Item 7A. Quantitative and Qualitative Disclosures About Market Risk
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
We are subject to financial market risks,
including changes in interest rates. Interest rate sensitivity refers to the change in our earnings that may result from changes in the
level of interest rates. Because we fund a portion of our investments with borrowings, our net investment income will be affected by
the difference between the rate at which we invest and the rate at which we borrow. As a result, there can be no assurance that a significant
change in market interest rates will not have a material adverse effect on our net investment income.
Assuming that the consolidated
statement of assets and liabilities as of December 31, 2023 were to remain constant and that we took no actions to alter our existing
interest rate sensitivity, the following table shows the annualized impact ($ in millions) of hypothetical base rate changes in interest
rate (considering interest rate floors for floating rate instruments). We do not include our debt investments on non-accrual status
and non-incoming producing as of December 31, 2023 in this calculation.
Change in Interest Rates
Increase
(Decrease)
in Interest
Income
Increase
(Decrease)
in Interest
Expense
Net Increase
(Decrease)
in Net
Investment
Income
Down 200 basis points
$ (26.9 )
(12.4 )
(14.5 )
Down 100 basis points
$ (13.5 )
(6.2 )
(7.3 )
Up 100 basis points
$ 13.5
6.2
7.3
Up 200 basis points
$ 26.9
12.4
14.5
The data in the table is based on the Company’s
current statement of assets and liabilities.
We may hedge against interest rate fluctuations
by using standard hedging instruments such as futures, options and forward contracts subject to the requirements of the 1940 Act. While
hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in benefits
of lower interest rates with respect to our portfolio of investments with fixed interest rates.
74
ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Consolidated Financial Statements
Page
Report of Independent Registered Public Accounting Firm (PCAOB ID 238 ) F-2
Consolidated Statements of Assets and Liabilities as of December 31, 2023 and 2022 F-3
Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021 F-4
Consolidated Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021 F-5
Consolidated Statement of Cash Flows for the years ended December 31, 2023, 2022 and 2021 F-6
Consolidated Schedules of Investments as of December 31, 2023 and 2022 F-7
Notes to Consolidated Financial Statements F-19
F- 1
Report of Independent Registered Public Accounting
Firm
To the Board of Directors and Shareholders of
Kayne Anderson BDC, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated
statements of assets and liabilities, including the consolidated schedules of investments, of Kayne Anderson BDC Inc. and subsidiaries
(the “Company”) as of December 31, 2023, and December 31, 2022, the related consolidated statements of operations, changes
in net assets and cash flows for each of the three years in the period ended December 31, 2023, including the related notes (collectively
referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly,
in all material respects, the financial position of the Company as of December 31, 2023, and December 31, 2022, and the results of its
operations, changes in its net assets and its cash flows for each of the three years in the period ended December 31, 2023, in conformity
with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the
responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial
statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United
States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these consolidated
financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess
the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures
that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. Our procedures included confirmation
of securities owned as of December 31, 2023, by correspondence with the custodian. We believe that our audits provides a reasonable basis
for our opinion.
/s/ PricewaterhouseCoopers LLP
Los Angeles, California
February 29, 2024
We have served as the auditor of one or more investment
companies in Kayne Anderson Funds Family since 2004.
F- 2
Kayne Anderson BDC, Inc.
Consolidated Statements of Assets and Liabilities
(amounts in 000’s, except share and per
share amounts)
December 31,
2023
December 31,
2022
Assets:
Investments, at fair value:
Long-term investments (amortized cost of $ 1,343,223 and $ 1,147,788 )
$ 1,363,498
$ 1,165,119
Short-term investments (amortized cost of $ 12,802 and $ 9,847 )
12,802
9,847
Cash and cash equivalents
34,069
8,526
Receivable for principal payments on investments
104
111
Interest receivable
12,874
10,444
Prepaid expenses and other assets
319
347
Total Assets
$ 1,423,666
$ 1,194,394
Liabilities:
Corporate Credit Facility (Note 6)
$ 234,000
$ 269,000
Unamortized Corporate Credit Facility issuance costs
( 1,715 )
( 2,517 )
Revolving Funding Facility (Note 6)
306,000
200,000
Unamortized Revolving Funding Facility issuance costs
( 2,019 )
( 2,827 )
Revolving Funding Facility II (Note 6)
70,000
-
Unamortized Revolving Funding Facility II issuance costs
( 1,805 )
-
Subscription Credit Agreement (Note 6)
10,750
108,000
Unamortized Subscription Credit Facility issuance costs
( 41 )
( 65 )
Notes (Note 6)
75,000
-
Unamortized notes issuance costs
( 851 )
-
Payable for investments purchased
-
956
Distributions payable
22,050
15,428
Management fee payable
2,996
2,415
Incentive fee payable
14,195
4,762
Accrued expenses and other liabilities
11,949
7,201
Accrued excise tax expense
101
-
Total Liabilities
$ 740,610
$ 602,353
Commitments and contingencies (Note 8)
Net Assets:
Common Shares, $ 0.001 par value; 100,000,000 shares authorized; 41,603,666 and 35,879,291 as of December 31, 2023 and December 31, 2022, respectively, issued and outstanding
$ 42
$ 36
Additional paid-in capital
669,990
574,540
Total distributable earnings (deficit)
13,024
17,465
Total Net Assets
$ 683,056
$ 592,041
Total Liabilities and Net Assets
$ 1,423,666
$ 1,194,394
Net Asset Value Per Common Share
$ 16.42
$ 16.50
See accompanying notes to consolidated
financial statements.
F- 3
Kayne Anderson BDC, Inc.
Consolidated Statements of Operations
(amounts in 000’s, except share and per
share amounts)
For the years ended December 31,
2023
2022
2021
Income:
Investment income from investments:
Interest income
$ 160,433
$ 74,829
$ 18,755
Dividend income
571
-
-
Total Investment Income
161,004
74,829
18,755
Expenses:
Management fees
11,433
7,147
2,095
Incentive fees
9,433
4,698
65
Interest expense
52,314
20,292
4,455
Professional fees
691
645
597
Directors fees
611
460
307
Offering costs
-
29
257
Excise tax
101
-
-
Initial organization costs
-
-
175
Other general and administrative expenses
1,604
1,379
677
Total Expenses
76,187
34,650
8,628
Net Investment Income (Loss)
84,817
40,179
10,127
Realized and unrealized gains (losses) on investments
Net realized gains (losses):
Investments
( 10,686 )
84
332
Total net realized gains (losses)
( 10,686 )
84
332
Net change in unrealized gains (losses):
Investments
2,944
5,502
11,829
Total net change in unrealized gains (losses)
2,944
5,502
11,829
Total realized and unrealized gains (losses)
( 7,742 )
5,586
12,161
Net Increase (Decrease) in Net Assets Resulting from Operations
$ 77,075
$ 45,765
$ 22,288
Per Common Share Data:
Basic and diluted net investment income per common share
$ 2.16
$ 1.48
$ 0.94
Basic and diluted net increase in net assets resulting from operations
$ 1.96
$ 1.68
$ 2.08
Weighted Average Common Shares Outstanding - Basic and Diluted
39,250,232
27,184,302
10,718,083
See accompanying notes to consolidated
financial statements.
F- 4
Kayne Anderson BDC, Inc.
Consolidated Statements of Changes in Net Assets
(amounts in 000’s)
For the years ended December 31,
2023
2022
2021
Increase (Decrease) in Net Assets Resulting from Operations:
Net investment income (loss)
$ 84,817
$ 40,179
$ 10,127
Net realized gains (losses) on investments
( 10,686 )
84
332
Net change in unrealized gains (losses) on investments
2,944
5,502
11,829
Net Increase (Decrease) in Net Assets Resulting from Operations
77,075
45,765
22,288
Decrease in Net Assets Resulting from Stockholder Distributions
Dividends and distributions to stockholders
( 81,617 )
( 39,553 )
( 10,514 )
Net Decrease in Net Assets Resulting from Stockholder Distributions
( 81,617 )
( 39,553 )
( 10,514 )
Increase in Net Assets Resulting from Capital Share Transactions
Issuance of common shares
90,575
268,218
299,501
Reinvestment of distributions
4,982
5,642
1,492
Net Increase in Net Assets Resulting from Capital Share Transactions
95,557
273,860
300,993
Total Increase (Decrease) in Net Assets
91,015
280,072
312,767
Net Assets, Beginning of Period
592,041
311,969
( 798 )
Net Assets, End of Period
$ 683,056
$ 592,041
$ 311,969
See accompanying notes to consolidated financial
statements.
F- 5
Kayne Anderson BDC, Inc.
Consolidated Statements of Cash Flows
(amounts in 000’s)
For the years ended December 31,
2023
2022
2021
Cash Flows from Operating Activities:
Net increase (decrease) in net assets resulting from operations
$ 77,075
$ 45,765
$ 22,288
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:
Net realized (gains)/losses on investments
10,686
( 84 )
( 332 )
Net change in unrealized (gains)/losses on investments
( 2,944 )
( 5,502 )
( 11,829 )
Net accretion of discount on investments
( 9,777 )
( 4,819 )
( 1,175 )
Sales (purchases) of short-term investments, net
( 2,955 )
( 6,173 )
( 3,674 )
Purchases of portfolio investments
( 391,341 )
( 718,236 )
( 647,460 )
Proceeds from sales of investments and principal repayments
196,649
142,118
82,524
Paid-in-kind interest from portfolio investments
( 1,652 )
( 151 )
( 173 )
Amortization of deferred financing cost
2,694
2,122
260
Increase/(decrease) in operating assets and liabilities:
(Increase)/decrease in interest and dividends receivable
( 2,430 )
( 8,311 )
( 2,133 )
(Increase)/decrease in deferred offering costs
-
29
202
(Increase)/decrease in receivable for principal payments on investments
7
( 111 )
-
Increase/(decrease) in excise tax payable
101
-
-
(Increase)/decrease in prepaid expenses and other assets
28
( 199 )
29
Increase/(decrease) in payable for investments purchased
( 956 )
956
-
Increase/(decrease) in management fees payable
581
1,463
952
Increase/(decrease) in incentive fee payable
9,433
4,697
65
Increase/(decrease) in payable to affiliate
-
-
( 1,075 )
Increase/(decrease) in accrued organizational and offering costs, net
-
( 6 )
( 135 )
Increase/(decrease) in accrued other general and administrative expenses
4,748
4,672
2,529
Net cash used in operating activities
( 110,053 )
( 541,770 )
( 559,137 )
Cash Flows from Financing Activities:
Borrowings/(payments) on Corporate Credit Facility, net
( 35,000 )
269,000
-
Borrowings on Revolving Funding Facility, net
106,000
200,000
-
Borrowings on Revolving Funding Facility II, net
70,000
-
-
(Payments)/Borrowings on Loan and Security Agreement, net
-
( 162,000 )
162,000
Borrowings/(payments) on Subscription Credit Agreement, net
( 97,250 )
3,000
105,000
Payments of debt issuance costs
( 3,716 )
( 6,859 )
( 932 )
Distributions paid in cash
( 70,013 )
( 23,098 )
( 4,407 )
Proceeds from issuance of common shares
90,575
268,218
299,501
Proceeds from issuance of Notes
75,000
-
-
Net cash provided by financing activities
135,596
548,261
561,162
Net increase in cash and cash equivalents
25,543
6,491
2,025
Cash and cash equivalents, beginning of period
8,526
2,035
10
Cash and cash equivalents, end of period
$ 34,069
$ 8,526
$ 2,035
Supplemental and Non-Cash Information:
Interest paid during the period
$ 44,384
$ 14,211
$ 2,346
Non-cash financing activities not included herein consisted of reinvestment of dividends
$ 4,982
$ 5,642
$ 1,492
See accompanying notes to consolidated financial
statements.
F- 6
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2023
(amounts in 000’s, except number of shares,
units)
Maturity
Principal
/
Amortized
Fair
Percentage
Portfolio
Company (1)
Footnotes
Investment
(2)
Interest
Rate
Date
Par
Cost (3)(4)
Value
of Net Assets
Debt and Equity Investments
Private Credit Investments (5)
Aerospace & defense
Basel U.S. Acquisition Co., Inc.
(IAC)
(6)
First lien
senior secured revolving loan
11.51 % (S + 6.00 %)
12/5/2028
$
-
$
-
$
-
0.0
%
First lien senior secured
loan
11.51 % (S + 6.00 %)
12/5/2028
18,494
18,066
18,679
2.7
%
Fastener Distribution Holdings, LLC
First lien senior secured
loan
12.00 % (S + 6.50 %)
10/1/2025
20,494
20,090
20,494
3.0
%
First lien senior secured
delayed draw loan
12.00 % (S + 6.50 %)
10/1/2025
9,098
9,009
9,098
1.3
%
Precinmac (US) Holdings, Inc.
First lien senior secured
loan
11.46 % (S + 6.00 %)
8/31/2027
5,352
5,281
5,272
0.8
%
First lien senior secured
delayed draw loan
11.46 % (S + 6.00 %)
8/31/2027
1,102
1,087
1,086
0.2
%
Vitesse Systems Parent, LLC
First lien senior secured
loan
12.63 % (S + 7.00 %)
12/22/2028
31,208
30,430
31,208
4.6
%
85,748
83,963
85,837
12.6
%
Automobile components
Speedstar Holding LLC
First lien senior secured
loan
12.79 % (S + 7.25 %)
1/22/2027
6,012
5,925
5,982
0.9
%
First lien senior secured
delayed draw loan
12.78 % (S + 7.25 %)
1/22/2027
271
265
270
0.0
%
Vehicle Accessories, Inc.
First lien senior secured
loan
10.72 % (S + 5.25 %)
11/30/2026
21,011
20,770
21,011
3.1
%
First lien senior secured
revolving loan
10.72 % (S + 5.25 %)
11/30/2026
-
-
-
0.0
%
27,294
26,960
27,263
4.0
%
Biotechnology
Alcami Corporation (Alcami)
First lien senior secured
delayed draw loan
12.46 % (S + 7.00 %)
6/30/2024
-
-
-
0.0
%
First lien senior secured
revolving loan
12.46 % (S + 7.00 %)
12/21/2028
-
-
-
0.0
%
First lien senior secured
loan
12.46 % (S + 7.00 %)
12/21/2028
11,618
11,197
11,850
1.7
%
11,618
11,197
11,850
1.7
%
Building products
Ruff Roofers Buyer, LLC
First lien senior secured
loan
11.08 % (S + 5.75 %)
11/19/2029
7,186
6,910
7,186
1.1
%
First lien senior secured
delayed draw loan
11.08 % (S + 5.75 %)
11/17/2024
-
-
-
0.0
%
First lien senior secured
delayed draw loan
11.08 % (S + 5.75 %)
11/17/2025
-
-
-
0.0
%
First lien senior secured revolving loan
11.08 % (S + 5.75 %)
11/19/2029
-
-
-
0.0
%
Eastern Wholesale Fence
First lien senior secured
loan
13.50 % (S + 8.00 %)
10/30/2025
20,271
19,875
20,069
2.9
%
First lien senior secured
revolving loan
13.50 % (S + 8.00 %)
10/30/2025
368
364
365
0.0
%
27,825
27,149
27,620
4.0
%
Capital markets
Atria Wealth Solutions, Inc.
First lien senior secured
loan
11.97 % (S + 6.50 %)
5/31/2024
5,087
5,080
5,087
0.7
%
First lien senior secured
delayed draw loan
11.97 % (S + 6.50 %)
5/31/2024
3,218
3,211
3,218
0.5
%
8,305
8,291
8,305
1.2
%
Chemicals
FAR
Technologies Holdings, Inc.(f/k/a Cyalume Technologies Holdings, Inc.)
