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We assume no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
−Removed: Although we undertake no obligation to revise or update any forward-looking statements, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the United States ("U.S.") Securities and Exchange Commission (the "SEC"), including annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K.
+Added: Although we undertake no obligation to revise or update any forward-looking statements, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the U.S.
+Added: Securities and Exchange Commission (the "SEC"), including annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K.
We are a Delaware corporation that was originally incorporated on June 29, 2010 and completed our initial public offering ("IPO") on May 19, 2011.
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We have elected to be treated, and intend 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").
−Removed: NMFC is also registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the "Advisers Act").
−Removed: Since our IPO, and through September 30, 2021, we raised approximately $893.2 million in net proceeds from additional offerings of our common stock.
+Added: Since our IPO, and through March 31, 2022, we raised approximately $926.1 million in net proceeds from additional offerings of our common stock.
The Investment Adviser is a wholly-owned subsidiary of New Mountain Capital.
New Mountain Capital is a firm with a track record of investing in the middle market.
−Removed: New Mountain Capital focuses on investing in defensive growth companies across its private equity, credit and net lease investment vehicles.
−Removed: The Investment Adviser manages our day-to-day operations
−Removed: and provides us with investment advisory and management services.
−Removed: The Investment Adviser also manages other funds that may have investment mandates that are similar, in whole or in part, to ours.
+Added: New Mountain Capital focuses on investing in defensive growth companies across its private equity, credit and net lease investment strategies.
+Added: The Investment Adviser manages our day-to-day operations and provides us with investment advisory and management services.
+Added: The Investment Adviser also manages other funds that
+Added: may have investment mandates that are similar, in whole or in part, to ours.
New Mountain Finance Administration, L.L.C.
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("SBIC I") and New Mountain Finance SBIC II, L.P.
−Removed: ("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.
+Added: ("SBIC II"), who have received licenses from the U.S.
+Added: 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.
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("NMF YP"), NMF Permian Holdings LLC ("NMF Permian"), NMF HB, Inc.
−Removed: ("NMF HB") and NMF TRM, LLC ("NMF TRM"), 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);
+Added: ("NMF HB"), NMF TRM, LLC ("NMF TRM"), NMF Pioneer, Inc.
+Added: ("NMF Pioneer") and NMF OEC, Inc.
+Added: ("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);
we consolidate our tax blocker corporations for accounting purposes but the tax blocker corporations are not consolidated for income tax purposes and may incur income tax expense as a result of their ownership of the portfolio companies;
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Our portfolio may be concentrated in a limited number of industries.
−Removed: As of September 30, 2021, our top five industry concentrations were software, business services, healthcare services, investment funds (which includes our investments in its joint ventures) and education.
−Removed: As of September 30, 2021, our net asset value was approximately $1,284.9 million and our portfolio had a fair value of approximately $3,011.7 million in 106 portfolio companies, with a weighted average yield to maturity at cost for income producing investments ("YTM at Cost") of approximately 8.8% and a weighted average yield to maturity at cost for all investments ("YTM at Cost for Investments") of approximately 7.9%.
+Added: As of March 31, 2022, our top five industry concentrations were software, business services, healthcare services, education and investment funds (which includes our investments in our joint ventures).
+Added: As of March 31, 2022, our net asset value was approximately $1,349.4 million and our portfolio had a fair value, as determined in good faith by the board of directors, of approximately $3,257.0 million in 107 portfolio companies, with a weighted average yield to maturity at cost for income producing investments ("YTM at Cost") of approximately 9.8% and a weighted average yield to maturity at cost for all investments ("YTM at Cost for Investments") of approximately 9.1%.
The YTM at Cost calculation assumes that all investments, including secured collateralized agreements, not on non-accrual are purchased at cost on the quarter end date and held until their respective maturities with no prepayments or losses and exited at par at maturity.
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YTM at Cost and YTM at Cost for Investments calculations exclude the impact of existing leverage.
−Removed: YTM at Cost and YTM at Cost for Investments use the London Interbank Offered Rate ("LIBOR") curves at each quarter's end date.
−Removed: The actual yield to maturity may be higher or lower due to the future selection of the LIBOR contracts by the individual companies in our portfolio or other factors.
+Added: YTM at Cost and YTM at Cost for Investments use the London Interbank Offered Rate ("LIBOR"), Sterling Overnight Interbank Average Rate ("SONIA") and Secured Overnight Financing Rate ("SOFR") curves at each quarter's end date.
+Added: The actual yield to maturity may be higher or lower due to the future selection of the LIBOR, SONIA and SOFR contracts by the individual companies in our portfolio or other factors.
Recent Developments
−Removed: On October 27, 2021, our board of directors declared a fourth quarter 2021 distribution of $0.30 per share payable on December 30, 2021 to holders of record as of December 16, 2021.
−Removed: On November 1, 2021, we entered into Amendment No.
−Removed: 1 to the Investment Management Agreement (defined below), pursuant to which the Base Management Fee (defined below) will be reduced from 1.75% of our gross assets to 1.4% of our gross assets.
−Removed: On November 2, 2021, the Investment Adviser extended the term of the Fee Waiver Agreement (defined below) to be effective through the quarter ended December 31, 2023, rather than the quarter ended December 31, 2022.
−Removed: Under the Fee Waiver Agreement, the Investment Adviser will continue to waive base management fees in order to reach a target base management fee of 1.25% on gross assets.
+Added: On May 3, 2022, our board of directors declared a second quarter 2022 distribution of $0.30 per share payable on June 30, 2022 to holders of record as of June 16, 2022.
COVID-19 Developments
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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.
−Removed: Health advisors warn that recurring COVID-19 outbreaks 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).
+Added: Health advisors warn that recurring COVID-19 outbreaks, including outbreaks of new variants such as the delta and omicron variants, as well as any other 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.
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Although the Federal Food and Drug Administration authorized vaccines beginning in December 2020 and a significant portion of the U.S.
−Removed: 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.
+Added: population have been vaccinated, 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.
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These potential impacts, while uncertain, could adversely affect our and our portfolio companies’ operating results.
−Removed: An increase in unrealized depreciation of our investment portfolio due to decreases in fair value of investments attributable to the COVID-19 pandemic had resulted in a significant reduction in our net asset value from the period of March 31, 2020 through December 31, 2020 as compared to our net asset value as of December 31, 2019.
−Removed: As of the three and nine months ended September 30, 2021, our net asset value has experienced a recovery from that of the three and nine months ended September 30, 2020.
−Removed: As of September 30, 2021, we were in compliance with our asset coverage requirements under the 1940 Act.
−Removed: In addition, we are not in default of any of the asset coverage requirements under any of our credit facilities as of September 30, 2021.
−Removed: For additional discussion on the impact of COVID-19 on our portfolio companies, see “Monitoring of Portfolio Investments”.
−Removed: Critical Accounting Policies
−Removed: The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the periods reported.
+Added: An increase in unrealized depreciation of our investment portfolio due to decreases in fair value of investments attributable to the COVID-19 pandemic resulted in a significant reduction in our net asset value from the period of March 31, 2020 through December 31, 2020 as compared to our net asset value as of December 31, 2019.
+Added: As of the three months ended March 31, 2022, our net asset value has experienced a recovery from that of the three months ended March 31, 2021.
+Added: As of March 31, 2022, we were in compliance with our asset coverage requirements under the 1940 Act.
+Added: In addition, we are not in default of any of the asset coverage requirements under any of our credit facilities as of March 31, 2022.
+Added: For additional discussion on our portfolio companies, see “Monitoring of Portfolio Investments”.
+Added: Critical Accounting Estimates
+Added: The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the periods reported.
Actual results could materially differ from those estimates.
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We consolidate our wholly-owned direct and indirect subsidiaries:
−Removed: NMF Holdings, NMF Servicing, NMFDB, SBIC I, SBIC I GP, SBIC II, SBIC II GP, NMF Ancora, NMF QID, NMF YP, NMF Permian, NMF HB and NMF TRM and our majority-owned consolidated subsidiary, NMNLC.
+Added: NMF Holdings, NMF Servicing, NMFDB, 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 our majority-owned consolidated subsidiary, NMNLC.
We are an investment company following accounting and reporting guidance as described in Accounting Standards Codification Topic 946, Financial Services—Investment Companies , ("ASC 946").
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Changes in the observability of valuation inputs may result in the transfer of certain investments within the fair value hierarchy from period to period.
−Removed: The following table summarizes the levels in the fair value hierarchy that our portfolio investments fall into as of September 30, 2021:
−Removed: (in thousands) Total Level I Level II Level III
−Removed: First lien $ 1,472,741 $ — $ 91,865 $ 1,380,876
−Removed: Second lien 721,618 — 304,481 417,137
−Removed: Subordinated 38,863 — — 38,863
−Removed: Equity and other 778,432 — — 778,432
−Removed: Total investments $ 3,011,654 $ — $ 396,346 $ 2,615,308
+Added: See Item 1.— Financial Statements and Supplementary Data — Note 4.
+Added: Fair Value in this Quarterly Report on Form 10-Q for additional information on fair value hierarchy as of March 31, 2022.
We generally use the following framework when determining the fair value of investments where there are little, if any, market activity or observable pricing inputs.
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Prior to investment, as part of our due diligence process, we evaluate the overall performance and financial stability of the portfolio company.
−Removed: Post investment, we analyze 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.
+Added: Post investment, we analyze each portfolio
+Added: 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.
We also attempt 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 our original investment thesis.
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Market Based Approach:
−Removed: We may estimate the total enterprise value of each portfolio company by utilizing market value cash flow (EBITDA or revenue) multiples of publicly traded comparable companies and comparable transactions.
+Added: We may estimate the total enterprise value of each portfolio company by utilizing EBITDA or revenue multiples of publicly traded comparable companies and comparable transactions.
We consider numerous factors when selecting the appropriate companies whose trading multiples are used to value our portfolio companies.
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Significant increases or decreases in the EBITDA or revenue multiples 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.
−Removed: In applying the market based approach as of September 30, 2021, we used the relevant EBITDA or revenue multiple ranges set forth in the table below to determine the enterprise value of our portfolio companies.
−Removed: We believe these were reasonable ranges in light of current comparable company trading levels and the specific portfolio companies involved.
Income Based Approach:
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Significant increases or decreases in the discount rate would result in a decrease or increase in the fair value measurement.
−Removed: In applying the income based approach as of September 30, 2021, we used the discount ranges set forth in the table below to value investments in our portfolio companies.
−Removed: The unobservable inputs used in the fair value measurement of our Level III investments as of September 30, 2021 were as follows:
−Removed: (in thousands) Range
−Removed: Type Fair Value as of September 30, 2021 Approach Unobservable Input Low High Weighted
−Removed: First lien $ 1,285,658 Market & income approach EBITDA multiple 5.0x 27.5x 14.0x
−Removed: Revenue multiple 4.0x 19.5x 6.5x
−Removed: Discount rate 4.6 % 18.6 % 7.5 %
−Removed: 20,797 Market quote Broker quote N/A N/A N/A
−Removed: 74,421 Other N/A(1) N/A N/A N/A
−Removed: Second lien 338,410 Market & income approach EBITDA multiple 7.5x 65.3x 18.8x
−Removed: Discount rate 6.5 % 27.3 % 10.3 %
−Removed: 62,542 Market quote Broker quote N/A N/A N/A
−Removed: 16,185 Other N/A(1) N/A N/A N/A
−Removed: Subordinated 38,863 Market & income approach EBITDA multiple 8.0x 18.0x 11.8x
−Removed: Discount rate 10.9 % 28.7 % 18.0 %
−Removed: Equity and other 709,323 Market & income approach EBITDA multiple 5.0x 26.5x 13.2x
−Removed: Revenue multiple 5.0x 19.5x 16.5x
−Removed: Discount rate 4.2 % 32.7 % 10.6 %
−Removed: 69,109 Other N/A(1) N/A N/A N/A
−Removed: (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.
−Removed: NMFC Senior Loan Program I LLC
−Removed: 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.
−Removed: SLP I was structured as a private investment fund and was a portfolio company held by the Company.
−Removed: SLP I operated under a limited liability company agreement (the “SLP I Agreement”) and invested in senior secured loans issued by companies within our core industry verticals.
−Removed: These investments were typically broadly syndicated first lien loans.
−Removed: Effective May 5, 2021, us and SkyKnight Income III, LLC (“SkyKnight Income III”) entered into a Contribution Agreement in which 100% of both of our respective 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").
−Removed: 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.
−Removed: As of May 5, 2021, SLP I is a wholly-owned subsidiary of SLP IV.
−Removed: As of May 4, 2021, SLP I had total investments with an aggregate fair value of approximately $119.6 million, debt outstanding of $79.5 million and capital that had been called and funded of $43.0 million.
−Removed: As of December 31, 2020, SLP I had total investments with an aggregate fair value of approximately $124.7 million, debt outstanding of $188.9 million and capital that had been called and funded of $43.0 million.
−Removed: Our investment in SLP I is disclosed on our Consolidated Schedule of Investments as of December 31, 2020.
−Removed: 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.
−Removed: As of May 5, 2021 all investments in the SLP I portfolio are included in the consolidated portfolio of SLP IV.
−Removed: (in thousands) December 31, 2020
−Removed: First lien investments (1) $ 127,660
−Removed: Weighted average interest rate on first lien investments (2) 4.85 %
−Removed: Number of portfolio companies in SLP I 34
−Removed: Largest portfolio company investment (1) $ 7,797
−Removed: Total of five largest portfolio company investments (1) $ 34,918
−Removed: (1) Reflects principal amount or par value of investment.
−Removed: (2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
−Removed: The following table is a listing of the individual investments in SLP I's portfolio as of December 31, 2020:
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Funded Investments - First lien (in thousands) (in thousands) (in thousands)
−Removed: Access CIG, LLC Business Services 3.98% (L + 3.75%) 2/27/2025 $ 3,678 $ 3,701 $ 3,649
−Removed: Advisor Group Holdings, Inc.
−Removed: Consumer Services 5.15% (L + 5.00%) 7/31/2026 6,866 6,809 6,836
−Removed: Affordable Care Holding Corp.
−Removed: Healthcare Services 5.75% (L + 4.75%) 10/24/2022 6,614 6,578 6,531
−Removed: ASG Technologies Group, Inc.
−Removed: Software 4.50% (L + 3.50%) 7/31/2024 653 651 636
−Removed: Education 5.00% (L + 4.00%) 12/1/2023 5,980 5,964 5,980
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 131 130 131
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 631 628 631
−Removed: Bracket Intermediate Holding Corp.
−Removed: Healthcare Services 4.48% (L + 4.25%) 9/5/2025 4,520 4,504 4,474
−Removed: Certara Holdco, Inc.
−Removed: Healthcare Information Technology 3.75% (L + 3.50%) 8/15/2024 5,138 5,134 5,145
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 452 452 423
−Removed: Software 3.90% (L + 3.75%) 11/29/2024 6,745 6,732 6,479
−Removed: Dealer Tire, LLC Distribution & Logistics 4.40% (L + 4.25%) 12/12/2025 3,433 3,426 3,419
−Removed: Drilling Info Holdings, Inc.
−Removed: Business Services 4.40% (L + 4.25%) 7/30/2025 6,103 6,084 5,925
−Removed: Emerald 2 Limited Business Services 3.50% (L + 3.25%) 7/10/2026 449 448 445
−Removed: eResearchTechnology, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 2/4/2027 1,345 1,333 1,336
−Removed: Fastlane Parent Company, Inc.
−Removed: Distribution & Logistics 4.65% (L + 4.50%) 2/4/2026 1,363 1,342 1,355
−Removed: Greenway Health, LLC Software 4.75% (L + 3.75%) 2/16/2024 6,693 6,677 6,141
−Removed: Heartland Dental, LLC Healthcare Services 3.65% (L + 3.50%) 4/30/2025 3,609 3,597 3,524
−Removed: HS Purchaser, LLC / Help/Systems Holdings, Inc.
−Removed: Software 5.75% (L + 4.75%) 11/19/2026 138 137 138
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.51% (L + 4.25%) 3/17/2025 1,372 1,367 1,344
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.51% (L + 4.25%) 3/17/2025 5,314 5,297 5,208
−Removed: Market Track, LLC Business Services 5.25% (L + 4.25%) 6/5/2024 781 783 767
−Removed: Medical Solutions Holdings, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 6/14/2024 2,249 2,245 2,237
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 4,876 4,868 4,852
−Removed: National Intergovernmental Purchasing Alliance Company Business Services 4.00% (L + 3.75%) 5/23/2025 1,352 1,354 1,346
−Removed: Pelican Products, Inc.
−Removed: Business Products 4.50% (L + 3.50%) 5/1/2025 2,254 2,250 2,217
−Removed: Premise Health Holding Corp.
−Removed: Healthcare Services 3.75% (L + 3.50%) 7/10/2025 628 626 614
−Removed: Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 4,175 4,159 3,799
−Removed: PSC Industrial Holdings Corp.
−Removed: Industrial Services 4.75% (L + 3.75%) 10/11/2024 3,906 3,883 3,799
−Removed: Salient CRGT Inc.
−Removed: Federal Services 7.50% (L + 6.50%) 2/28/2022 6,731 6,713 6,731
−Removed: Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 4,260 4,243 4,192
−Removed: Wirepath LLC Distribution & Logistics 4.25% (L + 4.00%) 8/5/2024 6,779 6,779 6,542
−Removed: WP CityMD Bidco LLC Healthcare Services 5.50% (L + 4.50%) 8/13/2026 6,148 6,096 6,162
−Removed: Wrench Group LLC Consumer Services 4.25% (L + 4.00%) 4/30/2026 2,739 2,716 2,712
−Removed: YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 7,797 7,792 7,174
−Removed: Zelis Cost Management Buyer, Inc.
