69 unchanged sentences
Affiliate investments (Cost of $ 16,746 and $ 16,746 , respectively)
−Removed: 10,421 39,091
Control investments (Cost of $ 37,784 and $ 34,126 , respectively)
19 unchanged sentences
Commitments and contingencies (B)
−Removed: Common stock, $ 0.001 par value per share, 44,000,000 and 44,560,000 shares authorized, respectively, and 43,508,897 and 34,734,796 shares issued and outstanding, respectively
−Removed: Capital in excess of par value (C)
−Removed: 481,480 395,542
+Added: Preferred stock, $ 0.001 par value per share, 6,000,000 and 6,000,000 shares authorized, respectively, and 349,931 and 0 shares issued and outstanding, respectively
+Added: Common stock, $ 0.001 par value per share, 44,000,000 and 44,000,000 shares authorized, respectively, and 22,230,587 and 21,754,449 shares issued and outstanding, respectively (C)
+Added: Capital in excess of par value 492,305 481,480
Cumulative net unrealized appreciation (depreciation) of investments 25,249 ( 17,454 )
−Removed: Under (over) distributed net investment income (C)
−Removed: 4,741 ( 500 )
+Added: Under distributed net investment income 6,144 4,741
Accumulated net realized losses ( 52,847 ) ( 60,116 )
3 unchanged sentences
$ 470,895 $ 408,695
−Removed: NET ASSET VALUE PER COMMON SHARE
+Added: NET ASSET VALUE PER COMMON SHARE (C)
$ 21.18 $ 18.79
1 unchanged sentence
(B) Refer to Note 11— Commitments and Contingencies for additional information.
−Removed: (C) Refer to Note 9— Distributions to Common Stockholders for additional information.
+Added: (C) Issued and outstanding shares of common stock and net asset value per share have been adjusted on a retroactive basis to reflect the 1-for-2 reverse stock split (the “Reverse Stock Split”) effected on April 4, 2024.
+Added: Refer to Note 2— Summary of Significant Accounting Policies for additional information.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
34 unchanged sentences
Control investments
−Removed: 691 1,281 611
Total dividend income
50 unchanged sentences
48,662 1,648 ( 12,365 )
+Added: PREFERRED STOCK DIVIDENDS 215 — —
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
1 unchanged sentence
BASIC AND DILUTED PER COMMON SHARE:
−Removed: Net investment income
+Added: Net investment income (B)
$ 2.11 $ 2.20 $ 1.88
−Removed: Net increase (decrease) in net assets resulting from operations
+Added: Net increase (decrease) in net assets resulting from operations (B)
$ 4.34 $ 2.29 $ 1.16
WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
−Removed: Basic and Diluted
+Added: Basic and Diluted (B)
21,781,074 18,657,961 17,175,832
(A) Refer to Note 4— Related Party Transactions for additional information.
+Added: (B) Per share amounts and weighted average common shares outstanding have been adjusted on a retroactive basis to reflect the Reverse Stock Split effected on April 4, 2024.
+Added: Refer to Note 2— Summary of Significant Accounting Policies for additional information.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
12 unchanged sentences
42,703 ( 11,016 ) ( 17,538 )
−Removed: Net unrealized appreciation of other
+Added: Preferred stock dividends ( 215 ) — —
Net increase (decrease) in net assets from operations
1 unchanged sentence
DISTRIBUTIONS
−Removed: Distributions to common stockholders from net investment income ( $ 0.94 , $ 0.76 , and $ 0.75 per share, respectively) (A)
+Added: Distributions to common stockholders from net investment income ( $ 1.98 , $ 1.89 , and $ 1.52 per share, respectively) (A)(B)
( 43,141 ) ( 35,407 ) ( 25,916 )
−Removed: Distributions to common stockholders from return of capital ( $ 0.00 , $ 0.04 , and $ 0.03 per share, respectively) (A)
+Added: Distributions to common stockholders from return of capital ( $ 0.00 , $ 0.00 , and $ 0.08 per share, respectively) (A)(B)
— — ( 1,406 )
11 unchanged sentences
NET ASSETS, END OF YEAR $ 470,895 $ 408,695 $ 315,487
−Removed: (A) Refer to Note 9 – Distributions to Common Stockholders in the accompanying Notes to Consolidated Financial Statements for additional information.
+Added: (A) Refer to Note 9 – Distributions to Common Stockholders for additional information.
+Added: (B) Per share amounts have been adjusted on a retroactive basis to reflect the Reverse Stock Split effected on April 4, 2024.
+Added: Refer to Note 2— Summary of Significant Accounting Policies for additional information.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
24 unchanged sentences
( 3,951 ) ( 319 ) 243
−Removed: Net unrealized depreciation (appreciation) of other
Amortization of deferred financing costs
9 unchanged sentences
Increase (decrease) in interest payable
+Added: ( 40 ) 439 720
Increase (decrease) in fees due to Adviser (A)
18 unchanged sentences
10,998 87,394 4,533
+Added: Proceeds from issuance of preferred stock 7,846 — —
Offering costs for issuance of common stock
22 unchanged sentences
• In June 2022, our investment in LWO Acquisitions Company LLC was restructured, resulting in non-cash activity of $ 6.8 million and new investments in Lonestar EMS, LLC, which are listed on the accompanying Consolidated Schedule of Investments as of September 30, 2022.
−Removed: • In June 2021, our investment in NetFortris Corp.
−Removed: was restructured.
−Removed: As part of the transaction, approximately $ 3.5 million of fees and accrued interest were capitalized to the term loan.
−Removed: • Approximately $ 3.1 million of non-cash activities consists of estimated tax liabilities for portfolio company exits that occurred during the year ended September 30, 2021.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
9 unchanged sentences
Antenna Research Associates, Inc.
−Removed: – Term Debt (S + 10.0 %, 15.3 % Cash, 4.0 % PIK, Due 11/2026) (E)
+Added: – Term Debt (S + 10.0 %, 14.8 % Cash, 4.0 % PIK, Due 11/2026) (E)(U)
$ 31,267 $ 31,267 $ 31,267
1 unchanged sentence
16,563 16,563 16,563
−Removed: SpaceCo Holdings, LLC – Line of Credit, $ 550 available (S + 7.2 %, 12.5 % Cash, Due 12/2025) (C)(U)
+Added: SpaceCo Holdings, LLC – Line of Credit, $ 0 available (S + 6.4 %, 11.0 % Cash, Due 12/2025) (C)(H)
2,000 2,000 2,000
−Removed: SpaceCo Holdings, LLC – Term Debt (S + 7.2 %, 12.5 % Cash, Due 12/2025) (C)(U)
+Added: SpaceCo Holdings, LLC – Term Debt (S + 6.4 %, 11.0 % Cash, Due 12/2025) (C)(H)
42,757 42,376 42,757
2 unchanged sentences
Café Zupas – Line of Credit, $ 700 available (S + 7.5 %, 12.3 % Cash, Due 12/2027) (C)
+Added: 1,050 1,050 1,061
Café Zupas – Delayed Draw Term Loan, $ 3,150 available (S + 7.5 %, 12.3 % Cash, Due 12/2027) (C)
3 unchanged sentences
Eegee’s LLC – Line of Credit, $ 500 available (S + 7.8 %, 12.6 % Cash, Due 6/2026) (C)
−Removed: Eegee’s LLC – Delayed Draw Term Loan, $ 4,500 available (S + 7.8 %, 13.1 % Cash, Due 6/2026) (C)
1,500 1,500 1,135
−Removed: Eegee’s LLC – Term Debt (S + 7.8 %, 13.1 % Cash, Due 6/2026) (C)
+Added: Eegee’s LLC – Delayed Draw Term Loan, $ 0 available (S + 7.8 %, 8.0 % Cash, 4.6 % PIK, Due 6/2026) (C)
3,145 3,145 2,380
+Added: Eegee’s LLC – Term Debt (S + 7.8 %, 8.0 % Cash, 4.6 % PIK, Due 6/2026) (C)
+Added: 17,824 17,824 13,486
Salt & Straw, LLC – Line of Credit, $ 2,000 available (S + 9.1 %, 13.9 % Cash, Due 9/2027) (C)
10 unchanged sentences
Diversified/Conglomerate Manufacturing – 24.2 %
−Removed: Engineering Manufacturing Technologies, LLC – Line of Credit, $ 3,000 available (S + 8.3 %, 13.6 % Cash, Due 10/2026) (C)
−Removed: Engineering Manufacturing Technologies, LLC – Term Debt (S + 8.3 %, 13.6 % Cash, Due 10/2026) (C)
+Added: Engineering Manufacturing Technologies, LLC – Line of Credit, $ 3,000 available (S + 8.3 %, 13.1 % Cash, Due 10/2026) (E)
+Added: Engineering Manufacturing Technologies, LLC – Term Debt (S + 8.3 %, 10.0 % Cash, 3.1 % PIK, Due 10/2026) (E)
22,230 22,230 19,283
4 unchanged sentences
18,500 18,500 18,685
−Removed: Salvo Technologies, Inc.
−Removed: – Term Debt (S + 9.5 %, 14.8 % Cash, Due 4/2027) (C)
+Added: Torrent Photonics Holdco LLC – Term Debt (S + 9.5 %, 14.3 % Cash, Due 4/2027) (C)
12,149 12,128 12,265
14 unchanged sentences
11,325 11,301 11,357
−Removed: DKI Ventures, LLC – Line of Credit, $ 170 available ( 9.0 % Cash, Due 12/2025) (C)(F)
−Removed: DKI Ventures, LLC – Term Debt ( 9.0 % Cash, Due 12/2025) (C)(F)
+Added: Axios Industrial Group, LLC – Term Debt (S + 12.6 %, 17.4 % Cash, Due 10/2027) (C)
3,000 2,925 3,008
−Removed: ENET Holdings, LLC – Term Debt (S + 8.3 %, 13.6 % Cash, Due 4/2025) (C)
+Added: DKI Ventures, LLC – Line of Credit, $ 25 available ( 9.0 % Cash, Due 12/2025) (E)(F)
+Added: DKI Ventures, LLC – Term Debt ( 9.0 % Cash, Due 12/2025) (E)(F)
5,915 5,915 2,684
−Removed: Fix-It Group, LLC – Line of Credit, $ 2,500 available (S + 8.1 %, 13.4 % Cash, Due 12/2026) (C)
−Removed: Fix-It Group, LLC – Term Debt (S + 8.1 %, 13.4 % Cash, Due 12/2026) (C)
+Added: ENET Holdings, LLC – Line of Credit, $ 2,500 available (S + 7.3 %, 12.1 % Cash, Due 4/2025) (C)
+Added: ENET Holdings, LLC – Term Debt (S + 7.3 %, 12.1 % Cash, Due 4/2028) (C)
22,289 22,289 21,973
6 unchanged sentences
Cost Fair Value
+Added: Fix-It Group, LLC – Line of Credit, $ 3,000 available (S + 7.1 %, 11.9 % Cash, Due 12/2026) (C)
+Added: Fix-It Group, LLC – Term Debt (S + 7.1 %, 11.9 % Cash, Due 12/2026) (C)
+Added: 13,324 13,324 13,457
Fix-It Group, LLC – Delayed Draw Term Loan, $ 0 available (S + 7.1 %, 11.9 % Cash, Due 12/2026) (C)
2 unchanged sentences
25,500 25,475 26,010
−Removed: MCG Energy Solutions, LLC – Term Debt (S + 7.6 %, 12.9 % Cash, 3.5 % PIK, Due 3/2026) (C)
+Added: MCG Energy Solutions, LLC – Term Debt (S + 7.6 %, 12.4 % Cash, 3.5 % PIK, Due 3/2026) (E)
20,290 20,264 20,290
−Removed: Trowbridge Chicago, LLC – Line of Credit, $ 2,000 available (S + 7.0 %, 12.3 % Cash, Due 6/2029) (C)
−Removed: Trowbridge Chicago, LLC – Term Debt (S + 7.0 %, 12.3 % Cash, Due 6/2029) (C)
+Added: Quality Environmental Midco, Inc.
+Added: – Line of Credit, $ 3,000 available ( 12.0 % Cash, Due 11/2028) (C)(F)
+Added: Quality Environmental Midco, Inc.
+Added: – Term Debt ( 12.0 % Cash, Due 11/2028) (C)(F)
13,000 13,000 13,390
+Added: Total Access Elevator, LLC – Line of Credit, $ 3,000 available (S + 6.9 %, 11.7 % Cash, Due 4/2029) (C)
+Added: Total Access Elevator, LLC – Term Debt (S + 6.9 %, 11.7 % Cash, Due 4/2029) (C)
+Added: 6,500 6,500 6,695
+Added: Total Access Elevator, LLC – Delayed Draw Term Loan, $ 2,500 available (S + 6.9 %, 11.7 % Cash, Due 4/2029) (C)
WorkforceQA, LLC – Line of Credit, $ 800 available (S + 6.5 %, 11.3 % Cash, Due 12/2026) (C)
−Removed: WorkforceQA, LLC – Term Debt (S + 8.4 %, 13.7 % Cash, Due 12/2026) (C)(H)
1,200 1,200 1,200
−Removed: WorkforceQA, LLC – Term Debt (S + 9.3 %, 14.6 % Cash, Due 12/2026) (C)(H)
+Added: WorkforceQA, LLC – Term Debt (S + 6.5 %, 11.3 % Cash, Due 12/2026) (C)
16,306 16,286 16,306
+Added: WorkforceQA, LLC – Term Debt (S + 7.5 %, 12.3 % Cash, Due 12/2026) (C)
2,406 2,403 2,406
+Added: 148,013 145,716
Healthcare, Education, and Childcare – 20.2 %
3 unchanged sentences
HH-Inspire Acquisition, Inc.