First lien senior secured
loan
10.61 % (S + 5.00 %)
8/30/2024
1,274
1,271
1,274
0.2
%
Fralock Buyer LLC
First lien senior secured
loan
11.61 % (S + 6.00 %)
4/17/2024
11,654
11,628
11,567
1.7
%
First lien senior secured
revolving loan
11.61 % (S + 6.00 %)
4/17/2024
449
449
446
0.1
%
Shrieve Chemical Company, LLC
First lien senior secured
loan
11.90 % (S + 6.38 %)
12/2/2024
8,720
8,628
8,720
1.3
%
USALCO, LLC
First lien senior secured
loan
11.61 % (S + 6.00 %)
10/19/2027
18,989
18,684
18,989
2.8
%
First lien senior secured
revolving loan
11.47 % (S + 6.00 %)
10/19/2026
1,049
1,021
1,049
0.1
%
42,135
41,681
42,045
6.2
%
Commercial services & supplies
Advanced Environmental Monitoring
(7)
First lien senior secured
loan
12.01 % (S + 6.50 %)
1/29/2026
10,158
9,994
10,158
1.5
%
Allentown, LLC
First lien senior secured
loan
11.46 % (S + 6.00 %)
4/22/2027
7,586
7,535
7,586
1.1
%
First lien senior secured
delayed draw loan
11.46 % (S + 6.00 %)
4/22/2027
1,370
1,354
1,370
0.2
%
First lien senior secured
revolving loan
13.50 % (P + 5.00 %)
4/22/2027
235
234
235
0.0
%
American Equipment Holdings LLC
First lien senior secured
loan
11.86 % (S + 6.00 %)
11/5/2026
20,045
19,812
19,945
2.9
%
First lien senior secured
delayed draw loan
11.88 % (S + 6.00 %)
11/5/2026
6,239
6,167
6,208
0.9
%
First lien senior secured
delayed draw loan
11.81 % (S + 6.00 %)
11/5/2026
4,969
4,905
4,944
0.7
%
First lien senior secured
revolving loan
11.74 % (S + 6.00 %)
11/5/2026
2,736
2,672
2,723
0.4
%
Arborworks Acquisition LLC
(8)(9)(10)
First lien senior secured
loan
11/6/2028
4,688
4,688
4,688
0.7
%
First lien
senior secured revolving loan
11/6/2028
1,253
1,253
1,253
0.2
%
BLP Buyer, Inc. (Bishop Lifting Products)
First lien senior secured
loan
11.11 % (S + 5.75 %)
12/22/2029
26,099
25,549
26,099
3.8
%
First lien senior secured
delayed draw loan
11.11 % (S + 5.75 %)
12/22/2025
-
-
-
0.0
%
First lien senior secured
revolving loan
11.11 % (S + 5.75 %)
12/22/2029
273
196
273
0.0
%
Gusmer Enterprises, Inc.
First lien senior secured
loan
12.47 % (S + 7.00 %)
5/7/2027
4,747
4,682
4,735
0.7
%
First lien senior secured
delayed draw loan
12.47 % (S + 7.00 %)
5/7/2027
7,951
7,798
7,931
1.2
%
First lien senior secured
revolving loan
12.47 % (S + 7.00 %)
5/7/2027
-
-
-
0.0
%
PMFC Holding, LLC
First lien senior secured
loan
13.02 % (S + 7.50 %)
7/31/2025
5,561
5,427
5,561
0.8
%
First lien senior secured
delayed draw loan
13.03 % (S + 7.50 %)
7/31/2025
2,789
2,787
2,789
0.4
%
First lien senior secured
revolving loan
13.03 % (S + 7.50 %)
7/31/2025
547
547
547
0.1
%
Regiment Security Partners LLC
First lien senior secured
loan
13.52 % (S + 8.00 %)
9/15/2026
6,383
6,309
6,383
1.0
%
First lien senior secured
delayed draw loan
13.52 % (S + 8.00 %)
9/15/2026
2,609
2,588
2,609
0.4
%
First lien senior secured
revolving loan
13.52 % (S + 8.00 %)
9/15/2026
1,448
1,427
1,448
0.2
%
117,686
115,924
117,485
17.2
%
See accompanying notes to consolidated financial
statements.
F- 7
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2023
(amounts in 000’s, except number of shares, units)
Maturity
Principal
/
Amortized
Fair
Percentage
Portfolio
Company (1)
Footnotes
Investment
(2)
Interest
Rate
Date
Par
Cost (3)(4)
Value
of Net Assets
Containers
& packaging
Carton
Packaging Buyer, Inc. (Century Box)
First
lien senior secured loan
11.39 % (S + 6.00 %)
10/30/2028
24,261
23,605
24,262
3.6
%
First
lien senior secured revolving loan
11.39 % (S + 6.00 %)
10/30/2028
-
-
-
0.0
%
Drew
Foam Companies, Inc.
First
lien senior secured loan
12.75 % (S + 7.25 %)
11/5/2025
7,052
6,997
6,999
1.0
%
First
lien senior secured loan
12.80 % (S + 7.25 %)
11/5/2025
20,045
19,789
19,895
2.9
%
FCA,
LLC (FCA Packaging)
First
lien senior secured loan
11.90 % (S + 6.50 %)
7/18/2028
18,673
18,419
19,047
2.8
%
First
lien senior secured revolving loan
11.90 % (S + 6.50 %)
7/18/2028
-
-
-
0.0
%
Innopak
Industries, Inc.
First
lien senior secured loan
11.71 % (S + 6.25 %)
3/5/2027
28,224
27,564
28,224
4.1
%
98,255
96,374
98,427
14.4
%
Diversified
telecommunication services
Network
Connex (f/k/a NTI Connect, LLC)
First
lien senior secured loan
11.00 % (S + 5.50 %)
1/31/2026
5,195
5,140
5,196
0.8
%
5,195
5,140
5,196
0.8
%
Food
products
BC
CS 2, L.P. (Cuisine Solutions)
(6)(11)
13.55 % (S + 8.00 %)
7/8/2028
21,555
21,063
21,555
3.2
%
BR
PJK Produce, LLC (Keany)
First
lien senior secured loan
11.50 % (S + 6.00 %)
11/14/2027
29,564
28,973
29,564
4.3
%
First
lien senior secured delayed draw loan
11.46 % (S + 6.00 %)
11/14/2027
2,938
2,812
2,938
0.4
%
City
Line Distributors, LLC
First
lien senior secured loan
11.47 % (S + 6.00 %)
8/31/2028
8,895
8,576
8,895
1.3
%
First
lien senior secured delayed draw loan
11.47 % (S + 6.00 %)
3/3/2025
-
-
-
0.0
%
First
lien senior secured revolving loan
11.47 % (S + 6.00 %)
8/31/2028
-
-
-
0.0
%
Gulf
Pacific Holdings, LLC
First
lien senior secured loan
11.25 % (S + 5.75 %)
9/30/2028
20,180
19,847
20,079
2.9
%
First
lien senior secured delayed draw loan
11.38 % (S + 5.75 %)
9/30/2028
1,701
1,618
1,693
0.2
%
First
lien senior secured revolving loan
11.29 % (S + 5.75 %)
9/30/2028
2,697
2,602
2,683
0.4
%
IF&P
Foods, LLC (FreshEdge)
First
lien senior secured loan
11.07 % (S + 5.63 %)
10/3/2028
27,245
26,684
26,904
4.0
%
First
lien senior secured loan
11.48 % (S + 6.00 %)
10/3/2028
216
211
213
0.0
%
First
lien senior secured delayed draw loan
11.07 % (S + 5.63 %)
10/3/2028
4,045
3,969
3,994
0.6
%
First
lien senior secured revolving loan
10.91 % (S + 5.63 %)
10/3/2028
1,759
1,690
1,737
0.3
%
J&K
Ingredients, LLC
First
lien senior secured loan
11.63 % (S + 6.25 %)
11/16/2028
11,581
11,295
11,581
1.7
%
Siegel
Egg Co., LLC
First
lien senior secured loan
11.99 % (S + 6.50 %)
12/29/2026
15,466
15,290
14,616
2.1
%
First
lien senior secured revolving loan
11.99 % (S + 6.50 %)
12/29/2026
2,594
2,557
2,451
0.4
%
Worldwide
Produce Acquisition, LLC
First
lien senior secured delayed draw loan
11.60 % (S + 6.25 %)
1/18/2029
631
587
625
0.1
%
First
lien senior secured delayed draw loan
11.60 % (S + 6.25 %)
4/18/2024
-
-
-
0.0
%
First
lien senior secured revolving loan
11.60 % (S + 6.25 %)
1/18/2029
198
190
196
0.0
%
First
lien senior secured loan
11.60 % (S + 6.25 %)
1/18/2029
2,860
2,786
2,832
0.4
%
154,125
150,750
152,556
22.3
%
Health
care providers & services
Brightview,
LLC
First
lien senior secured loan
11.47 % (S + 6.00 %)
12/14/2026
12,870
12,855
12,645
1.9
%
First
lien senior secured delayed draw loan
11.47 % (S + 6.00 %)
12/14/2026
1,719
1,714
1,689
0.3
%
First
lien senior secured revolving loan
11.47 % (S + 6.00 %)
12/14/2026
774
774
761
0.1
%
Guardian
Dentistry Partners
First
lien senior secured loan
11.97 % (S + 6.50 %)
8/20/2026
8,057
7,929
8,057
1.2
%
First
lien senior secured delayed draw loan
11.97 % (S + 6.50 %)
8/20/2026
15,682
15,464
15,682
2.3
%
First
lien senior secured delayed draw loan
11.97 % (S + 6.50 %)
8/20/2026
5,808
5,808
5,808
0.9
%
Guided
Practice Solutions: Dental, LLC (GPS)
First
lien senior secured delayed draw loan
11.72 % (S + 6.25 %)
12/29/2025
6,475
6,056
6,475
0.9
%
Light
Wave Dental Management LLC
First
lien senior secured revolving loan
12.35 % (S + 7.00 %)
6/30/2029
2,181
2,099
2,181
0.3
%
First
lien senior secured loan
12.35 % (S + 7.00 %)
6/30/2029
22,423
21,834
22,423
3.3
%
SGA
Dental Partners Holdings, LLC
First
lien senior secured loan
11.67 % (S + 6.00 %)
12/30/2026
11,828
11,683
11,828
1.7
%
First
lien senior secured loan
11.61 % (S + 6.00 %)
12/30/2026
1,681
1,563
1,681
0.2
%
First
lien senior secured delayed draw loan
11.67 % (S + 6.00 %)
12/30/2026
11,024
10,856
11,024
1.6
%
First
lien senior secured delayed draw loan
11.67 % (S + 6.00 %)
4/19/2024
-
-
-
0.0
%
First
lien senior secured revolving loan
11.67 % (S + 6.00 %)
12/30/2026
-
-
-
0.0
%
100,522
98,635
100,254
14.7
%
See accompanying notes to consolidated financial
statements.
F- 8
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2023
(amounts in 000’s, except number of shares, units)
Maturity
Principal
/
Amortized
Fair
Percentage
Portfolio
Company (1)
Footnotes
Investment
(2)
Interest
Rate
Date
Par
Cost (3)(4)
Value
of Net Assets
Health care equipment & supplies
LSL Industries, LLC (LSL Healthcare)
First lien senior secured
loan
12.15 % (S + 6.50 %)
11/3/2027
19,529
18,911
19,334
2.8
%
First lien senior secured
delayed draw loan
12.15 % (S + 6.50 %)
11/3/2024
-
-
-
0.0
%
First lien senior secured
revolving loan
12.15 % (S + 6.50 %)
11/3/2027
-
-
-
0.0
%
19,529
18,911
19,334
2.8
%
Household durables
Curio Brands, LLC
First lien senior secured
loan
10.96 % (S + 5.50 %)
12/21/2027
17,173
16,859
16,830
2.5
%
First lien senior secured
revolving loan
10.96 % (S + 5.50 %)
12/21/2027
-
-
-
0.0
%
First lien senior secured
delayed draw loan
10.96 % (S + 5.50 %)
12/21/2027
4,121
4,121
4,039
0.6
%
21,294
20,980
20,869
3.1
%
Household products
Home Brands Group Holdings, Inc. (ReBath)
First lien senior secured
loan
10.29 % (S + 4.75 %)
11/8/2026
17,052
16,826
16,967
2.5
%
First lien senior secured
revolving loan
10.29 % (S + 4.75 %)
11/8/2026
-
-
-
0.0
%
17,052
16,826
16,967
2.5
%
Insurance
Allcat Claims Service, LLC
First lien senior secured
loan
11.53 % (S + 6.00 %)
7/7/2027
7,717
7,551
7,717
1.1
%
First lien senior secured
delayed draw loan
11.53 % (S + 6.00 %)
7/7/2027
21,605
21,266
21,605
3.2
%
First lien senior secured
revolving loan
11.53 % (S + 6.00 %)
7/7/2027
-
-
-
0.0
%
29,322
28,817
29,322
4.3
%
IT services
Domain Information Services Inc. (Integris)
First lien senior secured
loan
11.29 % (S + 5.75 %)
9/30/2025
20,444
20,122
20,342
3.0
%
Improving Acquisition LLC
First lien senior secured
loan
12.22 % (S + 6.50 %)
7/26/2027
31,650
31,140
31,492
4.6
%
First lien senior secured
revolving loan
12.22 % (S + 6.50 %)
7/26/2027
-
-
-
0.0
%
52,094
51,262
51,834
7.6
%
Leisure products
BCI Burke Holding Corp.
First lien senior secured
loan
11.11 % (S + 5.50 %)
12/14/2027
15,373
15,219
15,603
2.3
%
First lien senior secured
delayed draw loan
11.11 % (S + 5.50 %)
12/14/2027
578
545
586
0.1
%
First lien senior secured
revolving loan
11.11 % (S + 5.50 %)
6/14/2027
-
-
-
0.0
%
VENUplus, Inc. (f/k/a CTM Group, Inc.)
First lien senior secured
loan
12.29 % (S + 6.75 %)
11/30/2026
4,420
4,325
4,398
0.6
%
MacNeill Pride Group
First lien senior secured
loan
11.86 % (S + 6.25 %)
4/22/2026
8,254
8,198
8,151
1.2
%
First lien senior secured
delayed draw loan
11.86 % (S + 6.25 %)
4/22/2026
3,277
3,221
3,236
0.5
%
First lien senior secured
revolving loan
11.86 % (S + 6.25 %)
4/22/2026
-
-
-
0.0
%
Trademark Global LLC
First lien senior secured
loan
12.97 % (S +7.50%, 1.50 % is PIK)
7/30/2024
11,798
11,776
10,736
1.6
%
First lien senior secured
revolving loan
12.97 % (S +7.50%, 1.50 % is PIK)
7/30/2024
2,630
2,627
2,393
0.3
%
46,330
45,911
45,103
6.6
%
Machinery
Pennsylvania Machine Works, LLC
First lien senior secured
loan
11.61 % (S + 6.00 %)
3/6/2027
1,908
1,896
1,908
0.3
%
PVI Holdings, Inc
First lien senior secured
loan
12.16 % (S + 6.77 %)
1/18/2028
23,895
23,602
24,074
3.5
%
Techniks Holdings, LLC / Eppinger Holdings Germany GMBH
(6)
First lien senior secured
loan
12.75 % (S + 7.25 %)
2/4/2025
24,812
24,468
24,688
3.6
%
First lien senior secured
revolving loan
11.80 % (S + 6.25 %)
2/4/2025
1,050
1,003
1,045
0.2
%
51,665
50,969
51,715
7.6
%
Personal care products
DRS Holdings III, Inc. (Dr. Scholl’s)
First lien senior secured
loan
11.71 % (S + 6.25 %)
11/1/2025
11,004
10,954
11,004
1.6
%
First lien senior secured
revolving loan
11.71 % (S + 6.25 %)
11/1/2025
-
-
-
0.0
%
PH Beauty Holdings III, Inc.
First lien senior secured
loan
10.65 % (S + 5.00 %)
9/28/2025
9,442
9,278
9,183
1.3
%
Silk Holdings III Corp. (Suave)
First lien senior secured
loan
13.10 % (S + 7.75 %)
5/1/2029
19,900
19,351
20,298
3.0
%
40,346
39,583
40,485
5.9
%
Pharmaceuticals
Foundation Consumer Brands
First lien senior secured
loan
11.79 % (S + 6.25 %)
2/12/2027
6,781
6,744
6,832
1.0
%
First lien senior secured
revolving loan
11.79 % (S + 6.25 %)
2/12/2027
-
-
-
0.0
%
6,781
6,744
6,832
1.0
%
See accompanying notes to consolidated financial
statements.
F- 9
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2023
(amounts in 000’s, except number of shares, units)
Maturity
Principal /
Amortized
Fair
Percentage
Portfolio
Company (1)
Footnotes
Investment
(2)
Interest
Rate
Date
Par
Cost (3)(4)
Value
of Net Assets
Professional
services
4
Over International, LLC
First lien senior
secured loan
12.46 % (S + 7.00 %)
12/7/2026
19,438
18,757
19,438
2.8 %
DISA
Holdings Corp. (DISA)
First lien
senior secured delayed draw loan
10.84 % (S + 5.50 %)
9/9/2028
3,714
3,578
3,714
0.5 %
First lien senior secured revolving
loan
10.84 % (S + 5.50 %)
9/9/2028
392
347
392
0.1 %
First lien senior secured loan
10.84 % (S + 5.50 %)
9/9/2028
22,177
21,625
22,177
3.2 %
Universal
Marine Medical Supply International, LLC (Unimed)
First lien senior secured loan
13.01 % (S + 7.50 %)
12/5/2027
13,527
13,253
13,527
2.0 %
First lien
senior secured revolving loan
13.00 % (S + 7.50 %)
12/5/2027
2,544
2,494
2,544
0.4 %
61,792
60,054
61,792
9.0 %
Software
AIDC
Intermediate Co 2, LLC (Peak Technologies)
First lien
senior secured loan
11.80 % (S + 6.25 %)
7/22/2027
34,650
33,736
34,650
5.1 %
Specialty
retail
Sundance
Holdings Group, LLC
(7)
First lien senior secured loan
15.03 % (S + 9.50%, 1.50 % is PIK)
5/1/2024
9,210
9,022
8,911
1.3 %
First lien
senior secured delayed draw loan
15.03 % (S + 9.50%, 1.50 % is PIK)
5/1/2024
-
-
-
0.0 %
9,210
9,022
8,911
1.3 %
Textiles,
apparel & luxury goods
American
Soccer Company, Incorporated (SCORE)
First lien senior secured loan
12.75 % (S + 7.25 %)
7/20/2027
29,816
29,317
29,145
4.3 %
First lien senior secured revolving
loan
12.75 % (S + 7.25 %)
7/20/2027
2,128
2,067
2,080
0.3 %
BEL
USA, LLC
First lien senior secured loan
12.53 % (S + 7.00 %)
6/2/2026
5,804
5,774
5,804
0.8 %
First lien senior secured loan
12.53 % (S + 7.00 %)
6/2/2026
96
95
96
0.0 %
YS
Garments, LLC
First lien
senior secured loan
13.00 % (S + 7.50 %)
8/9/2026
6,849
6,758
6,729
1.0 %
44,693
44,011
43,854
6.4 %
Trading
companies & distributors
BCDI
Meteor Acquisition, LLC (Meteor)
First lien senior secured loan
12.45 % (S + 7.00 %)
6/29/2028
16,297
15,955
16,297
2.4 %
Broder
Bros., Co.
