−Removed: Financial Statements and Supplementary Data
+Added: Statements and Supplementary Data
CAPITAL CORP.
1 unchanged sentence
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
−Removed: at fair value:
−Removed: Non-controlled/non-affiliate
−Removed: investments (cost of $ 148,024,855 and $ 146,360,300 , respectively)
+Added: March 31, 2023
+Added: December 31, 2022
+Added: Investments at fair value:
+Added: Non-controlled/non-affiliate investments (cost of $ 154,328,296 and $ 155,103,810 , respectively)
$ 128,088,500
$ 130,901,546
−Removed: Non-controlled/affiliate
−Removed: investments (cost of $ 41,140,804 and $ 41,211,183 , respectively)
−Removed: investments (cost of $ 19,883,894 and $ 19,883,894 , respectively)
−Removed: Portfolio Investments
+Added: Non-controlled/affiliate investments (cost of $ 41,140,804 and $ 41,140,804 , respectively)
+Added: Controlled investments (cost of $ 19,883,894 and $ 19,883,894 , respectively)
+Added: Total Portfolio Investments
+Added: Investments in U.S.
Treasury bills (cost of $ 75,497,157 and $ 84,999,598 , respectively)
−Removed: Investments (cost of $ 308,222,628 and $ 207,455,377 , respectively)
−Removed: proceeds receivable
−Removed: and dividends receivable
−Removed: financing costs
−Removed: expenses and other assets (1)
−Removed: payable and accrued expenses (1)
−Removed: interest payable
+Added: Total Investments (cost of $ 290,850,151 and $ 301,128,106 , respectively)
+Added: Escrow proceeds receivable
+Added: Interest and dividends receivable
+Added: Deferred financing costs
+Added: Prepaid expenses and other assets (1)
+Added: Accounts payable and accrued expenses (1)
+Added: Dividends payable
6.00% Notes due December 30, 2026 (2)
−Removed: and contingencies (Notes 7 and 10)
+Added: Total Liabilities
+Added: Commitments and contingencies (Notes 7 and 10)
$ 215,043,069
$ 210,020,702
−Removed: stock, par value $ 0.01 per share ( 100,000,000 authorized;
+Added: Common stock, par value $ 0.01 per share ( 100,000,000 authorized;
28,338,580 and 28,429,499 issued and outstanding, respectively)
−Removed: capital in excess of par
−Removed: net investment loss
+Added: Paid-in capital in excess of par
+Added: Accumulated net investment loss
( 69,054,370 )
( 64,832,605 )
−Removed: net realized gain on investments, net of distributions
−Removed: net unrealized appreciation/(depreciation) of investments
+Added: Accumulated net realized gain on investments, net of distributions
+Added: Accumulated net unrealized appreciation/(depreciation) of investments
( 50,233,776 )
1 unchanged sentence
$ 215,043,069
−Removed: Asset Value Per Share
+Added: $ 210,020,702
+Added: Net Asset Value Per Share
accompanying notes to condensed consolidated financial statements.
2 unchanged sentences
Related Deposits ” for more detail.
−Removed: of September 30, 2022, the 6.00 % Notes due December 30, 2026 (effective interest rate of
+Added: of March 31, 2023, the 6.00 % Notes due December 30, 2026 (effective interest rate of 6.53 %)
had a face value $ 75,000,000 .
1 unchanged sentence
(effective interest rate of 6.53 %) had a face value $ 75,000,000 .
−Removed: Refer to “Note
−Removed: 10—Debt Capital Activities” for a reconciliation of the carrying value to the
+Added: Refer to “Note 10—Debt
+Added: Capital Activities” for a reconciliation of the carrying value to the face value.
CAPITAL CORP.
1 unchanged sentence
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
−Removed: Non-controlled/non-affiliate
−Removed: Non-controlled/affiliate
+Added: Three Months Ended March 31,
INVESTMENT INCOME
+Added: Non-controlled/non-affiliate investments:
+Added: Interest income
+Added: Dividend income
+Added: Controlled investments:
+Added: Interest income
+Added: Interest income from U.S.
+Added: Treasury bills
+Added: Total Investment Income
OPERATING EXPENSES
−Removed: Investment Loss
−Removed: ( 3,809,233 )
−Removed: ( 2,223,478 )
−Removed: ( 11,844,826 )
−Removed: ( 7,100,796 )
−Removed: Gain/(Loss) on Investments:
−Removed: Non-controlled/non-affiliated
−Removed: ( 5,141,097 )
−Removed: ( 3,940,668 )
−Removed: Non-controlled/affiliate
−Removed: Realized Gain/(Loss) on Investments
−Removed: ( 5,141,097 )
−Removed: ( 4,011,047 )
−Removed: in Unrealized Appreciation/(Depreciation) of Investments:
−Removed: Non-controlled/non-affiliated
−Removed: ( 34,763,904 )
−Removed: ( 101,639,973 )
−Removed: ( 6,078,092 )
−Removed: Non-controlled/affiliate
−Removed: ( 1,866,488 )
−Removed: ( 24,389,188 )
−Removed: ( 2,228,109 )
−Removed: ( 2,727,465 )
−Removed: Change in Unrealized Appreciation/(Depreciation) of Investments
−Removed: ( 36,951,920 )
−Removed: ( 15,023,778 )
−Removed: ( 103,929,610 )
−Removed: ( 8,598,363 )
−Removed: Change in Net Assets Resulting from Operations
−Removed: $ ( 45,902,250 )
−Removed: $ ( 119,785,483 )
−Removed: $ 156,607,831
−Removed: Change in Net Assets Resulting from Operations per Common Share:
−Removed: Weighted-Average
−Removed: Common Shares Outstanding
−Removed: accompanying notes to condensed consolidated financial statements.
−Removed: to “Note 11—Stock-Based Compensation” for more detail.
−Removed: the three and nine months ended September 30, 2022 and the three months ended September 30, 2021, there were no
−Removed: potentially dilutive securities outstanding.
−Removed: For the nine months ended September 30, 2021, 0 potentially dilutive common shares were
−Removed: excluded from the weighted-average common shares outstanding for diluted net increase in net assets resulting from operations per
−Removed: common share.
−Removed: Refer to “Note 6—Net Change in Net Assets Resulting from Operations per Common Share—Basic and
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)
−Removed: Months Ended September 30,
−Removed: Assets at Beginning of Year
−Removed: $ 364,846,624
−Removed: $ 301,583,073
−Removed: in Net Assets Resulting from Operations
−Removed: investment loss
+Added: Compensation expense
+Added: Directors’ fees (1)
+Added: Professional fees
+Added: Interest expense
+Added: Income tax expense
+Added: Other expenses
+Added: Total Operating Expenses
+Added: Net Investment Loss
( 4,221,765 )
1 unchanged sentence
Realized Gain on Investments:
−Removed: change in unrealized appreciation/(depreciation) of investments
−Removed: ( 1,315,837 )
−Removed: Change in Net Assets Resulting from Operations
−Removed: Distributions
−Removed: ( 3,441,824 )
−Removed: ( 11,032,436 )
−Removed: Distributions
−Removed: ( 3,441,824 )
−Removed: ( 11,032,436 )
−Removed: in Net Assets Resulting from Capital Transactions
−Removed: of common stock from public offering
−Removed: of common stock from conversion of 4.75 % Convertible Notes due 2023
−Removed: of common stock
−Removed: ( 1,359,607 )
−Removed: common stock from stock dividend
−Removed: Change in Net Assets Resulting from Capital Transactions
−Removed: ( 1,159,727 )
−Removed: Change in Net Assets
−Removed: Assets at March 31
−Removed: $ 380,701,528
−Removed: $ 435,961,621
−Removed: in Net Assets Resulting from Operations
−Removed: investment loss
−Removed: ( 3,810,888 )
−Removed: ( 2,043,000 )
−Removed: realized gain/(loss) on investments
−Removed: ( 1,966,225 )
+Added: Non-controlled/non-affiliated investments
+Added: Net Realized Gain on Investments
Change in Unrealized Appreciation/(Depreciation) of Investments:
−Removed: ( 88,562,575 )
−Removed: Change in Net Assets Resulting from Operations
−Removed: ( 94,339,688 )
−Removed: Distributions
−Removed: ( 60,513,038 )
−Removed: Distributions
−Removed: ( 60,513,038 )
−Removed: in Net Assets Resulting from Capital Transactions
−Removed: of common stock from stock dividend
−Removed: of common stock
−Removed: ( 6,892,934 )
−Removed: Change in Net Assets Resulting from Capital Transactions
−Removed: ( 6,189,368 )
−Removed: Change in Net Assets
−Removed: ( 100,529,056 )
−Removed: Assets at June 30
+Added: Non-controlled/non-affiliated investments
( 2,063,577 )
+Added: Non-controlled/affiliate investments
( 1,320,364 )
+Added: Controlled investments
+Added: Net Change in Unrealized Appreciation/(Depreciation) of Investments
+Added: Net Change in Net Assets Resulting from Operations
+Added: Net Change in Net Assets Resulting from Operations per Common Share:
+Added: Weighted-Average Common Shares Outstanding
accompanying notes to condensed consolidated financial statements.
+Added: (1) Refer to “Note 11 — Stock-Based Compensation” for more detail.
+Added: (2) For the three months ended March 31, 2023 and March 31, 2022, there were no potentially dilutive securities outstanding.
+Added: Refer to “Note 6 — Net Change in Net Assets Resulting from Operations per Common Share — Basic and Diluted”.
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED) - continued
−Removed: Months Ended September 30,
−Removed: in Net Assets Resulting from Operations
−Removed: investment loss
−Removed: $ ( 3,809,233 )
−Removed: $ ( 2,223,478 )
−Removed: realized gain/(loss) on investments
−Removed: ( 5,141,097 )
−Removed: change in unrealized appreciation/(depreciation) of investments
+Added: CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)
+Added: Three Months Ended March 31,
+Added: Net Assets at Beginning of Year
$ 210,020,702
1 unchanged sentence
Change in Net Assets Resulting from Operations
+Added: Net investment loss
$ ( 4,221,765 )
−Removed: Distributions
$ ( 4,224,705 )
+Added: Net realized gain on investments
+Added: Net change in unrealized appreciation/(depreciation) of investments
+Added: Net Change in Net Assets Resulting from Operations
Distributions
+Added: Dividends declared
( 3,441,825 )
−Removed: in Net Assets Resulting from Capital Transactions
−Removed: of common stock from stock dividend
−Removed: of common stock
+Added: Total Distributions
$ ( 3,441,825 )
Change in Net Assets Resulting from Capital Transactions
−Removed: ( 12,486,611 )
−Removed: Change in Net Assets
−Removed: ( 58,388,861 )
+Added: Issuance of common stock from public offering
+Added: Stock-based compensation
+Added: Repurchases of common stock
( 1,359,607 )
−Removed: Assets at September 30
+Added: Net Change in Net Assets Resulting from Capital Transactions
( 1,159,727 )
+Added: Total Change in Net Assets
+Added: Net Assets at March 31
$ 215,043,069
−Removed: Share Activity
−Removed: outstanding at beginning of year
−Removed: of common stock from public offering
−Removed: of common stock under restricted stock plan
−Removed: of common stock from conversion of 4.75 % Convertible Notes due 2023
−Removed: of common stock from stock dividend
$ 380,701,527
−Removed: Outstanding at End of Period
+Added: Capital Share Activity
+Added: Shares outstanding at beginning of year
+Added: Issuance of common stock from public offering
+Added: Issuance of common stock under restricted stock plan, net (1)
+Added: Shares repurchased
+Added: Shares Outstanding at End of Period
accompanying notes to condensed consolidated financial statements.
+Added: to “Note 11 — Stock-Based Compensation” for more detail.
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
−Removed: Months Ended September 30,
−Removed: Flows from Operating Activities
−Removed: change in net assets resulting from operations
−Removed: $ ( 119,785,483 )
+Added: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
+Added: Three Months Ended March 31,
+Added: Cash Flows from Operating Activities
+Added: Net change in net assets resulting from operations
+Added: Adjustments to reconcile net change in net assets resulting from operations to net cash provided by/(used in) operating activities:
+Added: Net realized gain on investments
( 3,096,275 )
−Removed: to reconcile net change in net assets resulting from operations to net cash provided by/(used in) operating activities:
−Removed: realized (gain)/loss on investments
+Added: Net change in unrealized (appreciation) of investments
( 8,648,931 )
−Removed: change in unrealized (appreciation)/depreciation of investments
−Removed: of discount on 4.75 % Convertible Senior Notes due 2023
−Removed: of discount on 6.00 % Notes due 2026
−Removed: to escrow proceeds receivable
−Removed: interest on 4.75 % Convertible Senior Notes due 2023
−Removed: of investments in:
( 21,584,885 )
+Added: Amortization of discount on 6.00 % Notes due 2026
+Added: Stock-based compensation
+Added: Adjustments to escrow proceeds receivable
+Added: Accrued interest on U.S.
+Added: Treasury bills
+Added: Purchases of investments in:
+Added: Portfolio investments
( 2,003,698 )
1 unchanged sentence
( 35,497,676 )
−Removed: from sales or maturity of investments in:
+Added: Proceeds from sales or maturity of investments in:
+Added: Portfolio investments
Treasury bills
−Removed: in operating assets and liabilities:
−Removed: expenses and other assets
−Removed: and dividends receivable
+Added: Change in operating assets and liabilities:
+Added: Prepaid expenses and other assets
+Added: Interest and dividends receivable
Proceeds receivable
−Removed: ( 1,563,783 )
−Removed: for securities purchased
−Removed: ( 134,250,000 )
−Removed: payable and accrued expenses
−Removed: interest payable
−Removed: Cash Provided by/(Used in) Operating Activities
−Removed: ( 111,078,342 )
−Removed: Flows from Financing Activities
−Removed: from the issuance of common stock, net
−Removed: of 4.75 % Convertible Senior Notes due 2023
−Removed: of common stock
+Added: Escrow proceeds receivable
( 2,530,873 )
−Removed: dividends paid
+Added: Payable for securities purchased
+Added: Accounts payable and accrued expenses
+Added: Accrued interest payable
+Added: Net Cash Provided by/(Used in) Operating Activities
( 1,385,827 )
+Added: Cash Flows from Financing Activities
+Added: Proceeds from the issuance of common stock, net
+Added: Repurchases of common stock
( 1,359,607 )
−Removed: paid for fractional shares
−Removed: financing costs
−Removed: Cash Used in Financing Activities
+Added: Cash dividends paid
( 23,080,859 )
+Added: Deferred financing costs
+Added: Net Cash Used in Financing Activities
( 24,212,110 )
−Removed: Increase/(Decrease) in Cash Balance
+Added: Total Increase/(Decrease) in Cash Balance
( 25,597,937 )
−Removed: Balance at Beginning of Year
−Removed: Balance at End of Period
+Added: Cash Balance at Beginning of Year
+Added: Cash Balance at End of Period
$ 172,839,141
−Removed: of 4.75 % Convertible Senior Notes due 2023
+Added: Supplemental Information:
+Added: Interest paid
accompanying notes to condensed consolidated financial statements.
