Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
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PAGE
AUDITED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm
103
Consolidated Statements of Assets and Liabilities as of December 31, 2021 and December 31, 2020
105
Consolidated Statements of Operations for the years ended December 31, 2021, December 31, 2020 and December 31, 2019
106
Consolidated Statements of Changes in Net Assets for the years ended December 31, 2021, December 31, 2020 and December 31, 2019
107
Consolidated Statements of Cash Flows for the years ended December 31, 2021, December 31, 2020 and December 31, 2019
108
Consolidated Schedule of Investments as of December 31, 2021
109
Consolidated Schedule of Investments as of December 31, 2020
133
Notes to the Consolidated Financial Statements of New Mountain Finance Corporation
151
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Deloitte & Touche LLP
30 Rockefeller Plaza
New York, NY 10112
USA
Tel: 212 492 4000
Fax: 212 489 1687
www.deloitte.com
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of New Mountain Finance Corporation
Opinion on the Consolidated Financial Statements and Financial Highlights
We have audited the accompanying consolidated statements of assets and liabilities of New Mountain Finance Corporation and subsidiaries (the “Company”), including the consolidated schedules of investments, as of December 31, 2021 and 2020, the related consolidated statements of operations, changes in net assets, and cash flows for each of the three years in the period then ended, the consolidated financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the consolidated financial statements and financial highlights present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations, changes in net assets, and cash flows for each of the three years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 28, 2022, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These consolidated financial statements and financial highlights are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s consolidated financial statements and financial highlights based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements and financial highlights are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements and financial highlights. Our procedures included confirmation of investments owned as of December 31, 2021 and 2020, by correspondence with the custodian, loan agents and borrowers; when replies were not received, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Fair Value – Investments — Refer to Footnote 2, 3, and 4 in the consolidated financial statements
Critical Audit Matter Description
The Company invests in debt securities, including first and second lien debt, notes, bonds, mezzanine securities, and equity interests. The Company’s determination of fair value for these investments involves subjective judgments and estimates utilizing a market approach, an income approach, or both approaches, as appropriate. These approaches require management to make judgments and estimates related to significant unobservable inputs including the selection of EBITDA or revenue multiples based on multiples of publicly traded comparable companies and comparable transactions, and the discount rate established utilizing a combination of a yield calibration approach, which incorporates changes in the credit quality (as measured by relevant statistics) of the investment, as compared to changes in the yield
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associated with comparable credit quality market indices, between the date of origination and the valuation date, and a comparable investment approach, which utilizes an average yield-to maturity of a selected set of high-quality, liquid investments to determine a comparable investment discount rate.
We identified the valuation of investments as a critical audit matter given the significant judgments made by management to estimate the fair value of certain debt and equity positions. This required a high degree of auditor judgment and extensive audit effort, including the need to involve fair value specialists who possess significant valuation experience and modeling expertise, to evaluate the appropriateness of the valuation methodologies and the significant unobservable inputs.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the valuation methodologies and unobservable inputs used by management to estimate the fair value of investments included the following, among others:
• We tested the operating effectiveness of controls over the valuation of investments, including those over the selection of valuation methodologies and development of unobservable inputs.
• We evaluated the reasonableness and consistency of application of the Company's valuation polices over investments, including those surrounding the selection of valuation methodologies and the derivation of valuation inputs.
• With the assistance of our internal fair value specialists, we evaluated the appropriateness of the valuation methodologies and the reasonableness of the significant unobservable inputs.
• With the assistance of our internal fair value specialists, in certain instances, we developed independent fair value estimates and compared our estimates to the Company's estimates.
• We evaluated the impact of current market events and conditions on the selected valuation methodologies and significant unobservable inputs.
/s/ DELOITTE & TOUCHE LLP
February 28, 2022
We have served as the Company's auditor since 2008.
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New Mountain Finance Corporation
Consolidated Statements of Assets and Liabilities
(in thousands, except shares and per share data)
December 31, 2021 December 31, 2020
Assets
Investments at fair value
Non-controlled/non-affiliated investments (cost of $2,323,224 and $2,281,184, respectively) $ 2,283,779 $ 2,249,615
Non-controlled/affiliated investments (cost of $80,801 and $115,543, respectively) 134,775 103,012
Controlled investments (cost of $722,467 and $600,942, respectively) 755,810 600,875
Total investments at fair value (cost of $3,126,492 and $2,997,669, respectively) 3,174,364 2,953,502
Securities purchased under collateralized agreements to resell (cost of $30,000 and $30,000, respectively) 21,422 21,422
Cash and cash equivalents 58,077 78,966
Interest and dividend receivable 30,868 28,411
Receivable from unsettled securities sold — 9,019
Receivable from affiliates — 117
Deferred tax asset — 101
Other assets 11,081 5,981
Total assets $ 3,295,812 $ 3,097,519
Liabilities
Borrowings
Unsecured Notes $ 511,500 $ 453,250
Holdings Credit Facility 545,263 450,163
SBA-guaranteed debentures 300,000 300,000
DB Credit Facility 226,300 244,000
Convertible Notes 201,417 201,520
NMFC Credit Facility 127,192 165,500
NMNLC Credit Facility II 15,200 —
Deferred financing costs (net of accumulated amortization of $40,713 and $33,325, respectively) (19,684) (16,839)
Net borrowings 1,907,188 1,797,594
Payable for unsettled securities purchased 7,910 26,842
Interest payable 17,388 15,587
Management fee payable 10,164 10,419
Incentive fee payable 7,503 7,354
Payable to affiliates 556 867
Deferred tax liability 13 —
Other liabilities 2,478 1,967
Total liabilities 1,953,200 1,860,630
Commitments and contingencies (See Note 9)
Net assets
Preferred stock, par value $0.01 per share, 2,000,000 shares authorized, none issued — —
Common stock, par value $0.01 per share, 200,000,000 shares authorized and 97,907,441 and 96,827,342 shares issued and outstanding, respectively 979 968
Paid in capital in excess of par 1,272,796 1,269,671
Accumulated undistributed (overdistributed) earnings 47,470 (48,764)
Total net assets of New Mountain Finance Corporation $ 1,321,245 $ 1,221,875
Non-controlling interest in New Mountain Net Lease Corporation 21,367 15,014
Total net assets $ 1,342,612 $ 1,236,889
Total liabilities and net assets $ 3,295,812 $ 3,097,519
Number of shares outstanding 97,907,441 96,827,342
Net asset value per share of New Mountain Finance Corporation $ 13.49 $ 12.62
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Statements of Operations
(in thousands, except shares and per share data)
Year Ended December 31,
2021 2020 2019
Investment income
From non-controlled/non-affiliated investments:
Interest income (excluding Payment-in-kind ("PIK") interest income) $ 159,189 $ 184,705 $ 193,500
PIK interest income 8,582 9,057 528
Dividend income 915 — —
Non-cash dividend income 10,153 9,235 8,561
Other income 14,106 5,133 12,150
From non-controlled/affiliated investments:
Interest income (excluding PIK interest income) 1,579 2,042 2,608
PIK interest income 434 (1,083) 1,558
Dividend income 288 2,611 3,073
Non-cash dividend income 4,835 (3,085) 1,219
Other income 345 1,282 1,236
From controlled investments:
Interest income (excluding PIK interest income) 5,470 7,803 3,119
PIK interest income 14,327 9,028 7,409
Dividend income 41,659 32,347 32,011
Non-cash dividend income 4,497 7,297 8,918
Other income 4,580 7,339 617
Total investment income 270,959 273,711 276,507
Expenses
Interest and other financing expenses 73,098 78,047 84,297
Management fee 52,960 53,032 49,115
Incentive fee 29,710 29,211 29,288
Administrative expenses 4,461 4,408 4,046
Professional fees 3,197 3,537 3,065
Other general and administrative expenses 1,923 1,845 1,796
Total expenses 165,349 170,080 171,607
Less: management and incentive fees waived (see Note 5) (13,104) (12,811) (12,012)
Less: expenses waived and reimbursed (see Note 5) (244) (924) (335)
Net expenses 152,001 156,345 159,260
Net investment income before income taxes 118,958 117,366 117,247
Income tax expense 118 22 94
Net investment income 118,840 117,344 117,153
Net realized (losses) gains:
Non-controlled/non-affiliated investments (3,167) (4,305) 872
Non-controlled/affiliated investments 8,338 (3,497) —
Controlled investments (9,035) 4,188 18
New Mountain Net Lease Corporation — 812 —
Foreign currency 15 — —
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments (23,466) (47,907) 1,855
Non-controlled/affiliated investments 66,505 (3,233) (8,353)
Controlled investments 49,347 (1,766) 3,010
Securities purchased under collateralized agreements to resell — — (2,086)
Foreign currency (81) — —
New Mountain Net Lease Corporation — (812) —
(Provision) benefit for taxes (114) 1,013 94
Net realized and unrealized gains (losses) 88,342 (55,507) (4,590)
Net increase in net assets resulting from operations 207,182 61,837 112,563
Less: Net increase in net assets resulting from operations related to non-controlling interest in New Mountain Net Lease Corporation (5,783) (3,364) —
Net increase in net assets resulting from operations related to New Mountain Finance Corporation $ 201,399 $ 58,473 $ 112,563
Basic earnings per share $ 2.08 $ 0.60 $ 1.32
Weighted average shares of common stock outstanding—basic (See Note 12) 96,952,959 96,827,342 85,209,378
Diluted earnings per share $ 1.91 $ 0.60 $ 1.22
Weighted average shares of common stock outstanding—diluted (See Note 12) 110,210,545 110,084,927 100,464,045
Distributions declared and paid per share $ 1.20 $ 1.24 $ 1.36
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Statements of Changes in Net Assets
(in thousands, except share data)
Year Ended December 31,
2021 2020 2019
Increase (decrease) in net assets resulting from operations
Net investment income $ 118,840 $ 117,344 $ 117,153
Net realized (losses) gains on investments, New Mountain Net Lease Corporation ("NMNLC") and foreign currency (3,849) (2,802) 890
Net change in unrealized appreciation (depreciation) of investments, NMNLC and foreign currency 92,305 (53,718) (3,488)
Net change in unrealized depreciation of securities purchased under collateralized agreements to resell — — (2,086)
(Provision) benefit for taxes (114) 1,013 94
Net increase in net assets resulting from operations 207,182 61,837 112,563
Less: Net increase in net assets resulting from operations related to non-controlling interests in NMNLC (5,783) (3,364) —
Net increase in net assets resulting from operations related to New Mountain Finance Corporation 201,399 58,473 112,563
Capital transactions
Net proceeds from shares sold 12,427 — 278,602
Offering costs (231) — (829)
Distributions declared to stockholders from net investment income (116,453) (120,066) (117,374)
Reinvestment of distributions 2,228 — 4,237
Total net (decrease) increase in net assets resulting from capital transactions (102,029) (120,066) 164,636
Net increase (decrease) in net assets 99,370 (61,593) 277,199
New Mountain Finance Corporation net assets at the beginning of the period 1,221,875 1,283,468 1,006,269
New Mountain Finance Corporation net assets at the end of the period 1,321,245 1,221,875 1,283,468
Non-controlling interest in NMNLC 21,367 15,014 —
Net assets at the end of the period $ 1,342,612 $ 1,236,889 $ 1,283,468
Capital share activity
Shares sold 914,175 — 20,412,500
Shares issued from the reinvestment of distributions 165,924 — 308,470
Net increase in shares outstanding 1,080,099 — 20,720,970
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Statements of Cash Flows
(in thousands)
Year Ended December 31,
2021 2020 2019
Cash flows from operating activities
Net increase in net assets resulting from operations $ 207,182 $ 61,837 $ 112,563
Adjustments to reconcile net (increase) decrease in net assets resulting from operations to net cash (used in) provided by operating activities:
Net realized losses (gains) on investments and New Mountain Net Lease Corporation ("NMNLC") 3,864 2,802 (890)
Net realized gains on translation of assets and liabilities in foreign currencies (15) — —
Net change in unrealized (appreciation) depreciation of investments and NMNLC (92,386) 53,718 3,488
Net change in unrealized depreciation on translation of assets and liabilities in foreign currencies 81 — —
Net change in unrealized depreciation of securities purchased under collateralized agreements to resell — — 2,086
Amortization of purchase discount (8,567) (10,325) (5,150)
Amortization of deferred financing costs 7,388 4,935 6,156
Amortization of premium on Convertible Notes (103) (103) (109)
Non-cash investment income (50,377) (37,483) (30,713)
(Increase) decrease in operating assets:
Proceeds from sale of non-controlling interest in NMNLC — 11,315 —
Purchase of investments and delayed draw facilities (1,134,752) (444,126) (1,105,171)
Proceeds from sales and paydowns of investments 1,066,740 641,776 328,146
Cash received for purchase of undrawn portion of revolving credit
or delayed draw facilities 811 299 286
Cash paid for purchase of drawn portion of revolving credit facilities (978) (14,037) (416)
Cash paid for drawn revolvers (32,671) (53,319) (26,135)
Cash repayments on drawn revolvers 27,107 67,473 18,228
Interest and dividend receivable (2,457) 3,389 (1,719)
Receivable from affiliates 117 160 11
Deferred tax asset 101 (101) —
Receivable from unsettled securities sold 9,019 (9,019) —
Other assets (5,105) (2,066) (770)
(Decrease) increase in operating liabilities:
Interest payable 1,801 (897) 4,087
Management fee payable (255) 121 1,906
Incentive fee payable 149 (292) 782
Payable for unsettled securities purchased (18,932) 25,062 (18,367)
Deferred tax benefit (liability) 13 (912) (94)
Payable to affiliates (311) 194 (348)
Other liabilities 479 321 (6,366)
Contributions related to non-controlling interest in NMNLC — 335 —
Net cash flows (used in) provided by operating activities (22,057) 301,057 (718,509)
Cash flows from financing activities
Net proceeds from shares sold 12,427 — 278,602
Distributions paid (114,225) (120,066) (113,137)
Offering costs paid (205) (278) (821)
Proceeds from Holdings Credit Facility 211,000 16,000 246,500
Repayment of Holdings Credit Facility (115,900) (227,400) (97,500)
Proceeds from Unsecured Notes 200,000 — 116,500
Repayment from Unsecured Notes (141,750) — —
Proceeds from Convertible Notes — — 86,681
Repayment of Convertible Notes — — (155,250)
Proceeds from SBA-guaranteed debentures — 75,000 60,000
Proceeds from NMFC Credit Facility 336,505 125,000 403,500
Repayment of NMFC Credit Facility (374,500) (148,000) (275,000)
Proceeds from DB Credit Facility 144,000 87,000 260,000
Repayment of DB Credit Facility (161,700) (73,000) (87,000)
Proceeds from NMNLC Credit Facility — — 29,708
Repayment of NMNLC Credit Facility — — (29,708)
Proceeds from NMNLC Credit Facility II 24,225 — —
Repayment from NMNLC Credit Facility II (9,025) — —
Contributions related to non-controlling interest in NMNLC 1,792 — —
Distributions related to non-controlling interest in NMNLC (1,222) — —
Deferred financing costs paid (10,222) (4,921) (5,656)
Net cash flows provided by (used in) financing activities 1,200 (270,665) 717,419
Net (decrease) increase in cash and cash equivalents (20,857) 30,392 (1,090)
Effect of foreign exchange rate changes on cash and cash equivalents (32) — —
Cash and cash equivalents at the beginning of the period 78,966 48,574 49,664
Cash and cash equivalents at the end of the period $ 58,077 $ 78,966 $ 48,574
Supplemental disclosure of cash flow information
Cash interest paid $ 61,703 $ 72,099 $ 74,341
Income taxes paid 65 112 57
Non-cash operating activities:
Non-cash activity on investments $ 34,650 $ 107,018 $ —
Non-cash financing activities:
Value of shares issued in connection with reinvestment of distributions $ 2,228 $ — $ 4,237
Accrual for offering costs 21 — 64
Accrual for deferred financing costs 11 — 787
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Non-Controlled/Non-Affiliated Investments
Funded Debt Investments - United States
GS Acquisitionco, Inc.
Software First lien (2)(15) 6.75% (L + 5.75%/S) 8/7/2019 5/22/2026 $ 67,966 $ 67,713 $ 67,966
First lien (5)(15) 6.75% (L + 5.75%/S) 8/7/2019 5/22/2026 21,968 21,891 21,968
First lien (3)(15)(18) - Drawn 6.75% (L + 5.75%/Q) 8/7/2019 5/22/2026 2,811 2,793 2,811
92,397 92,745 6.91 %
PhyNet Dermatology LLC
Healthcare Services First lien (2)(15) 7.00% (L + 5.50% + 0.50% PIK/Q)* 9/17/2018 8/16/2024 49,617 49,374 49,617
First lien (3)(15) 7.00% (L + 5.50% + 0.50% PIK/Q)* 9/17/2018 8/16/2024 18,966 18,848 18,966
68,222 68,583 5.11 %
Associations, Inc.
Consumer Services First lien (2)(15) 7.50% (L + 4.00% + 2.50% PIK/Q)* 7/2/2021 7/2/2027 30,196 30,056 30,045
First lien (3)(15) 7.50% (L + 4.00% + 2.50% PIK/Q)* 7/2/2021 7/2/2027 8,590 8,547 8,547
First lien (8)(15) 7.50% (L + 4.00% + 2.50% PIK/Q)* 7/2/2021 7/2/2027 8,590 8,548 8,547
First lien (8)(15) 7.50% (L + 4.00% + 2.50% PIK/Q)* 7/2/2021 7/2/2027 5,188 5,163 5,162
First lien (8)(15) 7.50% (L + 4.00% + 2.50% PIK/Q)* 7/2/2021 7/2/2027 4,127 4,107 4,106
56,421 56,407 4.20 %
iCIMS, Inc.
Software First lien (8)(15) 7.50% (L + 6.50%/S) 9/12/2018 9/12/2024 41,636 41,413 41,636
First lien (8)(15) 7.50% (L + 6.50%/S) 6/14/2019 9/12/2024 8,667 8,618 8,666
First lien (3)(15)(18) - Drawn 7.50% (L + 6.50%/S) 9/12/2018 9/12/2024 2,915 2,886 2,915
52,917 53,217 3.97 %
Frontline Technologies Group Holdings, LLC
Software First lien (4)(15) 6.25% (L + 5.25%/Q) 9/18/2017 9/18/2023 21,718 21,664 21,718
First lien (2)(15) 6.25% (L + 5.25%/Q) 9/18/2017 9/18/2023 18,303 18,275 18,303
First lien (2)(15) 6.25% (L + 5.25%/Q) 9/18/2017 9/18/2023 7,555 7,530 7,555
First lien (2)(15) 6.25% (L + 5.25%/Q) 6/15/2021 9/18/2023 5,031 5,031 5,031
52,500 52,607 3.92 %
CentralSquare Technologies, LLC
Software Second lien (3) 7.72% (L + 7.50%/Q) 8/15/2018 8/31/2026 47,838 47,431 43,293
Second lien (8) 7.72% (L + 7.50%/Q) 8/15/2018 8/31/2026 7,500 7,436 6,788
54,867 50,081 3.73 %
Integro Parent Inc.
Insurance Services First lien (2)(15) 6.75% (L + 5.75%/S) 10/9/2015 10/31/2022 33,986 33,947 33,239
First lien (3)(15)(18) - Drawn 4.80% (L + 4.50%/S) 6/8/2018 4/30/2022 6,743 6,709 6,685
Second lien (8)(15) 10.25% (L + 9.25%/S) 10/9/2015 10/30/2023 10,000 9,969 9,534
50,625 49,458 3.69 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
NM GRC Holdco, LLC
Business Services First lien (2)(15) 8.50% (L + 6.00% + 1.50% PIK/M)* 2/9/2018 2/9/2024 $ 38,561 $ 38,485 $ 38,561
First lien (2)(15) 8.50% (L + 6.00% + 1.50% PIK/M)* 2/9/2018 2/9/2024 10,718 10,695 10,718
49,180 49,279 3.67%
Affinity Dental Management, Inc.
Healthcare Services First lien (2)(15) 7.00% (L + 6.00%/S) 9/15/2017 9/15/2023 33,281 33,256 33,281
First lien (4)(15) 7.00% (L + 6.00%/S) 9/17/2019 9/15/2023 10,482 10,482 10,482
First lien (3)(15)(18) - Drawn 7.00% (L + 6.00%/S) 9/15/2017 3/15/2023 1,738 1,720 1,738
45,458 45,501 3.39 %
Brave Parent Holdings, Inc.
Software Second lien (5) 7.60% (L + 7.50%/M) 4/17/2018 4/17/2026 22,500 22,430 22,613
Second lien (2) 7.60% (L + 7.50%/M) 4/17/2018 4/17/2026 16,624 16,518 16,707
Second lien (8) 7.60% (L + 7.50%/M) 4/17/2018 4/17/2026 6,000 5,962 6,030
44,910 45,350 3.38 %
Deca Dental Holdings LLC
Healthcare Services First lien (2)(15) 6.50% (L + 5.75%/Q) 8/26/2021 8/28/2028 38,244 37,877 37,861
First lien (3)(15)(18) - Drawn 6.50% (L + 5.75%/Q) 8/26/2021 8/28/2028 4,026 3,985 3,985
41,862 41,846 3.13 %
Kaseya Inc.
Software First lien (8)(15) 7.50% (L + 5.50% + 1.00% PIK/Q)* 5/9/2019 5/2/2025 29,094 28,926 29,094
First lien (8)(15) 7.50% (L + 5.50% + 1.00% PIK/Q)* 9/8/2021 5/2/2025 7,795 7,733 7,795
First lien (3)(15) 7.50% (L + 5.50% + 1.00% PIK/Q)* 5/9/2019 5/2/2025 3,405 3,380 3,405
First lien (3)(15)(18) - Drawn 7.50% (L + 5.50% + 1.00% PIK/Q)* 9/8/2021 5/2/2025 1,541 1,528 1,541
41,567 41,835 3.12 %
GC Waves Holdings, Inc.**
Financial Services First lien (5)(15) 6.25% (L + 5.50%/Q) 8/13/2021 8/13/2026 22,108 21,993 22,108
First lien (2)(15) 6.25% (L + 5.50%/Q) 8/13/2021 8/13/2026 13,345 13,250 13,345
First lien (2)(15)(18) - Drawn 6.25% (L + 5.50%/Q) 8/13/2021 8/13/2026 5,643 5,588 5,643
40,831 41,096 3.06 %
Stamps.com Inc.
Software First lien (8)(15) 6.50% (L + 5.75%/Q) 10/5/2021 10/5/2028 37,273 36,911 36,900 2.75 %
OEC Holdco, LLC (22)
OEConnection LLC
Business Services Second lien (2) 7.50% (L + 7.00%/M) 12/17/2021 9/25/2027 23,406 23,173 23,171
Second lien (2) 7.50% (L + 7.00%/M) 9/25/2019 9/25/2027 12,044 11,950 11,924
35,123 35,095 2.62 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Diamond Parent Holdings Corp. (35)
Diligent Corporation
Software First lien (2)(15) 6.75% (L + 5.75%/Q) 3/30/2021 8/4/2025 $ 17,762 $ 17,687 $ 17,673
First lien (2)(15) 6.75% (L + 5.75%/Q) 3/4/2021 8/4/2025 9,905 9,863 9,855
First lien (3)(15) 7.25% (L + 6.25%/Q) 12/19/2018 8/4/2025 5,887 5,860 5,945
33,410 33,473 2.49 %
EAB Global, Inc.
Education Second lien (2)(15) 7.00% (L + 6.50%/S) 8/16/2021 8/16/2029 33,452 32,969 32,951 2.46 %
KAMC Holdings, Inc
Business Services Second lien (2)(15) 8.16% (L + 8.00%/Q) 8/14/2019 8/13/2027 18,750 18,642 16,352
Second lien (8)(15) 8.16% (L + 8.00%/Q) 8/14/2019 8/13/2027 18,750 18,642 16,352
37,284 32,704 2.44 %
Paw Midco, Inc.
AAH Topco, LLC
Consumer Services First lien (8) 6.25% (L + 5.50%/Q) 12/22/2021 12/22/2027 20,843 20,635 20,634
Subordinated (3) 11.50% PIK/Q* 12/22/2021 12/22/2031 11,110 10,944 10,944
31,579 31,578 2.36 %
IG Investments Holdings, LLC
Business Services First lien (2)(15) 6.75% (L + 6.00%/Q) 9/22/2021 9/22/2028 29,429 29,144 29,133
First lien (3)(15)(18) - Drawn 6.75% (L + 6.00%/M) 9/22/2021 9/22/2027 1,149 1,137 1,137
30,281 30,270 2.25 %
Ansira Holdings, Inc.
Business Services First lien (8)(15) 7.50% (L + 6.50% PIK/S)* 12/19/2016 12/20/2024 31,793 31,748 24,025
First lien (3)(15) 7.50% (L + 6.50% PIK/S)* 12/19/2016 12/20/2024 8,033 8,024 6,071
39,772 30,096 2.24 %
Granicus, Inc.
Software First lien (4)(15) 7.50% (L + 6.50%/Q) 1/27/2021 1/29/2027 15,522 15,420 15,406
First lien (3)(15) 7.50% (L + 6.50%/Q) 1/27/2021 1/29/2027 6,004 5,963 5,959
First lien (2)(15) 7.50% (L + 6.50%/Q) 1/27/2021 1/29/2027 5,922 5,883 5,878
First lien (3)(15)(18) - Drawn 7.00% (L + 6.00%/Q) 4/23/2021 1/29/2027 2,778 2,752 2,751
30,018 29,994 2.23 %
MRI Software LLC
Software First lien (5)(15) 6.50% (L + 5.50%/S) 1/31/2020 2/10/2026 22,104 22,024 22,104
First lien (2)(15) 6.50% (L + 5.50%/S) 1/31/2020 2/10/2026 6,205 6,182 6,205
First lien (3)(15) 6.50% (L + 5.50%/S) 1/31/2020 2/10/2026 818 814 818
First lien (2)(15) 6.50% (L + 5.50%/Q) 3/24/2021 2/10/2026 319 318 319
29,338 29,446 2.19 %
Keystone Acquisition Corp.
Healthcare Services First lien (2) 6.25% (L + 5.25%/Q) 5/10/2017 5/1/2024 23,981 23,918 23,861
Second lien (2)(15) 10.25% (L + 9.25%/Q) 5/10/2017 5/1/2025 4,500 4,476 4,500
28,394 28,361 2.11 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
OA Topco, L.P. (40)
OA Buyer, Inc.
Healthcare Information Technology First lien (2) 6.75% (L + 6.00%/Q) 12/20/2021 12/20/2028 $ 28,201 $ 27,920 $ 27,919 2.08 %
Foundational Education Group, Inc.
Education Second lien (5) 7.00% (L + 6.50%/S) 8/19/2021 8/31/2029 22,500 22,391 22,500
Second lien (2) 7.00% (L + 6.50%/S) 8/19/2021 8/31/2029 5,009 4,985 5,009
27,376 27,509 2.05 %
TMK Hawk Parent, Corp.
Distribution & Logistics First lien (2)(15) 3.60% (L + 3.50%/M) 6/24/2019 8/28/2024 16,563 15,121 13,968
First lien (8)(15) 3.60% (L + 3.50%/M) 10/23/2019 8/28/2024 15,975 14,219 13,473
29,340 27,441 2.04 %
New Trojan Parent, Inc.
Healthcare Services Second lien (2) 7.75% (L + 7.25%/Q) 1/22/2021 1/5/2029 26,762 26,640 26,762 1.99 %
HS Purchaser, LLC / Help/Systems Holdings, Inc.
Software Second lien (5) 7.50% (L + 6.75%/Q) 11/14/2019 11/19/2027 22,500 22,404 22,509
Second lien (2) 7.50% (L + 6.75%/Q) 11/14/2019 11/19/2027 4,208 4,174 4,210
26,578 26,719 1.99 %
VT Topco, Inc.
Business Services Second lien (2) 7.50% (L + 6.75%/M) 7/30/2021 7/31/2026 16,183 16,127 16,224
Second lien (4) 6.85% (L + 6.75%/M) 8/14/2018 7/31/2026 10,000 9,984 10,025
26,111 26,249 1.96 %
CRCI Longhorn Holdings, Inc.
Business Services Second lien (3)(15) 7.35% (L + 7.25%/M) 8/2/2018 8/10/2026 18,266 18,221 18,266
Second lien (8)(15) 7.35% (L + 7.25%/M) 8/2/2018 8/10/2026 7,500 7,481 7,500
25,702 25,766 1.92 %
Galway Borrower LLC
Insurance Services First lien (2)(15) 6.00% (L + 5.25%/Q) 9/30/2021 9/29/2028 24,279 24,043 24,036
First lien (3)(15) 6.00% (L + 5.25%/Q) 9/30/2021 9/29/2028 1,674 1,658 1,658
25,701 25,694 1.91 %
Idera, Inc.
Software Second lien (4) 7.50% (L + 6.75%/S) 6/27/2019 3/2/2029 22,500 22,212 22,613
Second lien (3) 7.50% (L + 6.75%/S) 4/29/2021 3/2/2029 3,000 2,986 3,015
25,198 25,628 1.91 %
NMC Crimson Holdings, Inc.
Healthcare Services First lien (8)(15) 6.75% (L + 6.00%/S) 3/1/2021 3/1/2028 19,259 18,998 18,970
First lien (2)(15) 6.75% (L + 6.00%/S) 3/2/2021 3/1/2028 4,913 4,846 4,839
23,844 23,809 1.77 %
Syndigo LLC
Software Second lien (4) 8.75% (L + 8.00%/S) 12/14/2020 12/15/2028 22,500 22,347 22,528 1.68 %
ACI Parent Inc. (36)
ACI Group Holdings, Inc.
Healthcare Services First lien (2)(15) 6.25% (L + 5.50%/Q) 8/2/2021 8/2/2028 22,306 22,094 22,083
First lien (3)(15)(18) - Drawn 6.25% (L + 5.50%/Q) 8/2/2021 8/2/2028 59 58 58
22,152 22,141 1.65 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Cardinal Parent, Inc.
Software First lien (4) 5.25% (L + 4.50%/Q) 10/30/2020 11/12/2027 $ 12,096 $ 12,017 $ 12,083
Second lien (4)(15) 8.50% (L + 7.75%/Q) 11/12/2020 11/13/2028 9,767 9,679 9,864
21,696 21,947 1.63%
DCA Investment Holding, LLC
Healthcare Services First lien (2) 7.00% (L + 6.25%/Q) 3/12/2021 3/12/2027 19,878 19,746 19,803
First lien (3)(18) - Drawn 7.00% (L + 6.25%/Q) 3/12/2021 3/12/2027 1,919 1,905 1,912
21,651 21,715 1.62 %
Spring Education Group, Inc (fka SSH Group Holdings, Inc.)
Education Second lien (2) 8.47% (L + 8.25%/Q) 7/26/2018 7/30/2026 21,959 21,921 21,282 1.59 %
MED Parentco, LP
Healthcare Services Second lien (8) 8.35% (L + 8.25%/M) 8/2/2019 8/30/2027 20,857 20,735 20,883 1.56 %
DG Investment Intermediate Holdings 2, Inc.
Business Services Second lien (3) 7.50% (L + 6.75%/M) 3/18/2021 3/30/2029 20,313 20,265 20,465 1.52 %
YLG Holdings, Inc.
Business Services First lien (5)(15) 6.25% (L + 5.25%/S) 11/1/2019 10/31/2025 18,045 17,983 18,045
First lien (5)(15) 6.25% (L + 5.25%/S) 11/1/2019 10/31/2025 2,350 2,341 2,350
20,324 20,395 1.52 %
Fortis Solutions Group, LLC
Packaging First lien (8)(15) 6.25% (L + 5.50%/Q) 10/15/2021 10/13/2028 10,298 10,198 10,195
First lien (2)(15) 6.25% (L + 5.50%/Q) 10/15/2021 10/13/2028 10,298 10,198 10,195
20,396 20,390 1.52 %
Bluefin Holding, LLC
Software Second lien (8)(15) 7.93% (L + 7.75%/Q) 9/6/2019 9/3/2027 18,000 18,000 18,000
First lien (3)(15)(18) - Drawn 4.41% (L + 4.25%/Q) 9/6/2019 9/6/2024 1,485 1,463 1,485
19,463 19,485 1.45 %
Bullhorn, Inc.
Software First lien (2)(15) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 16,830 16,741 16,830
First lien (2)(15) 6.75% (L + 5.75%/Q) 10/5/2021 9/30/2026 1,075 1,072 1,075
First lien (3)(15) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 779 773 779
First lien (3)(15) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 349 347 349
First lien (3)(15) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 278 277 278
19,210 19,311 1.44 %
Convey Health Solutions, Inc.**
Healthcare Services First lien (4)(15) 5.50% (L + 4.75%/M) 9/9/2019 9/4/2026 19,263 19,108 19,263 1.43 %
Xactly Corporation
Software First lien (4)(15) 8.25% (L + 7.25%/S) 7/31/2017 7/31/2023 19,047 19,005 19,047 1.42 %
Infogain Corporation
Software First lien (2)(15) 6.75% (L + 5.75%/S) 7/30/2021 7/28/2028 19,090 18,953 18,946 1.41 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
AAC Lender Holdings, LLC (33)
American Achievement Corporation (aka AAC Holding Corp.)
Education First lien (2)(15) 7.25% (L + 5.75% PIK + 0.50%/M) (41)* 9/30/2015 9/30/2026 $ 27,610 $ 27,559 $ 17,386
First lien (3)(15) 15.00% (L + 13.50% PIK + 0.50%/M) (41)* 6/10/2021 9/30/2026 1,527 1,527 —
Subordinated (3)(15) 2.00% (L + 1.00% PIK/Q) (41)* 3/16/2021 9/30/2026 5,230 — —
29,086 17,386 1.29 %
The Kleinfelder Group, Inc.
Business Services First lien (4)(15) 6.25% (L + 5.25%/Q) 12/18/2018 11/29/2024 16,708 16,663 16,708 1.24 %
Kele Holdco, Inc.
Distribution & Logistics First lien (5) 7.00% (L + 6.00%/M) 2/20/2020 2/20/2026 15,949 15,890 15,870
First lien (3)(18) - Drawn 7.00% (L + 6.00%/M) 2/20/2020 2/20/2026 630 627 627
16,517 16,497 1.23 %
Coyote Buyer, LLC
Specialty Chemicals & Materials First lien (5)(15) 7.00% (L + 6.00%/S) 3/13/2020 2/6/2026 13,937 13,885 13,937
First lien (5)(15) 9.00% (L + 8.00%/S) 10/15/2020 8/6/2026 2,507 2,488 2,507
16,373 16,444 1.22 %
Trinity Air Consultants Holdings Corporation
Business Services First lien (2)(15) 6.00% (L + 5.25%/S) 6/30/2021 6/29/2027 15,382 15,238 15,228
First lien (3)(15)(18) - Drawn 6.00% (L + 5.25%/M) 6/30/2021 6/29/2027 1,201 1,189 1,189
16,427 16,417 1.22 %
Hill International, Inc.
Business Services First lien (2)(15) 6.75% (L + 5.75%/M) 6/21/2017 6/21/2023 15,089 15,067 15,089 1.12 %
CFS Management, LLC
Healthcare Services First lien (2)(15) 6.50% (L + 5.50%/S) 8/6/2019 7/1/2024 11,497 11,466 11,497
First lien (3)(15) 6.50% (L + 5.50%/S) 8/6/2019 7/1/2024 3,425 3,413 3,425
14,879 14,922 1.11 %
FR Arsenal Holdings II Corp.
Business Services First lien (2)(15) 8.50% (L + 7.50%/S) 9/29/2016 9/8/2022 14,884 14,861 14,520 1.08 %
Pioneer Topco I, L.P. (39)
Pioneer Buyer I, LLC
Software First lien (8)(15) 7.75% (L + 7.00% PIK/Q)* 11/1/2021 11/1/2028 13,628 13,496 13,492 1.00 %
Transcendia Holdings, Inc.
Packaging Second lien (8)(15) 9.00% (L + 8.00%/M) 6/28/2017 5/30/2025 14,500 14,396 13,445 1.00 %
Alegeus Technologies Holding Corp.
Healthcare Services First lien (8)(15) 9.25% (L + 8.25%/S) 9/5/2018 9/5/2024 13,443 13,409 13,443 1.00 %
Daxko Acquisition Corporation
Software First lien (8)(15) 6.25% (L + 5.50%/Q) 10/15/2021 10/16/2028 13,277 13,147 13,144 0.98 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
FS WhiteWater Holdings, LLC (38)
FS WhiteWater Borrower, LLC
Consumer Services First lien (5) 6.50% (L + 5.75%/Q) 12/20/2021 12/21/2027 $ 10,500 $ 10,395 $ 10,395
First lien (5)(18) - Drawn 6.50% (L + 5.75%/Q) 12/20/2021 12/21/2027 2,618 2,592 2,592
12,987 12,987 0.97 %
Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC)
Software First lien (2)(15) 5.00% (L + 4.00%/M) 12/7/2016 12/2/2022 2,872 2,869 2,872
Second lien (8)(15) 10.25% (L + 9.25%/M) 12/7/2016 6/2/2023 7,840 7,824 7,840
Second lien (3)(15) 10.25% (L + 9.25%/M) 12/7/2016 6/2/2023 2,160 2,155 2,160
12,848 12,872 0.96 %
USRP Holdings, Inc.
Federal Services First lien (2) 6.25% (L + 5.50%/Q) 7/22/2021 7/23/2027 11,426 11,318 11,311
First lien (3) 6.25% (L + 5.50%/Q) 7/22/2021 7/23/2027 1,488 1,473 1,473
First lien (3)(18) - Drawn 6.25% (L + 5.50%/Q) 7/22/2021 7/23/2027 15 15 15
12,806 12,799 0.95 %
Castle Management Borrower LLC
Business Services First lien (2)(15) 3.19% (L + 2.19%/Q) 5/31/2018 2/15/2025 14,590 14,561 12,794 0.95 %
Calabrio, Inc.
Software First lien (5)(15) 8.00% (L + 7.00%/Q) 4/16/2021 4/16/2027 12,347 12,263 12,271 0.91 %
Apptio, Inc.
Software First lien (8)(15) 8.25% (L + 7.25%/S) 1/10/2019 1/10/2025 11,203 11,075 11,203
First lien (3)(15)(18) - Drawn 8.25% (L + 7.25%/S) 1/10/2019 1/10/2025 827 810 827
11,885 12,030 0.90 %
CHA Holdings, Inc.
Business Services Second lien (4)(15) 9.75% (L + 8.75%/Q) 4/3/2018 4/10/2026 7,012 6,967 7,012
Second lien (3)(15) 9.75% (L + 8.75%/Q) 4/3/2018 4/10/2026 4,453 4,424 4,453
11,391 11,465 0.85 %
Recorded Future, Inc.