−Removed: – Line of Credit, $ 478 available (S + 8.0 %, 13.4 % Cash, Due 4/2028) (C)(U)
+Added: – Line of Credit, $ 110 available (S + 8.0 %, 12.8 % Cash, Due 4/2028) (C)(H)
1,727 1,727 1,677
HH-Inspire Acquisition, Inc.
−Removed: – Term Debt (S + 8.0 %, 13.4 % Cash, Due 4/2028) (C)(U)
+Added: – Term Debt (S + 8.0 %, 12.8 % Cash, Due 4/2028) (C)(H)
15,852 15,852 15,399
HH-Inspire Acquisition, Inc.
−Removed: – Term Debt (S + 8.0 %, 13.4 % Cash, Due 4/2028) (C)(U)
−Removed: 3,225 3,225 3,197
−Removed: Pansophic Learning, Ltd.
−Removed: – Term Debt (S + 7.5 %, 12.9 % Cash, Due 3/2027) (C)(U)
−Removed: 28,000 27,968 27,965
−Removed: Pansophic Learning, Ltd.
−Removed: – Term Debt (S + 7.5 %, 12.9 % Cash, Due 3/2027) (C)(U)
+Added: – Term Debt (S + 8.0 %, 12.8 % Cash, Due 4/2028) (C)(H)
3,193 3,193 3,102
1 unchanged sentence
2,000 2,000 2,008
−Removed: Technical Resource Management, LLC – Term Debt (S + 8.0 %, 13.3 % Cash, Due 4/2028) (C)
+Added: Technical Resource Management, LLC – Term Debt (S + 8.0 %, 12.8 % Cash, 2.5 % PIK, Due 4/2028) (C)
23,234 23,158 23,327
−Removed: Technical Resource Management, LLC – Delayed Draw Term Loan, $ 2,500 available (S + 8.0 %, 13.3 % Cash, Due 4/2028) (C)
Turn Key Health Clinics, LLC – Line of Credit, $ 4,000 available (S + 7.3 %, 12.1 % Cash, Due 6/2026) (C)
3 unchanged sentences
Machinery – 3.6 %
−Removed: Arc Drilling Holdings LLC – Line of Credit, $ 1,000 available (S + 11.5 %, 10.5 % Cash, 6.3 % PIK, Due 2/2024) (C)
−Removed: Arc Drilling Holdings LLC – Term Debt (S + 11.5 %, 10.5 % Cash, 6.3 % PIK, Due 2/2024) (C)
+Added: Arc Drilling Holdings LLC – Line of Credit, $ 4,000 available (S + 7.0 %, 11.8 % Cash, Due 9/2029) (C)
1,000 1,000 1,000
+Added: Arc Drilling Holdings LLC – Term Debt (S + 7.0 %, 11.8 % Cash, Due 9/2029) (C)
+Added: 16,000 16,000 16,000
+Added: 17,000 17,000
+Added: Oil and Gas – 0.0 %
+Added: FES Resources Holdings LLC – Term Debt ( 4.5 % Cash, Due 12/2024) (E)(F)
Telecommunications – 0.5 %
B+T Group Acquisition, Inc.
−Removed: (S) – Line of Credit, $ 0 available (S + 2.0 %, 7.3 % Cash, Due 12/2024) (C)
+Added: (S) – Line of Credit, $ 0 available (S + 2.0 %, 7.0 % Cash, Due 12/2026) (E)(P)
1,320 1,320 471
B+T Group Acquisition, Inc.
−Removed: (S) – Term Debt (S + 2.0 %, 7.3 % Cash, Due 12/2024) (C)
+Added: (S) – Line of Credit, $ 127 available (S + 2.0 %, 7.0 % Cash, Due 6/2025) (E)(P)
+Added: B+T Group Acquisition, Inc.
+Added: (S) – Term Debt (S + 2.0 %, 7.0 % Cash, Due 12/2026) (E)(P)
6,000 6,000 2,139
13 unchanged sentences
3,683 3,683 3,241
−Removed: Diversified/Conglomerate Manufacturing – 8.9 %
−Removed: OCI, LLC – Term Debt ( 7.0 % Cash, 7.0 % PIK, Due 11/2028) (C)(F)
−Removed: 2,012 2,012 1,992
−Removed: Springfield, Inc.
−Removed: – Term Debt (S + 10.1 %, 15.4 % Cash, Due 12/2026) (C)
−Removed: 30,000 30,000 29,850
−Removed: Tailwind Smith Cooper Intermediate Corporation – Term Debt (S + 9.0 %, 14.4 % Cash, Due 5/2027) (D)(U)
−Removed: 5,000 4,856 4,294
−Removed: 36,868 36,136
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
5 unchanged sentences
Cost Fair Value
−Removed: Diversified/Conglomerate Service – 4.0 %
−Removed: CHA Holdings, Inc.
−Removed: – Term Debt (S + 9.0 %, 14.4 % Cash, Due 4/2026) (D)(U)
+Added: Cargo Transportation – 4.3 %
+Added: RPM Freight Systems, LLC – Term Debt (S + 7.7 %, 12.5 % Cash, Due 11/2029) (C)
20,000 20,000 20,200
−Removed: Gray Matter Systems, LLC – Term Debt ( 12.0 % Cash, 2.0 % PIK, Due 12/2026) (C)(F)
+Added: RPM Freight Systems, LLC – Delayed Draw Term Loan, $ 5,000 available (S + 7.7 % 12.5 % Cash, Due 11/2029) (C)
20,000 20,200
+Added: Diversified/Conglomerate Manufacturing – 6.9 %
+Added: OCI, LLC – Term Debt ( 7.0 % Cash, 7.0 % PIK, Due 11/2028) (C)(F)
2,159 2,159 2,303
−Removed: Healthcare, Education, and Childcare – 7.1 %
−Removed: Giving Home Health Care, LLC – Term Debt ( 12.5 % Cash, Due 2/2028) (C)(F)
+Added: Springfield, Inc.
+Added: – Term Debt (S + 11.1 %, 15.9 % Cash, Due 12/2026) (C)
30,000 30,000 30,000
+Added: 32,159 32,303
+Added: Diversified/Conglomerate Service – 3.2 %
+Added: Perimeter Solutions Group – Term Debt (S + 8.5 %, 13.3 % Cash, Due 2/2029) (C)(U)
+Added: 15,000 15,000 15,000
Oil and Gas – 3.8 %
12 unchanged sentences
Beverage, Food, and Tobacco – 2.0 %
+Added: Salt & Straw, LLC – Preferred Equity (E)(G)
+Added: 7,000,000 7,000 9,450
Triple H Food Processors, LLC – Preferred Stock (E)(G)
3 unchanged sentences
Diversified/Conglomerate Manufacturing – 0.1 %
−Removed: Salvo Technologies, Inc.
−Removed: – Preferred Stock (E)(G)
+Added: Torrent Photonics Holdco LLC – Preferred Stock (E)(G)
2,650 2,650 552
6 unchanged sentences
7,000,000 7,000 9,954
−Removed: Trowbridge Chicago, LLC – Preferred Stock (E)(G)
+Added: Quality Environmental Midco, Inc.
+Added: – Preferred Equity (E)(G)
3,000,000 3,000 3,582
+Added: 10,500 13,536
Healthcare, Education, and Childcare – 0.2 %
15 unchanged sentences
Antenna Research Associates, Inc.
−Removed: – Common Equity Units (E)(G)
+Added: – Common Equity Units (E)(G)(U)
4,283 4,283 59,423
10 unchanged sentences
250,000 250 1,346
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
+Added: GLADSTONE CAPITAL CORPORATION
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: SEPTEMBER 30, 2024
+Added: (DOLLAR AMOUNTS IN THOUSANDS)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
Buildings and Real Estate – 0.0 %
6 unchanged sentences
2,000,000 2,000 859
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2023
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(K)(Q)
−Removed: Cost Fair Value
Diversified/Conglomerate Service – 0.3 %
+Added: Total Access Elevator, LLC – Common Equity (E)(G)
+Added: 750,000 750 1,234
WorkforceQA, LLC – Common Stock (E)(G)
14 unchanged sentences
Total Safety Holdings, LLC – Common Equity (E)(G)
−Removed: Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0 %
−Removed: Funko Acquisition Holdings, LLC (S) – Common Units (G)(T)
Telecommunications – 0.0 %
29 unchanged sentences
Diversified/Conglomerate Manufacturing – 0.9 %
−Removed: Lonestar EMS, LLC – Term Debt ( 8.0 % PIK, Due 6/2027) (E)(F)
+Added: Lonestar EMS, LLC – Term Debt ( 12.0 % Cash, Due 6/2027) (E)(F)
4,200 4,130 4,200
Personal and Non-Durable Consumer Products (Manufacturing Only) – 2.1 %
−Removed: WB Xcel Holdings, LLC – Line of Credit, $ 32 available (S + 10.5 %, 15.8 % Cash, Due 11/2026) (E)
−Removed: 1,468 1,468 1,468
−Removed: WB Xcel Holdings, LLC – Term Debt (S + 10.5 %, 15.8 % Cash, Due 11/2026) (E)
+Added: WB Xcel Holdings, LLC – Line of Credit, $ 0 available (S + 10.5 %, 15.3 % Cash, Due 11/2026) (E)(P)
4,750 4,750 3,171
+Added: WB Xcel Holdings, LLC – Term Debt (S + 10.5 %, 15.3 % Cash, Due 11/2026) (E)(P)
9,775 9,775 6,525
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
+Added: GLADSTONE CAPITAL CORPORATION
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: SEPTEMBER 30, 2024
+Added: (DOLLAR AMOUNTS IN THOUSANDS)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
Printing and Publishing – 0.0 %
6 unchanged sentences
8,547 8,547 8,547
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2023
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(K)(Q)
−Removed: Cost Fair Value
Preferred Equity – 0.0 %
10 unchanged sentences
100.0 % 6,750 8,214
−Removed: Machinery – 0.1 %
−Removed: PIC 360, LLC – Common Equity Units (E)(G)
+Added: Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0 %
+Added: WB Xcel Holdings, LLC – Common Warrant (E)(G)
Printing and Publishing – 0.9 %
3 unchanged sentences
Total Control Investments $ 37,784 $ 37,918
−Removed: TOTAL INVESTMENTS (V) – 172.5 %
+Added: TOTAL INVESTMENTS (T) – 169.1 %
$ 771,011 $ 796,260
2 unchanged sentences
Under 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.
−Removed: As of September 30, 2023, our investments in Leeds Novamark Capital I, L.P.
−Removed: (“Leeds”) and Funko Acquisition Holdings, LLC (“Funko”) are considered non-qualifying assets under Section 55 of the 1940 Act.
+Added: As of September 30, 2024, our investment in Leeds Novamark Capital I, L.P.
+Added: (“Leeds”) is considered a non-qualifying asset under Section 55 of the 1940 Act.
Such non-qualifying assets represent less than 0.1 % of total investments, at fair value, as of September 30, 2024.
9 unchanged sentences
(G) Security is non-income producing.
−Removed: (H) The Company has entered into an agreement that entitles it to the "last out" tranche of the first lien secured loans, whereby the "first out" tranche will receive priority as to the "last out" tranche with respect to payments of principal, interest, and any other amounts due thereunder.
+Added: (H) The cash interest rate on this investment was indexed to 90-day SOFR, which was 4.59 % as of September 30, 2024.
(I) Represents the principal balance for debt investments and the number of shares/units held for equity investments.
7 unchanged sentences
(P) Debt security is on non-accrual status.
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
(Q) 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.
3 unchanged sentences
Securities and Exchange Commission.
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: (T) Our investment in Funko was valued using Level 2 inputs within ASC 820 of the fair value hierarchy.
−Removed: Our common units in Funko are convertible to class A common stock in Funko, Inc.
−Removed: upon meeting certain requirements.
−Removed: Fair value was based on the closing market price of shares of Funko, Inc.
−Removed: as of the reporting date, less a discount for lack of marketability.
−Removed: 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.
−Removed: (U) The cash interest rate on this investment was indexed to 90-day SOFR, which was 5.40 % as of September 30, 2023.
−Removed: (V) Cumulative gross unrealized depreciation for federal income tax purposes is $ 56.9 million;
+Added: (T) Cumulative gross unrealized depreciation for federal income tax purposes is $ 66.1 million;
cumulative gross unrealized appreciation for federal income tax purposes is $ 85.8 million.
−Removed: Cumulative net unrealized depreciation is $ 23.2 million, based on a tax cost of $ 728.0 million.
+Added: Cumulative net unrealized appreciation is $ 19.7 million, based on a tax cost of $ 776.5 million.
+Added: (U) Investment was exited subsequent to September 30, 2024.
+Added: Refer to Note 14 – Subsequent Events for additional information.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
3 unchanged sentences
(DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
NON-CONTROL/NON-AFFILIATE INVESTMENTS (M) – 162.4 %
2 unchanged sentences
Antenna Research Associates, Inc.