2 unchanged sentences
CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED)
−Removed: Investments *
+Added: Portfolio Investments *
Headquarters/
+Added: Date of Initial Investment
NON-CONTROLLED/NON-AFFILIATE
−Removed: shares, Series A 8%
−Removed: shares, Series C 8%
−Removed: shares, Series A
−Removed: Pharmaceutical
−Removed: shares, Series C
+Added: Learneo, Inc.
+Added: (f/k/a Course Hero, Inc.)
+Added: Redwood City, CA
+Added: Preferred shares, Series A 8%
+Added: Online Education
+Added: Preferred shares, Series C 8%
+Added: Blink Health, Inc.
+Added: Preferred shares, Series A
+Added: Pharmaceutical Technology
+Added: Preferred shares, Series C
+Added: Locus Robotics Corp.
+Added: Wilmington, MA
+Added: Preferred shares, Series F 6%
+Added: Warehouse Automation
Orchard Technologies, Inc.
1 unchanged sentence
Real Estate Platform
−Removed: Simple Agreement for Future Equity
+Added: Senior Preferred shares, Series 2 (14)
+Added: Senior Preferred shares, Series 1 7% (14)
+Added: Common shares (14)
Preferred shares, Series C
Fitness Technology
−Removed: Partners, Inc.
−Removed: shares, Series A
−Removed: shares, Series C-3
−Removed: Nextdoor Holdings, Inc.**
+Added: Varo Money, Inc.**
San Francisco, CA
−Removed: shares, Class B (3)
−Removed: Social Networking
−Removed: Global, Inc.**
+Added: Common shares **
+Added: Financial Services
+Added: Forge Global, Inc.
San Francisco, CA
−Removed: shares (3)(17) (17)
+Added: Common shares (3) **(3)
Online Marketplace Finance
−Removed: Enterprises, Inc.
−Removed: Preferred shares,
−Removed: Improvement Finance
−Removed: shares, Series B-2
−Removed: Note 0.5%, Due 4/18/2024*** ***
−Removed: shares, Investec Series **
−Removed: Homes for Rent, LLC (d/b/a Second Avenue)
−Removed: shares, Series A (6)
−Removed: Estate Platform
+Added: Aspiration Partners, Inc.
+Added: Marina Del Rey, CA
+Added: Preferred shares, Series A
+Added: Financial Services
+Added: Preferred shares, Series C-3
+Added: Global Ventures 4 Plus Pte Ltd **
+Added: Singapore, Singapore
+Added: Limited Partner Fund Investment (8) **(8)
+Added: Venture Investment Fund
+Added: Nextdoor Holdings, Inc.**
+Added: San Francisco, CA
+Added: Common shares, Class B (3) **(3)
+Added: Social Networking
+Added: Shogun Enterprises, Inc.
+Added: (d/b/a Hearth)
+Added: Preferred shares, Series B-1
+Added: Home Improvement Finance
+Added: Preferred shares, Series B-2
+Added: Convertible Note 0.5%, Due 4/18/2024 *** ***
+Added: Residential Homes for Rent, LLC (d/b/a Second Avenue)
+Added: Preferred shares, Series A (6)
+Added: Real Estate Platform
loan 15%, Due 12/23/2023 *** (11)
−Removed: NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage
−Removed: Real Estate Corp.)**
+Added: Singapore, Singapore
Common shares **
−Removed: Cannabis REIT
−Removed: Global Ventures 4 Plus Pte Ltd ** (8)
−Removed: Partner Fund Investment (8) **
−Removed: Investment Fund
−Removed: Francisco, CA
+Added: Retail Technology
+Added: Preferred shares, Investec Series **
+Added: San Francisco, CA
Preferred shares
−Removed: Access Technology
−Removed: shares (3) **
−Removed: Property Group, Inc.
−Removed: Common shares *** (11)
−Removed: Cannabis REIT
+Added: Mobile Access Technology
accompanying notes to condensed consolidated financial statements.
2 unchanged sentences
CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
−Removed: Headquarters/Industry
−Removed: of Initial Investment
−Removed: Shares/Principal
−Removed: Investments *
+Added: Portfolio Investments *
Headquarters/
−Removed: of Initial Investment
−Removed: Varo Money, Inc.**
−Removed: San Francisco, CA
−Removed: Financial Services
−Removed: Streaming Solutions Inc.
+Added: Date of Initial Investment
+Added: Skillsoft Corp.**
+Added: Common shares (3) **(3)
+Added: Online Education
+Added: Aventine Property Group, Inc.
+Added: Common shares ***
+Added: Cannabis REIT
+Added: NewLake Capital Partners, Inc.
+Added: (f/k/a GreenAcreage Real Estate Corp.)**
+Added: New Canaan, CT
+Added: Common shares *** (3) ***(3)
+Added: Cannabis REIT
+Added: Commercial Streaming Solutions Inc.
(d/b/a BettorView) (7)
−Removed: Agreement for Future Equity (7)
−Removed: Media & Services
+Added: Las Vegas, NV
+Added: Simple Agreement for Future Equity (7)
+Added: Interactive Media & Services
+Added: Xgroup Holdings Limited (d/b/a Xpoint) ** (7)
+Added: Convertible Note 6%, Due 8/17/2023 *** **(7)
+Added: Geolocation Technology
(d/b/a Compliable) (7)
−Removed: Preferred shares,
−Removed: Series Seed-4 (7)
−Removed: Holdings Limited (d/b/a Xpoint)(7 )
−Removed: Note 6%, Due 8/17/2023 *** (7)
−Removed: the Runway, Inc.**
−Removed: shares (3) **
−Removed: Fashion Rental
−Removed: Markets, Inc.
−Removed: Shares, Series Seed (7)
−Removed: Technology, Inc.
+Added: Preferred shares, Series Seed-4 (7)
+Added: Gaming Licensing
+Added: YouBet Technology, Inc.
(d/b/a FanPower) (7)
−Removed: Preferred shares,
−Removed: Series Seed-2 (7)
−Removed: Media Technology
−Removed: Group, Inc.**
−Removed: shares (3) **
−Removed: Sponsor VII LLC ** (15)
+Added: Preferred shares, Series Seed-2 (7)
+Added: Digital Media Technology
+Added: EDGE Markets, Inc.
+Added: San Diego, CA
+Added: Preferred shares, Series Seed (7)
+Added: Gaming Technology
+Added: Churchill Sponsor VII LLC ** (12)
Common share units **(12)
−Removed: Purpose Acquisition Company
−Removed: Sponsor LLC ** (15)
+Added: Special Purpose Acquisition Company
+Added: Warrant units **(12)
+Added: AltC Sponsor LLC ** (12)
Share units **(12)
−Removed: Purpose Acquisition Company
−Removed: Sponsor VI LLC ** (15)
+Added: Special Purpose Acquisition Company
+Added: Churchill Sponsor VI LLC ** (12)
Common share units **(12)
−Removed: Purpose Acquisition Company
−Removed: units ** (15)
−Removed: Total ** (15)
−Removed: shares (3) **
−Removed: Holdings, Inc.
+Added: Special Purpose Acquisition Company
+Added: Warrant units **(12)
+Added: Neutron Holdings, Inc.
(d/b/a/ Lime)
−Removed: Francisco, CA
−Removed: Preferred shares, Series 1-D
+Added: San Francisco, CA
+Added: Junior Preferred shares, Series 1-D
Micromobility
−Removed: Preferred Convertible Note 4% Due 5/11/2027 (4) *** (4)
−Removed: Warrants, Strike Price $0.01, Expiration Date 5/11/2027
+Added: Junior Preferred Convertible Note 4% Due 5/11/2027 (4)
+Added: Common Warrants, Strike Price $0.01, Expiration Date 5/11/2027
+Added: Fullbridge, Inc.
+Added: Cambridge, MA
Common shares
−Removed: Note 1.47%, Due 11/9/2021 (4)(16) (16)
−Removed: Real Estate Investment Trust, Inc.
+Added: Business Education
+Added: Promissory Note 1.47%, Due 11/9/2021 (4)(13)
+Added: Treehouse Real Estate Investment Trust, Inc.
Common shares
−Removed: Holdings, LLC
−Removed: Philadelphia,
−Removed: shares, Class A
−Removed: Data Platform
−Removed: Non-controlled/Non-affiliate
+Added: Cannabis REIT
+Added: Kinetiq Holdings, LLC
+Added: Philadelphia, PA
+Added: Common shares, Class A
+Added: Social Data Platform
+Added: Total Non-controlled/Non-affiliate
$ 154,328,296
4 unchanged sentences
CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
+Added: Portfolio Investments *
Headquarters/
−Removed: of Initial Investment
+Added: Date of Initial Investment
NON-CONTROLLED/AFFILIATE (1)
−Removed: shares, Series D 8% (1)
−Removed: shares, Series C 8% (1)
−Removed: shares, Series B 8% (1)
−Removed: shares, Series A 8% (1)
+Added: StormWind, LLC (5)
+Added: Scottsdale, AZ
+Added: Preferred shares, Series D 8% (1)(5)
+Added: Interactive Learning
+Added: Preferred shares, Series C 8% (1)(5)
+Added: Preferred shares, Series B 8% (1)(5)
+Added: Preferred shares, Series A 8% (1)(5)
+Added: OneValley, Inc.
(f/k/a NestGSV, Inc.)
−Removed: Security, Expiration Date 8/23/2024 (10) (1)
−Removed: Innovation Platform
−Removed: Promissory Note 8% Due 8/23/2024 (4)(10) (1)
−Removed: Warrant Series B, Strike Price $2.31, Expiration Date 12/31/2023 (1)
−Removed: Preferred shares,
−Removed: Series C-2 6% (1)
−Removed: Media Platform
−Removed: shares, Series B 6% (1)
−Removed: shares, Series A 6% (1)
−Removed: shares, Series Seed 6% (1)
−Removed: Warrants, Strike Price $0.01, Expiration Date 4/9/2028 (1)
−Removed: Research, Inc.
−Removed: Francisco, CA
−Removed: shares, Series C (1)
−Removed: shares, Series B (1)
+Added: San Mateo, CA
+Added: Derivative Security, Expiration Date 8/23/2024 (10) (1)(10)
+Added: Global Innovation Platform
+Added: Convertible Promissory Note 8% Due 8/23/2024 (4) (1)(4)
+Added: Preferred Warrant Series B, Strike Price $2.31, Expiration Date 12/31/2023 (1)
+Added: Ozy Media, Inc.
+Added: Mountain View, CA
+Added: Preferred shares, Series C-2 6% (1)(15)
+Added: Digital Media Platform
+Added: Preferred shares, Series B 6% (1)(15)
+Added: Preferred shares, Series A 6% (1)(15)
+Added: Preferred shares, Series Seed 6% (1)(15)
+Added: Common Warrants, Strike Price $0.01, Expiration Date 4/9/2028 (1)(15)
+Added: Total (1)(15)
+Added: Maven Research, Inc.
+Added: San Francisco, CA
+Added: Preferred shares, Series C (1)
+Added: Knowledge Networks
+Added: Preferred shares, Series B (1)
+Added: Curious.com, Inc.
+Added: Menlo Park, CA
Common shares (1)
−Removed: Non-controlled/Affiliate
+Added: Online Education
+Added: Total Non-controlled/Affiliate (1)
CONTROLLED (2)
−Removed: Capital PayJoy SPV, LLC**
−Removed: Francisco, CA
−Removed: Interest in Lending SPV ***
−Removed: Finance Technology
−Removed: Sponsor LLC ** (15)
−Removed: Purpose Acquisition Company
+Added: Colombier Sponsor LLC ** (12)
+Added: Class B Units **(2)(12)
+Added: Special Purpose Acquisition Company
+Added: Class W Units **(2)(12)
+Added: Total **(2)(12)
+Added: Architect Capital PayJoy SPV, LLC**
+Added: San Francisco, CA
+Added: Membership Interest in Lending SPV*** **(2)***
+Added: Mobile Finance Technology
(f/k/a GSV Sustainability Partners, Inc.)
−Removed: shares, Class A (9) (2)
−Removed: Controlled (2)
−Removed: Portfolio Investments
+Added: Cupertino, CA
+Added: Preferred shares, Class A (9) (2)(9)
+Added: Clean Technology
+Added: Common shares (2)
+Added: Total Controlled (2)
+Added: Total Portfolio Investments
$ 215,352,994
2 unchanged sentences
6/29/2023 *** (3) *** (3)
+Added: Treasury bill, 0%, due 9/28/2023 *** (3) *** (3)
TOTAL INVESTMENTS
25 unchanged sentences
under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”).
−Removed: Of the Company’s total investments as of September 30, 2022, 14.63 % of its total investments
+Added: Of the Company’s total investments as of March 31, 2023, 20.49 % of its total investments
are non-qualifying assets.
7 unchanged sentences
if SuRo Capital Corp.
−Removed: beneficially owns, directly or indirectly, between 5% and 25% of
−Removed: the voting securities ( i.e.
−Removed: , securities with the right to elect directors) of such
−Removed: For the Schedule of Investments In, and Advances To, Affiliates, as required by
−Removed: SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.
+Added: beneficially owns,
+Added: directly or indirectly, between 5% and 25% of the voting securities ( i.e.
+Added: with the right to elect directors) of such company.
+Added: For the Schedule of Investments In, and
+Added: Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note
+Added: 4—Investments at Fair Value”.
Investments” are investments in those companies that are “Controlled Companies”
1 unchanged sentence
In general, under the 1940 Act, the Company
−Removed: would “Control” a portfolio company if the Company beneficially owns, directly or indirectly, more than 25% of its
−Removed: outstanding voting securities (i.e., securities with the right to elect directors) and/or
−Removed: had the power to exercise control over the management or policies of such portfolio company.
−Removed: For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation
−Removed: S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.
+Added: would “Control” a portfolio company if the Company beneficially owns, directly
+Added: or indirectly, more than 25% of its outstanding voting securities (i.e., securities with
+Added: the right to elect directors) and/or had the power to exercise control over the management
+Added: or policies of such portfolio company.
+Added: For the Schedule of Investments In, and Advances To,
+Added: Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments
+Added: at Fair Value”.
an investment considered Level 1 or Level 2 and valued using observable inputs.
“Note 4—Investments at Fair Value”.
−Removed: of September 30, 2022, the investments noted had been placed on non-accrual status.
+Added: of March 31, 2023, the investments noted had been placed on non-accrual status.
Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s
7 unchanged sentences
(d/b/a FanPower), Rebric, Inc.
−Removed: (d/b/a Compliable), EDGE Markets, Inc.,
−Removed: and Xgroup Holdings Limited (d/b/a Xpoint) are held through SuRo Capital Corp.’s wholly owned subsidiary,
−Removed: SuRo Capital Sports, LLC (“SuRo Sports”).
−Removed: Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through
−Removed: SuRo Capital Corp.’s wholly owned subsidiary, GSVC SVDS Holdings, Inc.
−Removed: As of September
−Removed: 30, 2022, $ 0.7 million of a $ 2.0 million capital commitment to True Global Ventures 4 Plus
−Removed: Fund LP had been called and funded.