Software First lien (8) 7.00% (L + 6.00%/Q) 8/26/2019 7/3/2025 6,219 6,199 6,188
First lien (8) 7.00% (L + 6.00%/Q) 3/26/2021 7/3/2025 4,776 4,750 4,752
10,949 10,940 0.81 %
Vectra Co.
Business Products Second lien (8) 7.35% (L + 7.25%/M) 2/23/2018 3/8/2026 10,788 10,764 10,586 0.79 %
PPVA Black Elk (Equity) LLC
Business Services Subordinated (3)(15) — 5/3/2013 — 14,500 14,500 10,354 0.77 %
Notorious Topco, LLC
Consumer Products First lien (8)(15) 7.50% (L + 6.50%/Q) 11/23/2021 11/23/2027 10,153 10,078 10,077
First lien (3)(15)(18) - Drawn 7.50% (L + 6.50%/Q) 11/23/2021 5/24/2027 147 146 146
10,224 10,223 0.76 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Quartz Holding Company
Software Second lien (3)(15) 8.10% (L + 8.00%/M) 4/2/2019 4/2/2027 $ 10,000 $ 9,854 $ 10,000 0.74 %
Wealth Enhancement Group, LLC**
Financial Services First lien (3)(15)(18) - Drawn 6.75% (L + 5.75%/Q) 8/13/2021 10/4/2027 9,390 9,367 9,390
First lien (3)(15)(18) - Drawn 6.75% (L + 5.75%/Q) 8/13/2021 10/4/2027 425 424 425
9,791 9,815 0.73 %
Geo Parent Corporation
Business Services First lien (2) 5.35% (L + 5.25%/M) 12/13/2018 12/19/2025 9,810 9,780 9,761 0.73 %
AgKnowledge Holdings Company, Inc.
Business Services First lien (2)(15) 5.75% (L + 4.75%/S) 11/30/2018 7/21/2023 9,166 9,149 9,166 0.68 %
CG Group Holdings, LLC
Specialty Chemicals & Materials First lien (2)(15) 6.25% (L + 5.25%/Q) 7/19/2021 7/19/2027 8,302 8,214 8,209
First lien (3)(15)(18) - Drawn 6.25% (L + 5.25%/M) 7/19/2021 7/19/2026 906 895 896
9,109 9,105 0.68 %
Energize Holdco LLC
Business Services Second lien (2) 7.25% (L + 6.75%/Q) 11/19/2021 12/7/2029 7,950 7,910 7,910 0.59 %
KPSKY Acquisition Inc.
Industrial Services First lien (8)(15) 6.25% (L + 5.50%/M) 10/19/2021 10/19/2028 7,039 6,970 6,968
First lien (3)(15)(18) - Drawn 7.75% (P + 4.50%/Q) 10/19/2021 10/19/2028 402 398 398
7,368 7,366 0.55 %
Specialtycare, Inc.
Healthcare Services First lien (2)(15) 6.75% (L + 5.75%/Q) 6/18/2021 6/18/2028 7,224 7,122 7,115 0.53 %
Restaurant Technologies, Inc.
Business Services Second lien (4) 6.60% (L + 6.50%/M) 9/24/2018 10/1/2026 6,722 6,711 6,722 0.50 %
Appriss Health Holdings, Inc. (23)
Appriss Health, LLC
Healthcare Information Technology First lien (8)(15) 8.25% (L + 7.25%/Q) 5/6/2021 5/6/2027 6,250 6,192 6,187 0.46 %
ADG, LLC
Healthcare Services Second lien (3)(15) 11.00% (L + 10.00% PIK/Q)* 10/3/2016 3/28/2024 6,591 6,562 6,082 0.45 %
Safety Borrower Holdings LLC
Information Services First lien (2)(15) 6.75% (L + 5.75%/S) 9/1/2021 9/1/2027 5,756 5,729 5,728 0.43 %
Sun Acquirer Corp.
Consumer Services First lien (2)(15) 6.50% (L + 5.75%/Q) 9/8/2021 9/8/2028 4,025 3,991 3,985
First lien (3)(15)(18) - Drawn 6.50% (L + 5.75%/Q) 9/8/2021 9/8/2028 1,585 1,570 1,570
5,561 5,555 0.41 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Pye-Barker Fire & Safety, LLC
Business Services First lien (3)(15)(18) - Drawn 6.25% (L + 5.50%/Q) 11/26/2021 11/26/2027 $ 2,394 $ 2,370 $ 2,394 0.18 %
Education Management Corporation (20)
Education Management II LLC
Education First lien (2) 13.00% (L + 7.50%/M)(41) 1/5/2015 7/2/2020 300 292 —
First lien (3) 13.00% (L + 7.50%/M)(41) 1/5/2015 7/2/2020 169 165 —
First lien (2) 9.75% (L + 6.50%/Q)(41) 1/5/2015 7/2/2020 206 201 —
First lien (3) 9.75% (L + 6.50%/Q)(41) 1/5/2015 7/2/2020 116 113 —
First lien (2) 11.75% (P + 8.50%/M)(41) 1/5/2015 7/2/2020 140 116 —
First lien (3) 11.75% (P + 8.50%/M)(41) 1/5/2015 7/2/2020 79 65 —
First lien (2) 11.75% (P + 8.50%/M)(41) 1/5/2015 7/2/2020 4 3 —
First lien (3) 11.75% (P + 8.50%/M)(41) 1/5/2015 7/2/2020 2 2 —
957 — — %
PPVA Fund, L.P.
Business Services Collateralized Financing (41)(42) — 11/7/2014 — — — — — %
Total Funded Debt Investments - United States $ 2,042,136 $ 2,003,901 149.25 %
Funded Debt Investments - Netherlands
Tahoe Finco, LLC**
Information Technology First lien (2)(15) 6.75% (L + 6.00%/Q) 10/1/2021 9/29/2028 $ 35,000 $ 34,660 $ 34,650
First lien (8)(15) 6.75% (L + 6.00%/Q) 10/1/2021 9/29/2028 24,189 23,954 23,947
58,614 58,597 4.36 %
Total Funded Debt Investments - Netherlands $ 58,614 $ 58,597 4.36 %
Funded Debt Investments - Jersey
Tennessee Bidco Limited **
Business Services First lien (3)(15)(16) 7.47% (Sonia + 7.00%/D) 8/6/2021 8/3/2028 £ 12,879 $ 17,608 $ 17,167
First lien (3)(15) 7.15% (L + 7.00%/S) 8/6/2021 8/3/2028 $ 10,184 10,037 10,032
First lien (3)(15)(16)(18) - Drawn 7.47% (Sonia + 7.00%/D) 8/6/2021 8/3/2028 £ 3,771 4,943 4,976
First lien (3)(15)(18) - Drawn 7.29% (L + 7.00%/S) 8/6/2021 8/3/2028 $ 3,708 3,652 3,652
36,240 35,827 2.67 %
Total Funded Debt Investments - Jersey $ 36,240 $ 35,827 2.67 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Funded Debt Investments - United Kingdom
Aston FinCo S.a r.l. / Aston US Finco, LLC**
Software Second lien (8)(15) 8.35% (L + 8.25%/M) 10/8/2019 10/8/2027 $ 34,459 $ 34,241 $ 34,459 2.57 %
Total Funded Debt Investments - United Kingdom $ 34,241 $ 34,459 2.57 %
Funded Debt Investments - United Arab Emirates
GEMS Menasa (Cayman) Limited**
Education First lien (8) 6.00% (L + 5.00%/S) 7/30/2019 7/31/2026 $ 10,534 $ 10,496 $ 10,589 0.79 %
Total Funded Debt Investments - United Arab Emirates $ 10,496 $ 10,589 0.79 %
Total Funded Debt Investments $ 2,181,727 $ 2,143,373 159.64 %
Equity - United States
Dealer Tire Holdings, LLC (30)
Distribution & Logistics Preferred shares (3)(15) — 9/13/2021 — 56,271 $ 60,360 $ 60,180 4.48 %
Symplr Software Intermediate Holdings, Inc. (31)
Healthcare Information Technology Preferred shares (4)(15) — 11/30/2018 — 7,500 10,607 10,719
Preferred shares (3)(15) — 11/30/2018 — 2,586 3,657 3,695
14,264 14,414 1.08 %
ACI Parent Inc. (36)
Healthcare Services Preferred shares (3)(15) — 8/2/2021 — 12,500 12,994 12,989 0.97 %
Project Essential Super Parent, Inc. (34)
Software Preferred shares (3)(15) — 4/20/2021 — 10,000 10,597 10,586 0.79 %
Diamond Parent Holdings Corp. (35)
Diligent Preferred Issuer, Inc.
Software Preferred shares (3)(15) — 4/6/2021 — 10,000 10,386 10,379 0.77 %
OEC Holdco, LLC (22)
Business Services Preferred shares (12) — 12/17/2021 — 7,214 7,142 7,142 0.53 %
FS WhiteWater Holdings, LLC (38)
Consumer Services Ordinary shares (5) — 12/20/2021 — 50,000 5,000 5,000 0.37 %
HB Wealth Management, LLC (37)**
Financial Services Preferred shares (11)(15) — 9/30/2021 — 48,303 4,834 4,834 0.36 %
Appriss Health Holdings, Inc. (23)
Appriss Health Intermediate Holdings, Inc.
Healthcare Information Technology Preferred shares (3)(15) — 5/6/2021 — 2,333 2,468 2,466 0.18 %
OA Topco, L.P. (40)
Healthcare Information Technology Ordinary shares (3) — 12/20/2021 — 2,000,000 2,000 2,000 0.15 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Pioneer Topco I, L.P. (39)
Software Ordinary shares (13)(15) — 11/1/2021 — 199,980 $ 2,000 $ 2,000 0.15 %
Ancora Acquisition LLC
Education Preferred shares (9)(15) — 8/12/2013 — 372 83 158 0.01 %
Education Management Corporation (20)
Education Preferred shares (2) — 1/5/2015 — 3,331 200 —
Preferred shares (3) — 1/5/2015 — 1,879 113 —
Ordinary shares (2) — 1/5/2015 — 2,994,065 100 —
Ordinary shares (3) — 1/5/2015 — 1,688,976 56 —
469 — — %
AAC Lender Holdings, LLC (33)
Education Ordinary shares (3)(15) — 3/16/2021 — 758 — — — %
Total Shares - United States $ 132,597 $ 132,148 9.84 %
Equity - Hong Kong
Bach Special Limited (Bach Preference Limited)**
Education Preferred shares (3)(15)(29) — 9/1/2017 — 96,052 $ 9,525 $ 9,701 0.72 %
Total Shares - Hong Kong $ 9,525 $ 9,701 0.72 %
Total Shares $ 142,122 $ 141,849 10.56 %
Total Funded Investments $ 2,323,849 $ 2,285,222 170.20 %
Unfunded Debt Investments - United States
AAC Lender Holdings, LLC (33)
American Achievement Corporation (aka AAC Holding Corp.)
Education First lien (3)(15)(18) - Undrawn — 1/25/2021 9/30/2026 $ 2,652 $ — $ — — %
Bluefin Holding, LLC
Software First lien (3)(15)(18) - Undrawn — 9/6/2019 9/6/2024 30 — — — %
Wealth Enhancement Group, LLC**
Financial Services First lien (3)(15)(18) - Undrawn — 8/13/2021 10/4/2027 678 (2) —
First lien (3)(15)(18) - Undrawn — 8/13/2021 6/3/2022 8,257 — —
(2) — — %
AgKnowledge Holdings Company, Inc.
Business Services First lien (3)(15)(18) - Undrawn — 11/30/2018 7/21/2023 526 (3) — — %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC)
Software First lien (3)(15)(18) - Undrawn — 12/7/2016 12/2/2022 $ 1,000 $ (5) $ — — %
Coyote Buyer, LLC
Specialty Chemicals & Materials First lien (3)(15)(18) - Undrawn — 3/13/2020 2/6/2025 1,013 (5) — — %
Pye-Barker Fire & Safety, LLC
Business Services First lien (3)(15)(18) - Undrawn — 11/26/2021 11/26/2023 2,810 — —
First lien (3)(15)(18) - Undrawn — 11/26/2021 11/26/2024 905 (9) —
(9) — — %
Xactly Corporation
Software First lien (3)(15)(18) - Undrawn — 7/31/2017 7/31/2023 992 (10) — — %
MRI Software LLC
Software First lien (2)(15)(18) - Undrawn — 3/24/2021 3/24/2022 9,364 — —
First lien (3)(15)(18) - Undrawn — 1/31/2020 2/10/2026 2,002 (10) —
(10) — — %
Bullhorn, Inc.
Software First lien (3)(15)(18) - Undrawn — 10/5/2021 11/8/2022 2,395 (6) —
First lien (3)(15)(18) - Undrawn — 9/24/2019 9/30/2026 852 (6) —
(12) — — %
Diamond Parent Holdings Corp. (35)
Diligent Corporation
Software First lien (3)(15)(18) - Undrawn — 3/30/2021 8/4/2025 3,624 (18) — — %
GS Acquisitionco, Inc.
Software First lien (3)(15)(18) - Undrawn — 8/7/2019 5/22/2026 3,106 (19) — — %
YLG Holdings, Inc.
Business Services First lien (5)(15)(18) - Undrawn — 10/22/2021 10/22/2023 2,078 — —
First lien (3)(15)(18) - Undrawn — 11/1/2019 10/31/2025 3,968 (20) —
(20) — — %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Apptio, Inc.
Software First lien (3)(15)(18) - Undrawn — 1/10/2019 1/10/2025 $ 1,240 $ (25) $ — — %
GC Waves Holdings, Inc.**
Financial Services First lien (2)(15)(18) - Undrawn — 8/13/2021 8/11/2023 4,991 — —
First lien (3)(15)(18) - Undrawn — 10/31/2019 10/31/2025 3,951 (30) —
(30) — — %
Kaseya Inc.
Software First lien (3)(15)(18) - Undrawn — 9/8/2021 9/8/2023 2,129 (19) —
First lien (3)(15)(18) - Undrawn — 5/9/2019 5/2/2025 2,312 (23) —
(42) — — %
CG Group Holdings, LLC
Specialty Chemicals & Materials First lien (3)(15)(18) - Undrawn — 7/19/2021 7/19/2026 226 (3) (3) (0.00) %
Recorded Future, Inc.
Software First lien (3)(18) - Undrawn — 8/26/2019 7/3/2025 750 (4) (4) (0.00) %
KPSKY Acquisition Inc.
Industrial Services First lien (3)(15)(18) - Undrawn — 10/19/2021 10/19/2023 403 — (4) (0.00) %
Appriss Health Holdings, Inc. (23)
Appriss Health, LLC
Healthcare Information Technology First lien (3)(15)(18) - Undrawn — 5/6/2021 5/6/2027 417 (4) (4) (0.00) %
Kele Holdco, Inc.
Distribution & Logistics First lien (3)(18) - Undrawn — 2/20/2020 2/20/2026 1,169 (6) (6) (0.00) %
USRP Holdings, Inc.
Federal Services First lien (3)(18) - Undrawn — 7/22/2021 7/23/2027 878 (9) (9) (0.00) %
Safety Borrower Holdings LLC
Information Services First lien (3)(15)(18) - Undrawn — 9/1/2021 9/1/2027 512 (3) (3)
First lien (3)(15)(18) - Undrawn — 9/1/2021 9/1/2022 1,279 — (6)
(3) (9) (0.00) %
Calabrio, Inc.
Software First lien (3)(15)(18) - Undrawn — 4/16/2021 4/16/2027 1,487 (11) (9) (0.00) %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
DCA Investment Holding, LLC
Healthcare Services First lien (3)(18) - Undrawn — 3/12/2021 3/10/2023 $ 3,005 $ — $ (11) (0.00) %
IG Investments Holdings, LLC
Business Services First lien (3)(15)(18) - Undrawn — 9/22/2021 9/22/2027 1,149 (11) (11) (0.00) %
Notorious Topco, LLC
Consumer Products First lien (3)(15)(18) - Undrawn — 11/23/2021 5/24/2027 734 (6) (6)
First lien (3)(15)(18) - Undrawn — 11/23/2021 11/23/2023 1,467 — (11)
(6) (17) (0.00) %
Associations, Inc.
Consumer Services First lien (3)(15)(18) - Undrawn — 7/2/2021 7/2/2027 3,543 (18) (18) (0.00) %
Specialtycare, Inc.
Healthcare Services First lien (3)(15)(18) - Undrawn — 6/18/2021 6/18/2026 559 (8) (8)
First lien (3)(15)(18) - Undrawn — 6/18/2021 6/18/2023 671 — (10)
(8) (18) (0.00) %
Sun Acquirer Corp.
Consumer Services First lien (3)(15)(18) - Undrawn — 9/8/2021 9/8/2027 559 (5) (6)
First lien (3)(15)(18) - Undrawn — 9/8/2021 9/8/2023 1,378 (10) (14)
(15) (20) (0.00) %
Pioneer Topco I, L.P. (39)
Pioneer Buyer I, LLC
Software First lien (3)(15)(18) - Undrawn — 11/1/2021 11/1/2027 2,446 (24) (24) (0.00) %
Daxko Acquisition Corporation
Software First lien (3)(15)(18) - Undrawn — 10/15/2021 10/15/2027 986 (10) (10)
First lien (3)(15)(18) - Undrawn — 10/15/2021 10/16/2023 1,638 — (16)
(10) (26) (0.00) %
Infogain Corporation
Software First lien (3)(15)(18) - Undrawn — 7/30/2021 7/30/2026 3,827 (29) (29) (0.00) %
OA Topco, L.P. (40)
OA Buyer, Inc.
Healthcare Information Technology First lien (3)(18) - Undrawn — 12/20/2021 12/20/2028 3,600 (36) (36) (0.00) %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Granicus, Inc.
Software First lien (3)(15)(18) - Undrawn — 1/27/2021 1/29/2027 $ 2,414 $ (18) $ (18)
First lien (3)(15)(18) - Undrawn — 4/23/2021 4/21/2023 1,822 — (18)
(18) (36) (0.00) %
Trinity Air Consultants Holdings Corporation
Business Services First lien (3)(15)(18) - Undrawn — 6/30/2021 6/29/2027 300 (3) (3)
First lien (3)(15)(18) - Undrawn — 6/30/2021 6/29/2023 5,252 — (53)
(3) (56) (0.01) %
Galway Borrower LLC
Insurance Services First lien (3)(15)(18) - Undrawn — 9/30/2021 9/30/2027 1,865 (19) (19)
First lien (3)(15)(18) - Undrawn — 9/30/2021 9/29/2023 3,917 — (39)
(19) (58) (0.01) %
FS WhiteWater Holdings, LLC (38)
FS WhiteWater Borrower, LLC
Consumer Services First lien (5)(18) - Undrawn — 12/20/2021 12/21/2022 882 — (9)
First lien (3)(18) - Undrawn — 12/20/2021 12/21/2027 1,400 (14) (14)
First lien (5)(18) - Undrawn — 12/20/2021 12/21/2023 3,500 — (35)
(14) (58) (0.01) %
ACI Parent Inc. (36)
ACI Group Holdings, Inc.
Healthcare Services First lien (3)(15)(18) - Undrawn — 8/2/2021 8/2/2027 2,354 (24) (24)
First lien (3)(15)(18) - Undrawn — 8/2/2021 8/2/2023 8,180 — (82)
(24) (106) (0.01) %
Fortis Solutions Group, LLC
Packaging First lien (3)(15)(18) - Undrawn — 10/15/2021 10/15/2027 2,861 (29) (29)
First lien (3)(15)(18) - Undrawn — 10/15/2021 10/13/2023 8,343 — (83)
(29) (112) (0.01) %
Deca Dental Holdings LLC
Healthcare Services First lien (3)(15)(18) - Undrawn — 8/26/2021 8/26/2027 3,027 (30) (30)
First lien (3)(15)(18) - Undrawn — 8/26/2021 8/28/2023 9,080 — (91)
(30) (121) (0.01) %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
NMC Crimson Holdings, Inc.
Healthcare Services First lien (3)(15)(18) - Undrawn — 3/1/2021 3/1/2023 $ 10,664 $ — $ (160) (0.01) %
Paw Midco, Inc.
AAH Topco, LLC
Consumer Services First lien (3)(18) - Undrawn — 12/22/2021 12/22/2027 3,659 (37) (37)
First lien (3)(18) - Undrawn — 12/22/2021 12/22/2023 25,420 — (254)
(37) (291) (0.02) %
Total Unfunded Debt Investments - United States $ (581) $ (1,256) (0.09) %
Unfunded Debt Investments - Jersey
Tennessee Bidco Limited**
Business Services First lien (3)(15)(16)(18) - Undrawn — 8/6/2021 7/9/2023 £ 9,521 $ — $ (143) (0.01) %
Total Unfunded Debt Investments - Jersey $ — $ (143) (0.01) %
Unfunded Debt Investments - Netherlands
Tahoe Finco, LLC**
Information Technology First lien (3)(15)(18) - Undrawn — 10/1/2021 10/1/2027 $ 4,439 $ (44) $ (44) (0.00) %
Total Unfunded Debt Investments - Netherlands $ (44) $ (44) (0.00) %
Total Unfunded Debt Investments $ (625) $ (1,443) (0.10) %
Total Non-Controlled/Non-Affiliated Investments $ 2,323,224 $ 2,283,779 170.10 %
Non-Controlled/Affiliated Investments (43)
Funded Debt Investments - United States
TVG-Edmentum Holdings, LLC (24)
Edmentum Ultimate Holdings, LLC
Education Subordinated (3)(15) 13.00% (6.50% + 6.50%/PIK)* 12/11/2020 1/26/2027 $ 15,434 $ 15,302 $ 15,841 1.18 %
Sierra Hamilton Holdings Corporation
Energy Second lien (3)(15) 15.00% PIK/Q(41)* 9/12/2019 9/12/2023 5 5 — — %
Permian Holdco 3, Inc.
Permian Trust
Energy First lien (10)(15) 10.00% PIK/Q(41)* 3/30/2021 — 247 — —
First lien (3)(15) 11.00% (L + 10.00% PIK/M)(41)* 7/23/2020 — 3,409 — —
— — — %
Total Funded Debt Investments - United States $ 15,307 $ 15,841 1.18 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Equity - United States
TVG-Edmentum Holdings, LLC (24)
Education Ordinary shares (3)(15) — 12/11/2020 — 48,899 $ 52,711 $ 114,934 8.56 %
Sierra Hamilton Holdings Corporation
Energy Ordinary shares (2)(15) — 7/31/2017 — 25,000,000 11,501 3,599
Ordinary shares (3)(15) — 7/31/2017 — 2,786,000 1,282 401
12,783 4,000 0.30 %
Total Shares - United States $ 65,494 $ 118,934 8.86 %
Total Non-Controlled/Affiliated Investments $ 80,801 $ 134,775 10.04 %
Controlled Investments (44)
Funded Debt Investments - United States
New Benevis Topco, LLC (32)
New Benevis Holdco, Inc.
Healthcare Services First lien (2)(15) 10.50% (L + 2.50% + 7.00% PIK/Q)* 10/6/2020 4/7/2025 $ 33,133 $ 33,133 $ 33,133
First lien (8)(15) 10.50% (L + 2.50% + 7.00% PIK/Q)* 10/6/2020 4/7/2025 8,129 8,129 8,129
First lien (3)(15) 10.50% (L + 2.50% + 7.00% PIK/Q)* 10/6/2020 4/7/2025 3,992 3,992 3,992
Subordinated (3)(15) 12.00% PIK/M* 10/6/2020 10/6/2025 16,556 14,250 13,603
59,504 58,857 4.39 %
UniTek Global Services, Inc.
Business Services First lien (2)(15) 8.50% (L + 5.50% + 2.00% PIK/Q)* 6/29/2018 8/20/2024 12,643 12,643 12,643
First lien (3)(15) 8.50% (L + 5.50% + 2.00% PIK/Q)* 3/16/2020 8/20/2024 9,363 8,628 9,363
First lien (2)(15) 8.50% (L + 5.50% + 2.00% PIK/Q)* 6/29/2018 8/20/2024 2,528 2,528 2,528
First lien (3)(15) 8.50% (L + 5.50% + 2.00% PIK/Q)* 6/29/2018 8/20/2024 1,354 1,208 1,354
Second lien (3)(15) 15.00% PIK/Q* 12/16/2020 2/20/2025 9,970 9,970 9,970
34,977 35,858 2.67 %
Tenawa Resource Holdings LLC (21)
Tenawa Resource Management LLC
Specialty Chemicals & Materials First lien (3)(15) 14.00% PIK/Q* 12/17/2021 10/30/2026 31,624 18,821 18,821
First lien (3)(15) 10.50% (L + 8.50%/Q) 12/17/2021 10/30/2026 16,000 16,000 16,000
34,821 34,821 2.59 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
NHME Holdings Corp. (28)
National HME, Inc.
Healthcare Services Second lien (3)(15) 12.00% PIK/Q* 11/27/2018 5/27/2024 21,016 $ 18,816 $ 13,030
Second lien (3)(15) 12.00% PIK/Q* 11/27/2018 5/27/2024 15,148 14,621 11,817
33,437 24,847 1.85 %
New Permian Holdco, Inc.
New Permian Holdco, L.L.C.
Energy First lien (3)(15) 18.00% PIK/M* 10/30/2020 12/31/2024 18,216 18,216 18,216
First lien (3)(15)(18) - Drawn 10.00% (L + 9.00% PIK/M)* 10/30/2020 12/31/2024 5,543 5,543 5,543
23,759 23,759 1.77 %
Total Funded Debt Investments - United States $ 186,498 $ 178,142 13.27 %
Equity - United States
NMFC Senior Loan Program III LLC**
Investment Fund Membership interest (3)(15) — 5/4/2018 — — $ 140,000 $ 140,000 10.43 %
NMFC Senior Loan Program IV LLC**
Investment Fund Membership interest (3)(15) — 5/5/2021 — — 112,400 112,400 8.37 %
NM NL Holdings, L.P.**
Net Lease Membership interest (7)(15) — 6/20/2018 — — 87,203 107,870 8.03 %
New Benevis Topco, LLC (32)
Healthcare Services Ordinary shares (2)(15) — 10/6/2020 — 269,027 27,154 34,548
Ordinary shares (8)(15) — 10/6/2020 — 66,007 6,662 8,476
Ordinary shares (3)(15) — 10/6/2020 — 60,068 6,105 7,714
39,921 50,738 3.78 %
NM GLCR LP
Net Lease Membership interest (7)(15) — 2/1/2018 — — 14,750 50,687 3.77 %
NM CLFX LP
Net Lease Membership interest (7)(15) — 10/6/2017 — — 12,538 24,676 1.84 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
UniTek Global Services, Inc.
Business Services Preferred shares (3)(15)(27) — 8/17/2018 — 12,697,683 $ 12,698 $ 11,085
Preferred shares (3)(15)(27) — 8/29/2019 — 7,546,829 7,547 7,215
Preferred shares (3)(15)(26)(41) — 6/30/2017 — 19,795,435 19,795 396
Preferred shares (2)(15)(25)(41) — 1/13/2015 — 29,326,545 26,946 —
Preferred shares (3)(15)(25)(41) — 1/13/2015 — 8,104,462 7,447 —
Ordinary shares (2)(15) — 1/13/2015 — 2,096,477 1,925 —
Ordinary shares (3)(15) — 1/13/2015 — 1,993,749 532 —
76,890 18,696 1.39 %
NM APP US LLC
Net Lease Membership interest (7)(15) — 9/13/2016 — — 5,080 14,891 1.11 %
New Permian Holdco, Inc.
Energy Ordinary shares (3)(15) — 10/30/2020 — 100 11,155 11,000 0.82 %
NM YI, LLC
Net Lease Membership interest (7)(15) — 9/30/2019 — — 6,272 8,286 0.62 %
NM DRVT LLC
Net Lease Membership interest (7)(15) — 11/18/2016 — — 5,152 7,984 0.59 %
NM JRA LLC
Net Lease Membership interest (7)(15) — 8/12/2016 — — 2,043 3,996 0.30 %
NHME Holdings Corp. (28)
Healthcare Services Ordinary shares (3)(15) — 11/27/2018 — 640,000 4,000 2,000 0.15 %
NM GP Holdco, LLC**
Net Lease Membership interest (7)(15) — 6/20/2018 — — 998 1,197 0.09 %
NM KRLN LLC
Net Lease Membership interest (7)(15) — 11/15/2016 — — 9,222 244 0.02 %
QID TRH Holdings LLC (21)
Tenawa Resource Holdings LLC
Specialty Chemicals & Materials Ordinary shares (14)(15) — 10/1/2021 — 80 — —
Profit Interest (6)(15) — 10/1/2021 — 5 — —
— — — %
Total Shares - United States $ 527,624 $ 554,665 41.31 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (19) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares (17) Cost Fair Value Percent of
Net
Assets
Equity - Canada
NM APP Canada Corp.**
Net Lease Membership interest (7)(15) — 9/13/2016 — — $ 7,345 $ 9,422 0.70 %
Total Shares - Canada $ 7,345 $ 9,422 0.70 %
Total Shares $ 534,969 $ 564,087 42.01 %
Warrants - United States
UniTek Global Services, Inc.
Business Services Warrants (3)(15) — 12/16/2020 2/20/2025 8,523 $ — $ 13,081 0.97 %
NHME Holdings Corp. (28)
Healthcare Services Warrants (3)(15) — 11/27/2018 — 160,000 1,000 500 0.04 %
Total Warrants - United States $ 1,000 $ 13,581 1.01 %
Total Funded Investments $ 722,467 $ 755,810 56.29 %
Unfunded Debt Investments - United States
New Permian Holdco, Inc.
New Permian Holdco, L.L.C.
Energy First lien (3)(15)(18) - Undrawn — 10/30/2020 12/31/2024 $ 4,977 $ — $ — — %
Tenawa Resource Holdings LLC (21)
Tenawa Resource Management LLC
Specialty Chemicals & Materials First lien (3)(15)(18) - Undrawn — 12/17/2021 10/30/2026 8,000 — — — %
Total Unfunded Debt Investments - United States $ — $ — — %
Total Controlled Investments $ 722,467 $ 755,810 56.29 %
Total Investments $ 3,126,492 $ 3,174,364 236.43 %
(1) New Mountain Finance Corporation (the "Company") generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"). These investments are generally subject to certain limitations on resale, and may be deemed to be "restricted securities" under the Securities Act.
(2) Investment is pledged as collateral for the Holdings Credit Facility, a revolving credit facility among the Company, as the Collateral Manager, New Mountain Finance Holdings, L.L.C. ("NMF Holdings") as the Borrower and Wells Fargo Bank, National Association as the Administrative Agent and Collateral Custodian. See Note 7. Borrowings , for details.
(3) Investment is pledged as collateral for the NMFC Credit Facility, a revolving credit facility among the Company as the Borrower and Goldman Sachs Bank USA as the Administrative Agent and the Collateral Agent and Goldman Sachs Bank USA, Morgan Stanley Bank, N.A., Stifel Bank & Trust and MUFG Union Bank, N.A. as Lenders. See Note 7. Borrowings , for details.
(4) Investment is held in New Mountain Finance SBIC, L.P.
(5) Investment is held in New Mountain Finance SBIC II, L.P.
(6) Investment is held in NMF QID NGL Holdings, Inc.
(7) Investment is held in New Mountain Net Lease Corporation.
(8) Investment is pledged as collateral for the DB Credit Facility, a revolving credit facility among New Mountain Finance DB, L.L.C as the Borrower and Deutsche Bank AG, New York Branch as the Facility Agent. See Note 7. Borrowings , for details.
(9) Investment is held in NMF Ancora Holdings, Inc.
(10) Investment is held in NMF Permian Holdings, LLC.
(11) Investment is held in NMF HB, Inc.
(12) Investment is held in NMF OEC, Inc.
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
(13) Investment is held in NMF Pioneer, Inc.
(14) Investment is held in NMF TRM, LLC.
(15) The fair value of the Company's investment is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 4. Fair Value, for details.
(16) Investment is denominated in foreign currency and is translated into U.S. dollars as of the valuation date. As of December 31, 2021, the par value U.S. dollar equivalent of the first lien term loan, drawn first lien term loan and the undrawn first lien term loan is $17,428, $5,103 and $12,884, respectively. See Note 2. Summary of Significant Accounting Policies , for details.
(17) Par amount is denominated in United States Dollar unless otherwise noted, British Pound ("£").
(18) Par value amounts represent the drawn or undrawn (as indicated in type of investment) portion of revolving credit facilities or delayed draws. Cost amounts represent the cash received at settlement date net of the impact of paydowns and cash paid for drawn revolvers or delayed draws.
(19) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (L), the Prime Rate (P), the Sterling Overnight Interbank Average Rate (Sonia), and the alternative base rate (Base) and which resets daily (D), weekly (W), monthly (M), quarterly (Q), semi-annually (S) or annually (A). For each investment the current interest rate provided reflects the rate in effect as of December 31, 2021.
(20) The Company holds investments in Education Management Corporation and one related entity of Education Management Corporation. The Company holds series A-1 convertible preferred stock and common stock in Education Management Corporation and holds tranche A first lien term loans and a tranche B first lien term loan in Education Management II LLC, which is an indirect subsidiary of Education Management Corporation.
(21) The Company holds investments in multiple entities of Tenawa Resource Holdings LLC. The Company holds 4.6% of the Class B profits interest in QID NGL, LLC (which at closing represented 97% of the ownership in the class B units in QID TRH Holdings, LLC), class A common units of Tenawa Resource Holdings LLC, and holds a tranche A first lien term loan, a tranche B first lien term loan and a first lien revolver in Tenawa Resource Management LLC.
(22) The Company holds preferred equity in OEC Holdco, LLC, and two second lien term loans in OEConnection LLC, a wholly-owned subsidiary of OEC Holdco, LLC. The preferred equity is entitled to receive prefenential dividends of 11.00% per annum.
(23) The Company holds investments in two wholly-owned subsidiaries of Appriss Health Holdings, Inc. The company holds a first lien term loan and a first lien revolver in Appriss Health, LLC, and preferred equity in Appriss Health Intermediate Holdings, Inc. The preferred equity is entitled to receive preferential dividends at a rate of 11.00% per annum.
(24) The Company holds ordinary shares in TVG-Edmentum Holdings, LLC, and subordinated notes in Edmentum Ultimate Holdings, LLC, a wholly-owned subsidiary of TVG-Edmentum Holdings, LLC. The ordinary shares are entitled to receive cumulative preferential dividends at a rate of 12.0% per annum.
(25) The Company holds preferred equity in UniTek Global Services, Inc. that is entitled to receive cumulative preferential dividends at a rate of 13.5% per annum payable in additional shares.
(26) The Company holds preferred equity in UniTek Global Services, Inc. that is entitled to receive cumulative preferential dividends at a rate of 19.0% per annum payable in additional shares.
(27) The Company holds preferred equity in UniTek Global Services, Inc. that is entitled to received cumulative preferential dividends at a rate of 20.0% per annum payable in additional shares.
(28) The Company holds ordinary shares and warrants in NHME Holdings Corp., as well as second lien term loans in National HME, Inc., a wholly-owned subsidiary of NHME Holdings Corp.
(29) The Company holds preferred equity in Bach Special Limited (Bach Preference Limited) that is entitled to receive cumulative preferential dividends at a rate of 12.25% per annum payable in additional shares.
(30) The Company holds preferred equity in Dealer Tire Holdings, LLC that is entitled to receive cumulative preferential dividends at a rate of 7.00% per annum.
(31) The Company holds preferred equity in Symplr Software Intermediate Holdings, Inc. that is entitled to receive cumulative preferential dividends at a rate of L + 10.50% per annum.
(32) The Company holds ordinary shares in New Benevis Topco, LLC, and holds first lien last out term loans and subordinated notes in New Benevis Holdco Inc., a wholly-owned subsidiary of New Benevis Topco, LLC.
(33) The Company holds ordinary shares in AAC Lender Holdings, LLC and a first lien term loan, first lien revolver and subordinated notes in American Achievement Corporation, a partially-owned subsidiary of AAC Lender Holdings, LLC.
(34) The Company holds preferred equity in Project Essential Super Parent, LLC that is entitled to receive cumulative preferential dividends at a rate of L + 9.50% per annum.
(35) The Company holds investments in two wholly-owned subsidiary of Diamond Parent Holdings Corp. The Company holds three first lien term loans and a first lien revolver in Diligent Corporation and preferred equity in Diligent Preferred Issuer Inc. The preferred equity in Diligent Preferred Issuer Inc. is entitled to receive cumulative preferential dividends at a rate 10.50% per annum.
(36) The Company holds investments in ACI Parent Inc. and a wholly-owned subsidiary of ACI Parent Inc. The Company holds a first lien term loan, a first lien delayed draw and a first lien revolver in ACI Group Holdings, Inc. and preferred equity in ACI Parent Inc. The preferred equity in ACI Parent Inc. is entitled to receive cumulative preferential dividends at a rate of 11.75% per annum.
(37) The Company holds preferred equity in HB Wealth Management, LLC that is entitled to receive cumulative preferential dividends at a rate of 4.00% per annum.
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
(38) The Company holds ordinary shares in FS WhiteWater Holdings, LLC, and a first lien term loan, a first lien revolver, and two first lien delayed draws in FS WhiteWater Borrwer, LLC, a partially-owned subsidiary of FS WhiteWater Holdings, LLC.
(39) The Company holds ordinary shares in Pioneer Topco I, L.P., and a first lien term loan and a first lien revolver in Pioneer Buyer I, LLC, a wholly-owned subsidiary of Pioneer Topco I, L.P.
(40) The Company holds ordinary shares in OA Topco, L.P., and a first lien term loan and a first lien revolver in OA Buyer, Inc., a wholly-owned subsidary of OA Topco, L.P.
(41) Investment or a portion of the investment is on non-accrual status. See Note 3. Investments , for details.
(42) The Company holds one security purchased under a collateralized agreement to resell on its Consolidated Statement of Assets and Liabilities with a cost basis of $30,000 and a fair value of $21,422 as of December 31, 2021. See Note 2. Summary of Significant Accounting Policies , for details.