−Removed: Healthcare Information Technology 4.90% (L + 4.75%) 9/30/2026 1,758 1,743 1,765
−Removed: Total Funded Investments $ 127,660 $ 127,241 $ 124,659
−Removed: (1) All interest is payable in cash unless otherwise indicated.
−Removed: 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).
−Removed: For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2020.
−Removed: (2) Represents the fair value in accordance with Accounting Standards Codification Topic 820, Fair Value Measurement and Disclosures ("ASC 820").
−Removed: Our board of directors does not determine the fair value of the investments held by SLP I.
−Removed: 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 the three and nine months ended September 30, 2020:
−Removed: Selected Balance Sheet Information:
−Removed: May 4, 2021 December 31, 2020
−Removed: (in thousands) (in thousands)
−Removed: Investments at fair value (cost of $120,921 and $127,241, respectively) $ 119,642 $ 124,659
−Removed: Receivable from in-kind distributions — 100,404
−Removed: Receivable from unsettled securities sold — 1,662
−Removed: Cash and other assets 2,279 6,461
−Removed: Total assets $ 121,921 $ 233,186
−Removed: Credit facility $ 79,467 $ 188,867
−Removed: Deferred financing costs — (296)
−Removed: Distribution payable 310 2,538
−Removed: Other liabilities 388 1,364
−Removed: Total liabilities 80,165 192,473
−Removed: Members' capital $ 41,756 $ 40,713
−Removed: Total liabilities and members' capital $ 121,921 $ 233,186
−Removed: Three Months Ended Nine Months Ended
−Removed: Selected Statement of Operations Information:
−Removed: September 30, 2020 May 4, 2021(1) September 30, 2020
−Removed: (in thousands) (in thousands) (in thousands)
−Removed: Interest income $ 4,164 $ 2,555 $ 13,673
−Removed: Other income — 13 52
−Removed: Total investment income 4,164 2,568 13,725
−Removed: Interest and other financing expenses 1,220 852 4,531
−Removed: Other expenses 357 591 1,143
−Removed: Total expenses 1,577 1,443 5,674
−Removed: expenses waived and reimbursed (32) — (137)
−Removed: Net expenses 1,545 1,443 5,537
−Removed: Net investment income 2,619 1,125 8,188
−Removed: Net realized gains (losses) on investments 4 1 (293)
−Removed: Net change in unrealized appreciation (depreciation) of investments 8,534 1,302 (7,710)
−Removed: Net increase in members' capital $ 11,157 $ 2,428 $ 185
−Removed: (1) Reflects the results of operations for the period from January 1, 2021 through May 4, 2021.
−Removed: Pursuant to the First Amended and Restated Limited Liability Company Agreement effective December 11, 2020 (the “Restated SLP I Agreement”), we are no longer entitled to, and SLP I no longer paid management fees for investment management services provided to SLP I.
−Removed: For the period from January 1, 2021 through May 4, 2021, we did not earn management fees related to SLP I.
−Removed: For the three and nine months ended September 30, 2020, we earned approximately $0.3 million and $0.8 million, respectively, in management fees related to SLP I, which is included in other income.
−Removed: As of September 30, 2021 and December 31, 2020, approximately $0 and $0.1 million, respectively, of management fees related to SLP I was included in receivable from affiliates.
−Removed: For the period from January 1, 2021 through May 4, 2021, we earned approximately $0.1 million and $0.7 million, respectively, of dividend income related to SLP I, which is included in dividend income.
−Removed: For the three and nine months ended September 30, 2020, we earned approximately $0.7 million and $2.1 million, respectively, of dividend income related to SLP I, which is included in dividend income.
−Removed: As of September 30, 2021 and December 31, 2020, approximately $0 and $0.7 million, respectively, of dividend income related to SLP I was included in interest and dividend receivable.
−Removed: NMFC Senior Loan Program II LLC
−Removed: 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.
−Removed: SLP II was structured as a private joint venture investment fund between us and SkyKnight Income, LLC (“SkyKnight”) and operated under a limited liability company agreement (the "SLP II Agreement").
−Removed: The purpose of the joint venture was to invest primarily in senior secured loans issued by portfolio companies within our core industry verticals.
−Removed: These investments were typically broadly syndicated first lien loans.
−Removed: All investment decisions had to be unanimously approved by the board of managers of SLP II, which had equal representation from us and SkyKnight.
−Removed: Effective May 5, 2021, us and SkyKnight entered into a Contribution Agreement in which 100% of both of our membership interests in SLP II were transferred and contributed to SLP IV.
−Removed: 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.
−Removed: As of May 5, 2021, SLP II is a wholly-owned subsidiary of SLP IV.
−Removed: As of May 4, 2021 and December 31, 2020, SLP II had total investments with an aggregate fair value of approximately $250.3 million and $271.1 million, respectively, and debt outstanding under its credit facility of $158.5 million and $184.0 million, respectively.
−Removed: As of May 4, 2021 and December 31, 2020, none of SLP II's investments were on non-accrual.
−Removed: 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.
−Removed: As of May 5, 2021, all investments in the SLP II portfolio are included in the consolidated portfolio of SLP IV.
−Removed: (in thousands) December 31, 2020
−Removed: First lien investments (1) $ 279,678
−Removed: Weighted average interest rate on first lien investments (2) 5.07 %
−Removed: Number of portfolio companies in SLP II 32
−Removed: Largest portfolio company investment (1) $ 16,481
−Removed: Total of five largest portfolio company investments (1) $ 75,522
−Removed: (1) Reflects principal amount or par value of investments.
−Removed: (2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
−Removed: The following table is a listing of the individual investments in SLP II's portfolio as of December 31, 2020:
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Funded Investments - First lien (in thousands) (in thousands) (in thousands)
−Removed: Access CIG, LLC Business Services 3.98% (L + 3.75%) 2/27/2025 $ 4,613 $ 4,598 $ 4,577
−Removed: ADG, LLC Healthcare Services 6.25 % (L + 4.75% + 0.50% PIK) 9/28/2023 16,481 16,410 15,612
−Removed: Advisor Group Holdings, Inc.
−Removed: Consumer Services 5.15% (L + 5.00%) 7/31/2026 4,950 4,909 4,928
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 283 282 283
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 1,365 1,359 1,365
−Removed: Bleriot US Bidco Inc.
−Removed: Federal Services 5.00% (L + 4.75%) 10/31/2026 1,341 1,329 1,341
−Removed: Bleriot US Bidco Inc.
−Removed: Federal Services 5.00% (L + 4.75%) 10/30/2026 8,584 8,509 8,584
−Removed: Brave Parent Holdings, Inc.
−Removed: Software 4.15% (L + 4.00%) 4/18/2025 3,652 3,643 3,630
−Removed: CentralSquare Technologies, LLC Software 4.00% (L + 3.75%) 8/29/2025 14,700 14,674 13,745
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 2,026 2,019 1,895
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 10,588 10,556 9,900
−Removed: Dealer Tire, LLC Distribution & Logistics 4.40% (L + 4.25%) 12/12/2025 7,425 7,409 7,394
−Removed: Drilling Info Holdings, Inc.
−Removed: Business Services 4.40% (L + 4.25%) 7/30/2025 14,608 14,563 14,182
−Removed: Edgewood Partners Holdings LLC (EPIC) Business Services 5.25% (L + 4.25%) 9/6/2024 7,356 7,304 7,301
−Removed: eResearchTechnology, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 2/4/2027 3,129 3,101 3,106
−Removed: Fastlane Parent Company, Inc.
−Removed: Distribution & Logistics 4.65% (L + 4.50%) 2/4/2026 3,439 3,386 3,419
−Removed: Greenway Health, LLC Software 4.75% (L + 3.75%) 2/16/2024 14,475 14,439 13,281
−Removed: HS Purchaser, LLC / Help/Systems Holdings, Inc.
−Removed: Software 5.75% (L + 4.75%) 11/19/2026 4,411 4,373 4,411
−Removed: Institutional Shareholder Services Inc.
−Removed: Business Services 4.75% (L + 4.50%) 3/5/2026 13,755 13,648 13,600
−Removed: Keystone Acquisition Corp.
−Removed: Healthcare Services 6.25% (L + 5.25%) 5/1/2024 5,225 5,196 4,937
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.51% (L + 4.25%) 3/17/2025 1,865 1,863 1,828
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.51% (L + 4.25%) 3/17/2025 7,225 7,219 7,080
−Removed: Market Track, LLC Business Services 5.25% (L + 4.25%) 6/5/2024 11,580 11,549 11,376
−Removed: Medical Solutions Holdings, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 6/14/2024 2,767 2,760 2,753
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 2,073 2,069 2,063
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 871 869 867
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 12,034 12,011 11,975
−Removed: Peraton Corp.
−Removed: (fka MHVC Acquisition Corp.) Federal Services 6.25% (L + 5.25%) 4/29/2024 10,133 10,105 10,158
−Removed: Premise Health Holding Corp.
−Removed: Healthcare Services 3.75% (L + 3.50%) 7/10/2025 1,358 1,354 1,328
−Removed: Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 12,418 12,379 11,300
−Removed: PSC Industrial Holdings Corp.
−Removed: Industrial Services 4.75% (L + 3.75%) 10/11/2024 3,028 3,011 2,945
−Removed: Quest Software US Holdings Inc.
−Removed: Software 4.46% (L + 4.25%) 5/16/2025 14,700 14,650 14,480
−Removed: Salient CRGT Inc.
−Removed: Federal Services 7.50% (L + 6.50%) 2/28/2022 12,478 12,445 12,478
−Removed: Wirepath LLC Distribution & Logistics 4.25% (L + 4.00%) 8/5/2024 14,663 14,663 14,149
−Removed: WP CityMD Bidco LLC Healthcare Services 5.50% (L + 4.50%) 8/13/2026 5,418 5,372 5,431
−Removed: Wrench Group LLC Consumer Services 4.25% (L + 4.00%) 4/30/2026 5,924 5,875 5,865
−Removed: YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 14,649 14,641 13,477
−Removed: Zelis Cost Management Buyer, Inc.
−Removed: Healthcare Information Technology 4.90% (L + 4.75%) 9/30/2026 4,088 4,053 4,105
−Removed: Total Funded Investments $ 279,678 $ 278,595 $ 271,149
−Removed: (1) All interest is payable in cash unless otherwise indicated.
−Removed: 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).
−Removed: For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2020.
−Removed: (2) Represents the fair value in accordance with ASC 820.
−Removed: Our board of directors does not determine the fair value of the investments held by SLP II.
−Removed: 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 three and nine months ended September 30, 2020:
−Removed: Selected Balance Sheet Information:
−Removed: May 4, 2021 December 31, 2020
−Removed: (in thousands) (in thousands)
−Removed: Investments at fair value (cost of $254,139 and $278,595, respectively) $ 250,290 $ 271,149
−Removed: Cash and other assets 5,691 8,759
−Removed: Total assets $ 255,981 $ 279,908
−Removed: Credit facility $ 158,470 $ 183,970
−Removed: Deferred financing costs — (534)
−Removed: Distribution payable 535 2,500
−Removed: Other liabilities 460 1,058
−Removed: Total liabilities 159,465 186,994
−Removed: Members' capital $ 96,516 $ 92,914
−Removed: Total liabilities and members' capital $ 255,981 $ 279,908
−Removed: Three Months Ended Nine Months Ended
−Removed: Selected Statement of Operations Information:
−Removed: September 30, 2020 May 4, 2021(1) September 30, 2020
−Removed: (in thousands) (in thousands) (in thousands)
−Removed: Interest income $ 4,174 $ 4,744 $ 14,153
−Removed: Other income — — 70
−Removed: Total investment income 4,174 4,744 14,223
−Removed: Interest and other financing expenses 1,190 1,560 4,696
−Removed: Other expenses 98 148 360
−Removed: Total expenses 1,288 1,708 5,056
−Removed: Net investment income 2,886 3,036 9,167
−Removed: Net realized gains (losses) on investments 3 3 (803)
−Removed: Net change in unrealized appreciation (depreciation) of investments 6,988 3,597 (6,061)
−Removed: Net increase in members' capital $ 9,877 $ 6,636 $ 2,303
−Removed: (1) Reflects the results of operations for the period from January 1, 2021 through May 4, 2021.
−Removed: For the period from January 1, 2021 through May 4, 2021, we earned approximately $2.4 million of dividend income related to SLP II, which is included in dividend income.
−Removed: For the three and nine months ended September 30, 2020, we earned approximately $2.0 million and $6.7 million, respectively, of dividend income related to SLP II, which is included in dividend income.
−Removed: As of September 30, 2021 and December 31, 2020, approximately $0 and $2.0 million, respectively, of dividend income related to SLP II was included in interest and dividend receivable.
+Added: See Item 1.— Financial Statements and Supplementary Data — Note 4.
+Added: Fair Value in this Quarterly Report on Form 10-Q for additional information on unobservable inputs used in the fair value measurement of our Level III investments as of March 31, 2022.
NMFC Senior Loan Program III LLC
8 unchanged sentences
Any decision by SLP III to call down on capital commitments requires approval by the board of managers of SLP III.
−Removed: As of September 30, 2021, we and SkyKnight II have committed $140.0 million and $35.0 million, respectively, of equity to SLP III.
−Removed: As of September 30, 2021, we and SkyKnight II have contributed $140.0 million and $35.0 million, respectively, of equity to SLP III.
−Removed: Our investment in SLP III is disclosed on our Consolidated Schedule of Investments as of September 30, 2021 and December 31, 2020.
+Added: As of March 31, 2022, we and SkyKnight II have committed and contributed $140.0 million and $35.0 million, respectively, of equity to SLP III.
+Added: Our investment in SLP III is disclosed on our Consolidated Schedule of Investments as of March 31, 2022 and December 31, 2021.
On May 2, 2018, SLP III entered into its revolving credit facility with Citibank, N.A., which matures on January 8, 2026.
2 unchanged sentences
Prior to July 8, 2021, the credit facility bore interest at a rate of LIBOR plus 1.70%.
−Removed: Effective February 13, 2020, SLP III's revolving credit facility has a maximum borrowing capacity of $525.0 million.
−Removed: As of September 30, 2021 and December 31, 2020, SLP III had total investments with an aggregate fair value of approximately $683.3 million and $610.0 million, respectively, and debt outstanding under its credit facility of $505.6 million and $424.2 million, respectively.
−Removed: As of September 30, 2021 and December 31, 2020, none of SLP III's investments were on non-accrual.
−Removed: Additionally, as of September 30, 2021 and December 31, 2020, SLP III had unfunded commitments in the form of delayed draws of $10.6 million and $7.8 million, respectively.
−Removed: Below is a summary of SLP III's portfolio, along with a listing of the individual investments in SLP III's portfolio as of September 30, 2021 and December 31, 2020:
−Removed: (in thousands) September 30, 2021 December 31, 2020
+Added: Effective November 23, 2020, SLP III's revolving credit facility has a maximum borrowing capacity
+Added: of $525.0 million.
+Added: As of March 31, 2022 and December 31, 2021, SLP III had total investments with an aggregate fair value of approximately $695.2 million and $702.1 million, respectively, and debt outstanding under its credit facility of $517.6 million and $510.9 million, respectively.
+Added: As of March 31, 2022 and December 31, 2021, none of SLP III's investments were on non-accrual.
+Added: Additionally, as of March 31, 2022 and December 31, 2021, SLP III had unfunded commitments in the form of delayed draws of $4.9 million and $4.6 million, respectively.
+Added: Below is a summary of SLP III's portfolio as of March 31, 2022 and December 31, 2021:
+Added: (in thousands) March 31, 2022 December 31, 2021
First lien investments (1) $ 708,344 $ 709,517
5 unchanged sentences
(2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
−Removed: The following table is a listing of the individual investments in SLP III's portfolio as of September 30, 2021:
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Funded Investments - First lien ( in thousands) ( in thousands) ( in thousands)
−Removed: (aka Aspen Dental) Healthcare Services 4.00% (L + 3.50%) 12/23/2027 $ 2,432 $ 2,419 $ 2,430
−Removed: Advisor Group Holdings, Inc.
−Removed: Consumer Services 4.58% (L + 4.50%) 7/31/2026 9,825 9,789 9,852
−Removed: AG Parent Holdings, LLC Healthcare Services 5.08% (L + 5.00%) 7/31/2026 12,281 12,236 12,266
−Removed: Artera Services, LLC Distribution & Logistics 4.50% (L + 3.50%) 3/6/2025 6,925 6,875 6,905
−Removed: Aston FinCo S.a.r.l.
−Removed: / Aston US Finco, LLC Software 4.33% (L + 4.25%) 10/9/2026 5,910 5,866 5,900
−Removed: Astra Acquisition Corp.
−Removed: Software 5.50% (L + 4.75%) 3/1/2027 16,408 16,338 16,408
−Removed: BCPE Empire Holdings, Inc.
−Removed: Distribution & Logistics 4.08% (L + 4.00%) 6/11/2026 4,313 4,283 4,289
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 19,504 19,434 19,504
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 4,044 4,027 4,044
−Removed: Bella Holding Company, LLC Healthcare Services 4.50% (L + 3.75%) 5/10/2028 4,039 4,001 4,041
−Removed: Bleriot US Bidco Inc.
−Removed: Federal Services 4.13% (L + 4.00%) 10/30/2026 2,935 2,913 2,941
−Removed: Bluefin Holding, LLC Software 4.33% (L + 4.25%) 9/4/2026 9,825 9,716 9,825
−Removed: Bracket Intermediate Holding Corp.
−Removed: Healthcare Services 4.39% (L + 4.25%) 9/5/2025 14,550 14,506 14,544
−Removed: Brave Parent Holdings, Inc.
