Item 9A. Controls and Procedures
ITEM 9A. CONTROLS AND PROCEDURES
a) Disclosure Controls and Procedures
As of September 30,
2020 (the end of the period covered by this report), we, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness and design and operation of our disclosure controls and procedures. Based on that evaluation, our
management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective in timely alerting management, including the Chief Executive Officer and Chief Financial Officer, of
material information about us required to be included in periodic SEC filings. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can
provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
b) Managements Annual Report on Internal Control Over Financial Reporting
Refer to the Managements Report on Internal Control over Financial Reporting located in Item 8 of this Form 10-K.
c) Attestation Report of the Registered Public Accounting Firm
Not Applicable.
d) Change in Internal Control over Financial
Reporting
There were no changes in internal controls for the three months ended September 30, 2020 that have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
Not applicable.
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PART III
We will file a definitive Proxy Statement for our 2021 Annual Meeting of Stockholders (the 2021 Proxy Statement) with the SEC, pursuant to
Regulation 14A, not later than 120 days after the end of our fiscal year. Accordingly, certain information required by Part III has been omitted under General Instruction G(3) to Form 10-K.
Only those sections of the 2021 Proxy Statement that specifically address the items set forth herein are incorporated herein by reference.
ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by Item 10 is hereby incorporated by reference from our 2021 Proxy Statement under the caption Election of Directors.
We have adopted a Code of Business Conduct and Ethics (the Code of Conduct) that applies to all of our officers and directors and to the employees
of our Adviser and our Administrator. The Code of Conduct is available in the Investors section of our website under Governance Governance Documents at www.gladstonecapital.com .
ITEM 11.
EXECUTIVE COMPENSATION
The information required by Item 11 is hereby incorporated by reference from our 2021 Proxy Statement under the captions Executive Compensation and
Director Compensation for Fiscal Year 2020.
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by Item 12 is hereby incorporated by reference from our 2021 Proxy Statement under the caption
Security Ownership of Certain Beneficial Owners and Management.
ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by Item 13 is hereby incorporated by reference from our 2021 Proxy Statement under the captions Certain Transactions and
Information Regarding our Board of Directors and Corporate GovernanceDirector Independence.
ITEM 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by Item 14 is hereby incorporated by reference from our 2021 Proxy Statement under the caption Independent Registered Public
Accounting Firm Fees.
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PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
a.
DOCUMENTS FILED AS PART OF THIS ANNUAL REPORT ON FORM 10-K
1.
The following financial statements are filed herewith:
Managements Annual Report on Internal Controls over Financial Reporting
87
Report of Independent Registered Public Accounting Firm
88
Consolidated Statements of Assets and Liabilities as of September 30,
2020 and 2019
89
Consolidated Statements of Operations for the years ended September 30,
2020, 2019, and 2018
90
Consolidated Statements of Changes in Net Assets for the years ended September
30, 2020, 2019, and 2018
91
Consolidated Statements of Cash Flows for the years ended September 30,
2020, 2019, and 2018
92
Consolidated Schedules of Investments as of September
30, 2020 and 2019
93
Notes to Consolidated Financial Statements
105
2.
The following financial statement schedule is filed herewith:
Schedule 12-14 Investments in and Advances to Affiliates as of September 30,
2020 and 2019
143
No other financial statement schedules are filed herewith because (1) such schedules are not required or (2) the
information has been presented in the aforementioned financial statements.
3. Exhibits
The following exhibits are filed as part of this report or are hereby incorporated by reference to exhibits previously filed with the SEC:
3.1
Articles of Amendment and Restatement to the Articles of Incorporation, incorporated by reference to Exhibit 99.a.2 to Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File No.
333-63700), filed July 27, 2001.
3.2
Articles
Supplementary Establishing and Fixing the Rights and Preferences of Term Preferred Shares, including Appendix A thereto relating to the Term Preferred Shares, 7.125% Series
2016, incorporated by reference to Exhibit 2.a.2 to Post-Effective Amendment No. 5 to the Registration Statement on Form
N-2 (File No. 333-162592), filed October 31, 2011.
3.3
Certificate of Correction to Articles Supplementary Establishing and Fixing the Rights and Preferences of Term Preferred Shares, incorporated by reference
to Exhibit 3.1 to the Current Report on Form 8-K (File No. 814-00237), filed October 29, 2015.
3.4
Articles Supplementary, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File
No. 814-00237), filed September 21, 2017.