(43) Denotes investments in which the Company is an “Affiliated Person”, as defined in the Investment Company Act of 1940, as amended (the "1940 Act"), due to owning or holding the power to vote 5.0% or more of the outstanding voting securities of the investment but not controlling the company. Fair value as of December 31, 2021 and December 31, 2020 along with transactions during the year ended December 31, 2021 in which the issuer was a non-controlled/affiliated investment is as follows:
Portfolio Company Fair Value at December 31, 2020 Gross
Additions (A) Gross
Redemptions
(B) Net
Realized
Gains
(Losses) Net Change In
Unrealized
Appreciation
(Depreciation) Fair Value at December 31, 2021 Interest
Income Dividend
Income Other
Income
Permian Holdco 1, Inc. / Permian Holdco 2, Inc. / Permian Holdco 3, Inc. / Permian Trust $ — $ 225 $ (12,438) $ (12,213) $ 12,213 $ — $ — $ — $ —
Sierra Hamilton Holdings Corporation 4,776 11 (828) 2 41 4,000 188 — 24
TVG-Edmentum Holdings, LLC / Edmentum Ultimate Holdings, LLC 98,236 5,575 (27,287) 20,549 54,251 130,775 1,825 5,123 321
Total Non-Controlled/Affiliated Investments $ 103,012 $ 5,811 $ (40,553) $ 8,338 $ 66,505 $ 134,775 $ 2,013 $ 5,123 $ 345
(A) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, payment-in-kind (“PIK”) interest or dividends, the amortization of discounts, reorganizations or restructurings and the movement at fair value of an existing portfolio company into this category from a different category.
(B) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, reorganizations or restructurings and the movement of an existing portfolio company out of this category into a different category.
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
(in thousands, except shares)
(44) Denotes investments in which the Company is in “Control”, as defined in the 1940 Act, due to owning or holding the power to vote more than 25.0% of the outstanding voting securities of the investment. Fair value as of December 31, 2021 and December 31, 2020 along with transactions during the year ended December 31, 2021 in which the issuer was a controlled investment, is as follows:
Portfolio Company Fair Value at December 31, 2020 Gross
Additions
(A) Gross
Redemptions
(B) Net
Realized
Gains
(Losses) Net Change In
Unrealized
Appreciation
(Depreciation) Fair Value at December 31, 2021 Interest
Income Dividend
Income Other
Income
Edmentum Inc. $ — $ — $ — $ 2,207 $ — $ — $ — $ — $ 1,200
National HME, Inc./NHME Holdings Corp. 27,530 8,094 — — (8,277) 27,347 4,594 — 500
New Benevis Topco, LLC / New Benevis Holdco, Inc. 98,442 5,417 — — 5,736 109,595 6,956 — 1,500
New Permian Holdco, Inc. / New Permian Holdco, L.L.C. 29,336 5,423 — — — 34,759 3,522 — 634
NM APP CANADA CORP 12,302 — — — (2,880) 9,422 — 978 —
NM APP US LLC 7,410 — — — 7,481 14,891 — 561 —
NM CLFX LP 14,885 — — — 9,791 24,676 — 1,521 —
NM DRVT LLC 7,084 — — — 900 7,984 — 466 —
NM JRA LLC 3,830 — — — 166 3,996 — 268 —
NM GLCR LP 29,130 — — — 21,557 50,687 — 1,892 —
NM KRLN LLC 1,501 641 — — (1,898) 244 — — —
NM NL Holdings, L.P. 67,132 32,757 — — 7,981 107,870 — 7,414 —
NM GP Holdco, LLC 703 415 — — 79 1,197 — 52 —
NM YI LLC 6,852 — — — 1,434 8,286 — 877 —
NMFC Senior Loan Program I LLC 23,000 10,000 (33,000) — — — — 741 —
NMFC Senior Loan Program II LLC 79,400 — (79,400) — — — — 2,410 —
NMFC Senior Loan Program III LLC 120,000 20,000 — — — 140,000 — 16,712 —
NMFC Senior Loan Program IV LLC — 112,400 — — — 112,400 — 7,767 —
Tenawa Resource Management LLC / Tenawa Resource Holdings LLC / QID TRH Holdings LLC (C) — 64,776 (45,892) (11,243) 15,937 34,821 845 — 8
UniTek Global Services, Inc. 72,338 6,669 (2,712) 1 (8,660) 67,635 3,880 4,497 738
Total Controlled Investments $ 600,875 $ 266,592 $ (161,004) $ (9,035) $ 49,347 $ 755,810 $ 19,797 $ 46,156 $ 4,580
(A) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest or dividends, the amortization of discounts, reorganizations or restructurings and the movement of an existing portfolio company into this category from a different category.
(B) Gross redemptions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, reorganizations or restructurings and the movement of an existing portfolio company out of this category into a different category.
(C) Portfolio company moved into the controlled category from the non-controlled/non-affiliated investment category.
* All or a portion of interest contains PIK interest.
** Indicates assets that the Company deems to be “non-qualifying assets” under Section 55(a) of the 1940 Act. Qualifying assets must represent at least 70.0% of the Company’s total assets at the time of acquisition of any additional non-qualifying assets. As of December 31, 2021, 18.0% of the Company’s total assets are represented by investments at fair value that are considered non-qualifying assets.
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2021
December 31, 2021
Investment Type Percent of Total
Investments at Fair Value
First lien 52.23 %
Second lien 19.76 %
Subordinated 1.60 %
Equity and other 26.41 %
Total investments 100.00 %
December 31, 2021
Industry Type Percent of Total
Investments at Fair Value
Software 24.61 %
Business Services 16.19 %
Healthcare Services 16.07 %
Investment Funds (includes investments in joint ventures) 7.95 %
Education 7.89 %
Net Lease 7.22 %
Consumer Services 3.50 %
Distribution & Logistics 3.28 %
Insurance Services 2.37 %
Specialty Chemicals & Materials 1.90 %
Information Technology 1.85 %
Financial Services 1.76 %
Healthcare Information Technology 1.67 %
Energy 1.22 %
Packaging 1.06 %
Federal Services 0.40 %
Business Products 0.33 %
Consumer Products 0.32 %
Industrial Services 0.23 %
Information Services 0.18 %
Total investments 100.00 %
December 31, 2021
Interest Rate Type Percent of Total
Investments at Fair Value
Floating rates 88.54 %
Fixed rates 11.46 %
Total investments 100.00 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Non-Controlled/Non-Affiliated Investments
Funded Debt Investments - Canada
Dentalcorp Health Services ULC (fka Dentalcorp Perfect Smile ULC)**
Healthcare Services Second lien (3) 8.50% (L + 7.50%/M) 6/1/2018 6/8/2026 $ 28,612 $ 28,417 $ 28,612
Second lien (8) 8.50% (L + 7.50%/M) 6/1/2018 6/8/2026 7,500 7,452 7,500
36,112 35,869 36,112 2.92 %
Total Funded Debt Investments - Canada $ 36,112 $ 35,869 $ 36,112 2.92 %
Funded Debt Investments - United Arab Emirates
GEMS Menasa (Cayman) Limited**
Education First lien (8) 6.00% (L + 5.00%/S) 7/30/2019 7/31/2026 $ 15,678 $ 15,614 $ 15,658 1.27 %
Total Funded Debt Investments - United Arab Emirates $ 15,678 $ 15,614 $ 15,658 1.27 %
Funded Debt Investments - United Kingdom
Shine Acquisition Co. S.à.r.l / Boing US Holdco Inc.**
Consumer Services Second lien (2)(10) 8.50% (L + 7.50%/M) 9/25/2017 10/3/2025 $ 37,853 $ 37,697 $ 37,853
Second lien (8)(10) 8.50% (L + 7.50%/M) 9/25/2017 10/3/2025 6,000 5,975 6,000
43,853 43,672 43,853 3.54 %
Aston FinCo S.a r.l. / Aston US Finco, LLC**
Software Second lien (8)(10) 8.40% (L + 8.25%/M) 10/8/2019 10/8/2027 34,459 34,213 34,459 2.79 %
Total Funded Debt Investments - United Kingdom $ 78,312 $ 77,885 $ 78,312 6.33 %
Funded Debt Investments - United States
GS Acquisitionco, Inc.
Software First lien (2)(10) 6.75% (L + 5.75%/S) 8/7/2019 5/24/2024 $ 26,639 $ 26,517 $ 26,639
First lien (2)(10) 6.75% (L + 5.75%/S) 8/7/2019 5/24/2024 25,950 25,818 25,950
First lien (5)(10) 6.75% (L + 5.75%/S) 8/7/2019 5/24/2024 22,193 22,091 22,193
First lien (2)(10) 6.75% (L + 5.75%/S) 8/7/2019 5/24/2024 12,649 12,578 12,649
87,431 87,004 87,431 7.07 %
PhyNet Dermatology LLC
Healthcare Services First lien (2)(10) 6.50% (L + 5.50%/M) 9/17/2018 8/16/2024 49,857 49,528 48,844
First lien (3)(10) 6.50% (L + 5.50%/M) 9/17/2018 8/16/2024 27,857 27,623 27,291
77,714 77,151 76,135 6.15 %
Associations, Inc.
Business Services First lien (2)(10) 8.00% (L + 4.00% + 3.00% PIK/Q)* 7/30/2018 7/30/2024 45,932 45,751 45,932
First lien (8)(10) 8.00% (L + 4.00% + 3.00% PIK/Q)* 7/30/2018 7/30/2024 5,272 5,252 5,272
First lien (2)(10)(11) - Drawn 8.00% (L + 4.00% + 3.00% PIK/Q)* 7/30/2018 7/30/2024 10,419 10,371 10,419
First lien (2)(10)(11) - Drawn 7.00% (L + 6.00%/Q) 7/30/2018 7/30/2024 2,033 2,020 2,033
63,656 63,394 63,656 5.14 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
ConnectWise, LLC
Software First lien (2)(10) 6.25% (L + 5.25%/Q) 11/26/2019 2/28/2025 $ 55,054 $ 54,772 $ 55,054
First lien (3)(10)(11) - Drawn 6.25% (L + 5.25%/M) 11/26/2019 2/28/2025 1,062 1,055 1,062
56,116 55,827 56,116 4.54 %
iCIMS, Inc.
Software First lien (8)(10) 7.50% (L + 6.50%/S) 9/12/2018 9/12/2024 41,636 41,340 41,794
First lien (8)(10) 7.50% (L + 6.50%/S) 6/14/2019 9/12/2024 8,667 8,602 8,700
First lien (3)(10)(11) - Drawn 7.50% (L + 6.50%/Q) 9/12/2018 9/12/2024 2,915 2,886 2,915
53,218 52,828 53,409 4.32 %
CentralSquare Technologies, LLC
Software Second lien (3) 7.75% (L + 7.50%/Q) 8/15/2018 8/31/2026 47,838 47,361 46,164
Second lien (8) 7.75% (L + 7.50%/Q) 8/15/2018 8/31/2026 7,500 7,425 7,237
55,338 54,786 53,401 4.32 %
DCA Investment Holding, LLC
Healthcare Services First lien (8)(10) 6.25% (L + 5.25%/Q) 4/16/2019 7/2/2021 20,316 20,243 19,977
First lien (2)(10) 6.25% (L + 5.25%/Q) 7/2/2015 7/2/2021 16,916 16,900 16,634
First lien (8)(10) 6.25% (L + 5.25%/Q) 12/20/2017 7/2/2021 8,801 8,782 8,654
First lien (2)(10) 6.25% (L + 5.25%/Q) 12/20/2017 7/2/2021 4,142 4,135 4,073
First lien (3)(10)(11) - Drawn 6.25% (L + 5.25%/Q) 7/2/2015 7/2/2021 2,056 2,036 2,022
52,231 52,096 51,360 4.15 %
Salient CRGT Inc.
Federal Services First lien (2)(10) 7.50% (L + 6.50%/S) 1/6/2015 2/28/2022 37,348 37,209 37,348
First lien (8)(10) 7.50% (L + 6.50%/S) 6/6/2019 2/28/2022 12,762 12,528 12,762
50,110 49,737 50,110 4.05 %
Frontline Technologies Group Holdings, LLC
Software First lien (4)(10) 6.75% (L + 5.75%/Q) 9/18/2017 9/18/2023 21,940 21,856 21,940
First lien (2)(10) 6.75% (L + 5.75%/Q) 9/18/2017 9/18/2023 18,490 18,447 18,490
First lien (2)(10) 6.75% (L + 5.75%/Q) 9/18/2017 9/18/2023 7,632 7,594 7,632
48,062 47,897 48,062 3.88 %
NM GRC Holdco, LLC
Business Services First lien (2)(10) 8.50% (L + 6.00% + 1.50% PIK/Q)* 2/9/2018 2/9/2024 38,368 38,258 36,929
First lien (2)(10) 8.50% (L + 6.00% + 1.50% PIK/Q)* 2/9/2018 2/9/2024 10,664 10,631 10,264
49,032 48,889 47,193 3.82 %
Brave Parent Holdings, Inc.
Software Second lien (5)(10) 7.65% (L + 7.50%/M) 4/17/2018 4/17/2026 22,500 22,417 22,500
Second lien (2)(10) 7.65% (L + 7.50%/M) 4/17/2018 4/17/2026 16,624 16,498 16,624
Second lien (8)(10) 7.65% (L + 7.50%/M) 4/17/2018 4/17/2026 6,000 5,955 6,000
45,124 44,870 45,124 3.65 %
Integro Parent Inc.
Business Services First lien (2)(10) 6.75% (L + 5.75%/M) 10/9/2015 10/31/2022 34,490 34,405 34,490
Second lien (8)(10) 10.25% (L + 9.25%/M) 10/9/2015 10/30/2023 10,000 9,955 10,000
44,490 44,360 44,490 3.60 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Quest Software US Holdings Inc.
Software Second lien (2)(10) 8.46% (L + 8.25%/Q) 5/17/2018 5/18/2026 $ 43,697 $ 43,367 $ 43,697 3.53 %
Tenawa Resource Holdings LLC (14)
Tenawa Resource Management LLC
Specialty Chemicals & Materials First lien (3)(10) 10.50% (Base + 8.00%/Q) 5/12/2014 10/30/2024 38,600 38,559 38,600 3.12 %
Trader Interactive, LLC
Business Services First lien (2)(10) 7.25% (L + 6.25%/M) 6/15/2017 6/17/2024 31,605 31,482 31,605
First lien (8)(10) 7.25% (L + 6.25%/M) 6/15/2017 6/17/2024 4,899 4,880 4,899
First lien (3)(10)(11) - Drawn 7.25% (L + 6.25%/M) 6/15/2017 6/15/2023 502 498 502
37,006 36,860 37,006 2.99 %
CoolSys, Inc.
Industrial Services First lien (5) 7.00% (L + 6.00%/Q) 11/20/2019 11/20/2026 22,275 22,177 22,275
First lien (2) 7.00% (L + 6.00%/Q) 11/20/2019 11/20/2026 10,296 10,251 10,296
First lien (3) 7.00% (L + 6.00%/Q) 11/20/2019 11/20/2026 4,173 4,153 4,173
36,744 36,581 36,744 2.97 %
KAMC Holdings, Inc
Business Services Second lien (2)(10) 8.22% (L + 8.00%/Q) 8/14/2019 8/13/2027 18,750 18,627 18,300
Second lien (8)(10) 8.22% (L + 8.00%/Q) 8/14/2019 8/13/2027 18,750 18,627 18,300
37,500 37,254 36,600 2.96 %
Affinity Dental Management, Inc.
Healthcare Services First lien (2)(10) 7.00% (L + 6.00%/Q) 9/15/2017 9/15/2023 26,222 26,182 24,397
First lien (4)(10) 7.00% (L + 6.00%/Q) 9/17/2019 9/15/2023 10,592 10,592 9,854
First lien (3)(10)(11) - Drawn 7.00% (L + 6.00%/Q) 9/15/2017 3/15/2023 1,738 1,720 1,617
38,552 38,494 35,868 2.90 %
GC Waves Holdings, Inc.**
Business Services First lien (5)(10) 6.75% (L + 5.75%/Q) 10/31/2019 10/31/2025 22,331 22,191 22,331
First lien (2)(10) 6.75% (L + 5.75%/Q) 10/31/2019 10/31/2025 3,645 3,622 3,645
First lien (3)(10) 6.75% (L + 5.75%/Q) 10/31/2019 10/31/2025 9,835 9,742 9,835
35,811 35,555 35,811 2.89 %
Definitive Healthcare Holdings, LLC
Healthcare Information Technology First lien (8)(10) 6.50% (L + 5.50%/Q) 8/7/2019 7/16/2026 33,615 33,477 33,615
First lien (3)(10)(11) - Drawn 6.50% (L + 5.50%/Q) 8/7/2019 7/16/2026 1,327 1,321 1,327
34,942 34,798 34,942 2.82 %
TDG Group Holding Company
Consumer Services First lien (2)(10) 5.40% (L + 5.25%/M) 5/22/2018 5/31/2024 24,607 24,532 24,607
First lien (8)(10) 5.40% (L + 5.25%/M) 5/22/2018 5/31/2024 4,900 4,884 4,900
First lien (2)(10) 5.40% (L + 5.25%/M) 5/22/2018 5/31/2024 3,287 3,277 3,287
First lien (2)(10)(11) - Drawn 5.40% (L + 5.25%/M) 5/22/2018 5/31/2024 1,891 1,882 1,891
34,685 34,575 34,685 2.80 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Kaseya Inc.
Software First lien (8)(10) 8.00% (L + 4.00% + 3.00% PIK/S)* 5/9/2019 5/2/2025 $ 28,225 $ 28,014 $ 28,508
First lien (3)(10) 8.00% (L + 4.00% + 3.00% PIK/S)* 5/9/2019 5/2/2025 3,315 3,284 3,348
First lien (3)(10)(11) - Drawn 7.50% (L + 6.50%/S) 5/9/2019 5/2/2025 1,133 1,121 1,133
32,673 32,419 32,989 2.67 %
Finalsite Holdings, Inc.
Software First lien (4)(10) 6.00% (L + 5.00%/Q) 9/28/2018 9/25/2024 21,994 21,883 21,994
First lien (2)(10) 6.00% (L + 5.00%/Q) 9/28/2018 9/25/2024 10,863 10,809 10,863
32,857 32,692 32,857 2.66 %
Integral Ad Science, Inc.
Software First lien (8)(10) 8.25% (L + 6.00% + 1.25% PIK/S)* 7/19/2018 7/19/2024 27,127 26,943 27,127
First lien (3)(10) 8.25% (L + 6.00% + 1.25% PIK/S)* 8/27/2019 7/19/2024 3,544 3,517 3,544
30,671 30,460 30,671 2.48 %
Ansira Holdings, Inc.
Business Services First lien (8)(10) 7.50% (L + 6.50% PIK/S)* 12/19/2016 12/20/2024 29,511 29,451 24,146
First lien (3)(10) 7.50% (L + 6.50% PIK/S)* 12/19/2016 12/20/2024 7,452 7,440 6,097
36,963 36,891 30,243 2.44 %
MRI Software LLC
Software First lien (5)(10) 6.50% (L + 5.50%/Q) 1/31/2020 2/10/2026 22,329 22,232 22,358
First lien (3)(10) 6.50% (L + 5.50%/Q) 1/31/2020 2/10/2026 4,654 4,632 4,660
First lien (2)(10) 6.50% (L + 5.50%/Q) 1/31/2020 2/10/2026 1,615 1,608 1,617
28,598 28,472 28,635 2.31 %
Keystone Acquisition Corp.
Healthcare Services First lien (2) 6.25% (L + 5.25%/Q) 5/10/2017 5/1/2024 24,231 24,143 22,899
Second lien (2)(10) 10.25% (L + 9.25%/Q) 5/10/2017 5/1/2025 4,500 4,471 4,500
28,731 28,614 27,399 2.22 %
Confluent Health, LLC
Healthcare Services First lien (2) 5.15% (L + 5.00%/M) 6/21/2019 6/24/2026 27,088 26,976 26,783 2.17 %
HS Purchaser, LLC / Help/Systems Holdings, Inc.
Software Second lien (5) 9.00% (L + 8.00%/Q) 11/14/2019 11/19/2027 22,500 22,391 22,275
Second lien (2) 9.00% (L + 8.00%/Q) 11/14/2019 11/19/2027 4,208 4,170 4,166
26,708 26,561 26,441 2.14 %
Instructure, Inc.
Software First lien (8)(10) 8.00% (L + 7.00%/Q) 3/24/2020 3/24/2026 24,090 23,955 23,940 1.93 %
Idera, Inc.
Software Second lien (4)(10) 10.00% (L + 9.00%/S) 6/27/2019 6/28/2027 22,500 22,353 22,725 1.84 %
Astra Acquisition Corp.
Software First lien (5) 6.50% (L + 5.50%/M) 2/26/2020 3/1/2027 22,331 22,179 22,555 1.82 %
Syndigo LLC
Software Second lien (4) 8.75% (L + 8.00%/S) 12/14/2020 12/15/2028 22,500 22,331 22,331 1.80 %
Convey Health Solutions, Inc.
Healthcare Services First lien (4)(10) 6.25% (L + 5.25%/Q) 9/9/2019 9/4/2026 22,219 22,008 22,219 1.80 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Cardinal Parent, Inc.
Software First lien (4) 5.25% (L + 4.50%/S) 10/30/2020 11/12/2027 $ 12,188 $ 12,097 $ 12,066
Second lien (4)(10) 8.50% (L + 7.75%/S) 11/12/2020 11/13/2028 9,767 9,670 9,962
21,955 21,767 22,028 1.78 %
CRCI Longhorn Holdings, Inc.
Business Services Second lien (3)(10) 7.40% (L + 7.25%/M) 8/2/2018 8/10/2026 14,349 14,307 14,349
Second lien (8)(10) 7.40% (L + 7.25%/M) 8/2/2018 8/10/2026 7,500 7,478 7,500
21,849 21,785 21,849 1.77 %
Avatar Topco, Inc. (23)
EAB Global, Inc.
Education Second lien (3)(10) 8.50% (L + 7.50%/S) 11/17/2017 11/17/2025 13,950 13,805 13,950
Second lien (8)(10) 8.50% (L + 7.50%/S) 11/17/2017 11/17/2025 7,500 7,422 7,500
21,450 21,227 21,450 1.73 %
MED Parentco, LP
Healthcare Services Second lien (8)(10) 8.40% (L + 8.25%/M) 8/2/2019 8/30/2027 20,857 20,718 21,066 1.70 %
YLG Holdings, Inc.
Business Services First lien (5)(10) 7.25% (L + 6.25%/S) 11/1/2019 10/31/2025 18,229 18,152 18,271
First lien (5)(10) 7.25% (L + 6.25%/S) 11/1/2019 10/31/2025 2,374 2,363 2,379
20,603 20,515 20,650 1.67 %
TMK Hawk Parent, Corp.
Distribution & Logistics First lien (2)(10) 3.65% (L + 3.50%/M) 6/24/2019 8/28/2024 16,735 14,786 10,468
First lien (8)(10) 3.65% (L + 3.50%/M) 10/23/2019 8/28/2024 16,141 13,778 10,096
32,876 28,564 20,564 1.66 %
Institutional Shareholder Services, Inc.
Business Services Second lien (3)(10) 8.75% (L + 8.50%/Q) 3/5/2019 3/5/2027 20,372 20,117 20,372 1.65 %
Spring Education Group, Inc (fka SSH Group Holdings, Inc.)
Education Second lien (2) 8.50% (L + 8.25%/Q) 7/26/2018 7/30/2026 21,959 21,914 20,202 1.63 %
AAC Holding Corp.
Education First lien (2)(10) 9.25% (L + 8.25% PIK/M)* 9/30/2015 9/30/2022 26,343 26,284 19,597 1.58 %
DiversiTech Holdings, Inc.
Distribution & Logistics Second lien (2) 8.50% (L + 7.50%/Q) 5/18/2017 6/2/2025 12,000 11,923 11,940
Second lien (8) 8.50% (L + 7.50%/Q) 5/18/2017 6/2/2025 7,500 7,452 7,463
19,500 19,375 19,403 1.57 %
Xactly Corporation
Software First lien (4)(10) 8.25% (L + 7.25%/S) 7/31/2017 7/29/2022 19,047 18,970 19,047 1.54 %
Peraton Holding Corp. (fka MHVC Acquisition Corp.)
Federal Services First lien (2) 6.25% (L + 5.25%/Q) 4/25/2017 4/29/2024 18,575 18,525 18,621 1.50 %
Bluefin Holding, LLC
Software Second lien (8)(10) 7.90% (L + 7.75%/M) 9/6/2019 9/6/2027 18,000 18,000 18,000 1.46 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Kele Holdco, Inc.
Distribution & Logistics First lien (5)(10) 7.00% (L + 6.00%/M) 2/20/2020 2/20/2026 $ 16,111 $ 16,040 $ 16,292
First lien (3)(10)(11) - Drawn 7.00% (L + 6.00%/M) 2/20/2020 2/20/2026 1,619 1,611 1,619
17,730 17,651 17,911 1.45 %
Bullhorn, Inc.
Software First lien (2)(10) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 17,002 16,896 17,002
First lien (3)(10) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 353 350 353
First lien (3)(10) 6.75% (L + 5.75%/Q) 9/24/2019 9/30/2026 281 279 281
17,636 17,525 17,636 1.43 %
The Kleinfelder Group, Inc.
Business Services First lien (4)(10) 6.25% (L + 5.25%/Q) 12/18/2018 11/29/2024 17,150 17,090 17,150 1.39 %
Coyote Buyer, LLC
Specialty Chemicals & Materials First lien (5)(10) 7.00% (L + 6.00%/Q) 3/13/2020 2/6/2026 14,079 14,016 14,079
First lien (5)(10) 9.00% (L + 8.00%/Q) 10/15/2020 8/6/2026 2,533 2,508 2,558
16,612 16,524 16,637 1.35 %
Hill International, Inc.**
Business Services First lien (2)(10) 6.75% (L + 5.75%/Q) 6/21/2017 6/21/2023 15,247 15,212 15,247 1.23 %
CFS Management, LLC
Healthcare Services First lien (2)(10) 6.50% (L + 5.50%/S) 8/6/2019 7/1/2024 11,615 11,571 11,615
First lien (3)(10) 6.50% (L + 5.50%/S) 8/6/2019 7/1/2024 3,459 3,443 3,459
15,074 15,014 15,074 1.22 %
Bleriot US Bidco Inc.
Federal Services Second lien (2)(10) 8.75% (L + 8.50%/Q) 10/24/2019 10/29/2027 15,000 14,865 15,011 1.21 %
FR Arsenal Holdings II Corp.
Business Services First lien (2)(10) 8.50% (L + 7.50%/Q) 9/29/2016 9/8/2022 15,344 15,286 14,932 1.21 %
BackOffice Associates Holdings, LLC
Business Services First lien (2)(10) 13.50% (L + 9.50% + 3.00% PIK/Q)* 8/25/2017 8/25/2023 13,218 13,162 13,218
First lien (3)(10)(11) - Drawn 13.50% (L + 9.50% + 3.00% PIK/Q)* 8/25/2017 8/25/2023 921 913 921
14,139 14,075 14,139 1.14 %
Alegeus Technologies Holding Corp.
Healthcare Services First lien (8)(10) 9.25% (L + 8.25%/Q) 9/5/2018 9/5/2024 13,444 13,398 13,444 1.09 %
Transcendia Holdings, Inc.
Packaging Second lien (8)(10) 9.00% (L + 8.00%/M) 6/28/2017 5/30/2025 14,500 14,371 13,069 1.06 %
PaySimple, Inc.
Software First lien (2)(10) 5.65% (L + 5.50%/M) 8/19/2019 8/23/2025 9,758 9,679 9,758
First lien (2)(10) 5.65% (L + 5.50%/M) 8/19/2019 8/23/2025 3,195 3,140 3,195
12,953 12,819 12,953 1.05 %
Geo Parent Corporation
Business Services First lien (2)(10) 5.40% (L + 5.25%/M) 12/13/2018 12/19/2025 12,934 12,885 12,934 1.04 %
Ministry Brands, LLC
Software First lien (2)(10) 5.00% (L + 4.00%/Q) 12/7/2016 12/2/2022 2,902 2,897 2,888
Second lien (8)(10) 10.25% (L + 9.25%/Q) 12/7/2016 6/2/2023 7,840 7,813 7,840
Second lien (3)(10) 10.25% (L + 9.25%/Q) 12/7/2016 6/2/2023 2,160 2,153 2,160
12,902 12,863 12,888 1.04 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
OEConnection LLC
Business Services Second lien (2)(10) 8.40% (L + 8.25%/M) 9/25/2019 9/25/2027 $ 12,044 $ 11,937 $ 12,044 0.97 %
CHA Holdings, Inc.
Business Services Second lien (4)(10) 9.75% (L + 8.75%/Q) 4/3/2018 4/10/2026 7,012 6,959 7,012
Second lien (3)(10) 9.75% (L + 8.75%/Q) 4/3/2018 4/10/2026 4,452 4,419 4,452
11,464 11,378 11,464 0.93 %
Castle Management Borrower LLC
Business Services First lien (2)(10) 7.50% (L + 6.50% PIK/Q)* 5/31/2018 2/15/2024 13,993 13,953 11,320 0.92 %
Apptio, Inc.
Software First lien (8)(10) 8.25% (L + 7.25%/S) 1/10/2019 1/10/2025 11,203 11,038 11,287 0.91 %
Alert Holding Company, Inc. (15)
Appriss Holdings, Inc.
Business Services First lien (8)(10) 5.50% (L + 5.25%/Q) 5/24/2019 5/29/2026 10,943 10,866 10,947 0.89 %
Vectra Co.
Business Products Second lien (8)(10) 7.40% (L + 7.25%/M) 2/23/2018 3/8/2026 10,788 10,759 10,788 0.87 %
Masergy Holdings, Inc.
Business Services Second lien (2)(10) 8.50% (L + 7.50%/Q) 12/14/2016 12/16/2024 10,500 10,465 10,500 0.85 %
PPVA Black Elk (Equity) LLC
Business Services Subordinated (3)(10) — 5/3/2013 — 14,500 14,500 10,354 0.84 %
VT Topco, Inc.
Business Services Second lien (4)(10) 7.15% (L + 7.00%/M) 8/14/2018 7/31/2026 10,000 9,981 10,000 0.81 %
Quartz Holding Company
Software Second lien (3)(10) 8.15% (L + 8.00%/M) 4/2/2019 4/2/2027 10,000 9,832 10,000 0.81 %
Stats Intermediate Holdings, LLC**
Business Services First lien (2) 5.47% (L + 5.25%/Q) 5/22/2019 7/10/2026 9,900 9,798 9,875 0.80 %
Affordable Care Holding Corp.
Healthcare Services First lien (2)(10) 5.75% (L + 4.75%/Q) 3/18/2019 10/24/2022 9,794 9,690 9,671 0.78 %
AgKnowledge Holdings Company, Inc.
Business Services First lien (2)(10) 5.75% (L + 4.75%/S) 11/30/2018 7/21/2023 9,261 9,233 9,261 0.75 %
AG Parent Holdings, LLC
Healthcare Services First lien (2) 5.15% (L + 5.00%/M) 7/30/2019 7/31/2026 6,923 6,894 6,853 0.55 %
Recorded Future, Inc.
Software First lien (8)(10) 7.25% (L + 6.25%/Q) 8/26/2019 7/3/2025 6,250 6,225 6,275
First lien (3)(10)(11) - Drawn 7.25% (L + 6.25%/Q) 8/26/2019 7/3/2025 500 498 500
6,750 6,723 6,775 0.55 %
CP VI Bella Midco, LLC
Healthcare Services Second lien (3) 6.90% (L + 6.75%/M) 1/25/2018 12/29/2025 6,732 6,709 6,660 0.54 %
DealerSocket, Inc.
Software First lien (2)(10) 5.75% (L + 4.75%/S) 4/16/2018 4/26/2023 6,543 6,518 6,543 0.53 %
DG Investment Intermediate Holdings 2, Inc. (aka Convergint Technologies Holdings, LLC)
Business Services Second lien (3) 7.50% (L + 6.75%/M) 1/29/2018 2/2/2026 6,732 6,709 6,530 0.53 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Restaurant Technologies, Inc.
Business Services Second lien (4) 6.65% (L + 6.50%/M) 9/24/2018 10/1/2026 $ 6,722 $ 6,709 $ 6,420 0.52 %
Diligent Corporation
Software First lien (3)(10) 7.25% (L + 6.25%/S) 12/19/2018 8/4/2025 5,947 5,912 6,057 0.49 %
Wrike, Inc.
Software First lien (8)(10) 7.75% (L + 6.75%/S) 11/20/2020 12/31/2024 4,545 4,514 4,580 0.37 %
ADG, LLC
Healthcare Services Second lien (3)(10) 11.00% (L + 10.00% PIK/Q)* 10/3/2016 3/28/2024 5,904 5,864 4,469 0.36 %
Teneo Holdings, LLC
Business Services First lien (2) 6.25% (L + 5.25%/M) 7/15/2019 7/11/2025 3,012 2,980 2,994 0.24 %
Sphera Solutions, Inc.
Software First lien (2)(10) 8.75% (L + 7.75%/Q) 9/10/2019 6/14/2023 2,464 2,450 2,487 0.20 %
Education Management Corporation (13)
Education Management II LLC
Education First lien (2) 13.00% (L + 7.50%/M)(26) 1/5/2015 7/2/2020 300 292 —
First lien (3) 13.00% (L + 7.50%/M)(26) 1/5/2015 7/2/2020 169 165 —
First lien (2) 9.75% (L + 6.50%/Q)(26) 1/5/2015 7/2/2020 206 201 —
First lien (3) 9.75% (L + 6.50%/Q)(26) 1/5/2015 7/2/2020 116 113 —
First lien (2) 11.75% (P + 8.50%/M)(26) 1/5/2015 7/2/2020 140 116 —
First lien (3) 11.75% (P + 8.50%/M)(26) 1/5/2015 7/2/2020 79 65 —
First lien (2) 11.75% (P + 8.50%/M)(26) 1/5/2015 7/2/2020 4 3 —
First lien (3) 11.75% (P + 8.50%/M)(26) 1/5/2015 7/2/2020 2 2 —
1,016 957 — — %
PPVA Fund, L.P.
Business Services Collateralized Financing (26)(27) — 11/7/2014 — — — — — %
Total Funded Debt Investments - United States $ 2,079,719 $ 2,064,501 $ 2,029,981 164.11 %
Total Funded Debt Investments $ 2,209,821 $ 2,193,869 $ 2,160,063 174.63 %
Equity - Hong Kong
Bach Special Limited (Bach Preference Limited)**
Education Preferred shares (3)(10)(22) — 9/1/2017 — 84,994 $ 8,420 $ 8,754 0.71 %
Total Shares - Hong Kong $ 8,420 $ 8,754 0.71 %
Equity - United States
Avatar Topco, Inc. (23)
Education Preferred shares (3)(10) — 11/17/2017 — 35,750 $ 52,192 $ 53,265 4.31 %
Symplr Software Intermediate Holdings, Inc.(24)
Healthcare Information Technology Preferred shares (4)(10) — 11/30/2018 — 7,500 9,534 9,647
Preferred shares (3)(10) — 11/30/2018 — 2,586 3,287 3,326
12,821 12,973 1.05 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Alert Holding Company, Inc. (15)
Alert Intermediate Holdings I, Inc.
Business Services Preferred shares (3)(10) — 5/31/2019 — 6,111 $ 7,199 $ 7,290 0.59 %
Tenawa Resource Holdings LLC (14)
QID NGL LLC
Specialty Chemicals & Materials Preferred shares (6)(10) — 10/30/2017 — 1,623,385 1,623 1,988
Preferred shares (6)(10) — 11/24/2020 — 44,668 45 45
Ordinary shares (6)(10) — 5/12/2014 — 5,290,997 5,291 4,381
6,959 6,414 0.52 %
Ancora Acquisition LLC
Education Preferred shares (9)(10) — 8/12/2013 — 372 83 158 0.01 %
Education Management Corporation (13)
Education Preferred shares (2) — 1/5/2015 — 3,331 200 —
Preferred shares (3) — 1/5/2015 — 1,879 113 —
Ordinary shares (2) — 1/5/2015 — 2,994,065 100 —
Ordinary shares (3) — 1/5/2015 — 1,688,976 56 —
469 — — %
Total Shares - United States $ 79,723 $ 80,100 6.48 %
Total Shares $ 88,143 $ 88,854 7.19 %
Warrants - United States
ASP LCG Holdings, Inc.
Education Warrants (3)(10) — 5/5/2014 5/5/2026 622 $ 37 $ 714 0.06 %
Total Warrants - United States $ 37 $ 714 0.06 %
Total Funded Investments $ 2,282,049 $ 2,249,631 181.88 %
Unfunded Debt Investments - United States
Recorded Future, Inc.
Software First lien (3)(10)(11) - Undrawn — 8/26/2019 1/3/2021 $ 500 $ (3) $ 2
First lien (3)(10)(11) - Undrawn — 8/26/2019 7/3/2025 250 (1) —
750 (4) 2 — %
MRI Software LLC
Software First lien (3)(10)(11) - Undrawn — 1/31/2020 2/10/2022 821 — 1
First lien (3)(10)(11) - Undrawn — 1/31/2020 2/10/2026 2,002 (10) —
2,823 (10) 1 — %
CoolSys, Inc.
Industrial Services First lien (3)(11) - Undrawn — 11/20/2019 11/19/2021 1,400 — — — %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Kele Holdco, Inc.
Distribution & Logistics First lien (3)(10)(11) - Undrawn — 2/20/2020 2/20/2026 $ 180 $ (1) $ — — %
Associations, Inc.
Business Services First lien (2)(10)(11) - Undrawn — 7/30/2018 7/30/2021 152 (1) — — %
AgKnowledge Holdings Company, Inc.
Business Services First lien (3)(10)(11) - Undrawn — 11/30/2018 7/21/2023 526 (3) — — %
DealerSocket, Inc.
Software First lien (3)(10)(11) - Undrawn — 4/16/2018 4/26/2023 560 (4) — — %
Coyote Buyer, LLC
Specialty Chemicals & Materials First lien (3)(10)(11) - Undrawn — 3/13/2020 2/6/2025 1,013 (5) — — %
Trader Interactive, LLC
Business Services First lien (3)(10)(11) - Undrawn — 6/15/2017 6/15/2023 1,171 (9) — — %
Definitive Healthcare Holdings, LLC
Healthcare Information Technology First lien (3)(10)(11) - Undrawn — 8/7/2019 7/16/2024 1,848 (9) —
First lien (3)(10)(11) - Undrawn — 8/7/2019 7/16/2021 6,061 — —
7,909 (9) — — %
Alert Holding Company, Inc. (15)
Appriss Holdings, Inc.
Business Services First lien (3)(10)(11) - Undrawn — 5/24/2019 5/30/2025 930 (9) — — %
Xactly Corporation
Software First lien (3)(10)(11) - Undrawn — 7/31/2017 7/29/2022 992 (10) — — %
Kaseya Inc.
Software First lien (3)(10)(11) - Undrawn — 5/9/2019 5/2/2025 1,179 (12) — — %
Bullhorn, Inc.