−Removed: Software 4.08% (L + 4.00%) 4/18/2025 11,130 11,108 11,143
−Removed: Cano Health, LLC Healthcare Services 5.25% (L + 4.50%) 11/23/2027 6,965 6,926 6,980
−Removed: Cardinal Parent, Inc.
−Removed: Software 5.25% (L + 4.50%) 11/12/2027 7,002 6,907 6,994
−Removed: CentralSquare Technologies, LLC Software 3.88% (L + 3.75%) 8/29/2025 14,587 14,566 13,575
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 969 969 968
−Removed: CommerceHub, Inc.
−Removed: Software 4.75% (L + 4.00%) 12/29/2027 5,790 5,763 5,808
−Removed: Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC) Software 5.00% (L + 4.00%) 12/2/2022 2,994 2,972 2,993
−Removed: Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC) Software 5.00% (L + 4.00%) 12/2/2022 4,467 4,461 4,467
−Removed: Community Brands ParentCo, LLC (f.k.a Ministry Brands, LLC) Software 5.00% (L + 4.00%) 12/2/2022 864 863 864
−Removed: Confluent Health, LLC Healthcare Services 5.08% (L + 5.00%) 6/24/2026 4,364 4,323 4,375
−Removed: Cornerstone OnDemand, Inc.
−Removed: Software 4.25% (L + 3.75%) 10/16/2028 4,546 4,523 4,545
−Removed: Covenant Surgical Partners, Inc.
−Removed: Healthcare Services 4.09% (L + 4.00%) 7/1/2026 9,802 9,732 9,667
−Removed: Covenant Surgical Partners, Inc.
−Removed: Healthcare Services 4.08% (L + 4.00%) 7/1/2026 2,000 1,980 1,973
−Removed: CRCI Longhorn Holdings, Inc.
−Removed: Business Services 3.59% (L + 3.50%) 8/8/2025 14,550 14,507 14,407
−Removed: Dealer Tire, LLC Distribution & Logistics 4.33% (L + 4.25%) 12/12/2025 9,825 9,807 9,853
−Removed: DG Investment Intermediate Holdings 2, Inc.
−Removed: Business Services 4.50% (L + 3.75%) 3/31/2028 6,186 6,157 6,213
−Removed: DG Investment Intermediate Holdings 2, Inc.
−Removed: Business Services 4.50% (L + 3.75%) 3/31/2028 1,196 1,196 1,201
−Removed: Dispatch Acquisition Holdings, LLC Industrial Services 5.00% (L + 4.25%) 3/27/2028 4,169 4,129 4,169
−Removed: Drilling Info Holdings, Inc.
−Removed: Business Services 4.33% (L + 4.25%) 7/30/2025 18,434 18,379 18,296
−Removed: EAB Global, Inc.
−Removed: Education 4.00% (L + 3.50%) 8/16/2028 4,250 4,229 4,238
−Removed: eResearchTechnology, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 2/4/2027 7,364 7,333 7,410
−Removed: EyeCare Partners, LLC Healthcare Services 3.88% (L + 3.75%) 2/18/2027 14,797 14,782 14,736
−Removed: Foundational Education Group, Inc.
−Removed: Education 4.75% (L + 4.25%) 8/31/2028 9,500 9,405 9,453
−Removed: Frontline Technologies Intermediate Holdings, LLC Software 6.75% (L + 5.75%) 9/18/2023 6,466 6,465 6,465
−Removed: Frontline Technologies Intermediate Holdings, LLC Software 6.75% (L + 5.75%) 9/18/2023 2,018 2,018 2,018
−Removed: Greenway Health, LLC Healthcare I.T.
−Removed: 4.75% (L + 3.75%) 2/16/2024 14,407 14,412 13,871
−Removed: Heartland Dental, LLC Healthcare Services 3.58% (L + 3.50%) 4/30/2025 18,398 18,346 18,273
−Removed: Help/Systems Holdings, Inc.
−Removed: Software 4.75% (L + 4.00%) 11/19/2026 18,301 18,151 18,374
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: Financial Services 6.25% (L + 5.50%) 11/25/2026 7,151 7,104 7,223
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: Financial Services 6.25% (L + 5.50%) 11/25/2026 1,646 1,622 1,663
−Removed: HighTower Holding, LLC Business Services 4.75% (L + 4.00%) 4/21/2028 3,862 3,825 3,870
−Removed: Software 4.50% (L + 3.75%) 3/2/2028 16,004 15,990 16,020
−Removed: Kestra Advisor Services Holdings A, Inc.
−Removed: Business Services 4.34% (L + 4.25%) 6/3/2026 12,089 12,027 12,081
−Removed: LI Group Holdings, Inc.
−Removed: Software 4.50% (L + 3.75%) 3/11/2028 4,632 4,621 4,658
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.42% (L + 4.25%) 3/17/2025 2,607 2,595 2,581
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.42% (L + 4.25%) 3/17/2025 673 670 666
−Removed: Mamba Purchaser, Inc.
−Removed: Healthcare Services 4.25% (L + 3.75%) 10/16/2028 5,773 5,744 5,782
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Maravai Intermediate Holdings, LLC Specialty Chemicals & Materials 4.75% (L + 3.75%) 10/19/2027 $ 2,948 $ 2,921 $ 2,960
−Removed: Maverick Bidco Inc.
−Removed: Software 4.50% (L + 3.75%) 5/18/2028 4,000 3,981 4,005
−Removed: Mavis Tire Express Services Topco Corp.
−Removed: Retail 4.75% (L + 4.00%) 5/4/2028 4,227 4,207 4,242
−Removed: MED ParentCo, LP Healthcare Services 4.33% (L + 4.25%) 8/31/2026 12,751 12,661 12,745
−Removed: National Intergovernmental Purchasing Alliance Company Business Services 3.63% (L + 3.50%) 5/23/2025 8,540 8,537 8,490
−Removed: Navex Topco, Inc.
−Removed: Software 3.34% (L + 3.25%) 9/5/2025 18,068 17,959 17,955
−Removed: Netsmart, Inc.
−Removed: Healthcare I.T.
−Removed: 4.75% (L + 4.00%) 10/1/2027 3,990 3,990 4,005
−Removed: Newport Group Holdings II, Inc.
−Removed: Business Services 3.63% (L + 3.50%) 9/12/2025 4,850 4,835 4,840
−Removed: Outcomes Group Holdings, Inc.
−Removed: Healthcare Services 3.38% (L + 3.25%) 10/24/2025 3,374 3,369 3,317
−Removed: Pelican Products, Inc.
−Removed: Business Products 4.50% (L + 3.50%) 5/1/2025 4,838 4,831 4,831
−Removed: Peraton Corp.
−Removed: Federal Services 4.50% (L + 3.75%) 2/1/2028 7,462 7,427 7,478
−Removed: PetVet Care Centers, LLC (fka Pearl Intermediate Parent LLC) Consumer Services 4.25% (L + 3.50%) 2/14/2025 4,483 4,483 4,494
−Removed: Planview Parent, Inc.
−Removed: Software 4.75% (L + 4.00%) 12/17/2027 7,939 7,867 7,973
−Removed: Premise Health Holding Corp.
−Removed: Healthcare Services 3.63% (L + 3.50%) 7/10/2025 7,502 7,480 7,469
−Removed: Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 7,429 7,407 7,299
−Removed: Project Ruby Ultimate Parent Corp.
−Removed: Healthcare I.T.
−Removed: 4.00% (L + 3.25%) 3/10/2028 11,444 11,388 11,436
−Removed: Quest Software US Holdings Inc.
−Removed: Software 4.38% (L + 4.25%) 5/16/2025 14,587 14,546 14,590
−Removed: RealPage, Inc.
−Removed: Business Services 3.75% (L + 3.25%) 4/24/2028 14,000 13,967 13,970
−Removed: RLG Holdings, LLC Packaging 5.00% (L + 4.25%) 7/7/2028 4,711 4,688 4,725
−Removed: RLG Holdings, LLC Packaging 5.00% (L + 4.25%) 7/7/2028 396 395 398
−Removed: Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 2,412 2,411 2,406
−Removed: Sovos Brands Intermediate, Inc.
−Removed: Food & Beverage 4.50% (L + 3.75%) 6/8/2028 10,204 10,179 10,230
−Removed: Spring Education Group, Inc.
−Removed: (fka SSH Group Holdings, Inc.) Education 4.38% (L + 4.25%) 7/30/2025 12,089 12,071 11,783
−Removed: Storable, Inc.
−Removed: Software 3.75% (L + 3.25%) 4/17/2028 3,862 3,853 3,856
−Removed: Symplr Software, Inc.
−Removed: Healthcare I.T.
−Removed: 5.25% (L + 4.50%) 12/22/2027 15,920 15,784 15,994
−Removed: Syndigo LLC Software 5.25% (L + 4.50%) 12/15/2027 14,925 14,823 15,018
−Removed: Therapy Brands Holdings LLC Healthcare I.T.
−Removed: 4.75% (L + 4.00%) 5/18/2028 3,408 3,392 3,408
−Removed: Thermostat Purchaser III, Inc.
−Removed: Business Services 5.25% (L + 4.50%) 8/31/2028 5,673 5,645 5,659
−Removed: TIBCO Software Inc.
−Removed: Software 3.84% (L + 3.75%) 6/30/2026 7,596 7,581 7,579
−Removed: Trader Interactive, LLC (fka Dominion Web Solutions LLC) Business Services 4.50% (L + 4.00%) 7/28/2028 4,910 4,885 4,916
−Removed: Unified Women’s Healthcare, LP Healthcare Services 5.00% (L + 4.25%) 12/20/2027 9,975 9,905 10,002
−Removed: Waystar Technologies, Inc.
−Removed: Healthcare Services 4.08% (L + 4.00%) 10/22/2026 4,076 4,068 4,084
−Removed: Wirepath LLC Distribution & Logistics 4.08% (L + 4.00%) 8/5/2024 16,995 16,995 16,963
−Removed: WP CityMD Bidco LLC Healthcare Services 4.50% (L + 3.75%) 8/13/2026 16,575 16,452 16,647
−Removed: Valcour Packaging, LLC Packaging 4.25% (L + 3.75%) 10/4/2028 2,872 2,857 2,875
−Removed: VetCor Professional Practices LLC Consumer Services 4.40% (L + 4.25%) 7/2/2025 809 793 802
−Removed: VT Topco, Inc.
−Removed: Business Services 3.33% (L + 3.25%) 8/1/2025 2,773 2,773 2,750
−Removed: VT Topco, Inc.
−Removed: Business Services 4.50% (L + 3.75%) 8/1/2025 851 847 851
−Removed: YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 9,615 9,611 9,471
−Removed: Total Funded Investments $ 685,848 $ 682,874 $ 683,338
−Removed: Unfunded Investments - First lien
−Removed: DG Investment Intermediate Holdings 2, Inc.
−Removed: Business Services — 3/31/2023 $ 99 $ — $ —
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: Financial Services — 11/25/2022 373 (3) 4
−Removed: HighTower Holding, LLC Business Services — 4/21/2022 976 — 2
−Removed: RLG Holdings, LLC Packaging — 4/21/2022 736 (4) 2
−Removed: Therapy Brands Holdings LLC Healthcare I.T.
−Removed: — 5/18/2023 735 — —
−Removed: Thermostat Purchaser III, Inc.
−Removed: Business Services — 5/18/2023 1,327 — (3)
−Removed: VetCor Professional Practices LLC Consumer Services — 5/20/2023 6,191 (62) (54)
−Removed: VT Topco, Inc.
−Removed: Business Services — 5/20/2023 149 — —
−Removed: Total Unfunded Investments $ 10,586 $ (69) $ (49)
−Removed: Total Investments $ 696,434 $ 682,805 $ 683,289
−Removed: (1) All interest is payable in cash unless otherwise indicated.
−Removed: 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).
−Removed: For each investment, the current interest rate provided reflects the rate in effect as of September 30, 2021.
−Removed: (2) Represents the fair value in accordance with ASC 820.
−Removed: Our board of directors does not determine the fair value of the investments held by SLP III.
−Removed: The following table is a listing of the individual investments in SLP III's portfolio as of December 31, 2020:
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Funded Investments - First lien (in thousands) (in thousands) (in thousands)
−Removed: Access CIG, LLC Business Services 3.98% (L + 3.75%) 2/27/2025 $ 868 $ 868 $ 861
−Removed: Advisor Group Holdings, Inc.
−Removed: Consumer Services 5.15% (L + 5.00%) 7/31/2026 4,950 4,909 4,928
−Removed: Affordable Care Holding Corp.
−Removed: Healthcare Services 5.75% (L + 4.75%) 10/24/2022 5,901 5,850 5,827
−Removed: AG Parent Holdings, LLC Healthcare Services 5.15% (L + 5.00%) 7/31/2026 12,375 12,323 12,251
−Removed: Ascensus Specialties LLC Specialty Chemicals & Materials 4.90% (L + 4.75%) 9/24/2026 9,900 9,858 9,931
−Removed: Aston FinCo S.a.r.l.
−Removed: / Aston US Finco, LLC Software 4.40% (L + 4.25%) 10/9/2026 5,955 5,904 5,900
−Removed: Astra Acquisition Corp.
−Removed: Software 6.50% (L + 5.50%) 3/1/2027 11,490 11,412 11,605
−Removed: BCPE Empire Holdings, Inc.
−Removed: Distribution & Logistics 4.15% (L + 4.00%) 6/11/2026 10,869 10,780 10,801
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 19,654 19,573 19,654
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 4,081 4,062 4,081
−Removed: Bleriot US Bidco Inc.
−Removed: Federal Services 5.00% (L + 4.75%) 10/31/2026 4,292 4,254 4,292
−Removed: Bleriot US Bidco Inc.
−Removed: Federal Services 5.00% (L + 4.75%) 10/31/2026 671 665 671
−Removed: Bluefin Holding, LLC Software 4.15% (L + 4.00%) 9/4/2026 9,900 9,775 9,900
−Removed: Bracket Intermediate Holding Corp.
−Removed: Healthcare Services 4.48% (L + 4.25%) 9/5/2025 14,663 14,610 14,516
−Removed: Brave Parent Holdings, Inc.
−Removed: Software 4.15% (L + 4.00%) 4/18/2025 11,217 11,190 11,147
−Removed: Cano Health, LLC Healthcare Services 5.50% (L + 4.75%) 11/23/2027 6,308 6,244 6,244
−Removed: Cardinal Parent, Inc.
−Removed: Software 5.25% (L + 4.50%) 11/12/2027 7,038 6,932 6,967
−Removed: CentralSquare Technologies, LLC Software 4.00% (L + 3.75%) 8/29/2025 14,700 14,674 13,745
−Removed: Certara Holdco, Inc.
−Removed: Healthcare I.T.
−Removed: 3.75% (L + 3.50%) 8/15/2024 1,246 1,248 1,247
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 977 977 914
−Removed: CommerceHub, Inc.
−Removed: Software 4.75% (L + 4.00%) 12/29/2027 5,833 5,804 5,833
−Removed: Confluent Health, LLC Healthcare Services 5.15% (L + 5.00%) 6/24/2026 4,398 4,354 4,348
−Removed: Covenant Surgical Partners, Inc.
−Removed: Healthcare Services 4.15% (L + 4.00%) 7/1/2026 9,876 9,795 9,678
−Removed: CRCI Longhorn Holdings, Inc.
−Removed: Business Services 3.65% (L + 3.50%) 8/8/2025 14,663 14,611 14,498
−Removed: Dealer Tire, LLC Distribution & Logistics 4.40% (L + 4.25%) 12/12/2025 9,900 9,879 9,859
−Removed: 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
−Removed: Drilling Info Holdings, Inc.
−Removed: Business Services 4.40% (L + 4.25%) 7/30/2025 18,576 18,511 18,035
−Removed: Edgewood Partners Holdings LLC Business Services 5.25% (L + 4.25%) 9/6/2024 7,356 7,304 7,301
−Removed: eResearchTechnology, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 2/4/2027 3,911 3,876 3,883
−Removed: EyeCare Partners, LLC Healthcare Services 3.90% (L + 3.75%) 2/18/2027 12,071 12,057 11,796
−Removed: EyeCare Partners, LLC Healthcare Services 3.90% (L + 3.75%) 2/18/2027 2,838 2,834 2,773
−Removed: Fastlane Parent Company, Inc.
−Removed: Distribution & Logistics 4.65% (L + 4.50%) 2/4/2026 3,439 3,386 3,419
−Removed: Frontline Technologies Intermediate Holdings, LLC Software 6.75% (L + 5.75%) 9/18/2023 6,513 6,513 6,513
−Removed: Greenway Health, LLC Software 4.75% (L + 3.75%) 2/16/2024 14,520 14,527 13,322
−Removed: Heartland Dental, LLC Healthcare Services 3.65% (L + 3.50%) 4/30/2025 18,540 18,478 18,104
−Removed: HS Purchaser, LLC / Help/Systems Holdings, Inc.
−Removed: Software 5.75% (L + 4.75%) 11/19/2026 18,440 18,270 18,440
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: Financial Services 6.50% (L + 5.75%) 11/25/2026 7,187 7,134 7,331
−Removed: Software 5.00% (L + 4.00%) 6/28/2024 9,435 9,406 9,435
−Removed: Institutional Shareholder Services Inc.
−Removed: Business Services 4.75% (L + 4.50%) 3/5/2026 983 975 971
−Removed: Kestra Advisor Services Holdings A, Inc.