+Added: (d/b/a Compliable), EDGE Markets,
+Added: Inc., and Xgroup Holdings Limited (d/b/a Xpoint) are held through SuRo Capital Corp.’s
+Added: wholly owned subsidiary, SuRo Capital Sports, LLC (“SuRo Sports”).
+Added: Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through SuRo Capital Corp.’s wholly owned
+Added: subsidiary, GSVC SVDS Holdings, Inc.
+Added: The previously unfunded capital commitment of $ 1.3 million was deemed fully contributed in lieu of cash
+Added: distributions.
+Added: As of March 31, 2023, the full $ 2.0 million
+Added: capital commitment to True Global Ventures 4 Plus Fund LP had been called and funded.
(f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital
12 unchanged sentences
(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,
−Removed: while SuRo Capital Corp.
+Added: ending August 23, 2024, while SuRo Capital Corp.
can put the shares to OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) at the
−Removed: end of the five year period.
−Removed: the nine months ended September 30, 2022, Aventine Property Group, Inc.
−Removed: declared an aggregate of less than $ 0.1
−Removed: million in dividend distributions.
−Removed: the nine months ended September 30, 2022, Treehouse Real Estate Investment Trust, Inc.
−Removed: an aggregate of less than $ 0.1 million in dividend distributions.
−Removed: the nine months ended September 30, 2022, approximately $ 0.9 million has been received from
+Added: NestGSV, Inc.) at the end of the five year period.
+Added: the three months ended March 31, 2023, approximately $ 0.3 million has been received from
Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15 % term loan due December
1 unchanged sentence
principal and the remaining was attributed to interest.
−Removed: the nine months ended September 30, 2022, NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage
−Removed: Real Estate Corp.) declared an aggregate of $ 0.3 million in dividend distributions.
an investment that is the sponsor of a special purpose acquisition company formed for the
1 unchanged sentence
reorganization or similar business combination with one or more businesses.
−Removed: of November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements
−Removed: with the Company became past due.
−Removed: March 22, 2022, Forge Global Holdings, Inc., completed its business combination with Motive
−Removed: Capital Corp.
−Removed: As a result of the transaction, each share of Forge Global, Inc.’s capital
−Removed: stock outstanding prior to the business combination was exchanged at the designated exchange
−Removed: ratio of approximately 3.123 .
−Removed: In addition, each warrant of Forge Global, Inc.
−Removed: was exchanged
−Removed: into warrants exercisable into common stock based on the exchange ratio of 3.123 .
−Removed: price of each converted warrant was determined by dividing the exercise price of the respective
−Removed: Forge Global, Inc.
−Removed: warrants by the exchange ratio, rounded to the nearest whole cent.
−Removed: and effective August 5, 2022, SuRo Capital notified Forge Global, Inc.
−Removed: of its intent to net
−Removed: exercise via cashless settlement its 230,144 common warrants in Forge Global, Inc.
−Removed: shares of Forge Global, Inc.’s public common stock, pursuant to the net exercise formula
−Removed: in the warrant agreement.
−Removed: The exercise was effectuated on September 30, 2022.
+Added: November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with
+Added: the Company became past due.
+Added: January 13, 2023, SuRo Capital Corp.
+Added: invested $ 2.0
+Added: million in Orchard Technologies,
+Added: Inc.’s Series 1 Senior Preferred financing round.
+Added: As part of the transaction, SuRo Capital Corp.
+Added: exchanged a portion of its existing
+Added: Series D Preferred shares investment for Series 1 Senior Preferred shares, Series 2 Senior Preferred shares, and Common shares.
+Added: Additionally,
+Added: SuRo Capital Corp.’s previous investment in the Simple Agreement for Future Equity was converted into additional Series 1 Senior
+Added: Preferred shares.
+Added: (15) On March 1, 2023, Ozy Media, Inc.
+Added: suspended operations.
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS
−Removed: Headquarters/
−Removed: of Initial Investment
−Removed: Investments *
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED)
+Added: Portfolio Investments *
Headquarters/
−Removed: of Initial Investment
+Added: Date of Initial Investment
NON-CONTROLLED/NON-AFFILIATE
−Removed: shares, Series A 8%
−Removed: shares, Series C 8%
−Removed: Francisco, CA
−Removed: shares, Class AA
−Removed: Marketplace Finance
−Removed: Preferred shares
−Removed: Preferred warrants, Strike Price $12.42, Expiration Date 11/9/2025
−Removed: shares, Series A
−Removed: Pharmaceutical
−Removed: shares, Series C
−Removed: Holdings, Inc.**
−Removed: Francisco, CA
−Removed: shares (3) **
−Removed: Partners, Inc.
−Removed: shares, Series A
−Removed: shares, Series C-3
−Removed: shares, Investec series **
−Removed: Technologies, Inc.
−Removed: shares, Series D
−Removed: Estate Platform
−Removed: shares (3) **
−Removed: Francisco, CA
+Added: Learneo, Inc.
+Added: (f/k/a Course Hero, Inc.)
+Added: Redwood City, CA
+Added: Preferred shares, Series A 8%
+Added: Online Education
+Added: Preferred shares, Series C 8%
+Added: Blink Health, Inc.
+Added: Preferred shares, Series A
+Added: Pharmaceutical Technology
+Added: Preferred shares, Series C
+Added: Orchard Technologies, Inc.
+Added: Preferred shares, Series D
+Added: Real Estate Platform
+Added: Simple Agreement for Future Equity
+Added: Locus Robotics Corp.
+Added: Wilmington, MA
+Added: Preferred shares, Series F
+Added: Warehouse Automation
+Added: Aspiration Partners, Inc.
+Added: Marina Del Rey, CA
+Added: Preferred shares, Series A
+Added: Financial Services
+Added: Preferred shares, Series C-3
+Added: Preferred shares, Series C
+Added: Fitness Technology
+Added: Forge Global, Inc.
+Added: San Francisco, CA
Common shares (3)(14) **(3)(14)
−Removed: Capital Partners, Inc.
+Added: Online Marketplace Finance
+Added: Nextdoor Holdings, Inc.**
+Added: San Francisco, CA
+Added: Common shares, Class B (3) **(3)
+Added: Social Networking
+Added: NewLake Capital Partners, Inc.
(f/k/a GreenAcreage Real Estate Corp.)**
−Removed: shares*** (3)(16) ***
−Removed: Enterprises, Inc.
+Added: New Canaan, CT
+Added: Common shares *** (3) ***(3)
+Added: Cannabis REIT
+Added: Shogun Enterprises, Inc.
+Added: (d/b/a Hearth)
+Added: Preferred shares, Series B-1
+Added: Home Improvement Finance
+Added: Preferred shares, Series B-2
+Added: Convertible Note 0.5%, Due 4/18/2024 ***
+Added: True Global Ventures 4 Plus Pte Ltd ** (8)
+Added: Singapore, Singapore
+Added: Limited Partner Fund Investment **(8)
+Added: Venture Investment Fund
+Added: Residential Homes for Rent, LLC (d/b/a Second Avenue)
+Added: Preferred shares, Series A (6)
+Added: Real Estate Platform
+Added: loan 15%, Due 12/23/2023 *** (11)
+Added: Singapore, Singapore
+Added: Common shares **
+Added: Retail Technology
+Added: Preferred shares, Investec Series **
+Added: San Francisco, CA
Preferred shares
−Removed: Improvement Finance
−Removed: shares, Series B-2
−Removed: Technology, Inc.**
−Removed: shares (3) **
−Removed: Holdings, Inc.
−Removed: (d/b/a/ Lime)
−Removed: Francisco, CA
−Removed: Preferred shares, Series 1-D
−Removed: Micromobility
−Removed: Preferred Convertible Note 4% Due 5/11/2027*** ***
−Removed: Warrants, Strike Price $0.01, Expiration Date 5/11/2027
+Added: Mobile Access Technology
+Added: Aventine Property Group, Inc.
+Added: Common shares ***
+Added: Cannabis REIT
+Added: Varo Money, Inc.**
+Added: San Francisco, CA
+Added: Common shares **
+Added: Financial Services
accompanying notes to condensed consolidated financial statements.
1 unchanged sentence
AND SUBSIDIARIES
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
+Added: Portfolio Investments *
Headquarters/
−Removed: of Initial Investment
−Removed: Homes for Rent, LLC (d/b/a Second Avenue)
−Removed: shares, Series A (6)
−Removed: Estate Platform
−Removed: loan 15%, Due 12/23/2023*** (14) ***
−Removed: Francisco, CA
−Removed: Preferred shares
−Removed: Access Technology
−Removed: the Runway, Inc.**
−Removed: shares (3) **
−Removed: Fashion Rental
−Removed: Property Group, Inc.
+Added: Date of Initial Investment
+Added: Skillsoft Corp.**
Common shares (3) **(3)
−Removed: Streaming Solutions Inc.
+Added: Online Education
+Added: Commercial Streaming Solutions Inc.
(d/b/a BettorView) (7)
−Removed: Agreement for Future Equity (7)
−Removed: Media & Services
+Added: Las Vegas, NV
+Added: Simple Agreement for Future Equity (7)
+Added: Interactive Media & Services
(d/b/a Compliable) (7)
−Removed: shares, Series Seed-4 (7)
−Removed: Lending Trust SPV I ** ( 11)
−Removed: Participation in Underlying Collateral (3) **
−Removed: Global Ventures 4 Plus Pte Ltd ** (8)
−Removed: Partner Fund Investment **
−Removed: Investment Fund
−Removed: Technology, Inc.
−Removed: (d/b/a PickUp) (7)
−Removed: Preferred shares,
−Removed: Series Seed-2 (7)
−Removed: Media Technology
−Removed: shares (3) **
−Removed: Sponsor VII LLC ** (17)
+Added: Preferred shares, Series Seed-4 (7)
+Added: Gaming Licensing
+Added: Xgroup Holdings Limited (d/b/a Xpoint) ** (7)
+Added: Convertible Note 6%, Due 8/17/2023 *** **(7)
+Added: Geolocation Technology
+Added: YouBet Technology, Inc.
+Added: (d/b/a FanPower) (7)
+Added: Preferred shares, Series Seed-2 (7)
+Added: Digital Media Technology
+Added: EDGE Markets, Inc.
+Added: San Diego, CA
+Added: Preferred shares, Series Seed (7)
+Added: Gaming Technology
+Added: Churchill Sponsor VII LLC ** (12)
Common share units **(12)
−Removed: Purpose Acquisition Company
−Removed: Sponsor LLC ** (17)
−Removed: Purpose Acquisition Company
−Removed: Sponsor VI LLC ** (17)
+Added: Special Purpose Acquisition Company
+Added: Warrant units **(12)
+Added: AltC Sponsor LLC ** (12)
+Added: Share units **(12)
+Added: Special Purpose Acquisition Company
+Added: Rent the Runway, Inc.**
+Added: Common shares (3) **(3)
+Added: Subscription Fashion Rental
+Added: Churchill Sponsor VI LLC ** (12)
Common share units **(12)
−Removed: Purpose Acquisition Company
+Added: Special Purpose Acquisition Company
+Added: Warrant units **(12)
Common shares (3) **(3)
−Removed: Note 1.47%, Due 11/9/2021 (4)(20) (20)
−Removed: Real Estate Investment Trust, Inc.
+Added: Education Software
+Added: Neutron Holdings, Inc.
+Added: (d/b/a/ Lime)
+Added: San Francisco, CA
+Added: Junior Preferred shares, Series 1-D
+Added: Micromobility
+Added: Junior Preferred Convertible Note 4% Due 5/11/2027 (4)
+Added: Common Warrants, Strike Price $0.01, Expiration Date 5/11/2027
+Added: Fullbridge, Inc.
+Added: Cambridge, MA
Common shares
−Removed: Holdings, LLC
−Removed: Philadelphia,
−Removed: shares, Class A
−Removed: Data Platform
−Removed: Non-controlled/Non-affiliate
+Added: Business Education
+Added: Promissory Note 1.47%, Due 11/9/2021 (4)(13)
+Added: Treehouse Real Estate Investment Trust, Inc.
+Added: Common shares
+Added: Cannabis REIT
+Added: Kinetiq Holdings, LLC
+Added: Philadelphia, PA
+Added: Common shares, Class A
+Added: Social Data Platform
+Added: Total Non-controlled/Non-affiliate
$ 155,103,810
3 unchanged sentences
AND SUBSIDIARIES
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
+Added: Portfolio Investments *
Headquarters/
−Removed: of Initial Investment
+Added: Date of Initial Investment
NON-CONTROLLED/AFFILIATE (1)
−Removed: shares, Series D 8% (1)
−Removed: shares, Series C 8% (1)
−Removed: shares, Series B 8% (1)
−Removed: shares, Series A 8% (1)
+Added: StormWind, LLC (5)
+Added: Scottsdale, AZ
+Added: Preferred shares, Series D 8% (1)(5)
+Added: Interactive Learning
+Added: Preferred shares, Series C 8% (1)(5)
+Added: Preferred shares, Series B 8% (1)(5)
+Added: Preferred shares, Series A 8% (1)(5)
+Added: OneValley, Inc.
(f/k/a NestGSV, Inc.)
−Removed: Security, Expiration Date 8/23/2024 (10) (1)
−Removed: Innovation Platform
−Removed: Promissory Note 8% Due 8/23/2024 (4)(10) (1)
−Removed: Warrant Series B, Strike Price $2.31, Expiration Date 5/29/2022 (1)
−Removed: Warrant Series B, Strike Price $2.31, Expiration Date 12/31/2023 (1)
−Removed: Preferred shares,
−Removed: Series C-2 6% (1)
−Removed: Media Platform
−Removed: Warrants, Strike Price $0.01, Expiration Date 4/9/2028 (1)
−Removed: shares, Series B 6% (1)
−Removed: shares, Series A 6% (1)
−Removed: shares, Series Seed 6% (1)
−Removed: Research, Inc.
−Removed: Francisco, CA
−Removed: shares, Series C 8% (1)
−Removed: shares, Series B 5% (1)
+Added: San Mateo, CA
+Added: Derivative Security, Expiration Date 8/23/2024 (10) (1)(10)
+Added: Global Innovation Platform
+Added: Convertible Promissory Note 8% Due 8/23/2024 (4)(10) (1)(4)(10)
+Added: Preferred Warrant Series B, Strike Price $2.31, Expiration Date 12/31/2023 (1)
+Added: Ozy Media, Inc.
+Added: Mountain View, CA
+Added: Preferred shares, Series C-2 6% (1)
+Added: Digital Media Platform
+Added: Preferred shares, Series B 6% (1)
+Added: Preferred shares, Series A 6% (1)
+Added: Preferred shares, Series Seed 6% (1)
+Added: Common Warrants, Strike Price $0.01, Expiration Date 4/9/2028 (1)
+Added: Maven Research, Inc.
+Added: San Francisco, CA
+Added: Preferred shares, Series C (1)
+Added: Knowledge Networks
+Added: Preferred shares, Series B (1)
+Added: Curious.com, Inc.