Software First lien (3)(10)(11) - Undrawn — 9/24/2019 10/1/2021 781 (6) —
First lien (3)(10)(11) - Undrawn — 9/24/2019 9/30/2026 852 (6) —
1,633 (12) — — %
Wrike, Inc.
Software First lien (3)(10)(11) - Undrawn — 12/31/2018 12/31/2024 1,388 (13) — — %
TDG Group Holding Company
Consumer Services First lien (2)(10)(11) - Undrawn — 5/22/2018 5/31/2024 3,152 (16) — — %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Integral Ad Science, Inc.
Software First lien (3)(10)(11) - Undrawn — 7/19/2018 7/19/2023 $ 1,807 $ (18) $ — — %
Finalsite Holdings, Inc.
Software First lien (3)(10)(11) - Undrawn — 9/25/2018 9/25/2024 2,521 (19) — — %
YLG Holdings, Inc.
Business Services First lien (3)(10)(11) - Undrawn — 11/1/2019 10/31/2025 3,968 (20) — — %
ConnectWise, LLC
Software First lien (3)(10)(11) - Undrawn — 11/26/2019 2/28/2025 3,186 (20) — — %
Bluefin Holding, LLC
Software First lien (3)(10)(11) - Undrawn — 9/6/2019 9/6/2024 1,515 (23) — — %
GC Waves Holdings, Inc.**
Business Services First lien (3)(10)(11) - Undrawn — 10/31/2019 10/31/2025 3,951 (30) — — %
Integro Parent Inc.
Business Services First lien (3)(10)(11) - Undrawn — 6/8/2018 4/30/2022 6,743 (34) — — %
GS Acquisitionco, Inc.
Software First lien (3)(10)(11) - Undrawn — 8/7/2019 5/24/2024 5,485 (34) — — %
Apptio, Inc.
Software First lien (3)(10)(11) - Undrawn — 1/10/2019 1/10/2025 2,066 (41) — — %
Salient CRGT Inc.
Federal Services First lien (3)(10)(11) - Undrawn — 6/26/2018 11/29/2021 6,125 (490) — — %
DCA Investment Holding, LLC
Healthcare Services First lien (3)(10)(11) - Undrawn — 7/2/2015 7/2/2021 44 — (1) (0.00) %
Ministry Brands, LLC
Software First lien (3)(10)(11) - Undrawn — 12/7/2016 12/2/2022 1,000 (5) (5) (0.00) %
Instructure, Inc.
Software First lien (3)(10)(11) - Undrawn — 3/24/2020 3/24/2026 2,036 (13) (13) (0.00) %
Total Unfunded Debt Investments - United States $ 66,205 $ (865) $ (16) (0.00) %
Total Unfunded Debt Investments $ 66,205 $ (865) $ (16) (0.00) %
Total Non-Controlled/Non-Affiliated Investments $ 2,281,184 $ 2,249,615 181.88 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Non-Controlled/Affiliated Investments(28)
Funded Debt Investments - United States
TVG-Edmentum Holdings, LLC (16)
Edmentum Ultimate Holdings, LLC
Education Subordinated (3)(10) 11.00% (L + 10.00%/M) 12/11/2020 12/11/2026 $ 15,000 $ 14,851 $ 14,850 1.20 %
Sierra Hamilton Holdings Corporation
Energy Second lien (3)(10) 15.00%/Q 9/12/2019 9/12/2023 835 821 751 0.06 %
Permian Holdco 1, Inc.
Permian Holdco 2, Inc.
Permian Holdco 3, Inc.
Energy First lien (3)(10) 11.00% (L + 10.00% PIK/M)(26)* 7/23/2020 2/15/2021 2,562 — —
Subordinated (3)(10) 18.00% PIK/Q (26)* 12/26/2018 6/30/2022 2,417 2,417 —
Subordinated (3)(10) 14.00% PIK/Q (26)* 10/31/2016 10/15/2021 1,708 1,708 —
Subordinated (3)(10) 14.00% PIK/Q (26)* 10/31/2016 10/15/2021 1,025 1,025 —
7,712 5,150 — — %
Total Funded Debt Investments - United States $ 23,547 $ 20,822 $ 15,601 1.26 %
Equity - United States
TVG-Edmentum Holdings, LLC (16)
Education Preferred shares (3)(10) — 12/11/2020 — 37,793 $ 38,002 $ 42,276
Ordinary shares (3)(10) — 12/11/2020 — 36,750 36,872 41,110
74,874 83,386 6.74 %
Sierra Hamilton Holdings Corporation
Energy Ordinary shares (2)(10) — 7/31/2017 — 25,000,000 11,501 3,622
Ordinary shares (3)(10) — 7/31/2017 — 2,786,000 1,282 403
12,783 4,025 0.33 %
Permian Holdco 1, Inc.
Energy Preferred shares (3)(10)(17)(26) — 10/31/2016 — 1,366,452 5,714 —
Ordinary shares (3)(10) — 10/31/2016 — 1,366,452 1,350 —
7,064 — — %
Total Shares - United States $ 94,721 $ 87,411 7.07 %
Total Non-Controlled/Affiliated Investments $ 115,543 $ 103,012 8.33 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
Controlled Investments(29)
Funded Debt Investments - United States
New Benevis Topco, LLC (25)
New Benevis Holdco, Inc.
Healthcare Services First lien (2)(10) 10.50% (L + 2.50% + 7.00% PIK/Q)* 10/6/2020 4/7/2025 $ 30,882 $ 30,882 $ 30,882
First lien (8)(10) 10.50% (L + 2.50% + 7.00% PIK/Q)* 10/6/2020 4/7/2025 7,577 7,577 7,577
First lien (3)(10) 10.50% (L + 2.50% + 7.00% PIK/Q)* 10/6/2020 4/7/2025 3,720 3,720 3,720
Subordinated (3)(10) 12.00% PIK/M* 10/6/2020 10/6/2025 14,669 11,906 11,735
56,848 54,085 53,914 4.37 %
UniTek Global Services, Inc.
Business Services First lien (2)(10) 8.50% (L + 5.50% + 2.00% PIK/S)* 6/29/2018 8/20/2024 12,512 12,512 11,969
First lien (3)(10) 8.50% (L + 5.50% + 2.00% PIK/S)* 3/16/2020 8/20/2024 9,274 8,315 8,872
First lien (2)(10) 8.50% (L + 5.50% + 2.00% PIK/S)* 6/29/2018 8/20/2024 2,502 2,502 2,394
First lien (3)(10) 8.50% (L + 5.50% + 2.00% PIK/S)* 6/29/2018 8/20/2024 1,334 1,143 1,276
Second lien (3)(10) 15.00% PIK/Q* 12/16/2020 2/20/2025 11,045 11,045 11,045
36,667 35,517 35,556 2.87 %
NHME Holdings Corp. (21)
National HME, Inc.
Healthcare Services Second lien (3)(10) 12.00% PIK/Q* 11/27/2018 5/27/2024 18,643 15,745 13,516
Second lien (3)(10) 12.00% PIK/Q* 11/27/2018 5/27/2024 10,302 9,599 9,014
28,945 25,344 22,530 1.82 %
New Permian Holdco, Inc.
New Permian Holdco, L.L.C.
Energy First lien (3)(10) 18.00% PIK/M* 10/30/2020 12/31/2024 15,236 15,236 15,236
First lien (3)(10)(11) - Drawn 10.00% (L + 9.00% PIK/M)* 10/30/2020 12/31/2024 3,100 3,100 3,100
18,336 18,336 18,336 1.48 %
Total Funded Debt Investments - United States $ 140,796 $ 133,282 $ 130,336 10.54 %
Equity - Canada
NM APP Canada Corp.**
Net Lease Membership interest (7)(10) — 9/13/2016 — — $ 7,345 $ 12,302 0.99 %
Total Shares - Canada $ 7,345 $ 12,302 0.99 %
Equity - United States
NMFC Senior Loan Program III LLC**
Investment Fund Membership interest (3)(10) — 5/4/2018 — — $ 120,000 $ 120,000 9.70 %
NMFC Senior Loan Program II LLC**
Investment Fund Membership interest (3)(10) — 5/3/2016 — — 79,400 79,400 6.42 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
NM NL Holdings, L.P.**
Net Lease Membership interest (7)(10) — 6/20/2018 — — $ 54,447 $ 67,132 5.43 %
New Benevis Topco, LLC (25)
Healthcare Services Ordinary shares (2)(10) — 10/6/2020 — 269,027 27,154 30,319
Ordinary shares (8)(10) — 10/6/2020 — 66,007 6,662 7,439
Ordinary shares (3)(10) — 10/6/2020 — 60,068 6,105 6,770
39,921 44,528 3.60 %
NM GLCR LP
Net Lease Membership interest (7)(10) — 2/1/2018 — — 14,750 29,130 2.36 %
NMFC Senior Loan Program I LLC**
Investment Fund Membership interest (3)(10) — 6/13/2014 — — 23,000 23,000 1.86 %
UniTek Global Services, Inc.
Business Services Preferred shares (3)(10)(20) — 8/17/2018 — 10,446,415 10,446 7,794
Preferred shares (3)(10)(20) — 8/29/2019 — 6,208,794 6,209 5,466
Preferred shares (3)(10)(19)(26) — 6/30/2017 — 18,887,620 18,888 7,634
Preferred shares (2)(10)(18)(26) — 1/13/2015 — 29,326,545 26,946 —
Preferred shares (3)(10)(18)(26) — 1/13/2015 — 8,104,462 7,447 —
Ordinary shares (2)(10) — 1/13/2015 — 2,096,477 1,925 —
Ordinary shares (3)(10) — 1/13/2015 — 1,993,749 532 —
72,393 20,894 1.69 %
NM CLFX LP
Net Lease Membership interest (7)(10) — 10/6/2017 — — 12,538 14,885 1.20 %
New Permian Holdco, Inc.
Energy Ordinary shares (3)(10) — 10/30/2020 — — 11,155 11,000 0.89 %
NM APP US LLC
Net Lease Membership interest (7)(10) — 9/13/2016 — — 5,080 7,410 0.60 %
NM DRVT LLC
Net Lease Membership interest (7)(10) — 11/18/2016 — — 5,152 7,084 0.57 %
NM YI, LLC
Net Lease Membership interest (7)(10) — 9/30/2019 — — 6,272 6,852 0.55 %
NHME Holdings Corp. (21)
Healthcare Services Ordinary shares (3)(10) — 11/27/2018 — 640,000 4,000 4,000 0.32 %
NM JRA LLC
Net Lease Membership interest (7)(10) — 8/12/2016 — — 2,043 3,830 0.31 %
NM KRLN LLC
Net Lease Membership interest (7)(10) — 11/15/2016 — — 8,581 1,501 0.12 %
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
Portfolio Company, Location and Industry(1) Type of
Investment Interest Rate (12) Acquisition Date Maturity/Expiration
Date Principal
Amount,
Par Value
or Shares Cost Fair Value Percent of
Net
Assets
NM GP Holdco, LLC**
Net Lease Membership interest (7)(10) — 6/20/2018 — — $ 583 $ 703 0.06 %
Total Shares - United States $ 459,315 $ 441,349 35.68 %
Total Shares $ 466,660 $ 453,651 36.67 %
Warrants - United States
UniTek Global Services, Inc.
Business Services Warrants(3)(10) — 12/16/2020 2/20/2025 10,976 $ — $ 15,888 1.29 %
NHME Holdings Corp. (21)
Healthcare Services Warrants (3)(10) — 11/27/2018 — 160,000 1,000 1,000 0.08 %
Total Warrants - United States $ 1,000 $ 16,888 1.37 %
Total Funded Investments $ 600,942 $ 600,875 48.58 %
Unfunded Debt Investments - United States
New Permian Holdco, Inc.
New Permian Holdco, L.L.C.
Energy First lien (3)(10)(11) - Undrawn — 10/30/2020 12/31/2024 $ 6,921 $ — $ — — %
Total Unfunded Debt Investments - United States $ 6,921 $ — $ — — %
Total Controlled Investments $ 600,942 $ 600,875 48.58 %
Total Investments $ 2,997,669 $2,953,502 238.79 %
(1) New Mountain Finance Corporation (the "Company") generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"). These investments are generally subject to certain limitations on resale, and may be deemed to be "restricted securities" under the Securities Act.
(2) Investment is pledged as collateral for the Holdings Credit Facility, a revolving credit facility among the Company, as the Collateral Manager, New Mountain Finance Holdings, L.L.C. ("NMF Holdings") as the Borrower and Wells Fargo Bank, National Association as the Administrative Agent and Collateral Custodian. See Note 7. Borrowings , for details.
(3) Investment is pledged as collateral for the NMFC Credit Facility, a revolving credit facility among the Company as the Borrower and Goldman Sachs Bank USA as the Administrative Agent and the Collateral Agent and Goldman Sachs Bank USA, Morgan Stanley Bank, N.A., Stifel Bank & Trust and MUFG Union Bank, N.A. as Lenders. See Note 7. Borrowings , for details.
(4) Investment is held in New Mountain Finance SBIC, L.P.
(5) Investment is held in New Mountain Finance SBIC II, L.P.
(6) Investment is held in NMF QID NGL Holdings, Inc.
(7) Investment is held in New Mountain Net Lease Corporation.
(8) Investment is pledged as collateral for the DB Credit Facility, a revolving credit facility among New Mountain Finance DB, L.L.C as the Borrower and Deutsche Bank AG, New York Branch as the Facility Agent. See Note 7. Borrowings , for details.
(9) Investment is held in NMF Ancora Holdings, Inc.
(10) The fair value of the Company's investment is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 4. Fair Value, for details.
(11) Par value amounts represent the drawn or undrawn (as indicated in type of investment) portion of revolving credit facilities or delayed draws. Cost amounts represent the cash received at settlement date net of the impact of paydowns and cash paid for drawn revolvers or delayed draws.
(12) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (L), the Prime Rate (P) and the alternative base rate (Base) and which resets daily (D), weekly (W), monthly (M), quarterly (Q), semi-annually (S) or annually (A). For each investment the current interest rate provided reflects the rate in effect as of December 31, 2020.
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
(13) The Company holds investments in Education Management Corporation and one related entity of Education Management Corporation. The Company holds series A-1 convertible preferred stock and common stock in Education Management Corporation and holds tranche A first lien term loans and a tranche B first lien term loan in Education Management II LLC, which is an indirect subsidiary of Education Management Corporation.
(14) The Company holds investments in two related entities of Tenawa Resource Holdings LLC. The Company holds 4.77% of the common units in QID NGL LLC (which at closing represented 98.1% of the ownership in the common units in Tenawa Resource Holdings LLC), class A and class B preferred units in QID NGL LLC and a first lien investment in Tenawa Resource Management LLC, a wholly-owned subsidiary of Tenawa Resource Holdings LLC.
(15) The Company holds investments in two wholly-owned subsidiaries of Alert Holding Company, Inc. The Company holds a first lien term loan and a first lien revolver in Appriss Holdings, Inc. and preferred equity in Alert Intermediate Holdings I, Inc. The preferred equity is entitled to receive preferential dividends at a rate of L + 10.0% per annum.
(16) The Company holds ordinary shares and preferred shares in TVG-Edmentum Holdings, LLC, and subordinated notes in Edmentum Ultimate Holdings, LLC, a wholly-owned subsidiary of TVG-Edmentum Holdings, LLC. The preferred shares are entitled to receive cumulative preferential dividends at a rate of 10.0% per annum. The ordinary shares are entitled to receive cumulative preferential dividends at a rate of 12.0% per annum.
(17) The Company holds preferred equity in Permian Holdco 1, Inc. that is entitled to receive cumulative preferential dividends at a rate of 12.0% per annum payable in additional shares.
(18) The Company holds preferred equity in UniTek Global Services, Inc. that is entitled to receive cumulative preferential dividends at a rate of 13.5% per annum payable in additional shares.
(19) The Company holds preferred equity in UniTek Global Services, Inc. that is entitled to receive cumulative preferential dividends at a rate of 19.0% per annum payable in additional shares.
(20) The Company holds preferred equity in UniTek Global Services, Inc. that is entitled to received cumulative preferential dividends at a rate of 20.0% per annum payable in additional shares.
(21) The Company holds ordinary shares and warrants in NHME Holdings Corp., as well as second lien term loans in National HME, Inc., a wholly-owned subsidiary of NHME Holdings Corp.
(22) The Company holds preferred equity in Bach Special Limited (Bach Preference Limited) that is entitled to receive cumulative preferential dividends at a rate of 12.25% per annum payable in additional shares.
(23) The Company holds preferred equity in Avatar Topco, Inc. and holds a second lien term loan investment in EAB Global, Inc., a wholly-owned subsidiary of Avatar Topco, Inc. The preferred equity is entitled to receive cumulative preferential dividends at a rate of L + 11.00% per annum.
(24) The Company holds preferred equity in Symplr Software Intermediate Holdings, Inc. that is entitled to receive cumulative preferential dividends at a rate of L + 10.50% per annum.
(25) The Company holds ordinary shares in New Benevis Topco, LLC, and holds first lien last out term loans and subordinated notes in New Benevis Holdco Inc., a wholly-owned subsidiary of New Benevis Topco, LLC.
(26) Investment or a portion of the investment is on non-accrual status. See Note 3. Investments , for details.
(27) The Company holds one security purchased under a collateralized agreement to resell on its Consolidated Statement of Assets and Liabilities with a cost basis of $30,000 and a fair value of $21,422 as of December 31, 2020. See Note 2. Summary of Significant Accounting Policies , for details.
(28) Denotes investments in which the Company is an “Affiliated Person”, as defined in the Investment Company Act of 1940, as amended (the "1940 Act"), due to owning or holding the power to vote 5.0% or more of the outstanding voting securities of the investment but not controlling the company. Fair value as of December 31, 2020 and December 31, 2019 along with transactions during the year ended December 31, 2020 in which the issuer was a non-controlled/affiliated investment is as follows:
Portfolio Company Fair Value at December 31, 2019 Gross
Additions (A) Gross
Redemptions
(B) Net
Realized
Gains
(Losses) Net Change In
Unrealized
Appreciation
(Depreciation) Fair Value at December 31, 2020 Interest
Income Dividend
Income Other
Income
NMFC Senior Loan Program I LLC (C) $ 23,000 $ — $ (23,000) $ — $ — $ — $ — $ 2,611 $ 898
Permian Holdco 1, Inc. / Permian Holdco 2, Inc. / Permian Holdco 3, Inc. 40,621 (99) (33,321) (3,510) (7,201) — 532 (3,418) 178
Sierra Hamilton Holdings Corporation 9,906 178 (766) 13 (4,542) 4,776 329 — 35
TVG-Edmentum Holdings, LLC/Edmentum Ultimate Holdings, LLC — 89,726 — — 8,510 98,236 98 333 171
Total Non-Controlled/Affiliated Investments $ 73,527 $ 89,805 $ (57,087) $ (3,497) $ (3,233) $ 103,012 $ 959 $ (474) $ 1,282
(A) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, payment-in-kind (“PIK”) interest or dividends, the amortization of discounts, reorganizations or restructurings and the movement at fair value of an existing portfolio company into this category from a different category.
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
(in thousands, except shares)
(B) Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, reorganizations or restructurings and the movement of an existing portfolio company out of this category into a different category.
(C) Portfolio company moved into the controlled category.
(29) Denotes investments in which the Company is in “Control”, as defined in the 1940 Act, due to owning or holding the power to vote more than 25.0% of the outstanding voting securities of the investment. Fair value as of December 31, 2020 and December 31, 2019 along with transactions during the year ended December 31, 2020 in which the issuer was a controlled investment, is as follows:
Portfolio Company Fair Value at December 31, 2019 Gross
Additions
(A) Gross
Redemptions
(B) Net
Realized
Gains
(Losses) Net Change In
Unrealized
Appreciation
(Depreciation) Fair Value at December 31, 2020 Interest
Income Dividend
Income Other
Income
Edmentum Ultimate Holdings, LLC/Edmentum Inc. $ 79,112 $ 23,592 $ (83,556) $ 13,924 $ (19,148) $ — $ 7,522 $ — $ 4,555
National HME, Inc./NHME Holdings Corp. 24,979 4,011 — — (1,460) 27,530 4,011 — 1,000
New Benevis Topco, LLC / New Benevis Holdco, Inc. — 94,007 — — 4,435 98,442 1,559 — 803
New LT Smile Holdings, LLC / Benevis Holdings Corp (C) — 69,886 (91,831) (9,739) 21,945 — 1,434 — 415
New Permian Holdco, Inc. / New Permian Holdco, L.L.C. — 29,491 — — (155) 29,336 513 — 7
NM APP CANADA CORP 10,774 — — — 1,528 12,302 — 973 —
NM APP US LLC 6,834 — — — 576 7,410 — 636 —
NM CLFX LP 12,723 — — — 2,162 14,885 — 1,579 —
NM DRVT LLC 6,016 — — — 1,068 7,084 — 479 —
NM JRA LLC 3,700 — — — 130 3,830 — 272 —
NM GLCR LP 23,800 — — — 5,330 29,130 — 1,854 —
NM KRLN LLC 2,379 1,071 — — (1,949) 1,501 — — —
NM NL Holdings, L.P. 48,308 10,376 — — 8,448 67,132 — 5,103 —
NM GP Holdco, LLC 487 131 — — 85 703 — 53 —
NM YI LLC 6,339 — — — 513 6,852 — 684 —
NMFC Senior Loan Program I LLC (D) — 23,000 — — — 23,000 — 142 —
NMFC Senior Loan Program II LLC 79,400 — — — — 79,400 — 8,708 —
NMFC Senior Loan Program III LLC 100,000 20,000 — — — 120,000 — 11,864 —
UniTek Global Services, Inc. 68,101 29,744 (233) 3 (25,274) 72,338 1,792 7,297 559
Total Controlled Investments $ 472,952 $ 305,309 $ (175,620) $ 4,188 $ (1,766) $ 600,875 $ 16,831 $ 39,644 $ 7,339
(A) Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest or dividends, the amortization of discounts, reorganizations or restructurings and the movement of an existing portfolio company into this category from a different category.
(B) Gross redemptions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, reorganizations or restructurings and the movement of an existing portfolio company out of this category into a different category.
(C) Portfolio company moved into the controlled category from the non-controlled/non-affiliated investment category.
(D) Portfolio company moved into the controlled category from the non-controlled/affiliated investment company.
* All or a portion of interest contains PIK interest.
** Indicates assets that the Company deems to be “non-qualifying assets” under Section 55(a) of the 1940 Act. Qualifying assets must represent at least 70.0% of the Company’s total assets at the time of acquisition of any additional non-qualifying assets. As of December 31, 2020, 16.2% of the Company’s total assets are represented by investments at fair value that are considered non-qualifying assets.
The accompanying notes are an integral part of these consolidated financial statements.
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New Mountain Finance Corporation
Consolidated Schedule of Investments (Continued)
December 31, 2020
December 31, 2020
Investment Type Percent of Total
Investments at Fair Value
First lien 53.37 %
Second lien 23.46 %
Subordinated 1.25 %
Equity and other 21.92 %
Total investments 100.00 %
December 31, 2020
Industry Type Percent of Total
Investments at Fair Value
Software 27.60 %
Business Services 21.11 %
Healthcare Services 16.22 %
Education 8.06 %
Investment Funds (includes investments in joint ventures) 7.53 %
Net Lease 5.11 %
Federal Services 2.84 %
Consumer Services 2.66 %
Specialty Chemicals & Materials 2.09 %
Distribution & Logistics 1.96 %
Healthcare Information Technology 1.62 %
Industrial Services 1.24 %
Energy 1.15 %
Packaging 0.44 %
Business Products 0.37 %
Total investments 100.00 %
December 31, 2020
Interest Rate Type Percent of Total
Investments at Fair Value
Floating rates 93.75 %
Fixed rates 6.25 %
Total investments 100.00 %
The accompanying notes are an integral part of these consolidated financial statements.
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Table of Contents
Notes to the Consolidated Financial Statements of
New Mountain Finance Corporation
December 31, 2021
(in thousands, except share data)
Note 1. Formation and Business Purpose
New Mountain Finance Corporation (“NMFC” or the “Company”) is a Delaware corporation that was originally incorporated on June 29, 2010 and completed its initial public offering ("IPO") on May 19, 2011. NMFC is a closed-end, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). NMFC has elected to be treated, and intends to comply with the requirements to continue to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). NMFC is also registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Since NMFC’s IPO, and through December 31, 2021, NMFC raised approximately $905,610 in net proceeds from additional offerings of its common stock.
New Mountain Finance Advisers BDC, L.L.C. (the “Investment Adviser”) is a wholly-owned subsidiary of New Mountain Capital Group, L.P. (together with New Mountain Capital, L.L.C. and its affiliates, "New Mountain Capital") whose ultimate owners include Steven B. Klinsky and related other vehicles. New Mountain Capital is a firm with a track record of investing in the middle market. New Mountain Capital focuses on investing in defensive growth companies across its private equity, credit and net lease investment strategies. The Investment Adviser manages the Company's day-to-day operations and provides it with investment advisory and management services. The Investment Adviser also manages other funds that may have investment mandates that are similar, in whole or in part, to the Company's. New Mountain Finance Administration, L.L.C. (the "Administrator”), a wholly-owned subsidiary of New Mountain Capital, provides the administrative services necessary to conduct the Company's day-to-day operations.
The Company has established the following wholly-owned direct and indirect subsidiaries:
• New Mountain Finance Holdings, L.L.C. ("NMF Holdings") and New Mountain Finance DB, L.L.C. ("NMFDB"), whose assets are used to secure NMF Holdings’ credit facility and NMFDB’s credit facility, respectively;
• New Mountain Finance SBIC, L.P. ("SBIC I") and New Mountain Finance SBIC II, L.P. ("SBIC II"), who have received licenses from the United States ("U.S.") Small Business Administration ("SBA") to operate as small business investment companies ("SBICs") under Section 301(c) of the Small Business Investment Act of 1958, as amended (the "1958 Act"), and their general partners, New Mountain Finance SBIC G.P., L.L.C. ("SBIC I GP"), and New Mountain Finance SBIC II G.P., L.L.C. ("SBIC II GP"), respectively;
• NMF Ancora Holdings Inc. ("NMF Ancora"), NMF QID Holdings, Inc. ("NMF QID"), NMF YP Holdings Inc. ("NMF YP"), NMF Permian Holdings LLC ("NMF Permian"), NMF HB, Inc. ("NMF HB"), NMF TRM, LLC ("NMF TRM"), NMF Pioneer, Inc. ("NMF Pioneer") and NMF OEC, Inc. ("NMF OEC"), which serve as tax blocker corporations by holding equity or equity-like investments in portfolio companies organized as limited liability companies (or other forms of pass-through entities); the Company consolidates its tax blocker corporations for accounting purposes but the tax blocker corporations are not consolidated for U.S. federal income tax purposes and may incur U.S. federal income tax expense as a result of their ownership of the portfolio companies; and
• New Mountain Finance Servicing, L.L.C. ("NMF Servicing"), which serves as the administrative agent on certain investment transactions.
New Mountain Net Lease Corporation ("NMNLC") is a majority-owned consolidated subsidiary of the Company, which acquires commercial real estate properties that are subject to "triple net" leases has elected to be treated, and intends to comply with the requirements to continue to qualify annually, as a real estate investment trust, or REIT, within the meaning of Section 856(a) of the Code.
The Company's investment objective is to generate current income and capital appreciation through the sourcing and origination of debt securities at all levels of the capital structure, including first and second lien debt, notes, bonds and mezzanine securities. The first lien debt may include traditional first lien senior secured loans or unitranche loans. Unitranche loans combine characteristics of traditional first lien senior secured loans as well as second lien and subordinated loans. Unitranche loans will expose the Company to the risks associated with second lien and subordinated loans to the extent the Company invests in the “last out” tranche. In some cases, the Company’s investments may also include equity interests. The Company's primary focus is in the debt of defensive growth companies, which are defined as generally exhibiting the following characteristics: (i) sustainable secular growth drivers, (ii) high barriers to competitive entry, (iii) high free cash flow after capital expenditure and working capital needs, (iv) high returns on assets and (v) niche market dominance. Similar to the Company, SBIC I's and SBIC II's investment objectives are to generate current income and capital appreciation under the
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investment criteria used by the Company. However, SBIC I and SBIC II investments must be in SBA eligible small businesses. The Company's portfolio may be concentrated in a limited number of industries. As of December 31, 2021, the Company’s top five industry concentrations were software, business services, healthcare services, investment funds (which includes the Company's investments in its joint ventures) and education.
Note 2. Summary of Significant Accounting Policies
Basis of accounting —The Company's consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the U.S. ("GAAP"). The Company is an investment company following accounting and reporting guidance in Accounting Standards Codification Topic 946, Financial Services—Investment Companies , ("ASC 946"). NMFC consolidates its wholly-owned direct and indirect subsidiaries: NMF Holdings, NMFDB, NMF Servicing, SBIC I, SBIC I GP, SBIC II, SBIC II GP, NMF Ancora, NMF QID, NMF YP, NMF Permian, NMF HB, NMF TRM, NMF Pioneer and NMF OEC and its majority-owned consolidated subsidiary: NMNLC. For majority-owned consolidated subsidiaries, the third-party equity interest is referred to as non-controlling interest. The net income attributable to non-controlling interests for such subsidiaries is presented as “Net increase (decrease) in net assets resulting from operations related to non-controlling interest” in the Company’s Consolidated Statements of Operations. The portion of shareholders' equity that is attributable to non-controlling interests for such subsidiaries is presented as “Non-controlling interest”, a component of total equity, on the Company’s Consolidated Statements of Assets and Liabilities.
The Company's consolidated financial statements reflect all adjustments and reclassifications which, in the opinion of management, are necessary for the fair presentation of the results of operations and financial condition for all periods presented. All intercompany transactions have been eliminated. Revenues are recognized when earned and expenses when incurred. The financial results of the Company's portfolio investments are not consolidated in the financial statements.
The Company's consolidated financial statements are prepared in accordance with GAAP and pursuant to the requirements for reporting on Form 10-K and Article 6 or 10 of Regulation S-X. In the opinion of management, all adjustments, consisting solely of normal recurring accruals considered necessary for the fair presentation of financial statements have been included.
Investments —The Company applies fair value accounting in accordance with GAAP. Fair value is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Investments are reflected on the Company's Consolidated Statements of Assets and Liabilities at fair value, with changes in unrealized gains and losses resulting from changes in fair value reflected in the Company's Consolidated Statements of Operations as "Net change in unrealized appreciation (depreciation) of investments" and realizations on portfolio investments reflected in the Company's Consolidated Statements of Operations as "Net realized gains (losses) on investments".
The Company values its assets on a quarterly basis, or more frequently if required under the 1940 Act. In all cases, the Company's board of directors is ultimately and solely responsible for determining the fair value of the portfolio investments on a quarterly basis in good faith, including investments that are not publicly traded, those whose market prices are not readily available and any other situation where its portfolio investments require a fair value determination. Security transactions are accounted for on a trade date basis. The Company's quarterly valuation procedures are set forth in more detail below:
(1) Investments for which market quotations are readily available on an exchange are valued at such market quotations based on the closing price indicated from independent pricing services.
(2) Investments for which indicative prices are obtained from various pricing services and/or brokers or dealers are valued through a multi-step valuation process, as described below, to determine whether the quote(s) obtained is representative of fair value in accordance with GAAP.
a. Bond quotes are obtained through independent pricing services. Internal reviews are performed by the investment professionals of the Investment Adviser to ensure that the quote obtained is representative of fair value in accordance with GAAP and, if so, the quote is used. If the Investment Adviser is unable to sufficiently validate the quote(s) internally and if the investment's par value or its fair value exceeds the materiality threshold, the investment is valued similarly to those assets with no readily available quotes (see (3) below); and
b. For investments other than bonds, the Company looks at the number of quotes readily available and performs the following procedures:
i. Investments for which two or more quotes are received from a pricing service are valued using the mean of the mean of the bid and ask of the quotes obtained. The Company will evaluate the reasonableness of the quote, and if the quote is determined to not be representative of fair value, the Company will use one or more of the methodologies outlined below to determine fair value; and
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ii. Investments for which one quote is received from a pricing service are validated internally. The investment professionals of the Investment Adviser analyze the market quotes obtained using an array of valuation methods (further described below) to validate the fair value. If the Investment Adviser is unable to sufficiently validate the quote internally and if the investment's par value or its fair value exceeds the materiality threshold, the investment is valued similarly to those assets with no readily available quotes (see (3) below).
(3) Investments for which quotations are not readily available through exchanges, pricing services, brokers, or dealers are valued through a multi-step valuation process:
a. Each portfolio company or investment is initially valued by the investment professionals of the Investment Adviser responsible for the credit monitoring;
b. Preliminary valuation conclusions will then be documented and discussed with the Company's senior management;
c. If an investment falls into (3) above for four consecutive quarters and if the investment's par value or its fair value exceeds the materiality threshold, then at least once each fiscal year, the valuation for each portfolio investment for which the Company does not have a readily available market quotation will be reviewed by an independent valuation firm engaged by the Company's board of directors; and
d. When deemed appropriate by the Company's management, an independent valuation firm may be engaged to review and value investment(s) of a portfolio company, without any preliminary valuation being performed by the Investment Adviser. The investment professionals of the Investment Adviser will review and validate the value provided.
For investments in revolving credit facilities and delayed draw commitments, the cost basis of the funded investments purchased is offset by any costs/netbacks received for any unfunded portion on the total balance committed. The fair value is also adjusted for the price appreciation or depreciation on the unfunded portion. As a result, the purchase of a commitment not completely funded may result in a negative fair value until it is called and funded.
The values assigned to investments are based upon available information and do not necessarily represent amounts which might ultimately be realized, since such amounts depend on future circumstances and cannot be reasonably determined until the individual positions are liquidated. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company's investments may fluctuate from period to period and the fluctuations could be material.
See Note 3. Investments , for further discussion relating to investments.
New Mountain Net Lease Corporation
NMNLC was formed to acquire commercial real estate properties that are subject to "triple net" leases. NMNLC's investments are disclosed on the Company's Consolidated Schedule of Investments as of December 31, 2021.
On March 30, 2020, an affiliate of the Investment Adviser purchased directly from NMNLC 105,030 shares of NMNLC’s common stock at a price of $107.73 per share, which represented the net asset value per share of NMNLC at the date of purchase, for an aggregate purchase price of approximately $11,315. Immediately thereafter, NMNLC redeemed 105,030 shares of its common stock held by NMFC in exchange for a promissory note with a principal amount of $11,315 and a 7.0% interest rate, which was repaid by NMNLC to NMFC on March 31, 2020.
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Below is certain summarized property information for NMNLC as of December 31, 2021:
Lease Total Fair Value as of
Portfolio Company Tenant Expiration Date Location Square Feet December 31, 2021
NM NL Holdings LP / NM GP Holdco LLC Various Various Various Various $ 109,067
NM GLCR LP Arctic Glacier U.S.A. 2/28/2038 CA 214 50,687
NM CLFX LP Victor Equipment Company 8/31/2033 TX 423 24,676
NM APP US LLC Plasman Corp, LLC / A-Brite LP 9/30/2033 AL / OH 261 14,891
NM APP Canada, Corp. A.P. Plasman, Inc. 9/30/2031 Canada 436 9,422
NM YI, LLC Young Innovations, Inc. 10/31/2039 IL / MO 212 8,286
NM DRVT LLC FMH Conveyors, LLC 10/31/2031 AR 195 7,984
NM JRA LLC J.R. Automation Technologies, LLC 1/31/2031 MI 88 3,996
NM KRLN LLC None N/A MD 95 244
$ 229,253
Collateralized agreements or repurchase financings —The Company follows the guidance in Accounting Standards Codification Topic 860, Transfers and Servicing—Secured Borrowing and Collateral ("ASC 860"), when accounting for transactions involving the purchases of securities under collateralized agreements to resell (resale agreements). These transactions are treated as collateralized financing transactions and are recorded at their contracted resale or repurchase amounts, as specified in the respective agreements. Interest on collateralized agreements is accrued and recognized over the life of the transaction and included in interest income. As of December 31, 2021 and December 31, 2020, the Company held one collateralized agreement to resell with a cost basis of $30,000 and $30,000, respectively, and a fair value of $21,422 and $21,422, respectively. The collateralized agreement to resell is on non-accrual. The collateralized agreement to resell is guaranteed by a private hedge fund, PPVA Fund, L.P. The private hedge fund is currently in liquidation under the laws of the Cayman Islands. Pursuant to the terms of the collateralized agreement, the private hedge fund was obligated to repurchase the collateral from the Company at the par value of the collateralized agreement. The private hedge fund has breached its agreement to repurchase the collateral under the collateralized agreement. The default by the private hedge fund did not release the collateral to the Company, and therefore, the Company does not have full rights and title to the collateral. A claim has been filed with the Cayman Islands joint official liquidators to resolve this matter. The joint official liquidators have recognized the Company's contractual rights under the collateralized agreement. The Company continues to exercise its rights under the collateralized agreement and continues to monitor the liquidation process of the private hedge fund. The fair value of the collateralized agreement to resell is reflective of the increased risk of the position.
Cash and cash equivalents —Cash and cash equivalents include cash and short-term, highly liquid investments. The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and so near maturity that there is insignificant risk of changes in value. These securities have original maturities of three months or less. The Company did not hold any cash equivalents as of December 31, 2021 and December 31, 2020.
Revenue recognition
Sales and paydowns of investments: Realized gains and losses on investments are determined on the specific identification method.
Interest and dividend income: Interest income, including amortization of premium and discount using the effective interest method, is recorded on the accrual basis and periodically assessed for collectability. Interest income also includes interest earned from cash on hand. Upon the prepayment of a loan or debt security, any prepayment penalties are recorded as part of interest income. The Company has loans and certain preferred equity investments in the portfolio that contain a payment-in-kind ("PIK") interest or dividend provision. PIK interest and dividends are accrued and recorded as income at the contractual rates, if deemed collectible. The PIK interest and dividends are added to the principal or share balances on the capitalization dates and are generally due at maturity or when redeemed by the issuer. For the years ended December 31, 2021, December 31, 2020 and December 31, 2019, the Company recognized PIK and non-cash interest from investments of $23,343, $17,002 and $9,495, respectively, and PIK and non-cash dividends from investments of $19,485, $13,447 and $18,698, respectively.
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Dividend income on common equity is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. Dividend income on preferred securities is recorded as dividend income on an accrual basis to the extent that such amounts are deemed collectible.