First lien senior secured loan
11.61 % (S+ 6.00 %)
12/4/2025
4,640
4,439
4,640
0.7 %
CGI
Automated Manufacturing, LLC
First lien senior secured loan
12.61 % (S + 7.00 %)
12/17/2026
20,510
19,849
20,459
3.0 %
First lien senior secured loan
12.61 % (S + 7.00 %)
12/17/2026
6,681
6,559
6,664
1.0 %
First lien senior secured delayed
draw loan
12.61 % (S + 7.00 %)
12/17/2026
3,616
3,510
3,607
0.5 %
First lien senior secured revolving
loan
12.61 % (S + 7.00 %)
12/17/2026
327
244
327
0.0 %
EIS
Legacy, LLC
First lien senior secured loan
11.24 % (S + 5.75 %)
11/1/2027
18,079
17,838
18,079
2.6 %
First lien senior secured loan
11.27 % (S + 5.75 %)
11/1/2027
9,666
9,356
9,666
1.4 %
First lien senior secured delayed
draw loan
11.24 % (S + 5.75 %)
4/20/2025
-
-
-
0.0 %
First lien senior secured revolving
loan
11.24 % (S + 5.75 %)
11/1/2027
-
-
-
0.0 %
Engineered
Fastener Company, LLC (EFC International)
First lien senior secured loan
12.00 % (S + 6.50 %)
11/1/2027
23,604
23,113
23,899
3.5 %
Genuine
Cable Group, LLC
First lien senior secured loan
10.96 % (S + 5.50 %)
11/1/2026
29,057
28,336
28,984
4.2 %
First lien senior secured loan
10.96 % (S + 5.50 %)
11/1/2026
5,506
5,347
5,492
0.8 %
I.D.
Images Acquisition, LLC
First lien senior secured loan
11.75 % (S + 6.25 %)
7/30/2026
13,651
13,538
13,651
2.0 %
First lien senior secured delayed
draw loan
11.75 % (S + 6.25 %)
7/30/2026
2,486
2,450
2,486
0.4 %
First lien senior secured loan
11.70 % (S + 6.25 %)
7/30/2026
4,522
4,457
4,522
0.7 %
First lien senior secured loan
11.75 % (S + 6.25 %)
7/30/2026
1,043
1,033
1,043
0.2 %
First lien senior secured revolving
loan
11.75 % (S + 6.25 %)
7/30/2026
-
-
-
0.0 %
Krayden
Holdings, Inc.
First lien senior secured delayed
draw loan
11.20 % (S + 5.75 %)
3/1/2025
-
-
-
0.0 %
First lien senior secured delayed
draw loan
11.20 % (S + 5.75 %)
3/1/2025
-
-
-
0.0 %
First lien senior secured revolving
loan
11.20 % (S + 5.75 %)
3/1/2029
-
-
-
0.0 %
First lien senior secured loan
11.20 % (S + 5.75 %)
3/1/2029
9,491
9,099
9,491
1.4 %
OAO
Acquisitions, Inc. (BearCom)
First lien senior secured loan
11.61 % (S + 6.25 %)
12/27/2029
21,370
20,979
21,370
3.1 %
First lien senior secured delayed
draw loan
11.61 % (S + 6.25 %)
12/27/2025
-
-
-
0.0 %
First lien senior secured revolving
loan
11.61 % (S + 6.25 %)
12/27/2029
-
-
-
0.0 %
United
Safety & Survivability Corporation (USSC)
First lien senior secured loan
11.79 % (S + 6.25 %)
9/30/2027
12,436
12,147
12,436
1.8 %
First lien senior secured loan
11.79 % (S + 6.25 %)
9/28/2027
1,607
1,490
1,607
0.3
%
First lien senior secured delayed
draw loan
11.79 % (S + 6.25 %)
9/30/2027
3,160
3,110
3,160
0.5 %
First lien
senior secured revolving loan
11.79 % (S + 6.25 %)
9/30/2027
870
860
870
0.1 %
208,619
203,709
208,750
30.6 %
Wireless
telecommunication services
Centerline
Communications, LLC
First lien senior secured loan
11.53 % (S + 6.00 %)
8/10/2027
14,945
14,751
13,936
2.0 %
First lien senior secured delayed
draw loan
11.53 % (S + 6.00 %)
8/10/2027
7,044
6,954
6,568
1.0 %
First lien senior secured delayed
draw loan
11.53 % (S + 6.00 %)
8/10/2027
6,202
6,112
5,783
0.9 %
First lien senior secured revolving
loan
11.53 % (S + 6.00 %)
8/10/2027
1,800
1,778
1,679
0.2 %
First lien
senior secured loan
11.53 % (S + 6.00 %)
8/10/2027
1,020
996
952
0.1 %
31,011
30,591
28,918
4.2 %
Total
Private Credit Debt Investments
1,353,096
1,327,190
1,346,174
197.1 %
See accompanying notes to consolidated financial
statements.
F- 10
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2023
(amounts in 000’s, except number of shares, units)
Footnotes
Number of
Shares/Units
Cost
Fair
Value
Percentage of Net Assets
Equity Investments(9)
Automobile components
Vehicle Accessories, Inc. - Class A common
(12)
128,250
-
326
0.0 %
Vehicle Accessories, Inc. - preferred
(12)
250,000
250
292
0.1 %
378,250
250
618
0.1 %
Commercial services & supplies
American Equipment Holdings LLC- Class A units
(13)
426
284
508
0.1 %
BLP Buyer, Inc. (Bishop Lifting Products) - Class A common
(14)
582,469
652
1,200
0.1 %
Arborworks Acquisition LLC – Class A preferred units
(10)
21,716
9,179
9,287
1.4 %
Arborworks Acquisition LLC – Class B preferred units
(10)
21,716
-
-
0.0 %
Arborworks Acquisition LLC – Class A common units
(10)
2,604
-
-
0.0 %
628,931
10,115
10,995
1.6 %
Food products
BC CS 2, L.P. (Cuisine Solutions)
(6)(11)
2,000,000
2,000
2,611
0.4 %
City Line Distributors, LLC - Class A units
(15)
418,416
418
418
0.1 %
Gulf Pacific Holdings, LLC - Class A common
(13)
250
250
189
0.0 %
Gulf Pacific Holdings, LLC - Class C common
(13)
250
-
-
0.0 %
IF&P Foods, LLC (FreshEdge) - Class A preferred
(13)
750
750
905
0.1 %
IF&P Foods, LLC (FreshEdge) - Class B common
(13)
750
-
-
0.0 %
Siegel Parent, LLC
(16)
250
250
72
0.0 %
2,420,666
3,668
4,195
0.6 %
Healthcare equipment & supplies
LSL Industries, LLC (LSL Healthcare)
(13)
7,500
750
552
0.1 %
IT services
Domain Information Services Inc. (Integris)
250,000
250
344
0.0 %
Specialty retail
Sundance Direct Holdings, Inc. - common
21,479
-
-
0.0 %
Textiles, apparel & luxury goods
American Soccer Company, Incorporated (SCORE)
(16)
1,000,000
1,000
620
0.1 %
Total Private Equity Investments
16,033
17,324
2.5 %
Total Private Investments
1,343,223
1,363,498
199.6 %
Number of
Fair
Percentage
Footnotes
Shares
Cost
Value
of Net Assets
Short-Term Investments
First American Treasury Obligations Fund - Institutional Class Z, 5.21%
(17)
12,802,362
12,802
12,802
1.9 %
Total Short-Term Investments
12,802,362
12,802
12,802
1.9 %
Total Investments
$ 1,356,025
$ 1,376,300
201.5 %
Liabilities in Excess of Other Assets
( 693,244 )
( 101.5 )%
Net Assets
$ 683,056
100.0 %
(1) As of December 31, 2023, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company.
(2) Debt investments are pledged to the Company’s credit facilities, and a single debt investment may be divided into parts that are individually pledged to separate credit facilities.
(3) The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(4) As of December 31, 2023, the tax cost of the Company’s investments approximates their amortized cost.
(5) Loan contains a variable rate structure, that may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the Secured Overnight Funding Rate (“SOFR” or “S”) (which can include one-, three- or six-month SOFR), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate or “P”).
See
accompanying notes to consolidated financial statements.
F- 11
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2023
(amounts in 000’s, except number of shares, units)
(6) Non-qualifying investment as defined by Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2023, 4.8% of the Company’s total assets were in non-qualifying investments.
(7) The Company may be entitled to receive additional interest as a result of an arrangement with other lenders in the syndication. In exchange for the higher interest rate, the “last-out” portion is at a greater risk of loss. Certain lenders represent a “first out” portion of the investment and have priority to the “last-out” portion with respect to payments of principal and interest.
(8) Debt investment on non-accrual status as of December 31, 2023 .
(9) Non-income producing investment.
(10) In November 2023, the Company completed a restructure of the investment
in Arborworks Acquisition LLC whereby the existing term loan and revolver were restructured to a new term loan and preferred and common
equity. KABDC Corp II, LLC, a wholly owned subsidiary of the Company, holds the preferred and common equity of Arborworks Acquisition
LLC that the Company owns following this restructure.
(11) The Company has a senior secured loan in an investment vehicle (BC CS 2, L.P.) that is collateralized by a preferred stock investment in Cuisine Solutions, Inc..
(12) The Company owns 0.19% of the common equity and 0.43% of the preferred equity of Vehicle Accessories, Inc.
(13) The Company owns 27.15% of a pass-through, taxable limited liability company, KSCF IV Equity Aggregator Blocker, LLC (the “Aggregator Blocker”), which holds the Company’s equity investments in American Equipment Holdings LLC, Gulf Pacific Holdings, LLC, IF&P Foods, LLC (FreshEdge) and LSL Industries, LLC (LSL Healthcare). Through the Company’s ownership of the Aggregator Blocker, the Company owns the respective units of each company listed above in the Schedule of Investments.
(14) The Company owns 0.53% of the common equity BLP Buyer, Inc. (Bishop Lifting Products).
(15) KABDC Corp, LLC, a wholly owned subsidiary of the Company, owns 0.62% of the common equity of City Line Distributors, LLC.
(16) The Company owns 33.95% of a pass-through limited liability company, KSCF IV Equity Aggregator, LLC (the “Aggregator”), which holds the Company’s equity investments in Siegel Parent, LLC and American Soccer Company, Incorporated (SCORE). The Aggregator’s ownership of Siegel Parent, LLC is 1.1442%. Through the Company’s ownership of the Aggregator, the Company owns the respective units of each company listed above in the Schedule of Investments.
(17) The indicated rate is the yield as of December 31, 2023.
See accompanying notes to consolidated financial
statements.
F- 12
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2022
(amounts in 000’s)
Maturity
Principal /
Amortized
Fair
Percentage
Portfolio
Company (1)
Investment
Interest
Rate
Date
Par
Cost (2)(3)
Value
of Net Assets
Debt
and Equity Investments
Private
Credit Investments (4)
Aerospace
& defense
Basel
U.S. Acquisition Co., Inc. (IAC) (5)
First
lien senior secured revolving loan
11.10 % (S + 6.50 %)
12/5/2028
$
-
$
-
$
-
0.0
%
First
lien senior secured loan
11.10 % (S + 6.50 %)
12/5/2028
18,681
18,180
18,681
3.1
%
Fastener
Distribution Holdings, LLC
First
lien senior secured delayed draw loan
11.73 % (S + 7.00 %)
4/1/2024
2,362
2,293
2,362
0.4
%
First
lien senior secured loan
11.73 % (S + 7.00 %)
4/1/2024
20,701
20,347
20,701
3.5
%
Precinmac
(US) Holdings, Inc.
First
lien senior secured delayed draw loan
10.42 % (S + 6.00 %)
8/31/2027
1,113
1,094
1,096
0.2
%
First
lien senior secured loan
10.42 % (S + 6.00 %)
8/31/2027
5,408
5,315
5,326
0.9
%
48,265
47,229
48,166
8.1
%
Asset
management & custody banks
Atria
Wealth Solutions, Inc.
First
lien senior secured delayed draw loan
10.84 % (S + 6.00 %)
2/29/2024
232
202
228
0.0
%
First
lien senior secured loan
10.84 % (S + 6.00 %)
2/29/2024
5,139
5,101
5,036
0.9
%
5,371
5,303
5,264
0.9
%
Auto
components
Speedstar
Holding LLC
First
lien senior secured loan
11.73 % (L + 7.00 %)
1/22/2027
4,908
4,828
4,908
0.8
%
Vehicle
Accessories, Inc.
First
lien senior secured revolving loan
12.00 % (P + 4.50 %)
11/30/2026
-
-
-
0.0
%
First
lien senior secured loan
10.34 % (S + 5.50 %)
11/30/2026
21,225
20,898
21,066
3.6
%
26,133
25,726
25,974
4.4
%
Biotechnology
Alcami
Corporation (Alcami)
First
lien senior secured delayed draw loan
11.42 % (S + 7.00 %)
6/30/2024
-
-
-
0.0
%
First
lien senior secured revolving loan
11.42 % (S + 7.00 %)
12/21/2028
-
-
-
0.0
%
First
lien senior secured loan
11.42 % (S + 7.00 %)
12/21/2028
11,735
11,237
11,618
2.0
%
11,735
11,237
11,618
2.0
%
Building
products
BCI
Burke Holding Corp.
First
lien senior secured delayed draw loan
9.70 % (L + 5.50 %)
12/14/2023
639
615
642
0.1
%
First
lien senior secured loan
10.23 % (L + 5.50 %)
12/14/2027
16,489
16,256
16,572
2.8
%
First
lien senior secured revolving loan
10.23 % (L + 5.50 %)
6/14/2027
-
-
-
0.0
%
Eastern
Wholesale Fence
First
lien senior secured revolving loan
11.73 % (L + 7.00 %)
10/30/2025
1,275
1,252
1,275
0.2
%
First
lien senior secured loan
11.73 % (L + 7.00 %)
10/30/2025
21,239
20,778
21,239
3.6
%
39,642
38,901
39,728
6.7
%
Chemicals
Cyalume
Technologies Holdings, Inc.
First
lien senior secured loan
9.73 % (L + 5.00 %)
8/30/2024
1,274
1,266
1,274
0.2
%
Fralock
Buyer LLC
First
lien senior secured revolving loan
10.23 % (L + 5.50 %)
4/17/2024
-
-
-
0.0
%
First
lien senior secured loan
10.23 % (L + 5.50 %)
4/17/2024
11,679
11,560
11,621
2.0
%
Schrieve
Chemical Company, LLC
First
lien senior secured loan
10.33 % (L + 6.00 %)
12/2/2024
609
597
609
0.1
%
USALCO,
LLC
First
lien senior secured revolving loan
10.38 % (L + 6.00 %)
10/19/2026
1,081
1,042
1,070
0.2
%
First
lien senior secured loan
10.73 % (L + 6.00 %)
10/19/2027
19,181
18,792
18,989
3.2
%
33,824
33,257
33,563
5.7
%
Commercial
services & supplies
Advanced
Environmental Monitoring (6)
First
lien senior secured loan
11.68 % (S + 7.00 %)
1/29/2026
10,158
9,918
10,158
1.7
%
Allentown,
LLC
First
lien senior secured delayed draw loan
10.42 % (S + 6.00 %)
10/22/2023
-
-
-
0.0
%
First
lien senior secured revolving loan
12.50 % (P + 5.00 %)
4/22/2027
357
348
347
0.1
%
First
lien senior secured loan
10.42 % (S + 6.00 %)
4/22/2027
7,663
7,588
7,452
1.3
%
American
Equipment Holdings LLC
First
lien senior secured delayed draw loan
10.88 % (S + 6.00 %)
11/5/2026
6,303
6,202
6,303
1.1
%
First
lien senior secured revolving loan
10.45 % (S + 6.00 %)
11/5/2026
1,610
1,559
1,610
0.3
%
First
lien senior secured delayed draw loan
9.33 % (S + 6.00 %)
11/5/2026
3,670
3,594
3,670
0.6
%
First
lien senior secured loan
10.51 % (S + 6.00 %)
11/5/2026
2,107
2,072
2,107
0.3
%
First
lien senior secured loan
10.88 % (S + 6.00 %)
11/5/2026
18,142
17,853
18,142
3.1
%
Arborworks
Acquisition LLC
First
lien senior secured revolving loan
11.41 % (L + 7.00 %)
11/9/2026
3,125
3,053
2,750
0.5
%
First
lien senior secured loan
11.56 % (L + 7.00 %)
11/9/2026
19,855
19,533
17,473
2.9
%
BLP
Buyer, Inc. (Bishop Lifting Products)
First
lien senior secured revolving loan
10.67 % (S + 6.25 %)
2/1/2027
604
577
596
0.1
%
First
lien senior secured loan
10.21 % (S + 6.50 %)
2/1/2027
6,176
6,027
6,099
1.0
%
First
lien senior secured loan
10.49 % (S + 6.25 %)
2/1/2027
16,372
16,097
16,168
2.7
%
Gusmer
Enterprises, Inc.