+Added: Menlo Park, CA
Common shares (1)
−Removed: Non-controlled/Affiliate
+Added: Online Education
+Added: Total Non-controlled/Affiliate (1)
CONTROLLED (2)
−Removed: Capital PayJoy SPV, LLC**
−Removed: Francisco, CA
−Removed: Interest in Lending SPV*** (15) (2)
−Removed: Finance Technology
−Removed: Sponsor LLC ** (17)
−Removed: Purpose Acquisition Company
+Added: Architect Capital PayJoy SPV, LLC**
+Added: San Francisco, CA
+Added: Membership Interest in Lending SPV*** **(2)***
+Added: Mobile Finance Technology
+Added: Colombier Sponsor LLC ** (12)
+Added: Class B Units **(2)(12)
+Added: Special Purpose Acquisition Company
+Added: Class W Units **(2)(12)
+Added: Total **(2)(12)
(f/k/a GSV Sustainability Partners, Inc.)
−Removed: shares, Class A (9) (2)
−Removed: Controlled (2)
−Removed: Portfolio Investments
+Added: Cupertino, CA
+Added: Preferred shares, Class A (9) (2)(9)
+Added: Clean Technology
+Added: Common shares (2)
+Added: Total Controlled
+Added: Total Portfolio Investments
$ 216,128,508
$ 157,188,578
+Added: Treasury bill, 0%, due 3/30/2023*** (3) *** (3)
+Added: Treasury bill, 0%, due 6/29/2023*** (3) *** (3)
+Added: TOTAL INVESTMENTS
+Added: $ 301,128,106
+Added: $ 242,245,395
accompanying notes to condensed consolidated financial statements.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise
28 unchanged sentences
if SuRo Capital Corp.
−Removed: owns 5% or more of
−Removed: the voting securities ( i.e.
−Removed: , securities with the right to elect directors) of such
−Removed: For the Schedule of Investments In, and Advances To, Affiliates, as required by
−Removed: SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.
+Added: beneficially owns,
+Added: directly or indirectly, between 5% and 25% of the voting securities ( i.e.
+Added: with the right to elect directors) of such company.
+Added: For the Schedule of Investments In, and
+Added: Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note
+Added: 4—Investments at Fair Value”.
Investments” are investments in those companies that are “Controlled Companies”
1 unchanged sentence
In general, under the 1940 Act, the Company
−Removed: would “Control” a portfolio company if the Company owned more than 25% of its
−Removed: outstanding voting securities (i.e., securities with the right to elect directors) and/or
−Removed: had the power to exercise control over the management or policies of such portfolio company.
−Removed: For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation
−Removed: S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.
+Added: would “Control” a portfolio company if the Company beneficially owns, directly
+Added: or indirectly, more than 25% of its outstanding voting securities (i.e., securities with
+Added: the right to elect directors) and/or had the power to exercise control over the management
+Added: or policies of such portfolio company.
+Added: For the Schedule of Investments In, and Advances To,
+Added: Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments
+Added: at Fair Value”.
an investment considered Level 1 or Level 2 and valued using observable inputs.
3 unchanged sentences
wholly owned subsidiary, GSVC SW Holdings, Inc.
−Removed: Capital Corp.’s investments in preferred shares in Residential Homes for Rent, LLC
+Added: Capital Corp.’s investments in preferred shares of Residential Homes for Rent, LLC
(d/b/a Second Avenue) are held through SuRo Capital Corp.’s wholly owned subsidiary,
3 unchanged sentences
YouBet Technology, Inc.
−Removed: (d/b/a PickUp), and Rebric Inc.
−Removed: (d/b/a Compliable) are held through
−Removed: SuRo Capital Corp.’s wholly owned subsidiary, SuRo Capital Sports, LLC (“SuRo
+Added: (d/b/a FanPower), Rebric, Inc.
+Added: (d/b/a Compliable), EDGE Markets,
+Added: Inc., and Xgroup Holdings Limited (d/b/a Xpoint) are held through SuRo Capital Corp.’s
+Added: wholly owned subsidiary, SuRo Capital Sports, LLC (“SuRo Sports”).
Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through
17 unchanged sentences
(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,
−Removed: while SuRo Capital Corp.
+Added: ending August 23, 2024, while SuRo Capital Corp.
can put the shares to OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) at the
−Removed: end of the five year period.
−Removed: of December 31, 2021, 512,290 Class A common shares remain in Palantir Lending Trust SPV
−Removed: I, none of which are subject to lock-up restrictions.
−Removed: January 1, 2021, Treehouse Real Estate Investment Trust, Inc.
−Removed: completed its spin off of 34.4 %
−Removed: of its assets into Aventine Property Group, Inc.
−Removed: During the year ended December 31, 2021,
−Removed: Aventine Property Group, Inc.
−Removed: declared an aggregate of $ 0.1 million in dividend distributions.
−Removed: During the year ended December 31, 2021, Treehouse Real Estate Investment Trust, Inc.
−Removed: an aggregate of $ 0.2 million in dividend distributions.
−Removed: July 30, 2021, A Place for Rover, Inc.
−Removed: executed a business combination, through Nebula Caravel
−Removed: Acquisition Corp., a special purpose acquisition company.
−Removed: Following the merger, A Place for
−Removed: changed its name to Rover Group, Inc.
−Removed: and SuRo Capital Corp.
−Removed: received 130,390
−Removed: additional common shares as a result of the exchange ratio prescribed in the transaction.
−Removed: As of December 31, 2021, SuRo Capital Corp.’s common shares in Rover Group, Inc.
−Removed: subject to certain lock-up restrictions.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
+Added: NestGSV, Inc.) at the end of the five year period.
the year ended December 31, 2022, approximately $ 1.2 million has been received from Residential
1 unchanged sentence
Of the proceeds received, approximately $ 1.0 million repaid a portion of the outstanding
−Removed: principal and approximately $ 0.4 million was attributed to interest.
−Removed: of December 31, 2021, the total $ 10.0 million capital commitment representing SuRo Capital
−Removed: Corp.’s Membership Interest in Architect Capital PayJoy SPV, LLC had been called and
−Removed: the year ended December 31, 2021, NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage Real
−Removed: Estate Corp.) declared an aggregate of approximately $ 0.3 million in dividend distributions.
−Removed: SuRo Capital Corp.
−Removed: does not anticipate that NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage
−Removed: Real Estate Corp.) will pay distributions on a recurring or regular basis or become a predictable
−Removed: distributor of distributions.
−Removed: On August 20, 2021, NewLake Capital Partners, Inc.(f/k/a GreenAcreage
−Removed: Real Estate Corp.) went public via an initial public offering on the OTCQX.
−Removed: As of December
−Removed: 31, 2021, none of SuRo Capital Corp.’s common shares in NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage Real Estate Corp.) were subject to lock-up restrictions.
+Added: principal and the remaining was attributed to interest.
an investment that is the sponsor of a special purpose acquisition company formed for the
1 unchanged sentence
reorganization or similar business combination with one or more businesses.
−Removed: June 11, 2021, Churchill Capital Corp.
−Removed: II, a special purpose acquisition company, executed
−Removed: a private investment in public equity transaction in order to acquire shares of Software
−Removed: Luxembourg Holding S.A.
−Removed: alongside the merger of Software Luxembourg Holding S.A.
−Removed: and Churchill
+Added: November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with
+Added: the Company became past due.
+Added: March 22, 2022, Forge Global Holdings, Inc., completed its business combination with Motive
Capital Corp.
−Removed: Following the merger, Software Luxembourg Holding S.A.
−Removed: changed its name
−Removed: to Skillsoft Corp.
−Removed: As of December 31, 2021, none of SuRo Capital Corp.’s common shares
−Removed: in Skillsoft Corp.
−Removed: were subject to lock-up restrictions.
−Removed: September 3, 2021, Clever, Inc.
−Removed: completed its sale to Kahoot!
−Removed: In connection with this
−Removed: transaction, SuRo Capital Corp.
−Removed: received 86,800 common shares in Kahoot!
−Removed: ASA in addition
−Removed: to cash proceeds and amounts currently held in escrow.
+Added: As a result of the transaction, each share of Forge Global, Inc.’s capital
+Added: stock outstanding prior to the business combination was exchanged at the designated exchange
+Added: ratio of approximately 3.123 .
+Added: In addition, each warrant of Forge Global, Inc.
+Added: was exchanged
+Added: into warrants exercisable into common stock based on the exchange ratio of 3.123 .
+Added: price of each converted warrant was determined by dividing the exercise price of the respective
+Added: Forge Global, Inc.
+Added: warrants by the exchange ratio, rounded to the nearest whole cent.
+Added: and effective August 5, 2022, SuRo Capital Corp.
+Added: notified Forge Global, Inc.
+Added: of its intent
+Added: to net exercise via cashless settlement its 230,144 common warrants in Forge Global, Inc.
+Added: into 53,283 shares of Forge Global, Inc.’s public common stock, pursuant to the net
+Added: exercise formula in the warrant agreement.
+Added: The exercise was effectuated on September 30,
SURO CAPITAL CORP.
−Removed: is also eligible
−Removed: to receive cash and Kahoot!
−Removed: ASA common shares subject to certain earn-out provisions and
−Removed: contingencies.
−Removed: As of December 31, 2021, SuRo Capital Corp.’s common shares in Kahoot!
−Removed: ASA were subject to certain lock-up restrictions.
−Removed: the year ended December 31, 2021, Fullbridge, Inc.’s obligations under its financing
−Removed: arrangements with the Company became past due.
−Removed: CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
1— NATURE OF OPERATIONS
8 unchanged sentences
annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the
−Removed: and effective March 12, 2019, our Board of Directors approved internalizing our operating structure (“Internalization”) and
−Removed: we began operating as an internally-managed, non-diversified closed-end management investment company that has elected to be regulated
−Removed: as a BDC under the 1940 Act.
−Removed: Prior to March 12, 2019, we were externally managed by our former investment adviser, GSV Asset Management,
−Removed: LLC (“GSV Asset Management”), pursuant to an investment advisory agreement (the “Investment Advisory Agreement”),
−Removed: and our former administrator, GSV Capital Service Company, LLC (“GSV Capital Service Company”), provided the administrative
−Removed: services necessary for our operations pursuant to an administration agreement (the “Administration Agreement”).
Company’s date of inception was January 6, 2011, which is the date we commenced development stage activities.
3 unchanged sentences
began its investment operations during the second quarter of 2011.
−Removed: table below displays the Company’s subsidiaries as of September 30, 2022, which, other than GSV Capital Lending, LLC (“GCL”)
+Added: table below displays the Company’s subsidiaries as of March 31, 2023, which, other than GSV Capital Lending, LLC (“GCL”)
and SuRo Capital Sports, LLC, are collectively referred to as the “Taxable Subsidiaries.” The Taxable Subsidiaries were formed
6 unchanged sentences
OF COMPANY’S SUBSIDIARIES
+Added: Jurisdiction of
Incorporation
−Removed: Capital Sports, LLC (“SuRo Sports”)
−Removed: below are referred to collectively, as the “Taxable Subsidiaries”
−Removed: AE Holdings, Inc.
−Removed: AV Holdings, Inc.
−Removed: SW Holdings, Inc.
−Removed: SVDS Holdings, Inc.
+Added: April 13, 2012
+Added: SuRo Capital Sports, LLC (“SuRo Sports”)
+Added: March 19, 2021
+Added: Subsidiaries below are referred to collectively, as the “Taxable Subsidiaries”
+Added: GSVC AE Holdings, Inc.
+Added: November 28, 2012
+Added: GSVC AV Holdings, Inc.
+Added: November 28, 2012
+Added: GSVC SW Holdings, Inc.
+Added: November 28, 2012
+Added: GSVC SVDS Holdings, Inc.
+Added: August 13, 2013
Company’s investment objective is to maximize its portfolio’s total return, principally by seeking capital gains on its equity
11 unchanged sentences
criteria, subject to any applicable limitations under the 1940 Act.
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
2— SIGNIFICANT ACCOUNTING POLICIES
of Presentation
−Removed: interim unaudited condensed consolidated financial statements of the Company are prepared on the accrual basis of accounting in conformity
−Removed: generally accepted accounting principles (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q and
−Removed: Regulation S-X under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
−Removed: The Company is an investment company
−Removed: following the specialized accounting and reporting guidance specified in the Financial Accounting Standards Board’s (“FASB”)
−Removed: Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies .
−Removed: In the opinion
−Removed: of management, all adjustments, all of which were of a normal recurring nature, were considered necessary for the fair presentation of
−Removed: consolidated financial statements for the period have been included.
+Added: The interim unaudited condensed
+Added: consolidated financial statements of the Company are prepared on the accrual basis of accounting in conformity with U.S.
+Added: generally accepted
+Added: accounting principles (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X under the Securities
+Added: Exchange Act of 1934, as amended (the “Exchange Act”).
+Added: The Company is an investment company following the specialized accounting
+Added: and reporting guidance specified in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification
+Added: (“ASC”) Topic 946, Financial Services—Investment Companies .
+Added: In the opinion of management, all adjustments, all
+Added: of which were of a normal recurring nature, were considered necessary for the fair presentation of consolidated financial statements
+Added: for the period have been included.
results of operations for the current interim period are not necessarily indicative of results that ultimately may be achieved for any
−Removed: other interim period or for the fiscal year ending December 31, 2022.
−Removed: The interim unaudited condensed consolidated financial statements
−Removed: and notes hereto should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the
−Removed: Company’s annual report on Form 10-K for the fiscal year ended December 31, 2021.
+Added: other interim period or for the year ending December 31, 2023.
+Added: The interim unaudited condensed consolidated financial statements and
+Added: notes hereto should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s
+Added: annual report on Form 10-K for the year ended December 31, 2022.
of Consolidation
36 unchanged sentences
the ability to access at the measurement date.
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
2 —Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities;
34 unchanged sentences
Company’s Board of Directors (the “Valuation Committee”), does not reliably represent fair value, shall each be valued
−Removed: quarterly valuation process begins with each portfolio company or investment being initially valued by the internal investment professionals
−Removed: responsible for the portfolio investment;
+Added: quarterly valuation process begins with each portfolio company or investment being initially
+Added: valued by the internal investment professionals responsible for the portfolio investment;
valuation conclusions are then documented and discussed with senior management;
−Removed: all investments for which there are no readily available market quotations, the Valuation Committee engages an independent third-party
−Removed: valuation firm to conduct independent appraisals, review management’s preliminary valuations and make its own independent assessment;
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Valuation Committee applies the appropriate valuation methodology to each portfolio asset in a consistent manner, considers the
−Removed: inputs provided by management and the independent third-party valuation firm, discusses the valuations and recommends to the
+Added: all investments for which there are no readily available market quotations, the Valuation
+Added: Committee engages an independent third-party valuation firm to conduct independent appraisals,
+Added: review management’s preliminary valuations and make its own independent assessment;
+Added: The Valuation
+Added: Committee applies the appropriate valuation methodology to each portfolio asset in a consistent manner, considers the inputs
+Added: provided by management and the independent third-party valuation firm, discusses the valuations and recommends to the
Company’s Board of Directors a fair value for each investment in the portfolio;
−Removed: Company’s Board of Directors then discusses the valuations recommended by the Valuation Committee and determines in good faith
−Removed: the fair value of each investment in the portfolio.