−Removed: – Term Debt (SOFR + 10.0 %, 13.0 % Cash, 4.0 % PIK, Due 11/2026) (E)
+Added: – Term Debt (S + 10.0 %, 15.3 % Cash, 4.0 % PIK, Due 11/2026) (E)
$ 30,048 $ 30,048 $ 30,048
−Removed: Ohio Armor Holdings, LLC – Term Debt (L + 8.0 %, 11.1 % Cash, Due 2/2026) (C)
+Added: Ohio Armor Holdings, LLC – Term Debt (S + 8.0 %, 13.3 % Cash, Due 2/2026) (C)
17,738 17,738 17,294
−Removed: SpaceCo Holdings, LLC – Line of Credit, $ 100 available (L + 7.0 %, 10.8 % Cash, Due 12/2025) (C)(U)
+Added: SpaceCo Holdings, LLC – Line of Credit, $ 550 available (S + 7.2 %, 12.5 % Cash, Due 12/2025) (C)(U)
1,450 1,450 1,434
−Removed: SpaceCo Holdings, LLC – Term Debt (L + 7.0 %, 10.8 % Cash, Due 12/2025) (C)(U)
+Added: SpaceCo Holdings, LLC – Term Debt (S + 7.2 %, 12.5 % Cash, Due 12/2025) (C)(U)
30,284 29,961 29,944
1 unchanged sentence
Beverage, Food, and Tobacco – 17.8 %
−Removed: Café Zupas – Line of Credit, $ 4,000 available (L + 7.4 %, 10.5 % Cash, Due 12/2024) (C)
−Removed: Café Zupas – Delayed Draw Term Loan, $ 0 available (L + 7.4 %, 10.5 % Cash, Due 12/2024) (C)
+Added: Café Zupas – Line of Credit, $ 1,500 available (S + 6.8 %, 12.1 % Cash, Due 12/2024) (C)
+Added: Café Zupas – Delayed Draw Term Loan, $ 2,070 available (S + 6.8 %, 12.1 % Cash, Due 12/2024) (C)
7,970 7,970 7,850
−Removed: Café Zupas – Term Debt (L + 7.4 %, 10.5 % Cash, Due 12/2024) (C)
+Added: Café Zupas – Term Debt (S + 6.8 %, 12.1 % Cash, Due 12/2024) (C)
23,460 23,460 23,108
−Removed: Eegee’s LLC – Line of Credit, $ 1,000 available (L + 8.3 %, 11.4 % Cash, Due 6/2026) (C)
−Removed: Eegee’s LLC – Delayed Draw Term Loan, $ 4,500 available (L + 8.3 %, 11.4 % Cash, Due 6/2026) (C)
+Added: Eegee’s LLC – Line of Credit, $ 1,000 available (S + 7.8 %, 13.1 % Cash, Due 6/2026) (C)
+Added: Eegee’s LLC – Delayed Draw Term Loan, $ 4,500 available (S + 7.8 %, 13.1 % Cash, Due 6/2026) (C)
3,000 3,000 2,865
−Removed: Eegee’s LLC – Term Debt (L + 8.3 %, 11.4 % Cash, Due 6/2026) (C)
+Added: Eegee’s LLC – Term Debt (S + 7.8 %, 13.1 % Cash, Due 6/2026) (C)
17,000 17,000 16,235
−Removed: Salt & Straw, LLC – Line of Credit, $ 1,200 available (L + 8.0 %, 11.1 % Cash, Due 9/2027) (C)
+Added: Salt & Straw, LLC – Line of Credit, $ 2,000 available (S + 9.1 %, 14.4 % Cash, Due 9/2027) (C)
+Added: Salt & Straw, LLC – Delayed Draw Term Loan, $ 1,300 available (S + 9.1 %, 14.4 % Cash, Due 9/2027) (C)
10,200 10,133 9,715
−Removed: Salt & Straw, LLC – Delayed Draw Term Loan, $ 11,500 available (L + 8.0 %, 11.1 % Cash, Due 9/2027) (C)
−Removed: Sokol & Company Holdings, LLC – Term Debt (SOFR + 7.0 %, 10.0 % Cash, Due 8/2027) (C)(AA)
+Added: Sokol & Company Holdings, LLC – Term Debt (S + 7.0 %, 12.3 % Cash, Due 8/2027) (C)
13,500 13,500 13,095
1 unchanged sentence
Buildings and Real Estate – 0.5 %
−Removed: GFRC 360, LLC – Line of Credit, $ 500 available (L + 8.0 %, 11.1 % Cash, Due 9/2023) (C)
+Added: GFRC 360, LLC – Line of Credit, $ 175 available (S + 8.0 %, 13.3 % Cash, Due 9/2024) (C)
1,275 1,275 1,205
−Removed: GFRC 360, LLC – Term Debt (L + 8.0 %, 11.1 % Cash, Due 9/2023) (C)
+Added: GFRC 360, LLC – Term Debt (S + 8.0 %, 13.3 % Cash, Due 9/2024) (C)
1,000 1,000 945
Diversified/Conglomerate Manufacturing – 27.9 %
−Removed: Engineering Manufacturing Technologies, LLC – Line of Credit, $ 3,000 available (L + 8.3 %, 11.4 % Cash, Due 10/2026) (C)
−Removed: Engineering Manufacturing Technologies, LLC – Term Debt (L + 8.3 %, 11.4 % Cash, Due 10/2026) (C)
+Added: Engineering Manufacturing Technologies, LLC – Line of Credit, $ 3,000 available (S + 8.3 %, 13.6 % Cash, Due 10/2026) (C)
+Added: Engineering Manufacturing Technologies, LLC – Term Debt (S + 8.3 %, 13.6 % Cash, Due 10/2026) (C)
21,500 21,500 19,726
−Removed: Salvo Technologies, Inc.
−Removed: – Term Debt (SOFR + 9.5 %, 12.5 % Cash, Due 4/2027) (C)(AA)
+Added: NeoGraf Solutions LLC – Line of Credit, $ 4,500 available (S + 7.0 %, 11.0 % Cash, 1.3 % PIK, Due 1/2028) (C)
+Added: NeoGraf Solutions LLC – Term Debt (S + 7.0 %, 11.0 % Cash, 1.3 % PIK, Due 1/2028) (C)
27,154 27,154 26,000
−Removed: Viva Railings, LLC – Line of Credit, $ 4,000 available (L + 7.0 %, 10.1 % Cash, Due 5/2027) (C)
−Removed: Viva Railings, LLC – Term Debt (L + 7.0 %, 10.1 % Cash, Due 5/2027) (C)
+Added: OCI, LLC – Term Debt (S + 7.5 %, 12.8 % Cash, Due 5/2028) (C)
20,000 20,000 19,800
+Added: Salvo Technologies, Inc.
+Added: – Term Debt (S + 9.5 %, 14.8 % Cash, Due 4/2027) (C)
+Added: 11,768 11,768 10,900
Unirac Holdings, Inc.
−Removed: – Line of Credit, $ 2,222 available (SOFR + 6.5 %, 9.5 % Cash, Due 9/2027) (C)(AA)
+Added: – Line of Credit, $ 1,244 available (S + 6.5 %, 11.8 % Cash, Due 9/2027) (C)
Unirac Holdings, Inc.
−Removed: – Delayed Draw Term Loan, $ 2,778 available (SOFR + 6.5 %, 9.5 % Cash, Due 9/2027) (C)(AA)
+Added: – Delayed Draw Term Loan, $ 1,669 available (S + 6.5 %, 11.8 % Cash, Due 9/2027) (C)
+Added: 1,108 1,108 1,111
Unirac Holdings, Inc.
−Removed: – Term Debt (SOFR + 6.5 %, 9.5 % Cash, Due 9/2027) (C)(AA)
+Added: – Term Debt (S + 6.5 %, 11.8 % Cash, Due 9/2027) (C)
14,888 14,577 14,925
+Added: Viva Railings, LLC – Line of Credit, $ 4,000 available (S + 7.1 %, 12.4 % Cash, Due 5/2027) (C)
+Added: Viva Railings, LLC – Term Debt (S + 7.1 %, 12.4 % Cash, Due 5/2027) (C)
20,747 20,747 20,436
+Added: 117,832 113,878
Diversified/Conglomerate Service – 25.5 %
−Removed: Axios Industrial Group, LLC – Term Debt (SOFR + 9.5 %, 12.6 % Cash, Due 10/2027) (C)(AA)
+Added: Axios Industrial Group, LLC – Term Debt (S + 8.6 %, 13.9 % Cash, Due 10/2027) (C)
11,550 11,519 11,291
−Removed: Axios Industrial Group, LLC– Delayed Draw Term Loan, $ 5,000 available (SOFR + 9.5 %, 12.6 % Cash, Due 10/2027) (C)(AA)
+Added: DKI Ventures, LLC – Line of Credit, $ 170 available ( 9.0 % Cash, Due 12/2025) (C)(F)
+Added: DKI Ventures, LLC – Term Debt ( 9.0 % Cash, Due 12/2025) (C)(F)
5,915 5,915 3,253
−Removed: DKI Ventures, LLC – Term Debt (SOFR + 8.0 %, 11.0 % Cash, Due 12/2023) (C)
+Added: ENET Holdings, LLC – Term Debt (S + 8.3 %, 13.6 % Cash, Due 4/2025) (C)
22,289 22,289 21,397
−Removed: ENET Holdings, LLC – Term Debt (L + 7.3 %, 10.4 % Cash, Due 4/2025) (C)
+Added: Fix-It Group, LLC – Line of Credit, $ 2,500 available (S + 8.1 %, 13.4 % Cash, Due 12/2026) (C)
+Added: Fix-It Group, LLC – Term Debt (S + 8.1 %, 13.4 % Cash, Due 12/2026) (C)
12,200 12,200 12,170
−Removed: Fix-It Group, LLC – Line of Credit, $ 3,000 available (L + 7.0 %, 10.1 % Cash, Due 12/2026) (C)(U)
−Removed: Fix-It Group, LLC – Term Debt (L + 7.0 %, 10.1 % Cash, Due 12/2026) (C)(U)
+Added: Fix-It Group, LLC – Delayed Draw Term Loan, $ 0 available (S + 8.1 %, 13.4 % Cash, Due 12/2026) (C)
6,911 6,911 6,894
4 unchanged sentences
(DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
−Removed: Fix-It Group, LLC– Delayed Draw Term Loan, $ 10,000 available (L + 7.0 %, 10.1 % Cash, Due 12/2026) (C)(U)
−Removed: MCG Energy Solutions, LLC – Line of Credit, $ 3,000 available (L + 7.5 %, 10.6 % Cash, Due 3/2026) (C)
−Removed: MCG Energy Solutions, LLC – Term Debt (L + 7.5 %, 10.6 % Cash, 3.5 % PIK, Due 3/2026) (C)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
+Added: Leadpoint Business Services, LLC – Term Debt (S + 8.5 %, 13.8 % Cash, Due 2/2028) (C)
13,500 13,500 13,399
−Removed: R2i Holdings, LLC – Line of Credit, $ 1,171 available ( 8.0 % PIK, Due 12/2023) (F)(Y)
−Removed: R2i Holdings, LLC – Term Debt ( 8.0 % PIK, Due 12/2023) (F)(Y)
+Added: MCG Energy Solutions, LLC – Term Debt (S + 7.6 %, 12.9 % Cash, 3.5 % PIK, Due 3/2026) (C)
20,146 20,107 17,628
−Removed: WorkforceQA, LLC– Line of Credit, $ 2,000 available (L + 6.5 %, 9.6 % Cash, Due 12/2026) (C)(U)
−Removed: WorkforceQA, LLC – Term Debt (L + 8.5 %, 11.6 % Cash, Due 12/2026) (C)(H)(U)
+Added: Trowbridge Chicago, LLC – Line of Credit, $ 2,000 available (S + 7.0 %, 12.3 % Cash, Due 6/2029) (C)
+Added: Trowbridge Chicago, LLC – Term Debt (S + 7.0 %, 12.3 % Cash, Due 6/2029) (C)
5,750 5,750 5,664
+Added: WorkforceQA, LLC – Line of Credit, $ 1,600 available (S + 6.5 %, 11.8 % Cash, Due 12/2026) (C)
+Added: WorkforceQA, LLC – Term Debt (S + 8.4 %, 13.7 % Cash, Due 12/2026) (C)(H)
10,000 9,971 9,987
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2022
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
+Added: WorkforceQA, LLC – Term Debt (S + 9.3 %, 14.6 % Cash, Due 12/2026) (C)(H)
+Added: 1,600 1,595 1,598
+Added: 110,862 104,293
Healthcare, Education, and Childcare – 26.5 %
−Removed: ALS Education, LLC – Line of Credit, $ 3,000 available (L + 7.0 %, 10.1 % Cash, Due 5/2025) (C)
−Removed: ALS Education, LLC – Term Debt (L + 7.0 %, 10.1 % Cash, Due 5/2025) (C)
+Added: ALS Education, LLC – Line of Credit, $ 3,000 available (S + 7.0 %, 12.3 % Cash, Due 5/2025) (C)
+Added: ALS Education, LLC – Term Debt (S + 7.0 %, 12.3 % Cash, Due 5/2025) (C)
18,700 18,700 18,700
HH-Inspire Acquisition, Inc.
−Removed: – Line of Credit, $ 1,500 available (L + 6.8 %, 9.9 % Cash, Due 12/2026) (C)(U)
+Added: – Line of Credit, $ 478 available (S + 8.0 %, 13.4 % Cash, Due 4/2028) (C)(U)
1,359 1,359 1,347
HH-Inspire Acquisition, Inc.