Non-accrual income: Investments are placed on non-accrual status when principal or interest payments are past due for 30 days or more and when there is reasonable doubt that principal or interest will be collected. Accrued cash and un-capitalized PIK interest or dividends are reversed when an investment is placed on non-accrual status. Previously capitalized PIK interest or dividends are not reversed when an investment is placed on non-accrual status. Interest or dividend payments received on non-accrual investments may be recognized as income or applied to principal depending upon management's judgment of the ultimate collectibility. Non-accrual investments are restored to accrual status when past due principal and interest is paid and, in management's judgment, are likely to remain current.
Other income: Other income represents delayed compensation, consent or amendment fees, revolver fees, structuring fees, upfront fees, management fees from a non-controlled/affiliated investment and other miscellaneous fees received and are typically non-recurring in nature. Delayed compensation is income earned from counterparties on trades that do not settle within a set number of business days after trade date. Other income may also include fees from bridge loans. The Company may from time to time enter into bridge financing commitments, an obligation to provide interim financing to a counterparty until permanent credit can be obtained. These commitments are short-term in nature and may expire unfunded. A fee is received by the Company for providing such commitments. Structuring fees and upfront fees are recognized as income when earned, usually when paid at the closing of the investment, and are non-refundable.
Interest and other financing expenses —Interest and other financing fees are recorded on an accrual basis by the Company. See Note 7. Borrowings , for details.
Deferred financing costs —The deferred financing costs of the Company consist of capitalized expenses related to the origination and amending of the Company's borrowings. The Company amortizes these costs into expense over the stated life of the related borrowing. See Note 7. Borrowings , for details.
Deferred offering costs —The Company's deferred offering costs consist of fees and expenses incurred in connection with equity offerings and the filing of shelf registration statements. Upon the issuance of shares, offering costs are charged as a direct reduction to net assets. Deferred offering costs are included in other assets on the Company's Consolidated Statements of Assets and Liabilities.
Income taxes —The Company has elected to be treated, and intends to comply with the requirements to qualify annually, as a RIC under Subchapter M of the Code. As a RIC, the Company is not subject to U.S. federal income tax on the portion of taxable income and gains timely distributed to its stockholders.
To continue to qualify and be subject to tax as a RIC, the Company is required to meet certain income and asset diversification tests in addition to distributing at least 90.0% of its investment company taxable income, as defined by the Code. Since U.S. federal income tax regulations differ from GAAP, distributions in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes.
Differences between taxable income and the results of operations for financial reporting purposes may be permanent or temporary in nature. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Differences in classification may also result from the treatment of short-term gains as ordinary income for U.S. federal income tax purposes.
For U.S. federal income tax purposes, distributions paid to stockholders of the Company are reported as ordinary income, return of capital, long term capital gains or a combination thereof.
The Company will be subject to a 4.0% nondeductible U.S. 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.
Certain consolidated subsidiaries of the Company are subject to U.S. federal and state income taxes. These taxable entities are not consolidated for U.S. federal income tax purposes and may generate income tax liabilities or assets from permanent and temporary differences in the recognition of items for financial reporting and U.S. federal income tax purposes.
For the year ended December 31, 2021, the Company recognized a total income tax expense of approximately $232 for the Company's consolidated subsidiaries. For the year ended December 31, 2021, the Company recorded current income tax expense of approximately $118 and deferred income tax provision of approximately $114. For the year ended December 31, 2020, the Company recognized a total income tax benefit of approximately $991 for the Company's consolidated subsidiaries.
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For the year ended December 31, 2020, the Company recorded current income tax expense of approximately $22 and deferred income tax benefit of approximately $1,013. For the year ended December 31, 2019, the Company recognized a total income tax provision of approximately $0 for the Company's consolidated subsidiaries. For the year ended December 31, 2019, the Company recorded current income tax expense of approximately $94 and deferred income tax benefit of approximately $94.
As of December 31, 2021 and December 31, 2020, the Company had $13 of deferred tax liabilities and $101 of deferred tax assets, respectively, primarily relating to deferred taxes attributable to certain differences between the computation of income for U.S. federal income tax purposes as compared to GAAP.
Based on its analysis, the Company has determined that there were no uncertain income tax positions that do not meet the more likely than not threshold as defined by Accounting Standards Codification Topic 740 ("ASC 740") through December 31, 2021. The 2018 through 2021 tax years remain subject to examination by the U.S. federal, state, and local tax authorities.
Distributions —Distributions to common stockholders of the Company are recorded on the record date as set by the board of directors. The Company intends to make distributions to its stockholders that will be sufficient to enable the Company to maintain its status as a RIC. The Company intends to distribute approximately all of its net investment income (see Note 5. Agreements, for details) on a quarterly basis and substantially all of its taxable income on an annual basis, except that the Company may retain certain net capital gains for reinvestment.
The Company has adopted a dividend reinvestment plan that provides for reinvestment of any distributions declared on behalf of its stockholders, unless a stockholder elects to receive cash.
The Company applies the following in implementing the dividend reinvestment plan. If the price at which newly issued shares are to be credited to stockholders' accounts is equal to or greater than 110.0% of the last determined net asset value of the shares, the Company will use only newly issued shares to implement its dividend reinvestment plan. Under such circumstances, the number of shares to be issued to a stockholder is determined by dividing the total dollar amount of the distribution payable to such stockholder by the market price per share of the Company's common stock on the NASDAQ Global Select Market (the "NASDAQ") on the distribution payment date. Market price per share on that date will be the closing price for such shares on the NASDAQ or, if no sale is reported for such day, the average of their electronically reported bid and ask prices.
If the price at which newly issued shares are to be credited to stockholders' accounts is less than 110.0% of the last determined net asset value of the shares, the Company will either issue new shares or instruct the plan administrator to purchase shares in the open market to satisfy the additional shares required. Shares purchased in open market transactions by the plan administrator will be allocated to a stockholder based on the average purchase price, excluding any brokerage charges or other charges, of all shares of common stock purchased in the open market. The number of shares of the Company's common stock to be outstanding after giving effect to payment of the distribution cannot be established until the value per share at which additional shares will be issued has been determined and elections of the Company's stockholders have been tabulated.
Share repurchase program —On February 4, 2016, the Company's board of directors authorized a program for the purpose of repurchasing up to $50,000 worth of the Company's common stock (the "Repurchase Program"). Under the Repurchase Program, the Company was permitted, but was not obligated to, repurchase its outstanding common stock in the open market from time to time provided that it complied with the Company's code of ethics and the guidelines specified in Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including certain price, market volume and timing constraints. In addition, any repurchases were conducted in accordance with the 1940 Act. On December 22, 2021, our board of directors extended our Repurchase Program and we expect the Repurchase Program to be in place until the earlier of December 31, 2022 or until $50,000 of outstanding shares of common stock have been repurchased. During the years ended December 31, 2021 and December 31, 2020, the Company did not repurchase any shares of the Company's common stock. The Company previously repurchased $2,948 of its common stock under the Repurchase Program.
Earnings per share —The Company's earnings per share ("EPS") amounts have been computed based on the weighted-average number of shares of common stock outstanding for the period. Basic EPS is computed by dividing net increase (decrease) in net assets resulting from operations by the weighted average number of shares of common stock outstanding during the period of computation. Diluted EPS is computed by dividing net increase (decrease) in net assets resulting from operations by the weighted average number of shares of common stock assuming all potential shares had been issued, and its related net impact to net assets accounted for, and the additional shares of common stock were dilutive. Diluted EPS reflects the potential dilution, using the as-if-converted method for convertible debt, which could occur if all potentially dilutive securities were exercised.
Foreign securities —The accounting records of the Company are maintained in U.S. dollars. Investment securities denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies on the date
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of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies on the respective dates of the transactions. The Company isolates that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with "Net change in unrealized appreciation (depreciation)" and "Net realized gains (losses)" in the Company's Consolidated Statements of Operations.
Investments denominated in foreign currencies may be negatively affected by movements in the rate of exchange between the U.S. dollar and such foreign currencies. This movement is beyond the control of the Company and cannot be predicted.
Use of estimates —The preparation of the Company's consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Company's consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Changes in the economic environment, financial markets, and other metrics used in determining these estimates could cause actual results to differ from the estimates used, and the differences could be material.
Note 3. Investments
At December 31, 2021, the Company's investments consisted of the following:
Investment Cost and Fair Value by Type
Cost Fair Value
First lien $ 1,682,541 $ 1,657,815
Second lien 645,370 627,356
Subordinated 54,996 50,742
Equity and other 743,585 838,451
Total investments $ 3,126,492 $ 3,174,364
Investment Cost and Fair Value by Industry
Cost Fair Value
Software $ 782,714 $ 781,304
Business Services 578,635 514,013
Healthcare Services 510,832 509,941
Investment Funds (includes investments in joint ventures) 252,400 252,400
Education 200,895 250,351
Net Lease 150,603 229,253
Consumer Services 111,464 111,140
Distribution & Logistics 106,211 104,112
Insurance Services 76,307 75,094
Specialty Chemicals & Materials 60,295 60,367
Information Technology 58,570 58,553
Financial Services 55,424 55,745
Healthcare Information Technology 52,804 52,946
Energy 47,702 38,759
Packaging 34,763 33,723
Federal Services 12,797 12,790
Business Products 10,764 10,586
Consumer Products 10,218 10,206
Industrial Services 7,368 7,362
Information Services 5,726 5,719
Total investments $ 3,126,492 $ 3,174,364
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At December 31, 2020, the Company's investments consisted of the following:
Investment Cost and Fair Value by Type
Cost Fair Value
First lien $ 1,601,438 $ 1,576,217
Second lien 699,263 692,828
Subordinated 46,407 36,939
Equity and other 650,561 647,518
Total investments $ 2,997,669 $ 2,953,502
Investment Cost and Fair Value by Industry
Cost Fair Value
Software $ 810,907 $ 815,109
Business Services 673,680 623,609
Healthcare Services 483,845 479,084
Education 236,922 238,034
Investment Funds (includes investments in joint ventures) 222,400 222,400
Net Lease 116,791 150,829
Federal Services 82,637 83,742
Consumer Services 78,231 78,538
Specialty Chemicals & Materials 62,037 61,651
Distribution & Logistics 65,589 57,878
Healthcare Information Technology 47,610 47,915
Industrial Services 36,581 36,744
Energy 55,309 34,112
Packaging 14,371 13,069
Business Products 10,759 10,788
Total investments $ 2,997,669 $ 2,953,502
As of December 31, 2021, the Company's aggregate principal amount of its first lien term loans and subordinated position in American Achievement Corporation ("AAC") was $29,137 and $5,230, respectively, of which $12,571 and $5,230, respectively, are on non-accrual status. As of December 31, 2021, the Company's positions in AAC on non-accrual status had an aggregate cost basis of $12,551, an aggregate fair value of $6,954 and total unearned interest income of $615 for the year then ended.
During the third quarter of 2021, the Company placed its second lien position in Sierra Hamilton Holdings Corporation ("Sierra") on non-accrual status. As of December 31, 2021, the Company's second lien position in Sierra had an aggregate cost basis of $5, an aggregate fair value of $0, and total unearned interest income of $1 for the year then ended.
During the first quarter of 2020, the Company placed its junior preferred shares in UniTek Global Services, Inc. ("UniTek") on non-accrual status. As of December 31, 2021, the Company's junior preferred shares in UniTek had an aggregate cost basis of $34,393, an aggregate fair value of $0 and total unearned dividend income of $5,871 for the year then ended. During the third quarter of 2021, the Company placed an aggregate principal amount of $19,795 of its investment in the senior preferred shares of UniTek on non-accrual status. As of December 31, 2021, the Company's senior preferred shares in UniTek had an aggregate cost basis of $19,795, an aggregate fair value of approximately $396 and total unearned dividend income of approximately $2,959 for the year then ended.
During the first quarter of 2018, the Company placed its first lien positions in Education Management II LLC ("EDMC") on non-accrual status as EDMC announced its intention to wind down and liquidate the business. As of December 31, 2021, the Company's investment in EDMC, which was placed on non-accrual status, represented an aggregate cost basis of $957, an aggregate fair value of $0 and total unearned interest income of $18 for the year then ended.
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As of December 31, 2021, the Company had unfunded commitments on revolving credit facilities and bridge facilities of $86,989 and $0, respectively. As of December 31, 2021, the Company had unfunded commitments in the form of delayed draws or other future funding commitments of $128,446. The unfunded commitments on revolving credit facilities and delayed draws are disclosed on the Company's Consolidated Schedule of Investments as of December 31, 2021.
As of December 31, 2020, the Company had unfunded commitments on revolving credit facilities and bridge facilities of $63,411 and $0, respectively. As of December 31, 2020, the Company had unfunded commitments in the form of delayed draws or other future funding commitments of $9,715. The unfunded commitments on revolving credit facilities and delayed draws are disclosed on the Company's Consolidated Schedule of Investments as of December 31, 2020.
PPVA Black Elk (Equity) LLC
On May 3, 2013, the Company entered into a collateralized securities purchase and put agreement (the “SPP Agreement”) with a private hedge fund. Under the SPP Agreement, the Company purchased twenty million Class E Preferred Units of Black Elk Energy Offshore Operations, LLC (“Black Elk”) for $20,000 with a corresponding obligation of the private hedge fund, PPVA Black Elk (Equity) LLC, to repurchase the preferred units for $20,000 plus other amounts due under the SPP Agreement. The majority owner of Black Elk was the private hedge fund. In August 2014, the Company received a payment of $20,540, the full amount due under the SPP Agreement.
In August 2017, a trustee (the “Trustee”) for Black Elk informed the Company that the Trustee intended to assert a fraudulent conveyance claim (the “Claim”) against the Company and one of its affiliates seeking the return of the $20,540 repayment. Black Elk filed a Chapter 11 bankruptcy petition pursuant to the United States Bankruptcy Code in August 2015. The Trustee alleged that individuals affiliated with the private hedge fund conspired with Black Elk and others to improperly use proceeds from the sale of certain Black Elk assets to repay, in August 2014, the private hedge fund’s obligation to the Company under the SPP Agreement. The Company was unaware of these claims at the time the repayment was received. The private hedge fund is currently in liquidation under the laws of the Cayman Islands.
On December 22, 2017, the Company settled the Trustee’s $20,540 Claim for $16,000 and filed a claim with the Cayman Islands joint official liquidators of the private hedge fund for $16,000 that is owed to the Company under the SPP Agreement. The SPP Agreement was restored and is in effect since repayment has not been made. The Company continues to exercise its rights under the SPP Agreement and continues to monitor the liquidation process of the private hedge fund. During the year ended December 31, 2018, the Company received a $1,500 payment from its insurance carrier in respect to the settlement. As of December 31, 2021, the SPP Agreement has a cost basis of $14,500 and a fair value of $10,354, which is reflective of the higher inherent risk in this transaction.
NMFC Senior Loan Program I LLC
NMFC Senior Loan Program I LLC (“SLP I”) was formed as a Delaware limited liability company on May 27, 2014 and commenced operations on June 10, 2014. SLP I was structured as a private investment fund and was a portfolio company held by the Company. SLP I operated under a limited liability company agreement (the “SLP I Agreement”) and invested in senior secured loans issued by companies within the Company’s core industry verticals. These investments were typically broadly syndicated first lien loans.
Effective May 5, 2021, the Company and SkyKnight Income III, LLC (“SkyKnight Income III”) entered into a Contribution Agreement in which 100% of both of their membership interests in SLP I were transferred and contributed to NMFC Senior Loan Program IV LLC ("SLP IV"), a Delaware limited liability company, structured as a private joint venture investment fund between the Company and SkyKnight Income Alpha, LLC ("SkyKnight Alpha"). On May 5, 2021, SLP I entered into Amendment 1 to the First Amended and Restated Limited Liability Company Agreement (the “Amended Restated SLP I Agreement”), which admitted SLP IV as the sole member of SLP I. As of May 5, 2021, SLP I is a wholly-owned subsidiary of SLP IV.
As of May 4, 2021, SLP I had total investments with an aggregate fair value of approximately $119,642, debt outstanding of $79,467 and capital that had been called and funded of $43,000. As of December 31, 2020, SLP I had total investments with an aggregate fair value of approximately $124,659, debt outstanding of $188,867 and capital that had been called and funded of $43,000. The Company's investment in SLP I is disclosed on the Company's Consolidated Schedule of Investments as of December 31, 2020.
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Below is a summary of SLP I's portfolio, along with a listing of the individual investments in SLP I's portfolio as of December 31, 2020. As of May 5, 2021, all investments in the SLP I portfolio are included in the consolidated portfolio of SLP IV.
December 31, 2020
First lien investments (1) $ 127,660
Weighted average interest rate on first lien investments (2) 4.85 %
Number of portfolio companies in SLP I 34
Largest portfolio company investment (1) $ 7,797
Total of five largest portfolio company investments (1) $ 34,918
(1) Reflects principal amount or par value of investment.
(2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
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The following table is a listing of the individual investments in SLP I's portfolio as of December 31, 2020:
Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Funded Investments - First lien
Access CIG, LLC Business Services 3.98% (L + 3.75%) 2/27/2025 $ 3,678 $ 3,701 $ 3,649
Advisor Group Holdings, Inc. Consumer Services 5.15% (L + 5.00%) 7/31/2026 6,866 6,809 6,836
Affordable Care Holding Corp. Healthcare Services 5.75% (L + 4.75%) 10/24/2022 6,614 6,578 6,531
ASG Technologies Group, Inc. Software 4.50% (L + 3.50%) 7/31/2024 653 651 636
BarBri, Inc. Education 5.00% (L + 4.00%) 12/1/2023 5,980 5,964 5,980
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 131 130 131
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 631 628 631
Bracket Intermediate Holding Corp. Healthcare Services 4.48% (L + 4.25%) 9/5/2025 4,520 4,504 4,474
Certara Holdco, Inc. Healthcare Information Technology 3.75% (L + 3.50%) 8/15/2024 5,138 5,134 5,145
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 452 452 423
Cvent, Inc. Software 3.90% (L + 3.75%) 11/29/2024 6,745 6,732 6,479
Dealer Tire, LLC Distribution & Logistics 4.40% (L + 4.25%) 12/12/2025 3,433 3,426 3,419
Drilling Info Holdings, Inc. Business Services 4.40% (L + 4.25%) 7/30/2025 6,103 6,084 5,925
Emerald 2 Limited Business Services 3.50% (L + 3.25%) 7/10/2026 449 448 445
eResearchTechnology, Inc. Healthcare Services 5.50% (L + 4.50%) 2/4/2027 1,345 1,333 1,336
Fastlane Parent Company, Inc. Distribution & Logistics 4.65% (L + 4.50%) 2/4/2026 1,363 1,342 1,355
Greenway Health, LLC Software 4.75% (L + 3.75%) 2/16/2024 6,693 6,677 6,141
Heartland Dental, LLC Healthcare Services 3.65% (L + 3.50%) 4/30/2025 3,609 3,597 3,524
Help/Systems Holdings, Inc. Software 5.75% (L + 4.75%) 11/19/2026 138 137 138
LSCS Holdings, Inc. Healthcare Services 4.51% (L + 4.25%) 3/17/2025 1,372 1,367 1,344
LSCS Holdings, Inc. Healthcare Services 4.51% (L + 4.25%) 3/17/2025 5,314 5,297 5,208
Market Track, LLC Business Services 5.25% (L + 4.25%) 6/5/2024 781 783 767
Medical Solutions Holdings, Inc. Healthcare Services 5.50% (L + 4.50%) 6/14/2024 2,249 2,245 2,237
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 4,876 4,868 4,852
National Intergovernmental Purchasing Alliance Company Business Services 4.00% (L + 3.75%) 5/23/2025 1,352 1,354 1,346
Pelican Products, Inc. Business Products 4.50% (L + 3.50%) 5/1/2025 2,254 2,250 2,217
Premise Health Holding Corp. Healthcare Services 3.75% (L + 3.50%) 7/10/2025 628 626 614
Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 4,175 4,159 3,799
PSC Industrial Holdings Corp. Industrial Services 4.75% (L + 3.75%) 10/11/2024 3,906 3,883 3,799
Salient CRGT Inc. Federal Services 7.50% (L + 6.50%) 2/28/2022 6,731 6,713 6,731
Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 4,260 4,243 4,192
Wirepath LLC Distribution & Logistics 4.25% (L + 4.00%) 8/5/2024 6,779 6,779 6,542
WP CityMD Bidco LLC Healthcare Services 5.50% (L + 4.50%) 8/13/2026 6,148 6,096 6,162
Wrench Group LLC Consumer Services 4.25% (L + 4.00%) 4/30/2026 2,739 2,716 2,712
YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 7,797 7,792 7,174
Zelis Cost Management Buyer, Inc. Healthcare Information Technology 4.90% (L + 4.75%) 9/30/2026 1,758 1,743 1,765
Total Funded Investments $ 127,660 $ 127,241 $ 124,659
(1) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the LIBOR (L), the Prime Rate (P) and the alternative base rate (Base). For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2020.
(2) Represents the fair value in accordance with Accounting Standards Codification Topic 820, Fair Value Measurement and Disclosures ("ASC 820"). The Company's board of directors does not determine the fair value of the investments held by SLP I.
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Below is certain summarized financial information for SLP I as of May 4, 2021 and December 31, 2020 and for the period from January 1, 2021 through May 4, 2021 and for the years ended December 31, 2020 and December 31, 2019:
Selected Balance Sheet Information: May 4, 2021 December 31, 2020
Investments at fair value (cost of $120,921 and $127,241, respectively) $ 119,642 $ 124,659
Receivable from in-kind distributions — 100,404
Receivable from unsettled securities sold — 1,662
Cash and other assets 2,279 6,461
Total assets $ 121,921 $ 233,186
Credit facility $ 79,467 $ 188,867
Deferred financing costs — (296)
Distribution payable 310 2,538
Other liabilities 388 1,364
Total liabilities 80,165 192,473
Members' capital $ 41,756 $ 40,713
Total liabilities and members' capital $ 121,921 $ 233,186
Year Ended December 31,
Selected Statement of Operations Information: 2021(1) 2020 2019
Interest income $ 2,555 $ 17,609 $ 22,618
Other income 13 58 189
Total investment income 2,568 17,667 22,807
Interest and other financing expenses 852 5,518 10,356
Other expenses 591 1,704 1,668
Total expenses 1,443 7,222 12,024
Less: expenses waived and reimbursed — (155) (202)
Net expenses 1,443 7,067 11,822
Net investment income 1,125 10,600 10,985
Net realized gains (losses) on investments 1 (400) 133
Net change in unrealized appreciation (depreciation) of investments 1,302 (2,831) 263
Net increase in members' capital $ 2,428 $ 7,369 $ 11,381
(1) Reflects the results of operations for the period from January 1, 2021 through May 4, 2021.
Pursuant to the First Amended and Restated Limited Liability Company Agreement effective December 11, 2020 (the "Restated SLP I Agreement"), the Company was no longer entitled to, and SLP I no longer paid management fees for investment management services provided to SLP I. For the period from January 1, 2021 through May 4, 2021, the Company did not earn management fees related to SLP I. For the period January 1, 2020 to December 11, 2020 and for the year ended December 31, 2019, the Company earned approximately $898 and $1,142, respectively, in management fees related to SLP I, which is included in other income. As of December 31, 2021 and December 31, 2020, approximately $0 and $117, respectively, of management fees related to SLP I was included in receivable from affiliates. For the period from January 1, 2021 through May 4, 2021 and for the years ended December 31, 2020 and December 31, 2019, the Company earned approximately $741, $2,753 and $3,073, respectively, of dividend income related to SLP I, which is included in dividend income. As of December 31, 2021 and December 31, 2020, approximately $0 and $657, respectively, of dividend income related to SLP I was included in interest and dividend receivable.
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NMFC Senior Loan Program II LLC
NMFC Senior Loan Program II LLC ("SLP II") was formed as a Delaware limited liability company on March 9, 2016 and commenced operations on April 12, 2016. SLP II was structured as a private joint venture investment fund between the Company and SkyKnight Income, LLC (“SkyKnight”) and operated under a limited liability company agreement (the "SLP II Agreement"). The purpose of the joint venture was to invest primarily in senior secured loans issued by portfolio companies within the Company's core industry verticals. These investments were typically broadly syndicated first lien loans. All investment decisions had to be unanimously approved by the board of managers of SLP II, which had equal representation from the Company and SkyKnight.
Effective May 5, 2021, the Company and SkyKnight entered into a Contribution Agreement in which 100% of both of their membership interests in SLP II were transferred and contributed to SLP IV. Effective May 5, 2021, SLP II entered into Amendment 1 to the Limited Liability Company Agreement (the “Amended SLP II Agreement”), which admitted SLP IV as the sole member of SLP II. As of May 5, 2021, SLP II is a wholly-owned subsidiary of SLP IV.
As of May 4, 2021 and December 31, 2020, SLP II had total investments with an aggregate fair value of approximately $250,290 and $271,149, respectively, and debt outstanding under its credit facility of $158,470 and $183,970, respectively. As of May 4, 2021 and December 31, 2020, none of SLP II's investments were on non-accrual.
Below is a summary of SLP II's portfolio, along with a listing of the individual investments in SLP II's portfolio as of December 31, 2020. As of May 5, 2021, all investments in the SLP II portfolio are included in the consolidated portfolio of SLP IV.
December 31, 2020
First lien investments (1) $ 279,678
Weighted average interest rate on first lien investments (2) 5.07 %
Number of portfolio companies in SLP II 32
Largest portfolio company investment (1) $ 16,481
Total of five largest portfolio company investments (1) $ 75,522
(1) Reflects principal amount or par value of investment.
(2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
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The following table is a listing of the individual investments in SLP II's portfolio as of December 31, 2020:
Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Funded Investments - First lien
Access CIG, LLC Business Services 3.98% (L + 3.75%) 2/27/2025 $ 4,613 $ 4,598 $ 4,577
ADG, LLC Healthcare Services 6.25 % (L + 4.75% + 0.50% PIK) 9/28/2023 16,481 16,410 15,612
Advisor Group Holdings, Inc. Consumer Services 5.15% (L + 5.00%) 7/31/2026 4,950 4,909 4,928
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 283 282 283
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 1,365 1,359 1,365
Bleriot US Bidco Inc. Federal Services 5.00% (L + 4.75%) 10/31/2026 1,341 1,329 1,341
Bleriot US Bidco Inc. Federal Services 5.00% (L + 4.75%) 10/30/2026 8,584 8,509 8,584
Brave Parent Holdings, Inc. Software 4.15% (L + 4.00%) 4/18/2025 3,652 3,643 3,630
CentralSquare Technologies, LLC Software 4.00% (L + 3.75%) 8/29/2025 14,700 14,674 13,745
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 2,026 2,019 1,895
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 10,588 10,556 9,900
Dealer Tire, LLC Distribution & Logistics 4.40% (L + 4.25%) 12/12/2025 7,425 7,409 7,394
Drilling Info Holdings, Inc. Business Services 4.40% (L + 4.25%) 7/30/2025 14,608 14,563 14,182
Edgewood Partners Holdings LLC (EPIC) Business Services 5.25% (L + 4.25%) 9/6/2024 7,356 7,304 7,301
eResearchTechnology, Inc. Healthcare Services 5.50% (L + 4.50%) 2/4/2027 3,129 3,101 3,106
Fastlane Parent Company, Inc. Distribution & Logistics 4.65% (L + 4.50%) 2/4/2026 3,439 3,386 3,419
Greenway Health, LLC Software 4.75% (L + 3.75%) 2/16/2024 14,475 14,439 13,281
Help/Systems Holdings, Inc. Software 5.75% (L + 4.75%) 11/19/2026 4,411 4,373 4,411
Institutional Shareholder Services Inc. Business Services 4.75% (L + 4.50%) 3/5/2026 13,755 13,648 13,600
Keystone Acquisition Corp. Healthcare Services 6.25% (L + 5.25%) 5/1/2024 5,225 5,196 4,937
LSCS Holdings, Inc. Healthcare Services 4.51% (L + 4.25%) 3/17/2025 1,865 1,863 1,828
LSCS Holdings, Inc. Healthcare Services 4.51% (L + 4.25%) 3/17/2025 7,225 7,219 7,080
Market Track, LLC Business Services 5.25% (L + 4.25%) 6/5/2024 11,580 11,549 11,376
Medical Solutions Holdings, Inc. Healthcare Services 5.50% (L + 4.50%) 6/14/2024 2,767 2,760 2,753
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 2,073 2,069 2,063
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 871 869 867
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 12,034 12,011 11,975
Peraton Corp. (fka MHVC Acquisition Corp.) Federal Services 6.25% (L + 5.25%) 4/29/2024 10,133 10,105 10,158
Premise Health Holding Corp. Healthcare Services 3.75% (L + 3.50%) 7/10/2025 1,358 1,354 1,328
Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 12,418 12,379 11,300
PSC Industrial Holdings Corp. Industrial Services 4.75% (L + 3.75%) 10/11/2024 3,028 3,011 2,945
Quest Software US Holdings Inc. Software 4.46% (L + 4.25%) 5/16/2025 14,700 14,650 14,480
Salient CRGT Inc. Federal Services 7.50% (L + 6.50%) 2/28/2022 12,478 12,445 12,478
Wirepath LLC Distribution & Logistics 4.25% (L + 4.00%) 8/5/2024 14,663 14,663 14,149
WP CityMD Bidco LLC Healthcare Services 5.50% (L + 4.50%) 8/13/2026 5,418 5,372 5,431
Wrench Group LLC Consumer Services 4.25% (L + 4.00%) 4/30/2026 5,924 5,875 5,865
YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 14,649 14,641 13,477
Zelis Cost Management Buyer, Inc. Healthcare Information Technology 4.90% (L + 4.75%) 9/30/2026 4,088 4,053 4,105
Total Funded Investments $ 279,678 $ 278,595 $ 271,149
(1) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the LIBOR (L), the Prime Rate (P) and the alternative base rate (Base). For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2020.
(2) Represents the fair value in accordance with ASC 820. The Company's board of directors does not determine the fair value of the investments held by SLP II.
164
Below is certain summarized financial information for SLP II as of May 4, 2021 and December 31, 2020 and for the period from January 1, 2021 through May 4, 2021 and the years ended December 31, 2020 and December 31, 2019:
Selected Balance Sheet Information: May 4, 2021 December 31, 2020
Investments at fair value (cost of $254,139 and $278,595, respectively) $ 250,290 $ 271,149
Cash and other assets 5,691 8,759
Total assets $ 255,981 $ 279,908
Credit facility $ 158,470 $ 183,970
Deferred financing costs — (534)
Distribution payable 535 2,500
Other liabilities 460 1,058
Total liabilities 159,465 186,994
Members' capital $ 96,516 $ 92,914
Total liabilities and members' capital $ 255,981 $ 279,908
Year Ended December 31,
Selected Statement of Operations Information: 2021(1) 2020 2019
Interest income $ 4,744 $ 18,035 $ 24,175
Other income — 89 145
Total investment income 4,744 18,124 24,320
Interest and other financing expenses 1,560 5,814 10,882
Other expenses 148 469 532
Total expenses 1,708 6,283 11,414
Less: expenses waived and reimbursed — — (20)
Net expenses 1,708 6,283 11,394
Net investment income 3,036 11,841 12,926
Net realized gains (losses) on investments 3 (800) 410
Net change in unrealized appreciation (depreciation) of investments 3,597 (1,111) (1,958)
Net increase in members' capital $ 6,636 $ 9,930 $ 11,378
(1) Reflects the results of operations for the period from January 1, 2021 through May 4, 2021.
For the period from January 1, 2021 through May 4, 2021 and for the years ended December 31, 2020 and December 31, 2019, the Company earned approximately $2,410, $8,708 and $11,116, respectively, of dividend income related to SLP II, which is included in dividend income. As of December 31, 2021 and December 31, 2020, approximately $0 and $1,985, respectively, of dividend income related to SLP II was included in interest and dividend receivable.
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NMFC Senior Loan Program III LLC
NMFC Senior Loan Program III LLC ("SLP III") was formed as a Delaware limited liability company and commenced operations on April 25, 2018. SLP III is structured as a private joint venture investment fund between the Company and SkyKnight Income II, LLC (“SkyKnight II”) and operates under a limited liability company agreement (the "SLP III Agreement"). The purpose of the joint venture is to invest primarily in senior secured loans issued by portfolio companies within the Company's core industry verticals. These investments are typically broadly syndicated first lien loans. All investment decisions must be unanimously approved by the board of managers of SLP III, which has equal representation from the Company and SkyKnight II. SLP III has a five year investment period and will continue in existence until April 25, 2025. The investment period may be extended for up to one year pursuant to certain terms of the SLP III Agreement.
SLP III is capitalized with equity contributions which are called from its members, on a pro-rata basis based on their equity commitments, as transactions are completed. Any decision by SLP III to call down on capital commitments requires approval by the board of managers of SLP III. As of December 31, 2021, the Company and SkyKnight II have committed and contributed $140,000 and $35,000, respectively, of equity to SLP III. The Company’s investment in SLP III is disclosed on the Company’s Consolidated Schedule of Investments as of December 31, 2021 and December 31, 2020.
On May 2, 2018, SLP III entered into its revolving credit facility with Citibank, N.A., which matures on January 8, 2026. Effective July 8, 2021, the reinvestment period was extended to July 8, 2024. As of the most recent amendment on July 8, 2021, during the reinvestment period the credit facility bears interest at a rate of LIBOR plus 1.60% and after the reinvestment period it will bear interest at a rate of LIBOR plus 1.90%. Prior to July 8, 2021, the credit facility bore interest at a rate of LIBOR plus 1.70%. Effective November 23, 2020, SLP III's revolving credit facility has a maximum borrowing capacity of $525,000. As of December 31, 2021 and December 31, 2020, SLP III had total investments with an aggregate fair value of approximately $702,148 and $609,961, respectively, and debt outstanding under its credit facility of $510,900 and $424,200, respectively. As of December 31, 2021 and December 31, 2020, none of SLP III's investments were on non-accrual. Additionally, as of December 31, 2021 and December 31, 2020, SLP III had unfunded commitments in the form of delayed draws of $4,569 and $7,838, respectively.
Below is a summary of SLP III's portfolio, along with a listing of the individual investments in SLP III's portfolio as of December 31, 2021 and December 31, 2020 :
December 31, 2021 December 31, 2020
First lien investments (1) $ 709,517 $ 626,985
Weighted average interest rate on first lien investments (2) 4.50 % 4.72 %
Number of portfolio companies in SLP III 80 69
Largest portfolio company investment (1) $ 23,489 $ 23,735
Total of five largest portfolio company investments (1) $ 95,504 $ 99,159
(1) Reflects principal amount or par value of investment.