+Added: Company’s Board of Directors then discusses the valuations recommended by the Valuation
+Added: Committee and determines in good faith the fair value of each investment in the portfolio.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
valuing the Company’s investments in venture investment funds (“Venture Investment Funds”), the Company applies the
41 unchanged sentences
To determine the fair value of a portfolio company for which market quotations are not
−Removed: readily available, the Board applies the appropriate respective valuation methodology for the asset class or portfolio holding, which may involve analyzing the relevant portfolio company’s most recently available historical and projected financial
−Removed: results, public market comparables, and other factors.
−Removed: The Board may also consider other events, including the transaction in which
−Removed: the Company acquired its securities, subsequent equity sales by the portfolio company, and mergers or acquisitions affecting the portfolio
−Removed: In addition, the Board may consider the trends of the portfolio company’s basic financial metrics from the time of its
−Removed: original investment until the measurement date, with material improvement of these metrics indicating a possible increase in fair value,
−Removed: while material deterioration of these metrics may indicate a possible reduction in fair value.
−Removed: CAPITAL CORP.
+Added: readily available, the Board applies the appropriate respective valuation methodology for the asset class or portfolio holding, which
+Added: may involve analyzing the relevant portfolio company’s most recently available historical and projected financial results, public
+Added: market comparables, and other factors.
+Added: The Board may also consider other events, including the transaction in which the Company acquired
+Added: its securities, subsequent equity sales by the portfolio company, and mergers or acquisitions affecting the portfolio company.
+Added: the Board may consider the trends of the portfolio company’s basic financial metrics from the time of its original investment until
+Added: the measurement date, with material improvement of these metrics indicating a possible increase in fair value, while material deterioration
+Added: of these metrics may indicate a possible reduction in fair value.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: determining the fair value of equity or equity-linked securities (including warrants to purchase common or preferred stock) in a
−Removed: portfolio company, the Board considers the rights, preferences and limitations of such securities.
−Removed: In cases where a portfolio
−Removed: company’s capital structure includes multiple classes of preferred and common stock and equity-linked securities with
−Removed: different rights and preferences, the Company may use an option pricing model to allocate value to each equity-linked security,
−Removed: unless it believes a liquidity event such as an acquisition or a dissolution is imminent, or the portfolio company is unlikely to
−Removed: continue as a going concern.
−Removed: When equity-linked securities expire worthless, any cost associated with these positions is recognized
−Removed: as a realized loss on investments in the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of
−Removed: In the event these securities are exercised into common or preferred stock, the cost associated with these securities is
−Removed: reassigned to the cost basis of the new common or preferred stock.
−Removed: These conversions are noted as non-cash operating items on the
−Removed: Condensed Consolidated Statements of Cash Flows.
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
+Added: determining the fair value of equity or equity-linked securities (including warrants to purchase common or preferred stock) in a portfolio
+Added: company, the Board considers the rights, preferences and limitations of such securities.
+Added: In cases where a portfolio company’s capital
+Added: structure includes multiple classes of preferred and common stock and equity-linked securities with different rights and preferences,
+Added: the Company may use an option pricing model to allocate value to each equity-linked security, unless it believes a liquidity event such
+Added: as an acquisition or a dissolution is imminent, or the portfolio company is unlikely to continue as a going concern.
+Added: When equity-linked
+Added: securities expire worthless, any cost associated with these positions is recognized as a realized loss on investments in the Condensed
+Added: Consolidated Statements of Operations and Condensed Consolidated Statements of Cash Flows.
+Added: In the event these securities are exercised
+Added: into common or preferred stock, the cost associated with these securities is reassigned to the cost basis of the new common or preferred
+Added: These conversions are noted as non-cash operating items on the Condensed Consolidated Statements of Cash Flows.
the nature of the Company’s current debt investments (excluding U.S.
4 unchanged sentences
valued at estimated fair value as determined in good faith by the Company’s Board of Directors.
−Removed: Company’s Board of Directors determines the fair value of options based on methodologies that can include discounted cash flow analyses,
−Removed: option pricing models, comparable analyses and other techniques as deemed appropriate.
−Removed: These investments are classified as Level 3 assets
−Removed: because there is no known or accessible market or market indexes for these investment securities to be traded or exchanged.
−Removed: The Company’s
−Removed: options are valued at estimated fair value as determined by the Company’s Board of Directors.
+Added: Company’s Board of Directors determines the fair value of options based on methodologies that can include discounted cash flow
+Added: analyses, option pricing models, comparable analyses and other techniques as deemed appropriate.
+Added: These investments are classified as
+Added: Level 3 assets because there is no known or accessible market or market indexes for these investment securities to be traded or exchanged.
+Added: The Company’s options are valued at estimated fair value as determined by the Company’s Board of Directors.
Purpose Acquisition Companies
2 unchanged sentences
After a SPAC transaction is announced, the Company’s Board of Directors
−Removed: will determine the fair value of SPAC investments based on fair value analyses that can include option pricing models, probability-weighted expected
−Removed: return method analyses and other techniques as deemed appropriate.
−Removed: Upon completion of the SPAC transaction, the Board utilizes the
−Removed: public share price of the entity, less a DLOM if there are restrictions on selling.
−Removed: The Company’s SPAC investments are valued at
−Removed: estimated fair value as determined in good faith by the Company’s Board of Directors.
+Added: will determine the fair value of SPAC investments based on fair value analyses that can include option pricing models, probability-weighted
+Added: expected return method analyses and other techniques as deemed appropriate.
+Added: Upon completion of the SPAC transaction, the Board utilizes
+Added: the public share price of the entity, less a DLOM if there are restrictions on selling.
+Added: The Company’s SPAC investments are valued
+Added: at estimated fair value as determined in good faith by the Company’s Board of Directors.
Company Investment Classification
9 unchanged sentences
Refer to the Consolidated Schedules of Investments
−Removed: as of September 30, 2022 and December 31, 2021, for details regarding the nature and composition of the Company’s investment portfolio.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: as of March 31, 2023 and December 31, 2022, for details regarding the nature and composition of the Company’s investment portfolio.
portfolio companies in which the Company invests may offer their shares in IPOs.
13 unchanged sentences
transferred out of Level 3 due to an IPO, the Company transfers these investments based on their fair value at the IPO date.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
transactions are accounted for on the date the transaction for the purchase or sale of the securities is entered into by the Company
7 unchanged sentences
Company places its cash primarily with U.S.
−Removed: Bank, N.A., and may place cash with Bridge Bank (a subsidiary of Western Alliance Bank) and
−Removed: Silicon Valley Bank in amounts that will not exceed, in the aggregate, the total value of the Company’s fidelity bond.
−Removed: held in these accounts may exceed the Federal Deposit Insurance Corporation insured limit.
−Removed: The Company believes that U.S.
−Removed: Bridge Bank (a subsidiary of Western Alliance Bank), and Silicon Valley Bank are high-quality financial institutions and that the risk
−Removed: of loss associated with any uninsured balance is remote.
+Added: Bank Trust Company, National Association, and may place cash with other high-quality financial
+Added: institutions.
+Added: The cash held in these accounts may exceed the Federal Deposit Insurance Corporation insured limit.
+Added: The Company believes
+Added: the risk of loss associated with any uninsured balance is remote.
Proceeds Receivable
8 unchanged sentences
from contingent consideration are to be recognized when the amount of the contingent consideration becomes realized or realizable.
−Removed: of September 30, 2022 and December 31, 2021, the Company had $ 653,791 and $ 2,046,645 , respectively, in escrow proceeds receivable.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: of March 31, 2023 and December 31, 2022, the Company had $ 609,685 and $ 628,332 , respectively, in escrow proceeds receivable.
Financing Costs
12 unchanged sentences
debt instrument.
−Removed: As of September 30, 2022 and December 31, 2021, the Company had deferred financing costs of $ 572,771 and $ 2,592,611 ,
+Added: As of March 31, 2023 and December 31, 2022, the Company had deferred financing costs of $ 539,120
+Added: and $ 555,761 ,
respectively, on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: SCHEDULE OF DEFERRED FINANCING COSTS
−Removed: debt issuance costs
−Removed: offering costs
−Removed: Financing Costs
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
Leases & Related Deposits
33 unchanged sentences
on the Condensed Consolidated Statement of Assets and Liabilities as escrow deposits.
−Removed: As of September 30, 2022 and December 31, 2021,
−Removed: the Company had no material escrow deposits.
+Added: As of March 31, 2023 and December 31, 2022, the
+Added: Company had no escrow deposits.
Appreciation or Depreciation of Investments
appreciation or depreciation is calculated as the difference between the fair value of the investment and the cost basis of such investment.
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
Federal and State Income Taxes
61 unchanged sentences
9—Income Taxes” for further details.
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
Company elected to be treated as a RIC for the taxable year ended December 31, 2014 in connection with the filing of its 2014 tax return.
20 unchanged sentences
Issued or Adopted Accounting Standards
+Added: March 2022, the FASB issued ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326)”, which is intended to address
+Added: issues identified during the post-implementation review of ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326):
+Added: of Credit Losses on Financial Instruments”.
+Added: The amendment, among other things, eliminates the accounting guidance for troubled
+Added: debt restructurings by creditors in Subtopic 310-40, “Receivables - Troubled Debt Restructurings by Creditors”, while enhancing
+Added: disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty.
+Added: The new guidance is effective for interim and annual periods beginning after December 15, 2022.
+Added: The Company does not anticipate the new
+Added: standard will have a material impact to the condensed consolidated financial statements and related disclosures.
June 2022, the FASB issued ASU No.
7 unchanged sentences
of ASU 2022-03 is not expected to have a material impact on the Company’s future financial statements.
−Removed: April 2020, as part of the Securities Offering Reform for Closed-End Investment Companies final rule, the Securities and Exchange
−Removed: Commission (“SEC”) adopted certain structured data reporting requirements for BDCs to submit financial statement information
−Removed: using Inline eXtensible Business Reporting Language (XBRL) format to the extent required of operating companies.
−Removed: BDCs that are eligible
−Removed: to file a short-form registration statement will be subject to the above structuring requirements with respect to Forms filed on or after
−Removed: August 1, 2022.
−Removed: The Company adopted the XBRL format beginning August 1, 2022.
−Removed: October 2020, the FASB issued ASU 2020-10, Codification Improvements , which made various technical changes and corrections intended
−Removed: to provide clarifications to existing guidance, as well as simplifications to wording or structure of existing guidance.
−Removed: adopted the modified disclosure requirements during the period ended March 31, 2021.
−Removed: December 2020, the SEC adopted Rule 2a-5, which established requirements for satisfying a fund board’s obligation to determine
−Removed: fair value in good faith for purposes of the 1940 Act.
−Removed: The rule permits boards to assign the determination of fair value to a
−Removed: “valuation designee,” who may be the fund’s investment adviser or, if the fund is internally managed, an officer
−Removed: The rule also defines a market quotation as “readily available” only when that quotation is a quoted price
−Removed: (unadjusted) in active markets for identical investments that the fund can access at the measurement date.
−Removed: In connection with the
−Removed: adoption of new Rule 2a-5, the SEC also adopted new Rule 31a-4, which requires funds to maintain documentation to support fair value
−Removed: determinations and documentation related to the designation of the valuation designee.
−Removed: The Company adopted amended valuation
−Removed: policies and procedures to comply with new Rule 2a-5 and Rule 31a-4 in advance of the compliance date of September 8, 2022.
−Removed: Company did not designate a valuation designee, and the Board retains the sole responsibility to determine fair value in good faith
−Removed: under the 1940 Act.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
December 2021, the SEC published Staff Accounting Bulletin No.
−Removed: 120 (“SAB 120”) to provide accounting and disclosure guidance
−Removed: for stock compensation awards made to executives and conforming amendments to the Staff Accounting Bulletin Series to align with the
−Removed: current authoritative accounting guidance in ASC 718, Compensation – Stock Compensation .
−Removed: In part, SAB 120 requires that
−Removed: an entity disclose how it determines the current price of underlying shares for grant-date fair value, the policy for when an adjustment
−Removed: to the share price is required, how it determines the amount of an adjustment to the share price and any significant assumptions used
−Removed: in determining an adjustment to the share price.
−Removed: SAB 120 is effective for all stock compensation awards issued after December 1, 2021.
−Removed: The Company is in compliance with the guidance pursuant to SAB 120 for any share-based compensation disclosures.
−Removed: See “Note 11 –
−Removed: Stock-Based Compensation” for further discussion of the Company’s policies and procedures regarding share-based compensation.
−Removed: The Company does not expect the impact of SAB 120 to be material to the condensed consolidated financial statements and the notes thereto.
+Added: 120 (“SAB 120”) to provide accounting and disclosure
+Added: guidance for stock compensation awards made to executives and conforming amendments to the Staff Accounting Bulletin Series to align
+Added: with the current authoritative accounting guidance in ASC 718, Compensation – Stock Compensation .
+Added: In part, SAB 120
+Added: requires that an entity disclose how it determines the current price of underlying shares for grant-date fair value, the policy for
+Added: when an adjustment to the share price is required, how it determines the amount of an adjustment to the share price and any
+Added: significant assumptions used in determining an adjustment to the share price.
+Added: SAB 120 is effective for all stock compensation awards
+Added: issued after December 1, 2021.
+Added: The Company is in compliance with the guidance pursuant to SAB 120 for any share-based compensation
+Added: See “Note 11 – Stock-Based Compensation” for further discussion of the Company’s policies and
+Added: procedures regarding share-based compensation.
+Added: The Company does not expect the impact of SAB 120 to be material to the condensed
+Added: consolidated financial statements and the notes thereto.
time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by the Company
2 unchanged sentences
will not have a material impact on its consolidated financial statements upon adoption.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3— RELATED-PARTY ARRANGEMENTS
−Removed: and effective March 12, 2019, we entered into a Consulting Agreement (the “Consulting Agreement”) with Michael T.
−Removed: former Chairman of our Board of Directors and the Chief Executive Officer and Chief Investment Officer of GSV Asset Management, for the
−Removed: purpose of assisting us with certain transition services following the termination of the Investment Advisory Agreement and our Internalization.
−Removed: See “Note 1 — Nature of Operations.” Pursuant to the Consulting Agreement, Mr.
−Removed: Moe provided certain transition services
−Removed: to us related to our existing portfolio investments for which Mr.
−Removed: Moe previously had oversight in his role as the Chief Executive Officer
−Removed: and Chief Investment Officer of GSV Asset Management.
−Removed: Such transition services included providing information to us regarding such portfolio
−Removed: companies, including as a member of a portfolio company’s board of directors, assisting with the transition of portfolio company
−Removed: board seats as requested by us, making appropriate introductions to representatives of portfolio companies, and providing other similar
−Removed: types of services that we may reasonably request.
−Removed: term of the Consulting Agreement commenced on March 12, 2019 and continued for eighteen months in accordance with its terms.
−Removed: to the Consulting Agreement, we paid Mr.
−Removed: Moe a total amount equal to $ 1,250,000 .
−Removed: On September 12, 2020, the Consulting Agreement expired
−Removed: in accordance with its terms and was not renewed or extended.
−Removed: the three and nine months ended September 30, 2022 and 2021, the Company did not incur a consulting expense related to the Consulting
−Removed: Agreement as it was no longer in effect.