−Removed: Business Services 4.40% (L + 4.25%) 6/3/2026 9,381 9,318 9,241
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.51% (L + 4.25%) 3/17/2025 2,627 2,612 2,575
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.51% (L + 4.25%) 3/17/2025 678 674 665
−Removed: Maravai Intermediate Holdings, LLC Specialty Chemicals & Materials 5.25% (L + 4.25%) 10/19/2027 4,125 4,085 4,148
−Removed: Market Track, LLC Business Services 5.25% (L + 4.25%) 6/5/2024 4,729 4,725 4,645
−Removed: Mavis Tire Express Services Corp.
−Removed: Retail 5.00% (L + 4.00%) 3/20/2025 4,828 4,733 4,846
−Removed: MED ParentCo, LP Healthcare Services 4.40% (L + 4.25%) 8/31/2026 10,272 10,191 10,148
−Removed: MED ParentCo, LP Healthcare Services 4.40% (L + 4.25%) 8/31/2026 2,576 2,554 2,545
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 4,502 4,492 4,480
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 871 869 867
−Removed: National Intergovernmental Purchasing Alliance Company Business Services 4.00% (L + 3.75%) 5/23/2025 8,701 8,698 8,658
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: National Mentor Holdings, Inc.
−Removed: (aka Civitas Solutions, Inc.) Healthcare Services 4.43% (L + 4.25%) 3/9/2026 $ 8,887 $ 8,887 $ 8,897
−Removed: National Mentor Holdings, Inc.
−Removed: (aka Civitas Solutions, Inc.) Healthcare Services 4.51% (L + 4.25%) 3/9/2026 398 398 398
−Removed: Navex Topco, Inc.
−Removed: Software 3.40% (L + 3.25%) 9/5/2025 18,208 18,079 17,929
−Removed: Navicure, Inc.
−Removed: Healthcare Services 4.75% (L + 4.00%) 10/22/2026 4,107 4,097 4,110
−Removed: Newport Group Holdings II, Inc.
−Removed: Business Services 3.75% (L + 3.50%) 9/12/2025 4,888 4,870 4,851
−Removed: Orion Advisor Solutions, Inc.
−Removed: Business Services 5.00% (L + 4.00%) 9/24/2027 5,237 5,186 5,260
−Removed: Outcomes Group Holdings, Inc.
−Removed: Healthcare Services 3.50% (L + 3.25%) 10/24/2025 3,400 3,394 3,349
−Removed: Pelican Products, Inc.
−Removed: Business Products 4.50% (L + 3.50%) 5/1/2025 4,875 4,867 4,796
−Removed: Peraton Corp.
−Removed: (fka MHVC Acquisition Corp.) Federal Services 6.25% (L + 5.25%) 4/29/2024 15,272 15,225 15,310
−Removed: Planview Parent, Inc.
−Removed: Software 4.75% (L + 4.00%) 12/17/2027 6,484 6,419 6,496
−Removed: Premise Health Holding Corp.
−Removed: Healthcare Services 3.75% (L + 3.50%) 7/10/2025 13,583 13,538 13,279
−Removed: Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 9,822 9,786 8,939
−Removed: Project Boost Purchaser, LLC Business Services 5.00% (L + 4.25%) 6/1/2026 1,995 1,975 2,002
−Removed: Quest Software US Holdings Inc.
−Removed: Software 4.46% (L + 4.25%) 5/16/2025 14,700 14,650 14,480
−Removed: Ryan Specialty Group, LLC Business Services 4.00% (L + 3.25%) 9/1/2027 3,491 3,441 3,491
−Removed: Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 2,431 2,429 2,393
−Removed: Sovos Brands Intermediate, Inc.
−Removed: Food & Beverage 4.96% (L + 4.75%) 11/20/2025 3,591 3,582 3,609
−Removed: Spring Education Group, Inc.
−Removed: (fka SSH Group Holdings, Inc.) Education 4.50% (L + 4.25%) 7/30/2025 12,183 12,161 11,665
−Removed: Symplr Software, Inc.(fka Caliper Software, Inc.) Healthcare I.T.
−Removed: 5.25% (L + 4.50%) 12/22/2027 10,000 9,850 9,913
−Removed: Syndigo LLC Software 5.25% (L + 4.50%) 12/15/2027 15,000 14,888 14,888
−Removed: TIBCO Software Inc.
−Removed: Software 3.90% (L + 3.75%) 6/30/2026 7,654 7,637 7,572
−Removed: Unified Women’s Healthcare, LP Healthcare Services 5.00% (L + 4.25%) 12/20/2027 10,000 9,923 9,975
−Removed: Wirepath LLC Distribution & Logistics 4.25% (L + 4.00%) 8/5/2024 17,127 17,127 16,527
−Removed: WP CityMD Bidco LLC Healthcare Services 5.50% (L + 4.50%) 8/13/2026 19,868 19,701 19,914
−Removed: VT Topco, Inc.
−Removed: Business Services 3.65% (L + 3.50%) 8/1/2025 2,795 2,795 2,763
−Removed: YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 9,691 9,685 8,915
−Removed: Total Funded Investments $ 619,147 $ 615,974 $ 609,981
−Removed: Unfunded Investments - First lien
−Removed: Cano Health, LLC Healthcare Services — 11/23/2021 $ 2,300 $ (23) $ (23)
−Removed: Covenant Surgical Partners, Inc.
−Removed: Healthcare Services — 7/1/2021 2,000 (20) (40)
−Removed: Higginbotham Insurance Agency, Inc.
−Removed: Financial Services — 11/25/2022 2,023 (15) 40
−Removed: Planview Parent, Inc.
−Removed: Software — 3/31/2021 1,515 — 3
−Removed: Total Unfunded Investments $ 7,838 $ (58) $ (20)
−Removed: Total Investments $ 626,985 $ 615,916 $ 609,961
−Removed: (1) All interest is payable in cash unless otherwise indicated.
−Removed: 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).
−Removed: For each investment, the current interest rate provided reflects the rate in effect as of December 31, 2020.
−Removed: (2) Represents the fair value in accordance with ASC 820.
−Removed: Our board of directors does not determine the fair value of the investments held by SLP III.
−Removed: Below is certain summarized financial information for SLP III as of September 30, 2021 and December 31, 2020 and for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Selected Balance Sheet Information:
−Removed: September 30, 2021 December 31, 2020
−Removed: (in thousands) (in thousands)
−Removed: Investments at fair value (cost of $682,805 and $615,916) $ 683,289 $ 609,961
−Removed: Cash and other assets 25,024 10,176
−Removed: Receivable from unsettled securities sold 738 —
−Removed: Total assets $ 709,051 $ 620,137
−Removed: Credit facility $ 505,600 $ 424,200
−Removed: Deferred financing costs (3,555) (2,471)
−Removed: Payable for unsettled securities purchased 23,642 47,192
−Removed: Distribution payable 4,594 3,800
−Removed: Other liabilities 2,561 2,501
−Removed: Total liabilities 532,842 475,222
−Removed: Members' capital $ 176,209 $ 144,915
−Removed: Total liabilities and members' capital $ 709,051 $ 620,137
−Removed: Three Months Ended Nine Months Ended
−Removed: Selected Statement of Operations Information:
−Removed: September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: (in thousands) (in thousands) (in thousands) (in thousands)
−Removed: Interest income $ 8,080 $ 6,500 $ 23,278 $ 20,836
−Removed: Other income 172 75 487 320
−Removed: Total investment income 8,252 6,575 23,765 21,156
−Removed: Interest and other financing expenses 2,679 2,516 7,954 9,593
−Removed: Other expenses 207 250 585 571
−Removed: Total expenses 2,886 2,766 8,539 10,164
−Removed: expenses waived and reimbursed — — — —
−Removed: Net expenses 2,886 2,766 8,539 10,164
−Removed: Net investment income 5,366 3,809 15,226 10,992
−Removed: Net realized (losses) gains on investments (83) (82) 488 (78)
−Removed: Net change in unrealized appreciation (depreciation) of investments 887 14,775 6,439 (10,379)
−Removed: Net increase in members' capital $ 6,170 $ 18,502 $ 22,153 $ 535
−Removed: For the three and nine months ended September 30, 2021, we earned approximately $3.7 million and $12.7 million, respectively, of dividend income related to SLP III, which is included in dividend income.
−Removed: For the three and nine months ended September 30, 2020, we earned approximately $3.2 million and $8.8 million, respectively, of dividend income related to SLP III, which is included in dividend income.
−Removed: As of September 30, 2021 and December 31, 2020, approximately $3.7 million and $3.0 million, respectively, of dividend income related to SLP III was included in interest and dividend receivable.
−Removed: We have determined that SLP III is an investment company under ASC 946;
−Removed: however, in accordance with such guidance we will generally not consolidate our investment in a company other than a wholly-owned investment company subsidiary.
−Removed: 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.
−Removed: Accordingly, we do not consolidate SLP III.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 3.
+Added: Investments in this Quarterly Report on Form 10-Q for a listing of the individual investments in SLP III's portfolio as of March 31, 2022 and December 31, 2021 and additional information on certain summarized financial information for SLP III as of March 31, 2022 and December 31, 2021 and for the three months ended March 31, 2022 and March 31, 2021.
NMFC Senior Loan Program IV LLC
−Removed: SLP IV was formed as a Delaware limited liability company on April 6, 2021, and commenced operations on May 5, 2021.
−Removed: SLP IV is structured as a private joint venture investment fund between us 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").
−Removed: Upon the effectiveness of the SLP IV Agreement dated May 5, 2021, the members contributed their respective membership interests in SLP I and SLP II to SLP IV.
+Added: 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.
+Added: SLP IV is structured as a private joint venture investment fund between us and SkyKnight Income Alpha, LLC ("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").
+Added: Upon the effectiveness of the SLP IV Agreement dated May 5, 2021, the members contributed their respective membership interests in NMFC Senior Loan Program I LLC ("SLP I") and NMFC Senior Loan Program II LLC ("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.
5 unchanged sentences
SLP IV is capitalized with equity contributions which were transferred and contributed from its members.
−Removed: As of September 30, 2021, we and SkyKnight Alpha have transferred and contributed $112.4 million and $30.6 million, respectively, of their membership interests in SLP I and SLP II to SLP IV.
−Removed: Our investment in SLP IV is disclosed on our Consolidated Schedule of Investments as of September 30, 2021.
+Added: As of March 31, 2022, we and SkyKnight Alpha have transferred and contributed $112.4 million and $30.6 million, respectively, of their membership interests in SLP I and SLP II to SLP IV.
+Added: Our investment in SLP IV is disclosed on our Consolidated Schedule of Investments as of March 31, 2022 and December 31, 2021.
On May 5, 2021, SLP IV entered into a $370.0 million 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.
−Removed: As of September 30, 2021, SLP IV had total investments with an aggregate fair value of approximately $483.2 million and debt outstanding under its credit facility of $345.6 million.
−Removed: As of September 30, 2021, none of SLP IV’s investments were on non-accrual.
−Removed: Additionally, as of September 30, 2021, SLP IV had unfunded commitments in the form of delayed draws of $13.5 million.
−Removed: 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 September 30, 2021:
−Removed: (in thousands) September 30, 2021
+Added: As of March 31, 2022 and December 31, 2021, SLP IV had total investments with an aggregate fair value of approximately $496.5 million and $504.9 million, respectively, and debt outstanding under its credit facility of $359.6 million and $360.1 million, respectively.
+Added: As of March 31, 2022 and December 31, 2021, none of SLP IV’s investments were on non-accrual.
+Added: Additionally, as of March 31, 2022 and December 31, 2021, SLP IV had unfunded commitments in the form of delayed draws of $4.8 million and $6.1 million, respectively.
+Added: Below is a summary of SLP IV's consolidated portfolio as of March 31, 2022 and December 31, 2021:
+Added: (in thousands) March 31, 2022 December 31, 2021
First lien investments (1) $ 507,457 $ 513,298
5 unchanged sentences
(2) Computed as the all in interest rate in effect on accruing investments divided by the total principal amount of investments.
−Removed: The following table is a listing of the individual investments in SLP IV's consolidated portfolio as of September 30, 2021:
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Funded Investments - First lien (in thousands) (in thousands) (in thousands)
−Removed: ADG, LLC Healthcare Services 6.25% (L + 4.75% + 0.50% PIK) 9/28/2023 $ 16,543 $ 16,491 $ 16,543
−Removed: (aka Aspen Dental) Healthcare Services 4.00% (L + 3.50%) 12/23/2027 1,875 1,866 1,875
−Removed: Advisor Group Holdings, Inc.
−Removed: Consumer Services 4.58% (L + 4.50%) 7/31/2026 11,727 11,641 11,759
−Removed: Artera Services, LLC Distribution & Logistics 4.50% (L + 3.50%) 3/6/2025 5,342 5,304 5,326
−Removed: Bayou Intermediate II, LLC Healthcare Products 5.25% (L + 4.50%) 8/2/2028 8,693 8,651 8,726
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 1,981 1,974 1,981
−Removed: Bearcat Buyer, Inc.
−Removed: Healthcare Services 5.25% (L + 4.25%) 7/9/2026 411 409 411
−Removed: Bella Holding Company, LLC Healthcare Services 4.50% (L + 3.75%) 5/10/2028 3,000 2,989 3,001
−Removed: Bleriot US Bidco Inc.
−Removed: Federal Services 4.13% (L + 4.00%) 10/30/2026 7,871 7,849 7,886
−Removed: Bracket Intermediate Holding Corp.
−Removed: Healthcare Services 4.39% (L + 4.25%) 9/5/2025 4,485 4,471 4,483
−Removed: Brave Parent Holdings, Inc.
−Removed: Software 4.08% (L + 4.00%) 4/18/2025 3,624 3,617 3,628
−Removed: Cano Health, LLC Healthcare Services 5.25% (L + 4.50%) 11/23/2027 5,752 5,745 5,764
−Removed: CentralSquare Technologies, LLC Software 3.88% (L + 3.75%) 8/29/2025 14,587 14,566 13,575
−Removed: Certara Holdco, Inc.
−Removed: Healthcare Information Technology 3.58% (L + 3.50%) 8/15/2026 3,950 3,940 3,945
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 10,947 10,921 10,933
−Removed: CHA Holdings, Inc.
−Removed: Business Services 5.50% (L + 4.50%) 4/10/2025 2,009 2,003 2,007
−Removed: Cornerstone OnDemand, Inc.
−Removed: Software 4.25% (L + 3.75%) 9/21/2028 3,247 3,231 3,246
−Removed: Software 3.83% (L + 3.75%) 11/29/2024 6,693 6,683 6,675
−Removed: Dealer Tire, LLC Distribution & Logistics 4.33% (L + 4.25%) 12/12/2025 10,776 10,756 10,806
−Removed: Drilling Info Holdings, Inc.
−Removed: Business Services 4.33% (L + 4.25%) 7/30/2025 20,553 20,499 20,399
−Removed: EAB Global, Inc.
−Removed: Education 4.00% (L + 3.50%) 8/16/2028 10,000 9,951 9,972
−Removed: Emerald 2 Limited Business Services 3.33% (L + 3.25%) 7/10/2026 445 444 441
−Removed: eResearchTechnology, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 2/4/2027 4,441 4,405 4,468
−Removed: Foundational Education Group, Inc.
−Removed: Education 4.75% (L + 4.25%) 8/31/2028 6,500 6,436 6,468
−Removed: Greenway Health, LLC Healthcare Information Technology 4.75% (L + 3.75%) 2/16/2024 21,003 20,963 20,222
−Removed: Heartland Dental, LLC Healthcare Services 3.58% (L + 3.50%) 4/30/2025 3,582 3,572 3,557
−Removed: Heartland Dental, LLC Healthcare Services 4.08% (L + 4.00%) 4/30/2025 6,284 6,255 6,277
−Removed: Help/Systems Holdings, Inc.
−Removed: Software 4.75% (L + 4.00%) 11/19/2026 9,934 9,900 9,974
−Removed: Hunter Holdco 3 Limited Healthcare Services 4.75% (L + 4.25%) 8/19/2028 6,250 6,188 6,285
−Removed: Software 4.50% (L + 3.75%) 3/2/2028 9,342 9,266 9,351
−Removed: Keystone Acquisition Corp.
−Removed: Healthcare Services 6.25% (L + 5.25%) 5/1/2024 5,184 5,162 5,090
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.42% (L + 4.25%) 3/17/2025 3,212 3,207 3,180
−Removed: LSCS Holdings, Inc.
−Removed: Healthcare Services 4.42% (L + 4.25%) 3/17/2025 12,444 12,424 12,320
−Removed: Mamba Purchaser, Inc.
−Removed: Healthcare Services 4.25% (L + 3.75%) 10/16/2028 4,124 4,103 4,130
−Removed: Mandolin Technology Intermediate Holdings, Inc.
−Removed: Software 4.25% (L + 3.75%) 7/31/2028 10,000 9,951 9,975
−Removed: Maverick Bidco Inc.
−Removed: Software 4.50% (L + 3.75%) 5/18/2028 8,000 7,962 8,009
−Removed: Mavis Tire Express Services Topco Corp.
−Removed: Retail 4.75% (L + 4.00%) 5/4/2028 8,453 8,412 8,483
−Removed: MediaOcean, LLC Software 4.08% (L + 4.00%) 8/18/2025 3,625 3,616 3,628
−Removed: Medical Solutions Holdings, Inc.
−Removed: Healthcare Services 5.50% (L + 4.50%) 6/14/2024 4,978 4,969 4,988
−Removed: Mercury Borrower, Inc.
−Removed: Business Services 4.00% (L + 3.50%) 8/2/2028 6,250 6,219 6,245
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 16,778 16,758 16,778
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 2,057 2,055 2,057
−Removed: Ministry Brands, LLC Software 5.00% (L + 4.00%) 12/2/2022 864 863 864
−Removed: National Intergovernmental Purchasing Alliance Company Business Services 3.63% (L + 3.50%) 5/23/2025 1,327 1,329 1,320
−Removed: Netsmart, Inc.
