What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2023-03-09 compared with 2022-03-10 · 825 added, 394 removed, 1124 unchanged (52% of the section changed)

3 unchanged sentences

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )

Consolidated Statements of Assets and Liabilities as of December 31, 2022 and 2021

34 unchanged sentences

Non-controlled/non-affiliated company investments, at fair value (amortized cost of $1,225,573 and $770,298, respectively)

$ 1,200,376 $ 773,013

Cash and cash equivalents 39,270 35,186

3 unchanged sentences

Receivable for investments sold 719 5,207

Contribution receivable 458 —

Prepaid expenses 41 64

Other assets — 128

Total assets $ 1,253,959 $ 820,919

35 unchanged sentences

Professional fees 1,811 1,316 1,299

Organization expenses — — 1,705

Directors' fees 383 383 383

Administration fees (See Note 4 )

1,111 660 534

Other general and administrative expenses 708 324 288

3 unchanged sentences

Net expenses after expense support 36,993 16,037 8,088

Net investment income before excise taxes 20,253 5,215 6,421

Excise taxes — — 4

Net investment income 45,460 20,253 5,215

24 unchanged sentences

Capital share transactions:

Issuance of preference shares — — 14,800

Issuance of common shares, net 174,964 209,140 94,920

Redemption of preference shares — — (21,000)

Reinvestment of shareholder distributions 3,223 324 2

39 unchanged sentences

Cash flows from financing activities:

Proceeds from issuance of preference shares — — 14,800

Proceeds from issuance of common shares 174,588 209,208 94,997

Redemption of preference shares — — (21,000)

Shareholder distributions (34,659) (14,712) (3,279)

9 unchanged sentences

Cash paid during the period for taxes $ — $ — $ 4

Shares issued in connection with Merger (See Note 7) $ — $ — $ 66,210

Supplemental disclosure of non-cash flow Information:

10 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

8 unchanged sentences

Arotech (Delayed Draw) (6) (13) First Lien Term Loan L + 6.25% 11.02 % 10/22/2026 452 450 419 0.08 %

Loc Performance Products (6) (13) First Lien Term Loan L + 5.25% 6.25 % 12/10/2026 7,425 7,331 7,327 2.0 %

Loc Performance Products (6) (13) First Lien Term Loan S + 5.25% 9.84 % 12/22/2026 7,350 7,272 6,954 1.33 %

Valkyrie Subordinated Debt N/A 10.50% (Cash) 1.00%(PIK) 11/17/2027 2,808 2,754 2,748 0.52 %

Total Aerospace & Defense 34,376 33,110 6.31 %

Classic Collision (Incremental) (6) (13) First Lien Term Loan L + 5.00% 6.00 % 1/14/2026 7,910 7,833 7,868 2.1 %

American Auto Auction Group (6) (13) (15) First Lien Term Loan S + 5.00% 9.59 % 12/30/2027 10,627 10,533 8,348 1.59 %

Classic Collision (Delayed Draw) (Incremental) (6) (11) (13) First Lien Term Loan L + 5.75% 10.89 % 1/14/2026 7,010 6,293 6,093 1.16 %

Classic Collision (Incremental) (6) (9) (13) First Lien Term Loan L + 5.75% 10.89 % 1/14/2026 7,830 7,766 7,607 1.45 %

Collision Right (13) First Lien Term Loan S + 4.75% 9.34 % 4/14/2028 4,838 4,808 4,733 0.90 %

Collision Right (Delayed Draw) (11) First Lien Term Loan S + 4.75% 9.34 % 4/14/2028 506 (4) (11) — %

Covercraft Subordinated Debt N/A 10.00% (Cash) 0.75%(PIK) 2/21/2028 7,422 7,299 7,167 1.37 %

2 unchanged sentences

JEGS Automotive (Delayed Draw) (11) First Lien Term Loan L + 5.75% 10.52 % 12/22/2027 930 — (59) (0.01 %)

Tailwind Randy's LLC (6) (9) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 3,250 3,234 3,221 0.9 %

Tailwind Randy's LLC (9) (13) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 1,084 1,075 1,075 0.3 %

Tailwind Randy's LLC (6) (9) (13) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 4,994 4,944 4,950 1.3 %

Tailwind Randy's LLC (Delayed Draw) (6) (9) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 660 656 654 0.1 %

OEP Glass Purchaser (6) (13) First Lien Term Loan S + 5.25% 9.84 % 4/18/2028 14,888 14,751 14,443 2.75 %

Randys Holdings, Inc (9) (13) First Lien Term Loan S + 6.50% 11.09 % 11/1/2028 11,250 11,028 11,031 2.10 %

Randys Holdings, Inc (Delayed Draw) (9) (11) First Lien Term Loan S + 6.50% 11.09 % 11/1/2028 3,750 — (73) (0.01 %)

S&S Truck Parts (6) (13) First Lien Term Loan S + 4.75% 9.34 % 3/1/2029 6,928 6,865 6,890 1.31 %

S&S Truck Parts (13) First Lien Term Loan S + 4.75% 9.11 % 3/1/2029 1,171 1,160 1,164 0.22 %

S&S Truck Parts (Delayed Draw) (11) First Lien Term Loan S + 4.75% 9.34 % 3/1/2029 98 — (1) — %

S&S Truck Parts (Delayed Draw) (11) First Lien Term Loan S + 4.75% 9.11 % 3/1/2029 1,740 1,592 1,583 0.30 %

Total Automotive 76,086 72,538 13.82 %

Banking, Finance, Insurance, Real Estate

Allied Benefit Systems (6) (13) First Lien Term Loan L + 4.50% 5.50 % 11/18/2026 6,052 6,005 6,052 1.6 %

Bankruptcy Management Solutions Inc (6) First Lien Term Loan L + 4.50% 4.60 % 2/28/2025 3,890 3,909 3,859 1.0 %

Long Term Care Group (6) (9) (13) First Lien Term Loan L + 6.00% 6.75 % 9/8/2027 6,721 6,657 6,681 1.8 %

Vensure Employer Services (6) (13) First Lien Term Loan L + 4.75% 5.50 % 3/26/2027 10,711 10,650 10,711 2.9 %

Vensure Employer Services (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.75% 5.50 % 3/26/2027 4,239 693 693 0.2 %

Total Banking, Finance, Insurance, Real Estate 27,914 27,996 7.5 %

Allied Benefit Systems (6) (13) First Lien Term Loan S + 4.50% 9.09 % 11/18/2026 5,991 5,951 5,889 1.12 %

Bankruptcy Management Solutions Inc (6) First Lien Term Loan S + 4.50% 8.86 % 2/28/2025 3,850 3,869 3,824 0.73 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Coding Solutions Acquisitions (6) (9) (13) First Lien Term Loan S + 5.50% 9.86 % 5/11/2028 6,497 6,436 6,367 1.21 %

Coding Solutions Acquisitions (Delayed Draw) (9) (11) First Lien Term Loan S + 5.75% 10.11 % 5/11/2028 1,967 — (39) (0.01 %)

Long Term Care Group (6) (9) (13) First Lien Term Loan L + 6.00% 10.39 % 9/8/2027 6,654 6,598 6,521 1.25 %

Patriot Growth Insurance Service (Delayed Draw) (Incremental) (9) (11) First Lien Term Loan L + 5.75% 10.52 % 10/14/2028 7,199 450 319 0.06 %

Risk Strategies (Delayed Draw) (9) (11) First Lien Term Loan S + 5.50% 10.09 % 11/1/2026 11,045 332 145 0.03 %

Risk Strategies (Delayed Draw) (9) First Lien Term Loan S + 5.50% 10.09 % 11/1/2026 3,945 3,945 3,839 0.73 %

Vensure Employer Services (6) (13) First Lien Term Loan S + 4.75% 9.34 % 3/26/2027 14,806 14,754 14,486 2.76 %

World Insurance Associates (6) (9) (13) First Lien Term Loan S + 5.75% 10.34 % 4/1/2026 1,981 1,965 1,912 0.36 %

World Insurance Associates (Delayed Draw) (9) (11) First Lien Term Loan S + 5.75% 10.34 % 4/1/2026 5,005 2,472 2,298 0.44 %

World Insurance Associates (Delayed Draw) (9) First Lien Term Loan S + 5.75% 10.34 % 4/1/2026 8,000 8,000 7,721 1.47 %

Total Banking, Finance, Insurance, Real Estate 54,772 53,282 10.15 %

Beverage, Food & Tobacco

Bardstown PPC Holdings LLC Subordinated Debt S + 7.75% 12.34 % 8/30/2027 9,300 9,125 9,216 1.76 %

Death Wish Coffee (6) (9) (13) First Lien Term Loan L + 4.75% 9.52 % 9/28/2027 9,900 9,819 9,832 1.87 %

GA Foods (6) (13) First Lien Term Loan L + 5.00% 6.00 % 12/1/2026 14,888 14,761 14,705 3.9 %

Dessert Holdings (6) Subordinated Debt L + 7.25% 12.02 % 6/8/2029 9,000 8,860 8,325 1.59 %

Fresh Edge Subordinated Debt S + 9.00% 13.36 % 4/3/2029 3,770 3,679 3,679 0.70 %

GA Foods (13) (16) First Lien Term Loan L + 5.50% 9.77% (Cash) 0.50%(PIK) 12/1/2026 14,781 14,676 8,898 1.69 %

Handgards (6) (13) First Lien Term Loan L + 7.00% 11.77 % 10/14/2026 14,663 14,466 14,663 2.79 %

9 unchanged sentences

(Delayed Draw) (11) First Lien Term Loan L + 4.50% 8.89 % 4/8/2026 2,709 (22) (69) (0.01 %)

Blackbird Purchaser Inc (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.50% 5.25 % 4/8/2026 1,110 (11) (7) — %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

Crete Mechanical Group (6) (13) First Lien Term Loan S + 5.25% 9.84 % 5/19/2028 4,872 4,825 4,785 0.91 %

Crete Mechanical Group (Delayed Draw) (6) First Lien Term Loan S + 5.25% 9.84 % 5/19/2028 2,875 2,828 2,824 0.54 %

Crete Mechanical Group (Delayed Draw) (11) First Lien Term Loan S + 5.00% 9.59 % 5/19/2028 7,211 4,484 4,356 0.83 %

Heartland Home Services (6) (9) (13) First Lien Term Loan L + 6.00% 10.39 % 12/15/2026 6,534 6,486 6,368 1.21 %

2 unchanged sentences

PT Intermediate Holdings III, LLC (6) (9) (13) First Lien Term Loan L + 5.50% 10.27 % 11/1/2028 8,824 8,790 8,624 1.64 %

PT Intermediate Holdings III, LLC (Incremental) (6) (9) (13) First Lien Term Loan L + 5.50% 10.27 % 11/1/2028 1,079 1,069 1,054 0.20 %

Repipe Specialists Subordinated Debt N/A 10.00% (Cash) 1.00%(PIK) 3/18/2029 2,408 2,364 2,292 0.44 %

Repipe Specialists (Delayed Draw) (11) Subordinated Debt N/A 10.00% (Cash) 1.00%(PIK) 3/18/2029 900 — (44) (0.01 %)

Total Capital Equipment 46,223 45,261 8.62 %

6 unchanged sentences

Construction & Building

Erie Construction (6) (13) First Lien Term Loan L + 4.75% 5.75 % 7/30/2027 11,032 10,924 11,032 2.9 %

Erie Construction (6) (13) First Lien Term Loan S + 4.75% 9.53 % 7/30/2027 10,702 10,612 10,702 2.04 %

Gannett Fleming (13) First Lien Term Loan S + 6.50% 11.09 % 12/20/2028 10,000 9,801 9,801 1.87 %

Sciens Building Solutions, LLC (6) (9) (13) First Lien Term Loan L + 5.75% 10.52 % 12/15/2027 9,410 9,250 8,917 1.70 %

Sciens Building Solutions, LLC (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.75% 10.52 % 12/15/2027 4,938 1,594 1,377 0.26 %

Total Construction & Building 31,257 30,797 5.87 %

Consumer Goods:

Halo Buyer Inc (6) (15) First Lien Term Loan L + 4.50% 8.89 % 6/30/2025 5,728 5,686 5,062 0.97 %

Petmate (6) (9) (13) First Lien Term Loan L + 5.50% 10.27 % 9/15/2028 9,900 9,815 7,951 1.51 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Sciens Building Solutions, LLC (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.75% 6.50 % 12/15/2027 4,950 (49) (98) — %

Total Construction & Building 20,191 20,250 5.4 %

Consumer Goods:

All My Sons (6) (13) First Lien Term Loan L + 5.00% 5.75 % 10/25/2028 5,710 5,654 5,657 1.5 %

Halo Buyer Inc (6) (15) First Lien Term Loan L + 4.50% 5.50 % 6/30/2025 5,789 5,732 5,456 1.5 %

Petmate (6) (13) First Lien Term Loan L + 5.50% 6.25 % 9/15/2028 10,000 9,900 9,906 2.6 %

Xpressmyself.com LLC (a/k/a SmartSign) (13) First Lien Term Loan S + 5.00% 9.59 % 9/7/2028 9,975 9,881 9,881 1.88 %

Total Consumer Goods:

1 unchanged sentence

Consumer Goods:

Arcadia Consumer Health (6) (9) (13) First Lien Term Loan L + 5.00% 5.75 % 9/10/2027 12,862 12,740 12,762 3.4 %

Arcadia Consumer Health (6) (9) (13) First Lien Term Loan S + 4.75% 9.11 % 9/10/2027 12,733 12,628 12,609 2.40 %

Badger Sportswear Acquisition Inc (6) First Lien Term Loan L + 4.50% 8.89 % 12/24/2023 3,842 3,816 3,746 0.71 %

Elevation Labs (13) First Lien Term Loan S + 5.25% 9.84 % 6/30/2028 6,858 6,793 6,784 1.29 %

Elevation Labs (Delayed Draw) (11) First Lien Term Loan S + 5.25% 9.84 % 6/30/2028 3,125 (29) (34) (0.01 %)

FoodScience (6) (13) First Lien Term Loan L + 4.75% 9.52 % 3/1/2027 7,823 7,762 7,055 1.35 %

2 unchanged sentences

Market Performance Group (6) (13) First Lien Term Loan L + 5.75% 10.52 % 12/29/2026 7,350 7,324 7,350 1.40 %

Ultima Health Holdings, LLC Subordinated Debt N/A 11.00% (Cash) 1.50%(PIK) 3/12/2029 1,708 1,676 1,671 0.32 %

Total Consumer Goods:

1 unchanged sentence

Containers, Packaging & Glass

B2B Packaging (6) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 4,111 4,060 4,123 1.1 %

B2B Packaging (Delayed Draw) (6) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 1,359 1,342 1,363 0.4 %

B2B Packaging (Delayed Draw) (6) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 6,218 6,218 6,236 1.7 %

B2B Packaging (Delayed Draw) (11) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 3,258 923 933 0.2 %

B2B Packaging (6) (13) First Lien Term Loan S + 6.75% 11.34 % 10/7/2026 12,613 12,571 12,313 2.35 %

B2B Packaging (Delayed Draw) (13) First Lien Term Loan S + 6.75% 11.53 % 10/7/2026 2,232 2,232 2,179 0.41 %

B2B Packaging (Delayed Draw) (6) First Lien Term Loan S + 6.75% 11.34 % 10/7/2026 118 115 115 0.02 %

Five Star Packing (6) (13) First Lien Term Loan S + 4.25% 9.03 % 5/5/2029 7,653 7,545 7,516 1.43 %

Good2Grow (6) (13) First Lien Term Loan L + 4.50% 9.27 % 12/1/2027 9,925 9,842 9,720 1.85 %

Oliver Packaging Subordinated Debt N/A 10.00% (Cash) 1.00%(PIK) 1/6/2029 2,523 2,476 2,395 0.46 %

Specialized Packaging Group (6) (7) (10) (13) First Lien Term Loan L + 5.50% 10.64 % 12/17/2025 3,013 2,992 2,995 0.57 %

2 unchanged sentences

Environmental Industries

Cadmus (6) First Lien Term Loan L + 5.00% 6.00 % 9/14/2027 3,333 3,302 3,332 0.9 %

Cadmus (6) First Lien Term Loan S + 5.25% 9.84 % 9/14/2027 3,292 3,266 3,208 0.61 %

Cadmus (Delayed Draw) (11) First Lien Term Loan L + 5.25% 9.64 % 9/14/2027 1,663 1,152 1,110 0.21 %

Nutrition 101 Buyer LLC (a/k/a 101, Inc.) (13) First Lien Term Loan S + 5.25% 9.61 % 8/31/2028 6,715 6,651 6,649 1.27 %

The Facilities Group (6) (9) (13) First Lien Term Loan L + 5.75% 10.14 % 11/30/2027 4,922 4,879 4,810 0.92 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

The Facilities Group (6) (9) (13) First Lien Term Loan L + 5.75% 6.75 % 11/30/2027 4,971 4,922 4,923 1.3 %

The Facilities Group (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.75% 10.52 % 11/30/2027 4,996 4,114 4,001 0.76 %

3 unchanged sentences

Affinity Hospice (Delayed Draw) (11) First Lien Term Loan L + 4.75% 9.52 % 12/17/2027 1,981 — (55) (0.01 %)

Anne Arundel First Lien Term Loan N/A 11.00 % 4/16/2026 2,193 2,128 2,128 0.6 %

Anne Arundel Subordinated Debt N/A 12.75% (PIK) 10/16/2026 2,888 2,838 2,688 0.51 %

Anne Arundel Subordinated Debt N/A 11.00 % 4/16/2026 1,838 1,815 1,734 0.33 %

Anne Arundel (Delayed Draw) (11) Subordinated Debt N/A 11.00 % 4/16/2026 2,258 1,880 1,730 0.33 %

Forefront Dermatology (6) (9) (13) First Lien Term Loan S + 4.25% 8.61 % 4/2/2029 5,360 5,259 5,222 0.99 %

Forefront Dermatology (Delayed Draw) (9) (11) First Lien Term Loan S + 4.25% 8.61 % 4/2/2029 1,007 895 869 0.17 %

Genesee Scientific (6) (9) First Lien Term Loan L + 5.00% 9.77 % 9/30/2027 6,019 5,971 5,897 1.12 %

Genesee Scientific (Delayed Draw) (9) (11) First Lien Term Loan L + 5.50% 10.27 % 9/30/2027 2,027 — (41) (0.01 %)

GHR Healthcare (6) (13) First Lien Term Loan L + 5.25% 6.25 % 12/9/2027 6,532 6,467 6,468 1.7 %

GHR Healthcare (6) (11) (13) First Lien Term Loan L + 5.25% 6.25 % 12/9/2027 3,458 — (34) — %

Midwest Eye Consultants (6) (13) First Lien Term Loan L + 4.50% 5.50 % 8/20/2027 9,198 9,110 9,095 2.4 %

GHR Healthcare (6) (9) First Lien Term Loan S + 4.75% 9.34 % 12/9/2027 6,467 6,411 6,467 1.23 %

GHR Healthcare (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan S + 4.75% 9.34 % 12/9/2027 3,444 2,023 2,023 0.39 %

GHR Healthcare (Incremental) (9) (13) First Lien Term Loan S + 4.75% 9.53 % 12/9/2027 5,033 4,938 5,033 0.96 %

Heartland Veterinary Partners LLC (Incremental) Subordinated Debt S + 7.50% 12.09 % 12/10/2027 1,900 1,865 1,862 0.35 %

Heartland Veterinary Partners LLC (Incremental) (Delayed Draw) (11) Subordinated Debt S + 7.50% 12.09 % 12/10/2027 9,500 — (190) (0.04 %)