−Removed: and Restated Trademark License Agreement
−Removed: and effective March 12, 2019, we entered into an Amended and Restated Trademark License Agreement (the “Amended and Restated License
−Removed: Agreement”) with GSV Asset Management in connection with the termination of the Investment Advisory Agreement.
−Removed: 1 —Nature of Operations.”
−Removed: Asset Management is the owner of the trade name “GSV”, and other state or unregistered “GSV” marks, including
−Removed: the trading symbol “GSVC” (collectively, the “Licensed Marks”).
−Removed: Pursuant to the Amended and Restated License
−Removed: Agreement, GSV Asset Management granted us a non-transferable, non-sublicensable, and non-exclusive right and license to use the Licensed
−Removed: Marks, solely in connection with the operation of our existing business.
−Removed: term of the Amended and Restated License Agreement commenced on March 12, 2019 and continued for eighteen months in accordance with its
−Removed: Pursuant to the Amended and Restated License Agreement, we paid GSV Asset Management a total amount equal to $ 1,250,000 .
−Removed: 12, 2020, the Amended and Restated License Agreement expired in accordance with its terms and was not renewed or extended.
−Removed: the three and nine months ended September 30, 2022 and 2021, the Company did not incur a licensing expense related to the Amended and
−Removed: Restated License Agreement as it was no longer in effect.
Company’s executive officers and directors serve or may serve as officers, directors, or managers of entities that operate in a
3 unchanged sentences
stockholders.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1940 Act prohibits the Company from participating in certain negotiated co-investments with certain affiliates unless it receives an
11 unchanged sentences
by the Company, and the Company’s executive officers and directors.
−Removed: Company’s investment in Churchill Sponsor VI LLC, the sponsor of Churchill Capital Corp VI, a special purpose acquisition company,
+Added: Company’s investment in Churchill Sponsor VI LLC, the sponsor of Churchill Capital Corp.
+Added: VI, a special purpose acquisition company,
constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark D.
−Removed: Klein, our Chairman,
−Removed: Chief Executive Officer and President, has a non-controlling interest in the entity that controls Churchill Sponsor VI LLC, and is a
−Removed: non-controlling member of the board of directors of Churchill Capital Corp VI.
−Removed: The Company’s investment in Churchill Sponsor VII
−Removed: LLC, the sponsor of Churchill Capital Corp VII, a special purpose acquisition company, also constituted a “remote-affiliate”
+Added: Klein, the Company’s
+Added: Chairman, Chief Executive Officer and President, has a non-controlling interest in the entity that controls Churchill Sponsor VI LLC,
+Added: and is a non-controlling member of the board of directors of Churchill Capital Corp VI.
+Added: The Company’s investment in Churchill Sponsor
+Added: VII LLC, the sponsor of Churchill Capital Corp.
+Added: VII, a special purpose acquisition company, also constituted a “remote-affiliate”
transaction for purposes of the 1940 Act in light of the fact that Mr.
Klein has a non-controlling interest in the entity that controls
−Removed: Churchill Sponsor VII LLC, and is a non-controlling member of the board of directors of Churchill Capital Corp VII.
+Added: Churchill Sponsor VII LLC, and is a non-controlling member of the board of directors of Churchill Capital Corp.
In addition, Mr.
Klein’s brother, Michael Klein, is a control person of such Churchill entities.
−Removed: As of September 30, 2022, the fair values of the
−Removed: Company’s investments in Churchill Sponsor VI LLC and Churchill Sponsor VII LLC were $ 200,000 and $ 300,000 , respectively.
+Added: As of March 31, 2023, the fair values of the Company’s
+Added: investments in Churchill Sponsor VI LLC and Churchill Sponsor VII LLC were $ 200,000 and $ 300,000 , respectively.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
Company’s investment in Skillsoft Corp.
2 unchanged sentences
Klein has a non-controlling interest in the entity that controls
−Removed: Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp II, a special purpose acquisition company, and is a non-controlling member
−Removed: of the board of directors of Churchill Capital Corp II, through which the Company executed a private investment in public equity transaction
−Removed: in order to acquire common shares of Skillsoft alongside the merger of Skillsoft and Churchill Capital Corp II.
−Removed: In addition, Mr.
−Removed: brother, Michael Klein, is a control person of such Churchill entities.
−Removed: As of September 30, 2022, the fair value of the Company’s
−Removed: investment in Skillsoft Corp.
+Added: Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp.
+Added: II, a special purpose acquisition company, and is a non-controlling
+Added: member of the board of directors of Churchill Capital Corp.
+Added: II, through which the Company executed a private investment in public equity
+Added: transaction in order to acquire common shares of Skillsoft alongside the merger of Skillsoft and Churchill Capital Corp II.
+Added: Klein’s brother, Michael Klein, is a control person of such Churchill entities.
+Added: As of March 31, 2023, the fair value of the
+Added: Company’s investment in Skillsoft Corp.
was $ 1,963,686 .
2 unchanged sentences
for purposes of the 1940 Act in light of the fact that Keri Findley, a former senior managing director of the Company until her departure
−Removed: on March 9, 2022, is a non-controlling member of the board of directors of Shogun Enterprises, Inc., and holds a minority equity interest
−Removed: in such portfolio company.
−Removed: The Company’s investment in Architect Capital PayJoy SPV, LLC also constituted a “remote-affiliate”
−Removed: transaction for purposes of the 1940 Act in light of the fact that Ms.
−Removed: Findley is a non-controlling member of the board of directors
−Removed: of the investment manager to Architect Capital PayJoy SPV, LLC, and holds a minority equity interest in such investment manager.
−Removed: September 30, 2022, the fair values of the Company’s remote-affiliate investments in Shogun Enterprises, Inc.
−Removed: and Architect Capital
−Removed: PayJoy SPV, LLC were $ 3,508,721 and $ 10,000,000 , respectively.
−Removed: addition, Ms.Findley and Claire Councill, a former investment professional of the Company until her departure on April 15, 2022, are
+Added: on March 9, 2022, was at the time of investment, a non-controlling member of the board of directors of Shogun Enterprises, Inc., and
+Added: held a minority equity interest in such portfolio company.
+Added: The Company’s investment in Architect Capital PayJoy SPV, LLC also constituted
+Added: a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Ms.
+Added: Findley, at the time of investment,
+Added: was a non-controlling member of the board of directors of the investment manager to Architect Capital PayJoy SPV, LLC, and held a minority
+Added: equity interest in such investment manager.
+Added: As of March 31, 2023, the fair values of the Company’s remote-affiliate investments
+Added: in Shogun Enterprises, Inc.
+Added: (d/b/a Hearth) and Architect Capital PayJoy SPV, LLC were $ 3,604,260 and $ 10,000,000 , respectively.
+Added: addition, Ms.
+Added: Findley and Claire Councill, a former investment professional of the Company until her departure on April 15, 2022, are
non-controlling members of the board of directors of Colombier Acquisition Corp., a special purpose acquisition company, which is sponsored
6 unchanged sentences
member of the board of directors of AltC Acquisition Corp.
−Removed: As of September 30, 2022, the fair values of the Company’s aggregate
−Removed: investments in each of Colombier Sponsor LLC and AltC Sponsor LLC were $ 2,711,841 and $ 250,000 , respectively.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: As of March 31, 2023, the fair values of the Company’s aggregate investments
+Added: in each of Colombier Sponsor LLC and AltC Sponsor LLC were $ 14,794,714 and $ 250,000 , respectively.
4— INVESTMENTS AT FAIR VALUE
6 unchanged sentences
Treasury securities.
−Removed: As of September 30, 2022, the Company had 64 positions in 39 portfolio companies.
+Added: As of March 31, 2023, the Company had 64 positions in 37 portfolio companies.
As of December 31, 2022, the Company
had 64 positions in 39 portfolio companies.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
following tables summarize the composition of the Company’s investment portfolio by security type at cost and fair value as of
−Removed: September 30, 2022 and December 31, 2021:
−Removed: SCHEDULE OF COMPOSITION OF INVESTMENT PORTFOLIO
−Removed: Portfolio Companies
+Added: March 31, 2023 and December 31, 2022:
+Added: OF COMPOSITION OF INVESTMENT PORTFOLIO
+Added: March 31, 2023
+Added: December 31, 2022
+Added: Percentage of
+Added: Percentage of
+Added: Private Portfolio Companies
+Added: Preferred Stock
$ 117,225,959
1 unchanged sentence
$ 118,472,118
−Removed: Private Portfolio Companies
−Removed: Traded Portfolio Companies
+Added: $ 117,214,465
+Added: Debt Investments
+Added: Total Private Portfolio Companies
Publicly Traded Portfolio Companies
−Removed: Portfolio Investments
+Added: Total Portfolio Investments
Non-Portfolio Investments
5 unchanged sentences
$ 242,245,395
−Removed: geographic and industrial compositions of the Company’s portfolio at fair value as of September 30, 2022 and December 31, 2021
−Removed: were as follows:
−Removed: of September 30, 2022
−Removed: of December 31, 2021
−Removed: $ 103,006,693
−Removed: $ 188,304,542
+Added: geographic and industrial compositions of the Company’s portfolio at fair value as of March 31, 2023 and December 31, 2022 were
+Added: As of March 31, 2023
+Added: As of December 31, 2022
+Added: Percentage of
+Added: Percentage of
+Added: Percentage of
+Added: Percentage of
+Added: Geographic Region
International
1 unchanged sentence
$ 157,188,578
−Removed: of September 30, 2022
−Removed: of December 31, 2021
−Removed: $ 109,048,688
+Added: As of March 31, 2023
+Added: As of December 31, 2022
+Added: Percentage of
+Added: Percentage of
+Added: Percentage of
+Added: Percentage of
+Added: Education Technology
+Added: Financial Technology
+Added: Big Data/Cloud
Social/Mobile
2 unchanged sentences
$ 157,188,578
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
table below details the composition of the Company’s industrial themes presented in the preceding tables:
−Removed: Data Analysis
−Removed: Gaming Licensing
+Added: Education Software
Innovation Platform
Micromobility
−Removed: On-Demand Commerce
Pharmaceutical
Estate Platform
−Removed: Fashion Rental
+Added: Subscription Fashion Rental
Improvement Finance
10 unchanged sentences
Sustainability
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
Valuation Inputs
fair values of the Company’s investments disaggregated into the three levels of the fair value hierarchy based upon the lowest
−Removed: level of significant input used in the valuation as of September 30, 2022 and December 31, 2021 are as follows:
+Added: level of significant input used in the valuation as of March 31, 2023 and December 31, 2022 are as follows:
OF FAIR VALUE OF INVESTMENT VALUATION INPUTS
−Removed: of September 30, 2022
−Removed: at Fair Value
−Removed: Portfolio Companies
+Added: As of March 31, 2023
+Added: Quoted Prices in
+Added: Active Markets for
+Added: Identical Securities
+Added: Significant Other
+Added: Investments at Fair Value
+Added: Private Portfolio Companies
+Added: Preferred Stock
$ 112,693,622
$ 112,693,622
−Removed: Portfolio Companies
−Removed: Traded Portfolio Companies
−Removed: Non-Portfolio
+Added: Debt Investments
+Added: Private Portfolio Companies
+Added: Publicly Traded Portfolio Companies
+Added: Non-Portfolio Investments
Treasury bills
−Removed: Investments at Fair Value
−Removed: $ 114,547,409
+Added: Total Investments at Fair Value
$ 153,553,152
$ 241,074,952
−Removed: of December 31, 2021
−Removed: at Fair Value
−Removed: Portfolio Companies
+Added: As of December 31, 2022
+Added: Quoted Prices in
+Added: Active Markets for
+Added: Identical Securities
+Added: Significant Other
+Added: Investments at Fair Value
+Added: Private Portfolio Companies
+Added: Preferred Stock
$ 117,214,465
$ 117,214,465
−Removed: Portfolio Companies
−Removed: Traded Portfolio Companies
−Removed: Traded Portfolio Companies
−Removed: Investments at Fair Value
+Added: Debt Investments
+Added: Private Portfolio Companies
+Added: Publicly Traded Portfolio Companies
+Added: Non-Portfolio Investments
+Added: Treasury bills
+Added: Total Investments at Fair Value
$ 143,865,093
$ 242,245,395
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
Unobservable Inputs for Level 3 Assets and Liabilities
−Removed: accordance with FASB ASC 820, Fair Value Measurement , the tables below provide quantitative information about the Company’s
−Removed: fair value measurements of its Level 3 assets as of September 30, 2022 and December 31, 2021.
−Removed: In addition to the techniques and inputs
−Removed: noted in the tables below, according to the Company’s valuation policy, the Company may also use other valuation techniques and
−Removed: methodologies when determining the Company’s fair value measurements.
+Added: accordance with FASB ASC 820, Fair Value Measurement , the tables below provide quantitative information about the fair value measurements
+Added: of the Company’s Level 3 assets as of March 31, 2023 and December 31, 2022.
+Added: In addition to the techniques and inputs noted in the
+Added: tables below, according to the Company’s valuation policy, the Board may also use other valuation techniques and methodologies
+Added: when determining the fair value measurements of the Company’s assets.
The tables below are not intended to be all-inclusive, but
−Removed: rather provide information on the significant Level 3 inputs as they relate to the Company’s fair value measurements.
−Removed: To the extent
−Removed: an unobservable input is not reflected in the tables below, such input is deemed insignificant with respect to the Company’s Level
−Removed: 3 fair value measurements as of September 30, 2022 and December 31, 2021.
+Added: rather provide information on the significant Level 3 inputs as they relate to the fair value measurements of the Company’s assets.
+Added: To the extent an unobservable input is not reflected in the tables below, such input is deemed insignificant with respect to the Company’s
+Added: Level 3 fair value measurements as of March 31, 2023 and December 31, 2022.
Significant changes in the inputs in isolation would result
3 unchanged sentences
OF FAIR VALUE OF ASSETS ON UNOBSERVABLE INPUT
−Removed: of September 30, 2022
+Added: As of March 31, 2023
Technique (1)
+Added: Unobservable Inputs (2)
(Weighted Average) (3)
−Removed: stock in private companies
−Removed: - 3.63 x ( 1.88 x)
−Removed: Liquidation Value
−Removed: - 10.99 x ( 9.38 x)
−Removed: stock in private companies
+Added: Common stock in private companies
+Added: Market approach
+Added: Revenue multiples
+Added: 1.01 x - 9.86 x ( 8.22 x)
+Added: Preferred stock in private companies
+Added: Market approach
+Added: Revenue multiples
+Added: 0.39 x - 7.99 x ( 2.36 x)
$ 112,693,622
−Removed: - 5.49 x ( 1.41 x)
−Removed: Liquidation Value
−Removed: - 5.49 x ( 2.25 x)
+Added: Discount rate
15.0 % ( 15.0 %)
+Added: Revenue multiples
1.8 x - 2.01 x
−Removed: pricing model
+Added: 10.0 % ( 10.0 %)
+Added: Financing Risk
+Added: 75.0 % ( 75.0 %)
+Added: Debt investments
+Added: Market approach
+Added: Revenue multiples
+Added: 0.39 x - 5.24 x ( 3.34 x)
+Added: Option pricing model
Term to expiration (Years)
0.75 x - 5.04 x
−Removed: of September 30, 2022, the Board used a hybrid market and income approach to value certain
−Removed: common and preferred stock investments as the Board felt this approach better reflected
−Removed: the fair value of these investments.