−Removed: Healthcare Information Technology 4.75% (L + 4.00%) 10/1/2027 6,982 6,982 7,009
−Removed: Pelican Products, Inc.
−Removed: Business Products 4.50% (L + 3.50%) 5/1/2025 2,237 2,233 2,234
−Removed: Premise Health Holding Corp.
−Removed: Healthcare Services 3.63% (L + 3.50%) 7/10/2025 1,971 1,966 1,963
−Removed: Project Accelerate Parent, LLC Business Services 5.25% (L + 4.25%) 1/2/2025 12,549 12,517 12,329
−Removed: Portfolio Company and Type of Investment Industry Interest Rate (1) Maturity Date Principal Amount or Par Value Cost Fair
−Removed: Project Boost Purchaser, LLC Business Services 4.00% (L + 3.50%) 5/30/2026 $ 2,494 $ 2,488 $ 2,494
−Removed: Quest Software US Holdings Inc.
−Removed: Software 4.38% (L + 4.25%) 5/16/2025 14,587 14,546 14,590
−Removed: RealPage, Inc.
−Removed: Business Services 3.75% (L + 3.25%) 4/24/2028 5,000 4,982 4,989
−Removed: RLG Holdings, LLC Packaging 5.00% (L + 4.25%) 7/7/2028 3,634 3,616 3,645
−Removed: RLG Holdings, LLC Packaging 5.00% (L + 4.25%) 7/7/2028 396 395 399
−Removed: Sierra Enterprises, LLC Food & Beverage 5.00% (L + 4.00%) 11/11/2024 4,227 4,213 4,216
−Removed: Sovos Brands Intermediate, Inc.
−Removed: Food & Beverage 4.50% (L + 3.75%) 6/8/2028 8,971 8,949 8,993
−Removed: Storable, Inc.
−Removed: Software 3.75% (L + 3.25%) 4/17/2028 4,000 3,976 3,994
−Removed: Syndigo LLC Software 5.25% (L + 4.50%) 12/15/2027 7,859 7,853 7,908
−Removed: Therapy Brands Holdings LLC Healthcare Information Technology 4.75% (L + 4.00%) 5/18/2028 4,621 4,599 4,621
−Removed: Thermostat Purchaser III, Inc.
−Removed: Business Services 5.25% (L + 4.50%) 8/31/2028 4,052 4,032 4,042
−Removed: TIBCO Software Inc.
−Removed: Software 3.84% (L + 3.75%) 6/30/2026 2,985 2,967 2,978
−Removed: Trader Interactive, LLC (fka Dominion Web Solutions LLC) Business Services 4.50% (L + 4.00%) 7/28/2028 5,303 5,276 5,309
−Removed: Unified Women’s Healthcare, LP Healthcare Services 5.00% (L + 4.25%) 12/20/2027 7,419 7,383 7,439
−Removed: USIC Holdings, Inc.
−Removed: Consumer Services 4.25% (L + 3.50%) 5/12/2028 3,849 3,834 3,850
−Removed: Valcour Packaging, LLC Packaging 4.25% (L + 3.75%) 10/4/2028 2,051 2,041 2,054
−Removed: VetCor Professional Practices LLC Consumer Services 4.40% (L + 4.25%) 7/2/2025 1,156 1,132 1,145
−Removed: VT Topco, Inc.
−Removed: Business Services 4.50% (L + 3.75%) 8/1/2025 8,511 8,470 8,509
−Removed: Wirepath LLC Distribution & Logistics 4.08% (L + 4.00%) 8/5/2024 21,277 21,277 21,238
−Removed: WP CityMD Bidco LLC Healthcare Services 4.50% (L + 3.75%) 8/13/2026 9,649 9,580 9,691
−Removed: Wrench Group LLC Consumer Services 4.13% (L + 4.00%) 4/30/2026 8,591 8,530 8,608
−Removed: YI, LLC Healthcare Services 5.00% (L + 4.00%) 11/7/2024 22,273 22,261 21,939
−Removed: Total Funded Investments $ 485,787 $ 484,114 $ 483,237
−Removed: Unfunded Investments - First lien
−Removed: RLG Holdings, LLC Packaging — 7/7/2028 $ 736 $ (4) $ 2
−Removed: Therapy Brands Holdings LLC Healthcare Information Technology — 5/18/2023 1,470 — —
−Removed: Thermostat Purchaser III, Inc.
−Removed: Business Services — 8/31/2023 948 — (2)
−Removed: VetCor Professional Practices LLC Consumer Services — 7/2/2025 8,844 (88) (77)
−Removed: VT Topco, Inc.
−Removed: Business Services — 8/4/2023 1,489 — —
−Removed: Total Unfunded Investments $ 13,487 $ (92) $ (77)
−Removed: Total Investments $ 499,274 $ 484,022 $ 483,160
−Removed: (1) All interest is payable in cash unless otherwise indicated.
−Removed: 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).
−Removed: For each investment, the current interest rate provided reflects the rate in effect as of September 30, 2021.
−Removed: (2) Represents the fair value in accordance with ASC 820.
−Removed: Our board of directors does not determine the fair value of the investments held by SLP IV.
−Removed: Below is certain summarized consolidated financial information for SLP IV as of September 30, 2021 and for the three and nine months ended September 30, 2021:
−Removed: Selected Consolidated Balance Sheet Information:
−Removed: September 30, 2021
−Removed: (in thousands)
−Removed: Investments at fair value (cost of $484,022) $ 483,160
−Removed: Receivable from unsettled securities sold 1,247
−Removed: Cash and other assets 18,405
−Removed: Total assets $ 502,812
−Removed: Credit facility $ 345,637
−Removed: Deferred financing costs (2,760)
−Removed: Payable for unsettled securities purchased 12,313
−Removed: Distribution payable 3,396
−Removed: Other liabilities 1,840
−Removed: Total liabilities 360,426
−Removed: Members' capital $ 142,386
−Removed: Total liabilities and members' capital $ 502,812
−Removed: Selected Consolidated Statement of Operations Information:
−Removed: Three Months Ended Nine Months Ended
−Removed: September 30, 2021 September 30, 2021(1)
−Removed: (in thousands) (in thousands)
−Removed: Interest income $ 5,806 $ 9,034
−Removed: Other income 143 157
−Removed: Total investment income 5,949 9,191
−Removed: Interest and other financing expenses 1,649 2,523
−Removed: Other expenses 206 475
−Removed: Total expenses 1,855 2,998
−Removed: Net investment income 4,094 6,193
−Removed: Net realized (losses) gains on investments (85) 139
−Removed: Net change in unrealized appreciation of investments 2,214 4,265
−Removed: Net increase in members' capital $ 6,223 $ 10,597
−Removed: (1) Reflects the results of operations for the period from May 5, 2021 through September 30, 2021.
−Removed: For the three months ended September 30, 2021 and the period from May 5, 2021 through September 30, 2021, we earned approximately $2.7 million and $5.1 million, respectively, of dividend income related to SLP IV, which is included in dividend income.
−Removed: As of September 30, 2021, approximately $2.7 million of dividend income related to SLP IV was included in interest and dividend receivable.
−Removed: We have determined that SLP IV is an investment company under ASC 946;
−Removed: however, in accordance with such guidance we will generally not consolidate its investment in a company other than a wholly-owned investment company subsidiary.
−Removed: 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.
−Removed: Accordingly, we do not consolidate SLP IV.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 3.
+Added: Investments in this Quarterly Report on Form 10-Q for a listing of the individual investments in SLP IV's consolidated portfolio as of March 31, 2022 and December 31, 2021 and additional information on certain summarized financial information for SLP IV as of March 31, 2022 and December 31, 2021 and for the three months ended March 31, 2022.
New Mountain Net Lease Corporation
NMNLC was formed to acquire commercial real estate properties that are subject to "triple net" leases.
−Removed: NMNLC's investments are disclosed on our Consolidated Schedule of Investments as of September 30, 2021.
+Added: NMNLC's investments are disclosed on our Consolidated Schedule of Investments as of March 31, 2022.
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 $11.3 million.
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 $11.3 million and a 7.0% interest rate, which was repaid by NMNLC to NMFC on March 31, 2020.
−Removed: Below is certain summarized property information for NMNLC as of September 30, 2021:
+Added: Below is certain summarized property information for NMNLC as of March 31, 2022:
Lease Total Fair Value as of
−Removed: Portfolio Company Tenant Expiration Date Location Square Feet September 30, 2021
+Added: Portfolio Company Tenant Expiration Date Location Square Feet March 31, 2022
(in thousands) (in thousands)
NM NL Holdings LP / NM GP Holdco LLC Various Various Various Various $ 110,991
+Added: NM CLFX LP Victor Equipment Company 8/31/2033 TX 423 23,247
+Added: NM APP US LLC Plasman Corp, LLC / A-Brite LP 9/30/2033 AL / OH 261 17,872
NM GLCR LP Arctic Glacier U.S.A.
2/28/2038 CA 48 16,852
−Removed: NM CLFX LP Victor Equipment Company 8/31/2033 TX 423 25,352
NM APP Canada, Corp.
1 unchanged sentence
9/30/2031 Canada 436 10,002
−Removed: NM APP US LLC Plasman Corp, LLC / A-Brite LP 9/30/2033 AL / OH 261 9,006
+Added: NM DRVT LLC FMH Conveyors, LLC 10/31/2031 AR 195 9,023
NM YI, LLC Young Innovations, Inc.
10/31/2039 IL / MO 212 8,381
−Removed: NM DRVT LLC FMH Conveyors, LLC 10/31/2031 AR 195 7,558
NM JRA LLC J.R.
5 unchanged sentences
Interest on collateralized agreements is accrued and recognized over the life of the transaction and included in interest income.
−Removed: As of September 30, 2021 and December 31, 2020, we held one collateralized agreement to resell with a cost basis of $30.0 million and $30.0 million, respectively, and a fair value of $21.4 million and $21.4 million, respectively.
+Added: As of March 31, 2022 and December 31, 2021, we held one collateralized agreement to resell with a cost basis of $30.0 million and $30.0 million, respectively, and a fair value of $19.4 million and $21.4 million, 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.
−Removed: The private hedge fund is currently in liquidation under the laws of the Cayman Islands.
+Added: 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 us at the par value of the collateralized agreement.
11 unchanged sentences
In August 2017, a trustee (the “Trustee”) for Black Elk informed us that the Trustee intended to assert a fraudulent conveyance claim (the “Claim”) against us and one of its affiliates seeking the return of the $20.5 million repayment.
−Removed: filed a Chapter 11 bankruptcy petition pursuant to the United States Bankruptcy Code in August 2015.
+Added: Black Elk filed a Chapter 11 bankruptcy petition pursuant to the U.S.
+Added: 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 us under the SPP Agreement.
5 unchanged sentences
During the year ended December 31, 2018, we received a $1.5 million payment from our insurance carrier in respect to the settlement.
−Removed: As of September 30, 2021 and December 31, 2020, the SPP Agreement has a cost basis of $14.5 million and $14.5 million, respectively, and a fair value of $10.4 million and $10.4 million, respectively, which is reflective of the higher inherent risk in this transaction.
+Added: As of March 31, 2022 and December 31, 2021, the SPP Agreement has a cost basis of $14.5 million and $14.5 million, respectively, and a fair value of $9.4 million and $10.4 million, respectively, which is reflective of the higher inherent risk in this transaction.
Revenue Recognition
8 unchanged sentences
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.
−Removed: For the three and nine months ended September 30, 2021, we recognized PIK and non-cash interest from investments of approximately $5.7 million and $17.1 million, respectively, and PIK and non-cash dividends from investments of approximately $3.7 million and $14.7 million, respectively.
−Removed: For the three and nine months ended September 30, 2020, we recognized PIK and non-cash interest from investments of approximately $5.0 million and $11.7 million, respectively, and PIK and non-cash dividends from investments of approximately $3.8 million and $9.2 million, respectively.
+Added: For the three months ended March 31, 2022 and March 31, 2021, we recognized PIK and non-cash interest from investments of approximately $8.5 million and $5.8 million, respectively, and PIK and non-cash dividends from investments of approximately $5.1 million and $5.2 million, respectively.
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.
7 unchanged sentences
Other income:
−Removed: 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.
+Added: Other income represents delayed compensation, consent or amendment fees, revolver fees, structuring fees, upfront fees 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.
−Removed: Other income may also include fees from bridge loans.
+Added: income may also include fees from bridge loans.
We 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.
5 unchanged sentences
We attempt to identify any developments within the portfolio company, the industry or the macroeconomic environment that may alter any material element of our original investment strategy.
−Removed: We use an investment rating system to characterize and monitor the credit profile and expected level of returns on each investment in the portfolio.
−Removed: We use a four-level numeric rating scale as follows:
−Removed: • Investment Rating 1—Investment is performing materially above expectations;
−Removed: • Investment Rating 2—Investment is performing materially in-line with expectations.
−Removed: All new loans are rated 2 at initial purchase;
−Removed: • Investment Rating 3—Investment is performing materially below expectations, where the risk of loss has materially increased since the original investment;
−Removed: • Investment Rating 4—Investment is performing substantially below expectations and risks have increased substantially since the original investment.
−Removed: Payments may be delinquent.
−Removed: There is meaningful possibility that we will not recoup our original cost basis in the investment and may realize a substantial loss upon exit.
−Removed: The following table shows the distribution of our investments and securities purchased under collateralized agreements to resell on the 1 to 4 investment rating scale at fair value as of September 30, 2021:
−Removed: (in millions) As of September 30, 2021
−Removed: Investment Rating Cost Percent Fair Value Percent
−Removed: Investment Rating 1 $ 277.3 9.1 % $ 319.6 10.5 %
−Removed: Investment Rating 2 2,449.4 80.7 % 2,538.1 83.7 %
−Removed: Investment Rating 3 168.4 5.6 % 122.5 4.0 %
−Removed: Investment Rating 4 138.7 4.6 % 52.9 1.8 %
−Removed: $ 3,033.8 100.0 % $ 3,033.1 100.0 %
−Removed: As of September 30, 2021, all investments in our portfolio had an Investment Rating of 1 or 2 with the exception of seven portfolio companies that had an Investment Rating of 3 and seven portfolio companies that had an Investment Rating of 4.
−Removed: As of September 30, 2021, our aggregate principal amount of our first lien term loans and subordinated position in American Achievement Corporation ("AAC") was $28.9 million and $5.2 million, respectively, of which $12.5 million and $5.2 million, respectively, were placed on non-accrual status during the quarter and the investments had a rating of 4.
−Removed: As of September 30, 2021, our positions in AAC on non-accrual status had an aggregate cost basis of $12.4 million, an aggregate fair value of $7.3 million and total unearned interest income of $0.3 million and $0.3 million for the three and nine months then ended, respectively.
−Removed: During the third quarter of 2021, we placed our second lien position in Sierra Hamilton Holdings Corporation ("Sierra") on non-accrual status and the investment had a rating of 4.
−Removed: As of September 30, 2021, our second lien position in Sierra had an aggregate cost basis of $0.0 million, an aggregate fair value of $0.0 million and total unearned interest income of $0.0 million and $0.0 million for the three and nine months then ended, respectively.
−Removed: As of September 30, 2021, our aggregate principal amount of our first lien positions in Tenawa Resource Management LLC ("Tenawa") was $42.9 million, of which $17.2 million was placed on non-accrual status during the quarter and the investment had a rating of 4.
−Removed: As of September 30, 2021, our first lien positions in Tenawa on non-accrual status had an aggregate cost basis of $17.1 million, an aggregate fair value of $10.8 million and total unearned interest income of $0.4 million and $0.4 million for the three and nine months then ended, respectively.
−Removed: During the first quarter of 2020, we placed our investment in our junior preferred shares of UniTek Global Services, Inc.
−Removed: ("UniTek") on non-accrual status and the investment had a rating of 4.
−Removed: As of September 30, 2021, our junior preferred shares of UniTek had an aggregate cost basis of $34.4 million, an aggregate fair value of $0.0 million and total unearned dividend income of $1.5 million and $4.3 million for the three and nine months then ended, respectively.
−Removed: During the third quarter of 2021, we placed an aggregate principal amount of $19.8 million of our investment in our senior preferred shares of UniTek on non-accrual status and the investment had a rating of 4.
−Removed: As of September 30, 2021, our senior preferred shares of UniTek had an aggregate cost basis of $19.8 million, an aggregate fair value of approximately $2.6 million and total unearned dividend income of approximately $1.0 million and $1.9 million for the three and nine months then ended, respectively.
−Removed: During the first quarter of 2018, we placed our first lien positions in Education Management II LLC on non-accrual status as the portfolio company announced its intention to wind down and liquidate the business.
−Removed: Our first lien positions and our preferred and common shares in Education Management Corporation ("EDMC") have an investment rating of 4.
−Removed: As of September 30, 2021, our investment in EDMC, with an Investment Rating of 4 had an aggregate cost basis of $1.4 million, an aggregate fair value of $0.0 million and total unearned interest income of $0.0 million for the three and nine months then ended, respectively.
−Removed: Since March 31, 2020, our investment in NM KRLN LLC had an investment rating of 4 and had an aggregate cost basis of $9.0 million and an aggregate fair value of $0.5 million.
−Removed: Since December 31, 2019, our subordinated position in PPVA Black Elk (Equity) LLC had an investment rating of 4.
−Removed: As of September 30, 2021, our investment in this security had an aggregate cost basis of $14.5 million and an aggregate fair value of approximately $10.4 million.
−Removed: During the year ended December 31, 2019, our security purchased under collateralized agreements to resell was placed on non-accrual and the investment had an Investment Rating of 4.
−Removed: As of September 30, 2021, our investment in this security had an aggregate cost basis of $30.0 million and an aggregate fair value of approximately $21.4 million.