First
lien senior secured delayed draw loan
11.44 % (S + 7.00 %)
5/7/2027
8,032
7,891
8,032
1.4
%
First
lien senior secured revolving loan
11.43 % (S + 7.00 %)
5/7/2027
-
-
-
0.0
%
First
lien senior secured loan
11.43 % (S + 7.00 %)
5/7/2027
4,795
4,647
4,795
0.8
%
PMFC
Holding, LLC
First
lien senior secured delayed draw loan
10.88 % (L + 6.50 %)
7/31/2023
2,818
2,811
2,818
0.5
%
First lien senior secured loan
10.88 % (L + 6.50 %)
7/31/2023
5,619
5,604
5,619
0.9
%
First
lien senior secured revolving loan
11.18 % (L + 6.50 %)
7/31/2023
342
342
342
0.1
%
Regiment
Security Partners LLC
First
lien senior secured delayed draw loan
12.66 % (S + 8.00 %)
9/15/2023
2,635
2,593
2,635
0.4
%
First
lien senior secured loan
12.66 % (S + 8.00 %)
9/15/2026
6,461
6,358
6,461
1.1
%
First
lien senior secured revolving loan
12.66 % (S + 8.00 %)
9/15/2026
1,345
1,320
1,345
0.2
%
The
Kleinfelder Group, Inc.
First
lien senior secured loan
9.98 % (L + 5.25 %)
11/30/2024
12,760
12,678
12,697
2.1
%
140,949
138,665
137,619
23.2
%
See accompanying notes to consolidated financial
statements.
F- 13
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2022
(amounts in 000’s)
Maturity
Principal /
Amortized
Fair
Percentage
Portfolio
Company (1)
Investment
Interest
Rate
Date
Par
Cost (2)(3)
Value
of Net Assets
Containers
& packaging
Drew
Foam Companies, Inc.
First lien senior secured
loan
11.48 % (S + 6.75 %)
11/5/2025
7,375
7,288
7,375
1.2
%
First lien senior secured
loan
10.89 % (S + 6.75 %)
11/5/2025
20,964
20,564
20,964
3.6
%
FCA,
LLC (FCA Packaging)
First lien senior secured
revolving loan
9.46 % (S + 6.50 %)
7/18/2028
-
-
-
0.0
%
First lien senior secured
loan
9.46 % (S + 6.50 %)
7/18/2028
23,382
23,004
23,616
4.0
%
51,721
50,856
51,955
8.8
%
Diversified
telecommunication services
Network
Connex (f/k/a NTI Connect, LLC)
First lien senior secured
loan
9.48 % (S + 4.75 %)
11/30/2024
5,249
5,187
5,249
0.9
%
Pavion
Corp., f/k/a Corbett Technology Solutions, Inc.
First lien senior secured
revolving loan
9.14 % (S + 5.00 %)
10/29/2027
572
442
563
0.1
%
First lien senior secured
delayed draw loan
9.66 % (S + 5.00 %)
10/29/2027
9,434
9,354
9,293
1.6
%
First lien senior secured
loan
9.58 % (S + 5.00 %)
10/29/2027
1,742
1,727
1,716
0.3
%
First lien senior secured
loan
9.24 % (S + 5.00 %)
10/29/2027
13,429
13,188
13,227
2.2
%
30,426
29,898
30,048
5.1
%
Electronic
equipment, instruments & components
Process
Insights, Inc.
First lien senior secured
loan
10.49 % (S + 6.00 %)
10/30/2025
3,044
2,993
3,021
0.5
%
3,044
2,993
3,021
0.5
%
Food
products
BC
CS 2, L.P. (Cuisine Solutions) (5)
First lien senior secured
loan
12.18 % (S + 8.00 %)
7/8/2028
25,000
24,283
25,000
4.2
%
BR
PJK Produce, LLC (Keany)
First lien senior secured
loan
10.47 % (S + 6.25 %)
11/14/2027
29,863
29,095
29,863
5.0
%
First lien senior secured
delayed draw loan
10.47 % (S + 6.25 %)
5/14/2024
-
-
-
0.0
%
Gulf
Pacific Holdings, LLC
First lien senior secured
delayed draw loan
10.73 % (S + 6.00 %)
9/30/2024
-
-
-
0.0
%
First lien senior secured
revolving loan
10.42 % (S + 6.00 %)
9/30/2028
1,498
1,384
1,498
0.3
%
First lien senior secured
loan
10.73 % (S + 6.00 %)
9/30/2028
20,384
19,905
20,384
3.5
%
IF&P
Foods, LLC (FreshEdge) (6)
First lien senior secured
delayed draw loan
8.91 % (S + 5.25 %)
10/3/2024
-
-
-
0.0
%
First lien senior secured
revolving loan
8.91 % (S + 5.25 %)
10/3/2028
1,366
1,187
1,366
0.2
%
First lien senior secured
loan
8.91 % (S + 5.25 %)
10/3/2028
27,520
26,853
27,520
4.7
%
Siegel
Egg Co., LLC
First lien senior secured
revolving loan
9.25 % (L + 5.50 %)
12/29/2026
1,923
1,873
1,913
0.3
%
First lien senior secured
loan
9.25 % (L + 5.50 %)
12/29/2026
15,624
15,383
15,546
2.6
%
123,178
119,963
123,090
20.8
%
Health
care providers & services
Brightview,
LLC
First lien senior secured
delayed draw loan
10.14 % (L + 5.75 %)
12/14/2026
1,736
1,714
1,719
0.3
%
First lien senior secured
revolving loan
10.13 % (L + 5.75 %)
12/14/2026
-
-
-
0.0
%
First lien senior secured
loan
10.13 % (L + 5.75 %)
12/14/2026
13,002
12,923
12,872
2.2
%
Guardian
Dentistry Partners
First lien senior secured
delayed draw loan
10.94 % (S + 6.50 %)
8/20/2026
21,708
21,402
21,708
3.7
%
First lien senior secured
loan
10.94 % (S + 6.50 %)
8/20/2026
8,139
7,961
8,139
1.4
%
Light
Wave Dental Management LLC
First lien senior secured
delayed draw loan
11.32 % (S + 6.50 %)
12/31/2023
9,559
9,437
9,559
1.6
%
First lien senior secured
loan (7)
30.00 %
9/30/2023
6,254
6,254
6,254
1.0
%
First lien senior secured
revolving loan
11.32 % (S + 6.50 %)
12/31/2023
558
555
558
0.1
%
First lien senior secured
loan
11.32 % (S + 6.50 %)
12/31/2023
12,941
12,851
12,941
2.1
%
OMH-HealthEdge
Holdings, LLC
First lien senior secured
loan
10.03 % (L + 5.25 %)
10/24/2025
17,572
17,271
17,572
3.0
%
SGA
Dental Partners Holdings, LLC
First lien senior secured
delayed draw loan
9.93 % (S + 6.00 %)
12/30/2026
11,136
10,941
11,136
1.9
%
First lien senior secured
loan
9.93 % (S + 6.00 %)
12/30/2026
11,948
11,725
11,948
2.0
%
First lien senior secured
revolving loan
9.93 % (S + 6.00 %)
12/30/2026
-
-
-
0.0
%
114,553
113,034
114,406
19.3
%
See accompanying notes to consolidated financial
statements.
F- 14
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2022
(amounts in 000’s)
Maturity
Principal /
Amortized
Fair
Percentage
Portfolio
Company (1)
Investment
Interest
Rate
Date
Par
Cost (2)(3)
Value
of Net Assets
Healthcare
equipment & supplies
LSL
Industries, LLC (LSL Healthcare)
First lien senior secured
delayed draw loan
10.90 % (S + 6.50 %)
11/3/2024
-
-
-
0.0
%
First lien senior secured
revolving loan
10.90 % (S + 6.50 %)
11/3/2027
-
-
-
0.0
%
First lien senior secured
loan
10.90 % (S + 6.50 %)
11/3/2027
19,727
19,001
19,727
3.3
%
19,727
19,001
19,727
3.3
%
Household
durables
Curio
Brands, LLC
First lien senior secured
delayed draw loan
10.23 % (L + 5.50 %)
12/21/2027
3,296
3,296
3,230
0.5
%
First lien senior secured
revolving loan
10.23 % (L + 5.50 %)
12/21/2027
-
-
-
0.0
%
First lien senior secured
loan
10.23 % (L + 5.50 %)
12/21/2027
18,009
17,596
17,648
3.0
%
21,305
20,892
20,878
3.5
%
Household
products
Home
Brands Group Holdings, Inc. (ReBath)
First lien senior secured
revolving loan
9.16 % (L + 4.75 %)
11/8/2026
-
-
-
0.0
%
First lien senior secured
loan
9.16 % (L + 4.75 %)
11/8/2026
19,046
18,706
18,951
3.2
%
19,046
18,706
18,951
3.2
%
Insurance
Allcat
Claims Service, LLC
First lien senior secured
delayed draw loan
10.24 % (S + 6.00 %)
7/7/2027
5,396
5,127
5,396
0.9
%
First lien senior secured
revolving loan
10.33 % (S + 6.00 %)
7/7/2027
1,651
1,591
1,651
0.3
%
First lien senior secured
loan
10.41 % (S + 6.00 %)
7/7/2027
7,795
7,641
7,795
1.3
%
14,842
14,359
14,842
2.5
%
IT
services
Domain
Information Services Inc. (Integris)
First lien senior secured
loan
10.63 % (S + 6.25 %)
9/30/2025
20,632
20,133
20,632
3.5
%
Improving
Acquisition LLC
First lien senior secured
revolving loan
10.24 % (S + 6.00 %)
7/26/2027
-
-
-
0.0
%
First lien senior secured
loan
10.24 % (S + 6.00 %)
7/26/2027
24,260
23,754
24,260
4.1
%
44,892
43,887
44,892
7.6
%
Leisure
products
MacNeill
Pride Group
First lien senior secured
delayed draw loan
11.09 % (S + 6.25 %)
4/22/2026
4,119
4,061
4,017
0.7
%
First lien senior secured
loan
11.09 % (S + 6.25 %)
4/22/2026
8,619
8,533
8,403
1.4
%
First lien senior secured
revolving loan
11.09 % (S + 6.25 %)
4/22/2026
899
874
877
0.1
%
Trademark
Global LLC
First lien senior secured
revolving loan
11.88 % (L + 7.50%), 4.50 % is PIK
7/30/2024
2,760
2,744
2,574
0.4
%
First lien senior secured
revolving loan
11.88 % (L + 7.50%), 4.50 % is PIK
7/30/2024
29
21
27
0.1
%
First lien senior secured
loan
11.88 % (L + 7.50%), 4.50 % is PIK
7/30/2024
11,516
11,451
10,739
1.8
%
27,942
27,684
26,637
4.5
%
Machinery
Pennsylvania
Machine Works, LLC
First lien senior secured
loan
11.09 % (S + 6.25 %)
3/6/2027
2,009
1,991
2,009
0.3
%
PVI
Holdings, Inc
First lien senior secured
loan
10.12 % (S + 6.38 %)
7/18/2027
24,124
23,763
24,124
4.1
%
26,133
25,754
26,133
4.4
%
Personal
products
DRS
Holdings III, Inc. (Dr. Scholl’s)
First lien senior secured
revolving loan
10.48 % (L + 5.75 %)
11/1/2025
-
-
-
0.0
%
First lien senior secured
loan
10.48 % (L + 5.75 %)
11/1/2025
11,377
11,295
11,149
1.9
%
PH
Beauty Holdings III, Inc.
First lien senior secured
loan
9.73 % (L + 5.00 %)
9/28/2025
9,542
9,277
9,113
1.5
%
20,919
20,572
20,262
3.4
%
Pharmaceuticals
Foundation
Consumer Brands
First lien senior secured
revolving loan
10.15 % (L + 5.50 %)
2/12/2027
-
-
-
0.0
%
First lien senior secured
loan
10.15 % (L + 5.50 %)
2/12/2027
7,331
7,276
7,331
1.2
%
7,331
7,276
7,331
1.2
%
See accompanying notes to consolidated financial
statements.
F- 15
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2022
(amounts in 000’s)
Maturity
Principal /
Amortized
Fair
Percentage
Portfolio
Company (1)
Investment
Interest
Rate
Date
Par
Cost (2)(3)
Value
of Net Assets
Professional
services
4
Over International, LLC
First
lien senior secured loan
10.73 % (L + 6.00 %)
12/7/2023
24,326
24,013
24,205
4.1
%
DISA
Holdings Corp. (DISA)
First
lien senior secured delayed draw loan
9.73 % (S + 5.50 %)
9/9/2028
2,443
2,283
2,430
0.4
%
First
lien senior secured revolving loan
9.82 % (S + 5.50 %)
9/9/2028
56
1
56
0.0
%
First
lien senior secured loan
9.72 % (S + 5.50 %)
9/9/2028
22,401
21,741
22,289
3.8
%
Universal
Marine Medical Supply International, LLC (Unimed)
First
lien senior secured revolving loan
12.14 % (S + 7.50 %)
12/5/2027
509
446
509
0.1
%
First
lien senior secured loan
12.10 % (S + 7.50 %)
12/5/2027
14,756
14,395
14,756
2.5
%
64,491
62,879
64,245
10.9
%
Software
AIDC
Intermediate Co 2, LLC (Peak Technologies)
First
lien senior secured loan
10.44 % (S + 6.25 %)
7/22/2027
35,000
33,835
35,000
5.9
%
35,000
33,835
35,000
5.9
%
Specialty
retail
Sundance
Holdings Group, LLC (6)
First
lien senior secured loan
10.73 % (L + 6.00 %)
5/1/2024
8,743
8,548
8,656
1.5
%
8,743
8,548
8,656
1.5
%
Textiles,
apparel & luxury goods
American
Soccer Company, Incorporated (SCORE)
First
lien senior secured revolving loan
11.91 % (S + 7.25 %)
7/20/2027
1,892
1,795
1,892
0.3
%
First
lien senior secured loan
11.98 % (S + 7.25 %)
7/20/2027
30,119
29,478
30,119
5.1
%
BEL
USA, LLC
First
lien senior secured loan
10.43 % (S + 6.00 %)
2/2/2025
7,006
6,937
6,936
1.2
%
YS
Garments, LLC
First
lien senior secured loan
9.51 % (L + 5.50 %)
8/9/2024
7,706
7,608
7,706
1.3
%
46,723
45,818
46,653
7.9
%
Trading
companies & distributors
BCDI
Meteor Acquisition, LLC (Meteor)
First
lien senior secured loan
11.66 % (S + 7.00 %)
6/29/2028
16,420
16,010
16,420
2.8
%
Broder
Bros., Co.
First
lien senior secured loan
10.73 % (L + 6.00 %)
12/4/2025
4,763
4,456
4,763
0.8
%
CGI
Automated Manufacturing, LLC
First
lien senior secured delayed draw loan
11.34 % (S + 6.50 %)
12/17/2026
3,710
3,566
3,710
0.6
%
First
lien senior secured loan
11.34 % (S + 6.50 %)
12/17/2026
27,896
26,809
27,896
4.7
%
First
lien senior secured revolving loan
11.34 % (S + 6.50 %)
12/17/2026
-
-
-
0.0
%
EIS
Legacy, LLC
First
lien senior secured delayed draw loan
9.73 % (L + 5.00 %)
5/1/2023
-
-
-
0.0
%
First
lien senior secured revolving loan
9.73 % (L + 5.00 %)
11/1/2027
-
-
-
0.0
%
First
lien senior secured loan
9.73 % (L + 5.00 %)
11/1/2027
18,277
17,885
18,140
3.1
%
Genuine
Cable Group, LLC
First
lien senior secured loan
10.17 % (S + 5.75 %)
11/1/2026
34,912
33,732
34,476
5.8
%
I.D.