3.5
Articles Supplementary Establishing and Fixing the Rights and Preferences of Term Preferred Shares, including Exhibit A thereto relating to the
6.00% Series 2024 Term Preferred Stock, incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K (File No. 814-00237), filed
September 21, 2017.
3.6
Bylaws, incorporated by reference to Exhibit
99.b to Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File No.
333-63700), filed July 27, 2001.
3.7
Amendment to Bylaws, incorporated by reference to Exhibit 3.3 to the Quarterly Report on Form 10-Q (File
No. 814-00237), filed February 17, 2004.
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3.8
Second Amendment to Bylaws, incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K
(File No. 814-00237), filed July 10, 2007.
3.9
Third Amendment to Bylaws, incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K (File
No. 814-00237), filed June 10, 2011.
3.10
Fourth Amendment to Bylaws, incorporated by reference to Exhibit 3.1 to the Current Report on Form
8-K (File No. 814-00237), filed November 29, 2016.
4.1
Form of Certificate for Common Stock, incorporated by reference to Exhibit 99.d.2 to Pre-Effective Amendment
No. 3 to the Registration Statement on Form N-2 (File No. 333-63700), filed August 23, 2001.
4.2
Indenture between the Registrant and U.S. Bank National Association, dated as of November
6, 2018, incorporated by reference to Exhibit 2.d.10 to Post-Effective Amendment No. 7 to the Registration Statement on Form N-2 (File No.
333-208637), filed November 6, 2018.
4.3
First Supplemental Indenture between the Registrant and U.S. Bank National Association, dated as of November
6, 2018, incorporated by reference to Exhibit 2.d.11 to Post-Effective Amendment No. 7 to the Registration Statement on Form N-2 (File No.
333-208637), filed November 6, 2018.
4.4
Second Supplemental Indenture between the Registrant and U.S. Bank National Association, dated as of October
10, 2019, incorporated by reference to Exhibit 2.d.11 to Post-Effective Amendment No. 2 to the Registration Statement on Form N-2 (File No.
333-228720), filed October 10, 2019 .
4.5*
Description of Securities.
10.1
Stock Transfer Agency Agreement between the Registrant and The Bank of New York, incorporated by reference to Exhibit 99.k.1 to Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File No.
333-63700), filed July 27, 2001.
10.2
Custody Agreement between the Registrant and The Bank of New York, dated as of May
5, 2006, incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q (File No. 814-00237), filed August 1, 2006.
10.3
Administration Agreement between the Registrant and Gladstone Administration, LLC, dated as of October
1, 2006, incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K (File No. 814-00237), filed October 5, 2006.
10.4
Fifth Amended and Restated Credit Agreement, dated as of May
1, 2015, by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, the Lenders and Managing Agents named therein, and Keybank National Association, as Administrative Agent, incorporated by reference to Exhibit
10.1 to the Current Report on Form 8-K (File No. 814-00237), filed May 5, 2015.
10.5
Amendment No. 1 to Fifth Amended and Restated Credit Agreement, dated as of October
9, 2015, by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, Keybank National Association, Alostar Bank of Commerce, ING Capital LLC, Newbridge Bank, Santander Bank, N.A. and Talmer Bank and Trust, collectively
as Lenders, incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q (File No. 814-00237), filed February 8,
2016.
10.6
Amendment No. 2 to Fifth Amended and Restated Credit Agreement, dated as of August
18, 2016, by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, Keybank National Association, Alostar Bank of Commerce, ING Capital LLC, Newbridge Bank, Santander Bank, N.A. and Talmer Bank and Trust, collectively
as Lenders, incorporated by reference to Exhibit 99.2.K.8 to Post-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File
No. 333-208637), filed October 28, 2016.
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10.7
Amendment No. 3 to Fifth Amended and Restated Credit Agreement, dated August
24, 2017, by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, Keybank National Association, as administrative agent, swingline lender, managing agent and lead arranger and certain other lenders party thereto,
incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 814-00237), filed
August 29, 2017.
10.8
Amendment No. 4 to Fifth Amended and Restated Credit Agreement, dated as of March
9, 2018, by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, KeyBank National Association, as administrative agent, swingline lender, managing agent and lead arranger and certain other lenders party thereto,
incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 814-00237), filed March 12, 2018.
10.9
Joinder Agreement, dated as of June
19, 2015, by and among Gladstone Business Loan, LLC, Gladstone Management Corporation, Keybank National Association and Santander Bank, N.A., incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File
No. 814-00237), filed June 23, 2015.
