingencies, if any, arising from pending investigations, litigation or regulatory matters will have a material adverse effect on our financial condition, results of operation or cash flows.

Additionally, based on our current knowledge, we do not believe such loss contingencies are both probable and estimable and therefore, as of December 31, 2021 and March 31, 2021, we had no established reserves for such loss contingencies.

Additionally, based on our current knowledge, we do not believe such loss contingencies are both probable and estimable and therefore, as of June 30, 2022 and March 31, 2022, we had no established reserves for such loss contingencies.

Escrow Holdbacks

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We establish reserves and holdbacks against escrow amounts if we determine that it is probable and estimable that a portion of the escrow amounts will not ultimately be released or received at the end of the escrow period.

Reserves and holdbacks against escrow amounts were $0.2 million and $0.7 million as of December 31, 2021 and March 31, 2021, respectively.

Reserves and holdbacks against escrow amounts were $1.0 million and $0.2 million as of June 30, 2022 and March 31, 2022, respectively.

Financial Commitments and Obligations

We may have line of credit and delayed draw term loan commitments to certain of our portfolio companies that have not been fully drawn.

Since these lines of credit and delayed draw term loan commitments have expiration dates and we expect many will never be fully drawn, the total line of credit and delayed draw term loan commitment amounts do not necessarily represent future cash requirements.

We estimate the fair value of the combined unused line of credit and delayed draw term loan commitments as of December 31, 2021 and March 31, 2021 to be insignificant.

We have also extended a guaranty on behalf of one of our portfolio companies.

As of December 31, 2021, we have not been required to make any payments on this guaranty, or any guaranties that existed in previous periods, and we consider the credit risk to be remote and the fair value of the guaranty as of December 31, 2021 and March 31, 2021 to be insignificant.

As of December 31, 2021, the following guaranty was outstanding:

• A $1.0 million continuing guaranty of a wholesale financing facility agreement (the “Floor Plan Facility”) between DLL Finance LLC (f/k/a Agricredit Acceptance, LLC) and Country Club Enterprises, LLC (“CCE”).

The Floor Plan Facility provides CCE with financing to bridge the time and cash flow gap between the order and delivery of golf carts to customers.

The following table summarizes the principal balances of unused line of credit and delayed draw term loan commitments and guaranties as of December 31, 2021 and March 31, 2021, which are not reflected as liabilities in the accompanying Consolidated Statements of Assets and Liabilities:

December 31, 2021 March 31, 2021

Unused line of credit and delayed draw term loan commitments

We may have line of credit and delayed draw term debt commitments to certain of our portfolio companies that have not been fully drawn.

Since these lines of credit and delayed draw term debt commitments have expiration dates and we expect many will never be fully drawn, the total line of credit and delayed draw term debt commitment amounts do not necessarily represent future cash requirements.

We estimate the fair value of the combined unused line of credit and delayed draw term debt commitments as of June 30, 2022 and March 31, 2022 to be insignificant.

As of June 30, 2022, a guaranty is in place with one of our portfolio companies, Country Club Enterprises, LLC (“CCE”), whereby we have guaranteed $1.0 million of CCE’s obligations.

As of June 30, 2022, we have not been required to make any payments on this guaranty, or any guaranties that existed in previous periods, and we consider the credit risk to be remote and the fair value of the guaranty as of June 30, 2022 and March 31, 2022 to be insignificant.

The following table summarizes the principal balances of unused line of credit and delayed draw term debt commitments and guaranties as of June 30, 2022 and March 31, 2022, which are not reflected as liabilities in the accompanying Consolidated Statements of Assets and Liabilities:

June 30, 2022 March 31, 2022

Unused line of credit and delayed draw term debt commitments

$ 4,000 $ 4,250

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FINANCIAL HIGHLIGHTS

Three Months Ended December 31, Nine Months Ended December 31,

2021 2020 2021 2020

Three Months Ended June 30,

Per Common Share Data:

3 unchanged sentences

Net investment income (loss)

0.25 0.19 0.25 0.45

Net realized gain (loss) on investments and other

0.67 0.27 0.68 0.31

Net unrealized appreciation (depreciation) of investments

(0.61) — 1.65 (0.10)

Total from investment operations

0.31 0.46 2.58 0.66

Effect of equity capital activity (B)

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Mandatorily redeemable preferred stock (G)

$ — $ 151,871 $ — $ 151,871

Ratios/Supplemental Data:

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(H) Ratio of net expenses to average net assets is computed using total expenses, net of any non-contractual, unconditional, and irrevocable credits of fees from the Adviser.