Images Acquisition, LLC
First
lien senior secured loan
10.98 % (S + 6.25 %)
7/30/2026
15,415
15,236
15,415
2.6
%
First
lien senior secured loan
10.67 % (S + 6.25 %)
7/30/2026
4,743
4,651
4,743
0.8
%
First
lien senior secured delayed draw loan
10.98 % (S + 6.25 %)
7/30/2026
2,608
2,587
2,608
0.4
%
First
lien senior secured revolving loan
10.67 % (S + 6.25 %)
7/30/2026
596
567
596
0.1
%
Refrigeration
Sales Corp.
First
lien senior secured loan
11.26 % (L + 6.50 %)
6/22/2026
6,876
6,789
6,876
1.2
%
United
Safety & Survivability Corporation (USSC)
First
lien senior secured delayed draw loan
11.41 % (S + 6.75 %)
9/30/2027
670
628
670
0.1
%
First
lien senior secured revolving loan
10.88 % (S + 6.25 %)
9/30/2027
1,075
1,051
1,075
0.2
%
First
lien senior secured loan
11.48 % (S + 6.75 %)
9/30/2027
12,563
12,332
12,563
2.1
%
150,524
146,299
149,951
25.3
%
Wireless
telecommunication services
Centerline
Communications, LLC
First
lien senior secured loan
9.93 % (S + 5.50 %)
8/10/2027
1,031
1,000
1,026
0.2
%
First
lien senior secured delayed draw loan
10.06 % (S + 5.50 %)
8/10/2027
7,116
6,999
7,080
1.2
%
First
lien senior secured delayed draw loan
9.93 % (S + 5.50 %)
8/10/2027
6,265
6,148
6,233
1.1
%
First
lien senior secured revolving loan
10.06 % (S + 5.50 %)
8/10/2027
-
-
-
0.0
%
First
lien senior secured loan
10.06 % (S + 5.50 %)
8/10/2027
15,098
14,819
15,022
2.5
%
29,510
28,966
29,361
5.0
%
Total
Private Credit Debt Investments
1,165,969
1,141,538
1,157,971
195.6
%
See accompanying notes to consolidated
financial statements.
F- 16
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2022
(amounts in 000’s)
Number of
Units
Cost
Fair
Value
Percentage
of Net Assets
Equity Investments
Auto components
Vehicle Accessories, Inc. - Class
A common (8)
128.250
-
80
0.0
%
Vehicle Accessories, Inc. - preferred (8)
250.000
250
268
0.1
%
378.250
250
348
0.1
%
Commercial services & supplies
American Equipment Holdings LLC (9)
250.000
250
248
0.0
%
BLP Buyer, Inc. (Bishop Lifting Products) - Class A
common (10)
500.000
500
560
0.1
%
750.000
750
808
0.1
%
Food products
BC CS 2, L.P. (Cuisine Solutions) (5)
2,000.000
2,000
2,220
0.4
%
IF&P Foods, LLC (FreshEdge) – Class A common
(9)
0.750
750
745
0.1
%
IF&P Foods, LLC
(FreshEdge) – Class B common (9)
0.750
-
-
0.0
%
Gulf Pacific Holdings, LLC - Class A common (9)
0.250
250
278
0.0
%
Gulf Pacific Holdings, LLC - Class C common (9)
0.250
-
-
0.0
%
Siegel Parent, LLC (11)
0.250
250
496
0.1
%
2,002.250
3,250
3,739
0.6
%
Healthcare equipment & supplies
LSL Industries, LLC (LSL Healthcare) (9)
7.500
750
745
0.1
%
7.500
750
745
0.1
%
IT services
Domain Information Services Inc. (Integris)
250.000
250
250
0.0
%
250.000
250
250
0.0
%
Textiles, apparel & luxury goods
American Soccer Company, Incorporated (SCORE) (11)
1,000.000
1,000
1,258
0.2
%
1,000.000
1,000
1,258
0.2
%
Total Private Equity Investments
4,388.000
6,250
7,148
1.1
%
Total Private Investments
1,147,788
1,165,119
196.7
%
Number of
Fair
Percentage
Shares
Cost
Value
of Net Assets
Short-Term
Investments
First
American Treasury Obligations Fund - Institutional Class Z, 4.16% (12)
9,847
9,847
9,847
1.7 %
Total
Short-Term Investments
9,847
9,847
9,847
1.7 %
Total
Investments
$ 1,157,635
$ 1,174,966
198.4 %
Liabilities
in Excess of Other Assets
( 582,925 )
( 98.4 )%
Net
Assets
$ 592,041
100.0 %
(1) As of December 31, 2022, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company.
(2) The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(3) As of December 31, 2022, the tax cost of the Company’s investments approximates their amortized cost.
See accompanying notes to
consolidated financial statements.
F- 17
Kayne Anderson BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2022
(amounts in 000’s)
(4) Loan contains a variable rate structure, that may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) (which can include one-, two-, three- or six-month LIBOR), the Secured Overnight Funding Rate (“SOFR” or “S”) (which can include one-, three- or six-month SOFR), or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate or “P”).
(5) Non-qualifying investment as defined by Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2022, 3.8% of the Company’s total assets were in non-qualifying investments.
(6) The Company may be entitled to receive additional interest as a result of an arrangement with other lenders in the syndication. In exchange for the higher interest rate, the “last-out” portion is at a greater risk of loss. Certain lenders represent a “first out” portion of the investment and have priority to the “last-out” portion with respect to payments of principal and interest.
(7) On December 5, 2022, the Company funded a $6,254 first lien senior secured loan in Light Wave Dental Management LLC. The loan has an annual interest rate of 30% with a minimum of 1.3x MOIC (multiple on invested capital) if the loan is repaid prior to June 6, 2023 with further increases above 1.3x thereafter. The interest and the prepayment premium are payable to the Company upon a triggering event or maturity in September 2023.
(8) The Company owns 0.19% of the common equity and 0.43% of the preferred equity of Vehicle Accessories, Inc.
(9) The Company owns 71% of a pass-through, taxable limited liability company, KSCF IV Equity Aggregator Blocker, LLC (the “Aggregator Blocker”), which holds the Company’s equity investments in American Equipment Holdings LLC, Gulf Pacific Holdings, LLC, IF&P Foods, LLC (FreshEdge) and LSL Industries, LLC (LSL Healthcare). Through the Company’s ownership of the Aggregator Blocker, the Company owns the respective units of each company listed above in the Schedule of Investments.
(10) The Company owns 0.53% of the common equity BLP Buyer, Inc. (Bishop Lifting Products).
(11) The Company owns 40% of a pass-through limited liability company, KSCF IV Equity Aggregator, LLC (the “Aggregator”), which holds the Company’s equity investments in Siegel Parent, LLC and American Soccer Company, Incorporated (SCORE). The Aggregator’s ownership of Siegel Parent, LLC is 1.1442%. Through the Company’s ownership of the Aggregator, the Company owns the respective units of each company listed above in the Schedule of Investments.
(12) The indicated rate is the yield as of December 31, 2022.
See accompanying notes to
consolidated financial statements.
F- 18
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 1. Organization
Organization
Kayne Anderson BDC, Inc. (the “Company”)
is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as
a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”).
In addition, for U.S. federal income tax purposes, the Company intends to qualify as a regulated investment company (“RIC”)
under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).
The Company was formed as a Delaware corporation
to make investments in middle-market companies and commenced operations on February 5, 2021.
The Company is managed by KA Credit Advisors,
LLC (the “Advisor”), an indirect controlled subsidiary of Kayne Anderson Capital Advisors, L.P. (“Kayne Anderson”),
a prominent alternative investment management firm. The Advisor is registered with the United States Securities and Exchange Commission
(the “SEC”) under the Investment Advisory Act of 1940, as amended. Subject to the overall supervision of the Company’s
board of directors (the “Board”), the Advisor is responsible for originating prospective investments, conducting research
and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring investments,
determining the value of the investments and monitoring its investments and portfolio companies on an ongoing basis. The Board consists
of seven directors, four of whom are independent.
The Company’s investment objective is to
generate current income and, to a lesser extent, capital appreciation primarily through debt investments in middle-market companies.
As of December 31, 2023, the Company has entered
into subscription agreements with investors for an aggregate capital commitment of $ 1,046,928 to purchase shares of the Company’s
common stock. On December 5, 2023, the Company completed its final close of subscription agreements with investors.
The Company conducts private offerings of its
Common Stock to investors in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the
“Securities Act”). At the closing of any private offering, each investor will make a capital commitment (a “Capital
Commitment”) to purchase shares of its common stock pursuant to a subscription agreement entered into with the Company. Investors
will be required to fund drawdowns to purchase shares of common stock up to the amount of their respective Capital Commitments each time
the Company delivers a notice to the investors. Following the initial closing of the private offering (the “Initial Closing”)
on February 5, 2021 and prior to any Liquidity Event (as defined below), the Advisor may, in its sole discretion, permit additional closings
of the private offering. A “Liquidity Event” is defined as (a) an initial public offering of shares of common stock (the
“Initial Public Offering”) or the listing of shares of common stock on an exchange (together with the Initial Public Offering,
an “Exchange Listing”), (b) the sale of the Company or (c) a disposition of the Company’s investments and distribution
of the net proceeds (after repayment of borrowings under credit facilities and issuances of senior unsecured notes) to the Company’s
investors.
F- 19
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
Note 2. Significant Accounting Policies
A. Basis of Presentation —the
accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States
of America (“GAAP”). The Company is an investment company and follows accounting and reporting guidance of the Financial Accounting
Standards Board (FASB) Accounting Standards Codification (ASC) Topic 946 — “Financial Services — Investment Companies.”
In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair statement of
the consolidated financial statements for the periods presented, have been included.
B. Consolidation —As provided under
Regulation S-X and ASC Topic 946 – “Financial Services – Investment Companies”, the Company will generally not
consolidate its investment in a company other than a wholly-owned investment company or controlled operating company whose business consists
of providing services to the Company.
Accordingly, the Company consolidated the accounts
of the Company’s wholly-owned subsidiaries, Kayne Anderson BDC Financing, LLC, (“KABDCF”); Kayne Anderson BDC Financing
II, LLC (“KABDCF II”); KABDC Corp, LLC and KABDC Corp II, LLC in its consolidated financial statements. All significant intercompany
balances and transactions have been eliminated in consolidation. KABDC Corp, LLC and KABDC Corp II, LLC are Delaware LLCs that have elected
to be treated as corporations for U.S. tax purposes and were formed to facilitate compliance with the requirements to be treated as a
RIC under the Code by holding (directly or indirectly through a subsidiary) equity or equity related investments in portfolio companies
organized as limited liability companies or limited partnerships.
C. Use of Estimates —the preparation
of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount
of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported
amounts of income and expenses during the period. Actual results could differ materially from those estimates.
D. Cash and Cash Equivalents —cash
and cash equivalents include short-term, liquid investments with an original maturity of three months or less and include money market
fund accounts. Cash equivalents, which are the Company’s investments in money market fund accounts, are presented on the Company’s
consolidated schedule of investments, and within investments on the Company’s consolidated statement of assets and liabilities.
E. Investment Valuation, Fair Value —the
Company conducts the valuation of its investments consistent with GAAP and the 1940 Act. The Company’s investments will be valued
no less frequently than quarterly, in accordance with the terms of Topic 820 of the Financial Accounting Standards Board’s Accounting
Standards Codification, Fair Value Measurement and Disclosures (“ASC 820”).
Pursuant to Rule 2a-5 under the 1940 Act,
the Board of Directors has designated the Advisor as the “valuation designee” to perform fair value determinations of the
Company’s portfolio holdings, subject to oversight by and periodic reporting to the Board. The valuation designee performs fair
valuation of the Company’s portfolio holdings in accordance with the Advisor’s Valuation Program, as approved by the Board.
Traded Investments (Level 1 or Level 2)
Investments for which market quotations are readily
available will typically be valued at those market quotations. Traded investments such as corporate bonds, preferred stock, bank notes,
broadly syndicated loans or loan participations are valued by using the bid price provided by an independent pricing service, by an independent
broker, the agent bank, syndicate bank or principal market maker. When price quotes for investments are not available, or such prices
are stale or do not represent fair value in the judgment of the Company’s Advisor, fair market value will be determined using the
Advisor’s valuation process for investments that are privately issued or otherwise restricted as to resale.
F- 20
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
The Company may also invest, to a lesser extent,
in equity securities purchased in conjunction with debt investments. While the Company anticipates these equity securities to be issued
by privately held companies, the Company may hold equity securities that are publicly traded. Equity securities listed on any exchange
other than the NASDAQ Stock Market, Inc. (“NASDAQ”) are valued, except as indicated below, at the last sale price on the business
day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the most
recent bid and ask prices on such day. Securities admitted to trade on the NASDAQ are valued at the NASDAQ official closing price. Equity
securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is
being determined at the close of the exchange representing the principal market for such securities. Equity securities traded in the over-the-counter market,
but excluding securities admitted to trading on the NASDAQ, are valued at the closing bid prices.
Non-Traded Investments (Level 3)
Investments that are privately issued or otherwise
restricted as to resale, as well as any security for which (a) reliable market quotations are not available in the judgment of the
Company’s Advisor, or (b) the independent pricing service or independent broker does not provide prices or provides a price
that in the judgment of the Company’s Advisor is stale or does not represent fair value, shall each be valued in a manner that most
fairly reflects fair value of the security on the valuation date. The Company expects that a significant majority of its investments will
be Level 3 investments. Unless otherwise determined by the Advisor, the following valuation process is used for the Company’s
Level 3 investments:
●
Valuation Designee . The applicable investments will be valued no less frequently than quarterly by the Advisor, with new investments valued at the time such investment was made. The value of each Level 3 investment will be initially reviewed by the persons responsible for such portfolio company or investment. The Advisor will use a standardized template designed to approximate fair market value based on observable market inputs, updated credit statistics and unobservable inputs to determine a preliminary value. The Advisor will specify the titles of the persons responsible for determining the fair value of Company investments, including by specifying the particular functions for which they are responsible, and will reasonably segregate fair value determinations from the portfolio management of the Company such that the portfolio manager(s) may not determine, or effectively determine by exerting substantial influence on, the fair values ascribed to portfolio investments.
● Valuation Firm . Quarterly, a third-party valuation firm engaged by the Advisor reviews the valuation methodologies and calculations employed for each of the Company’s investments that the Advisor has placed on the “watch list” and approximately 25 % of the Company’s remaining investments. The third-party valuation firm will review and independently value all of the Level 3 investments at least once per year, on a rolling twelve-month basis. The quarterly report issued by the third-party valuation firm will provide positive assurance on the fair values of the investments reviewed.
●
Oversight . The Board has appointed the Advisor as the valuation designee for the Company for purposes of making determinations of fair value as permitted by Rule 2a-5 under the 1940 Act. The Audit Committee shall aid the Board in overseeing the Advisor’s fair valuation of securities that are not publicly traded or for which current market values are not readily available. The Audit Committee shall meet quarterly to review the fair value determinations, processes and written reports of the Advisor as part of the Board’s oversight responsibilities .
Determination of fair value involves subjective
judgments and estimates. Accordingly, the notes to the Company’s financial statements will express the uncertainty with respect
to the possible effect of such valuations, and any change in such valuations, on the Company’s financial statements.
F. Interest Income Recognition —
Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of premiums and payment-in-kind
(“PIK”) interest. Discounts from and premiums to par value on investments purchased are accreted/amortized into interest income
over the life of the respective security using the effective yield method. To the extent loans contain PIK provisions, PIK interest, computed
at the contractual rate specified in each applicable agreement, is accrued and recorded as interest income and added to the principal
balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal.
The Company does not accrue PIK interest if, in the opinion of the Advisor, the portfolio company valuation indicates that the PIK interest
is not likely to be collectible. If the Company believes PIK is not expected to be realized, the investment generating PIK will be placed
on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed
through PIK interest income. Previously capitalized PIK interest is not reversed when an investment is placed on non-accrual status. To
maintain the Company’s status as a RIC, this non-cash source of income must be paid out to stockholders in the form of dividends
for the year the income was earned, even though the Company has not yet collected the cash. The amortized cost of investments represents
the original cost adjusted for any accretion of discounts, amortization of premiums and PIK interest. For years ended December 31, 2023,
2022 and 2021, the Company had $ 1,652 , $ 151 and $ 173 , respectively, of PIK interest included in interest income, which represents 1.0 %,
0.2 % and 0.9 %, respectively, of aggregate interest income.
F- 21
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
Loans are generally placed on non-accrual status
when it has been determined that a significant impairment in the financial condition and ability of the borrower to repay principal and
interest has occurred and is expected to continue such that it is probable the collectability of full amount of the loan (principal and
interest) is doubtful. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. If cash payments
are received subsequent to a loan being placed on non-accrual status, these payments will first be applied to previously accrued but uncollected
interest, then to recover the principal. Additionally, any original issue discount and market discount are no longer accreted to interest
income as of the date the loan is placed on non-accrual status. Non-accrual loans are restored to accrual status when past due principal
and interest are paid or there is no longer a reasonable doubt that such principal or interest will be collected in full and, in the Company’s
judgment, principal and interest are likely to remain current. The Company may make exceptions to this policy if the loan has sufficient
collateral value (i.e., typically measured as enterprise value of the portfolio company) or is in the process of collection. As of December
31, 2023, the Company had one debt investment on non-accrual status, which represented 0.4 % and 0.4 % of total debt investments at cost
and fair value, respectively. As of December 31, 2022, the Company did not have any debt investments in portfolio companies on non-accrual
status.