−Removed: In response to the continuing impact of the outbreak of the COVID-19 pandemic and its impact on the overall market environment and the health of our portfolio companies, we performed a company-by-company evaluation of the anticipated impact of the COVID-19 pandemic.
−Removed: The evaluation process consisted of dialogue with sponsors and portfolio companies to understand the COVID-19 pandemic's impact on each portfolio company, the portfolio company’s response to any disruption, the level of sponsor support, and the current and projected financial and liquidity position of the portfolio company.
−Removed: Based on this evaluation, we assigned each portfolio company a “Risk Rating” of red, orange, yellow and green, with red reflecting a portfolio company with the potential for the most severe impact, due to the COVID-19 pandemic, and green reflecting the least.
−Removed: We will continue to monitor our portfolio companies and provide support to their management teams where possible.
−Removed: The following table shows the Risk Rating of our portfolio companies as of September 30, 2021:
−Removed: (in millions) As of September 30, 2021
+Added: We have recently consolidated our portfolio monitoring procedures by combining our previously bifurcated system that separately (1) rated investments based on their performance compared to expectations and (2) assigned a risk rating to each investment based on the expected impact from the COVID-19 pandemic.
+Added: As described more fully below, our new portfolio monitoring procedures are designed to provide a simple yet comprehensive analysis of our portfolio companies based on their operating performance and underlying business characteristics, which in turn forms the basis of its Risk Rating (as defined below).
+Added: We use an investment risk rating system to characterize and monitor the credit profile and expected level of returns on each investment in the portfolio.
+Added: As such, we assign each investment a composite score (“Risk Rating”) based on two metrics – 1) Operating Performance and 2) Business Characteristics:
+Added: • Operating Performance assesses the health of the investment in context of its financial performance and the market environment it faces.
+Added: The metric is expressed in Tiers of “1” to “4”, with “1” being the worst and “4” being the best:
+Added: ◦ Tier 1 – Severe business underperformance and/or severe market headwinds
+Added: ◦ Tier 2 – Significant business underperformance and/or significant market headwinds
+Added: ◦ Tier 3 – Moderate business underperformance and/or moderate market headwinds
+Added: ◦ Tier 4 – Business performance is in-line with or above expectations
+Added: • Business Characteristics assesses the health of the investment in context of the underlying portfolio company’s business and credit quality, the underlying portfolio company’s current balance sheet, and the level of support from the equity sponsor.
+Added: The metric is expressed as on a qualitative scale of “A” to “C”, with “A” being the best and “C” being the worst.
+Added: The Risk Rating for each investment is a composite of these two metrics.
+Added: The Risk Rating is expressed in categories of Red, Orange, Yellow and Green with Red reflecting an investment performing materially below expectations and Green reflecting an investment that is in-line with or above expectations.
+Added: The mapping of the composite scores to these categories are below:
+Added: • Red – 1C (e.g., Tier 1 for Operating Performance and C for Business Characteristics)
+Added: • Orange – 2C and 1B
+Added: • Yellow – 3C, 2B, and 1A
+Added: • Green – 4C, 3B, 2A, 4B, 3A, and 4A
+Added: The following table shows the Risk Rating of our portfolio companies as of March 31, 2022:
+Added: (in millions) As of March 31, 2022
Risk Rating Cost Percent Fair Value Percent
4 unchanged sentences
$ 3,249.7 100.0 % $ 3,276.4 100.0 %
+Added: As of March 31, 2022, all investments in our portfolio had a Green Risk Rating with the exception of five portfolio companies that had a Yellow Risk Rating, eight portfolio companies that had an Orange Risk Rating and three portfolio companies that had a Red Risk Rating.
+Added: As of March 31, 2022, our aggregate principal amount of our subordinated position and first lien term loans in American Achievement Corporation ("AAC") was $5.2 million and $29.4 million, respectively.
+Added: During the first quarter of 2021, we placed an aggregate principal amount of $5.2 million of our subordinated position on non-accrual status.
+Added: During the third quarter of 2021, we placed an aggregate principal amount of $12.7 million of our first lien term loans on non-accrual status.
+Added: As of March 31, 2022, our positions in AAC on non-accrual status had an aggregate cost basis of $12.7 million, an aggregate fair value of $7.0 million and total unearned interest income of $0.3 million for the three months then ended.
+Added: As of March 31, 2022, our AAC portfolio company has a Red Risk Rating.
+Added: During the third quarter of 2021, we placed our second lien position in Sierra Hamilton Holdings Corporation ("Sierra") on non-accrual status.
+Added: As of March 31, 2022, our second lien position in Sierra had an aggregate cost basis of $0.0 million, an aggregate fair value of $0.0 million and total unearned interest income of $0.0 million for the three months then ended.
+Added: As of March 31, 2022, our Sierra portfolio company has a Red Risk Rating.
+Added: During the first quarter of 2020, we placed our investment in our junior preferred shares of UniTek Global Services, Inc.
+Added: ("UniTek") on non-accrual status.
+Added: As of March 31, 2022, our junior preferred shares of UniTek had an aggregate cost basis of $34.4 million, an aggregate fair value of $0.0 million and total unearned dividend income of $1.6 million for the three months then ended.
+Added: During the third quarter of 2021, we placed an aggregate principal amount of $19.8 million of our investment in our senior preferred shares of UniTek on non-accrual status.
+Added: As of March 31, 2022, our senior preferred shares of UniTek had an aggregate cost basis of $19.8 million, an aggregate fair value of approximately $3.6 million and total unearned dividend income of approximately $1.1 million for the three months then ended.
+Added: As of March 31, 2022, our UniTek portfolio company has a Green Risk Rating.
+Added: During the first quarter of 2018, we placed our first lien positions in Education Management II LLC on non-accrual status as the portfolio company announced its intention to wind down and liquidate the business.
+Added: As of March 31, 2022, our Education Management Corporation portfolio company has an Orange Risk Rating and an aggregate cost basis of $1.4 million, an aggregate fair value of $0.0 million and total unearned interest income of $0.0 million for the three months then ended.
+Added: As of March 31, 2022, our investment in NM KRLN LLC has a Red Risk Rating and an aggregate cost basis of $9.3 million and an aggregate fair value of $0.1 million.
+Added: During the year ended December 31, 2019, our security purchased under collateralized agreements to resell was placed on non-accrual.
+Added: As of March 31, 2022, our investment in this security has a Yellow Risk Rating and has an aggregate cost basis of $30.0 million and an aggregate fair value of approximately $19.4 million.
Portfolio and Investment Activity
−Removed: The fair value of our investments was approximately $3,011.7 million in 106 portfolio companies at September 30, 2021 and approximately $2,953.5 million in 104 portfolio companies at December 31, 2020.
−Removed: The following table shows our portfolio and investment activity for the nine months ended September 30, 2021 and September 30, 2020:
−Removed: Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020
+Added: The fair value of our investments, as determined in good faith by our board of directors, was approximately $3,257.0 million in 107 portfolio companies at March 31, 2022 and approximately $3,174.4 million in 106 portfolio companies at December 31, 2021.
+Added: The following table shows our portfolio and investment activity for the three months ended March 31, 2022 and March 31, 2021:
+Added: Three Months Ended
+Added: (in millions) March 31, 2022 March 31, 2021
New investments in 24 and 13 portfolio companies, respectively $ 153.8 $ 223.4
4 unchanged sentences
Recent Accounting Standards Updates
−Removed: See Item 1.—Financial Statements—Note 13.
−Removed: Recent Accounting Standards for details on recent accounting standards updates.
−Removed: Results of Operations for the Three Months Ended September 30, 2021 and September 30, 2020
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 13.
+Added: Recent Accounting Standards Updates for details on recent accounting standards updates.
+Added: Results of Operations for the Three Months Ended March 31, 2022 and March 31, 2021
Three Months Ended
−Removed: (in thousands) September 30, 2021 September 30, 2020
+Added: (in thousands) March 31, 2022 March 31, 2021
Total interest income $ 47,878 $ 47,009
2 unchanged sentences
Total investment income $ 68,963 $ 67,708
−Removed: Our total investment income increased by approximately $3.0 million, or 5%, for the three months ended September 30, 2021 as compared to the three months ended September 30, 2020.
−Removed: For the three months ended September 30, 2021, total investment income of approximately $68.4 million consisted of approximately $37.6 million in cash interest from investments, approximately $5.7 million in PIK and non-cash interest from investments, approximately $1.4 million in prepayment fees, net amortization of purchase premiums and discounts of approximately $3.1 million, approximately $10.8 million in cash dividends from investments, approximately $3.7 million in PIK and non-cash dividends from investments and approximately $6.1 million in other income.
−Removed: The decrease in interest income of approximately $1.9 million during the three months ended September 30, 2021 as compared to the three months ended September 30, 2020 was primarily due to lower LIBOR rates on smaller invested balances.
−Removed: Our smaller invested balances were driven by asset sales and repayments greater than asset originations during 2020.
−Removed: The increase in dividend income for the three months ended September 30, 2021 as compared to the three months ended September 30, 2020 was primarily due to an increase in cash dividends from our investment in SLP III and PIK dividends related to new investments.
−Removed: Other income during the three months ended September 30, 2021, which represents fees that are generally non-recurring in nature, was primarily attributable to upfront, consent and amendment fees received from 25 different portfolio companies.
+Added: Our total investment income increased by approximately $1.3 million, or 2%, for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021.
+Added: For the three months ended March 31, 2022, total investment income of approximately $69.0 million consisted of approximately $38.0 million in cash interest from investments, approximately $8.5 million in PIK and non-cash interest from investments, net amortization of purchase premiums and discounts of approximately $1.4 million, approximately $11.7 million in cash dividends from investments, approximately $5.1 million in PIK and non-cash dividends from investments and approximately $4.3 million in other income.
+Added: The increase in interest income of approximately $0.9 million during the three months ended March 31, 2022 as compared to the three months ended March 31, 2021 was primarily due to higher LIBOR rates on larger invested balances.
+Added: The increase in dividend income for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021 was primarily due to an increase in cash dividends from our investment in SLP III and SLP IV and PIK dividends related to new investments.
+Added: Other income during the three months ended March 31, 2022, which represents fees that are generally non-recurring in nature, was primarily attributable to upfront, consent and amendment fees received from 17 different portfolio companies.
Operating Expenses
Three Months Ended
−Removed: (in thousands) September 30, 2021 September 30, 2020
−Removed: Management fee $ 13,740 $ 12,877
−Removed: management fee waiver (3,752) (2,841)
−Removed: Total management fee 9,988 10,036
−Removed: Incentive fee 7,661 7,135
−Removed: incentive fee waiver — (500)
−Removed: Total incentive fee 7,661 6,635
−Removed: Interest and other financing expenses 17,693 18,077
−Removed: Administrative expenses 1,082 1,024
−Removed: Professional fees 923 731
−Removed: Other general and administrative expenses 490 442
−Removed: Total expenses 37,837 36,945
−Removed: expenses waived and reimbursed — (589)
−Removed: Net expenses before income taxes 37,837 36,356
−Removed: Income tax (benefit) expense (8) 123
−Removed: Net expenses after income taxes $ 37,829 $ 36,479
−Removed: Our total net operating expenses increased by approximately $1.4 million for the three months ended September 30, 2021 as compared to the three months ended September 30, 2020.
−Removed: Our management fee, net of a management fee waiver, remained relatively flat for the three months ended September 30, 2021 as compared to the three months ended September 30, 2020 due to the fee waiver agreement (as defined below) in which the Investment Adviser has agreed to waive base management fees in order to reach a target base management fee of 1.25% on gross assets.
−Removed: Our incentive fee increased by approximately $1.0 million for the three months ended September 30, 2021 as compared to the three months ended September 30, 2020 which was attributable to an incentive fee waiver by the Investment Adviser in 2020 and higher net investment income as compared to 2020 due to an increase in investment income, lower interest and other financing expenses and an expense waiver of indirect administrative expenses by the Administrator in 2020.
−Removed: Interest and other financing expenses decreased by approximately $0.4 million during the three months ended September 30, 2021 as compared to the three months ended September 30, 2020, primarily due to lower LIBOR rates on our floating rate borrowings, lower borrowings on our revolving facilities and lower interest expense on our 2021A Unsecured Notes issued in the first quarter as compared to our 2016 Unsecured Notes and 5.75% Unsecured Notes, which were repaid with these proceeds in the first quarter of 2021.
−Removed: Our total professional fees, administrative expenses and total other general and administrative expenses for the three months ended September 30, 2021 as compared to the three months ended September 30, 2020 remained relatively flat.
−Removed: Net Realized Gains (Losses) and Net Change in Unrealized Appreciation (Depreciation)
−Removed: Three Months Ended
−Removed: (in thousands) September 30, 2021 September 30, 2020
−Removed: Net realized gains on investments $ 23,008 $ 47
−Removed: Net change in unrealized (depreciation) appreciation of investments (30,736) 60,242
−Removed: Net change in unrealized depreciation on foreign currency (13) —
−Removed: Benefit for taxes 1 257
−Removed: Net realized and unrealized (losses) gains $ (7,740) $ 60,546
−Removed: Our net realized gains and unrealized losses resulted in a net loss of approximately $7.7 million for the three months ended September 30, 2021 compared to net realized and unrealized gains resulting in a net gain of approximately $60.5 million for the same period in 2020.
−Removed: As movement in unrealized appreciation or depreciation can be the result of realizations, we look at net realized and unrealized gains or losses together.
−Removed: The net loss for the three months ended September 30, 2021 was primarily driven by unrealized depreciation in Tenawa, CentralSquare Technologies, LLC and UniTek and was partially offset by unrealized appreciation on our investments in New Benevis Topco, LLC and NM GLCR LP.
−Removed: The provision for income taxes was attributable to equity investments that are held as of September 30, 2021 in six of our corporate subsidiaries.
−Removed: The net gain for the three months ended September 30, 2020 was primarily driven by the overall increase in market prices of our investments during the period due to the partial recovery of the market from the impact of the COVID-19 pandemic.
−Removed: See Monitoring of Portfolio Investments above for more details regarding the continuing impact of the COVID-19 pandemic on the health of our portfolio companies.
−Removed: Results of Operations for the Nine Months Ended September 30, 2021 and September 30, 2020
−Removed: Nine Months Ended
−Removed: (in thousands) September 30, 2021 September 30, 2020
−Removed: Total interest income $ 141,878 $ 162,653
−Removed: Total dividend income 47,171 35,353
−Removed: Other income 13,694 7,566
−Removed: Total investment income $ 202,743 $ 205,572
−Removed: Our total investment income decreased by approximately $2.8 million, or (1)%, for the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020.
−Removed: For the nine months ended September 30, 2021, total investment income of approximately $202.7 million consisted of approximately $115.8 million in cash interest from investments, approximately $17.1 million in PIK and non-cash interest from investments, approximately $2.3 million in prepayment fees, net amortization of purchase premiums and discounts of approximately $6.7 million, approximately $32.4 million in cash dividends from investments, approximately $14.7 million in PIK and non-cash dividends from investments and approximately $13.7 million in other income.
−Removed: The decrease in interest income of approximately $20.8 million during the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020 was primarily due to lower LIBOR rates on smaller invested balances.
−Removed: Our smaller invested balances were driven by the repayments of our revolving credit facilities due to asset sales and repayments greater than asset originations during 2020.
−Removed: The increase in dividend income for the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020 was primarily due to the an increase in cash dividends from our investment in SLP III and PIK dividends related to new investments.
−Removed: In addition, total dividend income for the nine months ended September 30, 2020 included a reversal of $3.4 million of previously recorded PIK dividends related to our preferred shares in Permian Holdco 1, Inc., which was deemed to no longer be collectible.
−Removed: Other income during the nine months ended September 30, 2021, which represents fees that are generally non-recurring in nature, was primarily attributable to upfront, consent and amendment fees received from 47 different portfolio companies.
−Removed: Operating Expenses
−Removed: Nine Months Ended
−Removed: (in thousands) September 30, 2021 September 30, 2020
+Added: (in thousands) March 31, 2022 March 31, 2021
Management fee $ 11,553 $ 13,420
2 unchanged sentences
Incentive fee 7,477 7,248
−Removed: incentive fee waiver — (500)
−Removed: Total incentive fee 22,207 21,357
Interest and other financing expenses 18,637 19,385
7 unchanged sentences
Net expenses after income taxes $ 39,055 $ 38,714
−Removed: Our total net operating expenses decreased by approximately $3.7 million for the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020.
−Removed: Our management fee, net of a management fee waiver, decreased by approximately $0.6 million and our incentive fee increased by approximately $0.9 million for the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020.
−Removed: The decrease in management fees was attributable to an increase in the management fee waiver as a result of the fee waiver agreement (as defined below) in which the Investment Adviser has agreed to waive base management fees in order to reach a target base management fee of 1.25% on gross assets.
−Removed: The increase in incentive fees was attributable to the incentive fee waiver by the Investment Adviser during the nine months ended September 30, 2020.
−Removed: Interest and other financing expenses decreased by approximately $4.6 million during the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020, primarily due to lower LIBOR rates on our floating rate borrowings, lower borrowings on our revolving facilities and lower interest expense on our 2021A Unsecured Notes issued in the first quarter as compared to our 2016 Unsecured Notes and 5.75% Unsecured Notes, which were repaid with these proceeds in the first quarter of 2021.
−Removed: Our total professional fees, administrative expenses and total other general and administrative expenses for the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020 remained relatively flat.
+Added: Our total net operating expenses increased by approximately $0.3 million for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021.
+Added: Our management fee increased by approximately $0.7 million, net of a management fee waiver, and our incentive fee increased by approximately $0.2 million for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021.
+Added: The increase in management and incentive fees was attributable to higher invested balances.