−Removed: – Term Debt (L + 6.8 %, 9.9 % Cash, Due 12/2026) (C)(U)
+Added: – Term Debt (S + 8.0 %, 13.4 % Cash, Due 4/2028) (C)(U)
16,013 16,013 15,872
HH-Inspire Acquisition, Inc.
−Removed: – Term Debt (L + 6.8 %, 9.9 % Cash, Due 12/2026) (C)(U)
−Removed: 8,000 8,000 7,940
−Removed: HH-Inspire – Delayed Draw Term Loan, $ 0 available (L + 6.8 %, 9.9 % Cash, Due 12/2026) (C)(U)
+Added: – Term Debt (S + 8.0 %, 13.4 % Cash, Due 4/2028) (C)(U)
3,225 3,225 3,197
Pansophic Learning, Ltd.
−Removed: – Term Debt (L + 7.3 %, 10.4 % Cash, Due 3/2027) (C)
+Added: – Term Debt (S + 7.5 %, 12.9 % Cash, Due 3/2027) (C)(U)
28,000 27,968 27,965
Pansophic Learning, Ltd.
−Removed: – Term Debt (L + 7.3 %, 10.4 % Cash, Due 3/2027) (C)
+Added: – Term Debt (S + 7.5 %, 12.9 % Cash, Due 3/2027) (C)(U)
5,000 4,994 4,994
−Removed: Turn Key Health Clinics, LLC – Line of Credit, $ 1,500 available (L + 7.3 %, 10.4 % Cash, Due 6/2026) (C)
−Removed: Turn Key Health Clinics, LLC – Term Debt (L + 7.3 %, 10.4 % Cash, Due 6/2026) (C)
+Added: Technical Resource Management, LLC – Line of Credit, $ 1,000 available (S + 8.0 %, 13.3 % Cash, Due 4/2028) (C)
2,000 2,000 1,970
+Added: Technical Resource Management, LLC – Term Debt (S + 8.0 %, 13.3 % Cash, Due 4/2028) (C)
23,000 23,000 22,655
+Added: Technical Resource Management, LLC – Delayed Draw Term Loan, $ 2,500 available (S + 8.0 %, 13.3 % Cash, Due 4/2028) (C)
+Added: Turn Key Health Clinics, LLC – Line of Credit, $ 1,500 available (S + 7.3 %, 12.6 % Cash, Due 6/2026) (C)
+Added: Turn Key Health Clinics, LLC – Term Debt (S + 7.3 %, 12.6 % Cash, Due 6/2026) (C)
+Added: 11,000 11,000 10,986
+Added: 108,759 108,185
Machinery – 1.4 %
−Removed: Arc Drilling Holdings LLC – Line of Credit, $ 1,000 available (L + 8.0 %, 11.1 % Cash, Due 11/2022) (C)
−Removed: Arc Drilling Holdings LLC – Term Debt (L + 9.5 %, 12.6 % Cash, 3.0 % PIK, Due 11/2022) (C)
+Added: Arc Drilling Holdings LLC – Line of Credit, $ 1,000 available (S + 11.5 %, 10.5 % Cash, 6.3 % PIK, Due 2/2024) (C)
+Added: Arc Drilling Holdings LLC – Term Debt (S + 11.5 %, 10.5 % Cash, 6.3 % PIK, Due 2/2024) (C)
5,928 5,928 5,724
−Removed: Printing and Publishing – 0.0 %
−Removed: Chinese Yellow Pages Company – Line of Credit, $ 0 available (PRIME + 4.0 %, 10.3 % Cash, Due 2/2015) (E)(V)(Q)
Telecommunications – 1.4 %
−Removed: B+T Group Acquisition, Inc.(S) – Line of Credit, $ 0 available (L + 11.0 %, 14.1 % Cash, Due 12/2024) (C)
+Added: B+T Group Acquisition, Inc.
+Added: (S) – Line of Credit, $ 0 available (S + 2.0 %, 7.3 % Cash, Due 12/2024) (C)
1,200 1,200 978
−Removed: B+T Group Acquisition, Inc.(S) – Term Debt (L + 11.0 %, 14.1 % Cash, Due 12/2024) (C)
+Added: B+T Group Acquisition, Inc.
+Added: (S) – Term Debt (S + 2.0 %, 7.3 % Cash, Due 12/2024) (C)
6,000 6,000 4,890
3 unchanged sentences
Sea Link International IRB, Inc.
−Removed: – Term Debt ( 14.5 % PIK, Due 12/2025) (C)(F)
+Added: – Term Debt ( 11.3 % Cash, 2.0 % PIK, Due 12/2025) (C)(F)
12,083 12,053 11,675
+Added: Sea Link International IRB, Inc.
+Added: – Term Debt ( 12.0 % Cash, 2.0 % PIK, Due 12/2025) (C)(F)
+Added: 4,000 4,000 4,000
+Added: 16,053 15,675
Beverage, Food, and Tobacco – 0.6 %
8th Avenue Food & Provisions, Inc.
−Removed: – Term Debt (L + 7.8 %, 10.9 % Cash, Due 10/2026) (D)
+Added: – Term Debt (S + 7.9 %, 13.2 % Cash, Due 10/2026) (D)
3,683 3,683 2,495
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2022
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
Diversified/Conglomerate Manufacturing – 8.9 %
+Added: OCI, LLC – Term Debt ( 7.0 % Cash, 7.0 % PIK, Due 11/2028) (C)(F)
+Added: 2,012 2,012 1,992
Springfield, Inc.
−Removed: – Term Debt (L + 10.0 %, 13.1 % Cash, Due 12/2026) (C)
+Added: – Term Debt (S + 10.1 %, 15.4 % Cash, Due 12/2026) (C)
30,000 30,000 29,850
−Removed: Tailwind Smith Cooper Intermediate Corporation – Term Debt (L + 9.0 %, 12.1 % Cash, Due 5/2027) (D)
+Added: Tailwind Smith Cooper Intermediate Corporation – Term Debt (S + 9.0 %, 14.4 % Cash, Due 5/2027) (D)(U)
5,000 4,856 4,294
2 unchanged sentences
CHA Holdings, Inc.
−Removed: – Term Debt (L + 8.8 %, 12.5 % Cash, Due 4/2026) (D)(U)
+Added: – Term Debt (S + 9.0 %, 14.4 % Cash, Due 4/2026) (D)(U)
3,000 2,974 2,820
−Removed: Gray Matter Systems, LLC – Term Debt ( 11.3 % Cash, Due 12/2026) (C)(F)
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
+Added: GLADSTONE CAPITAL CORPORATION
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: SEPTEMBER 30, 2023
+Added: (DOLLAR AMOUNTS IN THOUSANDS)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
+Added: Gray Matter Systems, LLC – Term Debt ( 12.0 % Cash, 2.0 % PIK, Due 12/2026) (C)(F)
13,645 13,578 13,645
−Removed: Gray Matter Systems, LLC – Delayed Draw Term Loan, $ 4,000 available ( 11.3 % Cash, Due 12/2026) (C)(F)
16,552 16,465
2 unchanged sentences
28,800 28,800 28,800
−Removed: Machinery – 0.2 %
−Removed: CPM Holdings, Inc.
−Removed: – Term Debt (L + 8.3 %, 11.4 % Cash, Due 11/2026) (D)
Oil and Gas – 5.1 %
−Removed: Imperative Holdings Corporation – Term Debt (L + 10.3 %, 13.4 % Cash, Due 9/2024) (C)
+Added: Imperative Holdings Corporation – Term Debt (S + 9.8 %, 15.1 % Cash, Due 8/2028) (C)
21,015 20,871 20,858
3 unchanged sentences
Frontier Financial Group Inc.
−Removed: – Convertible Debt ( 6.0 %, Due 6/2022) (E)(F)
−Removed: $ 198 $ 198 $ 55
+Added: – Convertible Debt ( 6.0 % Cash, Due 6/2022) (E)(F)
Preferred Equity – 5.3 %
17 unchanged sentences
– Preferred Stock Warrant (E)(G)
−Removed: MCG Energy Solutions, LLC – Preferred Stock (E)
+Added: MCG Energy Solutions, LLC – Preferred Stock (E)(G)
7,000,000 7,000 8,904
+Added: Trowbridge Chicago, LLC – Preferred Stock (E)(G)
+Added: 242,105 750 750
Healthcare, Education, and Childcare – 0.8 %
11 unchanged sentences
6,130 2,024 —
−Removed: NetFortris Holdings LLC – Preferred Stock (E)(G)
−Removed: 7,890,860 789 469
Total Preferred Equity $ 23,061 $ 21,733
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2022
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
Common Equity – 7.3 %
9 unchanged sentences
Beverage, Food, and Tobacco – 0.8 %
+Added: Salt & Straw, LLC – Common Warrant (E)(G)
Sokol & Company Holdings, LLC – Common Stock (E)(G)
7 unchanged sentences
6,000 3,000 —
+Added: OCI, LLC – Common Units (E)(G)
+Added: NeoGraf Solutions LLC – Common Stock (E)(G)
+Added: 2,000,000 2,000 —
Diversified/Conglomerate Service – 0.1 %
WorkforceQA, LLC – Common Stock (E)(G)
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
+Added: GLADSTONE CAPITAL CORPORATION
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: SEPTEMBER 30, 2023
+Added: (DOLLAR AMOUNTS IN THOUSANDS)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
Healthcare, Education, and Childcare – 1.5 %
Giving Home Health Care, LLC – Warrant (E)(G)
+Added: 10,667 19 2,794
GSM MidCo LLC – Common Stock (E)(G)
2 unchanged sentences
– Limited Partnership Interest ($ 843 uncalled capital commitment) (G)(L)(R)
+Added: Technical Resource Management, LLC – Common Stock (E)(G)
2,000,000 2,000 1,415
10 unchanged sentences
(S) – Common Stock Warrant (E)(G)
−Removed: Textiles and Leather – 2.5 %
−Removed: Targus Cayman HoldCo, Ltd.
−Removed: – Common Stock (G)(Y)(Z)
−Removed: 3,076,414 2,062 7,978
Total Common Equity $ 18,195 $ 29,672
Total Non-Control/Non-Affiliate Investments $ 671,397 $ 663,544
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2022
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
AFFILIATE INVESTMENTS (N) – 2.6 %
2 unchanged sentences
Edge Adhesives Holdings, Inc.
−Removed: (S) – Term Debt (L + 5.5 %, 8.6 % Cash, Due 8/2024) (E)
−Removed: $ 6,140 $ 6,140 $ 2,550
−Removed: Diversified/Conglomerate Service – 10.2 %
−Removed: Encore Dredging Holdings, LLC – Line of Credit, $ 3,000 available (L + 8.3 %, 11.4 % Cash, Due 12/2025) (C)
−Removed: Encore Dredging Holdings, LLC – Term Debt (L + 7.0 %, 10.1 % Cash, 1.5 % PIK, Due 12/2025) (C)
−Removed: $ 23,611 23,611 22,962
−Removed: Encore Dredging Holdings, LLC – Term Debt (L + 7.0 %, 10.1 % Cash, 2.5 % PIK, Due 12/2025) (C)
−Removed: $ 4,532 4,532 4,407
−Removed: Encore Dredging Holdings, LLC – Delayed Draw Term Loan, $ 0 available (L + 7.0 %, 10.1 % Cash, 1.5 % PIK, Due 12/2025) (C)
−Removed: $ 5,023 5,023 4,885
+Added: (S) – Term Debt (S + 5.5 %, 10.8 % Cash, Due 8/2024) (E)(P)
6,140 6,140 2,895
−Removed: Total Secured First Lien Debt $ 39,306 $ 34,804
Preferred Equity – 1.3 %
4 unchanged sentences
Diversified/Conglomerate Service– 1.1 %
−Removed: Encore Dredging Holdings, LLC (S) – Preferred Stock (E)(G)
+Added: Encore Dredging Holdings, LLC – Preferred Stock (E)(G)
3,840,000 3,840 4,265
7 unchanged sentences
1,170,370 800 2,404
−Removed: Total Common Equity $ 300 $ 647
Total Affiliate Investments $ 16,746 $ 10,421
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
−Removed: GLADSTONE CAPITAL CORPORATION
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: SEPTEMBER 30, 2022
−Removed: (DOLLAR AMOUNTS IN THOUSANDS)
−Removed: Company and Investment (A)(B)(W)(K)
CONTROL INVESTMENTS (O) – 7.5 %
1 unchanged sentence
Diversified/Conglomerate Manufacturing – 0.9 %
−Removed: Lonestar EMS, LLC – Term Debt ( 8.0 % Cash, Due 6/2027) (E)(F)
+Added: Lonestar EMS, LLC – Term Debt ( 8.0 % PIK, Due 6/2027) (E)(F)
3,927 3,927 3,927
Personal and Non-Durable Consumer Products (Manufacturing Only) – 2.8 %
−Removed: WB Xcel Holdings, LLC - Line of Credit, $ 32 available (L + 10.5 %, 13.6 % Cash, Due 11/2026) (E)
+Added: WB Xcel Holdings, LLC – Line of Credit, $ 32 available (S + 10.5 %, 15.8 % Cash, Due 11/2026) (E)
1,468 1,468 1,468
−Removed: WB Xcel Holdings, LLC - Term Loan (L + 10.5 %, 13.6 % Cash, Due 11/2026) (E)
+Added: WB Xcel Holdings, LLC – Term Debt (S + 10.5 %, 15.8 % Cash, Due 11/2026) (E)
9,825 9,825 9,825
2 unchanged sentences
TNCP Intermediate HoldCo, LLC – Line of Credit, $ 1,100 available ( 8.0 % Cash, Due 10/2024) (E)(F)
−Removed: $ 1,000 1,000 1,000
Total Secured First Lien Debt $ 16,120 $ 16,120
2 unchanged sentences
Defiance Integrated Technologies, Inc.