(2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
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The following table is a listing of the individual investments in SLP III's portfolio as of December 31, 2021:
Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Funded Investments - First lien
ADMI Corp. (aka Aspen Dental) Healthcare Services 4.00% (L + 3.50%) 12/23/2027 $ 2,424 $ 2,413 $ 2,424
Advisor Group Holdings, Inc. Financial Services 4.60% (L + 4.50%) 7/31/2026 9,800 9,766 9,832
AG Parent Holdings, LLC Healthcare Services 5.10% (L + 5.00%) 7/31/2026 12,250 12,207 12,227
Artera Services, LLC Distribution & Logistics 4.50% (L + 3.50%) 3/6/2025 6,907 6,861 6,706
Aston FinCo S.a.r.l. / Aston US Finco, LLC Software 4.35% (L + 4.25%) 10/9/2026 5,895 5,853 5,877
BCPE Empire Holdings, Inc. Distribution & Logistics 4.10% (L + 4.00%) 6/11/2026 4,302 4,273 4,278
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 19,456 19,388 19,455
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 4,033 4,018 4,033
Bella Holding Company, LLC Healthcare Services 4.50% (L + 3.75%) 5/10/2028 2,260 2,240 2,262
Bluefin Holding, LLC Software 4.43% (L + 4.25%) 9/4/2026 9,800 9,696 9,800
Bracket Intermediate Holding Corp. Healthcare Services 4.38% (L + 4.25%) 9/5/2025 14,513 14,471 14,498
Brave Parent Holdings, Inc. Software 4.10% (L + 4.00%) 4/18/2025 4,347 4,339 4,352
Cano Health, LLC Healthcare Services 5.25% (L + 4.50%) 11/23/2027 6,948 6,910 6,961
Cardinal Parent, Inc. Software 5.25% (L + 4.50%) 11/12/2027 6,985 6,893 6,977
CE Intermediate I, LLC Software 4.50% (L + 4.00%) 11/10/2028 11,004 10,927 10,934
CentralSquare Technologies, LLC Software 3.97% (L + 3.75%) 8/29/2025 14,550 14,529 13,761
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 967 967 967
CommerceHub, Inc. Software 4.75% (L + 4.00%) 12/29/2027 5,775 5,750 5,724
Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC) Software 5.00% (L + 4.00%) 12/2/2022 2,985 2,969 2,985
Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC) Software 5.00% (L + 4.00%) 12/2/2022 4,455 4,450 4,455
Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC) Software 5.00% (L + 4.00%) 12/2/2022 862 861 862
Confluent Health, LLC Healthcare Services 4.50% (L + 4.00%) 11/30/2028 12,054 11,993 12,053
Cornerstone OnDemand, Inc. Software 4.25% (L + 3.75%) 10/16/2028 4,545 4,523 4,541
Covenant Surgical Partners, Inc. Healthcare Services 4.10% (L + 4.00%) 7/1/2026 9,777 9,711 9,655
Covenant Surgical Partners, Inc. Healthcare Services 4.10% (L + 4.00%) 7/1/2026 2,000 1,980 1,975
CRCI Longhorn Holdings, Inc. Business Services 3.60% (L + 3.50%) 8/8/2025 14,513 14,471 14,408
Dealer Tire, LLC Distribution & Logistics 4.35% (L + 4.25%) 12/12/2025 9,800 9,783 9,817
DG Investment Intermediate Holdings 2, Inc. Business Services 4.25% (L + 3.50%) 3/31/2028 7,463 7,435 7,471
Dispatch Acquisition Holdings, LLC Industrial Services 5.00% (L + 4.25%) 3/27/2028 14,133 13,970 14,124
Drilling Info Holdings, Inc. Business Services 4.35% (L + 4.25%) 7/30/2025 18,387 18,335 18,249
EAB Global, Inc. Education 4.00% (L + 3.50%) 8/16/2028 4,250 4,230 4,234
Energize Holdco LLC Business Services 4.25% (L + 3.75%) 12/8/2028 12,582 12,519 12,550
eResearchTechnology, Inc. Healthcare Services 5.50% (L + 4.50%) 2/4/2027 7,345 7,316 7,388
EyeCare Partners, LLC Healthcare Services 3.97% (L + 3.75%) 2/18/2027 14,760 14,745 14,678
Foundational Education Group, Inc. Education 4.75% (L + 4.25%) 8/31/2028 9,500 9,408 9,524
Frontline Technologies Intermediate Holdings, LLC Software 6.25% (L + 5.25%) 9/18/2023 6,448 6,448 6,448
Frontline Technologies Intermediate Holdings, LLC Software 6.25% (L + 5.25%) 9/18/2023 2,012 2,012 2,012
Greenway Health, LLC Healthcare I.T. 4.75% (L + 3.75%) 2/16/2024 14,369 14,374 13,790
Heartland Dental, LLC Healthcare Services 3.60% (L + 3.50%) 4/30/2025 18,350 18,302 18,191
Help/Systems Holdings, Inc. Software 4.75% (L + 4.00%) 11/19/2026 18,254 18,112 18,214
Higginbotham Insurance Agency, Inc. Insurance Services 6.25% (L + 5.50%) 11/25/2026 9,170 9,096 9,239
HighTower Holding, LLC Financial Services 4.75% (L + 4.00%) 4/21/2028 4,826 4,781 4,838
Idera, Inc. Software 4.50% (L + 3.75%) 3/2/2028 15,964 15,951 15,997
Kestra Advisor Services Holdings A, Inc. Financial Services 4.36% (L + 4.25%) 6/3/2026 12,058 12,000 11,998
LI Group Holdings, Inc. Software 4.50% (L + 3.75%) 3/11/2028 4,620 4,610 4,620
LSCS Holdings, Inc. Healthcare Services 5.00% (L + 4.50%) 12/16/2028 7,644 7,605 7,663
Mamba Purchaser, Inc. Healthcare Services 4.25% (L + 3.75%) 10/16/2028 5,773 5,745 5,777
Maravai Intermediate Holdings, LLC Specialty Chemicals & Materials 4.75% (L + 3.75%) 10/19/2027 2,939 2,914 2,956
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Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Maverick Bidco Inc. Software 4.50% (L + 3.75%) 5/18/2028 $ 4,000 $ 3,982 $ 4,008
Mavis Tire Express Services Topco Corp. Retail 4.75% (L + 4.00%) 5/4/2028 4,216 4,197 4,224
MED ParentCo, LP Healthcare Services 4.35% (L + 4.25%) 8/31/2026 12,718 12,633 12,727
Mercury Borrower, Inc. Business Services 4.00% (L + 3.50%) 8/2/2028 4,211 4,189 4,204
MH Sub I, LLC (Micro Holding Corp.) Software 4.75% (L + 3.75%) 9/13/2024 10,804 10,777 10,842
National Intergovernmental Purchasing Alliance Company Business Services 3.72% (L + 3.50%) 5/23/2025 8,540 8,538 8,526
Navex Topco, Inc. Software 3.36% (L + 3.25%) 9/5/2025 17,024 16,927 16,946
Netsmart, Inc. Healthcare I.T. 4.75% (L + 4.00%) 10/1/2027 3,980 3,980 3,992
Newport Group Holdings II, Inc. Business Services 3.72% (L + 3.50%) 9/12/2025 4,838 4,824 4,835
Outcomes Group Holdings, Inc. Healthcare Services 3.47% (L + 3.25%) 10/24/2025 3,366 3,361 3,335
Peraton Corp. Federal Services 4.50% (L + 3.75%) 2/1/2028 7,444 7,410 7,460
PetVet Care Centers, LLC (fka Pearl Intermediate Parent LLC) Consumer Services 4.25% (L + 3.50%) 2/14/2025 5,719 5,716 5,726
Planview Parent, Inc. Software 4.75% (L + 4.00%) 12/17/2027 7,919 7,850 7,929
Premise Health Holding Corp. Healthcare Services 3.72% (L + 3.50%) 7/10/2025 7,483 7,462 7,455
Project Ruby Ultimate Parent Corp. Healthcare I.T. 4.00% (L + 3.25%) 3/10/2028 11,414 11,361 11,407
Quest Software US Holdings Inc. Software 4.38% (L + 4.25%) 5/16/2025 14,550 14,511 14,555
RealPage, Inc. Business Services 3.75% (L + 3.25%) 4/24/2028 13,965 13,933 13,941
RLG Holdings, LLC Packaging 5.00% (L + 4.25%) 7/7/2028 5,844 5,816 5,841
Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 2,406 2,405 2,406
Snap One Holdings Corp. Distribution & Logistics 5.00% (L + 4.50%) 12/8/2028 6,672 6,606 6,664
Sovos Brands Intermediate, Inc. Food & Beverage 4.50% (L + 3.75%) 6/8/2028 9,429 9,407 9,437
Spring Education Group, Inc. (fka SSH Group Holdings, Inc.) Education 4.47% (L + 4.25%) 7/30/2025 12,058 12,041 11,666
Storable, Inc. Software 3.75% (L + 3.25%) 4/17/2028 3,862 3,853 3,854
Symplr Software, Inc. Healthcare I.T. 5.25% (L + 4.50%) 12/22/2027 15,880 15,750 15,938
Syndigo LLC Software 5.25% (L + 4.50%) 12/15/2027 14,888 14,790 14,925
Therapy Brands Holdings LLC Healthcare I.T. 4.75% (L + 4.00%) 5/18/2028 3,400 3,384 3,400
Thermostat Purchaser III, Inc. Business Services 5.25% (L + 4.50%) 8/31/2028 5,953 5,924 5,953
TIBCO Software Inc. Software 3.86% (L + 3.75%) 6/30/2026 7,577 7,563 7,535
Trader Interactive, LLC (fka Dominion Web Solutions LLC) Business Services 4.50% (L + 4.00%) 7/28/2028 4,910 4,886 4,904
Unified Women's Healthcare, LP Healthcare Services 5.00% (L + 4.25%) 12/20/2027 9,950 9,883 9,984
Valcour Packaging, LLC Packaging 4.25% (L + 3.75%) 10/4/2028 4,538 4,524 4,538
VetCor Professional Practices LLC Consumer Services 5.00% (L + 4.25%) 7/2/2025 6,980 6,846 6,922
VT Topco, Inc. Business Services 3.35% (L + 3.25%) 8/1/2025 2,766 2,766 2,748
VT Topco, Inc. Business Services 4.50% (L + 3.75%) 8/1/2025 849 845 844
Waystar Technologies, Inc. Healthcare Services 4.10% (L + 4.00%) 10/22/2026 4,066 4,058 4,069
WP CityMD Bidco LLC Healthcare Services 3.75% (L + 3.25%) 12/22/2028 9,180 9,136 9,182
Wrench Group LLC Consumer Services 4.22% (L + 4.00%) 4/30/2026 7,905 7,886 7,905
YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 9,590 9,586 9,542
Total Funded Investments $ 704,948 $ 701,756 $ 702,149
Unfunded Investments - First lien
Confluent Health, LLC Healthcare Services — 11/30/2023 $ 2,638 $ (13) $ —
Therapy Brands Holdings LLC Healthcare I.T. — 5/18/2023 735 — —
Thermostat Purchaser III, Inc. Business Services — 8/31/2023 1,047 — —
VT Topco, Inc. Business Services — 8/1/2023 149 — (1)
Total Unfunded Investments $ 4,569 $ (13) $ (1)
Total Investments $ 709,517 $ 701,743 $ 702,148
(1) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the LIBOR (L), the Prime Rate (P) and the alternative base rate (Base). For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2021.
(2) Represents the fair value in accordance with ASC 820. The Company's board of directors does not determine the fair value of the investments held by SLP III.
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The following table is a listing of the individual investments in SLP III's portfolio as of December 31, 2020:
Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Funded Investments - First lien
Access CIG, LLC Business Services 3.98% (L + 3.75%) 2/27/2025 $ 868 $ 868 $ 861
Advisor Group Holdings, Inc. Consumer Services 5.15% (L + 5.00%) 7/31/2026 4,950 4,909 4,928
Affordable Care Holding Corp. Healthcare Services 5.75% (L + 4.75%) 10/24/2022 5,901 5,850 5,827
AG Parent Holdings, LLC Healthcare Services 5.15% (L + 5.00%) 7/31/2026 12,375 12,323 12,251
Ascensus Specialties LLC Business Services 4.90% (L + 4.75%) 9/24/2026 9,900 9,858 9,931
Aston FinCo S.a.r.l. / Aston US Finco, LLC Software 4.40% (L + 4.25%) 10/9/2026 5,955 5,904 5,900
Astra Acquisition Corp. Software 6.50% (L + 5.50%) 3/1/2027 11,490 11,412 11,605
BCPE Empire Holdings, Inc. Distribution & Logistics 4.15% (L + 4.00%) 6/11/2026 10,869 10,780 10,801
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 19,654 19,573 19,654
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 4,081 4,062 4,081
Bleriot US Bidco Inc. Federal Services 5.00% (L + 4.75%) 10/31/2026 4,292 4,254 4,292
Bleriot US Bidco Inc. Federal Services 5.00% (L + 4.75%) 10/31/2026 671 665 671
Bluefin Holding, LLC Software 4.15% (L + 4.00%) 9/4/2026 9,900 9,775 9,900
Bracket Intermediate Holding Corp. Healthcare Services 4.48% (L + 4.25%) 9/5/2025 14,663 14,610 14,516
Brave Parent Holdings, Inc. Software 4.15% (L + 4.00%) 4/18/2025 11,217 11,190 11,147
Cano Health, LLC Healthcare Services 5.50% (L + 4.75%) 11/23/2027 6,308 6,244 6,244
Cardinal Parent, Inc. Software 5.25% (L + 4.50%) 11/12/2027 7,038 6,932 6,967
CentralSquare Technologies, LLC Software 4.00% (L + 3.75%) 8/29/2025 14,700 14,674 13,745
Certara Holdco, Inc. Healthcare I.T. 3.75% (L + 3.50%) 8/15/2024 1,246 1,248 1,247
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 977 977 914
CommerceHub, Inc. Software 4.75% (L + 4.00%) 12/29/2027 5,833 5,804 5,833
Confluent Health, LLC Healthcare Services 5.15% (L + 5.00%) 6/24/2026 4,398 4,354 4,348
Covenant Surgical Partners, Inc. Healthcare Services 4.15% (L + 4.00%) 7/1/2026 9,876 9,795 9,678
CRCI Longhorn Holdings, Inc. Business Services 3.65% (L + 3.50%) 8/8/2025 14,663 14,611 14,498
Dealer Tire, LLC Distribution & Logistics 4.40% (L + 4.25%) 12/12/2025 9,900 9,879 9,859
Dentalcorp Health Services ULC (fka Dentalcorp Perfect Smile ULC) Healthcare Services 4.75% (L + 3.75%) 6/6/2025 14,636 14,611 14,421
Drilling Info Holdings, Inc. Business Services 4.40% (L + 4.25%) 7/30/2025 18,576 18,511 18,035
Edgewood Partners Holdings LLC Business Services 5.25% (L + 4.25%) 9/6/2024 7,356 7,304 7,301
eResearchTechnology, Inc. Healthcare Services 5.50% (L + 4.50%) 2/4/2027 3,911 3,876 3,883
EyeCare Partners, LLC Healthcare Services 3.90% (L + 3.75%) 2/18/2027 12,071 12,057 11,796
EyeCare Partners, LLC Healthcare Services 3.90% (L + 3.75%) 2/18/2027 2,838 2,834 2,773
Fastlane Parent Company, Inc. Distribution & Logistics 4.65% (L + 4.50%) 2/4/2026 3,439 3,386 3,419
Frontline Technologies Intermediate Holdings, LLC Software 6.75% (L + 5.75%) 9/18/2023 6,513 6,513 6,513
Greenway Health, LLC Software 4.75% (L + 3.75%) 2/16/2024 14,520 14,527 13,322
Heartland Dental, LLC Healthcare Services 3.65% (L + 3.50%) 4/30/2025 18,540 18,478 18,104
Help/Systems Holdings, Inc. Software 5.75% (L + 4.75%) 11/19/2026 18,440 18,270 18,440
Higginbotham Insurance Agency, Inc. Financial Services 6.50% (L + 5.75%) 11/25/2026 7,187 7,134 7,331
Idera, Inc. Software 5.00% (L + 4.00%) 6/28/2024 9,435 9,406 9,435
Institutional Shareholder Services Inc. Business Services 4.75% (L + 4.50%) 3/5/2026 983 975 971
Kestra Advisor Services Holdings A, Inc. Business Services 4.40% (L + 4.25%) 6/3/2026 9,381 9,318 9,241
LSCS Holdings, Inc. Healthcare Services 4.51% (L + 4.25%) 3/17/2025 2,627 2,612 2,575
LSCS Holdings, Inc. Healthcare Services 4.51% (L + 4.25%) 3/17/2025 678 674 665
Maravai Intermediate Holdings, LLC Healthcare Products 5.25% (L + 4.25%) 10/19/2027 4,125 4,085 4,148
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Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Market Track, LLC Business Services 5.25% (L + 4.25%) 6/5/2024 $ 4,729 $ 4,725 $ 4,645
Mavis Tire Express Services Corp. Retail 5.00% (L + 4.00%) 3/20/2025 4,828 4,733 4,846
MED ParentCo, LP Healthcare Services 4.40% (L + 4.25%) 8/31/2026 10,272 10,191 10,148
MED ParentCo, LP Healthcare Services 4.40% (L + 4.25%) 8/31/2026 2,576 2,554 2,545
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 4,502 4,492 4,480
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 871 869 867
National Intergovernmental Purchasing Alliance Company Business Services 4.00% (L + 3.75%) 5/23/2025 8,701 8,698 8,658
National Mentor Holdings, Inc. (aka Civitas Solutions, Inc.) Healthcare Services 4.43% (L + 4.25%) 3/9/2026 8,887 8,887 8,897
National Mentor Holdings, Inc. (aka Civitas Solutions, Inc.) Healthcare Services 4.51% (L + 4.25%) 3/9/2026 398 398 398
Navex Topco, Inc. Software 3.40% (L + 3.25%) 9/5/2025 18,208 18,079 17,929
Navicure, Inc. Healthcare Services 4.75% (L + 4.00%) 10/22/2026 4,107 4,097 4,110
Newport Group Holdings II, Inc. Business Services 3.75% (L + 3.50%) 9/12/2025 4,888 4,870 4,851
Orion Advisor Solutions, Inc. Business Services 5.00% (L + 4.00%) 9/24/2027 5,237 5,186 5,260
Outcomes Group Holdings, Inc. Healthcare Services 3.50% (L + 3.25%) 10/24/2025 3,400 3,394 3,349
Pelican Products, Inc. Business Products 4.50% (L + 3.50%) 5/1/2025 4,875 4,867 4,796
Peraton Corp. (fka MHVC Acquisition Corp.) Federal Services 6.25% (L + 5.25%) 4/29/2024 15,272 15,225 15,310
Planview Parent, Inc. Software 4.75% (L + 4.00%) 12/17/2027 6,484 6,419 6,496
Premise Health Holding Corp. Healthcare Services 3.75% (L + 3.50%) 7/10/2025 13,583 13,538 13,279
Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 9,822 9,786 8,939
Project Boost Purchaser, LLC Business Services 5.00% (L + 4.25%) 6/1/2026 1,995 1,975 2,002
Quest Software US Holdings Inc. Software 4.46% (L + 4.25%) 5/16/2025 14,700 14,650 14,480
Ryan Specialty Group, LLC Business Services 4.00% (L + 3.25%) 9/1/2027 3,491 3,441 3,491
Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 2,431 2,429 2,393
Sovos Brands Intermediate, Inc. Food & Beverage 4.96% (L + 4.75%) 11/20/2025 3,591 3,582 3,609
Spring Education Group, Inc. (fka SSH Group Holdings, Inc.) Education 4.50% (L + 4.25%) 7/30/2025 12,183 12,161 11,665
Symplr Software, Inc.(fka Caliper Software, Inc.) Healthcare I.T. 5.25% (L + 4.50%) 12/22/2027 10,000 9,850 9,913
Syndigo LLC Software 5.25% (L + 4.50%) 12/15/2027 15,000 14,888 14,888
TIBCO Software Inc. Software 3.90% (L + 3.75%) 6/30/2026 7,654 7,637 7,572
Unified Women’s Healthcare, LP Healthcare Servies 5.00% (L + 4.25%) 12/20/2027 10,000 9,923 9,975
Wirepath LLC Distribution & Logistics 4.25% (L + 4.00%) 8/5/2024 17,127 17,127 16,527
WP CityMD Bidco LLC Healthcare Services 5.50% (L + 4.50%) 8/13/2026 19,868 19,701 19,914
VT Topco, Inc. Business Services 3.65% (L + 3.50%) 8/1/2025 2,795 2,795 2,763
YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 9,691 9,685 8,915
Total Funded Investments $ 619,147 $ 615,974 $ 609,981
Unfunded Investments - First lien
Cano Health, LLC Healthcare Services — 11/23/2027 $ 2,300 $ (23) $ (23)
Covenant Surgical Partners, Inc. Healthcare Services — 7/1/2021 2,000 (20) (40)
Higginbotham Insurance Agency, Inc. Financial Services — 11/25/2026 2,023 (15) 40
Planview Parent, Inc. Software — 12/17/2027 1,515 — 3
Total Unfunded Investments $ 7,838 $ (58) $ (20)
Total Investments $ 626,985 $ 615,916 $ 609,961
(1) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the LIBOR (L), the Prime Rate (P) and the alternative base rate (Base). For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2020.
(2) Represents the fair value in accordance with ASC 820. The Company's board of directors does not determine the fair value of the investments held by SLP III.
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Below is certain summarized financial information for SLP III as of December 31, 2021 and December 31, 2020 and for the years ended December 31, 2021, December 31, 2020 and December 31, 2019:
Selected Balance Sheet Information: December 31, 2021 December 31, 2020
Investments at fair value (cost of $701,743 and $615,916, respectively) $ 702,148 $ 609,961
Receivable from unsettled securities sold 7,351 —
Cash and other assets 16,505 10,176
Total assets $ 726,004 $ 620,137
Credit facility $ 510,900 $ 424,200
Deferred financing costs (net of accumulated amortization of $3,338 and $2,064, respectively) (3,198) (2,471)
Payable for unsettled securities purchased 34,552 47,192
Distribution payable 5,031 3,800
Other liabilities 2,378 2,501
Total liabilities 549,663 475,222
Members' capital $ 176,341 $ 144,915
Total liabilities and members' capital $ 726,004 $ 620,137
Year Ended December 31,
Selected Statement of Operations Information: 2021 2020 2019
Interest income $ 31,240 $ 27,476 $ 27,226
Other income 573 576 368
Total investment income 31,813 28,052 27,594
Interest and other financing expenses 10,624 11,872 14,129
Other expenses 804 747 632
Total expenses 11,428 12,619 14,761
Less: expenses waived and reimbursed — — (22)
Net expenses 11,428 12,619 14,739
Net investment income 20,385 15,433 12,855
Net realized gains on investments 572 262 263
Net change in unrealized appreciation (depreciation) of investments 6,360 (418) 2,528
Net increase in members' capital $ 27,317 $ 15,277 $ 15,646
For the years ended December 31, 2021, December 31, 2020 and December 31, 2019, the Company earned approximately $16,712, $11,864 and $10,520, respectively, of dividend income related to SLP III, which is included in dividend income. As of December 31, 2021 and December 31, 2020 approximately $4,025 and $3,040, respectively, of dividend income related to SLP III was included in interest and dividend receivable.
The Company has determined that SLP III is an investment company under ASC 946; however, in accordance with such guidance the Company will generally not consolidate its investment in a company other than a wholly-owned investment company subsidiary. Furthermore, ASC 810 concludes that in a joint venture where both members have equal decision making authority, it is not appropriate for one member to consolidate the joint venture since neither has control. Accordingly, the Company does not consolidate SLP III.
NMFC Senior Loan Program IV LLC
SLP IV was formed as a Delaware limited liability company on April 6, 2021, and commenced operations on May 5, 2021. SLP IV is structured as a private joint venture investment fund between the Company and SkyKnight Alpha and operates under the First Amended and Restated Limited Liability Company Agreement of NMFC Senior Loan Program IV LLC (the "SLP IV Agreement"). Upon the effectiveness of the SLP IV Agreement dated May 5, 2021, the members contributed their
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respective membership interests in SLP I and SLP II to SLP IV. Immediately following the contribution of their membership interests, SLP I and SLP II became wholly-owned subsidiaries of SLP IV. The purpose of the joint venture is to invest primarily in senior secured loans issued by portfolio companies within the Company's core industry verticals. These investments are typically broadly syndicated first lien loans. All investment decisions must be unanimously approved by the board of managers of SLP IV, which has equal representation from the Company and SkyKnight Alpha. SLP IV has a five year investment period and will continue in existence until May 5, 2026. The investment period may be extended for up to one year pursuant to certain terms of the SLP IV Agreement.
SLP IV is capitalized with equity contributions which were transferred and contributed from its members. As of December 31, 2021, the Company and SkyKnight Alpha have transferred and contributed $112,400 and $30,600, respectively, of their membership interests in SLP I and SLP II to SLP IV. The Company’s investment in SLP IV is disclosed on the Company’s Consolidated Schedule of Investments as of December 31, 2021.
On May 5, 2021, SLP IV entered into a $370,000 revolving credit facility with Wells Fargo Bank, National Association which matures on May 5, 2026 and bears interest at a rate of LIBOR plus 1.60% per annum. As of December 31, 2021, SLP IV had total investments with an aggregate fair value of approximately $504,948 and debt outstanding under its credit facility of $360,137. As of December 31, 2021, none of SLP IV’s investments were on non-accrual. Additionally, as of December 31, 2021, SLP IV had unfunded commitments in the form of delayed draws of $6,103.
Below is a summary of SLP IV's consolidated portfolio, along with a listing of the individual investments in SLP IV's consolidated portfolio as of December 31, 2021:
December 31, 2021
First lien investments (1) $ 513,298
Weighted average interest rate on first lien investments (2) 4.64 %
Number of portfolio companies in SLP IV 68
Largest portfolio company investment (1) $ 22,215
Total of five largest portfolio company investments (1) $ 99,875
(1) Reflects principal amount or par value of investment.
(2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
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The following table is a listing of the individual investments in SLP IV's consolidated portfolio as of December 31, 2021:
Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
Funded Investments - First lien
ADG, LLC Healthcare Services 6.25% (L + 4.75% + 0.50% PIK) 9/28/2023 $ 16,565 $ 16,518 $ 16,565
ADMI Corp. (aka Aspen Dental) Healthcare Services 4.00% (L + 3.50%) 12/23/2027 1,870 1,862 1,870
Advisor Group Holdings, Inc. Financial Services 4.60% (L + 4.50%) 7/31/2026 11,697 11,615 11,735
Artera Services, LLC Distribution & Logistics 4.50% (L + 3.50%) 3/6/2025 5,329 5,293 5,173
Bayou Intermediate II, LLC Healthcare Services 5.25% (L + 4.50%) 8/2/2028 8,693 8,652 8,704
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 1,976 1,969 1,976
Bearcat Buyer, Inc. Healthcare Services 5.25% (L + 4.25%) 7/9/2026 410 408 410
Bella Holding Company, LLC Healthcare Services 4.50% (L + 3.75%) 5/10/2028 1,769 1,763 1,770
Bleriot US Bidco Inc. Federal Services 4.22% (L + 4.00%) 10/30/2026 3,980 3,980 3,983
Bracket Intermediate Holding Corp. Healthcare Services 4.38% (L + 4.25%) 9/5/2025 4,473 4,461 4,469
Brave Parent Holdings, Inc. Software 4.10% (L + 4.00%) 4/18/2025 2,390 2,385 2,392
Cano Health, LLC Healthcare Services 5.25% (L + 4.50%) 11/23/2027 5,737 5,731 5,748
CE Intermediate I, LLC Software 4.50% (L + 4.00%) 11/10/2028 8,239 8,182 8,188
CentralSquare Technologies, LLC Software 3.97% (L + 3.75%) 8/29/2025 14,550 14,530 13,761
Certara Holdco, Inc. Healthcare Information Technology 3.60% (L + 3.50%) 8/15/2026 3,940 3,931 3,932
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 10,919 10,894 10,919
CHA Holdings, Inc. Business Services 5.50% (L + 4.50%) 4/10/2025 2,004 1,998 2,004
Confluent Health, LLC Healthcare Services 4.50% (L + 4.00%) 11/30/2028 8,076 8,035 8,076
Cornerstone OnDemand, Inc. Software 4.25% (L + 3.75%) 10/16/2028 3,247 3,231 3,244
Cvent, Inc. Software 3.85% (L + 3.75%) 11/29/2024 2,322 2,319 2,322
Dealer Tire, LLC Distribution & Logistics 4.35% (L + 4.25%) 12/12/2025 10,748 10,729 10,767
Dispatch Acquisition Holdings, LLC Industrial Services 5.00% (L + 4.25%) 3/27/2028 9,975 9,851 9,969
Drilling Info Holdings, Inc. Business Services 4.35% (L + 4.25%) 7/30/2025 20,500 20,449 20,346
EAB Global, Inc. Education 4.00% (L + 3.50%) 8/16/2028 10,000 9,952 9,961
Emerald 2 Limited Business Services 3.47% (L + 3.25%) 7/12/2028 445 444 443
Energize Holdco LLC Business Services 4.25% (L + 3.75%) 12/8/2028 9,068 9,023 9,045
eResearchTechnology, Inc. Healthcare Services 5.50% (L + 4.50%) 2/4/2027 4,429 4,396 4,455
EyeCare Partners, LLC Healthcare Services 4.25% (L + 3.75%) 11/15/2028 8,000 7,980 7,982
EyeCare Partners, LLC Healthcare Services 6.00% (P + 2.75%) 11/15/2028 1,364 1,360 1,360
Foundational Education Group, Inc. Education 4.75% (L + 4.25%) 8/31/2028 6,500 6,438 6,516
Greenway Health, LLC Healthcare Information Technology 4.75% (L + 3.75%) 2/16/2024 20,948 20,912 20,104
Heartland Dental, LLC Healthcare Services 3.60% (L + 3.50%) 4/30/2025 3,572 3,563 3,541
Heartland Dental, LLC Healthcare Services 4.10% (L + 4.00%) 4/30/2025 6,269 6,241 6,261
Help/Systems Holdings, Inc. Software 4.75% (L + 4.00%) 11/19/2026 9,909 9,876 9,888
Hunter Holdco 3 Limited Healthcare Services 4.75% (L + 4.25%) 8/19/2028 3,949 3,911 3,959
Idera, Inc. Software 4.50% (L + 3.75%) 3/2/2028 9,318 9,245 9,338
Kestra Advisor Services Holdings A, Inc. Financial Services 4.36% (L + 4.25%) 6/3/2026 5,486 5,434 5,459
Keystone Acquisition Corp. Healthcare Services 6.25% (L + 5.25%) 5/1/2024 5,171 5,150 5,146
LSCS Holdings, Inc. Healthcare Services 5.00% (L + 4.50%) 12/16/2028 5,897 5,867 5,911
Mamba Purchaser, Inc. Healthcare Services 4.25% (L + 3.75%) 10/16/2028 4,124 4,104 4,126
Mandolin Technology Intermediate Holdings, Inc. Software 4.25% (L + 3.75%) 7/31/2028 10,000 9,953 9,975
Maverick Bidco Inc. Software 4.50% (L + 3.75%) 5/18/2028 8,000 7,963 8,015
Mavis Tire Express Services Topco Corp. Retail 4.75% (L + 4.00%) 5/4/2028 8,432 8,394 8,447
Mercury Borrower, Inc. Business Services 4.00% (L + 3.50%) 8/2/2028 6,250 6,220 6,240
MH Sub I, LLC (Micro Holding Corp.) Software 4.75% (L + 3.75%) 9/13/2024 7,898 7,878 7,925
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 16,734 16,719 16,734
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 2,051 2,050 2,051
Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 862 861 862
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Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
Value (2)
National Intergovernmental Purchasing Alliance Company Business Services 3.72% (L + 3.50%) 5/23/2025 $ 1,327 $ 1,329 $ 1,325
Netsmart, Inc. Healthcare Information Technology 4.75% (L + 4.00%) 10/1/2027 6,965 6,965 6,987
OEConnection LLC Business Services 4.10% (L + 4.00%) 9/25/2026 4,123 4,092 4,118
PetVet Care Centers, LLC Consumer Services 4.25% (L + 3.50%) 2/14/2025 9,974 9,950 9,987
Premise Health Holding Corp. Healthcare Services 3.72% (L + 3.50%) 7/10/2025 1,966 1,961 1,959
Project Boost Purchaser, LLC Business Services 4.00% (L + 3.50%) 5/30/2026 2,488 2,482 2,491
Quest Software US Holdings Inc. Software 4.38% (L + 4.25%) 5/16/2025 14,550 14,512 14,555
RealPage, Inc. Business Services 3.75% (L + 3.25%) 4/24/2028 4,988 4,970 4,979
RLG Holdings, LLC Packaging 5.00% (L + 4.25%) 7/7/2028 4,767 4,744 4,765
Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 4,216 4,204 4,216
Snap One Holdings Corp. Distribution & Logistics 5.00% (L + 4.50%) 12/8/2028 8,649 8,563 8,639
Sovos Brands Intermediate, Inc. Food & Beverage 4.50% (L + 3.75%) 6/8/2028 8,290 8,270 8,296
Storable, Inc. Software 3.75% (L + 3.25%) 4/17/2028 4,000 3,977 3,991
Syndigo LLC Software 5.25% (L + 4.50%) 12/15/2027 7,839 7,834 7,858
Therapy Brands Holdings LLC Healthcare Information Technology 4.75% (L + 4.00%) 5/18/2028 4,609 4,588 4,609
Thermostat Purchaser III, Inc. Business Services 5.25% (L + 4.50%) 8/31/2028 4,252 4,231 4,252
TIBCO Software Inc. Software 3.86% (L + 3.75%) 6/30/2026 2,977 2,961 2,961
Trader Interactive, LLC (fka Dominion Web Solutions LLC) Business Services 4.50% (L + 4.00%) 7/28/2028 5,303 5,277 5,296
Unified Women's Healthcare, LP Healthcare Services 5.00% (L + 4.25%) 12/20/2027 7,400 7,365 7,426
USIC Holdings, Inc. Business Services 4.25% (L + 3.50%) 5/12/2028 3,839 3,825 3,839
Valcour Packaging, LLC Packaging 4.25% (L + 3.75%) 10/4/2028 3,301 3,291 3,301
VetCor Professional Practices LLC Consumer Services 5.00% (L + 4.25%) 7/2/2025 9,972 9,779 9,889
VT Topco, Inc. Business Services 4.50% (L + 3.75%) 8/1/2025 8,489 8,451 8,436
WP CityMD Bidco LLC Healthcare Services 3.75% (L + 3.25%) 12/22/2028 7,044 7,002 7,045
Wrench Group LLC Consumer Services 4.22% (L + 4.00%) 4/30/2026 9,567 9,506 9,567
YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 22,215 22,203 22,104
Total Funded Investments $ 507,195 $ 505,052 $ 504,958
Unfunded Investments - First Lien
Confluent Health, LLC Healthcare Services - 11/30/2023 $ 1,759 $ (9) $ —
EyeCare Partners, LLC Healthcare Services - 11/15/2028 636 — (1)
Therapy Brands Holdings LLC Healthcare Information Technology - 5/18/2023 1,470 — —
Thermostat Purchaser III, Inc. Business Services - 8/31/2023 748 — —
VT Topco, Inc. Business Services - 8/4/2023 1,490 — (9)
Total Unfunded Investments $ 6,103 $ (9) $ (10)
Total Investments $ 513,298 $ 505,043 $ 504,948
(1) All interest is payable in cash unless otherwise indicated. A majority of the variable rate debt investments bear interest at a rate that may be determined by reference to the LIBOR (L), the Prime Rate (P) and the alternative base rate (Base). For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2021.
(2) Represents the fair value in accordance with ASC 820. The Company's board of directors does not determine the fair value of the investments held by SLP IV.
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Below is certain summarized consolidated financial information for SLP IV as of December 31, 2021 and for the period from May 5, 2021 through December 31, 2021:
Selected Consolidated Balance Sheet Information: December 31, 2021
Investments at fair value (cost of $505,043) $ 504,948
Receivable from unsettled securities sold 2,595
Cash and other assets 12,912
Total assets $ 520,455
Credit facility $ 360,137
Deferred financing costs (net of accumulated amortization of $396) (2,609)
Payable for unsettled securities purchased 13,893
Distribution payable 3,396
Other liabilities 1,910
Total liabilities 376,727
Members' capital $ 143,728
Total liabilities and members' capital $ 520,455
Selected Consolidated Statement of Operations Information: Year Ended
December 31, 2021(1)
Interest income $ 14,821
Other income 234
Total investment income 15,055
Interest and other financing expenses 4,163
Other expenses 773
Total expenses 4,936
Net investment income 10,119
Net realized gains on investments 183
Net change in unrealized appreciation of investments 5,033
Net increase in members' capital $ 15,335
(1) Reflects the results of operations for the period from May 5, 2021 through December 31, 2021.
For the period from May 5, 2021 through December 31, 2021, the Company earned approximately $7,767 of dividend income related to SLP IV, which is included in dividend income. As of December 31, 2021, approximately $2,670 of dividend income related to SLP IV was included in interest and dividend receivable.
The Company has determined that SLP IV is an investment company under ASC 946; however, in accordance with such guidance the Company will generally not consolidate its investment in a company other than a wholly-owned investment company subsidiary. Furthermore, ASC 810 concludes that in a joint venture where both members have equal decision making authority, it is not appropriate for one member to consolidate the joint venture since neither has control. Accordingly, the Company does not consolidate SLP IV.
Unconsolidated Significant Subsidiaries
In accordance with Regulation S-X Rules 3-09 and 4-08(g), the Company evaluates its unconsolidated controlled portfolio companies to determine if any are as "significant subsidiaries." This determination is made based upon an analysis performed, pursuant to which the Company must determine if any of its portfolio companies are considered a "significant
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subsidiary" as defined by Rule 1-02(w) of Regulation S-X under this rule. As of December 31, 2021, the Company did not have any portfolio companies that were deemed to be a "significant subsidiary."
Investment Risk Factors —First and second lien debt that the Company invests in is almost entirely rated below investment grade or may be unrated. Debt investments rated below investment grade are often referred to as "leveraged loans", "high yield" or "junk" debt investments, and may be considered "high risk" compared to debt investments that are rated investment grade. These debt investments are considered speculative because of the credit risk of the issuers. Such issuers are considered more likely than investment grade issuers to default on their payments of interest and principal and such risk of default could reduce the net asset value and income distributions of the Company. In addition, some of the Company's debt investments will not fully amortize during their lifetime, which could result in a loss or a substantial amount of unpaid principal and interest due upon maturity. First and second lien debt may also lose significant market value before a default occurs. Furthermore, an active trading market may not exist for these first and second lien debt investments. This illiquidity may make it more difficult to value the debt.
Subordinated debt is generally subject to similar risks as those associated with first and second lien debt, except that such debt is subordinated in payment and/or lower in lien priority. Subordinated debt is subject to the additional risk that the cash flow of the borrower and the property securing the debt, if any, may be insufficient to meet scheduled payments after giving effect to the senior secured and unsecured obligations of the borrower.
The Company may directly invest in the equity of private companies or, in some cases, equity investments could be made in connection with a debt investment. Equity investments may or may not fluctuate in value resulting in recognized realized gains or losses upon disposition.
The Company’s operating results and portfolio companies may be negatively impacted by the COVID-19 pandemic. While several countries, as well as certain states, counties and cities in the United States, have relaxed initial public health restrictions with the view to partially or fully reopening their economies, many cities have since experienced a surge in the reported number of cases, hospitalizations and deaths related to the COVID-19 pandemic. These surges have led to the re-introduction of such restrictions and business shutdowns in certain states in the United States and globally and could continue to lead to the re-introduction of such restrictions elsewhere. Health advisors warn that recurring COVID-19 outbreaks, including outbreaks of variants such as the delta and omicron variants, will continue if reopening is pursued too soon or in the wrong manner, which may lead to the re-introduction or continuation of certain public health restrictions (such as instituting quarantines, prohibitions on travel and the closure of offices, businesses, schools, retail stores and other public venues). Additionally, travelers from the United States are restricted from visiting many countries including countries in Europe, Asia, Africa and South America. These continued travel restrictions may prolong the global economic downturn. In addition, although the Federal Food and Drug Administration authorized vaccines beginning in December 2020 and a significant portion of the U.S. population have been vaccinated, and it remains unclear how quickly the vaccines will continue to be distributed nationwide and globally, or when “herd immunity” will be achieved and the restrictions that were imposed to slow the spread of the virus will be lifted entirely. Any delay in distributing the vaccines could lead people to continue to self-isolate and not participate in the economy at pre-pandemic levels for a prolonged period of time. Even after the COVID-19 pandemic subsides, the U.S. economy and most other major global economies may continue to experience a recession, and we anticipate our business and operations could be materially adversely affected by a prolonged recession in the United States and other major markets.
This outbreak is having, and any future outbreaks could have, an adverse impact on the markets and the economy in general, which could have a material adverse impact on, among other things, the ability of lenders to originate loans, the volume and type of loans originated, and the volume and type of amendments and waivers granted to borrowers and remedial actions taken in the event of a borrower default, each of which could negatively impact the amount and quality of loans available for investment by the Company and returns to the Company, among other things. As of the date of this Annual Report on Form 10-K, it is impossible to determine the scope of this outbreak, or any future outbreaks, how long any such outbreak, market disruption or uncertainties may last, the effect any governmental actions will have or the full potential impact on the Company and our portfolio companies. Any potential impact to our results of operations will depend to a large extent on future developments and new information that could emerge regarding the duration and severity of COVID-19 and the actions taken by authorities and other entities to contain COVID-19 or treat its impact, all of which are beyond our control. These potential impacts, while uncertain, could adversely affect our and our portfolio companies’ operating results.
Note 4. Fair Value
Fair value is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that prioritizes and ranks the inputs to valuation techniques used in measuring investments at fair value. The hierarchy classifies the inputs used in measuring fair value into three levels as follows:
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Level I —Quoted prices (unadjusted) are available in active markets for identical investments and the Company has the ability to access such quotes as of the reporting date. The type of investments which would generally be included in Level I include active exchange-traded equity securities and exchange-traded derivatives. As required by ASC 820, the Company, to the extent that it holds such investments, does not adjust the quoted price for these investments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price.
Level II —Pricing inputs are observable for the investments, either directly or indirectly, as of the reporting date, but are not the same as those used in Level I. Level II inputs include the following:
• Quoted prices for similar assets or liabilities in active markets;
• Quoted prices for identical or similar assets or liabilities in non-active markets (examples include corporate and municipal bonds, which trade infrequently);
• Pricing models whose inputs are observable for substantially the full term of the asset or liability (examples include most over-the-counter derivatives, including foreign exchange forward contracts); and
• Pricing models whose inputs are derived principally from or corroborated by observable market data through correlation or other means for substantially the full term of the asset or liability.