InfuCare RX (6) (13) First Lien Term Loan S + 4.50% 9.09 % 1/4/2028 9,900 9,814 9,695 1.85 %

Midwest Eye Consultants (6) (13) First Lien Term Loan S + 4.50% 9.09 % 8/20/2027 9,113 9,039 8,579 1.63 %

PromptCare (6) (9) (13) First Lien Term Loan L + 6.00% 10.39 % 9/1/2027 8,288 8,169 8,031 1.53 %

1 unchanged sentence

Quorum Health Resources, LLC (6) (13) First Lien Term Loan L + 5.25% 10.02 % 5/28/2027 7,759 7,695 7,445 1.42 %

Sandlot Buyer, LLC (Prime Time Healthcare) (13) First Lien Term Loan S + 6.00% 10.78 % 9/19/2028 9,875 9,587 9,589 1.83 %

SCP Eye Care Holdco, LLC (DBA EyeSouth Partners) (13) First Lien Term Loan S + 5.75% 10.34 % 10/5/2029 7,549 7,475 7,404 1.41 %

SCP Eye Care Holdco, LLC (DBA EyeSouth Partners) (Delayed Draw) (11) First Lien Term Loan S + 5.75% 10.34 % 10/5/2029 2,451 — (47) (0.01 %)

SM Wellness Holdings, Inc (6) (13) First Lien Term Loan L + 4.75% 9.52 % 4/17/2028 14,815 14,704 14,254 2.72 %

SM Wellness Holdings, Inc (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.75% 5.50 % 4/17/2028 1,154 877 872 0.2 %

Wellspring Pharmaceutical (13) First Lien Term Loan S + 5.75% 10.53 % 8/22/2028 3,413 3,348 3,350 0.64 %

Wellspring Pharmaceutical (Delayed Draw) (11) First Lien Term Loan S + 5.75% 10.53 % 8/22/2028 1,579 (11) (29) (0.01 %)

Total Healthcare & Pharmaceuticals 112,377 109,952 20.94 %

High Tech Industries

Argano, LLC (6) (13) First Lien Term Loan L + 5.50% 6.50 % 6/10/2026 5,749 5,697 5,706 1.5 %

Argano, LLC (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 6/10/2026 2,539 1,498 1,479 0.4 %

Diligent Corporation (9) (13) First Lien Term Loan L + 5.75% 6.75 % 7/31/2025 1,506 1,493 1,496 0.4 %

Diligent Corporation (6) (9) First Lien Term Loan L + 6.25% 7.25 % 8/4/2025 12,728 12,690 12,841 3.4 %

Diligent Corporation (9) (13) First Lien Term Loan L + 5.75% 6.75 % 8/4/2025 3,456 3,427 3,432 0.9 %

Diligent Corporation (Delayed Draw) (9) (11) First Lien Term Loan L + 6.25% 7.25 % 7/31/2025 502 99 112 — %

Eliassen Group LLC (6) (13) First Lien Term Loan L + 4.25% 4.35 % 11/5/2024 8,729 8,695 8,729 2.3 %

Exterro (6) (9) (13) First Lien Term Loan L + 5.50% 6.50 % 6/3/2024 9,474 9,408 9,529 2.6 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

High Tech Industries

Argano, LLC (6) (13) First Lien Term Loan S + 5.50% 9.86 % 6/10/2026 5,691 5,648 5,508 1.05 %

Argano, LLC (Delayed Draw) (6) (13) First Lien Term Loan S + 5.50% 9.86 % 6/10/2026 2,520 2,520 2,439 0.47 %

Argano, LLC (Delayed Draw) (Incremental) (6) First Lien Term Loan S + 5.50% 9.86 % 6/10/2026 1,722 1,683 1,666 0.32 %

Diligent Corporation (6) (9) First Lien Term Loan L + 6.25% 11.39 % 8/4/2025 12,599 12,570 12,136 2.31 %

Diligent Corporation (9) (13) First Lien Term Loan L + 5.75% 10.52 % 8/4/2025 3,422 3,399 3,269 0.62 %

Diligent Corporation (9) (13) First Lien Term Loan L + 5.75% 10.89 % 8/4/2025 1,491 1,481 1,425 0.27 %

Diligent Corporation (Delayed Draw) (9) First Lien Term Loan L + 6.25% 11.02 % 8/4/2025 170 170 163 0.03 %

Diligent Corporation (Delayed Draw) (9) First Lien Term Loan L + 6.25% 11.02 % 8/4/2025 107 107 103 0.02 %

Eliassen Group LLC (6) (9) (13) First Lien Term Loan S + 5.75% 10.34 % 4/14/2028 12,192 12,080 12,021 2.29 %

Eliassen Group LLC (Delayed Draw) (9) (11) First Lien Term Loan S + 5.75% 10.34 % 4/14/2028 2,777 409 377 0.07 %

Exterro (6) (9) (13) First Lien Term Loan L + 5.50% 10.27 % 5/31/2024 9,474 9,435 9,474 1.81 %

Fineline Merger Subordinated Debt L + 8.75% 13.52 % 8/22/2028 2,941 2,905 2,926 0.56 %

Northern Star Industries Inc (6) First Lien Term Loan L + 4.75% 5.75 % 3/28/2025 3,321 3,305 3,304 0.9 %

Go Engineer (6) (9) (13) First Lien Term Loan S + 5.63% 10.21 % 12/21/2027 11,690 11,590 11,260 2.14 %

Go Engineer (Delayed Draw) (9) First Lien Term Loan S + 5.63% 9.98 % 12/21/2027 3,184 3,157 3,066 0.58 %

Infobase Acquisition, Inc.

(13) First Lien Term Loan S + 5.50% 10.09 % 6/14/2028 4,375 4,334 4,319 0.82 %

Infobase Acquisition, Inc.

(Delayed Draw) (11) First Lien Term Loan S + 5.50% 10.09 % 6/14/2028 721 — (9) — %

ITSavvy LLC (6) (13) First Lien Term Loan S + 5.25% 10.03 % 8/8/2028 7,873 7,797 7,871 1.50 %

ITSavvy LLC (Delayed Draw) (11) First Lien Term Loan S + 5.50% 10.09 % 8/8/2028 2,107 (20) — — %

North Haven CS Acquisition Inc (6) First Lien Term Loan L + 5.25% 10.02 % 1/23/2025 5,857 5,857 5,857 1.12 %

Northern Star Industries Inc (6) First Lien Term Loan L + 4.50% 8.89 % 3/28/2025 3,286 3,275 3,227 0.62 %

(6) First Lien Term Loan L + 4.50% 8.89 % 10/21/2026 4,733 4,695 4,665 0.89 %

Revalize (Delayed Draw) (9) (13) First Lien Term Loan L + 5.25% 6.25 % 4/15/2027 4,326 4,311 4,278 1.1 %

Revalize (Delayed Draw) (6) (9) First Lien Term Loan L + 5.25% 6.25 % 4/15/2027 1,078 1,067 1,066 0.3 %

Revalize (Delayed Draw) (6) (9) (11) First Lien Term Loan L + 5.75% 6.75 % 4/15/2027 1,627 (8) (18) — %

Revalize (Delayed Draw) (9) (13) First Lien Term Loan S + 5.75% 10.34 % 4/15/2027 4,286 4,273 3,985 0.76 %

Revalize (Delayed Draw) (6) (9) First Lien Term Loan S + 5.75% 10.34 % 4/15/2027 1,101 1,092 1,023 0.19 %

Revalize (Delayed Draw) (9) First Lien Term Loan S + 5.75% 10.34 % 4/15/2027 244 243 227 0.04 %

SmartWave (6) (13) First Lien Term Loan L + 6.00% 10.77 % 11/5/2026 9,309 9,223 8,116 1.55 %

Solve Industrial Motion Group Subordinated Debt N/A 10.75 % 6/28/2028 1,763 1,732 1,669 0.32 %

Solve Industrial Motion Group (Delayed Draw) Subordinated Debt N/A 10.75 % 6/28/2028 2,019 2,019 1,912 0.36 %

SmartWave (6) (13) First Lien Term Loan L + 5.50% 6.50 % 11/2/2026 9,404 9,303 9,404 2.5 %

Total High Tech Industries 111,674 108,695 20.71 %

1 unchanged sentence

Tinuiti (6) (9) (13) First Lien Term Loan L + 4.50% 9.27 % 12/10/2026 2,978 2,953 2,933 0.56 %

Tinuiti Inc (Delayed Draw) (Incremental) (6) (9) (11) (13) First Lien Term Loan L + 4.50% 5.50 % 12/10/2026 10,008 — — — %

Tinuiti (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 4.50% 8.89 % 12/10/2026 1,946 1,945 1,916 0.36 %

Advertising, Printing & Publishing 3,364 3,398 0.9 %

Diversified & Production

CVI Parent (6) (13) First Lien Term Loan L + 4.50% 5.50 % 8/12/2027 2,946 2,918 2,926 0.8 %

Spectrio II (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 12/9/2026 8,206 8,135 8,288 2.2 %

Spectrio II (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 12/9/2026 2,915 2,891 2,945 0.8 %

Spectrio II (Delayed Draw) (9) (11) (13) First Lien Term Loan L + 6.00% 7.00 % 12/9/2026 3,823 (18) 38 — %

Diversified & Production 13,926 14,197 3.8 %

Syndigo (6) (9) (13) First Lien Term Loan L + 4.50% 5.25 % 12/10/2027 5,955 5,981 5,955 1.6 %

Total Retail 5,981 5,955 1.6 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Tinuiti (Delayed Draw) (Incremental) (9) (11) First Lien Term Loan L + 4.50% 9.27 % 12/10/2026 9,963 5,935 5,781 1.10 %

Wpromote (13) First Lien Term Loan S + 6.00% 10.36 % 10/23/2028 4,412 4,325 4,326 0.83 %

Wpromote (Delayed Draw) (11) First Lien Term Loan S + 6.00% 10.36 % 10/23/2028 588 (4) (11) — %

Advertising, Printing & Publishing 15,154 14,945 2.85 %

Diversified & Production

Corporate Visions (6) (13) First Lien Term Loan L + 4.50% 8.89 % 8/12/2027 2,916 2,893 2,842 0.54 %

Corporate Visions (6) (13) First Lien Term Loan L + 4.50% 8.89 % 8/12/2027 2,563 2,529 2,498 0.48 %

Spectrio II (6) (9) (13) First Lien Term Loan L + 6.00% 10.77 % 12/9/2026 8,123 8,067 7,784 1.48 %

Spectrio II (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.00% 10.77 % 12/9/2026 2,886 2,866 2,765 0.53 %

Spectrio II (Delayed Draw) (9) (11) (13) First Lien Term Loan L + 6.00% 10.77 % 12/9/2026 3,820 426 287 0.05 %

Diversified & Production 16,781 16,176 3.08 %

Syndigo (6) (9) (13) First Lien Term Loan L + 4.50% 8.89 % 12/15/2027 5,895 5,916 5,612 1.07 %

Total Retail 5,916 5,612 1.07 %

Big Truck Rental Subordinated Debt L + 8.00% 12.39 % 9/30/2027 10,000 9,832 9,988 1.90 %

Big Truck Rental Subordinated Debt L + 8.00% 12.39 % 9/23/2027 2,500 2,500 2,497 0.48 %

Bounteous (6) (13) First Lien Term Loan L + 5.25% 10.02 % 8/2/2027 5,402 5,357 5,003 0.95 %

2 unchanged sentences

Bounteous (Delayed Draw) (11) First Lien Term Loan L + 5.00% 9.77 % 8/2/2027 4,467 — (330) (0.06 %)

BroadcastMed Holdco, LLC Subordinated Debt N/A 10.00% (Cash) 3.75% (PIK) 11/12/2027 3,451 3,383 3,384 0.64 %

Bullhorn Inc (6) (9) (13) First Lien Term Loan L + 5.75% 10.52 % 9/30/2026 13,848 13,722 13,848 2.63 %

Bullhorn (Delayed Draw) (9) (11) (13) First Lien Term Loan L + 5.75% 6.75 % 9/30/2026 1,300 (6) 7 — %

BusinesSolver (6) (9) (13) First Lien Term Loan L + 5.50% 10.64 % 12/1/2027 7,820 7,753 7,678 1.46 %

4 unchanged sentences

Cornerstone Advisors of Arizona LLC (Delayed Draw) (6) (13) First Lien Term Loan L + 5.50% 10.27 % 9/24/2026 212 212 212 0.04 %

E78 (6) (13) First Lien Term Loan L + 5.50% 6.50 % 12/1/2027 5,714 5,657 5,659 1.5 %

E78 (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 12/1/2027 4,286 (42) (42) — %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

CrossCountry Consulting (6) (9) (13) First Lien Term Loan S + 5.75% 10.34 % 6/1/2029 8,257 8,103 8,153 1.55 %

CrossCountry Consulting (Delayed Draw) (9) (11) First Lien Term Loan S + 5.75% 10.34 % 6/1/2029 3,320 (30) (42) (0.01 %)

D&H United Fueling Solutions (13) First Lien Term Loan S + 5.25% 9.84 % 9/16/2028 7,567 7,422 7,415 1.41 %

D&H United Fueling Solutions (Delayed Draw) First Lien Term Loan S + 5.25% 9.84 % 9/16/2028 2,408 2,386 2,360 0.45 %

E78 (6) First Lien Term Loan S + 5.50% 9.86 % 12/1/2027 5,657 5,608 5,556 1.06 %

E78 (13) First Lien Term Loan S + 5.50% 9.86 % 12/1/2027 1,452 1,439 1,427 0.27 %

E78 (Delayed Draw) (6) (13) First Lien Term Loan S + 5.50% 9.86 % 12/1/2027 4,253 4,217 4,178 0.80 %

E78 (Delayed Draw) (11) First Lien Term Loan S + 5.50% 9.86 % 12/1/2027 3,559 604 540 0.10 %

Evergreen Services Group (6) (9) (13) First Lien Term Loan S + 6.00% 10.59 % 6/15/2029 12,087 11,859 11,799 2.25 %

Evergreen Services Group (Delayed Draw) (9) (11) First Lien Term Loan S + 6.00% 10.59 % 6/15/2029 2,883 2,063 2,021 0.38 %

Gabriel Partners LLC (6) (9) (13) First Lien Term Loan L + 6.00% 10.39 % 9/21/2026 9,337 9,271 9,337 1.78 %

Gabriel Partners, LLC (Incremental) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 9/21/2026 3,893 3,857 3,893 1.0 %

Gabriel Partners LLC (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.00% 10.77 % 9/21/2026 1,555 1,555 1,555 0.30 %

Gabriel Partners LLC (Incremental) (9) (13) First Lien Term Loan L + 6.00% 10.77 % 9/21/2026 3,854 3,824 3,854 0.73 %

Hasa Inc Subordinated Debt N/A 10.50% (Cash) 1.50%(PIK) 1/16/2026 2,498 2,467 2,498 0.48 %

Lion Merger Sub Inc (9) (13) First Lien Term Loan L + 6.50% 11.27 % 12/17/2025 7,358 7,307 7,203 1.37 %

LSCS Holdings Inc (6) (13) First Lien Term Loan L + 4.50% 5.00 % 12/16/2028 10,000 9,950 9,955 2.7 %

Lion Merger Sub Inc (Incremental) (9) (13) First Lien Term Loan L + 6.50% 11.27 % 12/17/2025 7,387 7,290 7,232 1.38 %

LSCS Holdings Inc.

(6) (13) (15) First Lien Term Loan L + 4.50% 8.89 % 12/16/2028 9,900 9,855 9,554 1.82 %

LYNX FRANCHISING, LLC (6) (9) (13) First Lien Term Loan L + 6.25% 11.02 % 12/23/2026 9,900 9,816 9,664 1.84 %

Output Services Group Inc (6) First Lien Term Loan L + 4.50% 5.50 % 3/27/2024 3,869 3,860 3,331 0.9 %

Output Services Group, Inc.

First Lien Term Loan S + 6.75% 9.84% (Cash) 1.50% (PIK) 6/29/2026 3,863 3,349 3,057 0.58 %

Phaidon International (7) (10) (13) First Lien Term Loan S + 5.50% 9.86 % 8/22/2029 15,000 14,855 14,820 2.82 %

Plaze Subordinated Debt L + 7.50% 11.89 % 7/7/2028 15,000 14,617 14,318 2.73 %

Scaled Agile (6) (9) (13) First Lien Term Loan L + 5.50% 6.50 % 12/15/2028 8,077 7,997 7,997 2.1 %

Scaled Agile (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 12/15/2028 1,923 — (19) — %

RoadOne (11) Subordinated Debt N/A 8.75% (Cash) 5.00%(PIK) 6/30/2029 1,397 (21) (42) (0.01 %)

RoadOne Subordinated Debt N/A 8.75% (Cash) 5.00%(PIK) 6/30/2029 4,469 4,335 4,335 0.83 %

Scaled Agile (6) (9) (13) First Lien Term Loan S + 5.50% 10.09 % 12/15/2028 8,016 7,946 7,797 1.49 %

Scaled Agile (Delayed Draw) (9) (11) First Lien Term Loan S + 5.50% 10.09 % 12/15/2028 1,923 — (53) (0.01 %)

Smile Brands Subordinated Debt L + 8.50% 13.64 % 4/13/2026 9,597 9,489 8,765 1.67 %

Smile Brands (Delayed Draw) (11) Subordinated Debt L + 8.50% 13.64 % 4/13/2026 1,959 — (170) (0.03 %)

Soliant Health (6) (13) First Lien Term Loan L + 4.00% 8.39 % 3/31/2028 8,461 8,410 8,519 1.62 %

Technical Safety Services (13) First Lien Term Loan S + 4.50% 9.09 % 6/22/2029 6,841 6,776 6,757 1.29 %

Technical Safety Services (Delayed Draw) (11) First Lien Term Loan S + 4.50% 9.09 % 6/22/2029 3,125 1,052 1,043 0.20 %

TouchTunes Interactive (6) (13) First Lien Term Loan S + 5.00% 9.78 % 4/2/2029 9,975 9,881 9,743 1.86 %

Trilon Group, LLC (13) First Lien Term Loan S + 6.25% 10.84 % 5/28/2029 3,000 2,970 2,964 0.56 %

Trilon Group, LLC (13) First Lien Term Loan S + 5.75% 10.11 % 5/27/2029 7,481 7,411 7,202 1.37 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Soliant Health (6) (13) First Lien Term Loan L + 4.25% 5.00 % 3/31/2028 9,325 9,260 9,309 2.5 %

Trilon Group, LLC (Delayed Draw) First Lien Term Loan S + 5.75% 10.11 % 5/27/2029 7,500 7,499 7,220 1.38 %

Trilon Group, LLC (Delayed Draw) (11) First Lien Term Loan S + 6.25% 10.84 % 5/28/2029 2,000 184 160 0.03 %

Vital Records Control (6) (9) (13) First Lien Term Loan L + 5.50% 10.27 % 6/29/2027 4,629 4,582 4,461 0.85 %

Vital Records Control (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.50% 6.25 % 6/29/2027 670 255 255 0.1 %

Vital Records Control (9) (13) First Lien Term Loan S + 5.50% 10.28 % 6/29/2027 152 150 148 0.03 %

Vital Records Control (Delayed Draw) (9) (11) First Lien Term Loan S + 5.75% 10.34 % 6/29/2027 185 60 57 0.01 %

Worldwide Clinical Trials Holdings Inc (6) First Lien Term Loan L + 4.25% 9.02 % 12/5/2024 3,858 3,846 3,824 0.73 %