10.10
Assignment, Acceptance and Joinder, dated as of June
19, 2015, by and between Keybank National Association and Alostar Bank of Commerce, incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K (File No. 814-00237),
filed June 23, 2015.
10.11
Assignment and Acceptance, dated as of June
19, 2015, by and between Keybank National Association and Newbridge Bank, incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K (File No.
814-00237), filed June 23, 2015 .
10.12
Custodial Agreement, incorporated by reference to Exhibit 2.j.2 to Post-Effective Amendment No. 1 to Form N-2 (File No. 333-185191), filed December 23, 2013.
10.13
Amendment No. 1 to Custodial Agreement, incorporated by reference to Exhibit 2.j.3 to Post-Effective Amendment No.
1 to the Registration Statement on Form N-2 (File No. 333-185191), filed December 23, 2013.
10.14
Amendment No. 2 to Custodial Agreement, incorporated by reference to Exhibit 2.j.4 to Post-Effective Amendment No.
1 to the Registration Statement on Form N-2 (File No. 333-185191), filed December 23, 2013.
10.15
Amendment No.
5 to Fifth Amended and Restated Credit Agreement, dated as of July 10, 2019 by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, KeyBank National Association, as administrative agent, swingline lender, managing
agent and lead arranger and certain other lenders party thereto, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File
No. 814-00237), filed July 10, 2019 .
10.16
Second Amended and Restated Investment Advisory and Management Agreement between the Registrant and Gladstone Management Corporation, dated as
of April 14, 2020, incorporated by reference to Exhibit 10.1 to Quarterly Report on Form 10-Q (File No. 814-00237), filed on May 4,
2020.
10.17
Amendment No. 6 to Fifth Amended and Restated Credit Agreement, dated as of April
29, 2020 by and among Gladstone Business Loan, LLC, as Borrower, Gladstone Management Corporation, as Servicer, KeyBank National Association, as administrative agent, swingline lender, managing agent and lead arranger and certain other lenders party thereto,
incorporated by reference to Exhibit 10.2 to Quarterly Report on Form 10-Q (File No. 814-00237), filed on May 4, 2020.
21*
Subsidiaries of the Registrant.
23.1*
Consent of PricewaterhouseCoopers LLP.
31.1*
Certification of Chief Executive Officer pursuant to section 302 of The Sarbanes-Oxley Act of 2002.
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31.2*
Certification of Chief Financial Officer pursuant to section 302 of The Sarbanes-Oxley Act of 2002.
32.1**
Certification of Chief Executive Officer pursuant to section 906 of The Sarbanes-Oxley Act of 2002.
32.2**
Certification of Chief Financial Officer pursuant to section 906 of The Sarbanes-Oxley Act of 2002.
99.1*
Report of Independent Registered Public Accounting Firm.
*
Filed herewith
**
Furnished herewith
ITEM 16. FORM 10-K SUMMARY
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
GLADSTONE CAPITAL CORPORATION
Date: November 10, 2020
By:
/s/ NICOLE SCHALTENBRAND
Nicole Schaltenbrand
Chief Financial Officer and Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates indicated.
Date: November 10, 2020
By:
/s/ DAVID GLADSTONE
David Gladstone
Chief Executive Officer and Chairman of the Board of Directors (principal executive officer)
Date: November 10, 2020
By:
/s/ TERRY LEE BRUBAKER
Terry Lee Brubaker
Vice Chairman of the Board of Directors, Chief Operating Officer
Date: November 10, 2020
By:
/s/ NICOLE SCHALTENBRAND
Nicole Schaltenbrand
Chief Financial Officer and Treasurer (principal financial and accounting officer)
Date: November 10, 2020
By:
/s/ ANTHONY W. PARKER
Anthony W. Parker
Director
Date: November 10, 2020
By:
/s/ JOHN OUTLAND
John Outland
Director
Date: November 10, 2020
By:
/s/ MICHELA A. ENGLISH
Michela A. English
Director
Date: November 10, 2020
By:
/s/ PAUL ADELGREN
Paul Adelgren
Director
Date: November 10, 2020
By:
/s/ WALTER H. WILKINSON, JR.
Walter H. Wilkinson, Jr.