−Removed: – Term Debt (L + 9.5 %, 12.6 % Cash, Due 5/2026) (E)
−Removed: $ 7,665 $ 7,665 $ 7,665
−Removed: Unsecured Debt – 0.0 %
−Removed: Diversified/Conglomerate Manufacturing – 0.0 %
−Removed: LWO Acquisitions Company LLC – Term Debt (Due 6/2023) (E)(P)
+Added: – Term Debt (S + 9.6 %, 14.9 % Cash, Due 5/2026) (E)
7,425 7,425 7,425
1 unchanged sentence
Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0 %
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
+Added: GLADSTONE CAPITAL CORPORATION
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS
+Added: SEPTEMBER 30, 2023
+Added: (DOLLAR AMOUNTS IN THOUSANDS)
+Added: Company and Investment (A)(B)(K)(Q)
+Added: Cost Fair Value
WB Xcel Holdings, LLC – Preferred Stock (E)(G)
6 unchanged sentences
Diversified/Conglomerate Manufacturing – 0.0 %
−Removed: Circuitronics EMS Holdings LLC – Common Units (E)(G)
−Removed: 921,000 921 —
Lonestar EMS, LLC – Common Units (E)(G)
7 unchanged sentences
Total Control Investments $ 34,126 $ 30,850
−Removed: TOTAL INVESTMENTS (X) – 205.9 %
+Added: TOTAL INVESTMENTS (V) – 172.5 %
$ 722,269 $ 704,815
1 unchanged sentence
The majority of the securities listed, totaling $ 628.3 million at fair value, are pledged as collateral under our revolving line of credit, as described further in Note 5— Borrowings in the accompanying Notes to Consolidated Financial Statements.
−Removed: Under 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.
−Removed: As of September 30, 2022, our investments in Leeds and Funko are considered non-qualifying assets under Section 55 of the 1940 Act.
−Removed: Such non-qualifying assets represent 1.0 % of total investments, at fair value, as of September 30, 2022.
−Removed: (B) Unless indicated otherwise, all cash interest rates are indexed to 30-day London Interbank Offered Rate (“LIBOR” or “L”), which was 3.14 % as of September 30, 2022.
−Removed: If applicable, PIK interest rates are noted separately from the cash interest rate.
+Added: Under 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.
+Added: As of September 30, 2023, our investments in Leeds Novamark Capital I, L.P.
+Added: (“Leeds”) and Funko Acquisition Holdings, LLC (“Funko”) are considered non-qualifying assets under Section 55 of the 1940 Act.
+Added: Such non-qualifying assets represent less than 0.1 % of total investments, at fair value, as of September 30, 2023.
+Added: (B) Unless indicated otherwise, all cash interest rates are indexed to one-month Secured Overnight Financing Rate (“SOFR” or “S”), which was 5.32 % as of September 30, 2023.
+Added: If applicable, paid-in-kind (“PIK”) interest rates are noted separately from the cash interest rate.
Certain securities are subject to an interest rate floor.
−Removed: The cash interest rate is the greater of the floor or LIBOR plus a spread.
+Added: The cash interest rate is the greater of the floor or SOFR plus a spread.
Due dates represent the contractual maturity date.
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(G) Security is non-income producing.
−Removed: (H) The Company has entered into an agreement that entitles it to the "last out" tranche of the first lien secured loan, whereby the "first out" tranche will receive priority as to the "last out" tranche with respect to payments of principal, interest, and any other amounts due thereunder.
−Removed: Therefore, the Company receives a higher interest rate than the contractual stated interest rate of LIBOR plus 6.50 % (Floor 1.0 %) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.
+Added: (H) The Company has entered into an agreement that entitles it to the "last out" tranche of the first lien secured loans, whereby the "first out" tranche will receive priority as to the "last out" tranche with respect to payments of principal, interest, and any other amounts due thereunder.
(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.
−Removed: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
(J) Where applicable, aggregates all shares of a class of stock owned without regard to specific series owned within such class (some series of which may or may not be voting shares) or aggregates all warrants to purchase shares of a class of stock owned without regard to specific series of such class of stock such warrants allow us to purchase.
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(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.
−Removed: (P) Debt security does not have a stated interest rate that is payable thereon.
−Removed: (Q) Investment maturity date has passed.
−Removed: Investment continues to make applicable interest payments.
+Added: (P) Debt security is on non-accrual status.
+Added: (Q) 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.
+Added: Refer to Note 3— Investments in the accompanying Notes to Consolidated Financial Statements for additional information.
(R) Fair value was based on net asset value provided by the fund as a practical expedient.
1 unchanged sentence
Securities and Exchange Commission.
−Removed: (T) Our investment in Funko was valued using Level 2 inputs within the ASC 820 fair value hierarchy.
+Added: (T) Our investment in Funko was valued using Level 2 inputs within ASC 820 of the fair value hierarchy.
Our common units in Funko are convertible to class A common stock in Funko, Inc.
upon meeting certain requirements.
−Removed: Fair value was based on the closing market price of shares of Funko, Inc.
+Added: Fair value was based on the closing market price of
+Added: THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
+Added: shares of Funko, Inc.
as of the reporting date, less a discount for lack of marketability.
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.
−Removed: (U) The cash interest rate on this investment was indexed to 90-day LIBOR, which was 3.75 % as of September 30, 2022.
−Removed: (V) The cash interest rate on this investment was indexed to the U.S.
−Removed: Prime Rate (“PRIME”), which was 6.25 % as of September 30, 2022.
−Removed: (W) Unless indicated otherwise, all of our investments are valued using Level 3 inputs within the ASC 820 fair value hierarchy.
−Removed: Refer to Note 3 — Investments in the accompanying Notes to Consolidated Financial Statements for additional information.
−Removed: (X) Cumulative gross unrealized depreciation for federal income tax purposes is $ 52.3 million;
+Added: (U) The cash interest rate on this investment was indexed to 90-day SOFR, which was 5.40 % as of September 30, 2023.
+Added: (V) Cumulative gross unrealized depreciation for federal income tax purposes is $ 56.9 million;
cumulative gross unrealized appreciation for federal income tax purposes is $ 33.7 million.
Cumulative net unrealized depreciation is $ 23.2 million, based on a tax cost of $ 728.0 million.
−Removed: (Y) Fair value was based on the expected exit or payoff amount, where such event has occurred or is expected to occur imminently .
−Removed: (Z) Investment was exited subsequent to September 30, 2022.
−Removed: (AA) The cash interest rate on this investment was indexed to the 30-day SOFR, which was 3.04 % as of September 30, 2022.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.
28 unchanged sentences
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.
+Added: Retroactive Adjustments for Reverse Stock Split
+Added: The outstanding shares and per share amounts of the Company’s common stock in this Annual Report have been retroactively adjusted for the 1-for-2 reverse stock split (the “Reverse Stock Split”) effected on April 4, 2024 (effective April 5, 2024 for trading purposes) for all activity prior to that date, unless stated otherwise.
Use of Estimates
24 unchanged sentences
Board Responsibility
−Removed: Our board of directors (the “Board of Directors”) has approved investment valuation policies and procedures pursuant to Rule 2a-5 (the “Policy”) and, in July 2022, designated the Adviser to serve as the Board of Directors’ valuation designee (“Valuation Designee”) under the 1940 Act.
+Added: Our board of directors (the “Board of Directors”) has approved investment valuation policies and procedures pursuant to Rule 2a-5 under the 1940 Act (the “Policy”) and, in July 2022, designated the Adviser to serve as the Board of Directors’ valuation designee (“Valuation Designee”) under the 1940 Act.
In accordance with the 1940 Act, our Board of Directors has the ultimate responsibility for reviewing the good faith fair value determination of our investments for which market quotations are not readily available based on our Policy and for overseeing the Valuation Designee.
Such review and oversight includes receiving written fair value determinations and supporting materials provided by the Valuation Designee, in coordination with the Administrator and with the oversight by the Company's chief valuation officer (collectively, the “Valuation Team”).
−Removed: The Valuation Committee of our Board of Directors (comprised entirely of independent directors) meets to review the valuation determinations and supporting materials, discusses the information provided by the Valuation Team, determines whether the Valuation Team has followed
−Removed: the Policy, and reviews other facts and circumstances, including current valuation risks, conflicts of interest, material valuation matters, appropriateness of valuation methodologies, back-testing results, price challenges/overrides, and ongoing monitoring and oversight of pricing services.
+Added: The Valuation Committee of our Board of Directors (comprised entirely of independent directors) meets to review the valuation determinations and supporting materials, discusses the information provided by the Valuation Team, determines whether the Valuation Team has followed the Policy, and reviews other facts and circumstances, including current valuation risks, conflicts of interest, material valuation matters, appropriateness of valuation methodologies, back-testing results, price challenges/overrides, and ongoing monitoring and oversight of pricing services.
After the Valuation Committee concludes its meeting, it and the chief valuation officer, representing the Valuation Designee, present the Valuation Committee’s findings on the Valuation Designee's determinations to the entire Board of Directors so that the full Board of Directors may review the Valuation Designee's determined fair values of such investments in accordance with the Policy.
3 unchanged sentences
The Valuation Team engages third-party valuation firms to provide independent assessments of fair value of certain of our investments.
−Removed: A third party valuation firm generally provides estimates of fair value on our proprietary debt investments.
+Added: A third-party valuation firm generally provides estimates of fair value on our debt investments.
The Valuation Team generally assigns the third-party valuation firm’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.
−Removed: The Valuation Team corroborates the third party valuation firm’s estimates of fair value using one or more of the valuation techniques discussed below.
+Added: The Valuation Team corroborates this third-party valuation firm’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 the third-party valuation firm’s.
−Removed: When this occurs, our Valuation Committee and Board of Directors review whether the Valuation Team has followed the Policy and the Valuation Committee reviews whether the Valuation Team’s recommended fair value is reasonable in light of the Policy and other facts and circumstances.
+Added: When this occurs, our Valuation Committee and Board of Directors review whether the Valuation Team has followed the Policy and the Valuation Committee reviews whether the Valuation Designee’s determined fair value is reasonable in light of the Policy and other relevant facts and circumstances.
We may engage other independent valuation firms to provide earnings multiple ranges, as well as other information, and evaluate such information for incorporation into the total enterprise value (“TEV”) of certain of our investments.
1 unchanged sentence
The Valuation Team evaluates such information for incorporation into our TEV, including review of all inputs provided by the independent valuation firm.
−Removed: The Valuation Team then makes a recommendation to our Valuation Committee as to the fair value.
−Removed: Our Valuation Committee reviews the recommended fair value, and whether it is reasonable in light of the Policy, and other relevant facts and circumstances.
+Added: The Valuation Team then presents a determination to our Valuation Committee as to the fair value.
+Added: Our Valuation Committee reviews the determined fair value and whether it is reasonable in light of the Policy and other relevant facts and circumstances.
Valuation Techniques
9 unchanged sentences
Generally, the Valuation Team uses TEV to value our equity investments and, in the circumstances where we have the ability to effectuate a sale of a portfolio company, our debt investments.
+Added: When there is equity
+Added: value or sufficient TEV to cover the principal balance of our debt securities, the fair value of our senior secured debt generally equals or approximates cost.
TEV is primarily calculated using EBITDA and EBITDA multiples;
however, TEV may also be calculated using revenue and revenue multiples or a discounted cash flow (“DCF”) analysis whereby future expected cash flows of the portfolio company are discounted to determine a net present value using estimated risk-adjusted discount rates, which incorporate adjustments for nonperformance and liquidity risks.
−Removed: • Yield Analysis — The Valuation Team generally determines the fair value of our debt investments for which we do not have the ability to effectuate a sale of the applicable portfolio company using the yield analysis, which
−Removed: includes a DCF calculation and assumptions that the Valuation Team believes market participants would use, including, estimated remaining life, current market yield, current leverage, and interest rate spreads.
+Added: • Yield Analysis — The Valuation Team generally determines the fair value of our debt investments for which we do not have the ability to effectuate a sale of the applicable portfolio company using the yield analysis, which includes a DCF calculation and assumptions that the Valuation Team believes market participants would use, including, estimated remaining life, current market yield, current leverage, and interest rate spreads.
This technique develops a modified discount rate that incorporates risk premiums including increased probability of default, increased loss upon default and increased liquidity risk.
24 unchanged sentences
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 such that the interest income is deemed to be collectible.
+Added: As of September 30, 2024, our loans to B+T Group Acquisition, Inc., Edge Adhesives Holdings, Inc., and WB Xcel Holdings, LLC were on non-accrual status with a cost basis of $ 28.3 million, or 4.1 % of the cost basis of all debt investments in our portfolio, and a fair value of $ 12.8 million, or 1.9 % of the fair value of all debt investments in our portfolio.