G. Debt Issuance Costs —Costs incurred
by the Company related to the issuance of its debt (credit facilities) are capitalized and amortized over the period the debt is outstanding.
The Company has classified the costs incurred to issue its credit facilities as a deduction from the carrying value of the credit facilities
on the Statement of Assets and Liabilities. For the purpose of calculating the Company’s asset coverage ratios pursuant to the 1940
Act, deferred issuance costs are not deducted from the carrying value of debt or preferred stock.
H. Dividends to Common Stockholders —Distributions
to common stockholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Company’s board
of directors each quarter and is generally based upon the earnings estimated by management and considers the level of undistributed taxable
income carried forward from the prior year for distribution in the current year. Net realized capital gains, if any, are generally distributed,
although the Company may decide to retain such capital gains for investment.
I. Organizational Costs —organizational
expenses include costs and expenses relating to the formation and organization of the Company. The Company has reimbursed the Advisor
for these costs which are expensed as incurred.
J. Offering Costs —offering costs
include costs and expenses incurred in connection with the offering of the Company’s common stock. These initial costs were capitalized
as deferred offering expenses and included in prepaid expenses and other assets on the Statement of Assets and Liabilities. These costs
were amortized over a twelve-month period beginning with the commencement of operations. These expenses consist primarily of legal fees
and other costs incurred in connection with the Company’s share offerings, the preparation of the Company’s registration statement
and registration fees. The Company reimbursed the Advisor for these costs.
K. Income Taxes —it is the Company’s
intention to continue to be treated as and to qualify each year for special tax treatment afforded a RIC under the Code. As long as the
Company meets certain requirements that govern its sources of income, diversification of assets and timely distribution of earnings to
stockholders, the Company will not be subject to U.S. federal income tax.
The Company must pay distributions equal to 90 %
of its investment company taxable income (ordinary income and short-term capital gains) to qualify as a RIC and it must distribute all
of its taxable income (ordinary income, short-term capital gains and long-term capital gains) to avoid federal income taxes. The Company
will be subject to federal income tax on any undistributed portion of income. For purposes of the distribution test, the Company may elect
to treat as paid on the last day of its taxable year all or part of any distributions that are declared after the end of its taxable year
if such distributions are declared before the due date of its tax return, including any extensions.
F- 22
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
All RICs are subject to a non-deductible 4% excise
tax on income that is not distributed on a timely basis in accordance with the calendar year distribution requirements. To avoid the tax,
the Company must distribute during each calendar year an amount at least equal to the sum of (i) 98% of its ordinary income for the calendar
year, (ii) 98.2% of its net capital gains for the one-year period ending on December 31, the last day of our taxable year, and (iii)
undistributed amounts from previous years on which the Company paid no U.S. federal income tax. A distribution will be treated as paid
during the calendar year if it is paid during the calendar year or declared by the Company in October, November or December of such year,
payable to stockholders of record on a date during such months and paid by the Company no later than January of the following year. Any
such distributions paid during January of the following year will be deemed to be received by stockholders on December 31 of the year
the distributions are declared, rather than when the distributions are actually received.
The Company evaluates tax positions taken or expected
to be taken in the course of preparing its financial statements to determine whether the tax positions are “more-likely-than-not” to be
sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are
reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included
in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors
including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof.
L. Commitments and Contingencies —in
the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to
the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist
or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.
Note 3. Agreements and Related Party Transactions
A. Administration Agreement —on February
5, 2021, the Company entered into an Administration Agreement with its Advisor, which serves as its Administrator and will provide or
oversee the performance of its required administrative services and professional services rendered by others, which will include (but
are not limited to), accounting, payment of our expenses, legal, compliance, operations, technology and investor relations, preparation
and filing of its tax returns, and preparation of financial reports provided to its stockholders and filed with the SEC. On March 7, 2023,
the Board approved a one-year renewal of the Administration Agreement through March 15, 2024.
The Company will reimburse the Administrator for
its costs and expenses incurred in performing its obligations under the Administration Agreement, which may include, after completion
of our Exchange Listing, its allocable portion of office facilities, overhead, and compensation paid to or compensatory distributions
received by its officers (including our Chief Compliance Officer and Chief Financial Officer) and its respective staff who provide services
to the Company. As the Company reimburses the Administrator for its expenses, the Company will indirectly bear such cost. The Administration
Agreement may be terminated by either party with 60 days’ written notice.
B. Investment Advisory Agreement —on
February 5, 2021, the Company entered into an Investment Advisory Agreement with its Advisor. Pursuant to the Investment Advisory Agreement
with its Advisor, the Company will pay its Advisor a fee for investment advisory and management services consisting of two components—a
base management fee and an incentive fee. The Advisor may, from time-to-time, grant waivers on the Company’s obligations, including
waivers of the base management fee and/or incentive fee, under the Investment Advisory Agreement. The Investment Advisory Agreement may
be terminated by either party with 60 days’ written notice. On March 7, 2023, the Board approved a one-year renewal of the Investment
Advisory Agreement through March 15, 2024.
F- 23
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
Base Management Fee
Prior to an Exchange Listing, the base management
fee will be calculated at an annual rate of 0.90 % of the fair market value of the Company’s investments including, in each case,
assets purchased with borrowings under credit facilities and issuances of senior unsecured notes, but excluding cash, U.S. government
securities and commercial paper instruments maturing within one year of purchase.
The base management fee is payable quarterly in
arrears and calculated based on the average of the Company’s fair market value of investments, at the end of the two most recently
completed calendar quarters, including, in each case, assets purchased with borrowings under credit facilities and issuances of senior
unsecured notes, but excluding cash, U.S. government securities and commercial paper instruments maturing within one year of purchase.
Base management fees for any partial quarter will be appropriately pro-rated.
For the years ended December 31, 2023, 2022 and 2021, the Company incurred
base management fees of $ 11,433 , $ 7,147 and $ 2,095 , respectively.
Incentive Fee
The Company will also pay the Advisor an incentive
fee. The incentive fee will consist of two parts—an incentive fee on income and an incentive fee on capital gains. Described in
more detail below, these components of the incentive fee will be largely independent of each other with the result that one component
may be payable even if the other is not.
Incentive Fee on Income
The incentive fee based on income (the “income
incentive fee”) is determined and paid quarterly in arrears in cash (subject to the limitations described in “Payment of Incentive
Fees” below). The Company’s quarterly pre-incentive fee net investment income must exceed a preferred return of 1.50 % of the
Company’s net asset value (“NAV”) at the end of the immediately preceding calendar quarter ( 6.0 % annualized but not
compounded) (the “Hurdle Amount”) in order for the Company to receive an income incentive fee. Prior to an Exchange Listing,
the income incentive fee is calculated as 100% of our pre-incentive fee net investment income for the immediately preceding
calendar quarter in excess of 1.50% of the Company’s NAV at the end of the immediately preceding calendar quarter until the Advisor
has received 10% of the total pre-incentive fee net income for that calendar quarter and, for pre-incentive fee net investment income
in excess of 1.6667%, 10% of all remaining pre-incentive fee net investment income for that quarter.
F- 24
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
Incentive Fee on Capital Gains
Prior to an Exchange Listing, the incentive fee
on capital gains (the “capital gains incentive fee”) will be calculated and payable in arrears in cash as 10 % of the Company’s
realized capital gains, if any, on a cumulative basis from formation through (a) the day before an Exchange Listing, (b) upon
consummation of a Liquidity Event or (c) upon the termination of the Investment Advisory Agreement, computed net of all realized
capital losses and unrealized capital depreciation on a cumulative basis. For the purpose of computing the capital gain incentive fee,
the calculation methodology will look through derivative financial instruments or swaps as if the Company owned the reference assets directly.
Payment of Incentive Fees
Prior to an Exchange Listing, any incentive fees
earned by the Advisor shall accrue as earned but only become payable in cash to the Advisor upon consummation of an Exchange Listing.
To the extent the Company does not complete an Exchange Listing, the incentive fees will be payable to the Advisor (a) upon consummation
of a sale of the Company or (b) once substantially all the proceeds from a Company Liquidation payable to the Company’s stockholders
have been distributed to such stockholders.
For the year ended December 31, 2023, the Company incurred incentive
fees on income of $ 9,433 and no incentive fees on capital gains. For the year ended December 31, 2022, the Company incurred incentive
fees on income of $ 4,698 and no incentive fees on capital gains. For the year ended December 31, 2021, the Company incurred incentive
fees on income of $ 31 and on realized gains $ 34 (total of $ 65 ).
Note 4. Investments
The following table presents the composition of the Company’s
investment portfolio at amortized cost and fair value as of December 31, 2023 and 2022:
December 31, 2023
December 31, 2022
Amortized
Fair
Amortized
Fair
Cost
Value
Cost
Value
First-lien senior secured debt investments
$ 1,327,190
$ 1,346,174
$ 1,141,538
$ 1,157,971
Equity investments
16,033
17,324
6,250
7,148
Short-term investments
12,802
12,802
9,847
9,847
Total Investments
$ 1,356,025
$ 1,376,300
$ 1,157,635
$ 1,174,966
F- 25
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
As of December 31, 2023 and December 31, 2022, $ 68,578 and $ 45,901 ,
respectively, of the Company’s total assets were non-qualifying assets, as defined by Section 55(a) of the 1940 Act.
The Company uses Global Industry Classification
Standards (GICS), Level 3 – Industry, for classifying the industry groupings of its portfolio companies.
The industry composition of long-term investments based on fair value
as of December 31, 2023 and 2022 was as follows:
December 31,
2023
December 31,
2022
Trading companies & distributors
15.3 %
12.9 %
Food products
11.5 %
10.9 %
Commercial services & supplies
9.4 %
11.9 %
Health care providers & services
7.4 %
9.8 %
Containers & packaging
7.2 %
4.5 %
Aerospace & defense
6.3 %
4.1 %
Professional services
4.5 %
5.5 %
IT services
3.8 %
3.9 %
Machinery
3.8 %
2.2 %
Leisure products
3.3 %
2.3 %
Textiles, apparel & luxury goods
3.3 %
4.1 %
Chemicals
3.1 %
2.9 %
Personal care products
3.0 %
1.7 %
Software
2.5 %
3.0 %
Insurance
2.2 %
1.3 %
Wireless telecommunication services
2.1 %
2.5 %
Automobile components
2.0 %
2.3 %
Building products
2.0 %
3.4 %
Household durables
1.5 %
1.8 %
Health care equipment & supplies
1.5 %
1.8 %
Household products
1.2 %
1.6 %
Biotechnology
0.9 %
1.0 %
Specialty retail
0.7 %
0.7 %
Capital markets
0.6 %
- %
Pharmaceuticals
0.5 %
0.6 %
Diversified telecommunication services
0.4 %
2.6 %
Electronic equipment, instruments & components
- %
0.3 %
Asset management & custody banks
- %
0.4 %
Total
100.0 %
100.0 %
F- 26
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 5. Fair Value
The Fair Value Measurement Topic of the FASB Accounting
Standards Codification (ASC 820) defines fair value as the price at which an orderly transaction to sell an asset or to transfer a liability
would take place between market participants under current market conditions at the measurement date. As required by ASC 820, the Company
has performed an analysis of all investments measured at fair value to determine the significance and character of all inputs to their
fair value determination. Inputs are the assumptions, along with considerations of risk, that a market participant would use to value
an asset or a liability. In general, observable inputs are based on market data that is readily available, regularly distributed and verifiable
that the Company obtains from independent, third-party sources. Unobservable inputs are developed by the Company based on its own assumptions
of how market participants would value an asset or a liability.
The fair value hierarchy prioritizes the inputs
to valuation techniques used to measure fair value into the following three broad categories.
Level 1 — Valuations based on quoted unadjusted prices for identical instruments in active markets traded on a national exchange to which the Company has access at the date of measurement.
Level 2 — Valuations based on quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 2 inputs are those in markets for which there are few transactions, the prices are not current, little public information exists or instances where prices vary substantially over time or among brokered market makers.
Level 3 — Model derived valuations in which one or more significant inputs or significant value drivers are unobservable. Unobservable inputs are those inputs that reflect the Company’s own assumptions that market participants would use to price the asset or liability based on the best available information.
In certain cases, the inputs used to measure fair
value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value
hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value
measurement. Assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and
considers factors specific to the financial instrument.
F- 27
Kayne Anderson BDC, Inc.
Notes to Consolidated
Financial Statements
(amounts in 000’s, except share and per share amounts)
The following tables present the fair value hierarchy
of investments as of December 31, 2023 and December 31, 2022. Note that the valuation levels below are not necessarily an indication of
the risk or liquidity associated with the underlying investment.
Fair Value Hierarchy as of December 31, 2023
Investments:
Level 1
Level 2
Level 3
Total
First-lien senior secured debt investments
$ -
$ -
$ 1,346,174
$ 1,346,174
Equity investments
-
-
17,324
17,324
Short-term investments
12,802
-
-
12,802
Total Investments
$ 12,802
$ -
$ 1,363,498
$ 1,376,300
Fair Value Hierarchy as of December 31, 2022
Investments:
Level 1
Level 2
Level 3
Total
First-lien senior secured debt investments
$ -
$ -
$ 1,157,971
$ 1,157,971
Equity investments
-
-
7,148
7,148
Short-term investments
9,847
-
-
9,847
Total Investments
$ 9,847
$ -
$ 1,165,119
$ 1,174,966
The following tables present changes in the fair value of investments
for which Level 3 inputs were used to determine the fair value as of and for the years ended December 31, 2023 and 2022.
For the year ended December 31, 2023
First-lien
senior secured
debt investments
Private
equity
investments
Total
Fair value, beginning of period
$ 1,157,971
$ 7,148
$ 1,165,119
Purchases of investments, including PIK, if any
392,388
605
392,993
Proceeds from sales of investments and principal repayments
( 196,649 )
-
( 196,649 )
Net change in unrealized gain (loss)
2,552
392
2,944
Net realized gain (loss)
( 10,686 )
-
( 10,686 )
Net accretion of discount on investments
9,777
-
9,777
Other(1)
( 9,179 )
9,179
-
Transfers into (out of) Level 3
-
-
-
Fair value, end of period
$ 1,346,174
$ 17,324
$ 1,363,498
(1) Reflects non-cash conversions. These transactions represent non-cash
investing activities.
First-lien
Private
senior secured
equity
For the year ended December 31, 2022
debt investments
investments
Total
Fair value, beginning of period
$ 578,195
$ 250
$ 578,445
Purchases of investments
712,387
6,000
718,387
Proceeds from sales of investments and principal repayments
( 142,118 )
-
( 142,118 )
Net change in unrealized gain (loss)
4,604
898
5,502
Net realized gain (loss)
84
-
84
Net accretion of discount on investments
4,819
-
4,819
Transfers into (out of) Level 3
-
-
-
Fair value, end of period
$ 1,157,971
$ 7,148
$ 1,165,119
F- 28
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
For the years ended December 31, 2023 and 2022,
the Company did not recognize any transfers to or from Level 3. The increase in unrealized gain (loss) relates to investments that were
held during the period. The Company includes these unrealized gains and losses on the Statement of Operations – Net Change in Unrealized
Gains (Losses).
Valuation Techniques and Unobservable
Inputs
Non-traded debt investments are typically
valued using either a market yield analysis or an enterprise value analysis. For debt investments that are not considered to be credit
impaired, the Advisor uses a market yield analysis to determine fair value. If the debt investment is considered to be credit impaired
(which is determined by performing an enterprise value analysis), the Advisor will use the enterprise value analysis or a liquidation
basis analysis to determine fair value.
To determine fair value using a market yield analysis,
the Advisor discounts the contractual cash flows of each investment at an appropriate discount rate (the market yield). To determine the
estimated market yield for its debt investments, the Advisor analyzes changes in the risk/reward (measured by yields and leverage) of
middle market indices as compared to changes in risk/reward for the underlying investment and estimates the appropriate discount rate
for such debt investment. In this context, the discount rate and the fair market value of the investment is impacted by the structure
and pricing of the security relative to current market yields for similar investments in similar businesses as well as the financial performance
of such business. In performing this analysis, the Advisor considers data sources including, but not limited to: (i) industry publications,
such as S&P Global’s High-End Middle Market Lending Review; Thomson Reuter’s Refinitiv Middle Market Monthly
Stats; CapitalIQ; Pitchbook News; The Lead Left, and other data sources; (ii) comparable investments reviewed or completed by affiliates
of the Advisor, and (iii) information obtained and provided by the Advisor’s independent valuation managers.
To determine if a debt investment is credit impaired,
the Advisor estimates the enterprise value of the business and compares such estimate to the outstanding indebtedness of such business.