+Added: of March 31, 2023, the Board used a hybrid market and income approach to value certain common
+Added: and preferred stock investments as the Board felt this approach better reflected the fair
+Added: value of these investments.
In considering multiple valuation approaches (and consequently,
20 unchanged sentences
sales transactions of comparable companies.
−Removed: The Company carefully considers numerous factors
+Added: The Board carefully considers numerous factors
when selecting the appropriate companies whose multiples are used to value its portfolio
10 unchanged sentences
Expected Return Method, or “PWERM”.
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: of December 31, 2021
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
+Added: As of December 31, 2022
Technique (1)
+Added: Unobservable Inputs (2)
(Weighted Average) (3)
−Removed: stock in private companies
−Removed: - 9.62 x ( 6.00 x)
−Removed: - 36.28 x ( 23.03 x)
+Added: Common stock in private companies
+Added: Market approach
+Added: Revenue multiples
+Added: 1.06 x - 4.42 x ( 1.74 x)
+Added: Liquidation Value
+Added: 8.62 x - 12.62 x ( 10.94 x)
+Added: Preferred stock in private companies
$ 117,214,465
−Removed: - 9.62 x ( 6.63 x)
−Removed: stock in private companies
−Removed: - 9.62 x ( 3.04 x)
+Added: Market approach
+Added: Revenue multiples
+Added: 0.47 x - 5.45 x ( 2.38 x)
+Added: Liquidation Value
+Added: Discounted cash flow
+Added: Discount rate
+Added: 15.0 % ( 15.0 %)
+Added: Revenue multiples
1.17 x - 1.26 x
−Removed: pricing model
−Removed: to expiration (Years)
10.0 % ( 10.0 %)
+Added: Financing Risk
10.0 % ( 10.0 %)
−Removed: of December 31, 2021, the Company used a hybrid market and income approach to value certain
−Removed: common and preferred stock investments as the Company felt this approach better reflected
−Removed: the fair value of these investments.
+Added: Debt investments
+Added: Market approach
+Added: Revenue multiples
+Added: 0.47 x - 5.45 x ( 3.6 x)
+Added: Option pricing model
+Added: Term to expiration (Years)
+Added: 1.00 x - 5.29 x ( 1.65 x)
+Added: Discounted cash flow
+Added: Discount Rate
+Added: 15.0 % ( 15.0 %)
+Added: of December 31, 2022, the Board used a hybrid market and income approach to value certain
+Added: common and preferred stock investments as the Board felt this approach better reflected the
+Added: fair value of these investments.
In considering multiple valuation approaches (and consequently,
7 unchanged sentences
at Fair Value ” for more detail.
−Removed: Company considers all relevant information that can reasonably be obtained when determining
+Added: Board considers all relevant information that can reasonably be obtained when determining
the fair value of Level 3 investments.
23 unchanged sentences
Expected Return Method, or “PWERM”.
−Removed: (6) Discount for Lack of Marketability, or “DLOM”
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: aggregate values of Level 3 assets and liabilities changed during the nine months ended September 30, 2022 as follows:
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
+Added: aggregate values of Level 3 assets and liabilities changed during the three months ended March 31, 2023 as follows:
OF AGGREGATE VALUE OF ASSETS AND LIABILITIES
−Removed: Months Ended September 30, 2022
−Removed: Value as of December 31, 2021
−Removed: $ 163,801,798
−Removed: $ 214,632,504
−Removed: out of Level 3 (1)
−Removed: ( 6,918,251 )
−Removed: ( 1,775,506 )
−Removed: ( 8,742,396 )
−Removed: capitalized fees and interest
−Removed: Sales/Maturity of
−Removed: ( 1,624,470 )
−Removed: gains/(losses)
−Removed: change in unrealized appreciation/(depreciation) included in earnings
−Removed: ( 16,377,869 )
+Added: Three Months Ended March 31, 2023
+Added: Fair Value as of December 31, 2022
$ 117,214,465
$ 143,865,093
+Added: Purchases, capitalized fees and interest
+Added: Sales/Maturity of investments
+Added: Exercises and conversions (1)
( 3,249,855 )
−Removed: Value as of September 30, 2022
+Added: Realized gains/(losses)
+Added: Net change in unrealized appreciation/(depreciation) included in earnings
( 3,274,686 )
( 1,213,951 )
−Removed: change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of September 30, 2022
+Added: Fair Value as of March 31, 2023
$ 112,693,622
$ 153,553,152
+Added: Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of March 31, 2023
$ ( 3,274,686 )
$ ( 1,215,614 )
−Removed: the nine months ended September 30, 2022, the Company’s portfolio investments had the
+Added: During the three months ended March 31,
+Added: 2023 , the Company’s portfolio investments had the
following corporate actions which are reflected above:
−Removed: Shares, Class AA
−Removed: Junior Preferred Shares
−Removed: Junior Preferred Warrants, Strike Price $ 12.42 , Expiration Date 11/9/2025
−Removed: Common shares (Level 2)
−Removed: Common warrants, Strike Price $ 3.98 , Expiration Date 11/9/2025 (Level 2)
+Added: Technologies, Inc.
+Added: shares, Series D
+Added: Simple Agreement for Future Equity
+Added: Preferred shares, Series 1
+Added: Preferred shares, Series 2
+Added: A Common Shares
aggregate values of Level 3 assets and liabilities changed during the year ended December 31, 2022 as follows:
−Removed: Ended December 31, 2021
−Removed: Value as of December 31, 2020
+Added: Year Ended December 31, 2022
+Added: Fair Value as of December 31, 2021
$ 163,801,798
$ 214,632,504
−Removed: Fair Value, Beginnng
+Added: Fair value beginning balance
$ 163,801,798
$ 214,632,504
−Removed: out of Level 3 (1)
+Added: Transfers out of Level 3 (1)
( 6,918,251 )
1 unchanged sentence
( 8,742,396 )
+Added: Purchases, capitalized fees and interest
+Added: Sales/Maturity of investments
( 1,000,000 )
( 1,874,470 )
−Removed: capitalized fees and interest
−Removed: Sales/Maturity of
+Added: Realized gains/(losses)
+Added: Net change in unrealized appreciation/(depreciation) included in earnings
( 16,535,469 )
1 unchanged sentence
( 1,873,780 )
−Removed: gains/(losses)
−Removed: change in unrealized appreciation/(depreciation) included in earnings
( 83,021,195 )
−Removed: Value as of December 31, 2021
+Added: Fair Value as of December 31, 2022
$ 117,214,465
$ 143,865,093
−Removed: Fair Value, Ending
+Added: Fair value ending balance
$ 117,214,465
$ 143,865,093
−Removed: change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of December 31, 2021
+Added: Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of December 31, 2022
$ ( 7,023,165 )
−Removed: Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held
$ ( 63,138,372 )
−Removed: the year ended December 31, 2021, the Company’s portfolio investments had the following corporate actions which are reflected above:
−Removed: shares, Series F 8 %
−Removed: shares, Series B 8 %
−Removed: Common shares (Level 2)
−Removed: Capital Corp.
−Removed: shares, Class A
−Removed: Public Common shares (Level 2)
−Removed: Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage Real Estate Corp.)
−Removed: Common shares (Level 2)
−Removed: Place for Rover, Inc.
−Removed: (f/k/a DogVacay, Inc.)
−Removed: Public Common shares
−Removed: Technology, Inc.
−Removed: shares, Series B 6 %
−Removed: shares, Series A 6 %
−Removed: Promissory Note 14 % Due 1/30/2024
−Removed: Common shares (Level 2)
−Removed: Holdings, Inc.
−Removed: Common shares (Level 2)
−Removed: the Runway, Inc.
−Removed: shares, Series G
+Added: $ ( 1,624,324 )
+Added: $ ( 70,818,192 )
+Added: the year ended December 31, 2022, the Company’s portfolio investments had the following
+Added: corporate actions which are reflected above:
+Added: Shares, Class AA
+Added: Preferred Shares
+Added: Preferred Warrants, Strike Price $ 12.42 , Expiration Date 11/9/2025
Common shares (Level 2)
−Removed: CAPITAL CORP.
+Added: warrants, Strike Price $ 3.98 , Expiration Date 11/9/2025 (Level 2)
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED
+Added: FINANCIAL STATEMENTS
+Added: March 31, 2023
of Investments In, and Advances to, Affiliates
−Removed: during the nine months ended September 30, 2022 involving the Company’s controlled investments and non-controlled/affiliate investments
+Added: during the three months ended March 31, 2023 involving the Company’s controlled investments and non-controlled/affiliate investments
were as follows:
4 unchanged sentences
Gains/(Losses)
−Removed: Gains/(Losses)
−Removed: Value at September 30, 2022
+Added: Value at March 31, 2023
INVESTMENTS * (2)
1 unchanged sentence
Sponsor LLC**–Class W Units (7)
+Added: $ ( 563,487 )
+Added: Total Options
(f/k/a GSV Sustainability Partners, Inc.)–Preferred shares, Class A (4)
−Removed: Preferred Stock
+Added: Total Preferred
(f/k/a GSV Sustainability Partners, Inc.)–Common shares
6 unchanged sentences
INVESTMENTS * (1)
+Added: Debt Investments
Innovation Platform
(f/k/a NestGSV, Inc.) –Convertible Promissory Note 8%, Due 8/23/2024 (3)
−Removed: Debt Investments
−Removed: Research, Inc.–Preferred shares, Series C
+Added: Maven Research,
+Added: Inc.–Preferred shares, Series C
Research, Inc.–Preferred shares, Series B
1 unchanged sentence
Media Platform
−Removed: Media, Inc.–Preferred shares, Series C-2 6%
−Removed: Media, Inc.–Preferred shares, Series B 6%
−Removed: Media, Inc.–Preferred shares, Series A 6%
+Added: Inc.–Preferred shares, Series C-2 6% (8)
+Added: Inc.–Preferred shares, Series B 6% (8)
+Added: Inc.–Preferred shares, Series A 6% (8)
Media, Inc.–Preferred shares, Series Seed 6% (8)
5 unchanged sentences
Interactive Learning
−Removed: ( 2,108,140 )
−Removed: Preferred Stock
−Removed: ( 2,108,140 )
+Added: Total Preferred
Media Platform
−Removed: Media, Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028
+Added: Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028 (8)
Innovation Platform
(f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023
(f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (6)
−Removed: ( 1,638,533 )
Global Innovation Platform
−Removed: ( 1,573,154 )
−Removed: ( 1,573,154 )
Inc.–Common shares
27 unchanged sentences
believes do not represent “qualifying assets”
−Removed: under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”).
−Removed: Of the Company’s total investments as of September 30, 2022, 14.63 % of its total investments
−Removed: are non-qualifying assets.
+Added: under Section 55(a) of the 1940 Act.
+Added: Of the Company’s total investments as of March
+Added: 31, 2023, 20.49 % of its total investments are non-qualifying assets.
*** Investment
6 unchanged sentences
if SuRo Capital Corp.
−Removed: beneficially owns, directly or indirectly, between 5% and 25% of
−Removed: the voting securities ( i.e.
−Removed: , securities with the right to elect directors) of such
+Added: beneficially owns,
+Added: directly or indirectly, between 5% and 25% of the voting securities ( i.e.
+Added: with the right to elect directors) of such company.
Investments” are investments in those companies that are “Controlled Companies”
1 unchanged sentence
In general, under the 1940 Act, the Company
−Removed: would “Control” a portfolio company if the Company beneficially owns, directly or indirectly, more than 25% of its
−Removed: outstanding voting securities (i.e., securities with the right to elect directors) and/or
−Removed: had the power to exercise control over the management or policies of such portfolio company.
−Removed: of September 30, 2022, the investments noted had been placed on non-accrual status.
+Added: would “Control” a portfolio company if the Company beneficially owns, directly
+Added: or indirectly, more than 25% of its outstanding voting securities (i.e., securities with
+Added: the right to elect directors) and/or had the power to exercise control over the management
+Added: or policies of such portfolio company.
+Added: of March 31, 2023, the investments noted had been placed on non-accrual status.
(f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital
14 unchanged sentences
(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,
−Removed: while SuRo Capital Corp.
+Added: ending August 23, 2024, while SuRo Capital Corp.
can put the shares to OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) at the
−Removed: end of the five year period.
+Added: NestGSV, Inc.) at the end of the five year period.
(7) Colombier
2 unchanged sentences
stock purchase, reorganization or similar business combination with one or more businesses.
+Added: (8) On March 1, 2023, Ozy Media, Inc.
+Added: suspended operations.
CAPITAL CORP.
4 unchanged sentences
were as follows:
−Removed: OF INVESTMENTS IN AND ADVANCES TO AFFILIATES
Type/Industry/Portfolio
17 unchanged sentences
INVESTMENTS * (1)
−Removed: (d/b/a CorpU)–Senior Subordinated Convertible Promissory Note 4% Due 2/14/2023
−Removed: $ ( 1,344,981 )
Innovation Platform
1 unchanged sentence
Debt Investments
−Removed: ( 1,344,981 )
−Removed: (d/b/a CorpU)–Convertible preferred shares, Series D 6%
−Removed: ( 1,159,243 )
−Removed: (d/b/a CorpU) -Convertible preferred shares, Series C 8%
−Removed: ( 3,504,871 )
−Removed: Corporate Education
−Removed: ( 4,664,114 )
−Removed: Research, Inc.–Preferred shares, Series C
+Added: Maven Research,
+Added: Inc.–Preferred shares, Series C
Research, Inc.–Preferred shares, Series B
1 unchanged sentence
Media Platform
−Removed: Media, Inc.–Preferred shares, Series C-2 6%
−Removed: ( 1,865,547 )
−Removed: Media, Inc.–Preferred shares, Series B 6%
−Removed: ( 3,350,952 )
−Removed: Media, Inc.–Preferred shares, Series A 6%
−Removed: ( 2,824,679 )
+Added: Inc.–Preferred shares, Series C-2 6%
+Added: Inc.–Preferred shares, Series B 6%
+Added: Inc.–Preferred shares, Series A 6%
Media, Inc.–Preferred shares, Series Seed 6%
−Removed: ( 1,294,645 )
Digital Media Platform
−Removed: ( 9,335,823 )
LLC–Preferred shares, Series D 8% (5)
3 unchanged sentences
Interactive Learning
−Removed: Preferred Stock
( 1,879,887 )
+Added: Preferred Stock
( 1,879,887 )
Media Platform
−Removed: Media, Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028
+Added: Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028
Innovation Platform
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series A-3 - Strike Price $ 1.33 , Expiration Date 4/4/2021
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series A-4, Strike Price $ 1.33 , Expiration Date 7/18/2021
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series A-4, Strike Price $ 1.33 , Expiration Date 10/6/2021
(f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 5/29/2022
(f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023
−Removed: Security, Expiration Date 8/23/2024 (6)
−Removed: Global Innovation Platform
−Removed: Inc.–Common shares
−Removed: Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage Real Estate Corp.)**–Common shares*** (8)
+Added: (f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (6)
( 1,616,141 )
+Added: Global Innovation Platform
( 1,550,762 )
( 1,550,762 )
+Added: Inc.–Common shares
NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)
$ ( 1,947,548 )
−Removed: $ ( 6,009,095 )
−Removed: $ ( 2,902,520 )
CAPITAL CORP.