Had we not received any non-contractual, unconditional, and irrevocable credits of fees from the Adviser, the ratio of expenses to average net assets - annualized would have been 12.55% and 15.10% for the three months ended December 31, 2021 and 2020, respectively, and 17.87% and 12.11% for the nine months ended December 31, 2021 and 2020, respectively.

(I) Had we not received any non-contractual, unconditional, and irrevocable credits of fees from the Adviser, the ratio of net investment income (loss) to average net assets - annualized would have been 2.68% and 4.06% for the three months ended December 31, 2021 and 2020, respectively, and (0.96)% and 2.56% for the nine months ended December 31, 2021 and 2020, respectively.

Had we not received any non-contractual, unconditional, and irrevocable credits of fees from the Adviser, the ratio of expenses to average net assets - annualized would have been 12.96% and 23.78% for the three months ended June 30, 2022 and 2021, respectively.

(I) Had we not received any non-contractual, unconditional, and irrevocable credits of fees from the Adviser, the ratio of net investment income (loss) to average net assets - annualized would have been 4.37% and (5.50)% for the three months ended June 30, 2022 and 2021, respectively.

UNCONSOLIDATED SIGNIFICANT SUBSIDIARIES

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Further, in accordance with ASC 946, we are precluded from consolidating any entity other than another investment company, except that ASC 946 provides for the consolidation of a controlled operating company that provides substantially all of its services to the investment company or its consolidated subsidiaries.

We did not have any unconsolidated subsidiaries that met any of the significance conditions under Rule 1-02(w) of the SEC’s Regulation S-X as of or during the nine month periods ended December 31, 2021 and 2020.

We did not have any unconsolidated subsidiaries that met any of the significance conditions under Rule 1-02(w) of the SEC’s Regulation S-X as of or during the three month periods ended June 30, 2022 and 2021.

SUBSEQUENT EVENTS

Investment Activity

• In January 2022, we invested $5.0 million in an existing portfolio company, SBS Industries Holdings, Inc.

("SBS"), through a combination of secured second lien debt and preferred equity.

As part of the additional investment, SBS was renamed SFEG Holdings, Inc.

• In February 2022, we extended a guaranty on behalf of one of our portfolio companies, J.R.

Hobbs, whereby we have guaranteed 50% of their obligations with another lender, with a maximum amount of $9.3 million.

As of the date of this report, we have not been required to make payments on this guaranty and we consider the likelihood of future required payment to be remote and the fair value of the guaranty to be insignificant.

• In July 2022, we invested an additional $39.1 million in the form of secured first lien debt in Dema/Mai to fund an add-on acquisition of Dema Plumbing, a plumbing and mechanical systems installation and service provider to single-family residential homebuilders.

• In July 2022, we recapitalized our investment in Horizon and invested an additional $30.0 million in the form of secured first lien debt.

In connection with this investment, we received equity proceeds of $12.3 million, which were recognized as a $10.1 million return of preferred equity cost basis and a realized gain of $2.2 million, as well as dividend income of $3.1 million and success fee income of $1.7 million.

Distributions and Dividends

In January 2022, our Board of Directors declared the following monthly and supplemental distributions to common stockholders:

In July 2022, our Board of Directors declared the following monthly distributions to common stockholders:

Payment Date Distribution per Common Share

January 21, 2022 January 31, 2022 $ 0.075

February 4, 2022 February 14, 2022 0.120 (A)

February 18, 2022 February 28, 2022 0.075

March 23, 2022 March 31, 2022 0.075

July 22, 2022 July 29, 2022 $ 0.075

August 23, 2022 August 31, 2022 0.075

September 22, 2022 September 30, 2022 0.075

Total for the Quarter:

(A) Represents a supplemental distribution to common stockholders.

Revolving Line of Credit

As of the date of this report, we had $12.6 million outstanding under the Credit Facility.

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