2 unchanged sentences

Business 262,048 257,967 49.14 %

NJEye LLC (6) First Lien Term Loan L + 5.25% 6.25 % 9/17/2024 5,382 5,353 5,214 1.4 %

NJEye LLC (Delayed Draw) (6) (11) First Lien Term Loan L + 5.25% 6.25 % 9/16/2024 2,982 690 612 0.2 %

North Haven Spartan US Holdco LLC (6) First Lien Term Loan L + 5.00% 6.00 % 6/6/2025 2,555 2,550 2,308 0.6 %

North Haven Spartan US Holdco LLC (Delayed Draw) (6) First Lien Term Loan L + 5.00% 6.00 % 6/6/2025 222 221 200 0.1 %

ADPD Holdings, LLC (a/k/a NearU) (6) (9) (13) First Lien Term Loan S + 6.00% 10.59 % 8/16/2028 8,314 8,314 8,233 1.56 %

ADPD Holdings, LLC (a/k/a NearU) (Delayed Draw) (9) (11) First Lien Term Loan S + 6.00% 10.59 % 8/16/2028 257 — (3) 0.00 %

ADPD Holdings, LLC (a/k/a NearU) (Delayed Draw) (9) (11) First Lien Term Loan S + 6.00% 10.59 % 8/16/2028 1,714 — (17) 0.00 %

All My Sons (6) (13) First Lien Term Loan L + 4.75% 9.14 % 10/25/2028 5,318 5,273 5,252 1.00 %

Apex Services Partners, LLC (Delayed Draw) (Incremental) (9) First Lien Term Loan S + 5.50% 10.09 % 7/31/2025 5,000 4,999 4,968 0.95 %

Apex Services Partners, LLC (Incremental) (9) (13) First Lien Term Loan S + 5.50% 10.09 % 7/31/2025 5,000 4,955 4,968 0.95 %

Excel Fitness (6) (13) First Lien Term Loan S + 5.25% 9.84 % 4/27/2029 9,975 9,867 9,483 1.81 %

Fairway Lawns Subordinated Debt N/A 8.00% (Cash) 5.00% (PIK) 5/17/2029 2,628 2,549 2,549 0.49 %

Fairway Lawns (11) Subordinated Debt N/A 8.00% (Cash) 5.00% (PIK) 5/17/2029 6,171 — (185) (0.04 %)

Liberty Buyer (9) (13) First Lien Term Loan S + 5.75% 10.34 % 6/15/2028 3,969 3,932 3,942 0.75 %

Liberty Buyer (Delayed Draw) (9) (11) First Lien Term Loan S + 5.75% 10.34 % 6/15/2028 747 298 293 0.05 %

NJEye LLC (6) First Lien Term Loan S + 4.75% 9.53 % 9/16/2024 5,382 5,363 5,247 1.00 %

NJEye LLC (Delayed Draw) (6) First Lien Term Loan S + 4.75% 9.53 % 9/16/2024 705 705 687 0.13 %

NJEye LLC (Delayed Draw) (11) First Lien Term Loan S + 4.75% 9.53 % 9/16/2024 2,272 1,774 1,726 0.33 %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

North Haven Spartan US Holdco LLC (6) First Lien Term Loan S + 6.25% 10.84 % 6/6/2025 2,529 2,526 2,459 0.47 %

North Haven Spartan US Holdco LLC (Delayed Draw) (6) First Lien Term Loan S + 6.25% 10.84 % 6/6/2025 219 219 213 0.04 %

One World Fitness PFF LLC (6) First Lien Term Loan L + 5.25% 10.02 % 11/26/2025 3,884 3,885 3,636 0.69 %

1 unchanged sentence

Consumer 54,659 53,434 10.18 %

Sovereign & Public Finance

LMI Consulting, LLC (LMI) (13) First Lien Term Loan S + 6.50% 11.09 % 7/18/2028 4,395 4,311 4,254 0.81 %

LMI Consulting, LLC (LMI) (Incremental) (6) First Lien Term Loan S + 6.50% 11.09 % 7/18/2028 4,988 4,988 4,828 0.92 %

Total Sovereign & Public Finance 9,299 9,082 1.73 %

Telecommunications

2 unchanged sentences

Corbett Technology Solutions, Inc.

("CTSI") (6) (13) First Lien Term Loan L + 5.00% 6.00 % 10/29/2027 5,873 5,816 5,818 1.6 %

("CTSI") (6) (10) (13) First Lien Term Loan S + 5.00% 9.59 % 10/29/2027 5,815 5,766 5,589 1.06 %

Corbett Technology Solutions, Inc.

("CTSI") (Delayed Draw) (6) (13) First Lien Term Loan L + 5.00% 6.00 % 10/29/2027 4,126 4,126 4,088 1.1 %

Mobile Communications America Inc (Incremental) (6) First Lien Term Loan L + 5.00% 6.00 % 3/4/2025 690 688 690 0.2 %

Mobile Communications America Inc (6) First Lien Term Loan L + 4.25% 5.25 % 3/4/2025 3,896 3,905 3,847 1.0 %

("CTSI") (Delayed Draw) (6) (10) (13) First Lien Term Loan S + 5.00% 9.59 % 10/29/2027 4,085 4,085 3,927 0.75 %

Mobile Communications America, Inc.

(6) First Lien Term Loan S + 5.38% 9.97 % 3/4/2025 3,856 3,862 3,781 0.72 %

Mobile Communications America, Inc.

(13) First Lien Term Loan S + 5.38% 9.97 % 3/4/2025 4,313 4,236 4,198 0.80 %

Mobile Communications America, Inc.

(Incremental) (6) First Lien Term Loan S + 5.38% 9.97 % 3/4/2025 685 684 672 0.13 %

Momentum Telecom II (6) (9) (13) First Lien Term Loan L + 5.75% 10.89 % 4/16/2027 10,157 10,080 9,815 1.87 %

Sapphire Telecom Inc (6) (9) First Lien Term Loan L + 5.25% 6.25% (Cash) 1.00% (PIK) 11/20/2025 6,775 6,727 5,713 1.5 %

Sapphire Telecom Inc (6) (9) First Lien Term Loan L + 5.25% 10.02 % 11/20/2025 6,720 6,683 6,514 1.24 %

Tyto Athene, LLC (6) (13) First Lien Term Loan L + 5.50% 10.27 % 4/3/2028 7,568 7,502 6,967 1.33 %

1 unchanged sentence

Transportation:

A&R Logistics Holdings Inc (6) (9) First Lien Term Loan L + 6.50% 7.50 % 5/3/2025 4,457 4,422 4,502 1.2 %

A&R Logistics Holdings, Inc (Incremental) (6) (9) First Lien Term Loan L + 6.50% 7.50 % 5/3/2025 263 261 266 0.1 %

FSK Pallet Holding Corp.

(DBA Kamps Pallets) (13) First Lien Term Loan L + 5.00% 9.77 % 12/23/2026 9,975 9,783 9,781 1.86 %

Kenco Group, Inc.

(13) First Lien Term Loan S + 5.50% 10.09 % 11/15/2029 8,584 8,415 8,416 1.60 %

Kenco Group, Inc.

(Delayed Draw) (11) First Lien Term Loan S + 5.50% 10.09 % 11/15/2029 1,416 (28) (28) (0.01 %)

Quantix (f/k/a A&R Logistics Holdings, Inc.) (Incremental) (6) (9) First Lien Term Loan S + 6.50% 11.09 % 5/5/2025 260 259 257 0.05 %

Quantix (f/k/a A&R Logistics Holdings, Inc.) (Incremental) (9) (13) First Lien Term Loan S + 5.75% 10.34 % 5/5/2025 904 898 889 0.17 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

A&R Logistics Holdings, Inc (Incremental) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 5/3/2025 913 904 913 0.2 %

SEKO Global Logistics (6) First Lien Term Loan L + 5.00% 6.00 % 12/30/2026 1,148 1,137 1,149 0.3 %

Quantix (f/k/a A&R Logistics Holdings, Inc.) (Incremental) (6) (9) First Lien Term Loan S + 6.25% 10.84 % 5/5/2025 183 181 181 0.03 %

Quantix (f/k/a A&R Logistics Holdings, Inc.) (Incremental) (6) (9) First Lien Term Loan S + 6.50% 11.09 % 5/5/2025 4,412 4,386 4,363 0.83 %

Quantix (f/k/a A&R Logistics Holdings, Inc.) (Incremental) (9) (13) First Lien Term Loan S + 6.25% 10.84 % 5/5/2025 1,372 1,347 1,357 0.26 %

SEKO Global Logistics Subordinated Debt L + 9.00% 13.77 % 6/30/2027 5,805 5,715 5,805 1.11 %

SEKO Global Logistics (Delayed Draw) (11) Subordinated Debt L + 9.00% 10.00 % 6/30/2027 907 — 9 — %

SEKO Global Logistics Subordinated Debt L + 9.00% 13.77 % 6/30/2027 4,029 3,962 4,029 0.77 %

SEKO Global Logistics (6) First Lien Term Loan L + 4.75% 9.52 % 12/30/2026 1,137 1,128 1,116 0.21 %

SEKO Global Logistics (Delayed Draw) (Incremental) (11) First Lien Term Loan L + 5.00% 9.77 % 12/30/2026 4,516 992 910 0.17 %

SEKO Global Logistics (Incremental) (13) First Lien Term Loan L + 5.00% 9.77 % 12/30/2026 1,533 1,518 1,505 0.29 %

TI ACQUISITION NC LLC (6) First Lien Term Loan L + 4.50% 9.64 % 3/19/2027 2,809 2,732 2,770 0.53 %

Wittichen Supply Subordinated Debt N/A 10.00% (Cash) 2.00% (PIK) 7/31/2028 4,172 4,094 4,108 1.1 %

Wittichen Supply (Delayed Draw) (11) Subordinated Debt N/A 10.00% (Cash) 2.00% (PIK) 7/31/2028 2,311 — (35) — %

Total Transportation:

3 unchanged sentences

Warrior Acquisition Inc (6) First Lien Term Loan L + 5.25% 10.02 % 9/15/2026 1,946 1,925 1,841 0.35 %

Warrior Acquisition Inc (Delayed Draw) (6) (11) First Lien Term Loan L + 5.50% 6.50 % 9/16/2026 622 — (27) — %

Total Utilities:

Electric 4,871 4,730 0.90 %

Go Engineer (6) (9) (13) First Lien Term Loan L + 5.50% 6.50 % 12/21/2027 11,808 11,691 11,691 3.1 %

Go Engineer (6) (9) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 12/21/2027 3,191 (32) (32) — %

ISG Merger Sub, LLC (dba Industrial Service Group) (13) First Lien Term Loan S + 6.25% 10.61 % 12/7/2028 6,591 6,459 6,461 1.23 %

ISG Merger Sub, LLC (dba Industrial Service Group) (Delayed Draw) (11) First Lien Term Loan S + 6.25% 10.61 % 12/7/2028 3,409 (17) (67) (0.01 %)

Wittichen Supply (6) First Lien Term Loan S + 4.50% 9.09 % 7/30/2027 4,992 4,946 4,992 0.95 %

Wittichen Supply Subordinated Debt N/A 9.50% (Cash) 1.50% (PIK) 7/31/2028 4,242 4,173 4,242 0.81 %

Wittichen Supply Subordinated Debt N/A 12.00% (PIK) 7/30/2029 1,798 1,766 1,798 0.34 %

Wittichen Supply (Delayed Draw) (11) First Lien Term Loan S + 4.50% 9.09 % 7/31/2028 2,482 1,974 1,996 0.38 %

Wittichen Supply (Delayed Draw) (Incremental) (11) Subordinated Debt N/A 9.00% (Cash) 1.00% (PIK) 7/31/2028 3,360 — — — %

Wittichen Supply (Incremental) Subordinated Debt N/A 9.00% (Cash) 1.00% (PIK) 7/31/2028 3,485 3,419 3,485 0.66 %

Total Wholesale 22,720 22,907 4.36 %

Total Debt Investments 1,207,365 1,173,063 223.46 %

Equity Investments - 2.2%

Covercraft (8) (14) Limited Partnership Interest N/A — % N/A 1 768 873 0.2 %

Total Automotive 768 873 0.2 %

Construction & Building

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Erie Construction (8) (14) Limited Partnership Interest N/A — % N/A — 166 270 0.1 %

Equity Investments

Covercraft (8) (14) Equity Investments N/A N/A N/A 1 768 777 0.15 %

S&S Truck Parts (8) (14) Equity Investments N/A N/A N/A — 378 353 0.07 %

S&S Truck Parts (8) (14) Equity Investments N/A N/A N/A 79 79 73 0.01 %

Total Automotive 1,225 1,203 0.23 %

Beverage, Food & Tobacco

Bardstown PPC Holdings LLC (8) (14) Equity Investments N/A N/A N/A 15 1,860 1,860 0.36 %

Fresh Edge - Common (8) (14) Class B Units N/A N/A N/A 1 — — — %

Fresh Edge - Preferred (8) (14) Preferred Units N/A N/A N/A 1 592 592 0.11 %

Total Beverage, Food & Tobacco 2,452 2,452 0.47 %

Capital Equipment

Crete Mechanical Group (8) (14) Equity Investments N/A N/A N/A — 230 326 0.06 %

Precision Surfacing - Common (8) (14) Preferred Units N/A N/A N/A 3,750 3,750 3,840 0.73 %

Repipe Specialists (8) (14) Equity Investments N/A N/A N/A — 239 216 0.04 %

Total Capital Equipment 4,219 4,382 0.83 %

Construction & Building

Erie Construction (8) (14) Equity Investments N/A N/A N/A — 166 585 0.11 %

Gannett Fleming (8) (14) Limited Partnership Interest N/A N/A N/A 425 425 425 0.08 %

Total Construction & Building 591 1,010 0.19 %

Consumer Goods:

FoodScience (8) (14) Limited Partnership Interest N/A — % N/A — 98 118 — %

FoodScience (8) (14) Limited Partnership Interest N/A — % N/A 5 5 6 — %

FoodScience (8) (14) Equity Investments N/A N/A N/A — 98 41 0.01 %

FoodScience (8) (14) Equity Investments N/A N/A N/A 5 5 — — %

Ultima Health Holdings, LLC (8) (14) Preferred Units N/A N/A N/A — 170 170 0.03 %

Total Consumer Goods:

1 unchanged sentence

Containers, Packaging & Glass

Specialized Packaging Group (7) (8) (10) (14) Limited Partnership Interest N/A — % N/A 122 122 155 — %

Specialized Packaging Group (7) (8) (10) (14) Limited Partnership Interest N/A — % N/A 11 11 11 — %

Oliver Packaging (8) (14) Class A Common Units N/A N/A N/A 9 930 975 0.19 %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

Specialized Packaging Group (7) (8) (10) (14) Class A Common Units N/A N/A N/A 148 148 112 0.02 %

Total Containers, Packaging & Glass 1,078 1,087 0.21 %

Healthcare & Pharmaceuticals

Anne Arundel (8) (14) Limited Partnership Interest N/A — % N/A 645 645 761 0.2 %

Anne Arundel (8) (14) Equity Investments N/A N/A N/A 10 816 629 0.12 %

Total Healthcare & Pharmaceuticals 816 629 0.12 %

High Tech Industries

Solve Industrial Motion Group (8) (14) Limited Partnership Interest N/A — % N/A — 313 327 0.1 %

ITSavvy LLC (8) (14) Class A Common Units N/A N/A N/A 1 522 694 0.13 %

Solve Industrial Motion Group (8) (14) Equity Investments N/A N/A N/A — 313 266 0.05 %

Total High Tech Industries 835 960 0.18 %

Career Now (8) (14) Limited Partnership Interest N/A — % N/A 624 624 629 0.2 %

E78 (8) (14) Limited Partnership Interest N/A — % N/A — 310 310 0.1 %

Hasa Inc (8) Limited Partnership Interest N/A — % N/A 645 645 958 0.3 %

BroadcastMed Holdco, LLC (8) (14) Preferred Units N/A N/A N/A 57 853 853 0.16 %

Career Now (8) (14) Equity Investments N/A N/A N/A 6 624 720 0.14 %

E78 (8) (14) Equity Investments N/A N/A N/A 1 523 619 0.12 %

Hasa Inc (8) (14) Equity Investments N/A N/A N/A 6 645 1,954 0.37 %

RoadOne - Common (8) (14) Equity Investments N/A N/A N/A 1,173 939 1,173 0.22 %

Total Services:

Business 3,584 5,319 1.01 %

ADPD Holdings, LLC (a/k/a NearU) (8) (14) Equity Investments N/A N/A N/A 2 243 258 0.05 %

Total Services:

Consumer 243 258 0.05 %

Sovereign & Public Finance

LMI Renaissance (8) (14) Limited Partnership Interest N/A N/A N/A 649 649 1,092 0.21 %

Total Sovereign & Public Finance 649 1,092 0.21 %

Transportation:

SEKO Global Logistics (8) (14) Limited Partnership Interest N/A — % N/A 671 332 1,651 0.4 %

SEKO Global Logistics (8) (14) Equity Investments N/A N/A N/A 671 332 2,061 0.39 %

Total Transportation:

Cargo 332 2,061 0.39 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2022

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Wittichen Supply (8) (14) Limited Partnership Interest N/A — % N/A 2 1,911 2,064 0.6 %

Total Transportation:

Cargo 2,243 3,715 1.0 %

Wittichen Supply (8) (14) Equity Investments N/A N/A N/A 2 1,911 6,649 1.27 %

Total Wholesale 1,911 6,649 1.27 %

Total Equity Investments 18,208 27,313 5.20 %

Cash equivalents (12) 17,572 17,572 3.35 %

Total Investments $ 804,989 $ 807,704 216.0 %

Total Investments and Cash Equivalents $ 1,243,145 $ 1,217,948 232.01 %

_______________

7 unchanged sentences

For each such investment, the Company has provided the spread over LIBOR and SOFR and the current contractual interest rate in effect at December 31, 2022.

As of December 31, 2021, rates for 1M L, 2M L, 3M L, 6M L and 12M L are 0.10%, 0.15%, 0.21%, 0.34% and 0.58% respectively.

As of December 31, 2021, rate for 1M S ("SOFR") is 0.05%.

As of December 31, 2022, effective rates for 1M L, 3M L, 6M L and 12M L are 4.39%, 4.77%,5.14% and 5.48% respectively.

As of December 31, 2022, rate for 1M S, 3M S, 6M S, 12M S ("SOFR") are 4.36%, 4.59%, 4.78%, and 4.87% respectively.

For portfolio companies with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of December 31, 2022.

1 unchanged sentence

For fixed rate loans, a spread above a reference rate is not applicable.

(4) All investments valued using unobservable inputs (Level 3), unless otherwise noted.

See Note 3 “Fair Value Measurements” for more information.

(4) Investment valued using unobservable inputs (Level 3).

See No te 2 “Significant Accounting Policies – Valuation of Portfolio Investments” and Note 3 "Fair Value Measurements" for more information.

(5) Percentage is based on net assets of $524,957 as of December 31, 2022.

(6) Denotes that all or a portion of the assets are owned by SPV I (as defined in the Notes).

SPV I has entered into a senior secured revolving credit facility (the “SPV I Financing Facility”).

The lenders of the SPV I Financing Facility have a first lien security interest in substantially all of the assets of SPV I.

Accordingly, such assets are not available to creditors of the Company.

(6) Denotes that all or a portion of the assets are owned by CLO-I (as defined in the Notes), which serve as collateral for the 2022 Debt (as defined in the Notes).