+Added: Interest and other financing expenses decreased by approximately $0.7 million during the three months ended March 31, 2022 as compared to the three months ended March 31, 2021, primarily due to the acceleration of deferred financing costs associated with the repayment of the 5.75% Unsecured Notes in the first quarter of 2021.
+Added: Our total professional fees, administrative expenses and total other general and administrative expenses for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021 remained relatively flat.
Net Realized Gains (Losses) and Net Change in Unrealized Appreciation (Depreciation)
−Removed: Nine Months Ended
−Removed: (in thousands) September 30, 2021 September 30, 2020
+Added: Three Months Ended
+Added: (in thousands) March 31, 2022 March 31, 2021
Net realized gains (losses) on investments $ 19,172 $ (10,496)
−Removed: Net change in unrealized appreciation (depreciation) of investments 52,544 (91,215)
+Added: Net realized gains on foreign currency 345 —
+Added: Net change in unrealized (depreciation) appreciation of investments (9,933) 33,472
+Added: Net change in unrealized depreciation securities purchased under collateralized agreements to resell (2,021) —
Net change in unrealized depreciation on foreign currency (422) —
−Removed: (Provision) benefit for taxes (114) 778
−Removed: Net realized and unrealized gains (losses) $ 65,109 $ (94,032)
−Removed: Our net realized and unrealized gains resulted in a net gain of approximately $65.1 million for the nine months ended September 30, 2021 compared to net realized and unrealized losses resulting in a net loss of approximately $94.0 million for the same period in 2020.
+Added: Provision for taxes (2) (115)
+Added: Net realized and unrealized gains $ 7,139 $ 22,861
+Added: Our net realized gains and unrealized losses resulted in a net gain of approximately $7.1 million for the three months ended March 31, 2022 compared to net realized losses and unrealized gains resulting in a net gain of approximately $22.9 million for the same period in 2021.
As movement in unrealized appreciation or depreciation can be the result of realizations, we look at net realized and unrealized gains or losses together.
−Removed: The net gain for the nine months ended September 30, 2021 was primarily driven by realized gains and unrealized appreciation on our investments in Edmentum and unrealized appreciation on our investments in NM CLFX LP and NM GLCR LP, which offset unrealized depreciation on our investments in AAC, Tenawa and UniTek.
−Removed: The provision for income taxes was attributable to equity investments that are held as of September 30, 2021 in six of our corporate subsidiaries.
−Removed: The net loss for the nine months ended September 30, 2020 was primarily driven by the overall decrease in market prices of our investments during the period due to the impact of the COVID-19 pandemic.
−Removed: See Monitoring
−Removed: of Portfolio Investments above for more details regarding the continuing impact of the COVID-19 pandemic on the health of our portfolio companies.
−Removed: Liquidity and Capital Resources
+Added: The net gain for the three months ended March 31, 2022 was primarily driven by a realized gain in NM GLCR LP and unrealized appreciation in TVG-Edmentum Holdings, LLC, UniTek and Haven Midstream LLC which offset unrealized depreciation in NHME Holdings Corp.
+Added: and Integro Parent Inc.
+Added: The provision for income taxes was attributable to equity investments that are held as of March 31, 2022 in eight of our corporate subsidiaries.
+Added: The net gain for the three months ended March 31, 2021 was primarily driven by the overall increase in market prices of our investments during the period due to the partial recovery of the market from the impact of the COVID-19 pandemic.
+Added: See Monitoring of Portfolio Investments above for more details regarding the health of our portfolio companies.
+Added: Liquidity, Capital Resources, Off-Balance Sheet Arrangements, Borrowings and Contractual Obligations
The primary use of existing funds and any funds raised in the future is expected to be for repayment of indebtedness, investments in portfolio companies, cash distributions to our stockholders or for other general corporate purposes.
−Removed: Since our IPO, and through September 30, 2021, we raised approximately $893.2 million in net proceeds from additional offerings of common stock.
+Added: Since our IPO, and through March 31, 2022, we raised approximately $926.1 million in net proceeds from additional offerings of common stock.
Our liquidity is generated and generally available through advances from the revolving credit facilities, from cash flows from operations, and, we expect, through periodic follow-on equity offerings.
5 unchanged sentences
The agreements governing the NMFC Credit Facility, the Convertible Notes and the Unsecured Notes (as defined below) contain certain covenants and terms, including a requirement that we not exceed a debt-to-equity ratio of 1.65 to 1.00 at the time of incurring additional indebtedness and a requirement that we not exceed a secured debt ratio of 0.70 to 1.00 at any time.
−Removed: As of September 30, 2021, our asset coverage ratio was 184.0%.
−Removed: At September 30, 2021 and December 31, 2020, we had cash and cash equivalents of approximately $83.4 million and $79.0 million, respectively.
−Removed: Our cash provided by operating activities during the nine months ended September 30, 2021 and September 30, 2020 was approximately $84.7 million and $269.6 million, respectively.
+Added: As of March 31, 2022, our asset coverage ratio was 181.3%.
+Added: At March 31, 2022 and December 31, 2021, we had cash and cash equivalents of approximately $35.4 million and $58.1 million, respectively.
+Added: Our cash (used in) provided by operating activities during the three months ended March 31, 2022 and March 31, 2021 was approximately $(45.2) million and $44.3 million, respectively.
We expect that all current liquidity needs will be met with cash flows from operations and other activities.
+Added: On November 3, 2021, we entered into an equity distribution agreement (the “Distribution Agreement”) with B.
+Added: Riley Securities, Inc.
+Added: and Raymond James & Associates, Inc.
+Added: (collectively, the “Agents”).
+Added: The Distribution Agreement provides that we may issue and sell our shares from time to time through the Agents, up to $250.0 million worth of our common stock by means of at-the-market ("ATM") offerings.
+Added: For the three months ended March 31, 2022, we sold 1,511,836 shares of common stock under the Distribution Agreement.
+Added: For the same period, we received total accumulated net proceeds of approximately $20.5 million, including $0.3 million of offering expenses, from these sales.
+Added: We generally use net proceeds from these ATM offerings to make investments, to pay down liabilities and for general corporate purposes.
+Added: As of March 31, 2022, shares representing approximately $216.6 million of its common stock remain available for issuance and sale under the Distribution Agreement.
+Added: Off-Balance Sheet Arrangements
+Added: We may become a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies.
+Added: These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet.
+Added: As of March 31, 2022 and December 31, 2021, we had outstanding commitments to third parties to fund investments totaling $238.3 million and $215.4 million, respectively, under various undrawn revolving credit facilities, delayed draw commitments or other future funding commitments.
+Added: We may from time to time enter into financing commitment letters or bridge financing commitments, which could require funding in the future.
+Added: As of March 31, 2022 and December 31, 2021, we had commitment letters to purchase investments in an aggregate par amount of $54.0 million and $6.8 million, respectively.
+Added: As of March 31, 2022 and December 31, 2021, we had not entered into any bridge financing commitments which could require funding in the future.
Holdings Credit Facility —On October 24, 2017, we entered into the Third Amended and Restated Loan and Security Agreement among us, 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 $800.0 million and the actual commitments of the lenders to make advances as of such date.
−Removed: As of September 30, 2021, the maximum amount of revolving borrowings available under the Holdings Credit Facility is $730.0 million.
+Added: As of March 31, 2022, the maximum amount of revolving borrowings available under the Holdings Credit Facility is $730.0 million.
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.
4 unchanged sentences
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.
−Removed: 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 Loan and Security Agreement) and LIBOR plus 2.10% per annum for all other investments.
+Added: 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.
−Removed: 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 Amended and Restated 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).
−Removed: The following table summarizes the interest expense, non-usage fees and amortization of financing costs incurred on the Holdings Credit Facility for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Three Months Ended Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: Interest expense $ 2.4 $ 2.7 $ 7.6 $ 11.3
−Removed: Non-usage fee $ 0.3 $ 0.4 $ 1.0 $ 0.9
−Removed: Amortization of financing costs $ 0.8 $ 0.3 $ 2.0 $ 1.0
−Removed: Weighted average interest rate 2.0 % 2.2 % 2.2 % 2.7 %
−Removed: Effective interest rate 2.9 % 2.8 % 3.0 % 3.2 %
−Removed: Average debt outstanding $ 483.1 $ 488.8 $ 467.6 $ 551.1
−Removed: As of September 30, 2021 and December 31, 2020, the outstanding balance on the Holdings Credit Facility was $493.3 million and $450.2 million, respectively, and NMF Holdings was in compliance with the applicable covenants in the Holdings Credit Facility on such dates.
+Added: As of March 31, 2022 and December 31, 2021, the outstanding balance on the Holdings Credit Facility was $576.3 million and $545.3 million, respectively, and NMF Holdings was in compliance with the applicable covenants in the Holdings Credit Facility on such dates.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on costs incurred on the Holdings Credit Facility for the three months ended March 31, 2022 and March 31, 2021.
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 us, 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.
1 unchanged sentence
As of the most recent amendment on June 4, 2021, the maturity date of the NMFC Credit Facility is June 4, 2026.
−Removed: As of September 30, 2021, the maximum amount of revolving borrowings available under the NMFC Credit Facility was $188.5 million.
+Added: As of March 31, 2022, the maximum amount of revolving borrowings available under the NMFC Credit Facility was $198.5 million.
We are permitted to borrow at various advance rates depending on the type of portfolio investment as outlined in the related RCA.
1 unchanged sentence
The NMFC Credit Facility contains certain customary affirmative and negative covenants and events of default, including certain financial covenants related to the asset coverage and liquidity and other maintenance covenants.
−Removed: 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).
+Added: As of the most recent amendment on June 4, 2021, the NMFC Credit Facility generally bears interest at a rate of LIBOR or SONIA 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).
−Removed: The following table summarizes the interest expense, non-usage fees and amortization of financing costs incurred on the NMFC Credit Facility for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Three Months Ended Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: Interest expense $ 0.7 $ 0.9 $ 2.3 $ 4.0
−Removed: Non-usage fee $ 0.1 $ 0.1 $ 0.2 $ 0.1
−Removed: Amortization of financing costs $ — (1) $ — (1) $ 0.1 $ 0.1
−Removed: Weighted average interest rate 2.2 % 2.7 % 2.5 % 3.4 %
−Removed: Effective interest rate 2.7 % 3.0 % 2.8 % 3.6 %
−Removed: Average debt outstanding $ 117.1 $ 131.8 $ 122.5 $ 155.0
−Removed: (1) For the three months ended September 30, 2021 and the three months ended September 30, 2020, the total amortization of financing costs were less than $50.0 thousand.
−Removed: As of September 30, 2021 and December 31, 2020, the outstanding balance on the NMFC Credit Facility was $150.0 million and $165.5 million, respectively, and NMFC was in compliance with the applicable covenants in the NMFC Credit Facility on such dates.
+Added: As of March 31, 2022 and December 31, 2021, the outstanding balance on the NMFC Credit Facility was $131.9 million and $127.2 million, which included £17.4 million and £16.4 million, respectively, denominated in British Pound Sterling ("GBP") that has been converted to U.S.
+Added: dollars, and NMFC was in compliance with the applicable covenants in the NMFC Credit Facility on such dates.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on costs incurred on the NMFC Credit Facility for the three months ended March 31, 2022 and March 31, 2021.
Unsecured Management Company Revolver —The Uncommitted Revolving Loan Agreement, dated March 30, 2020, by and between us, 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.
−Removed: The proceeds from the Unsecured Management Company Revolver may be used for general corporate purposes, including the
−Removed: funding of portfolio investments.
−Removed: The maturity date of the Unsecured Management Company Revolver is December 31, 2022.
−Removed: The Unsecured Management Company Revolver generally bears interest at a rate of 7.00% per annum (as defined in the Uncommitted Revolving Loan Agreement).
+Added: The proceeds from the Unsecured Management Company Revolver may be used for general corporate purposes, including the funding of portfolio investments.
+Added: As of the most recent amendment on December 17, 2021, the maturity date of the Unsecured Management Company Revolver is December 31, 2024.
+Added: 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.
+Added: 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, we 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 $30.0 million to $50.0 million.
−Removed: As of September 30, 2021, the maximum amount of revolving borrowings available under the Unsecured Management Company Revolver was $50.0 million and no borrowings were outstanding.
−Removed: For the three and nine months ended September 30, 2021 and September 30, 2020, amortization of financing costs were each less than $50.0 thousand, respectively.
+Added: As of March 31, 2022, the maximum amount of revolving borrowings available under the Unsecured Management Company Revolver was $50.0 million and no borrowings were outstanding.
+Added: For the three months ended March 31, 2022 and March 31, 2021, amortization of financing costs were each less than $50.0 thousand, 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 matures on March 25, 2026.
−Removed: As of September 30, 2021, the maximum amount of revolving borrowings available under the DB Credit Facility was $280.0 million.
+Added: As of March 31, 2022, the maximum amount of revolving borrowings available under the DB Credit Facility was $280.0 million.
We are permitted to borrow at various advance rates depending on the type of portfolio investment, as outlined in the LFSA.
9 unchanged sentences
We are 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.
−Removed: The following table summarizes the interest expense, non-usage fees and amortization of financing costs incurred on the DB Credit Facility for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Three Months Ended Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: Interest expense(1) $ 1.4 $ 1.8 $ 4.5 $ 6.7
−Removed: Non-usage fee(1) $ 0.1 $ 0.1 $ 0.3 $ 0.2
−Removed: Amortization of financing costs $ 0.3 $ 0.2 $ 0.7 $ 0.5
−Removed: Weighted average interest rate 2.8 % 3.2 % 2.9 % 3.8 %
−Removed: Effective interest rate 3.5 % 3.6 % 3.5 % 4.2 %
−Removed: Average debt outstanding $ 198.9 $ 216.8 $ 209.4 $ 233.4
−Removed: (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.
−Removed: As of September 30, 2021 and December 31, 2020, the outstanding balance on the DB Credit Facility was $167.8 million and $244.0 million, respectively, and NMFDB was in compliance with the applicable covenants in the DB Credit Facility on such date.
−Removed: 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.
−Removed: The NMNLC Credit Facility was
−Removed: guaranteed by us and proceeds from the NMNLC Credit Facility were able to be used for funding of additional acquisition properties.
−Removed: 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 Revolving Credit Agreement).
−Removed: For the three and nine months ended September 30, 2020, interest expense, non-usage fees and amortization of financing costs were each less than $50.0 thousand.
−Removed: 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 and matures on February 25, 2022.
+Added: As of March 31, 2022 and December 31, 2021, the outstanding balance on the DB Credit Facility was $224.3 million and $226.3 million, respectively, and NMFDB was in compliance with the applicable covenants in the DB Credit Facility on such date.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on costs incurred on the DB Credit Facility for the three months ended March 31, 2022 and March 31, 2021.
+Added: NMNLC Credit Facility II —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.
+Added: 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 us and proceeds from the NMNLC Credit Facility II are able to be used for funding of additional acquisition properties.
−Removed: As of September 30, 2021, the maximum amount of revolving borrowings available under the NMNLC Credit Facility II is $10.0 million.
−Removed: The NMNLC Credit Facility II bears interest at a rate of LIBOR plus 2.75% per annum, and charges a commitment fee, based on the unused facility amount multiplied by 0.05% per annum (as defined in the NMNLC CA).
−Removed: For the three and nine months ended September 30, 2021, interest expense and non-usage fees were each less than $50.0 thousand and amortization of financing costs were $0.1 million and $0.1 million, respectively.
−Removed: As of September 30, 2021, the outstanding balance on the NMNLC Credit Facility II was $5.8 million and NMNLC was in compliance with the applicable covenants in the NMNLC Credit Facility II on such date.
+Added: As of March 31, 2022, the maximum amount of revolving borrowings available under the NMNLC Credit Facility II is $20.0 million.
+Added: 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).
+Added: As of December 7, 2021, the NMNLC Credit Facility II bears interest at a rate of 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).
+Added: As of March 31, 2022 and December 31, 2021, the outstanding balance on the NMNLC Credit Facility II was $15.2 million and $15.2 million, respectively, and NMNLC was in compliance with the applicable covenants in the NMNLC Credit Facility II on such date.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on costs incurred on the NMNLC Credit Facility II for the three months ended March 31, 2022 and March 31, 2021.
Convertible Notes —On August 20, 2018, we closed a registered public offering of $100.0 million 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”).
12 unchanged sentences
These covenants are subject to limitations and exceptions that are described in the 2018A Indenture.
−Removed: The following table summarizes certain key terms related to the convertible features of our Convertible Notes as of September 30, 2021:
+Added: The following table summarizes certain key terms related to the convertible features of our Convertible Notes as of March 31, 2022:
Convertible Notes
2 unchanged sentences
Initial conversion price $ 15.18
−Removed: Conversion premium at September 30, 2021 10.0 %
−Removed: Conversion rate at September 30, 2021(1)(2) 65.8762
−Removed: Conversion price at September 30, 2021(2)(3) $ 15.18
+Added: Conversion premium at March 31, 2022 10.0 %
+Added: Conversion rate at March 31, 2022(1)(2) 65.8762
+Added: Conversion price at March 31, 2022(2)(3) $ 15.18
Last conversion price calculation date August 20, 2021
−Removed: (1) Conversion rates denominated in shares of common stock per $1.0 thousand principal amount of the Convertible Notes converted.
+Added: (1) Conversion rates denominated in shares of common stock per $1.0 thousand principal amount of our 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.
−Removed: (3) The conversion price in effect at September 30, 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.
+Added: (3) The conversion price in effect at March 31, 2022 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.
9 unchanged sentences
Earnings Per Share , the issuance is considered part of the if-converted method for calculation of diluted earnings per share.