The Advisor utilizes the following valuation methodologies to determine the estimated enterprise value of the company: (i) analysis
of valuations of publicly traded companies in a similar line of business (“public company comparable analysis”), (ii) analysis
of valuations of M&A transaction valuations for companies in a similar line of business (“precedent transaction analysis”),
(iii) discounted cash flows (“DCF analysis”) and (iv) other valuation methodologies.
F- 29
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
In determining the non-traded debt investment
valuations, the following factors are considered, where relevant: the nature and realizable value of any collateral; the company’s
ability to make interest payments, amortization payments (if any) and other fixed charges; call features, put features and other relevant
terms of the debt security; the company’s historical and projected financial results; the markets in which the company does business;
changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be
valued; and other relevant factors.
Equity investments in private companies are typically
valued using one of or a combination of the following valuation techniques: (i) public company comparable analysis, (ii) precedent
transaction analysis and (iii) DCF analysis.
Under all of these valuation techniques, the Advisor
estimates operating results of the companies in which it invests, including earnings before interest expense, income tax expense, depreciation
and amortization (“EBITDA”) and free cash flow. These estimates utilize unobservable inputs such as historical operating results,
which may be unaudited, and projected operating results, which will be based on operating assumptions for such company. Investment performance
data utilized will be the most recently available as of the measurement date which in many cases may reflect up to a one quarter lag in
information. These estimates will be sensitive to changes in assumptions specific to such company as well as general assumptions for the
industry. Other unobservable inputs utilized in the valuation techniques outlined above include: discounts for lack of marketability,
selection of publicly traded companies, selection of similar precedent transactions, selected ranges for valuation multiples and expected
required rates of return (discount rates).
Quantitative Table for Valuation Techniques
The following tables present quantitative information
about the significant unobservable inputs of the Company’s Level 3 investments as of December 31, 2023 and December 31, 2022. The
tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Advisor’s determination
of fair value. The Company calculates weighted average, based on the value of the unobservable input of each investment relative to the
fair value of the investment compared to the total fair value of all investments.
As of December 31, 2023
Valuation
Unobservable
Weighted
Fair Value
Technique
Input
Range
Average
First-lien senior secured debt investments
$
1,346,174
Discounted cash flow analysis
Discount rate
8.3 % – 15.0
%
10.2
%
Preferred equity investment
9,287
Discounted cash flow analysis
Discount rate
15.0
%
15.0
%
Other equity investments
8,037
Comparable Multiples
EV / EBITDA
7.1 – 17.2
11.5
$
1,363,498
As of December 31, 2022
Valuation
Unobservable
Weighted
Fair Value
Technique
Input
Range
Average
First-lien senior secured debt investments
$ 1,157,971
Discounted cash flow analysis
Discount rate
8.4 % – 15.0 %
10.1 %
Equity investments
1,988
Precedent Transaction Analysis
Original Cost
1.0
1.0
5,160
Comparable Multiples
EV / EBITDA
6.6 – 17.2
12.7
$ 1,165,119
F- 30
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 6. Debt
Subscription Credit Agreement
As of December 31, 2023, the Company had a $ 50,000
credit agreement (the “Subscription Credit Agreement”) with certain lenders party thereto. The Subscription Credit Agreement
permits the Company to elect the commitment amount each quarter to borrow up to $ 50,000 , subject to availability under the borrowing base
which is calculated based on the unused capital commitments of the investors meeting various eligibility requirements. The interest rate
under the Subscription Credit Agreement is equal to the Secured Overnight Funding Rate (“SOFR”) plus 2.25 % (subject to a 0.275 %
SOFR floor). The Company is also required to pay a commitment fee of 0.25 % per annum on any unused portion of the Subscription Credit
Agreement. The Company also pays an extension fee of 0.075 % per quarter on the elected commitment amount on the first day of each calendar
quarter. The Subscription Credit Agreement will expire on December 31, 2024.
For the years ended December 31, 2023 and 2022,
the average amount of borrowings outstanding under the Subscription Credit Agreement were $ 41,782 and $ 65,751 , respectively, with a weighted
average interest rate of 7.03 % and 3.70 %, respectively. As of December 31, 2023, the Company had $ 10,750 outstanding under the Subscription
Credit Agreement at a weighted average interest rate of 7.35 %.
Corporate Credit Facility
As of December 31, 2023, the Company had a senior
secured revolving credit facility (the “Corporate Credit Facility”), that has a total commitment of $ 400,000 . The Company entered
into the Corporate Credit Facility on February 18, 2022. The Corporate Credit Facility’s commitment termination date and the final
maturity date are February 18, 2026 and February 18, 2027, respectively. The Corporate Credit Facility also provides for a feature that
allows the Company, under certain circumstances, to increase the overall size of the Corporate Credit Facility to a maximum of $ 550,000 .
The interest rate on the Corporate Credit Facility is equal to Term SOFR (a forward-looking rate based on SOFR futures) plus an applicable
spread of 2.35 % per annum or an “alternate base rate” (as defined in the agreements governing the Corporate Credit Facility)
plus an applicable spread of 1.25 %. The Company is also required to pay a commitment fee of 0.375 % per annum on any unused portion of
the Corporate Credit Facility.
Under the Corporate Credit Facility, the Company
is required to comply with various covenants, reporting requirements and other customary requirements for similar revolving credit facilities,
including, without limitation, covenants related to: (a) limitations on the incurrence of additional indebtedness and liens, (b) limitations
on certain investments, (c) limitations on certain restricted payments, (d) maintaining a certain minimum stockholders’
equity, and (e) maintaining a ratio of total assets (less total liabilities not representing indebtedness) to total indebtedness
of the Company and its consolidated subsidiaries of not less than 1.5:1.0. These covenants are subject to important limitations and exceptions
that are described in the agreements governing the Corporate Credit Facility. Amounts available to borrow under the Corporate Credit Facility
are subject to compliance with a borrowing base that applies different advance rates to different types of assets (based on their value
as determined pursuant to the Corporate Credit Facility) that are pledged as collateral. The Corporate Credit Facility is secured by certain
assets in the Company’s portfolio and excludes investments held by Kayne Anderson BDC Financing LLC (“KABDCF”) under
the Revolving Funding Facility (as defined below).
For the years ended December 31, 2023 and 2022,
the average amount of borrowings outstanding under the Corporate Credit Facility was $ 251,655 and $ 134,239 , respectively, with a
weighted average interest rate of 7.35 % and 4.26 %, respectively. As of December 31, 2023, the Company had $ 234,000 outstanding under the
Corporate Credit Facility at a weighted average interest rate of 7.71 %.
Revolving Funding Facility
As of December 31, 2023, the Company had a senior
secured revolving funding facility (the “Revolving Funding Facility”), that has a total commitment of $ 455,000 . The Company and
KABDCF entered into the Revolving Funding Facility on February 18, 2022, and on June 29, 2023, amended the facility and increased the
commitment amount from $ 350,000 to $ 455,000 . The interest rate and all other terms remained unchanged. The Revolving Funding Facility
is secured by all of the assets held by KABDCF and the Company has agreed that it will not grant or allow a lien on the membership interest
of KABDCF. The end of the reinvestment period and the stated maturity date for the Revolving Funding Facility are February 18, 2025 and
February 18, 2027, respectively. The interest rate on the Revolving Funding Facility is equal to daily SOFR plus 2.75 % per annum. KABDCF
is also required to pay a commitment fee of between 0.50 % and 1.50 % per annum depending on the size of the unused portion of the Revolving
Funding Facility. Amounts available to borrow under the Revolving Funding Facility are subject to a borrowing base that applies different
advance rates to different types of assets held by KABDCF and is subject to limitations with respect to the loans securing the Revolving
Funding Facility, including restrictions on, loan size, industry concentration, payment frequency and status, as well as restrictions
on portfolio company leverage, all of which may also affect the borrowing base and therefore amounts available to borrow. The Company
and KABDCF are also required to comply with various covenants, reporting requirements and other customary requirements for similar facilities.
These covenants are subject to important limitations and exceptions that are described in the agreements governing the Revolving Funding
Facility.
F- 31
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
For the years ended December 31, 2023 and 2022,
the average amount of borrowings outstanding under the Revolving Funding Facility was $ 290,890 and $ 147,808 , respectively, with a weighted
average interest rate of 7.74 % and 4.20 %, respectively. As of December 31, 2023, the Company had $ 306,000 outstanding under the Revolving
Funding Facility at a weighted average interest rate of 8.06 %.
Revolving Funding Facility II
On December 22, 2023,
the Company and Kayne Anderson BDC Financing II, LLC (“KABDCF II”), a wholly-owned, special purpose financing subsidiary,
entered into a new senior secured revolving credit facility (the “Revolving Funding Facility II”). The Revolving Funding Facility
II has an initial commitment of $ 150,000 which, under certain circumstances, can be increased up to $ 500,000 . The Revolving Funding Facility
II is secured by all of the assets held by KABDCF II and the Company has agreed that it will not grant or allow a lien on the membership
interest of KABDCF II. The end of the reinvestment period and the stated maturity date for the Revolving Funding Facility II are December
22, 2026, and December 22, 2028, respectively. The interest rate on the Revolving Funding Facility II is equal to 3-month term SOFR plus
2.70 % per annum. KABDCF II is also required to pay a commitment fee of 0.50 % between December 22, 2023 and September 22, 2024 and 0.75 %
thereafter on the unused portion of the Revolving Funding Facility II.
Amounts available to borrow under the Revolving
Funding Facility II are subject to a borrowing base that has limitations with respect to the loans securing the Revolving Funding Facility
II, including limitations on, loan size, payment frequency and status, sector concentrations, as well as restrictions on portfolio company
leverage, all of which may also affect the borrowing base and therefore amounts available to borrow. The Company and KABDCF II are also
required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. These covenants
are subject to important limitations and exceptions that are described in the agreements governing the Revolving Funding Facility II.
For the period ended December 22, 2023 through
December 31, 2023, the average amount of borrowings outstanding under the Revolving Funding Facility II was $ 70,000 , with a weighted average
interest rate of 8.07 %. As of December 31, 2023, the Company had $ 70,000 outstanding under the Revolving Funding Facility II at a
weighted average interest rate of 8.07 %.
Loan and Security Agreement
On February 18, 2022, the Company and KABDCF established
two new credit facilities (described above) and fully repaid the $ 150,000 outstanding balance on the Loan and Security Agreement (the
“LSA”), which was entered into by KABDCF on February 5, 2021. Advances under the LSA had an interest rate of LIBOR plus 4.25%
(subject to a 1.00% LIBOR floor ).
For the year ended December 31, 2022, the average amount of borrowings
outstanding under the LSA were $ 20,384 with a weighted average interest rate of 5.25 %.
Senior Unsecured Notes
On June 29, 2023, the Company completed a private
placement of $ 75,000 of senior unsecured notes (the “Notes”). Net proceeds from the offering was used to refinance existing
debt and for general corporate purposes.
F- 32
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
The table below sets forth a summary of the key
terms of each series of Notes outstanding at December 31, 2023.
Series
Principal
Outstanding
December 31,
2023
Unamortized Issuance Costs
Estimated Fair Value December 31,
2023
Fixed
Interest
Rate
A
$ 25,000
$ 276
$ 26,906
8.65 %
B
50,000
575
54,173
8.74 %
$ 75,000
$ 851
$ 81,079
Holders of the Notes are entitled to receive cash
interest payments semi-annually (on January 30 and July 30) at the fixed rate. As of December 31, 2023, the weighted average interest
rate on the outstanding Notes was 8.71 %.
As of December 31, 2023, the Notes were rated
“BBB” by Kroll Bond Rating Agency (“KBRA”). The Company is required to maintain a current rating from one rating
agency with respect to the Notes. In the event the Company does not maintain a current rating from a rating agency for a specified period
of time or the credit rating on the Notes falls below “BBB-” (a “Below Investment Grade Event”), the interest
rate per annum on the Notes will increase by 1.0 % during the period the Notes are rated below “BBB-”. In the event the Company’s
Secured Debt Ratio exceeds 60 % (until June 29, 2024) or 55 % (on or after June 29, 2024) (a “Secured Debt Ratio Event”), the
interest rate per annum on the Notes will increase by 1.5 % during the period the ratio is above stated percentage. If a Below Investment
Grade Event and a Secured Debt Ratio Event is continuing at the same time the aggregate increase in interest rate per annum will not exceed
2.0%.
The Notes were issued in private placement offerings
to institutional investors and are not listed on any exchange or automated quotation system. The Notes contain various covenants related
to other indebtedness, liens and limits on the Company’s overall leverage. The Company must maintain a minimum amount of shareholder
equity and the Company’s asset coverage ratio must be greater than 150 % as of the last business day of each fiscal quarter. The
Notes are redeemable in certain circumstances at the option of the Company and may be redeemed under certain circumstances to cure the
asset coverage ratio covenant.
The Notes are unsecured obligations of the Company
and, upon liquidation, dissolution or winding up of the Company, will rank: (1) senior to all of the Company’s outstanding common
shares; (2) on parity with any unsecured creditors of the Company and any unsecured senior securities representing indebtedness of the
Company; and (3) junior to any secured creditors of the Company.
At December 31, 2023, the Company was in compliance
with all covenants under the Notes agreements.
Debt obligations consisted of the following as
of December 31, 2023 and 2022.
December 31, 2023
Aggregate
Principal
Committed
Outstanding Principal
Amount Available (1)
Net Carrying Value (2)
Notes
$ 75,000
$ 75,000
$ -
$ 74,149
Corporate Credit Facility
400,000
234,000
166,000
232,285
Revolving Funding Facility
455,000
306,000
18,536
303,981
Revolving Funding Facility II
150,000
70,000
9,716
68,195
Subscription Credit Agreement
50,000
10,750
39,250
10,709
Total debt
$ 1,130,000
$ 695,750
$ 233,502
$ 689,319
(1) The amount available under the Company’s credit facilities reflects
the assets held at KABDCF and KABDCF II and any limitations related to each borrowing base as of December 31, 2023.
(2) The carrying value of the Notes, Corporate Credit Facility, Revolving
Funding Facility, Revolving Funding Facility II and Subscription Credit Agreement are presented net of deferred financing costs totaling
$ 6,431 .
F- 33
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
December 31, 2022
Aggregate
Principal
Committed
Outstanding Principal
Amount Available (1)
Net
Carrying
Value (2)
Corporate Credit Facility
$ 400,000
$ 269,000
$ 131,000
$ 266,483
Revolving Funding Facility
350,000
200,000
21,793
197,173
Subscription Credit Agreement
125,000
108,000
17,000
107,935
Total debt
$ 875,000
$ 577,000
$ 169,793
$ 571,591
(1) The amount available under the Company’s credit facilities reflects
the assets held at KABDCF and any limitations related to the borrowing base as of December 31, 2022.
(2) The carrying value of the Corporate Credit Facility, Revolving Funding Facility, and Subscription Credit Agreement are presented net of deferred financing costs totaling $ 5,409 .
For the years ended December 31, 2023, 2022 and 2021, the components
of interest expense were as follows:
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Interest expense
$ 49,620
$ 18,170
$ 4,195
Amortization of debt issuance costs
2,694
2,122
260
Total interest expense
$ 52,314
$ 20,292
$ 4,455
Average interest rate
8.4 %
5.5 %
5.4 %
Average borrowings
$ 624,464
$ 368,182
$ 91,355
F- 34
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 7. Share Transactions
Common Stock Issuances
The following tables summarize the number of common
stock shares issued and aggregate proceeds received from such issuances related to the Company’s capital call notices pursuant to
subscription agreements with investors for the years ended December 31, 2023, 2022 and 2021. See Note 12 – Subsequent Events.
For the year ended December 31, 2023
Offering
Aggregate
price per
Common stock
offering
Common stock issue date
share
shares issued
amount
April 4, 2023
$ 16.61
3,010,942
$ 50,000
August 8, 2023
$ 16.82
2,411,582
40,575
Total common stock issued
5,422,524
$ 90,575
For the year ended December 31, 2022
Offering
Aggregate
price per
Common stock
offering
Common stock issue date
share
shares issued
amount
January 24, 2022
$ 16.36
4,191,292
$ 68,582
July 22, 2022
$ 16.30
7,666,830
125,000
October 31, 2022
$ 16.58
1,485,844
24,636
December 9, 2022
$ 16.89
2,961,068
50,000
Total common stock issued
16,305,034
$ 268,218
For the year ended December 31, 2021
Offering
Aggregate
price per
Common stock
offering
Common stock issue date
share
shares issued
amount
February 5, 2021
$ 15.00
5,666,667
$ 85,000
April 23, 2021
$ 15.57
3,532,434
55,000
July 23, 2021
$ 15.72
2,862,595
45,000
October 28, 2021
$ 15.98
2,502,612
40,000
December 2, 2021
$ 16.31
4,568,314
74,501
Total common stock issued
$ 19,132,622
$ 299,501
F- 35
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
On December 5, 2023, the Company completed its
final close of subscription agreements with investors. As of December 31, 2023, the Company had subscription agreements with investors
for an aggregate capital commitment of $ 1,046,928 to purchase shares of common stock. Of this amount, the Company had $ 388,634 of undrawn
commitments at December 31, 2023. See Note 12 – Subsequent Events.