See Note 5 "Secured Debt".

(7) This portfolio company is not domiciled in the United States.

The principal place of business for Specialized Packing Group is Canada.

The principal place of business for Phaidon International is the United Kingdom.

A portfolio company that is not domiciled in the United States is considered a non-qualifying asset under Section 55(a) of the 1940 Act.

(8) Security acquired in transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be a “restricted security” under the Securities Act.

As of December 31, 2021, the Company held thirteen restricted securities with an aggregate fair value of $8,133, or 2.2% of the Company’s net assets.

As of December 31, 2022, the Company held twenty-eight restricted securities with an aggregate fair value of $27,313, or 5.20% of the Company’s net assets.

The acquisition dates of these securities were as follows:

- July 15, 2020, Anne Arundel - October 16, 2020, Specialized Packaging Group - December 17, 2020 & October 22, 2021, SEKO Global Logistics - December 30, 2020, FoodScience - March 1, 2021, Solve Industrial Motion Group - June 30, 2021, Wittichen Supply - July 27, 2021, Erie Construction - July 30, 2021, Career Now - September 30, 2021, Covercraft - August 20, 2021, and E78 - December 1, 2021.

- July 15, 2020, Anne Arundel - October 16, 2020, Specialized Packaging Group - December 17, 2020, October 22, 2021 and February 9, 2022, SEKO Global Logistics - December 30, 2020, FoodScience - March 1, 2021, Solve Industrial Motion Group - June 30, 2021, Wittichen Supply - July 27, 2021, Erie Construction - July 30, 2021, Career Now - September 30, 2021, Covercraft - August 20, 2021, E78 - December 1, 2021, S&S Truck Parts - March 31, 2022 and August 1, 2022, Repipe Specialists - March 31, 2022, Crete Mechanical Group - May 19, 2022, LMI Renaissance - June 30, 2022, Oliver Packaging - July 12, 2022, Bardstown PPC Holdings LLC - July 13, 2022, ITSavy LLC - August 8, 2022, ADPD Holdings,LLC (a/k/a NearU) August 11, 2022 and Ultima Health Holdings LLC - September 12,2022, Gennett Fleming- December 20,2022, BroadcastMedHoldco, LLC - October 4, 2022 , Fresh Edge-Preferred- October 3,2022, Fresh Edge-Common- October 3, 2022 , RoadOne- Common- December 29, 2022.

(9) Investment is a unitranche position.

5 unchanged sentences

The investment may be subject to unused commitment fees.

(12) Cash equivalents balance represents amounts held in an interest-bearing money market fund issued by U.S.

(12) Cash equivalents balance represents amounts held in interest-bearing money market funds issued by U.S.

Bank National Association.

(13) Denotes that all or a portion of the assets are owned by SPV II and SPV III (as defined in the Notes).

SPV II has entered into a senior secured revolving credit facility (the “SPV II Financing Facility”).

The lenders of the SPV II Financing Facility have a first lien security interest in substantially all of the assets of SPV II.

Accordingly, such assets are not available to creditors of the Company.

(14) Investment is non-income producing.

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(dollar amounts in thousands, including share data)

(13) Denotes that all or a portion of the assets are owned by SPV II and/or SPV III (each as defined in the Notes).

SPV II has entered into a senior secured revolving credit facility (the “SMBC Financing Facility”).

The lenders of the SMBC Financing Facility have a first lien security interest in substantially all of the assets of SPV II.

Accordingly, such assets are not available to other creditors of the Company.

SPV III has entered into a senior secured revolving credit facility (the “Wells Fargo Financing Facility”).

The lenders of the Wells Fargo Financing Facility have a first lien security interest in substantially all of the assets of SPV III.

Accordingly, such assets are not available to other creditors of the Company.

(14) Equity investments are non-income producing securities unless otherwise noted.

(15) Investments valued using observable inputs (Level 2).

See Note 2 “Significant Accounting Policies – Valuation of Portfolio Investments” and Note 3 "Fair Value Measurements" for more information.

(16) Loan was on non-accrual status as of December 31, 2022.

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2021

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

10 unchanged sentences

Total Aerospace & Defense 31,861 32,171 8.6 %

Tailwind Randy's LLC (6) (9) First Lien Term Loan L + 5.00% 6.00 % 5/16/2025 3,283 3,263 3,293 2.1 %

Tailwind Randy's LLC (Delayed Draw) (9) First Lien Term Loan L + 5.00% 6.00 % 5/16/2025 665 344 350 0.2 %

Classic Collision (Incremental) (6) (13) First Lien Term Loan L + 5.00% 6.00 % 1/14/2026 7,910 7,833 7,868 2.1 %

Classic Collision (Delayed Draw) (Incremental) (6) (11) (13) First Lien Term Loan L + 5.00% 6.00 % 1/14/2026 7,063 4,099 4,062 1.1 %

Covercraft Subordinated Debt N/A 10.00% (Cash) 0.75%(PIK) 2/21/2028 7,367 7,225 7,293 1.9 %

Covercraft (Delayed Draw) (11) Subordinated Debt N/A 10.00% (Cash) 0.75%(PIK) 2/21/2028 4,386 — (44) — %

JEGS Automotive (6) First Lien Term Loan L + 5.75% 6.75 % 12/22/2027 4,070 4,029 4,029 1.1 %

JEGS Automotive (Delayed Draw) (6) (11) First Lien Term Loan L + 5.75% 6.75 % 12/22/2027 930 — (9) — %

Tailwind Randy's LLC (6) (9) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 3,250 3,234 3,221 0.9 %

Tailwind Randy's LLC (9) (13) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 1,084 1,075 1,075 0.3 %

Tailwind Randy's LLC (6) (9) (13) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 4,994 4,944 4,950 1.3 %

Tailwind Randy's LLC (Delayed Draw) (6) (9) First Lien Term Loan S + 5.50% 6.50 % 5/16/2025 660 656 654 0.1 %

Total Automotive 33,095 33,099 8.8 %

2 unchanged sentences

Bankruptcy Management Solutions Inc (6) First Lien Term Loan L + 4.50% 4.60 % 2/28/2025 3,890 3,909 3,859 1.0 %

Minotaur Acquisition Inc (6) First Lien Term Loan L + 5.00% 5.15 % 3/27/2026 4,913 4,855 4,874 3.1 %

Payment Alliance International Inc (6) First Lien Term Loan L + 5.25% 6.25 % 1/31/2025 6,737 6,731 6,761 4.3 %

PCF Insurance (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.25% 7.25 % 3/31/2026 13,000 3,006 3,009 1.9 %

Long Term Care Group (6) (9) (13) First Lien Term Loan L + 6.00% 6.75 % 9/8/2027 6,721 6,657 6,681 1.8 %

Vensure Employer Services (6) (13) First Lien Term Loan L + 4.75% 5.50 % 3/26/2027 10,711 10,650 10,711 2.9 %

Vensure Employer Services (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.75% 5.50 % 3/26/2027 4,239 693 693 0.2 %

Total Banking, Finance, Insurance, Real Estate 27,914 27,996 7.5 %

Beverage, Food & Tobacco

GA Foods (6) (13) First Lien Term Loan L + 4.75% 5.75 % 12/1/2026 6,136 6,076 6,077 3.9 %

Handgards (6) (13) First Lien Term Loan L + 7.00% 8.00 % 10/14/2026 14,963 14,671 14,685 9.3 %

KSLB Holdings LLC (6) First Lien Term Loan L + 4.50% 5.50 % 7/30/2025 2,940 2,905 2,837 1.8 %

Total Beverage, Food & Tobacco 23,652 23,599 15.0 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2021

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Beverage, Food & Tobacco

Death Wish Coffee (6) (9) (13) First Lien Term Loan L + 5.25% 6.25 % 9/28/2027 10,000 9,904 9,895 2.7 %

GA Foods (6) (13) First Lien Term Loan L + 5.00% 6.00 % 12/1/2026 14,888 14,761 14,705 3.9 %

Handgards (6) (13) First Lien Term Loan L + 7.00% 8.00 % 10/14/2026 14,813 14,568 14,961 4.0 %

KSLB Holdings LLC (6) First Lien Term Loan L + 4.50% 5.50 % 7/30/2025 2,910 2,882 2,682 0.7 %

Rise Baking (6) (9) (13) First Lien Term Loan L + 6.25% 7.25 % 8/13/2027 15,000 14,789 14,754 3.9 %

Watermill Express, LLC (6) (9) (13) First Lien Term Loan L + 5.25% 6.25 % 4/20/2027 3,323 3,293 3,328 0.9 %

Watermill Express, LLC (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.25% 6.25 % 4/20/2027 318 — — — %

Total Beverage, Food & Tobacco 60,197 60,325 16.1 %

Capital Equipment

Blackbird Purchaser Inc (6) First Lien Term Loan L + 4.50% 4.75 % 4/8/2026 3,936 3,899 3,854 2.4 %

Blackbird Purchaser Inc.

(6) (13) First Lien Term Loan L + 4.50% 5.25 % 4/8/2026 6,170 6,117 6,132 1.6 %

Blackbird Purchaser Inc.

(Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.50% 5.25 % 4/8/2026 2,708 (27) (17) — %

Blackbird Purchaser Inc (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.50% 5.25 % 4/8/2026 1,110 (11) (7) — %

Heartland Home Services (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 12/15/2026 6,600 6,542 6,666 1.8 %

Heartland Home Services (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 12/15/2026 2,624 2,624 2,650 0.7 %

Heartland Home Services (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 6.00% 7.00 % 12/15/2026 5,722 2,905 2,991 0.8 %

PT Intermediate Holdings III, LLC (6) (9) (13) First Lien Term Loan L + 5.50% 6.25 % 11/1/2028 8,913 8,824 8,829 2.4 %

Total Capital Equipment 26,974 27,244 7.3 %

Chemicals, Plastics, & Rubber

Ascensus (9) (15) Subordinated Debt L + 6.50% 7.00 % 8/2/2029 8,000 7,922 8,043 2.2 %

Ascensus Specialties (6) (9) (13) First Lien Term Loan L + 4.25% 5.00 % 6/30/2028 9,930 9,742 9,850 2.6 %

Boulder Scientific Company LLC (6) First Lien Term Loan L + 4.50% 5.50 % 12/29/2025 2,242 2,252 2,226 0.6 %

Spartech (6) (9) (13) First Lien Term Loan L + 4.75% 5.50 % 5/5/2028 10,058 9,963 10,132 2.7 %

Total Chemicals, Plastics, & Rubber 29,879 30,251 8.1 %

Construction & Building

SPI LLC (6) First Lien Term Loan L + 5.00% 6.00 % 11/1/2023 4,126 4,149 4,067 2.6 %

Erie Construction (6) (13) First Lien Term Loan L + 4.75% 5.75 % 7/30/2027 11,032 10,924 11,032 2.9 %

Sciens Building Solutions, LLC (6) (9) (13) First Lien Term Loan L + 5.75% 6.50 % 12/15/2027 9,505 9,316 9,316 2.5 %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2021

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

Sciens Building Solutions, LLC (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.75% 6.50 % 12/15/2027 4,950 (49) (98) — %

Total Construction & Building 20,191 20,250 5.4 %

Consumer Goods:

Fetch Acquisition LLC (6) (9) First Lien Term Loan L + 4.50% 5.50 % 5/22/2024 3,868 3,827 3,843 2.5 %

Fetch Acquisition LLC (6) (9) First Lien Term Loan L + 4.50% 5.50 % 5/22/2024 1,638 1,605 1,628 1.0 %

All My Sons (6) (13) First Lien Term Loan L + 5.00% 5.75 % 10/25/2028 5,710 5,654 5,657 1.5 %

Halo Buyer Inc (6) (15) First Lien Term Loan L + 4.50% 5.50 % 6/30/2025 5,789 5,732 5,456 1.5 %

Petmate (6) (13) First Lien Term Loan L + 5.50% 6.25 % 9/15/2028 10,000 9,900 9,906 2.6 %

Total Consumer Goods:

1 unchanged sentence

Consumer Goods:

Arcadia Consumer Health (6) (9) (13) First Lien Term Loan L + 5.00% 5.75 % 9/10/2027 12,862 12,740 12,762 3.4 %

Badger Sportswear Acquisition Inc (6) First Lien Term Loan L + 4.50% 5.75 % 9/11/2023 3,860 3,811 3,697 1.0 %

Kramer Laboratories Inc (6) First Lien Term Loan L + 5.25% 6.25 % 6/22/2024 2,928 2,890 2,875 1.8 %

Kramer Laboratories Inc (Incremental) (6) (13) First Lien Term Loan L + 5.75% 6.75 % 6/22/2024 12,027 11,855 11,860 7.5 %

FoodScience (6) (13) First Lien Term Loan L + 4.75% 5.75 % 3/1/2027 7,903 7,831 7,902 2.1 %

FoodScience (6) (13) First Lien Term Loan L + 4.75% 5.75 % 3/1/2027 7,022 6,955 7,021 1.9 %

Market Performance Group (6) (13) First Lien Term Loan L + 5.50% 6.50 % 12/29/2026 7,425 7,391 7,425 2.0 %

Market Performance Group (6) (13) First Lien Term Loan L + 5.75% 6.75 % 12/29/2026 2,556 2,531 2,556 0.7 %

Total Consumer Goods:

3 unchanged sentences

B2B Packaging (Delayed Draw) (6) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 1,359 1,342 1,363 0.4 %

Brook & Whittle Holding Corp (6) (9) First Lien Term Loan L + 5.25% 6.25 % 10/17/2024 2,744 2,732 2,710 1.7 %

B2B Packaging (Delayed Draw) (6) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 6,218 6,218 6,236 1.7 %

B2B Packaging (Delayed Draw) (11) (13) First Lien Term Loan L + 6.50% 7.50 % 10/7/2026 3,258 923 933 0.2 %

Good2Grow (6) (9) (13) First Lien Term Loan L + 4.50% 5.50 % 12/1/2027 10,000 9,900 9,903 2.7 %

Specialized Packaging Group (6) (7) (10) (13) First Lien Term Loan L + 5.50% 6.50 % 12/17/2025 3,044 3,017 3,075 0.8 %

Specialized Packaging Group (6) (7) (10) (13) First Lien Term Loan L + 5.50% 6.50 % 12/17/2025 7,425 7,364 7,499 2.0 %

Total Containers, Packaging & Glass 32,824 33,132 8.9 %

Environmental Industries

Cadmus (6) First Lien Term Loan L + 5.00% 6.00 % 9/14/2027 3,333 3,302 3,332 0.9 %

Cadmus (Delayed Draw) (6) (11) First Lien Term Loan L + 4.75% 6.00 % 9/14/2027 1,667 — (1) — %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2021

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Brook & Whittle Holding Corp (Incremental) (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 10/17/2024 10,256 10,157 10,160 6.5 %

Good2Grow LLC (6) First Lien Term Loan L + 4.25% 5.25 % 11/16/2024 3,002 3,005 3,021 1.9 %

Resource Label Group LLC (6) First Lien Term Loan L + 4.50% 5.50 % 5/26/2023 2,915 2,873 2,898 1.8 %

Resource Label Group LLC (Incremental) (6) First Lien Term Loan L + 5.00% 7.25 % 5/26/2023 1,043 1,037 1,037 0.7 %

Resource Label Group LLC (Delayed Draw) (6) (11) First Lien Term Loan L + 5.00% 7.25 % 5/26/2023 1,043 (5) (5) — %

Specialized Packaging Group (6) (7) (10) (13) First Lien Term Loan L + 5.50% 6.50 % 12/17/2025 7,500 7,425 7,426 4.7 %

Total Containers, Packaging & Glass 32,491 32,517 20.6 %

The Facilities Group (6) (9) (13) First Lien Term Loan L + 5.75% 6.75 % 11/30/2027 4,971 4,922 4,923 1.3 %

The Facilities Group (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.75% 6.75 % 11/30/2027 5,029 2,514 2,465 0.7 %

Total Environmental Industries 10,738 10,719 2.9 %

Healthcare & Pharmaceuticals

Anne Arundel Subordinated Debt N/A 10.00% (Cash) 1.00% (PIK) 4/16/2026 1,838 1,802 1,804 1.1 %

Anne Arundel (Delayed Draw) Subordinated Debt N/A 10.00% (Cash) 1.00% (PIK) 4/16/2026 967 317 318 0.2 %

Affinity Hospice (6) (9) (13) First Lien Term Loan L + 4.75% 5.75 % 12/17/2027 6,190 6,110 6,129 1.6 %

Affinity Hospice (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 4.75% 5.75 % 12/17/2027 3,809 — (38) — %

Anne Arundel First Lien Term Loan N/A 11.00 % 4/16/2026 2,193 2,128 2,128 0.6 %

Anne Arundel Subordinated Debt N/A 11.00 % 4/16/2026 1,838 1,808 1,800 0.5 %

Anne Arundel (Delayed Draw) (11) Subordinated Debt N/A 11.00 % 4/16/2026 2,258 1,289 1,257 0.3 %

Genesee Scientific (6) (9) (13) First Lien Term Loan L + 4.50% 7.75 % 9/30/2027 6,080 6,022 6,002 1.6 %

Genesee Scientific (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 4.50% 5.50 % 9/30/2027 2,027 — (26) — %

GHR Healthcare (6) (13) First Lien Term Loan L + 5.25% 6.25 % 12/9/2027 6,532 6,467 6,468 1.7 %

GHR Healthcare (6) (11) (13) First Lien Term Loan L + 5.25% 6.25 % 12/9/2027 3,458 — (34) — %

Midwest Eye Consultants (6) (13) First Lien Term Loan L + 4.50% 5.50 % 8/20/2027 9,198 9,110 9,095 2.4 %

PromptCare (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 9/1/2027 8,372 8,218 8,234 2.2 %

PromptCare (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 6.00% 7.00 % 9/1/2027 3,551 729 706 0.2 %

Quorum Health Resources, LLC (6) (13) First Lien Term Loan L + 5.25% 6.25 % 5/28/2027 7,837 7,763 7,785 2.1 %

SM Wellness Holdings, Inc (6) (13) First Lien Term Loan L + 4.75% 5.50 % 4/17/2028 13,811 13,682 13,754 3.7 %

SM Wellness Holdings, Inc (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 4.75% 5.50 % 4/17/2028 1,154 877 872 0.2 %

Total Healthcare & Pharmaceuticals 64,203 64,132 17.1 %

High Tech Industries

Brillio LLC (6) First Lien Term Loan L + 4.75% 5.75 % 2/6/2025 2,955 2,956 2,977 1.9 %

Brillio LLC (Delayed Draw) (6) First Lien Term Loan L + 4.75% 5.75 % 2/6/2025 1,000 500 507 0.3 %

Argano, LLC (6) (13) First Lien Term Loan L + 5.50% 6.50 % 6/10/2026 5,749 5,697 5,706 1.5 %

Argano, LLC (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 6/10/2026 2,539 1,498 1,479 0.4 %

Diligent Corporation (9) (13) First Lien Term Loan L + 5.75% 6.75 % 7/31/2025 1,506 1,493 1,496 0.4 %

Diligent Corporation (6) (9) First Lien Term Loan L + 6.25% 7.25 % 8/4/2025 12,728 12,690 12,841 3.4 %

Diligent Corporation (9) (13) First Lien Term Loan L + 5.75% 6.75 % 8/4/2025 3,456 3,427 3,432 0.9 %

Diligent Corporation (Delayed Draw) (9) (11) First Lien Term Loan L + 6.25% 7.25 % 7/31/2025 502 99 112 — %