Level III —Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment.
The inputs used to measure fair value may fall into different levels. In all instances when the inputs fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level of input that is significant to the fair value measurement in its entirety. As such, a Level III fair value measurement may include inputs that are both observable and unobservable. Gains and losses for such assets categorized within the Level III table below may include changes in fair value that are attributable to both observable inputs and unobservable inputs.
The inputs into the determination of fair value require significant judgment or estimation by management and consideration of factors specific to each investment. A review of the fair value hierarchy classifications is conducted on a quarterly basis. Changes in the observability of valuation inputs may result in the transfer of certain investments within the fair value hierarchy from period to period.
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The following table summarizes the levels in the fair value hierarchy that the Company's portfolio investments fall into as of December 31, 2021:
Total Level I Level II Level III
First lien $ 1,657,815 $ — $ 22,672 $ 1,635,143
Second lien 627,356 — 308,236 319,120
Subordinated 50,742 — — 50,742
Equity and other 838,451 — — 838,451
Total investments $ 3,174,364 $ — $ 330,908 $ 2,843,456
The following table summarizes the levels in the fair value hierarchy that the Company's portfolio investments fall into as of December 31, 2020:
Total Level I Level II Level III
First lien $ 1,576,217 $ — $ 92,850 $ 1,483,367
Second lien 692,828 — 122,795 570,033
Subordinated 36,939 — — 36,939
Equity and other 647,518 — — 647,518
Total investments $ 2,953,502 $ — $ 215,645 $ 2,737,857
The following table summarizes the changes in fair value of Level III portfolio investments for the year ended December 31, 2021, as well as the portion of appreciation (depreciation) included in income attributable to unrealized appreciation (depreciation) related to those assets and liabilities still held by the Company at December 31, 2021:
Total First Lien Second Lien Subordinated Equity and
other
Fair value, December 31, 2020 $ 2,737,857 $ 1,483,367 $ 570,033 $ 36,939 $ 647,518
Total gains or losses included in earnings:
Net realized (losses) gains on investments (6,785) (10,329) 349 (5,150) 8,345
Net change in unrealized appreciation (depreciation) of investments 101,260 5,552 (7,889) 5,688 97,909
Purchases, including capitalized PIK and revolver fundings(1) 1,134,829 821,224 101,881 13,265 198,459
Proceeds from sales and paydowns of investments(1) (987,561) (664,671) (209,110) — (113,780)
Transfers out of Level III(2) (136,144) — (136,144) — —
Fair value, December 31, 2021 $ 2,843,456 $ 1,635,143 $ 319,120 $ 50,742 $ 838,451
Unrealized appreciation (depreciation) for the period relating to those Level III assets that were still held by the Company at the end of the period: $ 94,448 $ 5,392 $ (7,897) $ 538 $ 96,415
(1) Includes non-cash reorganizations and restructurings.
(2) As of December 31, 2021, portfolio investments were transferred out of Level III into Level II at fair value as of the beginning of the period in which the reclassification occurred.
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The following table summarizes the changes in fair value of Level III portfolio investments for the year ended December 31, 2020, as well as the portion of appreciation (depreciation) included in income attributable to unrealized appreciation (depreciation) related to those assets and liabilities still held by the Company at December 31, 2020:
Total First Lien Second Lien Subordinated Equity and
other
Fair value, December 31, 2019 $ 2,506,741 $ 1,538,423 $ 419,391 $ 45,904 $ 503,023
Total gains or losses included in earnings:
Net realized (losses) gains on investments (1,937) (15,947) 14 (3,600) 17,596
Net change in unrealized (depreciation) appreciation of investments (39,994) (15,632) 5,800 (3,065) (27,097)
Purchases, including capitalized PIK and revolver fundings(1) 647,683 381,314 65,586 28,486 172,297
Proceeds from sales and paydowns of investments(1) (639,885) (487,614) (103,184) (30,786) (18,301)
Transfers into Level III(2) 292,612 110,186 182,426 — —
Transfers out of Level III(2) (27,363) (27,363) — — —
Fair value, December 31, 2020 $ 2,737,857 $ 1,483,367 $ 570,033 $ 36,939 $ 647,518
Unrealized (depreciation) appreciation for the period relating to those Level III assets that were still held by the Company at the end of the period:
$ (23,092) $ (16,067) $ 5,349 $ (4,488) $ (7,886)
(1) Includes non-cash reorganizations and restructurings.
(2) As of December 31, 2020, portfolio investments were transferred into Level III from Level II and out of Level III into Level II at fair value as of the beginning of the period in which the reclassification occurred.
Except as noted in the tables above, there were no other transfers in or out of Level I, II, or III during the years ended December 31, 2021 and December 31, 2020. Transfers into Level III occur as quotations obtained through pricing services are deemed not representative of fair value as of the balance sheet date and such assets are internally valued. As quotations obtained through pricing services are substantiated through additional market sources, investments are transferred out of Level III. In addition, transfers out of Level III and transfers into Level III occur based on the increase or decrease in the availability of certain observable inputs.
The Company invests in revolving credit facilities. These investments are categorized as Level III investments as these assets are not actively traded and their fair values are often implied by the term loans of the respective portfolio companies.
The Company generally uses the following framework when determining the fair value of investments where there are little, if any, market activity or observable pricing inputs. The Company typically determines the fair value of its performing debt investments utilizing an income approach. Additional consideration is given using a market based approach, as well as reviewing the overall underlying portfolio company's performance and associated financial risks. The following outlines additional details on the approaches considered:
Company Performance, Financial Review, and Analysis: Prior to investment, as part of its due diligence process, the Company evaluates the overall performance and financial stability of the portfolio company. Post investment, the Company analyzes each portfolio company's current operating performance and relevant financial trends versus prior year and budgeted results, including, but not limited to, factors affecting its revenue and earnings before interest, taxes, depreciation, and amortization ("EBITDA") growth, margin trends, liquidity position, covenant compliance and changes to its capital structure. The Company also attempts to identify and subsequently track any developments at the portfolio company, within its customer or vendor base or within the industry or the macroeconomic environment, generally, that may alter any material element of its original investment thesis. This analysis is specific to each portfolio company. The Company leverages the knowledge gained from its original due diligence process, augmented by this subsequent monitoring, to continually refine its outlook for each of its portfolio companies and ultimately form the valuation of its investment in each portfolio company. When an external event such as a purchase transaction, public offering or subsequent sale occurs, the Company will consider the pricing indicated by the external event to corroborate the private valuation.
For debt investments, the Company may employ the Market Based Approach (as described below) to assess the total enterprise value of the portfolio company, in order to evaluate the enterprise value coverage of the Company’s debt investment.
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For equity investments or in cases where the Market Based Approach implies a lack of enterprise value coverage for the debt investment, the Company may additionally employ a discounted cash flow analysis based on the free cash flows of the portfolio company to assess the total enterprise value.
After enterprise value coverage is demonstrated for the Company’s debt investments through the method(s) above, the Income Based Approach (as described below) may be employed to estimate the fair value of the investment.
Market Based Approach: The Company may estimate the total enterprise value of each portfolio company by utilizingEBITDA or revenue multiples of publicly traded comparable companies and comparable transactions. The Company considers numerous factors when selecting the appropriate companies whose trading multiples are used to value its portfolio companies. These factors include, but are not limited to, the type of organization, similarity to the business being valued, and relevant risk factors, as well as size, profitability and growth expectations. The Company may apply an average of various relevant comparable company EBITDA or revenue multiples to the portfolio company's latest twelve month ("LTM") EBITDA or revenue or projected EBITDA or revenue to calculate the enterprise value of the portfolio company. Significant increases or decreases in the EBITDA or revenue multiple will result in an increase or decrease in enterprise value, which may result in an increase or decrease in the fair value estimate of the investment. In applying the market based approach as of December 31, 2021 and December 31, 2020, the Company used the relevant EBITDA or revenue multiple ranges set forth in the table below to determine the enterprise value of its portfolio companies. The Company believes these were reasonable ranges in light of current comparable company trading levels and the specific portfolio companies involved.
Income Based Approach: The Company also may use a discounted cash flow analysis to estimate the fair value of the investment. Projected cash flows represent the relevant security's contractual interest, fee and principal payments plus the assumption of full principal recovery at the investment's expected maturity date. These cash flows are discounted at a rate established utilizing a combination of a yield calibration approach and a comparable investment approach. The yield calibration approach incorporates changes in the credit quality (as measured by relevant statistics) of the portfolio company, as compared to changes in the yield associated with comparable credit quality market indices, between the date of origination and the valuation date. The comparable investment approach utilizes an average yield-to maturity of a selected set of high-quality, liquid investments to determine a comparable investment discount rate. Significant increases or decreases in the discount rate would result in a decrease or increase in the fair value measurement. In applying the income based approach as of December 31, 2021 and December 31, 2020, the Company used the discount ranges set forth in the table below to value investments in its portfolio companies.
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The unobservable inputs used in the fair value measurement of the Company's Level III investments as of December 31, 2021 were as follows:
Range
Type Fair Value as of December 31, 2021 Approach Unobservable Input Low High Weighted
Average
First lien $ 1,478,445 Market & income approach EBITDA multiple 4.5x 32.5x 14.7x
Revenue multiple 4.0x 19.5x 7.0x
Discount rate 4.8 % 17.0 % 7.6 %
55,326 Market quote Broker quote N/A N/A N/A
101,372 Other N/A(1) N/A N/A N/A
Second lien 253,587 Market & income approach EBITDA multiple 7.5x 32.0x 15.2x
Discount rate 7.5 % 28.2 % 11.3 %
22,528 Market quote Broker quote N/A N/A N/A
43,005 Other N/A(1) N/A N/A N/A
Subordinated 39,798 Market & income approach EBITDA multiple 8.0x 14.5x 11.5x
Discount rate 11.1 % 18.4 % 16.0 %
10,944 Other N/A(1) N/A N/A N/A
Equity and other 824,151 Market & income approach EBITDA multiple 5.0x 26.5x 12.7x
Revenue multiple 5.0x 19.5x 14.3x
Discount rate 4.0 % 31.3 % 10.0 %
14,300 Other N/A(1) N/A N/A N/A
$ 2,843,456
(1) Fair value was determined based on transaction pricing or recent acquisition or sale as the best measure of fair value with no material changes in operations of the related portfolio company since the transaction date.
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The unobservable inputs used in the fair value measurement of the Company's Level III investments as of December 31, 2020 were as follows:
Range
Type Fair Value as of December 31, 2020 Approach Unobservable Input Low High Weighted
Average
First lien $ 1,401,169 Market & income approach EBITDA multiple 5.0x 35.0x 14.5x
Revenue multiple 4.0x 11.0x 6.2x
Discount rate 4.4 % 18.6 % 7.6 %
82,198 Market quote Broker quote N/A N/A N/A
Second lien 474,956 Market & income approach EBITDA multiple 6.5x 32.0x 14.9x
Discount rate 6.9 % 22.6 % 9.5 %
52,374 Market quote Broker quote N/A N/A N/A
42,703 Other N/A(1) N/A N/A N/A
Subordinated 36,939 Market & income approach EBITDA multiple 8.0x 13.5x 10.0x
Discount rate 11.7 % 13.6 % 12.5 %
Equity and other 647,360 Market & income approach(2) EBITDA multiple 5.0x 19.5x 11.9x
Discount rate 5.8 % 40.9 % 11.6 %
158 Other N/A(1) N/A N/A N/A
$ 2,737,857
(1) Fair value was determined based on transaction pricing or recent acquisition or sale as the best measure of fair value with no material changes in operations of the related portfolio company since the transaction date.
(2) Since December 31, 2019, there were changes in valuation techniques within Level III that did not have a material impact on the valuation of these investments. Certain investments that were previously valued using Black Scholes analysis are now valued based on market & income approach as these methods are better indicators of the fair value measurement.
Based on a comparison to similar BDC credit facilities, the terms and conditions of the Holdings Credit Facility, the NMFC Credit Facility and the DB Credit Facility are representative of market. The carrying values of the Holdings Credit Facility, NMFC Credit Facility and DB Credit Facility approximate fair value as of December 31, 2021, as the facilities are continually monitored and examined by both the borrower and the lender and are considered Level III. See Note 7. Borrowings, for details. The carrying value of the SBA-guaranteed debentures, the 2017A Unsecured Notes, the 2018A Unsecured Notes, the 2018B Unsecured Notes, the 2019A Unsecured Notes and the 2021A Unsecured Notes approximate fair value as of December 31, 2021 based on a comparison of market interest rates for the Company's borrowings and similar entities and are considered Level III. The fair value of the Convertible Notes as of December 31, 2021 was $213,577 which was based on quoted prices and considered Level II. See Note 7. Borrowings , for details. The carrying value of the collateralized agreement approximates fair value as of December 31, 2021 and is considered Level III. The fair value of other financial assets and liabilities approximates their carrying value based on the short-term nature of these items.
Fair value risk factors —The Company seeks investment opportunities that offer the possibility of attaining substantial capital appreciation. Certain events particular to each industry in which the Company's portfolio companies conduct their operations, as well as general economic, political and public health conditions (including the COVID-19 pandemic), may have a significant negative impact on the operations and profitability of the Company's investments and/or on the fair value of the Company's investments. The Company's investments are subject to the risk of non-payment of scheduled interest or principal, resulting in a reduction in income to the Company and their corresponding fair valuations. Also, there may be risk associated with the concentration of investments in one geographic region or in certain industries. These events are beyond the control of the Company and cannot be predicted. Furthermore, the ability to liquidate investments and realize value is subject to uncertainties.
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Note 5. Agreements
The Company entered into an investment advisory and management agreement (the “Investment Management Agreement”) with the Investment Adviser which was most recently re-approved by the Company's board of directors on February 23, 2022, at a virtual meeting, for a period of 12 months commencing on May 8, 2022. The Company's board of directors held such meeting by virtual means in reliance on relief provided by the U.S. Securities and Exchange Commission (the "SEC") in response to the COVID-19 pandemic. Under the Investment Management Agreement, the Investment Adviser manages the day-to-day operations of, and provides investment advisory services to, the Company. For providing these services, the Investment Adviser receives a fee from the Company, consisting of two components—a base management fee and an incentive fee. On November 1, 2021, the Company entered into Amendment No. 1 to the Investment Management Agreement (“Amendment No. 1”). As described below, the sole purpose of Amendment No. 1 was to reduce the base management fee from 1.75% of the Company’s gross assets to 1.4% of the Company’s gross assets.
Pursuant to Amendment No. 1, the base management fee is calculated at an annual rate of 1.4% of the Company's gross assets, which equals the Company's total assets on the Consolidated Statements of Assets and Liabilities, less cash and cash equivalents. Prior to Amendment No. 1, pursuant to the Investment Management Agreement, the base management fee was calculated at an annual rate of 1.75% of the Company's gross assets, which equaled the Company's total assets on the Consolidated Statements of Assets and Liabilities, less (i) the borrowings under the New Mountain Finance SPV Funding, L.L.C. Loan and Security Agreement, as amended and restated, dated October 27, 2010 (the "SLF Credit Facility") and (ii) cash and cash equivalents. The base management fee is payable quarterly in arrears, and is calculated based on the average value of the Company's gross assets, which equals the Company's total assets, as determined in accordance with GAAP, less cash and cash equivalents at the end of each of the two most recently completed calendar quarters, and appropriately adjusted on a pro rata basis for any equity capital raises or repurchases during the current calendar quarter. The Company has not invested, and currently is not invested, in derivatives. To the extent the Company invests in derivatives in the future, the Company will use the actual value of the derivatives, as reported on the Consolidated Statements of Assets and Liabilities, for purposes of calculating its base management fee.
Since the IPO and through November 1, 2021, the date of Amendment No. 1, the base management fee calculation has deducted the borrowings under the SLF Credit Facility. The SLF Credit Facility had historically consisted of primarily lower yielding assets at higher advance rates. As part of an amendment to the Company’s existing credit facilities with Wells Fargo Bank, National Association, the SLF Credit Facility merged with the NMF Holdings Loan and Security Agreement, as amended and restated, dated May 19, 2011, and formed the Holdings Credit Facility on December 18, 2014, as amended and restated on October 25, 2017. See Note 7. Borrowings, for details. The amendment merged the credit facilities and combined the amount of borrowings previously available. Post credit facility merger and to be consistent with the methodology since the IPO, the Investment Adviser continued to waive management fees on the leverage associated with those assets held under revolving credit facilities that share the same underlying yield characteristics with investments leveraged under the legacy SLF Credit Facility. Effective as of and for the quarter ended March 31, 2021 through the quarter ending December 31, 2022, the Investment Adviser entered into a fee waiver agreement (the "Fee Waiver Agreement") pursuant to which the Investment Adviser will waive base management fees in order to reach a target base management fee of 1.25% on gross assets (the “Reduced Base Management Fee”) as opposed to the Company’s then-current (i.e., prior to Amendment No. 1) base management fee of 1.75% on gross assets less the borrowings under the SLF Credit Facility and less cash and cash equivalents. On November 2, 2021, the Investment Adviser extended the term of the Fee Waiver Agreement to be effective through the quarter ended December 31, 2023, rather than the quarter ended December 31, 2022. If, for any quarterly period during the term of the Fee Waiver Agreement, the Reduced Base Management Fee would be greater than the base management fee calculated under the terms of the Investment Management Agreement, as amended by Amendment No. 1 (i.e., 1.4% of the Company’s gross assets), the Investment Adviser shall only be entitled to the lesser of those two amounts. The Investment Adviser cannot recoup management fees that the Investment Adviser has previously waived. For the years ended December 31, 2021, December 31, 2020 and December 31, 2019, management fees waived were approximately $13,104, $12,311 and $12,012, respectively.
The incentive fee consists of two parts. The first part is calculated and payable quarterly in arrears and equals 20.0% of the Company's "Pre-Incentive Fee Net Investment Income" for the immediately preceding quarter, subject to a "preferred return", or "hurdle", and a "catch-up" feature. "Pre-Incentive Fee Net Investment Income" means interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, upfront, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company's operating expenses for the quarter (including the base management fee, expenses payable under an administration agreement, as amended and restated (the "Administration Agreement"), with the Administrator, and any interest expense and distributions paid on any issued and outstanding preferred stock (of which there are none as of December 31, 2021), but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments
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with PIK interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.
Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company's net assets at the end of the immediately preceding calendar quarter, will be compared to a "hurdle rate" of 2.0% per quarter (8.0% annualized), subject to a "catch-up" provision measured as of the end of each calendar quarter. The hurdle rate is appropriately pro-rated for any partial periods. The calculation of the Company's incentive fee with respect to the Pre-Incentive Fee Net Investment Income for each quarter is as follows:
• No incentive fee is payable to the Investment Adviser in any calendar quarter in which the Company's Pre-Incentive Fee Net Investment Income does not exceed the hurdle rate of 2.0% (the "preferred return" or "hurdle").
• 100.0% of the Company's Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than or equal to 2.5% in any calendar quarter (10.0% annualized) is payable to the Investment Adviser. This portion of the Company's Pre-Incentive Fee Net Investment Income (which exceeds the hurdle rate but is less than or equal to 2.5%) is referred to as the "catch-up". The catch-up provision is intended to provide the Investment Adviser with an incentive fee of 20.0% on all of the Company's Pre-Incentive Fee Net Investment Income as if a hurdle rate did not apply when the Company's Pre-Incentive Fee Net Investment Income exceeds 2.5% in any calendar quarter.
• 20.0% of the amount of the Company's Pre-Incentive Fee Net Investment Income, if any, that exceeds 2.5% in any calendar quarter (10.0% annualized) is payable to the Investment Adviser once the hurdle is reached and the catch-up is achieved.
For the year ended December 31, 2021, December 31, 2020 and December 31, 2019 incentive fees waived were approximately $0, $500 and $0, respectively. The Investment Adviser cannot recoup incentive fees that the Investment Adviser has previously waived.
The second part of the incentive fee will be determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Management Agreement) and will equal 20.0% of the Company's realized capital gains, if any, on a cumulative basis from inception through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fee.
In accordance with GAAP, the Company accrues a hypothetical capital gains incentive fee based upon the cumulative net realized capital gains and realized capital losses and the cumulative net unrealized capital appreciation and unrealized capital depreciation on investments held at the end of each period. Actual amounts paid to the Investment Adviser are consistent with the Investment Management Agreement and are based only on actual realized capital gains computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis from inception through the end of each calendar year as if the entire portfolio was sold at fair value.
The following table summarizes the management fees and incentive fees incurred by the Company for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019
Management fee $ 52,960 $ 53,032 $ 49,115
Less: management fee waiver (13,104) (12,311) (12,012)
Total management fee 39,856 40,721 37,103
Incentive fee, excluding accrued capital gains incentive fees $ 29,710 $ 29,211 $ 29,288
Less: incentive fee waiver — (500) —
Total incentive fee 29,710 28,711 29,288
Accrued capital gains incentive fees(1) $ — $ — $ —
(1) As of December 31, 2021, December 31, 2020 and December 31, 2019, no actual capital gains incentive fee was owed under the Investment Management Agreement by the Company, as cumulative net realized capital gains did not exceed cumulative unrealized capital depreciation.
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The Company has entered into the Administration Agreement with the Administrator under which the Administrator provides administrative services. The Administration Agreement was most recently re-approved by the board of directors on February 17, 2021, for a period of 12 months commencing on May 8, 2021. The Administrator maintains, or oversees the maintenance of, the Company’s consolidated financial records, prepares reports filed with the SEC, generally monitors the payment of the Company's expenses and oversees the performance of administrative and professional services rendered by others. The Company will reimburse the Administrator for the Company's allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations to the Company under the Administration Agreement. Pursuant to the Administration Agreement and further restricted by the Company, the Administrator may, in its own discretion, submit to the Company for reimbursement some or all of the expenses that the Administrator has incurred on behalf of the Company during any quarterly period. As a result, the amount of expenses for which the Company will have to reimburse the Administrator may fluctuate in future quarterly periods and there can be no assurance given as to when, or if, the Administrator may determine to limit the expenses that the Administrator submits to the Company for reimbursement in the future. However, it is expected that the Administrator will continue to support part of the expense burden of the Company in the near future and may decide to not calculate and charge through certain overhead related amounts as well as continue to cover some of the indirect costs. The Administrator cannot recoup any expenses that the Administrator has previously waived. For the years ended December 31, 2021, December 31, 2020 and December 31, 2019, approximately $2,827, $2,651 and $2,594, respectively, of indirect administrative expenses were included in administrative expenses of which $244, $924 and $335, respectively, were waived by the Administrator. As of December 31, 2021 and December 31, 2020, $545 and $738, respectively, of indirect administrative expenses were included in payable to affiliates. For the years ended December 31, 2021, December 31, 2020 and December 31, 2019, the reimbursement to the Administrator represented approximately 0.08%, 0.06% and 0.07%, respectively, of the Company's gross assets.
The Company, the Investment Adviser and the Administrator have also entered into a Trademark License Agreement, as amended, with New Mountain Capital, pursuant to which New Mountain Capital has agreed to grant the Company, the Investment Adviser and the Administrator a non-exclusive, royalty-free license to use the "New Mountain" and the "New Mountain Finance" names, as well as the NMF logo. Under the Trademark License Agreement, as amended, subject to certain conditions, the Company, the Investment Adviser and the Administrator will have a right to use the "New Mountain" and "New Mountain Finance" names, as well as the NMF logo, for so long as the Investment Adviser or one of its affiliates remains the investment adviser of the Company. Other than with respect to this limited license, the Company, the Investment Adviser and the Administrator will have no legal right to the "New Mountain" or the "New Mountain Finance" names, as well as the NMF logo.
Note 6. Related Parties
The Company has entered into a number of business relationships with affiliated or related parties.
The Company has entered into the Investment Management Agreement with the Investment Adviser, a wholly-owned subsidiary of New Mountain Capital. Therefore, New Mountain Capital is entitled to any profits earned by the Investment Adviser, which includes any fees payable to the Investment Adviser under the terms of the Investment Management Agreement, less expenses incurred by the Investment Adviser in performing its services under the Investment Management Agreement.
The Company has entered into the Fee Waiver Agreement with the Investment Adviser, pursuant to which the Investment Adviser agreed to voluntarily reduce the base management fees payable to the Investment Adviser by the Company under the Investment Management Agreement beginning with the quarter ended March 31, 2021 through the quarter ending December 31, 2022. Subsequently, the Company and the Investment Adviser extended the term of the Fee Waiver Agreement to be effective through the quarter ending December 31, 2023. See Note 5. Agreements , for details.
The Company has entered into the Administration Agreement with the Administrator, a wholly-owned subsidiary of New Mountain Capital. The Administrator arranges office space for the Company and provides office equipment and administrative services necessary to conduct their respective day-to-day operations pursuant to the Administration Agreement. The Company reimburses the Administrator for the allocable portion of overhead and other expenses incurred by it in performing its obligations to the Company under the Administration Agreement which includes the fees and expenses associated with performing administrative, finance and compliance functions, and the compensation of the Company's chief financial officer and chief compliance officer and their respective staffs.
The Company, the Investment Adviser and the Administrator have entered into a royalty-free Trademark License Agreement, as amended, with New Mountain Capital, pursuant to which New Mountain Capital has agreed to grant the Company, the Investment Adviser and the Administrator a non-exclusive, royalty-free license to use the name "New Mountain" and "New Mountain Finance", as well as the NMF logo.
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The Company has adopted a formal code of ethics that governs the conduct of its officers and directors. These officers and directors also remain subject to the duties imposed by the 1940 Act and the Delaware General Corporation Law.
The Investment Adviser and its affiliates may also manage other funds in the future that may have investment mandates that are similar, in whole or in part, to the Company’s investment mandates. The Investment Adviser and its affiliates may determine that an investment is appropriate for the Company or for one or more of those other funds. In such event, depending on the availability of such investment and other appropriate factors, the Investment Adviser or its affiliates may determine that the Company should invest side-by-side with one or more other funds. Any such investments will be made only to the extent permitted by applicable law and interpretive positions of the SEC and its staff and consistent with the Investment Adviser’s allocation procedures. On October 8, 2019, the SEC issued an exemptive order (the “Exemptive Order”), which superseded a prior order issued on December 18, 2017, which permits the Company to co-invest in portfolio companies with certain funds or entities managed by the Investment Adviser or its affiliates in certain negotiated transactions where co-investing would otherwise be prohibited under the 1940 Act, subject to the conditions of the Exemptive Order. Pursuant to the Exemptive Order, the Company is permitted to co-invest with its affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of the Company's independent directors make certain conclusions in connection with a co-investment transaction, including, but not limited to, that (1) the terms of the potential co-investment transaction, including the consideration to be paid, are reasonable and fair to the Company and its stockholders and do not involve overreaching in respect of the Company or its stockholders on the part of any person concerned, and (2) the potential co-investment transaction is consistent with the interests of the Company's stockholders and is consistent with its then-current investment objective and strategies.
On March 30, 2020, an affiliate of the Investment Adviser purchased directly from NMNLC 105,030 shares of NMNLC’s common stock at a price of $107.63 per share, which represented the net asset value per share of NMNLC at the date of purchase, for an aggregate purchase price of approximately $11,315. Immediately thereafter, NMNLC redeemed 105,030 shares of its common stock held by the Company in exchange for a promissory note with a principal amount of $11,315 and a 7.0% interest rate, which was repaid by NMNLC to the Company on March 31, 2020.
On March 30, 2020, the Company entered into an unsecured revolving credit facility with NMF Investments III, L.L.C., an affiliate of the Investment Adviser, with a $30,000 maximum amount of revolver borrowings available and a maturity date of December 31, 2022. On May 4, 2020, the Company entered into an Amended and Restated Uncommitted Revolving Loan Agreement with NMF Investments III, L.L.C., which increased the maximum amounts of revolving borrowings available thereunder from $30,000 to $50,000. On December 17, 2021, the Company entered into Amendment No. 1 to the Amended and Restated Uncommitted Revolving Loan Agreement with NMF Investments III, L.L.C., which lowered the interest rate and extended the maturity date from December 31, 2022 to December 31, 2024. Refer to Note 7. Borrowings for discussion of the Unsecured Management Company Revolver (defined below).
Note 7. Borrowings
On June 8, 2018 the Company's shareholders approved the application of the modified asset coverage requirements set forth in Section 61(a) of the 1940 Act, which resulted in the reduction from 200.0% to 150.0% of the minimum asset coverage ratio applicable to the Company as of June 9, 2018 (which means the Company can borrow $2 for every $1 of its equity). As a result of the Company's exemptive relief received on November 5, 2014, the Company is permitted to exclude its SBA-guaranteed debentures from the 150.0% asset coverage ratio that the Company is required to maintain under the 1940 Act. The agreements governing the NMFC Credit Facility, the Convertible Notes and the Unsecured Notes contain certain covenants and terms, including a requirement that the Company not exceed a debt-to-equity ratio of 1.65 to 1.00 at the time of incurring additional indebtedness and a requirement that the Company not exceed a secured debt ratio of 0.70 to 1.00 at any time. As of December 31, 2021, the Company’s asset coverage ratio was 181.21%.
Holdings Credit Facility —On October 24, 2017, the Company entered into the Third Amended and Restated Loan and Security Agreement among the Company, as the Collateral Manager, NMF Holdings, as the Borrower, Wells Fargo Securities, LLC, as the Administrative Agent and Wells Fargo Bank, National Association, as the Lender and Collateral Custodian (as amended from time to time, the "Holdings Credit Facility"). As of the most recent amendment on April 20, 2021, the maturity date of the Holdings Credit Facility is April 20, 2026, and the maximum facility amount is the lesser of $800,000 and the actual commitments of the lenders to make advances as of such date.
As of December 31, 2021, the maximum amount of revolving borrowings available under the Holdings Credit Facility is $730,000. Under the Holdings Credit Facility, NMF Holdings is permitted to borrow up to 25.0%, 45.0%, 67.5% or 70.0% of the purchase price of pledged assets, subject to approval by Wells Fargo Bank, National Association. The Holdings Credit Facility is non-recourse to the Company and is collateralized by all of the investments of NMF Holdings on an investment by investment basis. All fees associated with the origination, amending or upsizing of the Holdings Credit Facility are capitalized on the Company's Consolidated Statement of Assets and Liabilities and charged against income as other financing expenses
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over the life of the Holdings Credit Facility. The Holdings Credit Facility contains certain customary affirmative and negative covenants and events of default. In addition, the Holdings Credit Facility requires the Company to maintain a minimum asset coverage ratio of 150.0%. The covenants are generally not tied to mark to market fluctuations in the prices of NMF Holdings investments, but rather to the performance of the underlying portfolio companies.
As of the most recent amendment on April 20, 2021, the Holdings Credit Facility bears interest at a rate of LIBOR plus 1.60% per annum for Broadly Syndicated Loans (as defined in the Fifth Amendment to the Loan and Security Agreement) and LIBOR plus 2.10% per annum for all other investments. From September 30, 2020 to April 19, 2021 the Holdings Credit Facility bore interest at a rate of LIBOR plus 2.00% per annum for Broadly Syndicated Loans (as defined in the Fourth Amendment Loan and Security Agreement) and LIBOR plus 2.50% per annum for all other investments. Prior to September 30, 2020, the Holdings Credit Facility bore interest at a rate of LIBOR plus 1.75% per annum for Broadly Syndicated Loans (as defined in the Second Amendment to the Loan and Security Agreement) and LIBOR plus 2.25% per annum for all other investments. The Holdings Credit Facility also charges a non-usage fee, based on the unused facility amount multiplied by the Non-Usage Fee Rate (as defined in the Third Amended and Restated Loan and Security Agreement).
The following table summarizes the interest expense, non-usage fees and amortization of financing costs incurred on the Holdings Credit Facility for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019
Interest expense $ 10,210 $ 14,164 $ 25,446
Non-usage fee $ 1,282 $ 1,304 $ 643
Amortization of financing costs $ 2,852 $ 1,507 $ 2,784
Weighted average interest rate 2.1 % 2.7 % 4.3 %
Effective interest rate 3.0 % 3.2 % 4.8 %
Average debt outstanding $ 478,016 $ 526,645 $ 598,129
As of December 31, 2021, December 31, 2020 and December 31, 2019, the outstanding balance on the Holdings Credit Facility was $545,263, $450,163 and $661,563, respectively, and NMF Holdings was in compliance with the applicable covenants in the Holdings Credit Facility on such dates.
NMFC Credit Facility —The Amended and Restated Senior Secured Revolving Credit Agreement, (as amended from time to time, and together with the related guarantee and security agreement, the "RCA"), dated June 4, 2021, among the Company, as the Borrower, Goldman Sachs Bank USA, as the Administrative Agent and Collateral Agent, and Goldman Sachs Bank USA, Morgan Stanley Bank, N.A., Stifel Bank & Trust and MUFG Union Bank, N.A., as Lenders (the "NMFC Credit Facility"), is structured as a senior secured revolving credit facility. The NMFC Credit Facility is guaranteed by certain of the Company's domestic subsidiaries and proceeds from the NMFC Credit Facility may be used for general corporate purposes, including the funding of portfolio investments. As of the most recent amendment on June 4, 2021, the maturity date of the NMFC Credit Facility is June 4, 2026.
As of December 31, 2021, the maximum amount of revolving borrowings available under the NMFC Credit Facility was $198,500. The Company is permitted to borrow at various advance rates depending on the type of portfolio investment, as outlined in the RCA. All fees associated with the origination and amending of the NMFC Credit Facility are capitalized on the Company's Consolidated Statement of Assets and Liabilities and charged against income as other financing expenses over the life of the NMFC Credit Facility. The NMFC Credit Facility contains certain customary affirmative and negative covenants and events of default, including certain financial covenants related to asset coverage and liquidity and other maintenance covenants.
As of the most recent amendment on June 4, 2021, the NMFC Credit Facility generally bears interest at a rate of LIBOR plus 2.10% per annum or the prime rate plus 1.10% per annum, and charges a commitment fee, based on the unused facility amount multiplied by 0.375% per annum (as defined in the RCA). Prior to June 4, 2021, the NMFC Credit Facility bore interest at a rate of LIBOR plus 2.50% per annum or the prime rate plus 1.50% per annum, and charged a commitment fee, based on the unused facility amount multiplied by 0.375% per annum (as defined in the RCA).
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The following table summarizes the interest expense, non-usage fees and amortization of financing costs incurred on the NMFC Credit Facility for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019
Interest expense $ 3,171 $ 5,023 $ 5,050
Non-usage fee $ 213 $ 126 $ 128
Amortization of financing costs $ 199 $ 137 $ 283
Weighted average interest rate 2.4 % 3.2 % 4.8 %
Effective interest rate 2.7 % 3.4 % 5.2 %
Average debt outstanding $ 132,685 $ 155,497 $ 105,533
As of December 31, 2021, December 31, 2020 and December 31, 2019, the outstanding balance on the NMFC Credit Facility was $127,192, which included £16,400 denominated in British Pound Sterling ("GBP") that has been converted to U.S. dollars, $165,500 and $188,500, respectively, and NMFC was in compliance with the applicable covenants in the NMFC Credit Facility on such dates.
Unsecured Management Company Revolver —The Uncommitted Revolving Loan Agreement, dated March 30, 2020, by and between the Company, as the Borrower, and NMF Investments III, L.L.C., as Lender, an affiliate of the Investment Adviser (the "Unsecured Management Company Revolver"), is structured as a discretionary unsecured revolving credit facility. The proceeds from the Unsecured Management Company Revolver may be used for general corporate purposes, including the funding of portfolio investments. As of the most recent amendment on December 17, 2021, the maturity date of the Unsecured Management Company Revolver is December 31, 2024.
As of the most recent amendment on December 17, 2021, the Unsecured Management Company Revolver bears interest at a rate of 4.00% per annum. Prior to December 17, 2021, the Unsecured Management Company Revolver bore interest at a rate of 7.00% per annum (as defined in the Uncommitted Revolving Loan Agreement). On May 4, 2020, the Company entered into an Amended and Restated Uncommitted Revolving Loan Agreement with NMF Investments III, L.L.C., which increased the maximum amounts of revolving borrowings available thereunder from $30,000 to $50,000. As of December 31, 2021, the maximum amount of revolving borrowings available under the Unsecured Management Company Revolver was $50,000 and no borrowings were outstanding. For the year ended December 31, 2021, and December 31, 2020, amortization of financing costs were $11 and $8, respectively.
DB Credit Facility —The Loan Financing and Servicing Agreement (the "LFSA") dated December 14, 2018 and as amended from time to time, among NMFDB as the borrower, Deutsche Bank AG, New York Branch ("Deutsche Bank") as the facility agent, Lender and other agent from time to time party thereto and U.S. Bank National Association, as collateral agent and collateral custodian (the "DB Credit Facility"), is structured as a secured revolving credit facility and the maturity date is March 25, 2026.
As of December 31, 2021, the maximum amount of revolving borrowings available under the DB Credit Facility was $280,000. The Company is permitted to borrow at various advance rates depending on the type of portfolio investment, as outlined in the LFSA. The DB Credit Facility is non-recourse to the Company and is collateralized by all of the investments of NMFDB on an investment by investment basis. All fees associated with the origination and amending of the DB Credit Facility are capitalized on the Company's Consolidated Statement of Assets and Liabilities and charged against income as other financing expenses over the life of the DB Credit Facility. The DB Credit Facility contains certain customary affirmative and negative covenants and events of default. The covenants are generally not tied to mark to market fluctuations in the prices of NMFDB investments, but rather to the performance of the underlying portfolio companies.
The advances under the DB Credit Facility accrue interest at a per annum rate equal to the Applicable Margin plus the lender's Cost of Funds Rate. Prior to March 25, 2021, the Applicable Margin was equal to 2.60% during the Revolving Period and then increases by 0.20% during an Event of Default. Effective March 25, 2021, the Applicable Margin is equal to 2.35% during the Revolving Period and then increases by 0.20% during an Event of Default. The "Cost of Funds Rate" for a conduit lender is the lower of its commercial paper rate and the Base Rate plus 0.50%, and for any other lender is the Base Rate. The "Base Rate" is the three-months LIBOR Rate but may become an alternative base rate based on Deutsche Bank's base lending rate if certain LIBOR disruption events occur. The Company is also charged a non-usage fee, based on the unused facility amount multiplied by the Undrawn Fee Rate (as defined in the LFSA) and a facility agent fee of 0.25% per annum on the total facility amount.