−Removed: The following table summarizes the interest expense, amortization of financing costs and amortization of premium incurred on the Convertible Notes for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Three Months Ended Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: Interest expense $ 2.9 $ 2.9 $ 8.7 $ 8.7
−Removed: Amortization of financing costs $ 0.1 $ 0.1 $ 0.3 $ 0.3
−Removed: Amortization of premium $ — (1) $ — (1) $ (0.1) $ (0.1)
−Removed: Weighted average interest rate 5.8 % 5.8 % 5.8 % 5.8 %
−Removed: Effective interest rate 5.9 % 5.9 % 5.9 % 5.9 %
−Removed: Average debt outstanding $ 201.3 $ 201.3 $ 201.3 $ 201.3
−Removed: (1) For the three months ended September 30, 2021 and the three months ended September 30, 2020, the amortization of premium was less than $50.0 thousand.
−Removed: As of September 30, 2021 and December 31, 2020, the outstanding balance on the Convertible Notes was $201.2 million and $201.2 million, respectively, and NMFC was in compliance with the terms of the 2018A Indenture on such date.
+Added: As of March 31, 2022 and December 31, 2021, the outstanding balance on the Convertible Notes was $201.2 million and $201.2 million, respectively, and NMFC was in compliance with the terms of the 2018A Indenture on such date.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on costs incurred on the Convertible Notes for the three months ended March 31, 2022 and March 31, 2021.
Unsecured Notes
8 unchanged sentences
The NPA provides for future issuances of unsecured notes in separate series or tranches.
−Removed: On February 5, 2021, we caused notices to be issued to holders of our 2016 Unsecured Notes regarding the exercise of our option to prepay all of our $90.0 million in aggregate principal amount of issued and outstanding 2016 Unsecured Notes, which was prepaid on February 16, 2021.
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.
12 unchanged sentences
On October 17, 2018, in connection with the registered public offering, we issued an additional $1.8 million 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.
−Removed: On March 8, 2021, we redeemed $51.8 million in aggregate principal amount of the 5.75% Unsecured Notes at a redemption price of 100% plus accrued and unpaid interest.
+Added: On March 8, 2021, we redeemed $51.8 million in aggregate principal amount of the 5.75% Unsecured Notes bear 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.
3 unchanged sentences
equal in right of payment to our existing and future unsecured indebtedness that is not so subordinated;
−Removed: effectively junior in right of payment to any of our secured indebtedness (including existing unsecured indebtedness that we later secure) to the extent of the value of the assets securing such indebtedness;
+Added: effectively junior in right of payment to any of our secured indebtedness (including existing unsecured indebtedness that we later secure) to the extent of the value of the assets
+Added: securing such indebtedness;
and structurally junior to all existing and future indebtedness (including trade payables) incurred by our subsidiaries and financing vehicles.
−Removed: The following table summarizes the interest expense and amortization of financing costs incurred on the Unsecured Notes for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Three Months Ended Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: Interest expense $ 5.9 $ 6.0 $ 18.4 $ 17.9
−Removed: Amortization of financing costs $ 0.2 $ 0.4 $ 1.7 $ 1.0
−Removed: Weighted average interest rate 4.7 % 5.3 % 4.7 % 5.3 %
−Removed: Effective interest rate 4.8 % 5.5 % 5.2 % 5.5 %
−Removed: Average debt outstanding $ 511.5 $ 453.3 $ 518.3 $ 453.3
−Removed: As of September 30, 2021 and December 31, 2020, the outstanding balance on the Unsecured Notes was $511.5 million and $453.3 million, respectively, and we were in compliance with the terms of the NPA and the 2018B Indenture as of such dates, as applicable.
+Added: As of March 31, 2022 and December 31, 2021, the outstanding balance on the Unsecured Notes was $511.5 million and $511.5 million, respectively, and we were in compliance with the terms of the NPA as of such dates, as applicable.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on costs incurred on the Unsecured Notes for the three months ended March 31, 2022 and March 31, 2021.
SBA-guaranteed debentures —On August 1, 2014 and August 25, 2017, respectively, SBIC I and SBIC II received SBIC licenses from the SBA to operate as SBICs.
7 unchanged sentences
In June 2018, legislation amended the 1958 Act by increasing the individual leverage limit from $150.0 million to $175.0 million, subject to SBA approvals.
−Removed: As of September 30, 2021 and December 31, 2020, SBIC I had regulatory capital of $75.0 million and $75.0 million, respectively, and SBA-guaranteed debentures outstanding of $150.0 million and $150.0 million, respectively.
−Removed: As of September 30, 2021 and December 31, 2020, SBIC II had regulatory capital of $75.0 million and $75.0 million, respectively, and $150.0 million and $150.0 million, respectively, of SBA-guaranteed debentures outstanding.
+Added: As of March 31, 2022 and December 31, 2021, SBIC I had regulatory capital of $75.0 million and $75.0 million, respectively, and SBA-guaranteed debentures outstanding of $150.0 million and $150.0 million, respectively.
+Added: As of March 31, 2022 and December 31, 2021, SBIC II had regulatory capital of $75.0 million and $75.0 million, respectively, and $150.0 million and $150.0 million, 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.
−Removed: The following table summarizes our SBA-guaranteed debentures as of September 30, 2021:
−Removed: (in millions)
−Removed: Issuance Date Maturity Date Debenture Amount Interest Rate SBA Annual Charge
−Removed: Fixed SBA-guaranteed debentures(1):
−Removed: March 25, 2015 March 1, 2025 $ 37.5 2.517 % 0.355 %
−Removed: September 23, 2015 September 1, 2025 37.5 2.829 % 0.355 %
−Removed: September 23, 2015 September 1, 2025 28.8 2.829 % 0.742 %
−Removed: March 23, 2016 March 1, 2026 13.9 2.507 % 0.742 %
−Removed: September 21, 2016 September 1, 2026 4.0 2.051 % 0.742 %
−Removed: September 20, 2017 September 1, 2027 13.0 2.518 % 0.742 %
−Removed: March 21, 2018 March 1, 2028 15.3 3.187 % 0.742 %
−Removed: Fixed SBA-guaranteed debentures(2):
−Removed: September 19, 2018 September 1, 2028 15.0 3.548 % 0.222 %
−Removed: September 25, 2019 September 1, 2029 19.0 2.283 % 0.222 %
−Removed: March 25, 2020 March 1, 2030 41.0 2.078 % 0.222 %
−Removed: March 25, 2020 March 1, 2030 24.0 2.078 % 0.275 %
−Removed: September 23, 2020 September 1, 2030 51.0 1.034 % 0.275 %
−Removed: Total SBA-guaranteed debentures $ 300.0
−Removed: (1) SBA-guaranteed debentures are held in SBIC I.
−Removed: (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.
−Removed: The following table summarizes the interest expense and amortization of financing costs incurred on the SBA-guaranteed debentures for the three and nine months ended September 30, 2021 and September 30, 2020:
−Removed: Three Months Ended Nine Months Ended
−Removed: (in millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020
−Removed: Interest expense $ 2.1 $ 2.1 $ 6.1 $ 6.0
−Removed: Amortization of financing costs $ 0.2 $ 0.2 $ 0.7 $ 0.7
−Removed: Weighted average interest rate 2.7 % 2.8 % 2.7 % 2.8 %
−Removed: Effective interest rate 3.0 % 3.1 % 3.0 % 3.2 %
−Removed: Average debt outstanding $ 300.0 $ 300.0 $ 300.0 $ 281.1
The SBIC program is designed to stimulate the flow of private investor capital into eligible small businesses, as defined by the SBA.
1 unchanged sentence
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.
−Removed: As of September 30, 2021 and December 31, 2020, SBIC I and SBIC II were in compliance with SBA regulatory requirements.
−Removed: Off-Balance Sheet Arrangements
−Removed: We may become a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies.
−Removed: These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet.
−Removed: As of September 30, 2021 and December 31, 2020, we had outstanding commitments to third parties to fund investments totaling $207.8 million and $73.1 million, respectively, under various undrawn revolving credit facilities, delayed draw commitments or other future funding commitments.
−Removed: We may from time to time enter into financing commitment letters or bridge financing commitments, which could require funding in the future.
−Removed: As of September 30, 2021 and December 31, 2020, we had commitment letters to purchase investments in an aggregate par amount of $116.8 million million and $44.9 million, respectively.
−Removed: As of September 30, 2021 and December 31, 2020, we had not entered into any bridge financing commitments which could require funding in the future.
+Added: As of March 31, 2022 and December 31, 2021, SBIC I and SBIC II were in compliance with SBA regulatory requirements.
+Added: See Item 1.— Financial Statements and Supplementary Data—Note 7.
+Added: Borrowings in this Quarterly Report on Form 10-Q for additional information on our SBA-guaranteed debentures as of March 31, 2022 and costs incurred on the SBA-guaranteed debentures for the three months ended March 31, 2022 and March 31, 2021.
Contractual Obligations
−Removed: A summary of our significant contractual payment obligations as of September 30, 2021 is as follows:
+Added: A summary of our significant contractual payment obligations as of March 31, 2022 is as follows:
Contractual Obligations Payments Due by Period
9 unchanged sentences
Total Contractual Obligations $ 1,960.4 $ 160.2 $ 405.2 $ 1,216.7 $ 178.3
−Removed: (1) Under the terms of the $730.0 million Holdings Credit Facility, all outstanding borrowings under that facility ($493.3 million as of September 30, 2021) must be repaid on or before April 20, 2026.
−Removed: As of September 30, 2021, there was approximately $236.7 million of possible capacity remaining under the Holdings Credit Facility.
+Added: (1) Under the terms of the $730.0 million Holdings Credit Facility, all outstanding borrowings under that facility ($576.3 million as of March 31, 2022) must be repaid on or before April 20, 2026.
+Added: As of March 31, 2022, there was approximately $153.7 million of possible capacity remaining under the Holdings Credit Facility.
(2) $55.0 million of the 2017A Unsecured Notes will mature on July 15, 2022 unless earlier repurchased, $90.0 million of the 2018A Unsecured Notes will mature on January 30, 2023 unless earlier repurchased, $50.0 million of the 2018B Unsecured Notes will mature on June 28, 2023 unless earlier repurchased, $116.5 million of the 2019A Unsecured Notes will mature on April 30, 2024 unless earlier repurchased and $200.0 million of the 2021A Unsecured Notes will mature on January 29, 2026 unless earlier repurchased.
(3) Our SBA-guaranteed debentures will begin to mature on March 1, 2025.
−Removed: (4) Under the terms of the $280.0 million DB Credit Facility, all outstanding borrowings under that facility ($167.8 million as of September 30, 2021) must be repaid on or before March 25, 2026.
−Removed: As of September 30, 2021, there was approximately $112.2 million of possible capacity remaining under the DB Credit Facility.
+Added: (4) Under the terms of the $280.0 million DB Credit Facility, all outstanding borrowings under that facility ($224.3 million as of March 31, 2022) must be repaid on or before March 25, 2026.
+Added: As of March 31, 2022, there was approximately $55.7 million of possible capacity remaining under the DB Credit Facility.
(5) The Convertible Notes will mature on August 15, 2023 unless earlier converted or repurchased at the holder's option or redeemed by us.
−Removed: (6) Under the terms of the $188.5 million NMFC Credit Facility, all outstanding borrowings under that facility ($150.0 million as of September 30, 2021) must be repaid on or before June 4, 2026.
−Removed: As of September 30, 2021, there was approximately $38.5 million of available capacity remaining under the NMFC Credit Facility.
−Removed: (7) Under the terms of the NMNLC Credit Facility II, all outstanding borrowings under that facility ($5.8 million as of September 30, 2021) must be repaid on or before February 25, 2022.
−Removed: As of September 30, 2021, there was approximately $4.2 million of available capacity remaining under the NMNLC Credit Facility II.
+Added: (6) Under the terms of the $198.5 million NMFC Credit Facility, all outstanding borrowings under that facility ($131.9 million , which included £17.4 million denominated in GBP that has been converted to U.S.
+Added: dollars as of March 31, 2022) must be repaid on or before June 4, 2026.
+Added: As of March 31, 2022, there was approximately $66.6 million of available capacity remaining under the NMFC Credit Facility.
+Added: (7) Under the terms of the NMNLC Credit Facility II, all outstanding borrowings under that facility ($15.2 million as of March 31, 2022) must be repaid on or before February 25, 2023.
+Added: As of March 31, 2022, there was approximately $4.8 million of available capacity remaining under the NMNLC Credit Facility II.
We have entered into an investment management and advisory agreement (the "Investment Management Agreement") with the Investment Adviser in accordance with the 1940 Act.
2 unchanged sentences
We have also entered into the administration agreement, as amended and restated (the "Administration Agreement") with the Administrator.
−Removed: Under the Administration Agreement, the Administrator has agreed to arrange office space for us and provide office equipment and clerical, bookkeeping and record keeping services and other administrative services necessary to
−Removed: conduct our respective day-to-day operations.
+Added: Under the Administration Agreement, the Administrator has agreed to arrange office space for us and provide office equipment and clerical, bookkeeping and record keeping services and other administrative services necessary to conduct our respective day-to-day operations.
The Administrator has also agreed to maintain, or oversee the maintenance of, our financial records, our reports to stockholders and reports filed with the SEC.
2 unchanged sentences
Distributions and Dividends
−Removed: Distributions declared and paid to stockholders for the nine months ended September 30, 2021 totaled approximately $87.2 million.
+Added: Distributions declared and paid to stockholders for the three months ended March 31, 2022 totaled approximately $29.6 million.
The following table reflects cash distributions, including dividends and returns of capital, if any, per share that have been declared by our board of directors for the two most recent fiscal years and the current fiscal year to date:
1 unchanged sentence
December 31, 2022
−Removed: Third Quarter July 29, 2021 September 16, 2021 September 30, 2021 $ 0.30
−Removed: Second Quarter April 30, 2021 June 16, 2021 June 30, 2021 0.30
First Quarter February 23, 2022 March 17, 2022 March 31, 2022 $ 0.30
5 unchanged sentences
December 31, 2020
−Removed: Fourth Quarter November 4, 2019 December 13, 2019 December 27, 2019 $ 0.34
−Removed: Third Quarter August 1, 2019 September 13, 2019 September 27, 2019 0.34
−Removed: Second Quarter May 1, 2019 June 14, 2019 June 28, 2019 0.34
+Added: Fourth Quarter October 28, 2020 December 16, 2020 December 30, 2020 $ 0.30
+Added: Third Quarter July 29, 2020 September 16, 2020 September 30, 2020 0.30
+Added: Second Quarter April 29, 2020 June 16, 2020 June 30, 2020 0.30
First Quarter February 19, 2020 March 13, 2020 March 27, 2020 0.34
16 unchanged sentences
The Administrator arranges our office space and provides office equipment and administrative services necessary to conduct our respective day-to-day operations pursuant to the Administration Agreement.
−Removed: We reimburse the Administrator for the allocable portion of overhead and other expenses incurred by it in performing its obligations to us under the Administration Agreement, which includes the fees and expenses associated with performing administrative, finance, and compliance functions, and the compensation of our chief financial officer and chief compliance officer and their respective staffs.
+Added: We reimburse the Administrator for the allocable portion of overhead and other expenses incurred by it in performing its obligations to us under the Administration Agreement, which includes the fees and expenses associated with performing administrative, finance, and compliance functions, and the compensation of our chief financial officer
+Added: and chief compliance officer and their respective staffs.
Pursuant to the Administration Agreement and further restricted by us, the Administrator may, in its own discretion, submit to us for reimbursement some or all of the expenses that the Administrator has incurred on our behalf during any quarterly period.
2 unchanged sentences
The Administrator cannot recoup any expenses that the Administrator has previously waived.
−Removed: For the three and nine months ended September 30, 2021 approximately $0.6 million and $2.0 million, respectively, of indirect administrative expenses were included in administrative expenses, of which approximately $0.0 million and $0.0 million, respectively, were waived by the Administrator.
−Removed: As of September 30, 2021, approximately $0.7 million of indirect administrative expenses were included in payable to affiliates.
−Removed: For the three and nine months ended September 30, 2021, the reimbursement to the Administrator represented approximately 0.02% and 0.06%, respectively, of our gross assets.
−Removed: • We, 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 us, the Investment Adviser and the Administrator a non-exclusive, royalty-free license to use the name "New Mountain" and "New Mountain Finance".
+Added: For the three months ended March 31, 2022 approximately $0.8 million, of indirect administrative expenses were included in administrative expenses, of which approximately $0.2 million were waived by the Administrator.
+Added: As of March 31, 2022, approximately $1.0 million of indirect administrative expenses were included in payable to affiliates.
+Added: For the three months ended March 31, 2022, the reimbursement to the Administrator represented approximately 0.02% of our gross assets.
+Added: • We, 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 us, 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.
In addition, we have adopted a formal code of ethics that governs the conduct of our officers and directors, which is available on our website at http://www.newmountainfinance.com.
8 unchanged sentences
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 $11.3 million and a 7.0% interest rate, which was repaid by NMNLC to NMFC on March 31, 2020.
−Removed: On March 30, 2020, we entered into the Unsecured Management Company Revolver with NMF Investments III, L.L.C., an affiliate of the Investment Adviser, with a $30.0 million maximum amount of revolver borrowings available and a
−Removed: maturity date of December 31, 2022.
+Added: On March 30, 2020, we entered into the Unsecured Management Company Revolver with NMF Investments III, L.L.C., an affiliate of the Investment Adviser, with a $30.0 million maximum amount of revolver borrowings available and a maturity date of December 31, 2022.
On May 4, 2020, we 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 $30.0 million to $50.0 million.
+Added: On December 17, 2021, we entered into Amendment No.
+Added: 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 Borrowings for discussion of the Unsecured Management Company Revolver.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.