E2Open LLC (6) (9) First Lien Term Loan L + 5.75% 6.75 % 11/26/2024 3,950 3,910 3,950 2.5 %

Eliassen Group LLC (6) (13) First Lien Term Loan L + 4.25% 4.35 % 11/5/2024 8,729 8,695 8,729 2.3 %

Exterro (6) (9) (13) First Lien Term Loan L + 5.50% 6.50 % 6/3/2024 9,474 9,408 9,529 2.6 %

MBS Holdings Inc (6) First Lien Term Loan L + 4.25% 5.25 % 7/2/2023 6,310 6,311 6,317 4.0 %

Northern Star Industries Inc (6) First Lien Term Loan L + 4.75% 5.75 % 3/28/2025 2,289 2,275 2,221 1.4 %

North Haven CS Acquisition Inc (6) First Lien Term Loan L + 5.25% 6.25 % 1/23/2025 6,878 6,875 6,776 4.3 %

SmartWave (6) (13) First Lien Term Loan L + 6.00% 7.00 % 11/2/2026 9,499 9,382 9,386 6.0 %

Total High Tech Industries 58,505 58,438 37.1 %

Hotel, Gaming & Leisure

Eagletree-Carbide Acquisition Corp (6) First Lien Term Loan L + 3.75% 4.75 % 8/28/2024 2,676 2,631 2,670 1.7 %

Total Hotel, Gaming & Leisure 2,631 2,670 1.7 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2021

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Fineline Merger Subordinated Debt L + 9.00% 10.00 % 8/22/2028 2,941 2,901 2,971 0.8 %

Northern Star Industries Inc (6) First Lien Term Loan L + 4.75% 5.75 % 3/28/2025 3,321 3,305 3,304 0.9 %

North Haven CS Acquisition Inc First Lien Term Loan L + 5.25% 6.25 % 1/23/2025 6,808 6,807 6,762 1.8 %

(6) First Lien Term Loan L + 4.75% 5.75 % 10/21/2026 4,933 4,885 4,887 1.3 %

Revalize (Delayed Draw) (9) (13) First Lien Term Loan L + 5.25% 6.25 % 4/15/2027 4,326 4,311 4,278 1.1 %

Revalize (Delayed Draw) (6) (9) First Lien Term Loan L + 5.25% 6.25 % 4/15/2027 1,078 1,067 1,066 0.3 %

Revalize (Delayed Draw) (6) (9) (11) First Lien Term Loan L + 5.75% 6.75 % 4/15/2027 1,627 (8) (18) — %

Solve Industrial Motion Group Subordinated Debt N/A 10.75 % 6/30/2028 1,763 1,728 1,733 0.5 %

Solve Industrial Motion Group (Delayed Draw) (11) Subordinated Debt N/A 10.75 % 6/30/2028 1,175 911 891 0.2 %

SmartWave (6) (13) First Lien Term Loan L + 5.50% 6.50 % 11/2/2026 9,404 9,303 9,404 2.5 %

Total High Tech Industries 78,217 78,602 20.9 %

Advertising, Printing & Publishing

Tinuiti (6) (9) (13) First Lien Term Loan L + 4.50% 5.50 % 12/10/2026 3,009 2,977 3,009 0.8 %

Tinuiti Inc (Delayed Draw) (Incremental) (6) (9) (11) (13) First Lien Term Loan L + 4.50% 5.50 % 12/10/2026 10,008 — — — %

Tinuiti (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 4.50% 5.50 % 12/10/2026 1,958 387 389 0.1 %

1 unchanged sentence

Diversified & Production

CVI Parent (6) (13) First Lien Term Loan L + 4.50% 5.50 % 8/12/2027 2,946 2,918 2,926 0.8 %

Spectrio II (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 12/9/2026 8,206 8,135 8,288 2.2 %

Spectrio II (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 12/9/2026 2,915 2,891 2,945 0.8 %

Spectrio II (Delayed Draw) (9) (11) (13) First Lien Term Loan L + 6.00% 7.00 % 12/9/2026 3,823 (18) 38 — %

Diversified & Production 13,926 14,197 3.8 %

Pet Holdings ULC (6) (7) (10) First Lien Term Loan L + 5.50% 6.50 % 7/5/2022 2,620 2,616 2,595 1.7 %

Pet Holdings ULC (Delayed Draw) (6) (7) (10) First Lien Term Loan L + 5.50% 6.50 % 7/5/2022 295 295 293 0.2 %

Pet Supplies Plus LLC (6) First Lien Term Loan L + 4.25% 5.25 % 12/12/2024 5,890 5,885 5,905 3.7 %

Syndigo (6) (9) (13) First Lien Term Loan L + 4.50% 5.25 % 12/10/2027 5,955 5,981 5,955 1.6 %

Total Retail 5,981 5,955 1.6 %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2021

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

Big Truck Rental Subordinated Debt L + 8.00% 9.00 % 9/23/2027 12,500 12,257 12,258 3.3 %

Bounteous (6) (9) (13) First Lien Term Loan L + 5.00% 6.00 % 8/2/2027 5,457 5,404 5,414 1.4 %

Bounteous (6) (9) (13) First Lien Term Loan L + 5.00% 6.00 % 8/2/2027 2,233 2,211 2,216 0.6 %

Bounteous (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.00% 6.00 % 8/2/2027 4,466 — (35) — %

Bounteous (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 5.00% 6.00 % 8/2/2027 2,822 2,796 2,800 0.7 %

Bullhorn Inc (6) (9) (13) First Lien Term Loan L + 5.75% 6.75 % 9/30/2026 12,679 12,526 12,743 3.4 %

Bullhorn (Delayed Draw) (9) (11) (13) First Lien Term Loan L + 5.75% 6.75 % 9/30/2026 1,300 (6) 7 — %

BusinesSolver (6) (9) (13) First Lien Term Loan L + 5.75% 6.50 % 12/1/2027 7,879 7,801 7,802 2.1 %

BusinesSolver (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.75% 6.50 % 12/1/2027 2,121 (11) (21) — %

Career Now Subordinated Debt N/A 10.00% (Cash) 1.00%(PIK) 3/30/2027 3,024 2,965 2,967 0.8 %

Cornerstone Advisors of Arizona LLC (6) (13) First Lien Term Loan L + 5.50% 6.50 % 9/24/2026 2,342 2,323 2,366 0.6 %

Cornerstone Advisors of Arizona, LLC (6) (13) First Lien Term Loan L + 5.50% 6.50 % 9/24/2026 315 312 318 0.1 %

Cornerstone Advisors of Arizona LLC (Delayed Draw) (6) (13) First Lien Term Loan L + 5.50% 6.50 % 9/24/2026 215 214 217 0.1 %

E78 (6) (13) First Lien Term Loan L + 5.50% 6.50 % 12/1/2027 5,714 5,657 5,659 1.5 %

E78 (Delayed Draw) (6) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 12/1/2027 4,286 (42) (42) — %

Gabriel Partners LLC (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 9/21/2026 9,433 9,351 9,433 2.5 %

Gabriel Partners, LLC (Incremental) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 9/21/2026 3,893 3,857 3,893 1.0 %

Gabriel Partners LLC (Delayed Draw) (6) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 9/21/2026 1,571 1,571 1,571 0.4 %

2 unchanged sentences

LSCS Holdings Inc (6) (13) First Lien Term Loan L + 4.50% 5.00 % 12/16/2028 10,000 9,950 9,955 2.7 %

LSCS Holdings Inc (Delayed Draw) (6) First Lien Term Loan L + 4.25% 4.51 % 3/16/2025 424 420 417 0.3 %

LYNX FRANCHISING, LLC (6) (9) (13) First Lien Term Loan L + 6.25% 7.25 % 12/23/2026 10,000 9,900 9,901 2.6 %

Output Services Group Inc (6) First Lien Term Loan L + 4.50% 5.50 % 3/27/2024 3,869 3,860 3,331 0.9 %

Worldwide Clinical Trials Holdings Inc (6) First Lien Term Loan L + 4.50% 5.50 % 12/5/2024 3,939 3,913 3,948 2.5 %

Total Services:

Business 50,626 51,096 32.4 %

Plaze Subordinated Debt L + 7.50% 8.50 % 7/7/2028 15,000 14,568 14,719 3.9 %

Scaled Agile (6) (9) (13) First Lien Term Loan L + 5.50% 6.50 % 12/15/2028 8,077 7,997 7,997 2.1 %

Scaled Agile (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 12/15/2028 1,923 — (19) — %

Smile Brands Subordinated Debt L + 8.50% 9.25 % 4/13/2026 9,597 9,462 9,503 2.5 %

Smile Brands (Delayed Draw) (11) Subordinated Debt L + 8.50% 9.25 % 4/13/2026 1,959 — (19) — %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2021

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Soliant Health (6) (13) First Lien Term Loan L + 4.25% 5.00 % 3/31/2028 9,325 9,260 9,309 2.5 %

Vital Records Control (6) (9) (13) First Lien Term Loan L + 5.50% 6.25 % 6/29/2027 4,003 3,947 3,944 1.1 %

Vital Records Control (Delayed Draw) (6) (9) (11) (13) First Lien Term Loan L + 5.50% 6.25 % 6/29/2027 670 255 255 0.1 %

Worldwide Clinical Trials Holdings Inc (6) First Lien Term Loan L + 4.50% 5.50 % 12/5/2024 3,898 3,879 3,898 1.0 %

Worldwide Clinical Trials Holdings Inc (Incremental) (6) (13) First Lien Term Loan L + 4.50% 5.50 % 12/5/2024 6,183 6,131 6,183 1.7 %

Total Services:

Business 165,380 165,755 44.2 %

NJEye LLC (6) First Lien Term Loan L + 5.25% 6.25 % 9/17/2024 5,382 5,353 5,214 1.4 %

6 unchanged sentences

Telecommunications

Ensono LP (6) First Lien Term Loan L + 5.25% 5.40 % 6/27/2025 2,437 2,427 2,360 1.5 %

BCM One (6) (13) First Lien Term Loan L + 4.50% 5.50 % 11/17/2027 6,388 6,388 6,342 1.7 %

BCM One (Delayed Draw) (6) (11) First Lien Term Loan L + 4.50% 5.50 % 11/17/2027 1,858 — (13) — %

Corbett Technology Solutions, Inc.

("CTSI") (6) (13) First Lien Term Loan L + 5.00% 6.00 % 10/29/2027 5,873 5,816 5,818 1.6 %

Corbett Technology Solutions, Inc.

("CTSI") (Delayed Draw) (6) (13) First Lien Term Loan L + 5.00% 6.00 % 10/29/2027 4,126 4,126 4,088 1.1 %

Mobile Communications America Inc (Incremental) (6) First Lien Term Loan L + 5.00% 6.00 % 3/4/2025 690 688 690 0.2 %

Mobile Communications America Inc (6) First Lien Term Loan L + 4.25% 5.25 % 3/4/2025 3,896 3,905 3,847 1.0 %

Momentum Telecom II (6) (9) (13) First Lien Term Loan L + 5.75% 6.75 % 4/16/2027 10,260 10,166 10,233 2.7 %

Sapphire Telecom Inc (6) (9) First Lien Term Loan L + 5.25% 6.25% (Cash) 1.00% (PIK) 11/20/2025 6,775 6,727 5,713 1.5 %

Tyto Athene, LLC (6) (13) First Lien Term Loan L + 5.50% 6.25 % 4/3/2028 7,644 7,571 7,644 2.1 %

Total Telecommunications 45,387 44,362 11.9 %

1 unchanged sentence

A&R Logistics Holdings Inc (6) (9) First Lien Term Loan L + 6.50% 7.50 % 5/3/2025 4,457 4,422 4,502 1.2 %

ENC Holding Corporation (6) First Lien Term Loan L + 4.00% 4.22 % 5/30/2025 4,153 4,168 4,006 2.5 %

Globaltranz Enterprises LLC (6) First Lien Term Loan L + 5.00% 5.15 % 5/15/2026 2,256 2,196 2,120 1.3 %

A&R Logistics Holdings, Inc (Incremental) (6) (9) First Lien Term Loan L + 6.50% 7.50 % 5/3/2025 263 261 266 0.1 %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2021

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

A&R Logistics Holdings, Inc (Incremental) (9) (13) First Lien Term Loan L + 6.00% 7.00 % 5/3/2025 913 904 913 0.2 %

SEKO Global Logistics (6) First Lien Term Loan L + 5.00% 6.00 % 12/30/2026 1,148 1,137 1,149 0.3 %

SEKO Global Logistics Subordinated Debt L + 9.00% 10.00 % 6/30/2027 9,834 9,651 9,932 2.7 %

1 unchanged sentence

TI ACQUISITION NC LLC (6) First Lien Term Loan L + 4.25% 5.25 % 3/19/2027 2,838 2,744 2,832 0.8 %

Wittichen Supply Subordinated Debt N/A 10.00% (Cash) 2.00% (PIK) 7/31/2028 4,172 4,094 4,108 1.1 %

Wittichen Supply (Delayed Draw) (11) Subordinated Debt N/A 10.00% (Cash) 2.00% (PIK) 7/31/2028 2,311 — (35) — %

Total Transportation:

Cargo 23,213 23,676 6.4 %

TPC Wire & Cable Subordinated Debt N/A 10.00% (Cash) 1.00% (PIK) 2/16/2028 2,167 2,139 2,136 0.6 %

TPC Wire & Cable (Delayed Draw) (11) Subordinated Debt N/A 10.00% (Cash) 1.00% (PIK) 2/16/2028 938 (8) (13) — %

Warrior Acquisition Inc (6) First Lien Term Loan L + 5.50% 6.50 % 9/16/2026 1,966 1,940 1,880 0.5 %

2 unchanged sentences

Electric 4,071 3,976 1.1 %

Go Engineer (6) (9) (13) First Lien Term Loan L + 5.50% 6.50 % 12/21/2027 11,808 11,691 11,691 3.1 %

Go Engineer (6) (9) (11) (13) First Lien Term Loan L + 5.50% 6.50 % 12/21/2027 3,191 (32) (32) — %

Total Wholesale 11,659 11,659 3.1 %

Total Debt Investments 764,348 764,880 204.5 %

Equity Investments

Covercraft (8) (14) Limited Partnership Interest N/A — % N/A 1 768 873 0.2 %

Total Automotive 768 873 0.2 %

Construction & Building

Erie Construction (8) (14) Limited Partnership Interest N/A — % N/A — 166 270 0.1 %

Total Construction & Building 166 270 0.1 %

See Notes to Consolidated Financial Statements

2 unchanged sentences

December 31, 2021

(dollars in thousands)

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

3 unchanged sentences

% of Net Assets (5)

Equity Investments - 1.2%

Consumer Goods:

FoodScience (8) (14) Limited Partnership Interest N/A — % N/A — 98 118 — %

FoodScience (8) (14) Limited Partnership Interest N/A — % N/A 5 5 6 — %

Total Consumer Goods:

Non-durable 103 124 — %

Containers, Packaging & Glass

Specialized Packaging Group (7) (8) (10) (14) Limited Partnership Interest N/A — % N/A 122 122 155 — %

Specialized Packaging Group (7) (8) (10) (14) Limited Partnership Interest N/A — % N/A 11 11 11 — %

Total Containers, Packaging & Glass 133 166 — %

2 unchanged sentences

Total Healthcare & Pharmaceuticals 645 761 0.2 %

High Tech Industries

Solve Industrial Motion Group (8) (14) Limited Partnership Interest N/A — % N/A — 313 327 0.1 %

Total High Tech Industries 313 327 0.1 %

Career Now (8) (14) Limited Partnership Interest N/A — % N/A 624 624 629 0.2 %

E78 (8) (14) Limited Partnership Interest N/A — % N/A — 310 310 0.1 %

Hasa Inc (8) Limited Partnership Interest N/A — % N/A 645 645 958 0.3 %

3 unchanged sentences

SEKO Global Logistics (8) (14) Limited Partnership Interest N/A — % N/A 671 332 1,651 0.4 %

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2021

(dollar amounts in thousands, including share data)

Portfolio Company (1) (2)

Footnotes Investment Spread Above Reference Rate (3)

Interest Rate (3)

Maturity Date Par Amount Amortized Cost Fair Value (4)

% of Net Assets (5)

Wittichen Supply (8) (14) Limited Partnership Interest N/A — % N/A 2 1,911 2,064 0.6 %

Total Transportation:

10 unchanged sentences

(2) Unless otherwise indicated, issuers of debt and equity held by the Company are domiciled in the United States.

(3) The majority of the investments bear interest at rates that may be determined by reference to London Interbank Offered Rate (“LIBOR” or "L") which reset monthly or quarterly.

For each such investment, the Fund has provided the spread over LIBOR and the current contractual interest rate in effect at December 31, 2020.

As of December 31, 2020, rates for 1M L, 2M L, 3M L and 6M L are 0.14%, 0.19%, 0.24%, and 0.26% respectively.

(3) The majority of the investments bear interest at rates that may be determined by reference to London Interbank Offered Rate (“LIBOR” or "L"), as well as Secured Overnight Financing Rate ("SOFR" or "S"), which reset monthly or quarterly.

For each such investment, the Company has provided the spread over LIBOR and SOFR and the current contractual interest rate in effect at December 31, 2021.

As of December 31, 2021, rates for 1M L, 2M L, 3M L, 6M L and 12M L are 0.10%, 0.15%, 0.21%, 0.34% and 0.58% respectively.

As of December 31, 2021, rate for 1M S ("SOFR") is 0.05%.

For portfolio companies with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of December 31, 2021.

1 unchanged sentence

For fixed rate loans, a spread above a reference rate is not applicable.

(4) Investment valued using unobservable inputs (Level 3).

(4) All investments valued using unobservable inputs (Level 3), unless otherwise noted.

See Note 3 “Fair Value Measurements” for more information.

(5) Percentage is based on net assets of $374,051 as of December 31, 2021.

See Notes to Consolidated Financial Statements

NUVEEN CHURCHILL DIRECT LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2020

(dollars in thousands)

(6) Denotes that all or a portion of the assets are owned by SPV I (as defined in the Notes).

SPV I has entered into a senior secured revolving credit facility (the “SPV I Financing Facility”).

The lenders of the SPV I Financing Facility have a first lien security interest in substantially all of the assets of SPV I.

(6) Denotes that all or a portion of the assets are owned by CLO-I (as defined in the Notes).

CLO-I has entered into a senior secured revolving credit facility (the “Wells Fargo Financing Facility”).

The lenders of the Wells Fargo Financing Facility have a first lien security interest in substantially all of the assets of CLO-I.

Accordingly, such assets are not available to creditors of the Company.

The principal place of business for Pet Holdings ULC and Specialized Packing Group is Canada.

(7) This portfolio company is not domiciled in the United States.

The principal place of business for Specialized Packing Group is Canada.

As of December 31, 2020, the Company held four restricted securities with an aggregate fair value of $2,083, or 1.3% of the Company’s net assets.

As of December 31, 2021, the Company held thirteen restricted securities with an aggregate fair value of $8,133, or 2.2% of the Company’s net assets.

The acquisition dates of these securities were as follows:

- July 15, 2020, Anne Arundel - October 16, 2020, Specialized Packaging Group - December 17, 2020, and SEKO Global Logistics - December 30, 2020.

(9) Investment is a unitranche position.

(10) The investment is treated as a non-qualifying asset under Section 55(a) of the 1940 Act.

(10) The investment is considered as a non-qualifying asset under Section 55(a) of the 1940 Act.

Under the 1940 Act, the Company cannot acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's total assets.