Director
Date: November 10, 2020
By:
/s/ CAREN D. MERRICK
Caren D. Merrick
Director
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SCHEDULE 12-14
GLADSTONE CAPITAL CORPORATION
INVESTMENTS IN AND ADVANCES TO AFFILIATES
(AMOUNTS IN THOUSANDS)
Company and
Investment (A)(B)(I)(L)(M)
Principal/
Shares/Units (K)
Net
Realized
Gain (Loss)
for Period
Amount of
Investment
Income (C)
Value as of
September 30,
2019
Gross
Additions (D)
Gross
Reductions (E)
Net
Unrealized
Appreciation
(Depreciation)
Value as of
September 30,
2020
AFFILIATE
INVESTMENTS 14.2%
Secured First Lien Debt3.7%
Diversified/Conglomerate Manufacturing3.7%
Edge Adhesives Holdings, Inc. Line of
Credit, $0 available (L + 8.0%, 10.0% Cash, Due 12/2020)
$
680
$
$
48
$
$
1,200
$
(520
)
$
(17
)
$
663
Edge Adhesives Holdings, Inc. Term Debt
(L + 10.5%, 12.5% Cash, Due 2/2022)
6,200
788
6,045
6,045
Edge Adhesives Holdings, Inc. Term Debt
(L + 11.8%, 13.8% Cash, Due 2/2022)
2,000
280
1,960
(10
)
1,950
Total Secured First Lien Debt
$
$
1,116
$
8,005
$
1,200
$
(520
)
$
(27
)
$
8,658
Secured Second Lien Debt8.7%
Diversified Natural Resources, Precious Metals and Minerals8.7%
Lignetics, Inc.Term Debt (L + 9.0%, 12.0% Cash, Due 5/2025)
$
6,000
$
$
732
$
5,940
$
$
$
60
$
6,000
Lignetics, Inc.Term Debt (L + 9.0%, 12.0% Cash, Due 5/2025)
8,000
976
7,920
80
8,000
Lignetics, Inc.Term Debt (L + 9.0%, 12.0% Cash, Due 5/2025)
3,300
403
3,267
33
3,300
Lignetics, Inc.Term Debt (L + 9.0%, 12.0% Cash, Due 5/2025)
3,000
466
3,960
(1,000
)
40
3,000
Lignetics, Inc.Term Debt (L + 9.0%, 12.0% Cash) (F)
(63
)
300
5,000
(5,000
)
(63
)
2,877
21,087
5,000
(6,000
)
213
20,300
Personal and Non-Durable Consumer Products
(Manufacturing Only)0.0%
Canopy Safety Brands, LLC.Term
Debt (F)
303
3,759
(3,750
)
(9
)
Total Secured Second Lien Debt
$
(63
)
$
3,180
$
24,846
$
5,000
$
(9,750
)
$
204
$
20,300
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Table of Contents
Company and
Investment (A)(B)(I)(L)(M)
Principal/
Shares/Units (K)
Net
Realized
Gain (Loss)
for Period
Amount of
Investment
Income (C)
Value as of
September 30,
2019
Gross
Additions (D)
Gross
Reductions (E)
Net
Unrealized
Appreciation
(Depreciation)
Value as of
September 30,
2020
Preferred Equity0.9%
Diversified/Conglomerate Manufacturing0.0%
Edge Adhesives Holdings, Inc.Preferred Stock
5,466
$
$
$
$
2,950
$
$
(2,950
)
$
Diversified Natural Resources, Precious Metals andMinerals 0.7%
Lignetics, Inc.Preferred Stock
68,880
947
521
94
1,562
Personal and Non-Durable Consumer Products
(Manufacturing Only) 0.2%
Canopy Safety Brands, LLCPreferred Stock
500,000
634
(127
)
507
Total Preferred Equity
$
$
$
1,581
$
3,471
$
$
(2,983
)
$
2,069
Common Equity0.9%
Diversified Natural Resources, Precious Metals and Minerals 0.9%
Lignetics, Inc.Common Stock
152,603
$
$
$
805
$
$
$
1,347
$
2,152
Personal and Non-Durable Consumer Products
(Manufacturing Only) 0.0%
Canopy Safety Brands, LLCCommon Stock
500,000
184
(184
)
Total Common Equity
$
$
$
989
$
$
$
1,163
$
2,152
TOTAL AFFILIATE INVESTMENTS
$
(63
)
$
4,296
$
35,421
$
9,671
$
(10,270
)
$
(1,643
)
$
33,179
CONTROL INVESTMENTS 6.9%
Secured First Lien Debt 2.1%
Diversified/Conglomerate Manufacturing1.5%
LWO Acquisitions Company LLCTerm Debt (L + 7.5%, 10.0% Cash, Due 6/2021)
$
6,000
$
$
610
$
5,218
$
$
$
(1,768
)
$
3,450
LWO Acquisitions Company LLCTerm Debt (Due 6/2021) (H)
10,632
$
$
610
$
5,218
$
$
$
(1,768
)
$
3,450
Printing and Publishing0.6%
TNCP Intermediate HoldCo, LLCLine of Credit, $500 available
(8.0% Cash, Due 9/2021) (J)
1,500
139
1,500
18
(18
)
1,500
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Table of Contents
Company and
Investment (A)(B)(I)(L)(M)
Principal/
Shares/Units (K)
Net
Realized
Gain (Loss)
for Period
Amount of
Investment
Income (C)
Value as of
September 30,
2019
Gross
Additions (D)
Gross
Reductions (E)
Net
Unrealized
Appreciation
(Depreciation)
Value as of
September 30,
2020