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The following table summarizes the interest expense, non-usage fees and amortization of financing costs incurred on the DB Credit Facility for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019
Interest expense(1) $ 5,985 $ 8,499 $ 5,809
Non-usage fee(1) $ 362 $ 236 $ 218
Amortization of financing costs $ 981 $ 641 $ 398
Weighted average interest rate 2.9 % 3.6 % 5.1 %
Effective interest rate 3.5 % 4.0 % 5.6 %
Average debt outstanding $ 209,307 $ 233,649 $ 113,967
(1) Interest expense includes the portion of the facility agent fee applicable to the drawn portion of the DB Credit Facility and non-usage fee includes the portion of the facility agent fee applicable to the undrawn portion of the DB Credit Facility.
As of December 31, 2021, December 31, 2020 and December 31, 2019 the outstanding balance on the DB Credit Facility was $226,300, $244,000 and $230,000, respectively, and NMFDB was in compliance with the applicable covenants in the DB Credit Facility on such dates.
NMNLC Credit Facilities —The Revolving Credit Agreement (together with the related guarantee and security agreement, the “NMNLC Credit Facility”), dated September 21, 2018, by and between NMNLC, as the Borrower, and KeyBank National Association, as the Administrative Agent and Lender (the "NMNLC Revolving Credit Agreement"), was structured as a senior secured revolving credit facility and matured on September 23, 2020. The NMNLC Credit Facility was guaranteed by the Company and proceeds from the NMNLC Credit Facility were able to be used for funding of additional acquisition properties.
The NMNLC Credit Facility bore interest at a rate of LIBOR plus 2.50% per annum or the prime rate plus 1.50% per annum, and charged a commitment fee, based on the unused facility amount multiplied by 0.15% per annum (as defined in the NMNLC Revolving Credit Agreement). For the year ended December 31, 2020, interest expense, non-usage fees and amortization of financing costs were $0, $33 and $11, respectively. For the year ended December 31, 2019, interest expense, non-usage fees and amortization of financing costs were $64, $44 and $87, respectively.
The Credit Agreement (together with the related guarantee and security agreement, the "NMNLC CA"), dated February 26, 2021, by and between NMNLC, as the Borrower, and City National Bank, as the Lender (the "NMNLC Credit Facility II"), is structured as a senior secured revolving credit facility. As of the most recent amendment on December 7, 2021, the NMNLC CA matures on February 25, 2023. The NMNLC Credit Facility II is guaranteed by the Company and proceeds from the NMNLC Credit Facility II are able to be used for funding of additional acquisition properties. As of December 31, 2021, the maximum amount of revolving borrowings available under the NMNLC Credit Facility II is $20,000.
Prior to the amendment on December 7, 2021, the NMNLC Credit Facility II bore interest at a rate of LIBOR plus 2.75% per annum, and charged a commitment fee, based on the unused facility amount multiplied by 0.05% per annum (as defined in the NMNLC CA). As of December 7, 2021, the NMNLC Credit Facility II bears interest at a rate of the Secured Overnight Financing Rate ("SOFR") plus 2.75% per annum with a 0.35% floor, and charges a commitment fee, based on the unused facility amount multiplied by 0.05% per annum (as defined in the NMNLC CA). For the year ended December 31, 2021, interest expense, non-usage fees and amortization of financing costs were $93, $3 and $83, respectively and the weighted average interest rate and effective interest rate was 2.7% and 5.1%, respectively. As of December 31, 2021, the outstanding balance on the NMNLC Credit Facility II was $15,200 and NMNLC was in compliance with the applicable covenants in the NMNLC Credit Facility II on such date.
Convertible Notes —On August 20, 2018, the Company closed a registered public offering of $100,000 aggregate principal amount of unsecured convertible notes (the “Convertible Notes”), pursuant to an indenture, dated August 20, 2018, as supplemented by a first supplemental indenture thereto, dated August 20, 2018 (together the “2018A Indenture”). On August 30, 2018, in connection with the registered public offering, the Company issued an additional $15,000 aggregate principal amount of the Convertible Notes pursuant to the exercise of an overallotment option by the underwriter of the Convertible Notes. On June 7, 2019, the Company closed a registered public offering of an additional $86,250 aggregate principal amount of the Convertible Notes. These additional Convertible Notes constitute a further issuance of, rank equally in right of payment with, and form a single series with the $115,000 aggregate principal amount of Convertible Notes that the Company issued in August 2018.
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The Convertible Notes bear interest at an annual rate of 5.75%, payable semi-annually in arrears on February 15 and August 15 of each year, which commenced on February 15, 2019. The Convertible Notes will mature on August 15, 2023 unless earlier converted, repurchased or redeemed pursuant to the terms of the 2018A Indenture. The Company may not redeem the Convertible Notes prior to May 15, 2023. On or after May 15, 2023, the Company may redeem the Convertible Notes for cash, in whole or from time to time in part, at its option at a redemption price, subject to an exception for redemption dates occurring after a record date but on or prior to the interest payment date, equal to the sum of (i) 100% of the principal amount of the Convertible Notes to be redeemed, (ii) accrued and unpaid interest thereon to, but excluding, the redemption date and (iii) a make-whole premium.
No sinking fund is provided for the Convertible Notes. Holders of Convertible Notes may, at their option, convert their Convertible Notes into shares of the Company’s common stock at any time on or prior to the close of business on the business day immediately preceding the maturity date of the Convertible Notes. In addition, if certain corporate events occur, holders of the Convertible Notes may require the Company to repurchase for cash all or part of their Convertible Notes at a repurchase price equal to 100.0% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest through, but excluding, the repurchase date.
The 2018A Indenture contains certain covenants, including covenants requiring the Company to provide certain financial information to the holders of the Convertible Notes and the trustee if the Company ceases to be subject to the reporting requirements of the Exchange Act. The 2018A Indenture also includes additional financial covenants related to asset coverage. These covenants are subject to limitations and exceptions that are described in the 2018A Indenture.
The following table summarizes certain key terms related to the convertible features of the Company’s Convertible Notes as of December 31, 2021.
Convertible Notes
Initial conversion premium 10.0 %
Initial conversion rate(1) 65.8762
Initial conversion price $ 15.18
Conversion premium at December 31, 2021 10.0 %
Conversion rate at December 31, 2021(1)(2) 65.8762
Conversion price at December 31, 2021(2)(3) $ 15.18
Last conversion price calculation date August 20, 2021
(1) Conversion rates denominated in shares of common stock per $1 principal amount of the Convertible Notes converted.
(2) Represents conversion rate and conversion price, as applicable, taking into account certain de minimis adjustments that will be made on the conversion date.
(3) The conversion price in effect at December 31, 2021 was calculated on the last anniversary of the issuance and will be calculated again on the next anniversary, unless the exercise price shall have changed by more than 1.0% before the anniversary.
The conversion rate will be subject to adjustment upon certain events, such as stock splits and combinations, mergers, spin-offs, increases in dividends in excess of $0.34 per share per quarter and certain changes in control. Certain of these adjustments, including adjustments for increases in dividends, are subject to a conversion price floor of $13.80 per share. In no event will the total number of shares of common stock issuable upon conversion exceed 72.4637 per $1 principal amount. The Company has determined that the embedded conversion option in the Convertible Notes is not required to be separately accounted for as a derivative under GAAP.
The Convertible Notes are unsecured obligations and rank senior in right of payment to the Company’s existing and future indebtedness, if any, that is expressly subordinated in right of payment to the Convertible Notes; equal in right of payment to the Company’s existing and future unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness (including existing unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries and financing vehicles. As reflected in Note 12. Earnings Per Share , the issuance is considered part of the if-converted method for calculation of diluted earnings per share.
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The following table summarizes the interest expense, amortization of financing costs and amortization of premium incurred on the Convertible Notes for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019
Interest expense $ 11,572 $ 11,572 $ 12,959
Amortization of financing costs $ 395 $ 396 $ 796
Amortization of premium $ (103) $ (103) $ (109)
Weighted average interest rate 5.8 % 5.8 % 5.5 %
Effective interest rate 5.9 % 5.9 % 5.8 %
Average debt outstanding $ 201,250 $ 201,250 $ 234,332
As of December 31, 2021, December 31, 2020 and December 31, 2019, the outstanding balance on the Convertible Notes was $201,250, $201,250 and $201,250, respectively, and NMFC was in compliance with the terms of the 2018A Indenture on such date.
Unsecured Notes
On May 6, 2016, the Company issued $50,000 in aggregate principal amount of five-year unsecured notes (the “2016 Unsecured Notes”), pursuant to a note purchase agreement, dated May 4, 2016, to an institutional investor in a private placement. On September 30, 2016, the Company entered into an amended and restated note purchase agreement (the "NPA") and issued an additional $40,000 in aggregate principal amount of 2016 Unsecured Notes to institutional investors in a private placement. On February 16, 2021, the Company repaid all $90,000 in aggregate principal amount of the issued and outstanding 2016 Unsecured Notes. On June 30, 2017, the Company issued $55,000 in aggregate principal amount of five-year unsecured notes that mature on July 15, 2022 (the "2017A Unsecured Notes"), pursuant to the NPA and a supplement to the NPA. On January 30, 2018, the Company issued $90,000 in aggregate principal amount of five year unsecured notes that mature on January 30, 2023 (the "2018A Unsecured Notes") pursuant to the NPA and a second supplement to the NPA. On July 5, 2018, the Company issued $50,000 in aggregate principal amount of five year unsecured notes that mature on June 28, 2023 (the "2018B Unsecured Notes") pursuant to the NPA and a third supplement to the NPA (the "Third Supplement"). On April 30, 2019, the Company issued $116,500 in aggregate principal amount of five year unsecured notes that mature on April 30, 2024 (the "2019A Unsecured Notes") pursuant to the NPA and a fourth supplement to the NPA. On January 29, 2021, the Company issued $200,000 in aggregate principal amount of five year unsecured notes that mature on January 29, 2026 (the "2021A Unsecured Notes") pursuant to the NPA and a fifth supplement to the NPA. The NPA provides for future issuances of unsecured notes in separate series or tranches.
The 2016 Unsecured Notes bore interest at an annual rate of 5.313%, payable semi-annually on May 15 and November 15 of each year, which commenced on November 15, 2016. The 2017A Unsecured Notes bear interest at an annual rate of 4.760%, payable semi-annually on January 15 and July 15 of each year, which commenced on January 15, 2018. The 2018A Unsecured Notes bear interest at an annual rate of 4.870%, payable semi-annually on February 15 and August 15 of each year, which commenced on August 15, 2018. The 2018B Unsecured Notes bear interest at an annual rate of 5.360%, payable semi-annually on January 15 and July 15 of each year, which commenced on January 15, 2019. The 2019A Unsecured Notes bear interest at an annual rate of 5.494%, payable semi-annually on April 15 and October 15 of each year, which commenced on October 15, 2019. The 2021A Unsecured Notes bear interest at an annual rate of 3.875%, payable semi-annually in arrears on January 29 and July 29 of each year, which commenced on July 29, 2021. These interest rates are subject to increase in the event that: (i) subject to certain exceptions, the underlying unsecured notes or the Company ceases to have an investment grade rating or (ii) the aggregate amount of the Company’s unsecured debt falls below $150,000. In each such event, the Company has the option to offer to prepay the underlying unsecured notes at par, in which case holders of the underlying unsecured notes who accept the offer would not receive the increased interest rate. In addition, the Company is obligated to offer to prepay the underlying unsecured notes at par if the Investment Adviser, or an affiliate thereof, ceases to be the Company’s investment adviser or if certain change in control events occur with respect to the Investment Adviser.
The NPA contains customary terms and conditions for unsecured notes issued in a private placement, including, without limitation, an option to offer to prepay all or a portion of the unsecured notes under its governance at par (plus a make-whole amount, if applicable), affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC under the 1940 Act and a RIC under the Code, minimum stockholders’ equity, minimum asset coverage ratio, and prohibitions on certain fundamental changes at the Company or any subsidiary guarantor, as well as customary events of default with customary cure and notice, including, without limitation, nonpayment, misrepresentation in a material respect, breach of covenant, cross-default under other indebtedness of the Company or certain significant subsidiaries, certain
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judgments and orders, and certain events of bankruptcy. The Third Supplement includes additional financial covenants related to asset coverage as well as other terms.
On September 25, 2018, the Company closed a registered public offering of $50,000 in aggregate principal amount of five-year unsecured notes that mature on October 1, 2023 (the "5.75% Unsecured Notes" and together with the 2016 Unsecured Notes, 2017A Unsecured Notes, 2018A Unsecured Notes, 2018B Unsecured Notes, 2019A Unsecured Notes and the 2021A Unsecured Notes, the "Unsecured Notes") pursuant to an indenture, dated August 20, 2018, as supplemented by a second supplemental indenture thereto, dated September 25, 2018 (together, the "2018B Indenture"). On October 17, 2018, in connection with the registered public offering, the Company issued an additional $1,750 aggregate principal amount of the 5.75% Unsecured Notes pursuant to the exercise of an overallotment option by the underwriters of the 5.75% Unsecured Notes.
On March 8, 2021, the Company redeemed $51,750 in aggregate principal amount of the 5.75% Unsecured Notes at a redemption price of 100% plus accrued and unpaid interest.
The 5.75% Unsecured Notes bore interest at an annual rate of 5.75%, payable quarterly on January 1, April 1, July 1 and October 1 of each year, which commenced on January 1, 2019. The 5.75% Unsecured Notes were listed on the New York Stock Exchange and traded under the trading symbol “NMFX” until September 13, 2020. On September 14, 2020, the 5.75% Unsecured Notes began trading on the NASDAQ under the ticker symbol "NMFCL", until redeemed on March 8, 2021.
The Unsecured Notes are unsecured obligations and rank senior in right of payment to the Company’s existing and future indebtedness, if any, that is expressly subordinated in right of payment to the Unsecured Notes; equal in right of payment to the Company’s existing and future unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness (including existing unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries and financing vehicles.
The following table summarizes the interest expense and amortization of financing costs incurred on the Unsecured Notes for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019(1)
Interest expense $ 24,401 $ 23,839 $ 21,723
Amortization of financing costs $ 1,864 $ 1,276 $ 1,207
Weighted average interest rate 4.7 % 5.3 % 5.2 %
Effective interest rate 5.1 % 5.5 % 5.5 %
Average debt outstanding $ 516,611 $ 453,250 $ 414,949
(1) For the year ended December 31, 2019, amounts reported include interest and amortization of financing costs related to the 2019A Unsecured Notes for the period from April 30, 2019 (issuance date of the 2019A Unsecured Notes) to December 31, 2019.
As of December 31, 2021, December 31, 2020 and December 31, 2019, the outstanding balance on the Unsecured Notes was $511,500, $453,250 and $453,250, respectively, and the Company was in compliance with the terms of the NPA and the 2018B Indenture as of such dates, as applicable.
SBA-guaranteed debentures —On August 1, 2014 and August 25, 2017, respectively, SBIC I and SBIC II received licenses from the SBA to operate as SBICs.
The SBIC licenses allow SBICs to obtain leverage by issuing SBA-guaranteed debentures, subject to the issuance of a capital commitment by the SBA and other customary procedures. SBA-guaranteed debentures are non-recourse to the Company, interest only debentures with interest payable semi-annually and have a ten year maturity. The principal amount of SBA-guaranteed debentures is not required to be paid prior to maturity but may be prepaid at any time without penalty. The interest rate of SBA-guaranteed debentures is fixed on a semi-annual basis at a market-driven spread over U.S. Treasury Notes with ten year maturities. The SBA, as a creditor, will have a superior claim to the assets of SBIC I and SBIC II over the Company's stockholders in the event SBIC I and SBIC II are liquidated or the SBA exercises remedies upon an event of default.
The maximum amount of borrowings available under current SBA regulations for a single licensee is $150,000 as long as the licensee has at least $75,000 in regulatory capital, receives a capital commitment from the SBA and has been through an examination by the SBA subsequent to licensing. In June 2018, legislation amended the 1958 Act by increasing the individual leverage limit from $150,000 to $175,000, subject to SBA approvals.
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As of December 31, 2021 and December 31, 2020, SBIC I had regulatory capital of $75,000 and $75,000, respectively, and SBA-guaranteed debentures outstanding of $150,000 and $150,000, respectively. As of December 31, 2021 and December 31, 2020, SBIC II had regulatory capital of $75,000 and $75,000, respectively, and $150,000 and $150,000, respectively, of SBA-guaranteed debentures outstanding. The SBA-guaranteed debentures incur upfront fees of 3.435%, which consists of a 1.00% commitment fee and a 2.435% issuance discount, which are amortized over the life of the SBA-guaranteed debentures.
The following table summarizes the Company's SBA-guaranteed debentures as of December 31, 2021.
Issuance Date Maturity Date Debenture Amount Interest Rate SBA Annual Charge
Fixed SBA-guaranteed debentures(1):
March 25, 2015 March 1, 2025 $ 37,500 2.517 % 0.355 %
September 23, 2015 September 1, 2025 37,500 2.829 % 0.355 %
September 23, 2015 September 1, 2025 28,795 2.829 % 0.742 %
March 23, 2016 March 1, 2026 13,950 2.507 % 0.742 %
September 21, 2016 September 1, 2026 4,000 2.051 % 0.742 %
September 20, 2017 September 1, 2027 13,000 2.518 % 0.742 %
March 21, 2018 March 1, 2028 15,255 3.187 % 0.742 %
Fixed SBA-guaranteed debentures(2):
September 19, 2018 September 1, 2028 15,000 3.548 % 0.222 %
September 25, 2019 September 1, 2029 19,000 2.283 % 0.222 %
March 25, 2020 March 1, 2030 41,000 2.078 % 0.222 %
March 25, 2020 March 1, 2030 24,000 2.078 % 0.275 %
September 23, 2020 September 1, 2030 51,000 1.034 % 0.275 %
Total SBA-guaranteed debentures $ 300,000
(1) SBA-guaranteed debentures are held in SBIC I.
(2) SBA-guaranteed debentures are held in SBIC II.
Prior to pooling, the SBA-guaranteed debentures bear interest at an interim floating rate of LIBOR plus 0.30%. Once pooled, which occurs in March and September each year, the SBA-guaranteed debentures bear interest at a fixed rate that is set to the current 10-year treasury rate plus a spread at each pooling date.
The following table summarizes the interest expense and amortization of financing costs incurred on the SBA-guaranteed debentures for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.
Year Ended December 31,
2021 2020 2019
Interest expense $ 8,104 $ 8,006 $ 5,819
Amortization of financing costs $ 1,002 $ 958 $ 601
Weighted average interest rate 2.7 % 2.8 % 3.2 %
Effective interest rate 3.0 % 3.1 % 3.6 %
Average debt outstanding $ 300,000 $ 285,852 $ 179,408
The SBIC program is designed to stimulate the flow of private investor capital into eligible small businesses, as defined by the SBA. Under SBA regulations, SBICs are subject to regulatory requirements, including making investments in SBA-eligible small businesses, investing at least 25.0% of its investment capital in eligible smaller enterprises (as defined under the 1958 Act), placing certain limitations on the financing terms of investments, regulating the types of financing, prohibiting investments in smaller businesses with certain characteristics or in certain industries and requiring capitalization thresholds that limit distributions to the Company. SBICs are subject to an annual periodic examination by an SBA examiner to determine the SBIC's compliance with the relevant SBA regulations and an annual financial audit of its financial statements that are prepared on a basis of accounting other than GAAP (such as ASC 820) by an independent auditor. As of December 31, 2021, December 31, 2020 and December 31, 2019, SBIC I and SBIC II were in compliance with SBA regulatory requirements.
Leverage risk factors —The Company utilizes and may utilize leverage to the maximum extent permitted by the law for investment and other general business purposes. The Company's lenders will have fixed dollar claims on certain assets that
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are superior to the claims of the Company's common stockholders, and the Company would expect such lenders to seek recovery against these assets in the event of a default. The use of leverage also magnifies the potential for gain or loss on amounts invested. Leverage may magnify interest rate risk (particularly on the Company's fixed-rate investments), which is the risk that the prices of portfolio investments will fall or rise if market interest rates for those types of securities rise or fall. As a result, leverage may cause greater changes in the Company's net asset value. Similarly, leverage may cause a sharper decline in the Company's income than if the Company had not borrowed. Such a decline could negatively affect the Company's ability to make distributions to its stockholders. Leverage is generally considered a speculative investment technique. The Company's ability to service any debt incurred will depend largely on financial performance and will be subject to prevailing economic conditions and competitive pressures.
Note 8. Regulation
The Company has elected to be treated, and intends to comply with the requirements to continue to qualify annually, as a RIC under Subchapter M of the Code. In order to continue to qualify and be subject to tax as a RIC, among other things, the Company is required to timely distribute to its stockholders at least 90.0% of its investment company taxable income, as defined by the Code, for each year. The Company, among other things, intends to make and will continue to make the requisite distributions to its stockholders, which will generally relieve the Company from U.S. federal, state, and local income taxes (excluding excise taxes which may be imposed under the Code).
Additionally, as a BDC, the Company must not acquire any assets other than "qualifying assets" specified in the 1940 Act unless, at the time the acquisition is made, at least 70.0% of its total assets are qualifying assets (with certain limited exceptions). In addition, the Company must offer to make available to all "eligible portfolio companies" (as defined in the 1940 Act) managerial assistance.
Note 9. Commitments and Contingencies
In the normal course of business, the Company may enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Company may also enter into future funding commitments such as revolving credit facilities, bridge financing commitments or delayed draw commitments. As of December 31, 2021, the Company had unfunded commitments on revolving credit facilities of $86,989, no outstanding bridge financing commitments and other future funding commitments of $128,446. As of December 31, 2020, the Company had unfunded commitments on revolving credit facilities of $63,411, no outstanding bridge financing commitments and other future funding commitments of $9,715. The unfunded commitments on revolving credit facilities and delayed draws are disclosed on the Company's Consolidated Schedules of Investments.
The Company also had revolving borrowings available under the Holdings Credit Facility, the DB Credit Facility, the NMFC Credit Facility, the Unsecured Management Company Revolver and the NMNLC Credit Facility II as of December 31, 2021 and revolver borrowings available under the Holdings Credit Facility, the DB Credit Facility, the NMFC Credit Facility and the Unsecured Management Company Revolver as of December 31, 2020. See Note 7. Borrowings , for details.
The Company may from time to time enter into financing commitment letters. As of December 31, 2021 and December 31, 2020, the Company had commitment letters to purchase investments in the aggregate par amount of $6,800 and $44,918, respectively, which could require funding in the future.
COVID-19 Developments
On March 11, 2020 the World Health Organization declared COVID-19 a global pandemic and recommended containment and mitigation measures worldwide. The net asset value of the Company has experienced a significant reduction from the period of March 31, 2020 through December 31, 2020 as compared to its net asset value as of December 31, 2019, due to an increase in unrealized depreciation of its investment portfolio resulting from decreases in fair value of investments. These decreases were attributable to the impact of the COVID-19 pandemic on the markets. As of December 31, 2021, the net asset value of the Company has experienced a recovery from that of March 31, 2020.
The Company has been closely monitoring, and will continue to monitor, the impact of the COVID-19 pandemic, including those caused by variants such as the delta and omicron variants, and its impact on all aspects of the Company's business, including how it will impact the Company's portfolio companies, employees, due diligence and underwriting processes, and financial markets. Further, the operational and financial performance of the portfolio companies in which the Company makes investments may be significantly impacted by COVID-19, which may in turn impact the valuation of the Company's investments. The Company believes that its portfolio companies have taken, and continue to take, immediate actions to effectively and efficiently respond to the challenges posed by COVID-19 and related restrictions imposed by state and local governments, including developing liquidity plans supported by internal cash reserves, and shareholder support. The COVID-19 pandemic and preventative measures taken to contain or mitigate its spread have caused, and are continuing to
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cause, business shutdowns and cancellations of events and travel. In addition, while consumer demand for goods and services has begun to rebound, we continue to see reductions in business activity and financial transactions, supply chain interruptions and overall economic and financial market instability both in the United States and globally. Such effects will likely continue for the duration of the pandemic, which is uncertain, and for some period thereafter.
The extent of the impact of the COVID-19 pandemic on the financial performance of our current and future investments will depend on future developments, including the duration and spread of the outbreak, how quickly vaccines will continue to be distributed nationwide and globally, whether a "herd immunity" will be achieved, whether the restrictions that were imposed to slow the spread of the virus will be lifted entirely and the impact of the COVID-19 pandemic on the financial markets and the overall economy, all of which are highly uncertain and cannot be predicted. To the extent the Company’s portfolio companies are adversely impacted by the continued effects of the COVID-19 pandemic, the Company may experience a material adverse impact on the its future net investment income, the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of its portfolio companies.
Note 10. Distributions
Differences between taxable income and the results of operations for financial reporting purposes may be permanent or temporary in nature. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes. During the years ended December 31, 2021, December 31, 2020 and December 31, 2019, the Company's reclassifications of amounts for book purposes arising from permanent book/tax differences primarily related to return of capital distributions were as follows:
Year Ended December 31,
2021 2020 2019
Undistributed net investment income $ 10,476 $ 18,182 $ 29,579
Distributions in excess of net realized gains — — —
Additional paid-in-capital (10,476) (18,182) (29,579)
For U.S. federal income tax purposes, distributions paid to stockholders of the Company are reported as ordinary income, return of capital, long term capital gains or a combination thereof. The tax character of distributions paid by the Company for the years ended December 31, 2021, December 31, 2020 and December 31, 2019 were estimated to be as follows:
Year Ended December 31,
2021 2020 2019
Ordinary income (non-qualified) $ 105,963 $ 101,547 $ 84,523
Ordinary income (qualified) — — —
Capital gains — — —
Return of capital 10,490 18,519 32,851
Total $ 116,453 $ 120,066 $ 117,374
As of December 31, 2021, December 31, 2020 and December 31, 2019, the costs of investments for the Company for tax purposes were $3,114,145, $2,950,729 and $3,124,113, respectively.
December 31, 2021(1)(2) December 31, 2020(1)(2)
Tax cost $ 3,114,145 $ 2,950,729
Gross unrealized appreciation on investments 343,520 190,217
Gross unrealized depreciation on investments (298,616) (181,579)
Total investments at fair value $ 3,159,049 $ 2,959,367
(1) Includes securities purchased under collateralized agreement to resell.
(2) Excludes investments attributable to non-controlling interest in NMNLC.
At December 31, 2021, December 31, 2020 and December 31, 2019, the components of distributable earnings on a tax basis differ from the amounts reflected per the Company's Consolidated Statements of Assets and Liabilities by temporary book/tax differences primarily arising from differences between the tax and book basis of the Company's investment in securities held directly as well as through undistributed income.
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As of December 31, 2021, December 31, 2020 and December 31, 2019, the Company's components of accumulated earnings (deficit) on a tax basis were as follows:
Year Ended December 31,
2021 2020 2019
Accumulated capital gains (capital loss carryforwards) $ (25,837) $ (56,486) $ (63,333)
Other temporary differences 9,722 10,695 11,791
Undistributed ordinary income — — —
Unrealized (appreciation) depreciation 63,585 (2,973) 46,190
Total $ 47,470 $ (48,764) $ (5,352)
The Company is subject to a 4.0% nondeductible U.S. 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 net ordinary income earned for the calendar year and (2) 98.2% of its capital gain net income for the one-year period ending October 31 in the calendar year. For the year ended December 31, 2021, the Company does not expect to incur any excise taxes. For the years ended December 31, 2020 and December 31, 2019, the Company did not incur any excise taxes.
The following information is hereby provided with respect to distributions declared during the calendar years ended December 31, 2021, December 31, 2020 and December 31, 2019:
Year Ended December 31,
(unaudited) 2021 2020 2019
Distributions per share $ 1.20 $ 1.24 $ 1.36
Ordinary dividends 90.99 % 84.58 % 72.01 %
Long-term capital gains — % — % — %
Qualified dividend income — % — % — %
Dividends received deduction — % — % — %
Interest-related dividends(1) 74.53 % 79.13 % 66.87 %
Qualified short-term capital gains(1) — % — % — %
Return of capital 9.01 % 15.42 % 27.99 %
(1) Represents the portion of the taxable ordinary dividends eligible for exemption from U.S. withholding tax for
nonresident aliens and foreign corporations.
Dividends and distributions that were reinvested through the Company’s dividend reinvestment plan are treated, for tax purposes, as if they had been paid in cash. Therefore, stockholders who participated in the dividend reinvestment plan should also refer to the information as provided in the table above.
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Note 11. Net Assets
The table below illustrates the effect of certain transactions on the net asset accounts of the Company during the years ended December 31, 2021, December 31, 2020 and December 31, 2019:
Accumulated Overdistributed Earnings
Common Stock Paid in
Capital in Excess of Par Accumulated
Net Investment
Income Accumulated
Net Realized
Gains (Losses) Net
Unrealized
Appreciation
(Depreciation) Total
Net Assets of NMFC Non-Controlling Interest in NMNLC Total
Net Assets
Shares Par Amount
Net assets at December 31, 2018 76,106,372 $ 761 $ 1,035,629 $ 61,975 $ (86,338) $ (5,758) $ 1,006,269 $ — $ 1,006,269
Issuances of common stock 20,720,970 207 282,632 — — — 282,839 — 282,839
Offering costs — — (829) — — — (829) — (829)
Distributions declared — — — (117,374) — — (117,374) — (117,374)
Net increase (decrease) in net assets resulting from operations — — — 117,153 890 (5,480) 112,563 — 112,563
Tax reclassifications related to return of capital distributions (See Note 10) — — (29,579) 29,579 — — — — —
Net assets at December 31, 2019 96,827,342 $ 968 $ 1,287,853 $ 91,333 $ (85,448) $ (11,238) $ 1,283,468 $ — $ 1,283,468
Distributions declared — — — (120,066) — — (120,066) (726) (120,792)
Purchase of non-controlling interest in NMNLC — — — — — — — 12,376 12,376
Net increase (decrease) in net assets resulting from operations — — — 116,532 (2,802) (55,257) 58,473 3,364 61,837
Tax reclassifications related to return of capital distributions (See Note 10) — — (18,182) 18,182 — — — — —
Net assets at December 31, 2020 96,827,342 $ 968 $ 1,269,671 $ 105,981 $ (88,250) $ (66,495) $ 1,221,875 $ 15,014 $ 1,236,889
Issuances of common stock 1,080,099 11 14,644 — — — 14,655 — 14,655
Offering costs — — (231) — — — (231) — (231)
Distributions declared — — — (116,453) — — (116,453) (1,222) (117,675)
Contributions related to non-controlling interest in NMNLC — — — — — — — 1,792 1,792
Net increase (decrease) in net assets resulting from operations — — — 117,514 (3,849) 87,734 201,399 5,783 207,182
Tax reclassifications related to return of capital distributions (See Note 10) — — (11,288) 11,288 — — — — —
Net assets at December 31, 2021 97,907,441 $ 979 $ 1,272,796 $ 118,330 $ (92,099) $ 21,239 $ 1,321,245 $ 21,367 $ 1,342,612
On November 3, 2021, the Company entered into an equity distribution agreement (the “Distribution Agreement”) with B. Riley Securities, Inc. and Raymond James & Associates, Inc. (collectively, the “Agents”). The Distribution Agreement provides that the Company may issue and sell its shares from time to time through the Agents, up to $250,000 worth of its common stock.
For the year ended December 31, 2021, the Company sold 914,175 shares of common stock under the Distribution Agreement. For the same period, the Company received total accumulated net proceeds of approximately $12,427, including $189 of offering expenses, from these sales.
The Company generally uses net proceeds from these offerings to make investments, to pay down liabilities and for general corporate purposes. As of December 31, 2021, shares representing approximately $237,384 of its common stock remain available for issuance and sale under the Distribution Agreement.
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Note 12. Earnings Per Share
The following information sets forth the computation of basic and diluted net increase in the Company's net assets per share resulting from operations for the years ended December 31, 2021, December 31, 2020 and December 31, 2019:
Year Ended December 31,
2021 2020 2019
Earnings per share—basic
Numerator for basic earnings per share: $ 201,399 $ 58,473 $ 112,563
Denominator for basic weighted average share: 96,952,959 96,827,342 85,209,378
Basic earnings per share: $ 2.08 $ 0.60 $ 1.32
Earnings per share—diluted(1)
Numerator for increase in net assets per share $ 201,399 $ 58,473 $ 112,563
Adjustment for interest on Convertible Notes and incentive fees, net 9,258 9,258 10,367
Numerator for diluted earnings per share: $ 210,657 $ 67,731 $ 122,930
Denominator for basic weighted average share 96,952,959 96,827,342 85,209,378
Adjustment for dilutive effect of Convertible Notes 13,257,586 13,257,585 15,254,667
Denominator for diluted weighted average share 110,210,545 110,084,927 100,464,045
Diluted earnings per share $ 1.91 $ 0.60 $ 1.22
(1) In applying the if-converted method, conversion is not assumed for purposes of computing diluted earnings per share if the effect would be anti-dilutive. For the years ended December 31, 2021 and December 31, 2019, there was no anti-dilution. For the year ended December 31, 2020, there was anti-dilution.
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Note 13. Financial Highlights
The following information sets forth the Company's financial highlights for the years ended December 31, 2021, December 31, 2020, December 31, 2019, December 31, 2018 and December 31, 2017.
Year Ended December 31,
2021 2020 2019 2018 2017
Per share data(1):
Net asset value at the beginning of the period $ 12.62 $ 13.26 $ 13.22 $ 13.63 $ 13.46
Net investment income 1.21 1.20 1.37 1.39 1.38
Net realized and unrealized (losses) gains(2) 0.86 (0.60) 0.03 (0.44) 0.15
Total net increase 2.07 0.60 1.40 0.95 1.53
Distributions declared to stockholders from net investment income (1.20) (1.24) (1.36) (1.36) (1.36)
Net asset value at the end of the period $ 13.49 $ 12.62 $ 13.26 $ 13.22 $ 13.63
Per share market value at the end of the period $ 13.70 $ 11.36 $ 13.74 $ 12.58 $ 13.55
Total return based on market value(3) 31.91 % (5.24) % 20.45 % 2.70 % 5.54 %
Total return based on net asset value(4) 16.97 % 5.52 % 10.90 % 7.16 % 11.77 %
Shares outstanding at end of period 97,907,441 96,827,342 96,827,342 76,106,372 75,935,093
Average weighted shares outstanding for the period 96,952,959 96,827,342 85,209,378 76,022,375 74,171,268
Average net assets for the period $ 1,261,338 $ 1,168,043 $ 1,154,615 $ 1,026,313 $ 1,011,562
Ratio to average net assets:
Net investment income 9.32 % 10.05 % 10.15 % 10.33 % 10.10 %
Total expenses, before waivers/reimbursements 13.11 % 14.56 % 14.87 % 12.90 % 10.23 %
Total expenses, net of waivers/reimbursements 12.05 % 13.39 % 13.80 % 12.22 % 9.45 %
Average debt outstanding—Holdings Credit Facility $ 478,016 $ 526,645 $ 598,129 $ 384,433 $ 345,174
Average debt outstanding—Convertible Notes 201,250 201,250 234,332 197,058 155,250
Average debt outstanding—SBA-guaranteed debentures 300,000 285,852 179,408 158,471 132,572
Average debt outstanding—Unsecured Notes 516,611 453,250 414,949 266,296 117,877
Average debt outstanding—NMFC Credit Facility(5) 132,685 155,497 105,533 117,719 54,853
Average debt outstanding—DB Credit Facility(6) 209,307 233,649 113,967 49,833 —
Average debt outstanding—NMNLC Credit Facility(7) — — 1,471 3,570 —
Average debt outstanding—NMNLC Credit Facility II(8) 3,501 — — — —
Asset coverage ratio(9) 181.21 % 180.68 % 173.98 % 181.37 % 240.76 %
Portfolio turnover 35.33 % 15.43 % 11.58 % 36.75 % 41.98 %
(1) Per share data is based on weighted average shares outstanding for the respective period (except for distributions declared to stockholders which is based on actual rate per share).
(2) Includes the effect of common stock issuances per share, which for the years ended December 31, 2021, December 31, 2020, December 31, 2019, December 31, 2018 and December 31, 2017 were $(0.01), $0.00, $0.08, $0.00 and $0.05, respectively.
(3) Total return is calculated assuming a purchase of common stock at the opening of the first day of the year and a sale on the closing of the last business day of the period. Dividends and distributions, if any, are assumed for purposes of this calculation, to be reinvested at prices obtained under the Company's dividend reinvestment plan. Total return does not reflect sales load.
(4) Total return is calculated assuming a purchase at net asset value on the opening of the first day of the year and a sale at net asset value on the last day of the period. Dividends and distributions, if any, are assumed for purposes of this calculation, to be reinvested at the net asset value on the last day of the respective quarter. Total return does not reflect sales load.
(5) Under the NMFC Credit Facility, the Company may borrow in U.S. dollars or certain other permitted currencies. As of December 31, 2021, the Company had borrowings denominated in GBP of £16,400 that has been converted to U.S. dollars.
(6) For the year ended December 31, 2018, average debt outstanding represents the period from December 14, 2018 (commencement of the DB Credit Facility) to December 31, 2018.
(7) For the year ended December 31, 2020, average debt outstanding represents the period from January 1, 2020 to September 23, 2020 (maturity of the NMNLC Credit Facility). For the year ended December 31, 2018, average debt outstanding represents the period from September 21, 2018 (commencement of the NMNLC Credit Facility to December 31, 2018.
(8) For the year ended December 31, 2021, average debt outstanding represents the period from February 26, 2021 (commencement of the NMNLC Credit Facility II) to December 31, 2021.
(9) On November 5, 2014, the Company received exemptive relief from the SEC allowing the Company to modify the asset coverage requirement to exclude the SBA-guaranteed debentures from this calculation.
Note 14. Recent Accounting Standards Updates
In March 2020, the Financial Accounting Standards Board (the "FASB") issued ASU 2020-04, Reference Rate Reform. The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts,
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hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact of the optional guidance on the Company's consolidated financial statements and disclosures. The Company did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the year ended December 31, 2021.
In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity's Own Equity, which simplifies the accounting for convertible instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, after adoption, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost. Additionally, ASU 2020-06 requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted for fiscal years beginning after December 15, 2020, and can be adopted on either a fully retrospective or modified retrospective basis. The Company is in the process of evaluating the impact that this guidance will have on its consolidated financial statements.
Rule 2a-5 under the 1940 Act was recently adopted by the SEC and establishes requirements for determining fair value in good faith for purposes of the 1940 Act. The Company is evaluating the impact of adopting Rule 2a-5 on the consolidated financial statements and intends to comply with the new rule’s requirements on or before the compliance date in September 2022.
Note 15. Subsequent Events
On February 23, 2022, the Company's board of directors declared a first quarter 2022 distribution of $0.30 per share payable on March 31, 2022 to holders of record as of March 17, 2022.
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The terms "we", "us", "our" and the "Company" refers to New Mountain Finance Corporation and its consolidated subsidiaries.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.