As of December 31, 2021, total non-qualifying assets at fair value represented 1.3% of the Company's total assets calculated in accordance with the 1940 Act.

(11) Position is an unfunded loan commitment, and no interest is being earned.

The investment may be subject to an unused/letter of credit facility fee.

(11) Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion.

See Note 6 "Commitments and Contingencies".

The investment may be subject to unused commitment fees.

(12) Cash equivalents balance represents amounts held in an interest-bearing money market fund issued by U.S.

4 unchanged sentences

Accordingly, such assets are not available to creditors of the Company.

(14) Equity investments are non-income producing securities unless otherwise noted.

(14) Investment is non-income producing.

(15) Investments valued using observable inputs (Level 2).

See Notes to Consolidated Financial Statements

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The Predecessor Entity and SPV I were entities under common control prior to the Merger.

The Company has consolidated its investments in SPV I, in accordance with its consolidation policy discussed in Note 2 .

On May 20, 2022, SPV I completed a term debt securitization and, in connection therewith, changed its name to Churchill NCDLC CLO-I, LLC (“CLO-I”).

See Note 5 , Secured Debt.

The Company has consolidated its investments in CLO-I, in accordance with its consolidation policy discussed in Note 2 .

The Company’s investment objective is to generate attractive risk-adjusted returns primarily through current income by investing primarily in senior secured loans to private equity-owned U.S.

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The Company also opportunistically invests in junior capital opportunities (second-lien loans, subordinated debt, last-out positions in unitranche loans and equity-related securities) (collectively “Junior Capital Investments”).

The Company entered into an investment advisory agreement (the “Investment Advisory Agreement”) with Nuveen Churchill Advisors LLC (the “Adviser”), under which the Adviser has delegated substantially all of its day-to-day portfolio management obligations through a sub-advisory agreement, which was originally entered into on December 31, 2019 and was amended and restated on December 11, 2020 and October 7, 2021 (as amended and restated, the “Sub-Advisory Agreement” and, together with the Investment Advisory Agreement, the “Advisory Agreements”), with Churchill Asset Management LLC (the “Sub-Adviser” together with the Adviser, the "Advisers").

The Company entered into an investment advisory agreement (the “Investment Advisory Agreement”) with Nuveen Churchill Advisors LLC (the “Adviser”), under which the Adviser has delegated substantially all of its day-to-day portfolio management obligations through a sub-advisory agreement, which was originally entered into on December 31, 2019 and was amended and restated on December 11, 2020, October 7, 2021 and March 8, 2022 (as amended and restated, the “Sub-Advisory Agreement” and, together with the Investment Advisory Agreement, the “Advisory Agreements”), with Churchill Asset Management LLC (the “Sub-Adviser” together with the Adviser, the "Advisers").

Under an administration agreement (the “Administration Agreement”), the Company is provided with certain services by an administrator, Nuveen Churchill Administration LLC (the “Administrator”).

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See Note 4 , Related Party Transactions.

Nuveen Churchill BDC SPV II, LLC (“SPV II”) and Nuveen Churchill BDC SPV III, LLC ("SPV III") are Delaware limited liability companies that were formed on March 19, 2020 and commenced operations on September 21, 2020, the date of their first investment transaction.

Nuveen Churchill BDC SPV II, LLC (“SPV II”) and Nuveen Churchill BDC SPV III, LLC ("SPV III") are Delaware limited liability companies that were each formed on March 19, 2020 and commenced operations on September 21, 2020, the date of their first investment transaction.

SPV II and SPV III primarily invest in Senior Loans.

SPV II and SPV III are wholly owned subsidiaries of the Company and are consolidated in these consolidated financial statements commencing from the date of their formation, in accordance with the Company's consolidation policy discussed in Note 2 .

The Company may from time to time conduct a private offering of its common stock to “accredited investors” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the "1933 Act") in reliance on exemptions from the registration requirements of the 1933 Act (the “Private Offering”).

NCDL Equity Holdings LLC ("NCDL Equity Holdings") was formed on June 13, 2022 and commenced operations on October 5, 2022 the date of its first investment transaction.

NCDL Equity Holdings was formed to hold certain equity-related securities.

SPV II, SPV III and NCDL Equity Holdings are wholly owned subsidiaries of the Company and are consolidated in these consolidated financial statements commencing from the date of their formation, in accordance with the Company's consolidation policy discussed in Note 2 .

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

The Company may from time to time conduct a private offering of its common stock to “accredited investors” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the "Securities Act"), in reliance on exemptions from the registration requirements of the Securities Act (the “Private Offering”).

Each investor will purchase shares pursuant to a subscription agreement entered into with the Company.

The initial closing of the Private Offering was held on March 13, 2020 (the "Initial Closing").

The Company has held and expects to continue to hold additional closings (each a “Subsequent Closing”) after the Initial Closing (the “Fundraising Period”).

On September 1, 2021 the Company's board of directors (the "Board") determined to extend the Fundraising Period from 18 months to 24 months after the Initial Closing.

The Company held additional closings (each a “Subsequent Closing”) after the Initial Closing (the “Initial Fundraising Period”).

On September 1, 2021, the Company's board of directors (the "Board") determined to extend the Initial Fundraising Period from 18 months to 24 months after the Initial Closing.

As a result of the foregoing, the Company extended the period during which it may hold Subsequent Closings from September 13, 2021 to March 13, 2022.

On March 8, 2022, the Company’s board of directors determined to conduct a follow-on offering of the Company's shares of common stock following the end of the Initial Fundraising Period, which ended on March 13, 2022 (the “Follow-on Offering”).

The Company held its final closing of the Follow-on Offering on June 15, 2022.

The Board may, in its sole discretion, extend the Follow-on Offering.

If the Company is unable to list its shares on a national securities exchange (an "Exchange Listing") or effectuate another permissible liquidity event (as described in the Company's offering documents) within five years of the Initial Closing, subject to up to two one-year extensions at the discretion of the Board, then the Company will use its best efforts to wind down and/or liquidate and dissolve.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

SIGNIFICANT ACCOUNTING POLICIES

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US GAAP for an investment company requires investments to be recorded at fair value.

The carrying value for all other assets and liabilities approximates their fair value.

The carrying value for all other assets and liabilities approximates their fair value, unless otherwise disclosed within.

Use of Estimates

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federally insured limits.

The Company has restrictions on the uses of the cash held by SPV I based on the terms of the SPV I Financing Facility (as defined below) (refer to Note 5 ).

The Company has restrictions on the uses of the cash held by SPV III based on the terms of the Wells Fargo Financing Facility (as defined below) (refer to Note 5 ).

Cash equivalents include short-term highly liquid investments, such as money market funds, that are readily convertible to cash and have original maturities of three months or less.

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• Level 1 — Valuations are based on unadjusted, quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

• Level 2 — Valuations are based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

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The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Active, publicly traded instruments are classified as Level 1 and their values are generally based on quoted market prices, even if both the market’s normal daily trading volume is not sufficient to absorb the quantity held and placing orders to sell the position in a single transaction might affect the quoted price.

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preliminary valuation conclusions are documented and approved by the applicable investment team’s investment committee;

to the extent that an independent third-party valuation firm has not been engaged by, or on behalf of, the Company to value 100% of the portfolio, then at a minimum, an independent third-party valuation firm will be engaged by, or on behalf of, the Company will provide positive assurance of the portfolio each quarter (such that each investment is reviewed by a third-party valuation firm at least once on a rolling 12-month basis), including a review of management’s preliminary valuation and recommendation of fair value;

the audit committee of the Board (the "Audit Committee") reviews the valuations approved by the applicable investment team’s investment committee and, where appropriate, the independent valuation firm(s), and recommends those values to the Board;

the Board discusses the valuations and determines the fair value of each investment in our portfolio in good faith, based on the input of the applicable Investment Team or the respective independent valuation firm(s) and, where appropriate, the Audit Committee.

to the extent that an independent third-party valuation firm has not been engaged by, or on behalf of, the Board to value 100% of the portfolio, then at a minimum, an independent third-party valuation firm will be engaged by, or on behalf of, the Company will provide positive assurance of the portfolio each quarter (such that each investment is reviewed by a third-party valuation firm at least once on a rolling 12-month basis), including a review of management’s preliminary valuation and recommendation of fair value;

The Board makes this fair value determination on a quarterly basis and in such other instances when a decision regarding the fair value of the portfolio investments is required.

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As part of compiling market data as an indication of current market conditions, management may utilize third-party sources.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

The value assigned to these investments is based upon available information and may fluctuate from period to period.

6 unchanged sentences

Net change in unrealized appreciation (depreciation) on investments is recognized in the consolidated statements of operations and reflects the period-to-period change in fair value and cost of investments.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Interest income, including amortization of premium and accretion of discount on loans, and expenses are recorded on the accrual basis.

The Company accrues interest income if it expects that ultimately it will be able to collect such income.

Generally, when a payment default occurs on a loan in the portfolio, or if management otherwise believes that the issuer of the loan will not be able to make contractual interest payments or principal payments, the Sub-Adviser will place the loan on non-accrual status and the Company will cease recognizing interest income on that loan until all principal and interest is current through payment or until a restructuring occurs, such that the interest income is deemed to be collectible.

However, the Company remains contractually entitled to this interest.

The Company may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection.

Accrued interest is written-off when it becomes probable that the interest will not be collected and the amount of uncollectible interest can be reasonably estimated.

As of December 31, 2021 and December 31, 2020, there were no loans in the Company's portfolio on non-accrual status.

The Company may have loans in its portfolio that contain payment-in-kind (“PIK”) income provisions.

PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity.

As of December 31, 2021, the fair value of the loans in the portfolio with PIK income provisions was $24,660, which represents approximately 3.19% of total investments at fair value.

As of December 31, 2020, the fair value of the loans in the portfolio with PIK income provisions was $9,591, which represents approximately 2.86% of total investments at fair value.

As of December 31, 2019, no loans in the Company's portfolio contained PIK provisions.

This non-cash source of income is included when determining what must be paid out to stockholders in the form of distributions in order for the Company to maintain its status as a RIC, even though the Company has not yet collected cash.

As of December 31, 2022 and December 31, 2021, the fair value of the loans in the portfolio with PIK income provisions was $58,656 and $24,660, respectively, which represents approximately 4.89% and 3.19% of total investments at fair value, respectively.

For the years ended December 31, 2022, 2021 and 2020, the Company earned $789, $113, and $28, respectively, in PIK income provisions.

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Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies.

For the year ended December 31, 2021, the Company earned $213 of dividend income on its equity investments.

For the years ended December 31, 2020, and 2019, the Company earned no dividend income on its equity investments.

For the years ended December 31, 2022 and 2021, the Company earned $225 and $213, respectively, of dividend income on its equity investments.

For the year ended December 31, 2020, the Company earned no dividend income on its equity investments.

Other income may include income such as consent, waiver, amendment, unused, and prepayment fees associated with the Company’s investment activities, as well as any fees for managerial assistance services rendered by the Company to its portfolio companies.

1 unchanged sentence

For the years ended December 31, 2022, 2021, and 2020 other income of $1,571, $1,062, and $257, respectively, was earned, primarily related to prepayment and amendment fees.

Loans are generally placed on non-accrual status when a payment default occurs or if management otherwise believes that the issuer of the loan will not be able to make contractual interest payments or principal payments.

The Company will cease recognizing interest income on that loan until all principal and interest is current through payment or until a restructuring occurs, such that the interest income is deemed to be collectible.

However, the Company remains contractually entitled to this interest.

The Company may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection.

Accrued interest is written-off when it becomes probable that the interest will not be collected and the amount of uncollectible interest can be reasonably estimated.

When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK income.

As of December 31, 2022, the fair value of the loan on non-accrual status was $8,898, which represents approximately 0.74% of total investments at fair value.

As of December 31, 2021, there were no loans in the Company's portfolio on non-accrual status.

Deferred Financing Costs

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Amortization of deferred financing costs is computed on the straight-line basis over the term of the borrowings.

The unamortized balance of such costs is included in deferred financing costs in the accompanying consolidated statements of assets and liabilities.

The unamortized balance of such costs is included as a direct deduction from the related liability in the accompanying consolidated statements of assets and liabilities.

The amortization of such costs is included in interest and debt financing expenses in the accompanying consolidated statements of operations.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Organization and Offering Costs

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To the extent such expenses relate to equity offerings, these expenses are charged as a reduction of paid-in capital upon each such offering.

For the years ended December 31, 2021, 2020, and 2019, offering costs of $68, $77, and $0, respectively, were incurred.

federal income tax purposes, the Company has elected, and intends to qualify annually thereafter, to be treated as a RIC under the Code.

For the years ended December 31, 2022, 2021, and 2020, the Company incurred offering costs of $82, $68 and $77, respectively.

federal income tax purposes, the Company has elected, and intends to qualify annually, to be treated as a RIC under the Code.

In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements.

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federal income taxes only on the portion of its taxable income and gains it does not distribute.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

The minimum distribution requirements applicable to RICs require the Company to distribute to its shareholders at least 90% of its investment company taxable income (“ICTI”), as defined by the Code, each year.

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For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to U.S.

federal corporate income tax is considered to have been distributed.

federal income tax at corporate rates is considered to have been distributed.

The Company intends to timely distribute to our shareholders substantially all of our annual taxable income for each year, except that the Company may retain certain net capital gains for reinvestment and, depending upon the level of taxable income earned in a year, we may choose to carry forward taxable income for distribution in the following year and pay any applicable U.S.

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SPV I, SPV II and SPV III are disregarded entities for tax purposes and are consolidated with the tax return of the Company.

NCDL Equity Holdings has elected to be classified as a corporation for U.S.

federal income tax purposes.

All penalties and interest associated with income taxes, if any, are included in income tax expense.

For the years ended December 31, 2021, 2020, and 2019 the Company incurred $0, $0 and $4, respectively, in excise tax expense.

For the years ended December 31, 2022, 2021 and 2020, the Company did not incur any excise tax expense.

Dividends and Distributions to Common Shareholders

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The FASB issued ASU 2020-04, Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reportin g in March 2020.

This update provides temporary optional expedients and exceptions to the US GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate.

This update provides temporary optional expedients and exceptions to the US GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”).

Entities can elect not to apply certain modification accounting requirements to contracts affected by what the guidance calls reference rate reform, if certain criteria are met.

This guidance is effective upon issuance and generally can be applied through December 31, 2022.

The Company has agreements that have LIBOR as a reference rate with certain portfolio companies and also with certain lenders.

Many of these agreements, including the credit agreements relating to the credit facilities (refer to Note 5 ), include an alternative successor rate language for choosing an alternative successor rate if LIBOR reference is no longer considered to be appropriate.

This guidance was effective upon issuance and generally can be applied through December 31, 2022.

The Company has agreements that have LIBOR as a reference rate with certain portfolio companies.

Many of these agreements include an alternative successor rate or language for choosing an alternative successor rate if LIBOR reference is no longer considered to be appropriate.

With respect to other agreements, the Company intends to work with its portfolio companies to modify agreements to choose an alternative successor rate.

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The Company plans to adopt this amendment and apply this update, where applicable, to account for contract modifications due to changes in reference rates when LIBOR reference is no longer used.

The Company did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the year ended December 31, 2021.

The Company did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the fiscal year ended December 31, 2022.

In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”).

The amendments in ASU 2022-06 extend the period of time preparers can utilize the reference rate reform relief guidance.

ASU 2022-06 became effective for all entities upon issuance.

To ensure the relief in Topic 848 covers the period of time during which a significant number of modifications may take place, the ASU defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848.

The company continues to evaluate the impact that the amendments in this update will have on the Company's consolidated financial statements and disclosures when applied.

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An investment company may voluntarily comply with the rules after the effective date, and in advance of the compliance date, under certain conditions.

Management is currently assessing the impact of these provisions on the Company's consolidated financial statements and SEC filings.

As of December 31, 2022, the Board has not designated the Adviser to perform fair value determinations.

The Company has adopted certain revisions to its valuation policies and procedures in order to comply with the applicable requirements of Rule 2a-5 and Rule 31a-4.

FAIR VALUE MEASUREMENTS

10 unchanged sentences

(dollar amounts in thousands, except per share data)

As of December 31, 2020 Level 1 Level 2 Level 3 Total

As of December 31, 2021

Level 1 Level 2 Level 3 Total

First Lien Term Loans $ — $ 5,456 $ 677,380 $ 682,836

6 unchanged sentences

Balance as of December 31, 2021

$ 677,380 $ 74,001 $ 8,133 $ 759,514

Purchase of investments 421,363 58,003 12,257 491,623

6 unchanged sentences

(9,955) — — (9,955)

Transfers to Level 3 (1)

— 8,043 — 8,043

Balance as of December 31, 2022

2 unchanged sentences

$ (28,852) $ (3,836) $ 6,923 $ (25,765)

_______________

(1) Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur.

For the year ended December 31, 2022, transfers into Level 3 from Le vel 2 were a result of changes in the observability of significant inputs for certain portfolio companies.

First Lien Term Loans Subordinated Debt Equity Investments Total

Balance as of December 31, 2020

$ 323,427 $ 9,749 $ 2,083 $ 335,259

Purchase of investments 534,610 63,956 4,204 602,770

4 unchanged sentences

Net change in unrealized appreciation (depreciation) on investments 3,581 551 2,184 6,316

Transfers out of Level 3 (1)

(10,600) — — (10,600)

Balance as of December 31, 2021

$ 677,380 $ 74,001 $ 8,133 $ 759,514

Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated company investments still held as of December 31, 2021

$ 3,373 $ 551 $ 2,184 $ 6,108

_______________

(1)Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur.

For the year ended December 31, 2021, transfers into Level 3 from Level 2 were a result of changes in the observability of significant inputs for certain portfolio companies.

For the year ended December 31, 2021, there were two investments that transferred out of Level 3 to Level 2.

For the year ended December 31, 2020, there were no transfers into or out of Level 3.

NUVEEN CHURCHILL DIRECT LENDING CORP.

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ASC Topic 820 requires disclosure of quantitative information about the significant unobservable inputs used in the valuation of assets and liabilities classified as Level 3 within the fair value hierarchy.

The valuation techniques and significant unobservable inputs used in Level 3 fair value measurements of assets as of December 31, 2021 and December 31, 2020 were as follows:

The valuation techniques and significant unobservable inputs used in Level 3 fair value measurements of assets as of December 31, 2022 and 2021 were as follows:

Investment Type Fair Value at December 31, 2022 Valuation Techniques Unobservable Inputs Ranges Weighted Average

First Lien Term Loans $ 539,291 Yield Method Implied Discount Rate 5.6 % 12.7 % 7.1 %

First Lien Term Loans $ 943,976 Yield Method Market Yield Discount Rates 8.00 % 20.73 % 10.64 %

First Lien Term Loan 8,898 Recovery Analysis Recovery Rate 60.20 60.20 60.20

First Lien Term Loans 63,982 Recent Transactions Transaction Price 98.01 100.00 98.23

Subordinated Debt 74,001 Yield Method Implied Discount Rate 6.6 % 13.2 % 10.9 %

Equity 7,812 Enterprise Value EBITDA Multiple 6.0 14.0 10.5

Equity 321 Recent Transactions Transaction Price 100.0 100.0 100.0

Subordinated Debt 107,500 Yield Method Market Yield Discount Rates 11.72 % 17.40 % 13.19 %

Subordinated Debt 25,743 Recent Transactions Transaction Price 97.00 100.00 98.40

Equity 15,667 Enterprise Value EBITDA Multiple 6.50x 19.50x 7.78x

Total $ 1,165,766

Equity investments in the amount of $11,646 at December 31, 2022 have been excluded from the table above as the investments are valued using a recent transaction.