As of September 30, 2023, our loan to Edge Adhesives Holdings, Inc.
was on non-accrual status with a cost basis of $ 6.1 million, or 0.9 % of the cost basis of all debt investments in our portfolio, and a fair value of $ 2.9 million, or 0.5 % of the fair value of all debt investments in our portfolio.
−Removed: There were no loans on non-accrual status as of September 30, 2022.
We currently hold, and we expect to hold in the future, some loans in our portfolio that contain OID or PIK provisions.
3 unchanged sentences
To maintain our ability to be taxed as a RIC, we may need to pay out both OID and PIK non-cash income amounts in the form of distributions, even though we have not yet collected the cash on either.
−Removed: As of each of September 30, 2023 and 2022, we held four OID loans.
+Added: As of September 30, 2024 and 2023, we held two and four OID loans, respectively.
We recorded OID income of $ 0.4 million, $ 0.2 million, and $ 0.5 million during the years ended September 30, 2024, 2023, and 2022, respectively.
The unamortized balance of OID investments as of September 30, 2024 and 2023 totaled $ 0.6 million and $ 0.7 million, respectively.
−Removed: As of September 30, 2023 and 2022, we had eight and six investments which had a PIK interest component, respectively.
+Added: As of each of September 30, 2024 and 2023, we had eight investments which had a PIK interest component.
We recorded PIK interest income of $ 5.7 million, $ 3.6 million, and $ 4.2 million during the years ended September 30, 2024, 2023, and 2022, respectively.
51 unchanged sentences
When a determination is made to classify our investments within Level 3 of the valuation hierarchy, such determination is based upon the significance of the unobservable factors to the overall fair value measurement.
−Removed: However, Level 3 financial
−Removed: instruments typically include, in addition to the unobservable, or Level 3, inputs, observable inputs (or components that are actively quoted and can be validated to external sources).
+Added: However, Level 3 financial instruments typically include, in addition to the unobservable, or Level 3, inputs, observable inputs (or components that are actively quoted and can be validated to external sources).
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.
Investments in funds measured using NAV as a practical expedient are not categorized within the fair value hierarchy.
−Removed: As of September 30, 2023, 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, and our investment in Leeds Novamark Capital I, L.P.
+Added: As of September 30, 2024, all of our investments were valued using Level 3 inputs within the ASC 820 fair value hierarchy, except for our investment in Leeds Novamark Capital I, L.P.
(“Leeds”), which was valued using NAV as a practical expedient.
−Removed: As of September 30, 2022, all of our investments were valued using Level 3 inputs within the ASC 820 fair value hierarchy, except for our investment in Funko, which was valued using Level 2 inputs, and our investment in Leeds, which was valued using NAV as a practical expedient.
+Added: As of September 30, 2023, 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, and our investment in Leeds, which was valued using NAV as a practical expedient.
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.
33 unchanged sentences
$ 704,584 $ — $ 22 $ 704,562
−Removed: (A) Excludes our investment in Leeds with a fair value of $ 0.2 million and $ 6.4 million as of September 30, 2023 and 2022, respectively.
+Added: (A) Excludes our investment in Leeds with a fair value of $ 38 thousand and $ 0.2 million as of September 30, 2024 and 2023, respectively.
Leeds was valued using NAV as a practical expedient.
29 unchanged sentences
Total Investments at Fair Value Using Level 3 Inputs $ 796,222 $ 704,562
−Removed: (A) Excludes our investments in Leeds and Funko with fair values of $ 0.2 million and $ 22 thousand, respectively, as of September 30, 2023.
−Removed: Leeds was valued using NAV as a practical expedient, and Funko was valued using Level 2 inputs.
+Added: (A) Excludes our investment in Leeds with fair value of $ 38 thousand as of September 30, 2024.
+Added: Leeds was valued using NAV as a practical expedient.
(B) Excludes our investments in Leeds and Funko with fair values of $ 0.2 million and $ 22 thousand, respectively, as of September 30, 2023.
11 unchanged sentences
2024 September 30,
−Removed: Secured first lien debt (A)
−Removed: $ 461,638 $ 423,912 Yield Analysis Discount Rate 11.8 %– 29.9 % / 14.8 %
+Added: Secured first lien debt $ 464,090 $ 461,638 Yield Analysis Discount Rate 10.8 %– 17.3 % / 12.6 %
11.8 %– 29.9 % / 14.8 %
19 unchanged sentences
$ 5,044 –$ 5,044 / $ 5,044
−Removed: Preferred and common equity / equivalents (B)
+Added: Preferred and common equity / equivalents (A)
127,537 65,983 TEV EBITDA multiple 4.1 x– 13.9 x / 8.0 x
7 unchanged sentences
Total Level 3 Investments, at Fair Value $ 796,222 $ 704,562
−Removed: (A) Fair value as of September 30, 2022 includes one proprietary debt investment totaling $ 18.8 million, which was valued using the expected payoff amount as the unobservable input.
−Removed: (B) Fair value as of September 30, 2023 excludes our investments in Leeds and Funko with fair values of $ 0.2 million and $ 22 thousand, respectively.
+Added: (A) Fair value as of September 30, 2024 excludes our investment in Leeds with fair value of $ 38 thousand.
Fair value as of September 30, 2023 excludes our investments in Leeds and Funko with fair values of $ 0.2 million and $ 22 thousand, respectively.
−Removed: Leeds was valued using NAV as a practical expedient and Funko was valued using Level 2 inputs as of both September 30, 2023 and 2022.
−Removed: Fair value as of September 30, 2022 includes one syndicated equity investment totaling $ 8.0 million, which was valued using the expected payoff amount as the unobservable input.
+Added: Leeds was valued using NAV as a practical expedient as of both September 30, 2024 and 2023, and Funko was valued using Level 2 inputs as of September 30, 2023.
Fair value measurements can be sensitive to changes in one or more of the valuation inputs.
52 unchanged sentences
The following significant proprietary investment transactions occurred during the year ended September 30, 2024:
−Removed: • In October and November 2022, we received distributions totaling $ 6.0 million from our investment in Leeds, related primarily to the sale of underlying assets in the fund, which resulted in a realized gain of approximately $ 4.4 million.
−Removed: We retain an equity investment in Leeds with no remaining cost basis and a fair value of $ 0.2 million as of September 30, 2023.
−Removed: • In December 2022, our investment in R2i Holdings, LLC paid off at par for net cash proceeds of $ 19.2 million.
−Removed: • In January 2023, we invested $ 29.0 million in NeoGraf Solutions LLC (“NeoGraf”) through secured first lien debt and common equity.
−Removed: We also extended NeoGraf a $ 4.5 million line of credit commitment, which was unfunded at close.
−Removed: • In January and March 2023, we invested a total of $ 6.3 million in Salt & Straw, LLC, an existing portfolio company, through funding on our existing delayed draw term loan commitment.
−Removed: • In March 2023, we invested $ 13.5 million in Leadpoint Business Services, LLC through secured first lien debt.
−Removed: We also extended the company a $ 5.5 million line of credit commitment which was fully funded as of March 31, 2023.
−Removed: In May 2023, the line of credit was paid off at par for net cash proceeds of $ 5.5 million and terminated.
−Removed: • In April 2023, we invested $ 25.0 million in Technical Resource Management, LLC (“Technical”) through secured first lien debt and equity.
−Removed: We also extended Technical a $ 3.0 million line of credit commitment and a $ 2.5 million delayed draw term loan commitment, each of which were unfunded at close.
−Removed: • In April 2023, our debt investment in HH-Inspire Acquisition, Inc.
−Removed: (“Inspire”) was refinanced.
−Removed: Our original debt investment totaling $ 35.5 million was redeemed at par plus a $ 0.2 million prepayment fee and we invested a total of $ 16.8 million in Inspire through new secured first lien debt and equity, which was net funded through the redemption of our original debt investment.
−Removed: We also extended Inspire a $ 1.8 million line of credit commitment, which was unfunded at close.
−Removed: In June 2023, we invested an additional $ 3.4 million in Inspire through secured first lien debt and equity.
−Removed: • In May 2023, we invested $ 22.0 million in OCI, LLC through secured first lien debt, secured second lien debt, and common equity.
−Removed: • In June 2023, the majority of our investment in PIC 360, LLC was sold resulting in a net realized gain of $ 3.7 million.
−Removed: We continue to retain a small equity investment in PIC 360 with a fair value of approximately $ 0.3 million.
−Removed: • In June 2023, we invested $ 6.5 million in Trowbridge Chicago, LLC (“Trowbridge”) through secured first lien debt and preferred equity.
−Removed: We also extended Trowbridge a $ 2.0 million line of credit commitment and a $ 5.3 million delayed draw term loan commitment, each of which were unfunded at close.
−Removed: In September 2023, the delayed draw term loan commitment expired.
−Removed: • In July 2023, we invested an additional $ 5.0 million in Gray Matter Systems, LLC, an existing portfolio company, through secured second lien debt.
−Removed: • In September 2023, we invested an additional $ 4.0 million in Sea Link International IRB, Inc., an existing portfolio company, through secured second lien debt.
−Removed: • In September 2023, we invested an additional $ 8.1 million in Antenna Research Associates, Inc., an existing portfolio company, through secured first lien debt.
−Removed: • In September 2023, our debt investment in Encore Dredging Holdings, LLC (“Encore”) was repaid at par plus $ 0.4 million in prepayment and early termination fees.
−Removed: We retain an equity investment in Encore with cost basis of $ 3.8 million and fair value of $ 4.3 million as of September 30, 2023.
+Added: • In November 2023, we invested $ 11.0 million in Quality Environmental Midco, Inc.
+Added: (“Quality”) through secured first lien debt and preferred equity.
+Added: We also extended Quality a $ 2.0 million secured first lien line of credit commitment, which was unfunded at close.
+Added: In February 2024, we invested an additional $ 5.0 million in Quality through new secured first lien debt and preferred equity and increased the secured first lien line of credit commitment to $ 3.0 million.
+Added: • In November 2023, we extended Cafe Zupas, an existing portfolio company, a new $ 10.5 million secured first lien delayed draw term loan commitment, which was unfunded at close.
+Added: We funded $ 1.4 million on the delayed draw term loan in December 2023.
+Added: In addition, our existing term loan was paid down by $ 7.3 million.
+Added: • In November 2023, our remaining investment in PIC 360, LLC was sold resulting in a net realized gain of $ 0.3 million.
+Added: • In December 2023, we invested an additional $ 14.3 million in ALS Education, LLC, an existing portfolio company, through secured first lien debt.
+Added: • In December 2023, we invested an additional $ 12.0 million in Leadpoint Business Services, LLC, an existing portfolio company, through secured first lien debt.
+Added: • In December 2023, we invested an additional $ 7.0 million in Salt & Straw, LLC, an existing portfolio company, through preferred equity.
+Added: We also increased our delayed draw term loan commitment to Salt & Straw, LLC by $ 2.9 million.
+Added: • In February and March 2024, we invested a total of an additional $ 13.5 million in SpaceCo Holdings, LLC (“SpaceCo”), an existing portfolio company, through secured first lien debt.
+Added: • In February 2024, we invested $ 15.0 million in Perimeter Solutions Group through secured second lien debt.
+Added: • In March 2024, we received net cash proceeds of $ 8.4 million from the sale of Trowbridge Chicago, LLC (“Trowbridge”), an existing portfolio company.
+Added: In conjunction with the sale, we received $ 0.2 million in prepayment fees and recorded a net realized gain of $ 0.2 million on our equity.
+Added: In September 2024, our remaining debt investment in Trowbridge paid off at par for net cash proceeds of $ 0.3 million.
+Added: • In April 2024, we invested $ 7.3 million in Total Access Elevator, LLC (“Total Access”) through secured first lien debt and common equity.
+Added: We also extended Total Access a $ 3.0 million line of credit commitment and a $ 2.5 million delayed draw term loan commitment, both of which were unfunded at close.
+Added: • In April 2024, our debt investment in Giving Home Healthcare, LLC (“Giving Home”) paid off at par for net cash proceeds of $ 29.7 million including a $ 0.9 million prepayment penalty.
+Added: We also exercised our warrant position for common equity in Giving Home, which we continue to hold, and received a $ 2.5 million distribution associated with this investment.
+Added: • In May 2024, our debt investment in Gray Matter Systems, LLC paid off at par for net cash proceeds of $ 14.0 million including a $ 0.2 million prepayment penalty.
+Added: • In May 2024, our debt investment in Pansophic Learning, Ltd.
+Added: (“Pansophic”) paid off at par for net cash proceeds of $ 33.0 million.
+Added: • In May 2024, we invested $ 20.0 million in RPM Freight Systems, LLC (“RPM”) through secured second lien debt.
+Added: We also extended RPM a $ 5.0 million delayed draw term loan commitment, which was unfunded at close.
+Added: • In May 2024, our remaining shares in Funko were sold representing an exit of our investment and a return of our equity cost basis of $ 21 thousand and a realized gain of $ 2 thousand.
+Added: • In June 2024, we invested an additional $ 7.4 million in Workforce QA, LLC, an existing portfolio company, through secured first lien debt.
+Added: • In July 2024, we invested an additional $ 6.5 million in Turn Key Health Clinics, LLC (“Turn Key”), an existing portfolio company, through secured first lien debt.
+Added: We also extended Turn Key an additional $ 2.0 million line of credit commitment which was funded in July 2024.
+Added: • In September 2024, we invested an additional $ 13.5 million in Arc Drilling Holdings LLC, an existing portfolio company, through secured first lien debt and common equity.