Total Secured First Lien Debt
$
$
749
$
6,718
$
18
$
$
(1,786
)
$
4,950
Secured Second Lien Debt3.5%
Automobile3.5%
Defiance Integrated Technologies, Inc.Term Debt (L + 9.5%, 11.5% Cash, Due 8/2023)
$
8,065
$
$
912
$
8,065
$
$
$
$
8,065
Unsecured Debt0.0%
Diversified/Conglomerate Manufacturing0.0%
LWO Acquisitions Company LLCTerm Debt (Due 6/2023) (H)
$
95
$
$
$
$
$
$
$
Preferred Equity0.1%
Automobile0.1%
Defiance Integrated Technologies, Inc.Preferred Stock
6,043
$
$
$
$
250
$
$
4
$
254
Common Equity1.2%
Automobile0.0%
Defiance Integrated Technologies, Inc.Common Stock
33,321
$
$
$
4,287
$
$
$
(4,183
)
$
104
Diversified/Conglomerate Manufacturing0.0%
LWO Acquisitions Company LLCCommon Units
921,000
Machinery1.0%
PIC 360, LLCCommon Equity Units
750
559
2,311
31
2,342
Printing and Publishing0.2%
TNCP Intermediate HoldCo, LLCCommon Equity Units
790,000
197
262
459
Total Common Equity
$
$
559
$
6,795
$
$
$
(3,890
)
$
2,905
TOTAL CONTROL INVESTMENTS
$
$
2,220
$
21,578
$
268
$
$
(5,672
)
$
16,174
(A)
Certain of the securities listed in this schedule are issued by affiliate(s) of the indicated portfolio company.
(B)
Common stock, warrants, options, membership units and, in some cases, preferred stock are generally non-income producing and restricted.
(C)
Represents the total amount of interest, dividends and other income credited to investment income for the
portion of the fiscal year an investment was a control or affiliate investment, as appropriate.
(D)
Gross additions include increases in investments resulting from new portfolio investments, paid-in-kind interest or dividends, the amortization of discounts and fees, and the exchange of one or more existing securities for one or more new securities.
(E)
Gross reductions include decreases in investments resulting from principal collections related to investment
repayments or sales, the amortization of premiums and acquisition costs, and the exchange of one or more existing securities for one or more new securities.
(F)
Investment was paid off at par during the year ended September 30, 2020.
(G)
Reserved.
(H)
Debt security does not have a stated interest rate that is payable thereon.
(I)
Interest rate percentages represent cash interest rates in effect at September 30, 2020, and due dates
represent the contractual maturity
145
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date. Unless indicated otherwise, all cash interest rates are indexed to 30-day London Interbank Offered Rate (LIBOR), which was 0.15% as of
September 30, 2020. If applicable, paid-in-kind (PIK) interest rates are noted separately from the cash interest rates and any unused line of credit
fees are excluded.
(J)
Debt security has a fixed interest rate.
(K)
Represents the principal balance for debt investments and the number of shares/units held for equity investments
as of September 30, 2020. Warrants are represented as a percentage of ownership, as applicable.
(L)
Unless indicated otherwise, all of our investments are valued using Level 3 inputs within the FASB
Accounting Standard Codification (ASC) Topic 820, Fair Value Measurements and Disclosures (ASC 820) fair value hierarchy. Refer to Note 3 Investments in the accompanying Notes to Consolidated Financial
Statements for additional information.
(M)
Category percentages represent the fair value of each category and subcategory as a percentage of net assets as
of September 30, 2020.
**
Information related to the amount of equity in the net profit and loss for the year for the investments listed
has not been included in this schedule. This information is not considered to be meaningful due to the complex capital structures of the portfolio companies, with different classes of equity securities outstanding with different preferences in
liquidation. These investments are not consolidated, nor are they accounted for under the equity method of accounting.
146