Investment Type Fair Value at December 31, 2021 Valuation Techniques Unobservable Inputs Ranges Weighted Average

First Lien Term Loans $ 200,067 Market Yield Analysis Market Yield Discount Rates 4.5 % 7.6 % 6.5 %

Credit Performance Credit Performance Discount Rates 3.0 % 22.1 % 7.5 %

Recent Transactions Transaction Price 92.0 98.8 97.4

First Lien Term Loans $ 539,291 Yield Method Implied Discount Rate 5.62 % 12.71 % 7.08 %

First Lien Term Loans 138,089 Recent Transactions Transaction Price 86.08 99.60 98.70

Subordinated Debt 1,956 Market Yield Analysis Market Yield Discount Rates 13.0 % 13.0 % 13.0 %

Subordinated Debt 7,793 Recent Transactions Transaction Price 98.0 98.1 98.0

Subordinated Debt 74,001 Yield Method Implied Discount Rate 6.64 % 13.22 % 10.87 %

Equity 7,812 Enterprise Value EBITDA Multiple 6.00x 14.00x 10.50x

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Significant decreases (increases) in comparable multiples may result in lower (higher) fair value measurements.

Financial Instruments disclosed but not carried at fair value

The fair value of the Company's credit facilities, which would be categorized as Level 3 within the fair value hierarchy approximates their carrying values.

The fair value of the 2022 Notes (as defined in Note 5 ) was based on market quotations(s) received from broker/dealer(s).

These fair value measurements were based on significant inputs not observable and thus represent Level 3 measurements.

The carrying value and fair value of the Company’s debt obligations were as follows:

NUVEEN CHURCHILL DIRECT LENDING CORP.

1 unchanged sentence

(dollar amounts in thousands, except per share data)

December 31, 2022 December 31, 2021

Carrying Value Fair Value Carrying Value Fair Value

Wells Fargo Financing Facility (1)

$ 111,300 $ 111,300 $ 231,600 $ 231,600

Subscription Facility (1)

— — 34,000 34,000

SMBC Financing Facility (1)

252,147 252,147 144,447 144,447

Class A-1 Notes (1)

199,000 193,627 — —

Class A-1F Notes (1)

34,250 31,705 — —

Class A-L Notes (1)

30,000 29,190 — —

Class B Notes (1)

47,250 44,888 — —

Class C Notes (1)

31,500 29,295 — —

Total $ 705,447 $ 692,152 $ 410,047 $ 410,047

_______________

(1) Carrying value on the consolidated statements of assets and liabilities are net of deferred financing costs.

RELATED PARTY TRANSACTIONS

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On December 31, 2019, immediately prior to its election to be regulated as a BDC, the Company entered into the Investment Advisory Agreement with the Adviser.

The Board, including all of the directors who are not “interested persons” as defined in the 1940 Act (the “Independent Directors”), approved the Investment Advisory Agreement in accordance with, and on the basis of an evaluation satisfactory to such directors as required by, the 1940 Act.

On December 31, 2019, immediately prior to the Company’s election to be regulated as a BDC, the Adviser entered into the Sub-Advisory Agreement with Churchill, which was subsequently amended and restated on December 11, 2020 and October 7, 2021.

The Board, including all of the directors who are not “interested persons” (as defined in the 1940 Act) of the Company (the “Independent Directors”), approved the Investment Advisory Agreement in accordance with, and on the basis of an evaluation satisfactory to such directors as required by, the 1940 Act.

The Board, including all of the Independent Directors, also approved the Sub-Advisory Agreement in accordance with, and on the basis of an evaluation satisfactory to such directors as required by, the 1940 Act.

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Prior to an Exchange Listing, or any listing of its securities on any other public trading market, the Company will pay no incentive fee to the Adviser.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Following an Exchange Listing, the Company will pay an incentive fee to the Adviser that will consist of two parts.

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Pursuant to the Investment Advisory Agreement, following an Exchange Listing, the Company will pay its Adviser an incentive fee with respect to its pre-incentive fee net investment income in each calendar quarter as follows:

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

• no incentive fee in any calendar quarter in which the pre-incentive fee net investment income does not exceed the hurdle rate of 1.50% (6.0% annually);

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If this number is positive at the end of such year, then the capital gains incentive fee for such year equals 15% of such amount, as applicable, less the aggregate amount of any capital gains incentive fees paid in respect of the Company’s portfolio in all prior years following an Exchange Listing.

For the years ended December 31, 2021, 2020 and 2019, base management fees were $4,049, $1,522 and $1,568.

As of December 31, 2021 and 2020, $1,376 and $528, respectively, of such fees, were unpaid and are included in Management fees payable in the accompanying consolidated statements of assets and liabilities.

As of December 31, 2021 and December 31, 2020, the Company was not entitled to any incentive fees under the Investment Advisory Agreement.

For the years ended December 31, 2022, 2021, and 2020 base management fees were $7,464, $4,049, and $1,522, respectively.

As of December 31, 2022 and 2021, $2,211 and $1,376, respectively, of such fees, were unpaid and are included in Management fees payable in the accompanying consolidated statements of assets and liabilities.As of December 31, 2022 and 2021, the Company was not entitled to any incentive fees under the Investment Advisory Agreement.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Administration Agreement

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The Administrator performs, or oversees the performance of, the required administrative services, which include, among other things, assisting the Company with the preparation of the financial records that the Company is required to maintain and with the preparation of reports to shareholders and reports filed with the SEC.

At the request of the Adviser or the Sub-Adviser, the Administrator also may provide managerial assistance on the Company’s behalf to those portfolio companies that have accepted the Company’s offer to provide such assistance.

Bank, National Association, provides the Company with certain fund administration and bookkeeping services pursuant to a sub-administration agreement with the Administrator.

At the request of the Adviser or the Sub-Adviser, the Administrator also may provide significant managerial assistance on the Company’s behalf to those portfolio companies that have accepted the Company’s offer to provide such assistance.

Bank Trust Company, National Association (as successor in interest to U.S Bank National Association), provides the Company with certain fund administration and bookkeeping services pursuant to a sub-administration agreement with the Administrator.

For the years ended December 31, 2022, 2021, and 2020, the Company incurred $1,111, $660, and $534, respectively, in fees under the Administration Agreement, which are included in administration fees in the accompanying consolidated statements of operations.

As of December 31, 2021 and 2020, fees of $418 and $322, respectively, were unpaid and included in management fees payable and accrued expenses in the accompanying consolidated statements of assets and liabilities.

As of December 31, 2022 and 2021, fees of $808 and $418, respectively, were unpaid and included in accrued expenses in the accompanying consolidated statements of assets and liabilities.

Expense Support Agreement

2 unchanged sentences

Such Expense Payment will be made in any combination of cash or other immediately available funds no later than forty-five days after a written commitment from the Adviser to pay such expense, and/or by an offset against amounts due from the Company to the Adviser or its affiliates.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Following any calendar quarter in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to our shareholders based on distributions declared with respect to record dates occurring in such calendar quarter (such amount referred to as the “Excess Operating Funds”), the Company shall pay such Excess Operating Funds, or a portion thereof (each, a “Reimbursement Payment”), to the Adviser until such time as all Expense Payments made by the Adviser to the Company within three years prior to the last business day of such calendar quarter have been reimbursed.

4 unchanged sentences

The Company’s obligation to make a Reimbursement Payment shall automatically become a liability of the Company on the last business day of the applicable calendar quarter, except to the extent the Adviser has waived its right to receive such payment for the applicable quarter.

The following table presents a cumulative summary of the Expense Payments and Reimbursement Payments since the Company’s commencement of operations:

For the Quarter Ended Expense Payments by Adviser Reimbursement Payments to Adviser Unreimbursed Expense Payments Reimbursement Eligibility Expiration

The following table presents a cumulative summary of the Expense Payments that may be subject to reimbursement pursuant to the Expense Support Agreement:

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

For the Quarter Ended Expense Payments by Adviser Reimbursement Payments to Adviser Expired Expense Support Unreimbursed Expense Payments Reimbursement Eligibility Expiration

December 31, 2019 $ 1,696 $ — $ (1,696) $ — December 31, 2022

7 unchanged sentences

December 31, 2021 42 — — 42 December 31, 2024

March 31, 2022 71 — — 71 March 31, 2025

June 30, 2022 54 — — 54 June 30, 2025

September 30, 2022 67 — — 67 September 30, 2025

Total $ 2,843 $ — $ (1,696) $ 1,147

The cumulative amount of expense payments by the advisor for the years ended December 31, 2021 and 2020, are $2,651 and $2,403, respectively.

The cumulative amount of expense payments by the Adviser as of December 31, 2022 and 2021, are $2,843 and $2,651, respectively.

For the years ended December 31, 2022, 2021, and 2020, the Company received $179, $522, and $424, respectively, in expense support from the Adviser relating to legal fees, offering costs and debt financing expenses.

Directors' Fees

The Company’s Board consists of seven members, five of whom are Independent Directors.

The Board consists of seven members, five of whom are Independent Directors.

On December 9, 2019, the Board established an Audit Committee, a Nominating and Corporate Governance Committee and a Special Transactions Committee, each consisting solely of the Independent Directors, and may establish additional committees in the future.

1 unchanged sentence

As of December 31, 2022 and 2021, $96 and $96, respectively, were unpaid and are included in Directors’ fees payable in the accompanying consolidated statements of assets and liabilities.

Other Related Party Transactions

From time to time, the Sub-Adviser and the Administrator may pay amounts owed by the Company to third-party providers of goods or services and the Company will subsequently reimburse the Sub-Adviser and Administrator for such amounts paid on its behalf.

Amounts payable to the Sub-Adviser and Administrator are settled in the normal course of business without formal payment terms.

As of December 31, 2022 and 2021, the Company owed the Sub-Adviser and the Administrator $1,264 and $440 for reimbursements including the Company''s allocable portion of overhead, which are included in Accounts payable and accrued expenses in the accompanying consolidated statements of assets and liabilities.

The Company, CLO-I, SPV II, and SPV III are party to credit facilities as described below.

In accordance with the 1940 Act, the Company is currently only allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is maintained at a level of at least 150% after such borrowings.

As of December 31, 2022 and 2021, asset coverage was 174.41% and 191.22%, respectively.

The Company, CLO-I, SPV II, and SPV III were in compliance with all covenants and other requirements of their respective credit facility agreements.

NUVEEN CHURCHILL DIRECT LENDING CORP.

1 unchanged sentence

(dollar amounts in thousands, except per share data)

SECURED BORROWINGS

The Company, SPV I and SPV II are party to credit facilities as described below.

As of December 31, 2021 and December 31, 2020, asset coverage was 191.2% and 182.0%, respectively.

The Company, SPV I and SPV II were in compliance with all covenants and other requirements of their respective credit facility agreements.

SPV I Financing Facility

Wells Fargo Financing Facility

The Predecessor Entity borrowed funds under a credit agreement (the “Agreement”) executed on October 23, 2018.

The Agreement was originally executed among the Predecessor Entity, Nuveen Alternatives Advisors LLC, as the original collateral manager to the Predecessor Entity, TIAA, as the sole preference shareholder (the “Preference Shareholder”), and Wells Fargo Bank, N.A., as lender (the “Lender”) and administrative agent.

As part of the Agreement, the Predecessor Entity issued to the Lender a $175,000 variable funding note ("SPV I Financing Facility").

Effective on the date of the Merger, the Agreement with the Lender was transferred to SPV I and the borrowings under the Agreement were assumed by SPV I.

The amount of the borrowings under the SPV I Financing Facility equals the amount of the outstanding advances.

Each borrowing bears an interest rate of daily LIBOR, plus the applicable margin per annum.

In addition, there is an annual commitment fee and an unused commitment fee per annum on the undrawn amount.

On October 28, 2020, the Company amended its SPV I Financing Facility.

The amendment increased the maximum facility amount available from $175,000 to $275,000, and extended the reinvestment period to October 28, 2023 and the maturity date to October 28, 2025, among other changes.

The SPV I Financing Facility, as so amended, also requires the Company to maintain an asset coverage ratio equal to at least 1.50:1.00.

Advances under the SPV I Financing Facility may be prepaid and reborrowed at any time during the reinvestment period, however, any termination or reduction of the facility amount prior to the second anniversary of the amendment date (subject to certain exceptions) is subject to a commitment reduction fee of 2% (during the first year following the amendment date) or 1% (during the second year).

As of December 31, 2021 and December 31, 2020 the SPV I Financing Facility bore interest at monthly LIBOR rate, reset daily plus 2.50% and 2.50%, respectively, per annum.

SPV I has pledged all of its assets to the collateral agent to secure its obligations under the SPV I Financing Facility.

Both the Company and SPV I have made customary representations and warranties and are required to comply with various financial covenants related to liquidity and other maintenance covenants, reporting requirements and other customary requirements for similar facilities.

As part of the Agreement, the Predecessor Entity issued to the Lender a $175,000 variable funding note ("Wells Fargo Financing Facility").

Effective on the date of the Merger, the Agreement with the Lender was transferred to SPV I and the borrowings under the Agreement were assumed by SPV I and the Company serves as the collateral management (the "Wells Fargo Financing Facility Agreement").

The Wells Fargo Financing Facility Agreement was amended on October 28, 2020 and March 31, 2022.

The most recent amendment on March 31, 2022 extended the reinvestment period from October 28, 2023 to March 31, 2025 and the maturity date from October 28, 2025 to March 31, 2027, and changed the interest rate payable under the Agreement to the sum of 2.20% plus SOFR, among other changes.

On May 5, 2022, SPV III entered into the borrower joinder agreement (the “Joinder”) to become party to the Wells Fargo Financing Facility Agreement.

Effective May 20, 2022, following the closing of the term debt securitization (discussed further below), the maximum facility amount available was reduced to $275,000 from $350,000 and SPV III began borrowing on the Wells Fargo Financing Facility.

The Wells Fargo Financing Facility, as amended, also requires the Company to maintain an asset coverage ratio equal to at least 1.50:1.00.

The amount of the borrowings under the Wells Fargo Financing Facility equals the amount of the outstanding advances.

Advances under the Wells Fargo Financing Facility may be prepaid and reborrowed at any time during the reinvestment period, but any termination or reduction of the facility amount prior to the first anniversary of the date of the amendment (subject to certain exceptions) is subject to a commitment reduction fee of 1%.

As of December 31, 2022 the Wells Fargo Financing Facility bore interest at a rate of SOFR, reset daily plus 2.20% , per annum.

As of December 31, 2021, the Wells Fargo Financing Facility bore interest at monthly LIBOR rate, reset daily plus 2.50%, per annum.

CLO-I and SPV III, beginning May 5, 2022, have pledged their assets to the collateral agent to secure its obligations under the Wells Fargo Financing Facility.

Each of the Company, CLO-I, and SPV III have made customary representations and warranties and are required to comply with various financial covenants related to liquidity and other maintenance covenants, reporting requirements and other customary requirements for similar facilities.

Subscription Facility

On September 10, 2020, the Company entered into a revolving credit agreement (the ‘‘Subscription Facility’’) with Sumitomo Mitsui Banking Corporation (“SMBC”), as the administrative agent for certain secured parties, the syndication agent, the lead arranger, the book manager, the letter of credit issuer and the lender.

Pursuant to the terms of the revolving credit agreement, on September 10, 2021, the Company extended the maturity date from September 10, 2021 to September 9, 2022.

On August 12, 2021, pursuant to the terms of the revolving credit agreement, the Company increased the maximum commitment of the Subscription Facility from $30,000 to $50,000 subject to availability under the "Borrowing Base".

The Subscription Facility was subsequently amended on August 12, 2021, September 10, 2021, and September 1, 2022.

The most recent amendment on September 1, 2022, among other things, extended the maturity date from September 9, 2022 to September 8, 2023, and changed the underlying benchmark used to compute interest from LIBOR to SOFR.

The Subscription Facility has a maximum commitment of $50,000, subject to availability under the "Borrowing Base".

The Borrowing Base is calculated based on the unfunded capital commitments of certain investors that have subscribed to purchase shares of the Company, to the extent the capital commitments of such investors also have been approved by SMBC for inclusion in the Borrowing Base and meet certain additional criteria.

The Subscription Facility bears interest at a rate of LIBOR plus 1.75% per annum.

As of December 31, 2022 and 2021, the Subscription Facility bore interest at a rate of SOFR, plus 1.75% and LIBOR plus 1.75%, respectively, per annum.

The Company also pays an unused commitment fee of 0.25% per annum.

1 unchanged sentence

The Subscription Facility contains certain financial covenants and events of default.

SPV II Financing Facility

On November 24, 2020, SPV II entered into a senior secured revolving credit facility (the “SPV II Financing Facility”) with SMBC, as the administrative agent, the collateral agent and the lender.

SMBC Financing Facility

On November 24, 2020, SPV II entered into a senior secured revolving credit facility (the “SMBC Financing Facility”) with SMBC, as the administrative agent, the collateral agent and the lender.

NUVEEN CHURCHILL DIRECT LENDING CORP.

1 unchanged sentence

(dollar amounts in thousands, except per share data)

On December 23, 2021, the Company amended the SPV II Financing Facility agreement, which increased the maximum commitment of the SPV II Financing Facility from $150,000 to $225,000 (the “Maximum Facility Amount”) and reduced the interest rate on the borrowings from LIBOR plus 2.50% to LIBOR plus 2.15%.

Under the SPV II Financing Facility, which matures on November 24, 2025, the lender has agreed to extend credit to SPV II in an aggregate principal amount up to the Maximum Facility Amount.

The Company's ability to draw under the SPV II Financing Facility is scheduled to terminate on November 24, 2023.

As of December 31, 2021 and December 31, 2020, the SPV II Financing Facility bore interest at one-month LIBOR plus 2.15% and 2.50%, respectively, per annum.

SPV II has pledged all of its assets to the collateral agent to secure its obligations under the SPV II Financing Facility.

The SMBC Financing Facility Agreement was amended on December 23, 2021 and June 29, 2022.

The most recent amendment on June 29, 2022 increased the maximum facility amount available from $225,000 to $300,000 (the “Maximum Facility Amount”), and changed the benchmark used to compute interest from LIBOR plus 2.15% to SOFR plus 2.15%, among other changes.

In addition to the interest rate payable, there is a structuring fee of 1.00% and an unused commitment fee of 0.50% per annum on the undrawn amount.

Advances under the SMBC Financing Facility Agreement may be prepaid and reborrowed at any time during the reinvestment period, but any termination or reduction of the Maximum Facility Amount prior to the second anniversary of the closing date (subject to certain exceptions) is subject to a commitment reduction fee of 0.75%.

Under the SMBC Financing Facility, which matures on November 24, 2025, the lender has agreed to extend credit to SPV II in an aggregate principal amount up to the Maximum Facility Amount.

The Company's ability to draw under the SMBC Financing Facility is scheduled to terminate on November 24, 2023.

As of December 31, 2022 and 2021, the SMBC Financing Facility bore interest at one-month SOFR plus 2.15% and one month LIBOR plus 2.15%, respectively, per annum.

SPV II has pledged all of its assets to the collateral agent to secure its obligations under the SMBC Financing Facility.

Both the Company and SPV II have made customary representations and warranties and are required to comply with various covenants, reporting requirements and other customary requirements for similar facilities.

Summary of Facilities

The fair value of the Company's credit facilities, which would be categorized as Level 3 within the fair value hierarchy as of December 31, 2021 and 2020, approximates their carrying values.