+Added: We also extended Arc Drilling an additional $ 4.0 million line of credit commitment and funded $ 0.9 million under the line of credit at close.
Syndicated Investments
−Removed: As of September 30, 2023 and 2022, we held four and six syndicated investments with an aggregate fair value of $ 9.7 million and $ 18.8 million, or 1.4 % and 2.9 % of the total portfolio at fair value, respectively.
+Added: As of September 30, 2024 and 2023, we held two and four syndicated investments with an aggregate fair value of $ 3.3 million and $ 9.7 million, or 0.4 % and 1.4 % of the total portfolio at fair value, respectively.
The following significant syndicated investment transactions occurred during the year ended September 30, 2024:
−Removed: • In October 2022, our investment in Targus Cayman HoldCo Ltd.
−Removed: was sold for net proceeds of approximately $ 8.0 million, which resulted in a realized gain of approximately $ 5.9 million.
−Removed: As part of the proceeds, we received an interest in B.
−Removed: Riley Financial, Inc.
−Removed: 6.75 % senior notes in the amount of $ 2.4 million which are traded on Nasdaq under the trading symbol RILYO.
−Removed: In June 2023, we redeemed our investment in B.
−Removed: Riley Financial, Inc.
−Removed: 6.75 % senior notes at par for proceeds of $ 2.4 million.
−Removed: • In September 2023, our investment in CPM Holdings, Inc.
−Removed: paid off at par for net cash proceeds of $ 0.8 million.
+Added: • In January 2024, our investment in CHA Holdings, Inc.
+Added: paid off at par for net proceeds of $ 3.0 million.
+Added: • In July 2024, our investment in Tailwind Smith Cooper Immediate Corporation paid off at par for net proceeds of $ 5.0 million.
Investment Concentrations
17 unchanged sentences
Investments Fair Value Percentage of
−Removed: Diversified/Conglomerate Manufacturing $ 158,061 22.4 % $ 114,105 17.6 %
−Removed: Healthcare, Education, and Childcare 146,438 20.8 136,401 21.0
Diversified/Conglomerate Service $ 179,032 22.5 % $ 135,060 19.2 %
+Added: Diversified/Conglomerate Manufacturing 160,264 20.1 158,061 22.4
Aerospace and Defense 153,096 19.2 97,836 13.9
+Added: Healthcare, Education, and Childcare 101,707 12.8 146,438 20.8
Beverage, Food, and Tobacco 88,327 11.1 78,788 11.2
−Removed: Oil and Gas 27,830 3.9 25,373 3.9
Automobile 28,286 3.6 27,571 3.9
−Removed: Personal and Non-Durable Consumer Products 14,576 2.1 18,583 2.9
Machinery 21,816 2.7 6,411 0.9
−Removed: Telecommunications 5,868 0.8 10,088 1.6
−Removed: Textiles and Leather — — 7,978 1.2
+Added: Oil and Gas 20,554 2.6 27,830 3.9
+Added: Cargo Transportation 20,200 2.5 — —
+Added: Personal and Non-Durable Consumer Products 13,586 1.7 14,576 2.1
Other, < 2.0% 9,392 1.2 12,244 1.7
26 unchanged sentences
As of September 30, 2024 and 2023, we had gross receivables from portfolio companies of $ 1.7 million and $ 0.8 million, respectively.
−Removed: The allowance for uncollectible receivables was $ 9 thousand and $ 0 as of September 30, 2023 and 2022, respectively.
+Added: The allowance for uncollectible receivables was $ 75 thousand and $ 9 thousand as of September 30, 2024 and 2023, respectively.
RELATED PARTY TRANSACTIONS
45 unchanged sentences
The Adviser non-contractually, unconditionally, and irrevocably credits 100 % of any fees for such services against the base management fee that we would otherwise be required to pay to the Adviser;
−Removed: however, pursuant to the terms of the Advisory Agreement, a small percentage of certain of such fees, totaling $ 0 , $ 8 thousand, and $ 0.1 million for the years ended September 30, 2023, 2022, and 2021, respectively, was retained by the Adviser in the form of reimbursement, at cost, for tasks completed by personnel of the Adviser primarily for the valuation of portfolio companies.
+Added: however, pursuant to the terms of the Advisory Agreement, a small percentage of certain of such fees, totaling $ 8 thousand, $ 0 , and $ 8 thousand for the years ended September 30, 2024, 2023, and 2022, respectively, was retained by the Adviser in the form of reimbursement, at cost, for tasks completed by personnel of the Adviser primarily for the valuation of portfolio companies.
Our Board of Directors accepted a non-contractual, unconditional, and irrevocable credit from the Adviser to reduce the annual base management fee on syndicated loan participations to 0.5 %, to the extent that proceeds resulting from borrowings were used to purchase such syndicated loan participations, for each of the years ended September 30, 2024 and 2023.
42 unchanged sentences
Gladstone Securities received fees from portfolio companies totaling $ 0.4 million, $ 0.8 million, and $ 1.1 million during the years ended September 30, 2024, 2023, and 2022, respectively.
−Removed: See Note 6 — Cumulative Redeemable Preferred Stock Offering for a description of the dealer manager agreement between us and Gladstone Securities.
+Added: We entered into a dealer manager agreement (the “Dealer Manager Agreement”) with Gladstone Securities pursuant to which Gladstone Securities serves as our exclusive dealer manager in connection with the offering of our Series A Preferred Stock (as defined in Note 6 —Cumulative Redeemable Preferred Stock Offering ).
+Added: Under the Dealer Manager Agreement, Gladstone Securities provides certain sales, promotional and marketing services to us in connection with the offering of the Series A Preferred Stock (the “Series A Offering”), and we pay Gladstone Securities (i) selling commissions of up to 7.0 % of the gross proceeds from sales of Series A Preferred Stock in the offering, and (ii) a dealer manager fee of up to 3.0 % of the gross proceeds from sales of Series A Preferred Stock in the offering.
+Added: Gladstone Securities may, in its sole discretion, reallow a portion of the dealer manager fee to participating broker-dealers in support of the Series A Offering.
+Added: The terms of the Dealer Manager Agreement were approved by our board of directors, including its independent directors.
+Added: During the year ended September 30, 2024, we paid Gladstone Securities selling commissions and dealer manager fees totaling $ 0.9 million related to the offering of Series A Preferred Stock, which are netted against gross proceeds from the sales.
+Added: There were no such fees paid in the prior year.
Related Party Fees Due
8 unchanged sentences
In addition to the above fees, other operating expenses due to the Adviser as of September 30, 2024 and 2023 totaled $ 52 thousand and $ 65 thousand, respectively.
−Removed: In addition, net expenses payable to Gladstone Investment Corporation (for reimbursement purposes), which includes certain co-investment expenses, totaled $ 19 thousand and $ 13 thousand as of
−Removed: September 30, 2023 and 2022, respectively.
+Added: In addition, net expenses payable to Gladstone Investment Corporation (for reimbursement purposes), which includes certain co-investment expenses, totaled $ 75 thousand and $ 19 thousand as of September 30, 2024 and 2023, respectively.
These amounts are generally settled in the quarter subsequent to being incurred and are included in other liabilities on the accompanying Consolidated Statements of Assets and Liabilities as of September 30, 2024 and 2023.
Revolving Line of Credit
−Removed: On May 13, 2021, we, through Business Loan, amended and restated the Credit Facility to, among other things, (i) decrease the commitment amount from $ 205.0 million to $ 175.0 million, (ii) extend the revolving period end date to October 31, 2023, (iii) extend the maturity date to October 31, 2025 (at which time all principal and interest will be due and payable if the Credit Facility is not extended by the revolving period end date), (iv) reduce the interest rate margin to 2.70 % during the revolving period and 3.25 % thereafter, with a LIBOR floor of 0.35 %, (v) revise the unused fee to include an additional fee tier of 0.35 % per annum on the daily undrawn amounts if the average unused amount is equal to or less than 35 % during the applicable period, (vi) provide for certain excess concentration limits, including a reduced second lien limit and a new broadly syndicated loan limit and (vii) add customary LIBOR replacement language.
−Removed: We incurred fees of approximately $ 1.1 million in connection with this amendment and restatement, which are being amortized through our Credit Facility’s revolving period end date of October 31, 2023.
−Removed: On September 12, 2022, we, through Business Loan, entered into Amendment No.
−Removed: 1 to the Credit Facility to update the reference rate from LIBOR to SOFR plus an 11 basis point credit spread adjustment.
−Removed: On September 20, 2022, we, through Business Loan, entered into Amendment No.
−Removed: 2 to the Credit Facility to increase the size of the credit facility by $ 50.0 million from $ 175.0 million to $ 225.0 million, as permitted under the terms of the Credit Facility.
−Removed: On October 31, 2022, we, through Business Loan, entered into Amendment No.
−Removed: 3 to the Credit Facility to increase the size of the Credit Facility by $ 20.0 million from $ 225.0 million to $ 245.0 million, as permitted under the terms of the Credit Facility.
−Removed: On June 16, 2023, we, through Business Loan, entered into Amendment No.
−Removed: 4 to the Credit Facility to, among other things, (i) decrease the commitment amount from $ 245.0 million to $ 223.7 million, (ii) extend the revolving period end date to October 31, 2025, (iii) extend the maturity date to October 31, 2027 (at which time all principal and interest will be due and payable if the Credit Facility is not extended by the revolving period end date), (iv) increase the interest rate margin to 3.00 % during the revolving period and 3.50 % thereafter, (v) update the SOFR credit spread adjustment to 10 basis points, and (vi) provide for certain excess concentration limits.
−Removed: We incurred fees of approximately $ 1.2 million in connection with this amendment, which are being amortized through our Credit Facility’s revolving period end date of October 31, 2025.
+Added: On May 13, 2021, we, through Business Loan, entered into a sixth amended and restated credit agreement with KeyBank as administrative agent, lead arranger, managing agent and lender, the Adviser, as servicer, and certain other lenders party thereto (the “Credit Facility”).
+Added: As of September 30, 2024, our Credit Facility had a total commitment amount of $ 293.7 million with an “accordion” feature that permits us to increase the size of the facility to $ 350.0 million.
+Added: The Credit Facility has a revolving period end date of October 31, 2025 and a final maturity date of October 31, 2027 (at which time all principal and interest will be due and payable if the Credit Facility is not extended by the revolving period end date).
+Added: The interest rate margin is 3.00 % during the revolving period and 3.50 % thereafter (in each case plus a 10 basis point SOFR credit spread adjustment).
The following tables summarize noteworthy information related to our Credit Facility:
13 unchanged sentences
Our Credit Facility also requires that any interest or principal payments on pledged loans be remitted directly by the borrower into a lockbox account with KeyBank.
−Removed: KeyBank is also the trustee of the account and generally remits the collected funds to us once each month.
−Removed: Amounts collected in the lockbox account with KeyBank are presented as Due from
−Removed: administrative agent on the accompanying Consolidated Statement of Assets and Liabilities as of September 30, 2023 and 2022.
+Added: KeyBank is also the trustee of the account and generally remits the
+Added: collected funds to us once each month.
+Added: Amounts collected in the lockbox account with KeyBank are presented as Due from administrative agent on the accompanying Consolidated Statement of Assets and Liabilities as of September 30, 2024 and 2023.
Our Credit Facility contains covenants that require Business Loan to maintain its status as a separate legal entity, prohibit certain significant corporate transactions (such as mergers, consolidations, liquidations or dissolutions), and restrict material changes to our credit and collection policies without the lenders’ consent.
47 unchanged sentences
Interest is payable semi-annually on January 31 and July 31 of each year (which equates to approximately $ 7.7 million per year).
−Removed: In October 2019, we completed an offering of $ 38.8 million aggregate principal amount of 5.375 % Notes due 2024 (the “2024 Notes”), inclusive of the overallotment option exercised by the underwriters, for net proceeds of approximately $ 37.5 million after deducting underwriting discounts, commissions and offering expenses borne by us.
−Removed: On November 1, 2021, we voluntarily redeemed the 2024 Notes with an aggregate principal amount outstanding of $ 38.8 million.
−Removed: The 2024 Notes would have otherwise matured on November 1, 2024.
−Removed: The indenture relating to the 2028 Notes, the 2027 Notes, and 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 2028 Notes, the 2027 Notes, and the 2026 Notes, as applicable, and the trustee with audited annual consolidated financial statements and unaudited interim consolidated financial statements.
+Added: The indenture relating to the 2028 Notes, the 2027 Notes, and 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
+Added: will provide the holders of the 2028 Notes, the 2027 Notes, and the 2026 Notes, as applicable, and the trustee with audited annual consolidated financial statements and unaudited interim consolidated financial statements.
The 2028 Notes, 2027 Notes, and 2026 Notes are recorded at the principal amount, plus applicable premiums, less discounts and offering costs, on our Consolidated Statements of Assets and Liabilities.
5 unchanged sentences
CUMULATIVE REDEEMABLE PREFERRED STOCK OFFERING
−Removed: In May 2023, we entered into a Dealer Manager Agreement pursuant to which we may sell a maximum of 6,000,000 shares of 6.25 % Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), par value $ 0.001 per share, on a “reasonable best efforts” basis through our affiliated dealer manager, Gladstone Securities, at a public offering price of $ 25.00 per share (the “Series A Offering”).
−Removed: As of September 30, 2023, no shares of Series A Preferred Stock have been issued.