Dividends and Dividend Reinvestment
The following tables summarize the dividends declared
and payable by the Company for the years ended December 31, 2023, 2022 and 2021. See Note 12 – Subsequent Events.
For the year ended December 31, 2023
Dividend
Dividend declaration date
Dividend record date
Dividend payment date
per share
March 7, 2023
March 31, 2023
April 14, 2023
$ 0.47
May 10, 2023
June 30, 2023
July 14, 2023
0.53
August 10, 2023
September 29, 2023
October 13, 2023
0.53
November 9, 2023
December 29, 2023
January 16, 2024
0.53
Total dividends declared
$ 2.06
For the year ended December 31, 2022
Dividend
Dividend declaration date
Dividend record date
Dividend payment date
per share
April 19, 2022
April 20, 2022
April 26, 2022
$ 0.26
July 19, 2022
July 20, 2022
July 27, 2022
0.30
October 18, 2022
October 13, 2022
October 25, 2022
0.35
December 16, 2022
December 29, 2022
January 13, 2023
0.43
Total dividends declared
$ 1.34
For the year ended December 31, 2021
Dividend declaration date
Dividend record date
Dividend payment date
Dividend
per share
April 23, 2021
April 20, 2021
May 14, 2021
$ 0.15
July 19, 2021
July 20, 2021
July 27, 2021
0.22
October 18, 2021
October 22, 2021
November 2, 2021
0.25
December 2, 2021
December 29, 2021
January 18, 2022
0.24
Total dividends declared
$ 0.86
F- 36
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
The following tables summarize the amounts received
and shares of common stock issued to shareholders pursuant to the Company’s dividend reinvestment plan (“DRIP”) for
the years ended December 31, 2023, 2022 and 2021. See Note 12 - Subsequent Events.
For the year ended December 31, 2023
DRIP
shares
DRIP
Dividend record date
Dividend payment date
issued
value
December 29, 2022
January 13, 2023
57,860
$ 955
March 31, 2023
April 14, 2023
65,733
1,089
June 30, 2023
July 14, 2023
81,527
1,352
September 29, 2023
October 13, 2023
96,731
1,586
301,851
$ 4,982
For the dividend declared on November 9, 2023
and paid on January 16, 2024, there were 95,791 shares issued with a DRIP value of $ 1,573 . These shares are excluded from the table above,
as the DRIP shares were issued after December 31, 2023.
For the year ended December 31, 2022
DRIP
shares
DRIP
Dividend record date
Dividend payment date
issued
value
December 29, 2021
January 18, 2022
55,590
$ 902
April 20, 2022
April 26, 2022
75,270
1,222
July 20, 2022
July 27, 2022
88,081
1,431
October 13, 2022
October 25, 2022
127,414
2,087
346,355
$ 5,642
For the dividend declared on December 16, 2022 and paid on January
13, 2023, there were 57,860 shares issued with a DRIP value of $ 955 . These shares are excluded from the table above, as the DRIP shares
were issued after December 31, 2022.
For the year ended December 31, 2021
Dividend record date
Dividend payment date
DRIP
shares
issued
DRIP
value
April 20, 2021
May 14, 2021
1,361
$ 21
July 20, 2021
July 27, 2021
37,460
585
October 22, 2021
November 2, 2021
55,792
886
94,613
$ 1,492
For the dividend declared on December 2, 2021
and paid on January 18, 2022, there were 55,590 shares issued with a DRIP value of $ 902 . These shares are excluded from the table above,
as the DRIP shares were issued after December 31, 2021.
Note 8. Commitments and Contingencies
The Company had an aggregate of $ 147,928 and $ 149,338 ,
respectively, of unfunded commitments to provide debt financing to its portfolio companies as of December 31, 2023 and December 31, 2022.
Such commitments are generally subject to the satisfaction of certain financial and nonfinancial covenants and certain operational metrics.
The commitment period for these amounts may be shorter than the maturity date if drawn or funded. These commitments are not reflected
in the Company’s consolidated statement of assets and liabilities. Consequently, such commitments result in an element of credit
risk in excess of the amount recognized in the Company’s consolidated statement of assets and liabilities.
F- 37
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
A summary of the composition of the unfunded
commitments as of December 31, 2023 and 2022 is shown in the table below.
As of
As of
December 31,
2023
December 31,
2022
Alcami Corporation (Alcami)
$ 2,543
$ 2,543
Allcat Claims Service, LLC
5,370
20,106
Allentown, LLC
785
2,040
American Equipment Holdings LLC
483
2,956
American Soccer Company, Incorporated (SCORE)
2,601
2,838
Arborworks Acquisition LLC
1,872
1,563
Atria Wealth Solutions, Inc.
-
2,996
Basel U.S. Acquisition Co., Inc. (IAC)
1,622
1,622
BCI Burke Holding Corp.
4,659
4,659
OAO Acquisitions, Inc. (BearCom)
6,982
-
BLP Buyer, Inc. (Bishop Lifting Products)
6,548
1,047
BR PJK Produce, LLC (Keany)
2,870
1,429
Brightview, LLC
-
2,904
Carton Packaging Buyer, Inc.
2,848
-
Centerline Communications, LLC
-
1,800
CGI Automated Manufacturing, LLC
2,390
2,717
City Line Distributors, LLC
5,322
-
Curio Brands, LLC
1,719
2,722
DISA Holdings Corp. (DISA)
6,142
7,769
DRS Holdings III, Inc. (Dr. Scholl’s)
310
310
Eastern Wholesale Fence
1,332
425
EIS Legacy, LLC
6,922
6,539
Fastener Distribution Holdings, LLC
-
6,810
FCA, LLC (FCA Packaging)
2,670
2,670
Foundation Consumer Brands
577
577
Fralock Buyer LLC
300
749
Guided Practice Solutions: Dental, LLC (GPS)
10,299
-
Gulf Pacific Holdings, LLC
10,153
13,066
Gusmer Enterprises, Inc.
3,676
3,676
Home Brands Group Holdings, Inc. (ReBath)
2,099
2,099
I.D. Images Acquisition, LLC
2,020
1,424
IF&P Foods, LLC (FreshEdge)
1,656
6,114
Improving Acquisition LLC
1,672
2,028
Krayden Holdings, Inc.
5,438
-
Light Wave Dental Management LLC
827
6,774
LSL Industries, LLC (LSL Healthcare)
15,224
15,224
MacNeill Pride Group
3,877
2,978
Pavion Corp., f/k/a Corbett Technology Solutions, Inc.
-
1,334
PMFC Holding, LLC
137
342
Regiment Security Partners LLC
104
3,207
Ruff Roofers Buyer, LLC
10,966
-
SGA Dental Partners Holdings, LLC
5,087
1,724
Siegel Egg Co., LLC
537
1,207
Sundance Holdings Group, LLC
439
-
Techniks Holdings, LLC / Eppinger Holdings Germany GMBH
1,450
-
Trademark Global LLC
480
240
United Safety & Survivability Corporation (USSC)
469
2,942
Universal Marine Medical Supply International, LLC (Unimed)
-
2,035
USALCO, LLC
1,494
1,462
Vehicle Accessories, Inc.
1,671
1,671
Worldwide Produce Acquisition, LLC
1,286
-
Total unfunded commitments
$ 147,928
$ 149,338
From time to time, the Company may become a party to certain legal
proceedings incidental to the normal course of its business. As of December 31, 2023 and 2022, management was not aware of any material
pending or threatened litigation that would require accounting recognition or financial statement disclosure.
F- 38
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 9. Earnings Per Share
In accordance with the provisions of ASC Topic
260, Earnings per Share (“ASC 260”), basic earnings per share is computed by dividing earnings available to common
stockholders by the weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the
related impact to earnings, are considered when calculating earnings per share on a diluted basis. As of December 31, 2023, 2022 and 2021,
there were no dilutive shares.
The following table sets forth the computation
of basic and diluted earnings per share of common stock for the years ended December 31, 2023, 2022 and 2021.
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Net increase (decrease) in net assets resulting from operations
$ 77,075
$ 45,765
$ 22,288
Weighted average shares of common stock outstanding – basic and diluted
39,250,232
27,184,302
10,718,083
Earnings (loss) per share of common stock – basic and diluted
$ 1.96
$ 1.68
$ 2.08
Note 10. Income Taxes
The Company has elected to be treated as a RIC under the Code beginning
with the taxable year end December 31, 2021. As a RIC, the Company is not subject to a federal excise tax based on distributive requirements
of its taxable income on a calendar year basis. Depending on the level of taxable income earned in a tax year, the Company may choose
to carry forward taxable income in excess of current year distributions into the next tax year and pay a 4 % excise tax on such income,
to the extent required.
The Company makes certain adjustments to the classification of net
assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and
liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged
or credited to additional paid in capital, or total distributable earnings (losses), as appropriate.
The permanent differences for tax purposes from
distributable earnings to additional paid in capital were reclassified for tax purposes for the tax years ended December 31, 2023, 2022
and 2021.
F- 39
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
These reclassifications have no impact on net assets.
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Increase (decrease) in distributable earnings
$ 101
$ 29
$ 257
Increase (decrease) in additional paid-in capital
$ ( 101 )
$ ( 29 )
$ ( 257 )
Taxable income generally differs from the net
increase in net assets resulting from operations for financial reporting purposes due to (1) unrealized appreciation (depreciation) on
investments, as gains and losses are generally not included in taxable income until these are realized; (2) income or loss recognition
on exited investments; (3) non-deductible U.S. federal excise taxes; and (4) other non-deductible expense.
The following reconciles net increase in net assets resulting from
operations to taxable income for the years ended December 31, 2023, 2022 and 2021:
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Net increase (decrease) in net assets resulting from operations
$ 77,075
$ 45,765
$ 22,288
Net change in unrealized losses (gains) from investments
( 2,944 )
( 5,502 )
( 11,829 )
Non-deductible expenses, including excise taxes, offering costs disallowed
101
29
257
Capital loss carryforward
10,686
-
-
Other book tax differences
( 65 )
( 67 )
117
Taxable income before deductions for distributions
$ 84,853
$ 40,225
$ 10,833
For income tax purposes, distributions made to
stockholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof.
For the year ended December 31, 2023, the Company
incurred $ 101 of U.S. federal excise tax. There was no U.S. federal excise tax incurred for the years ended December 31, 2022 or 2021,
respectively.
The final determination of tax character will not be made until the
Company files its tax return for each tax year and the tax characteristics of all distributions will be reported to stockholders on Form
1099 after the end of each calendar year. The tax character of distributions paid to stockholders during the tax years ended December
31, 2023, 2022 and 2021 were as follows.
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Ordinary income
$ 81,617
$ 39,553
$ 10,514
Capital gains
-
-
-
Return of capital
-
-
-
Total
$ 81,617
$ 39,553
$ 10,514
F- 40
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
For the years ended December 31, 2023, 2022 and 2021, the components
of accumulated earnings on a tax basis were as follows.
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Undistributed net investment income (loss)
$
4,227
$
991
$
319
Undistributed capital gains
-
-
-
Capital loss carryforward
( 10,686
)
-
-
Other accumulated gain (loss)
-
-
-
Other temporary book / tax differences
( 792
)
( 857
)
( 924
)
Net unrealized appreciation (depreciation)
20,275
17,331
11,829
Total
$
13,024
$
17,465
$
11,224
Capital losses can be carried forward indefinitely
to offset future capital gains. As of December 31, 2023, the Company had a capital loss carryforward of $ 263 , which was characterized
as short-term, and $ 10,423 , which was characterized as long-term. As of December 31, 2022 and 2021, the Company had no capital loss carryforwards.
As of December 31, 2023, 2022 and 2021, the Company’s aggregate
unrealized appreciation and depreciation on investments based on cost for U.S. federal income tax purposes was as follows:
For the years ended
December 31,
2023
December 31,
2022
December 31,
2021
Tax cost
$ 1,356,025
$ 1,157,635
$ 570,290
Gross unrealized appreciation
$ 25,718
$ 21,476
$ 11,829
Gross unrealized depreciation
( 5,443 )
( 4,145 )
-
Net unrealized appreciation/(depreciation) on investments
$ 20,275
$ 17,331
$ 11,829
KABDC Corp, LLC and KABDC Corp II, LLC are wholly
owned subsidiaries that were formed in December 2021 and October 2023, respectively. Each of these wholly owned subsidiaries are Delaware
LLCs that have elected to be treated as a corporation for U.S. tax purposes. As such, KABDC Corp, LLC and KABDC Corp II, LLC are subject
to U.S. Federal, state and local taxes. For the Company’s tax years ended December 31, 2023, 2022 and 2021, KABDC Corp, LLC and
KABDC Corp II, LLC did not have a material provision for income taxes.
FASB ASC Topic 740, Accounting for Uncertainty
in Income Taxes (“ASC 740”) provides guidance for how uncertain tax positions should be recognized, measured, presented,
and disclosed in the consolidated financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken
in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not”
of being sustained by the applicable tax authority. The Company recognizes the tax benefits of uncertain tax positions only where the
position is “more likely than not” to be sustained assuming examination by tax authorities. As of December 31, 2023, 2022
and 2021, management has analyzed the Company’s tax positions, and has concluded that no liability for unrecognized tax benefits
should be recorded related to uncertain tax positions taken in the Company’s current year tax return. The Company is not aware of
any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the
next 12 months. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon
factors including, but not limited to, an ongoing analysis of tax laws, regulations and interpretations thereof.
F- 41
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 11. Financial Highlights
The following per share of common stock data
has been derived from information provided in the audited financial statements. The following is a schedule of financial highlights for
the years ended December 31, 2023, 2022 and 2021.
For
the years ended December 31,
(amounts in thousands, except share
and per share amounts)
Per
Common Share Operating Performance (1)
2023
2022
2021
Net Asset Value, Beginning of Period (2)
$ 16.50
$ 16.22
$ 14.86
Results of Operations:
Net Investment Income
2.16
1.48
0.94
Net
Realized and Unrealized Gain (Loss) on Investments (3)
( 0.18 )
0.14
1.28
Net Increase (Decrease)
in Net Assets Resulting from Operations
1.98
1.62
2.22
Distributions to Common Stockholders
Distributions
( 2.06 )
( 1.34 )
( 0.86 )
Net Decrease in Net
Assets Resulting from Distributions
( 2.06 )
( 1.34 )
( 0.86 )
Net Asset Value, End of Period
$ 16.42
$ 16.50
$ 16.22
Shares Outstanding, End of Period
41,603,666
35,879,291
19,227,902
Ratio/Supplemental
Data
Net assets, end of period
$ 683,056
$ 592,041
$ 311,969
Weighted-average shares outstanding
39,250,232
27,184,302
10,718,083
Total Return (4)
12.5 %
10.3 %
14.2 %
Portfolio turnover
15.5 %
17.6 %
31.3 %
Ratio of operating expenses to average net
assets (5)
11.9 %
7.9 %
5.8 %
Ratio of net investment income (loss) to average
net assets (5)
13.3 %
9.1 %
6.8 %
(1) The per common share data was derived by using weighted average shares outstanding.
(2) On February 5, 2021, the initial offering price of $ 15.00 per share less $ 0.14 per share of organizational costs.
(3) Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the period and may not reconcile with the aggregate gains and losses in the Consolidated Statement of Operations due to share transactions during the period.
For the years ended December 31, 2023,
2022 and 2021, such share transactions include the effect of share issuances of $ 0.00 , $ 0.04 and $ 0.19 per share, respectively. During
the period, shares were issued at prices that reflect the aggregate amount of the Company’s initial organizational and offering
expenses. As a result, investors subscribing after the initial capital call are allocated organizational expenses consistently with all
stockholders.
(4) Total return is calculated as the change in net asset value (“NAV”) per share during the period, plus distributions per share (if any), divided by the beginning NAV per share. The calculation also assumes reinvestment of dividends at actual prices pursuant to the Company’s dividend reinvestment plan. Total return is not annualized.
(5) The ratios reflect an annualized amount, except in the case of non-recurring expenses (e.g. initial organizational expense of $ 175 for the period February 5, 2021 (commencement of operations) through December 31, 2021).
F- 42
Kayne Anderson BDC, Inc.
Notes to Consolidated Financial Statements
(amounts in 000’s, except share and per
share amounts)
Note 12. Subsequent Events
The Company’s management has evaluated subsequent
events through the date of issuance of the financial statements included herein. There have been no subsequent events that require recognition
or disclosure in these financial statements except as described below.
On January 16, 2024, the Company paid a distribution
of $ 0.53 per share to each common stockholder of record as of December 29, 2023. The total distribution was $ 22,050 and $ 1,573 was reinvested
into the Company through the issuance of 95,791 shares of common stock.
On February 14, 2024, the Company sold 7,089,771 shares
of its common stock for a total aggregate offering price of $ 118,689 . As of February 22, 2024, the Company has subscription agreements
with investors for an aggregate capital commitment of $ 1,046,928 to purchase shares of common stock ($ 269,945 is undrawn).
F- 43
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
There are not and have not been any disagreements
between us and our accountant on any matter of accounting principles, practices or financial statement disclosure.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.