The carrying amounts of the Company assets and liabilities, including the credit facilities, other than investments at fair value, approximate fair value due to their short maturities.

The borrowings consisted of the following as of December 31, 2021 and 2020:

On May 20, 2022 (the “Closing Date”), the Company completed a $448,325 term debt securitization (the “2022 Debt Securitization”).

Term debt securitization is also known as a collateralized loan obligation and is a form of secured financing incurred by the Company.

The notes offered in the 2022 Debt Securitization (the “2022 Notes”) were issued by CLO-I, an indirect, wholly-owned, consolidated subsidiary of the Company.

The 2022 Notes consist of $199,000 of AAA Class A-1 2022 Notes, which bear interest at the three-month Term SOFR plus 1.80%;

$34,250 of AAA Class A-1F 2022 Notes, which bear interest at 4.42%;

$47,250 of AA Class B 2022 Notes, which bear interest at the three-month Term SOFR plus 2.30%;

$31,500 of A Class C 2022 Notes, which bear interest at the three-month Term SOFR plus 3.15%;

$27,000 of BBB Class D 2022 Notes, which bear interest at the three-month Term SOFR plus 4.15%;

and $79,325 of Subordinated 2022 Notes, which do not bear interest.

The Company directly owns all of the BBB Class D 2022 Notes and the Subordinated 2022 Notes and as such, these notes are eliminated in consolidation.

As part of the 2022 Debt Securitization, CLO-I also entered into a loan agreement (the “CLO-I Loan Agreement”) on the Closing Date, pursuant to which various financial institutions and other persons which are, or may become, parties thereto as lenders (the “Lenders”) committed to make $30,000 of AAA Class A-L 2022 Loans to CLO-I (the “2022 Loans” and, together with the 2022 Notes, the “2022 Debt”).

The 2022 Loans bear interest at the three-month Term SOFR plus 1.80% and were fully drawn upon the closing of the transactions.

Any Lender may elect to convert all of the Class A-L 2022 Loans held by such Lenders into Class A-1 2022 Notes upon written notice to CLO-I in accordance with the CLO-I Loan Agreement.

The 2022 Debt is backed by a diversified portfolio of senior secured and second lien loans.

Through April 20, 2026, all principal collections received on the underlying collateral may be used by CLO-I to purchase new collateral under the direction of the Company, in its capacity as collateral manager of CLO-I and in accordance with the Company’s investment strategy, allowing the Company to maintain the initial leverage in the 2022 Debt Securitization.

The 2022 Notes are due on April 20, 2034.

The 2022 Loans are scheduled to mature, and, unless earlier repaid, the entire unpaid principal balance thereof is due and payable on April 20, 2034.

The 2022 Debt is the secured obligation of CLO-I, and the indenture and the CLO-I Loan Agreement, as applicable, governing the 2022 Debt includes customary covenants and events of default.

The 2022 Debt has not been, and will not be, registered under the Securities Act of 1933, as amended, or any state “blue sky” laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or applicable exemption from registration.

The Company serves as collateral manager to CLO-I under a collateral management agreement (the “Collateral Management Agreement”) and has waived the management fee due to it in consideration for providing these services.

Summary of Secured Debt

The Company's debt obligations consisted of the following as of December 31, 2022 and 2021:

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

December 31, 2022

SPV I Financing Facility

Wells Fargo Financing Facility

Subscription Facility

SPV II Financing Facility

SMBC Financing Facility

Total Commitment $ 275,000 $ 50,000 $ 300,000 $ 342,000 $ 967,000

Borrowings Outstanding (1)

Amount Outstanding (1)

111,300 — 252,147 342,000 705,447

4 unchanged sentences

_______________

(1) Borrowings outstanding on the consolidated statements of assets and liabilities are net of deferred financing costs.

(2) The unused portion is the amount upon which commitment fees are based.

(3) Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.

(1) Amount outstanding on the consolidated statements of assets and liabilities are net of deferred financing costs.

(2) The unused portion on the credit facilities is the amount upon which commitment fees are based.

(3) Available for borrowing on the credit facilities based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.

December 31, 2021

SPV I Financing Facility

Wells Fargo Financing Facility

Subscription Facility

SPV II Financing Facility

SMBC Financing Facility

Total Commitment $ 275,000 $ 50,000 $ 225,000 $ 550,000

Borrowings Outstanding (1)

Amount Outstanding (1)

231,600 34,000 144,447 410,047

4 unchanged sentences

_______________

(1) Borrowings outstanding on the consolidated statements of assets and liabilities are net of deferred financing costs.

(1) Amount outstanding on the consolidated statements of assets and liabilities are net of deferred financing costs.

(2) The unused portion is the amount upon which commitment fees are based.

(3) Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

For the years ended December 31, 2021, 2020 and 2019, the components of interest expense and debt financing expenses were as follows:

For the Years Ended December 31,

2022 2021 2020

Borrowing interest expense $ 7,398 $ 3,325 $ 5,938

Interest expense $ 23,424 $ 7,398 $ 3,325

Unused fees 863 1,277 730

6 unchanged sentences

_______________

(1) For year ended December 31, 2021 and 2020, $271 and $116 of deferred financing costs were designated for reimbursement pursuant to the Expense Support Agreement, respectively.

(1) For the years ended December 31, 2022, 2021, and 2020, $0 , $271, and $116, respectively, of deferred financing costs were designated for reimbursement pursuant to the Expense Support Agreement (see Note 4 ), respectively.

(2) Average interest rate includes borrowing interest expense and unused fees.

2 unchanged sentences

Payments Due by Period

As of December 31, 2021 Total Less than 1 Year 1 to 3 years 3 to 5 years More than 5 Years

SPV I - Financing Facility $ 231,600 $ — $ — $ 231,600 $ —

As of December 31, 2022

Total Less than 1 Year 1 to 3 years 3 to 5 years More than 5 Years

Wells Fargo Financing Facility $ 111,300 $ — $ — $ 111,300 $ —

Subscription Facility — — — — —

SPV II - Financing Facility 144,447 — — 144,447 —

SMBC Financing Facility 252,147 — 252,147 — —

CLO-I 342,000 — — — 342,000

Total debt obligations $ 705,447 $ — $ 252,147 $ 111,300 $ 342,000

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Payments Due by Period

As of December 31, 2020 Total Less than 1 Year 1 to 3 years 3 to 5 years More than 5 Years

SPV I - Financing Facility $ 146,135 $ — $ — $ 146,135 $ —

As of December 31, 2021

Total Less than 1 Year 1 to 3 years 3 to 5 years More than 5 Years

Wells Fargo Financing Facility $ 231,600 $ — $ — $ 231,600 $ —

Subscription Facility 34,000 34,000 — — —

SPV II - Financing Facility 28,547 — — 28,547 —

SMBC Financing Facility 144,447 — — 144,447 —

Total debt obligations $ 410,047 $ 34,000 $ — $ 376,047 $ —

6 unchanged sentences

As of December 31, 2022 and 2021, the Company had the following unfunded commitments to fund delayed draw loans:

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Portfolio Company December 31, 2022 December 31, 2021

ADPD Holdings, LLC $ 3,686 $ —

Affinity Hospice 1,981 3,810

6 unchanged sentences

Bounteous 4,467 4,467

Brillio LLC — 500

Bullhorn, Inc.

BusinessSolver 2,121 —

BusinesSolver 1,939 2,121

Cadmus 511 1,667

Classic Collision 717 2,964

Cornerstone Advisors of Arizona LLC — 216

CMG HoldCo, LLC 2,726 —

Coding Solutions Acquisitions 1,967 —

Calienger Holdings, L.L.C 588 —

Collision Right 506 —

Covercraft 4,386 4,386

CrossCountry Consulting 3,320 —

Diligent Corporation — 394

Gabriel Partners LLC — 1,429

E78 2,955 4,286

Elevation Labs 3,125 —

Eliassen Group LLC 2,361 —

Evergreen Services Group 793 —

Fairway Lawns 6,171 —

Forefront Dermatology 112 —

Genesee Scientific 2,027 2,027

2 unchanged sentences

Heartland Home Services — 2,788

Heartland Veterinary Partners LLC 9,500

Infobase Acquisition, Inc.

ISG Enterprises, LLC 3,409 —

ITSavvy LLC 2,107 —

JEGS Automotive 930 930

Kenco PPC Buyer LLC 1,416 —

Liberty Buyer 449 —

NJEye LLC 489 2,277

PCF Insurance — 9,868

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Patriot Growth Insurance Service 6,682 —

PromptCare 2,220 2,786

Resource Label Group LLC — 1,043

R1 Holdings LLC 1,397 —

Randys Holdings, Inc.

Repipe Specialists 900 —

Revalize — 1,627

Risk Strategies 10,603 —

S&S Truck Parts 246 —

Scaled Agile 1,923 1,923

Sciens Building Solutions, LLC 3,303 4,950

SCP Eye Care Services, LLC 2,451 —

SEKO Global Logistics 3,524 907

3 unchanged sentences

Spectrio II 3,380 3,823

TailWind Randy's LLC — 317

Technical Safety Services 2,044 —

The Facilities Group 882 2,514

Tinuiti 11,576 1,961

TPC Wire & Cable 157 938

Trilon 1,816 —

Vensure Employer Services — 3,545

2 unchanged sentences

Watermill Express, LLC 121 318

Wellspring Pharmaceutical 1,579 —

Wittichen Supply 3,846 2,311

World Insurance Associates 2,532 —

Total unfunded commitments $ 127,391 $ 93,876

The Company believes its assets will provide adequate coverage to satisfy these unfunded commitments.

As of December 31, 2021 , the Company had cash and cash equivalents of $35,186 and $86,095 in available borrowings under its credit facilities.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

As of December 31, 2022, the Company had cash and cash equivalents of $39,270, unused borrowings under its credit facilities of $261,553 and undrawn capital commitments from its shareholders of $359,716.

The Company has the authority to issue 500,000,000 shares of common stock, par value $0.01 per share.

On December 19, 2019, the Company issued its initial 50 shares to TIAA in connection with the formation of the Company.

On December 31, 2019, as a result of the Merger, the Preference Shares issued by the Predecessor Entity were converted and exchanged for 3,310,540 shares of common stock of the Company, the Predecessor Entity's ordinary shares were dissolved at the time of the Merger.

The Company held its Initial Closing on March 13, 2020 and entered into subscription agreements with a number of investors providing for the private placement of the Company's shares.

The Company has held several Subsequent Closings since the Initial Closing.

On December 31, 2019, as a result of the Merger, the Preference Shares issued by the Predecessor Entity were converted and exchanged for 3,310,540 shares of common stock of the Company, and the Predecessor Entity's ordinary shares were dissolved at the time of the Merger.

In connection with the Initial Fundraising Period, the Company held its Initial Closing on March 13, 2020 and entered into subscription agreements with a number of investors providing for the private placement of the Company's shares.

The Company has held several Subsequent Closings since the Initial Closing until March 13, 2022.

The Company held its final closing of the Follow-on Offering on June 15, 2022.

Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase the Company's shares of common stock up to the amount of their respective capital commitment each time the Company delivers a drawdown notice.

2 unchanged sentences

The following table summarizes total shares issued and proceeds received related to capital activity from inception through December 31, 2022:

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

Date Shares Issued Proceeds Received Issuance Price per Share

December 21, 2022 3,193,195 $60,000 $18.79

August 1, 2022 2,652,775 $50,082 $18.88

April 25, 2022 1,800,426 $34,964 $19.42

January 21, 2022 1,541,568 $30,000 $19.46

December 9, 2021 1,491,676 $29,207 $19.58

November 1, 2021 1,546,427 $30,000 $19.40

17 unchanged sentences

December 29, 2021 December 29, 2021 January 18, 2022 $0.40

September 29, 2021 September 29, 2021 October 11, 2021 $0.38

June 29, 2021 June 29, 2021 July 12, 2021 $0.31

March 29, 2021 March 29, 2021 April 19, 2021 $0.30

December 29, 2020 December 29, 2020 January 18, 2021 $0.28

November 4, 2020 November 4, 2020 November 11, 2020 $0.23

1 unchanged sentence

April 16, 2020 April 16, 2020 April 21, 2020 $0.17

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

The following table reflects the shares issued pursuant to the dividend reinvestment from inception through December 31, 2022:

5 unchanged sentences

December 29, 2021 December 29, 2021 January 18, 2022 23,017

September 29, 2021 September 29, 2021 October 11, 2021 10,639

June 29, 2021 June 29, 2021 July 12, 2021 3,039

March 29, 2021 March 29, 2021 April 19, 2021 1,824

December 29, 2020 December 29, 2020 January 18, 2021 1,550

November 4, 2020 November 4, 2020 November 11, 2020 98

August 4, 2020 August 4, 2020 August 11, 2020 34

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

CONSOLIDATED FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights for the years and period ended December 31, 2021, 2020, 2019 and 2018:

The following is a schedule of financial highlights for the years ended December 31, 2022, 2021, 2020, 2019 and 2018:

For the Years Ended December 31, For the period from January 12, 2018 (Commencement of Operations) through December 31,

25 unchanged sentences

10.34 % 8.11 % 5.55 % 8.37 % 3.67 %

Portfolio turnover (7)

Portfolio turnover rate (7)

5.04 % 33.87 % 24.53 % 46.17 % 13.56 %

7 unchanged sentences

Dividends and distributions, if any, are assumed for purposes of this calculation to be reinvested at the quarter end NAV per share preceding the distribution.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

(5) Ratios are annualized except for expense support amounts relating to organizational costs.

4 unchanged sentences

(7) Portfolio turnover rate is calculated using the lesser of year-to-date sales or year-to-date purchases over the average of the invested assets at fair value for the periods reported.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

The Company elected to be treated for U.S.

2 unchanged sentences

Accordingly, no provision for federal income tax has been made in the consolidated financial statements.

NUVEEN CHURCHILL DIRECT LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

The Company will file income tax returns in U.S.

5 unchanged sentences

Temporary differences do not require reclassification.

For the years ended December 31, 2021 and 2020, permanent differences that resulted in reclassifications among the components of net assets resulting from operations relate primarily to offering costs, paydowns, amendment fees and distribution reallocations.

For the years ended December 31, 2022 and 2021, permanent differences that resulted in reclassifications among the components of net assets resulting from operations relate primarily to offering costs, paydowns, amendment fees, amortization of organization costs, investments in partnerships, and distribution reallocations.

Temporary and permanent differences have no impact on the Company’s net assets.

For the years ended December 31, 2021 and 2020, the Company's cost of investments for federal income tax purposes and gross unrealized appreciate and depreciation on investments were as follows:

For the years ended December 31, 2022 and 2021, the Company's cost of investments for federal income tax purposes and gross unrealized appreciation and depreciation on investments were as follows:

December 31, 2022 December 31, 2021

14 unchanged sentences

Under the Regulated Investment Company Modernization Act of 2010, capital losses incurred after September 30, 2011 will not be subject to expiration.

As of December 31, 2021, the Company did not have any capital loss carryforward available for use in future tax years.

As of December 31, 2022, the Company had $(449) of capital loss carryforward available for use in future tax years.

For income tax purposes, dividends paid and distributions made to the Company's shareholders are reported by the Company to the shareholders as ordinary income, capital gains, or a combination thereof.

5 unchanged sentences

Total taxable distributions $ 44,567 $ 20,319

The Company is subject to a 4.0% nondeductible federal excise tax on certain undistributed income unless the Company distributes, in a timely manner as required by the Code, an amount at least equal to the sum of (1) 98.0% of its respective net ordinary income earned for the calendar year and (2) 98.2% of its respective capital gain net income for the one-year period ending October 31 in the calendar year.

For the years ended December 31, 2022 and 2021 the Company incurred $0 and $0, respectively, in excise tax expense.

NUVEEN CHURCHILL DIRECT LENDING CORP.

1 unchanged sentence

(dollar amounts in thousands, except per share data)

For the years ended December 31, 2021, and 2020 the Company incurred $0 and $0, respectively, in excise tax expense.

Following the Merger on December 31, 2019, the Company was determined to be a RIC for one day during the 2019 tax year.

The Company's December 31, 2019 taxable income was $97.

The Company paid excise tax of $4 on the undistributed income earned on December 31, 2019 in March 2020.

The Company accounts for income taxes in conformity with ASC Topic 740, Income Taxes ("ASC 740").

ASC 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements.

ASC 740 requires the evaluation of tax positions taken in the course of preparing the Company’s tax returns 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 recorded as a tax benefit or expense in the current year.

Based on its analysis of its tax position for all open tax years (the current and prior years, as applicable), the Company has concluded that it does not have any uncertain tax positions that met the recognition or measurement criteria of ASC 740.

SUBSEQUENT EVENTS

1 unchanged sentence

There have been no subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in, the consolidated financial statements as of December 31, 2022, except as discussed below.

On January 6, 2022, the Company delivered a drawdown notice to its shareholders relating to the issuance of 1,541,568 shares of the Company's common stock, par value $0.01 per share, for an aggregate offering price of $30,000.

The shares were issued on January 21, 2022.

On January 18, 2022, the Company held a Subsequent Closing and entered into subscription agreements with additional investors for total commitments of $46,535.

On February 15, 2022, the Company held a Subsequent Closing and entered into subscription agreements with additional investors for total commitments of $46,875.

On February 28, 2022, the Company held a Subsequent Closing and entered into subscription agreements with additional investors for total commitments of $30,700.

On March 8, 2022, the Company’s board of directors determined to conduct a follow-on offering of the Company's shares of common stock following the end of the current Fundraising Period, which will end on March 13, 2022, to “accredited investors” as defined in Rule 501(a) of Regulation D promulgated under the 1933 Act in reliance on exemptions from the registration requirements of the 1933 Act (the “Follow-on Offering”).

The initial closing of the Follow-on Offering may occur at any time on or after March 14, 2022 (the “Initial Closing”) and the Company expects to hold additional closings until the conclusion of the fiscal quarter ending June 30, 2022.

The Board may, in its sole discretion, extend the Follow-on Offering.

On March 8, 2022, the Company's Adviser and Sub-Adviser entered into the third amended and restated investment sub-advisory agreement (the “Third Amended and Restated Sub-Advisory Agreement”).

The terms of the Third Amended and Restated Sub-Advisory Agreement are substantially the same as the second amended and restated investment sub-advisory agreement, dated as of October 7, 2021, by and between the Adviser and the Sub-Adviser, except for the allocation of compensation between the Adviser and the Sub-Adviser thereunder.

Pursuant to the Third Amended and Restated Sub-Advisory Agreement, the percentage of the aggregate management and incentive fees payable by the Company to the Adviser (the “Advisory Fees”) that the Adviser is required to pay to the Sub-Adviser was reduced from 70% to 67.5%.

The Third Amended and Restated Sub-Advisory Agreement and accompanying changes in allocation of the Advisory Fees between the Adviser and the Sub-Adviser will not have an economic impact on the Advisory Fees payable by the Company or result in any changes to services provided by the Adviser or the Sub-Adviser to the Company.

The Company’s board of directors unanimously approved the Third Amended and Restated Sub-Advisory Agreement pursuant to the requirements of the Investment Company Act of 1940, as amended.

On March 7, 2023, the Board has designated the Adviser as its valuation designee pursuant to Rule 2a-5 under the 1940 Act to determine the fair value of the Company's investments that do not have readily available market quotations.

On March 7, 2023, the Board determined to conduct a follow-on private offering of its shares of common stock (the "Follow-on Offering").

The initial closing of the Follow-on Offering is expected to occur during the fiscal year ending March 31, 2023 and to hold additional closings until the conclusion of fiscal quarter ending June 30, 2023.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data