−Removed: Under the Dealer Manager Agreement, Gladstone Securities will provide certain sales, promotional and marketing services to us in connection with the Series A Offering, and we will pay Gladstone Securities (i) selling commissions of up to 7.0 % of the gross proceeds from sales of Series A Preferred Stock in the Series A Offering, and (ii) a dealer manager fee of up to 3.0 % of the gross proceeds from sales of Series A Preferred Stock in the Series A Offering.
−Removed: Gladstone Securities may, in its sole discretion, reallow a portion of the dealer manager fee to participating broker-dealers in support of the Series A Offering.
−Removed: Pursuant to the Dealer Manager Agreement, the offering of the Series A Preferred Stock will terminate on the date that is the earlier of (1) December 31, 2026 (unless earlier terminated or extended by our Board of Directors) and (2) the date on which all 6,000,000 shares of Series A Preferred Stock offered are sold.
−Removed: REGISTRATION STATEMENT AND COMMON EQUITY OFFERINGS
−Removed: Our shelf 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 or preferred stock.
+Added: In May 2023, we entered into a Dealer Manager Agreement pursuant to which we may sell a maximum of 6,000,000 shares of 6.25 % Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), par value $ 0.001 per share, on a “reasonable best efforts” basis through our affiliated dealer manager, Gladstone Securities, at a public offering price of $ 25.00 per share.
+Added: Pursuant to the Dealer Manager Agreement, the offering will terminate on the date that is the earlier of (1) December 31, 2026 (unless earlier terminated or extended by our Board of Directors) and (2) the date on which all 6,000,000 shares of Series A Preferred Stock offered are sold.
+Added: See Note 4, “Related-Party Transactions—Other Transactions,” for a discussion of the commissions and fees to be paid to Gladstone Securities in connection with the Series A Offering.
+Added: The Series A Preferred Stock is being sold pursuant to our shelf registration statement on Form N-2 (File No.
+Added: 333-261398) (the “2021 Registration Statement”), under the Securities Act of 1933, as amended, and a prospectus supplement, dated May 31, 2023, and a base prospectus dated December 22, 2021.
As of September 30, 2024, we had the ability to issue up to an additional $ 142.3 million in securities under the 2021 Registration Statement.
−Removed: Common Stock Offerings
−Removed: In May 2021, we entered into an equity distribution agreement with Jefferies LLC, as amended in August 2022 (the “Sales Agreement”), under which we have the ability to issue and sell, from time to time, shares of our common stock with an aggregate offering price of up to $ 100.0 million in an “at the market offering” (the “ATM Program”).
+Added: During the year ended September 30, 2024, we sold 349,931 shares of Series A Preferred Stock for gross proceeds of $ 8.7 million and net proceeds of $ 7.8 million.
+Added: There were no shares sold during the year ended September 30, 2023.
+Added: There were 349,931 and 0 shares of Series A Preferred Stock outstanding as of September 30, 2024 and September 30, 2023, respectively.
+Added: In accordance with ASC 480-10-S99-3A, the Company’s Series A Preferred Stock has been classified in temporary equity on the Consolidated Statements of Assets and Liabilities .
+Added: The Preferred Stock is recorded net of offering and issuance costs.
+Added: Dividend payments to our preferred stockholders are included in preferred stock dividends on our Consolidated Statements of Operations, which totaled $ 0.2 million during the year ended September 30, 2024.
+Added: We may be required to mandatorily redeem some or all of the shares of our Series A Preferred Stock if we fail to maintain asset coverage of at least the minimum amount required by Sections 18 and 61 of the 1940 Act (which is currently 150%).
+Added: The asset coverage on our “senior securities that are stock” as of September 30, 2024 was 237.3 %, calculated in accordance with Sections 18 and 61 of the 1940 Act.
+Added: We paid monthly cash dividends of $ 0.130208 per share to holders of our Series A Preferred Sock for each month from January through September during the year ended September 30, 2024.
+Added: REGISTRATION STATEMENT AND COMMON EQUITY OFFERINGS
+Added: Reverse Stock Split
+Added: On April 4, 2024, we completed a 1-for-2 Reverse Stock Split of the Company’s issued and outstanding common stock, by the filing of Articles of Amendment with the State Department of Assessments and Taxation of Maryland pursuant to the Maryland General Corporation Law.
+Added: The Reverse Stock Split became effective at 4:05 p.m.
+Added: Eastern Time on April 4, 2024.
+Added: The Reverse Stock Split was effective for purposes of trading as of the opening of business on the Nasdaq Global Select Market on April 5, 2024.
+Added: As a result of the Reverse Stock Split, every two shares of common stock issued and outstanding were automatically combined into one new share of common stock.
+Added: The Reverse Stock Split did not modify any rights or preferences of the shares of common stock.
+Added: The common stock issued pursuant to the Reverse Stock Split remains fully paid and non-assessable.
+Added: The Reverse Stock Split did not affect the number of authorized shares of common stock or the par value of the common stock.
+Added: Common Stock At-the-Market Offerings
+Added: In August 2024, we entered into an equity distribution agreement with Jefferies LLC and Huntington Securities, Inc, (the “2024 Sales Agreement”) under which we have the ability to issue and sell, from time to time, shares of our common stock with an aggregate offering price of up to $ 150.0 million in an “at the market offering” (the “2024 ATM Program”).
+Added: During the year ended September 30, 2024, we sold 476,138 shares of our common stock under the 2024 Sales Agreement, at a weighted-average price of $ 23.10 per share and raised $ 11.0 million of gross proceeds.
+Added: Net proceeds, after deducting commissions and offering costs borne by us, were approximately $ 10.8 million.
+Added: As of September 30, 2024, we had a remaining capacity to sell up to an additional $ 139.0 million of our common stock under the 2024 ATM Program.
+Added: In May 2021, we entered into an equity distribution agreement with Jefferies LLC, as amended in August 2022 (the “Sales Agreement”), under which we had the ability to issue and sell, from time to time, shares of our common stock with an aggregate offering price of up to $ 100.0 million in an “at the market offering” (the “ATM Program”).
In July 2023, we amended and restated the Sales Agreement to add Huntington Securities, Inc.
2 unchanged sentences
Net proceeds, after deducting commissions and offering costs borne by us, were approximately $ 85.9 million.
−Removed: As of September 30, 2023, we had a remaining capacity to sell up to an additional $ 0.4 million of our common stock under the Sales Agreement.
+Added: This ATM program terminated in connection with our entry into the 2024 ATM Program.
+Added: Shelf Registration Statement
+Added: Our shelf registration statement on Form N-2 (File No.
+Added: 333-275934) (the “2024 Registration Statement”), which was declared effective on January 17, 2024, permits us to issue, through one or more transactions, up to an aggregate of $ 700.0 million in securities, consisting of common stock, preferred stock, subscription rights, debt securities and warrants to purchase common stock or preferred stock.
+Added: As of September 30, 2024, we had the ability to issue up to $ 689.0 million in securities under the 2024 Registration Statement.
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS PER COMMON SHARE
3 unchanged sentences
Numerator for basic and diluted net increase (decrease) in net assets resulting from operations per common share $ 94,506 $ 42,668 $ 19,914
−Removed: Denominator for basic and diluted weighted average common shares 37,315,922 34,351,663 33,234,482
−Removed: Basic and diluted net increase (decrease) in net assets resulting from operations per common share $ 1.14 $ 0.58 $ 2.54
+Added: Denominator for basic and diluted weighted average common shares (A)
+Added: 21,781,074 18,657,961 17,175,832
+Added: Basic and diluted net increase (decrease) in net assets resulting from operations per common share (A)
+Added: $ 4.34 $ 2.29 $ 1.16
+Added: (A) Per share data and shares outstanding have been adjusted on a retroactive basis to reflect the Reverse Stock Split effected on April 4, 2024, as described in Note 2— Summary of Significant Accounting Policies .
DISTRIBUTIONS TO COMMON STOCKHOLDERS
5 unchanged sentences
Estimates made on a quarterly basis are updated as of each interim reporting date.
−Removed: For the calendar year ended December 31, 2022, 93.2 % of distributions to common stockholders were deemed to be paid from ordinary income and 6.8 % of distributions were deemed to be return of capital for 1099 stockholder reporting purposes.
For the calendar year ended December 31, 2023, 100.0 % of distributions to common stockholders were deemed to be paid from ordinary income for 1099 stockholder reporting purposes.
+Added: For the calendar year ended December 31, 2022, 93.2 % of distributions to common stockholders were deemed to be paid from ordinary income and 6.8 % of distributions were deemed to be return of capital for 1099 stockholder reporting purposes.
We paid the following monthly distributions to common stockholders for the years ended September 30, 2024 and 2023:
Fiscal Year Declaration Date Record Date Payment Date Distribution per
+Added: Common Share(A)
2024 October 10, 2023 October 20, 2023 October 31, 2023 $ 0.165
9 unchanged sentences
July 9, 2024 August 21, 2024 August 30, 2024 0.165
−Removed: July 11, 2023 September 7, 2023 September 15, 2023(A) 0.02
July 9, 2024 September 20, 2024 September 30, 2024 0.165
11 unchanged sentences
July 11, 2023 August 23, 2023 August 31, 2023 0.165
+Added: July 11, 2023 September 7, 2023 September 15, 2023 (B)
July 11, 2023 September 21, 2023 September 29, 2023 0.165
Year Ended September 30, 2023:
−Removed: (A) Represents a supplemental distribution to common stockholders.
+Added: (A) Per share data has been adjusted on a retroactive basis to reflect the Reverse Stock Split effected on April 4, 2024, as described in Note 2— Summary of Significant Accounting Policies .
+Added: (B) Represents a supplemental distribution to common stockholders.
Aggregate distributions declared and paid to our common stockholders were approximately $ 43.1 million and $ 35.4 million for the years ended September 30, 2024 and 2023, respectively, and were declared based on estimates of Investment Company Taxable Income.
−Removed: For the fiscal year ended September 30, 2023, our current and accumulated earnings and profits exceeded common stock distributions declared and paid, and, in accordance with Section 855(a) of the Code, we elected to treat $ 5.0 million of the first common distributions paid to common stockholders in the subsequent fiscal year as having been paid in the prior year.
−Removed: For the fiscal years ended September 30, 2022 and 2021, distributions declared and paid exceeded taxable income available for common distributions resulting in a partial return of capital of approximately $ 1.4 million and $ 1.0 million, respectively.
+Added: For the fiscal years ended September 30, 2024 and September 30, 2023, our current and accumulated earnings and profits exceeded common stock distributions declared and paid, and, in accordance with Section 855(a) of the Code, we elected to treat $ 6.6 million and $ 5.0 million, respectively of the first common distributions paid to common stockholders in the subsequent fiscal year as having been paid in the prior year.
+Added: For the fiscal year ended
+Added: September 30, 2022 distributions declared and paid exceeded taxable income available for common distributions resulting in a partial return of capital of approximately $ 1.4 million.
The components of our net assets on a tax basis were as follows:
30 unchanged sentences
When loss contingencies are not both probable and estimable, we do not establish reserves.
−Removed: Based on current knowledge, we do not believe that loss contingencies, if any, arising from pending investigations, litigation or regulatory matters will have a
−Removed: material adverse effect on our financial condition, results of operations or cash flows.
+Added: 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 operations 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 September 30, 2024 and 2023, we had no established reserves for such loss contingencies.
74 unchanged sentences
10.67 11.74 10.06 9.48 10.70 10.25 9.86 9.95 10.08 8.90
−Removed: (A) Based on actual shares outstanding at the end of the corresponding fiscal year.
+Added: (A) Based on actual shares outstanding at the beginning or end of the corresponding year, as appropriate.
+Added: Per share data and shares outstanding have been adjusted on a retroactive basis to reflect the 1-for-2 Reverse Stock Split effected on April 4, 2024, as described in Note 2— Summary of Significant Accounting Policies .
(B) Based on weighted average basic per share data.
16 unchanged sentences
Portfolio Activity
−Removed: In November 2023, we invested $ 11.0 million in Quality Environmental Midco, Inc.
−Removed: (“Quality”) through secured first lien debt and preferred equity.
−Removed: We also extended Quality a $ 2.0 million line of credit commitment, which was unfunded at close.
+Added: In October 2024, our debt investment in Perimeter Solutions Group paid off at par for net cash proceeds of $ 15.5 million, including a $ 0.5 million prepayment penalty.
+Added: In October 2024, our investment in Antenna Research Associates, Inc.
+Added: was sold which resulted in a realized gain of approximately $ 59.3 million and the repayment of our debt investment of $ 31.3 million at par.
+Added: In November 2024, we invested an additional $ 28.9 million in Giving Home, an existing portfolio company, through secured first lien debt.
Distributions
5 unchanged sentences
Total for the Quarter $ 0.4950
−Removed: Record Date Payment Date Distribution per Series A Preferred Stock(A)
+Added: Record Date Payment Date Distribution per Series A Preferred Stock
October 24, 2024 November 4, 2024 $ 0.130208
2 unchanged sentences
Total for the Quarter $ 0.390624
−Removed: (A) As of November 13, 2023, there are no shares of Series A Preferred Stock outstanding.
+Added: In November 2024, our Board of Directors declared the following supplemental distribution to common stockholders:
+Added: Record Date Payment Date Distribution per Common Share
+Added: December 4, 2024 December 18, 2024 $ 0.4000
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
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.