22 unchanged sentences
Accounting Policies—Investments at Fair Value”).
−Removed: assets that SuRo Capital Corp.
−Removed: believes do not represent “qualifying assets”
−Removed: under Section 55(a) of the 1940 Act.
−Removed: Of the Company’s total investments as of December
−Removed: 31, 2021, 26.91 % of its total investments are non-qualifying assets.
+Added: Indicates assets that SuRo Capital Corp.
+Added: believes do not represent “qualifying assets” under Section 55(a) of the 1940 Act.
+Added: Of the Company’s total investments
+Added: as of December 31, 2022, 14.47 % of its total investments are non-qualifying assets.
*** Investment
6 unchanged sentences
if SuRo Capital Corp.
−Removed: owns 5% or more of
−Removed: the voting securities ( i.e.
−Removed: , securities with the right to elect directors) of such
+Added: beneficially owns,
+Added: directly or indirectly, between 5% and 25% of the voting securities ( i.e.
+Added: with the right to elect directors) of such company.
Investments” are investments in those companies that are “Controlled Companies”
1 unchanged sentence
In general, under the 1940 Act, the Company
−Removed: would “Control” a portfolio company if the Company owned more than 25% of its
−Removed: outstanding voting securities (i.e., securities with the right to elect directors) and/or
−Removed: had the power to exercise control over the management or policies of such portfolio company.
+Added: would “Control” a portfolio company if the Company beneficially owns, directly
+Added: or indirectly, more than 25% of its outstanding voting securities (i.e., securities with
+Added: the right to elect directors) and/or had the power to exercise control over the management
+Added: or policies of such portfolio company.
of December 31, 2022, the investments noted had been placed on non-accrual status.
15 unchanged sentences
(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,
−Removed: while SuRo Capital Corp.
+Added: ending August 23, 2024, while SuRo Capital Corp.
can put the shares to OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) at the
−Removed: end of the five year period.
−Removed: of December 31, 2021, the total $ 10.0 million capital commitment representing SuRo Capital
−Removed: Corp.’s Membership Interest in Architect Capital PayJoy SPV, LLC had been called and
−Removed: the year ended December 31, 2021, NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage Real
−Removed: Estate Corp.) declared an aggregate of approximately $ 0.3 million in dividend distributions,
−Removed: of which approximately $ 0.1 million reflects the dividend income earned while NewLake Capital
−Removed: Partners, Inc.
−Removed: (f/k/a GreenAcreage Real Estate Corp.) was a non-controlled/affiliate investment.
−Removed: SuRo Capital Corp.
−Removed: does not anticipate that NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage
−Removed: Real Estate Corp.) will pay distributions on a recurring or regular basis or become a predictable
−Removed: distributor of distributions.
−Removed: On August 20, 2021, NewLake Capital Partners, Inc.(f/k/a GreenAcreage
−Removed: Real Estate Corp.) went public via an initial public offering on the OTCQX.
−Removed: As of December
−Removed: 31, 2021, none of SuRo Capital Corp.’s common shares in NewLake Capital Partners, Inc.
−Removed: (f/k/a GreenAcreage Real Estate Corp.) were subject to lock-up restrictions.
+Added: NestGSV, Inc.) at the end of the five year period.
(7) Colombier
7 unchanged sentences
Repurchase Program
−Removed: August 8, 2017, the Company announced a $ 5.0
−Removed: million discretionary open-market share repurchase program of shares of the Company’s common stock, $ 0.01
−Removed: par value per share, of up to $ 5.0
−Removed: million until the earlier of (i) August 6, 2018 or (ii) the repurchase of $ 5.0
+Added: August 8, 2017, the Company announced a $ 5.0 million discretionary open-market share repurchase program of shares of the Company’s
+Added: common stock, $ 0.01 par value per share, of up to $ 5.0 million until the earlier of (i) August 6, 2018 or (ii) the repurchase of $ 5.0
million in aggregate amount of the Company’s common stock (the “Share Repurchase Program”).
−Removed: On November 7, 2017,
−Removed: the Company’s Board of Directors authorized an extension of, and an increase in the amount of shares of the Company’s
−Removed: common stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) November 6, 2018 or
−Removed: (ii) the repurchase of $ 10.0
−Removed: million in aggregate amount of the Company’s common stock.
−Removed: On May 3, 2018, the Company’s Board of Directors authorized a
−Removed: million increase in the amount of shares of the Company’s common stock that may be repurchased under the discretionary Share
−Removed: Repurchase Program until the earlier of (i) November 6, 2018 or (ii) the repurchase of $ 15.0
−Removed: million in aggregate amount of the Company’s common stock.
−Removed: On November 1, 2018, our Board of Directors authorized a $ 5.0
−Removed: million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase
−Removed: Program until the earlier of (i) October 31, 2019 or (ii) the repurchase of $ 20.0
−Removed: million in aggregate amount of our common stock.
−Removed: On August 5, 2019, our Board of Directors authorized a $ 5.0
−Removed: million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase
−Removed: Program until the earlier of (i) August 4, 2020 or (ii) the repurchase of $ 25.0
−Removed: million in aggregate amount of our common stock.
−Removed: On March 9, 2020, our Board of Directors authorized a $ 5.0
−Removed: million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase
−Removed: Program until the earlier of (i) March 8, 2021 or (ii) the repurchase of $ 30.0
−Removed: million in aggregate amount of our common stock.
−Removed: On October 28, 2020, our Board of Directors authorized a $ 10.0
−Removed: million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase
−Removed: Program until the earlier of (i) October 31, 2021 or (ii) the repurchase of $ 40.0
−Removed: million in aggregate amount of our common stock.
−Removed: On October 27, 2021, our Board of Directors approved an extension of the Share
−Removed: Repurchase Program until the earlier of (i) October 31, 2022 or (ii) the repurchase of $ 40.0
−Removed: million in aggregate amount of our common stock.
−Removed: On March 13, 2022, our Board of Directors authorized a $ 15.0
−Removed: million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase
−Removed: Program until the earlier of (i) October 31, 2022 or (ii) the repurchase of $ 55.0
−Removed: million in aggregate amount of our common stock.
−Removed: On October 19, 2022, the Company’s Board of Directors approved an extension of the Share Repurchase Program
−Removed: until the earlier of (i) October 31, 2023 or (ii) the repurchase of $ 55.0 million in aggregate amount of the Company’s common stock.
+Added: On November 7, 2017, the
+Added: Company’s Board of Directors authorized an extension of, and an increase in the amount of shares of the Company’s common
+Added: stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) November 6, 2018 or (ii) the
+Added: repurchase of $ 10.0 million in aggregate amount of the Company’s common stock.
+Added: On May 3, 2018, the Company’s Board of Directors
+Added: authorized a $ 5.0 million increase in the amount of shares of the Company’s common stock that may be repurchased under the discretionary
+Added: Share Repurchase Program until the earlier of (i) November 6, 2018 or (ii) the repurchase of $ 15.0 million in aggregate amount of the
+Added: Company’s common stock.
+Added: On November 1, 2018, our Board of Directors authorized a $ 5.0 million increase in the amount of shares
+Added: of our common stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) October 31, 2019
+Added: or (ii) the repurchase of $ 20.0 million in aggregate amount of our common stock.
+Added: On August 5, 2019, our Board of Directors authorized
+Added: a $ 5.0 million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase
+Added: Program until the earlier of (i) August 4, 2020 or (ii) the repurchase of $ 25.0 million in aggregate amount of our common stock.
+Added: 9, 2020, our Board of Directors authorized a $ 5.0 million increase in the amount of shares of our common stock that may be repurchased
+Added: under the discretionary Share Repurchase Program until the earlier of (i) March 8, 2021 or (ii) the repurchase of $ 30.0 million in aggregate
+Added: amount of our common stock.
+Added: On October 28, 2020, our Board of Directors authorized a $ 10.0 million increase in the amount of shares of
+Added: our common stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) October 31, 2021 or
+Added: (ii) the repurchase of $ 40.0 million in aggregate amount of our common stock.
+Added: On October 27, 2021, our Board of Directors approved an
+Added: extension of the Share Repurchase Program until the earlier of (i) October 31, 2022 or (ii) the repurchase of $ 40.0 million in aggregate
+Added: amount of our common stock.
+Added: On March 13, 2022, our Board of Directors authorized a $ 15.0 million increase in the amount of shares of
+Added: our common stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) October 31, 2022 or
+Added: (ii) the repurchase of $ 55.0 million in aggregate amount of our common stock.
+Added: On October 19, 2022, the Company’s Board of Directors
+Added: approved an extension of the Share Repurchase Program until the earlier of (i) October 31, 2023 or (ii) the repurchase of $ 55.0 million
+Added: in aggregate amount of the Company’s common stock.
timing and number of shares to be repurchased will depend on a number of factors, including market conditions and alternative investment
5 unchanged sentences
applicable provisions of the 1940 Act and the Securities Exchange Act of 1934, as amended.
−Removed: the three and nine months ended September 30, 2022, the Company repurchased 0 and 1,008,676 shares, respectively, of the Company’s
−Removed: common stock under the Share Repurchase Program.
−Removed: During the three and nine months ended September 30, 2021, the Company did not repurchase
−Removed: any shares of common stock under the Share Repurchase Program.
−Removed: As of September 30, 2022, the dollar value of shares that remained available
−Removed: to be purchased by the Company under the Share Repurchase Program was approximately $ 16.4 million.
−Removed: Dutch Auction Tender Offer
−Removed: August 8, 2022, the Company commenced a modified “Dutch Auction” tender offer (the “Modified Dutch Auction Tender Offer”)
−Removed: to purchase up to 2,000,000 shares of its common stock from it’s stockholders, which expired on September 2, 2022 .
−Removed: In accordance
−Removed: with the terms of the Modified Dutch Auction Tender Offer, the Company selected the lowest price per share of not less than $ 6.00 per
−Removed: share and not greater than $ 7.00 per share.
−Removed: to the Modified Dutch Auction Tender Offer, the Company repurchased 2,000,000 shares, representing 6.6 % of its outstanding shares, on
−Removed: or about September 12, 2022 at a price of $ 6.60 per share.
−Removed: The Company used available cash to fund the purchases of its shares of common
−Removed: stock in the Modified Dutch Auction Tender Offer and to pay for all related fees and expenses.
+Added: the three months ended March 31, 2023, the Company did no t repurchase any shares of the Company’s common stock under the Share
+Added: Repurchase Program.
+Added: During the three months ended March 31, 2022, the Company repurchased 153,517
+Added: shares of the Company’s common stock under the Share Repurchase Program.
+Added: As of March 31, 2023, the dollar value of shares that
+Added: remained available to be purchased by the Company under the Share Repurchase Program was approximately $ 16.4
+Added: On October 19, 2022, the Company’s Board of Directors approved an extension of the Share Repurchase Program until the earlier of (i) October
+Added: 31, 2023 or (ii) the repurchase of $ 55.0 million in aggregate amount of the Company’s common stock.
CAPITAL CORP.
4 unchanged sentences
under the Amended & Restated 2019 Equity Incentive Plan (as defined therein).
−Removed: Paid in Common Stock
−Removed: May 4, 2021, the Company’s Board of Directors declared a dividend of $ 2.50 per share that was paid on June 30, 2021 to stockholders
−Removed: of record as of the close of business on May 18, 2021.
−Removed: The ex-dividend date was May 17, 2021.
−Removed: The dividend was paid in cash and shares
−Removed: of the Company’s common stock at the election of the stockholders, although the total amount of cash to be distributed to all stockholders
−Removed: was limited to no more than 50% of the total dividend paid to all stockholders.
−Removed: The total dividend amount paid to all stockholders consisted
−Removed: of approximately $ 30.0 million in cash and 2,335,527 in shares of common stock issued.
−Removed: August 3, 2021, the Company’s Board of Directors declared a dividend of $ 2.25 per share that was paid on September 30, 2021 to
−Removed: stockholders of record as of the close of business on August 18, 2021.
−Removed: The ex-dividend date was August 17, 2021.
−Removed: The dividend was paid
−Removed: in cash and shares of the Company’s common stock at the election of the stockholders, although the total amount of cash to be distributed
−Removed: to all stockholders was limited to no more than 50% of the total dividend paid to all stockholders.
−Removed: The total dividend amount paid to
−Removed: all stockholders consisted of approximately $ 29.6 million in cash and 2,225,193 in shares of common stock issued.
−Removed: November 2, 2021, the Company’s Board of Directors declared a dividend of $ 2.00 per share that was paid on December 30, 2021 to
−Removed: stockholders of record as of the close of business on November 17, 2021.
−Removed: The ex-dividend date was November 16, 2021.
−Removed: The dividend was
−Removed: paid in cash and shares of the Company’s common stock at the election of the stockholders, although the total amount of cash to
−Removed: be distributed to all stockholders was limited to no more than 50% of the total dividend paid to all stockholders.
−Removed: The total dividend
−Removed: amount paid to all stockholders consisted of approximately $ 28.5 million in cash and 2,170,807 in shares of common stock issued.
−Removed: of 4.75% Convertible Senior Notes due 2023
−Removed: the three and nine months ended September 30, 2021, the Company issued 0 and 4,097,808 shares, respectively, of its common stock and
−Removed: cash for fractional shares upon the conversion of approximately $ 37.9 million in aggregate principal amount of the 4.75% Convertible
−Removed: Senior Notes due 2023.
−Removed: The Company also redeemed approximately $ 0.3 million of aggregate principal amount for cash plus accrued and unpaid
−Removed: interest on March 29, 2021.
−Removed: During the year ended December 31, 2020, the Company issued 174,888 shares of its common stock and cash for
−Removed: fractional shares upon the conversion of $ 1,785,000 in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.
−Removed: to “Note 10—Debt Capital Activities” for more detail regarding conversion terms.
At-the-Market
13 unchanged sentences
make investments in portfolio companies in accordance with its investment objective and strategy and for general corporate purposes.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
of the Shares, if any, will be made by any method that is deemed to be an “at-the-market” offering as defined in Rule 415
7 unchanged sentences
agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions.
−Removed: the three and nine months ended September 30, 2022, the Company issued and sold 0 and 17,807 shares, respectively, under the ATM Program
−Removed: at a weighted-average price of $ 13.01 per share, for gross proceeds of $ 231,677 and net proceeds of $ 229,896 , after deducting commissions
−Removed: to the Agents on Shares sold.
−Removed: As of September 30, 2022, up to approximately $ 98.8 million in aggregate amount of the Shares remain available
−Removed: for sale under the ATM Program.
+Added: the three months ended March 31, 2023, the Company did no t issue or sell shares under the ATM program.
+Added: During the three months ended March 31, 2022, the Company issued and sold 17,807 Shares under the ATM Program at
+Added: weighted-average price of $ 13.01 per share, for gross proceeds of $ 231,677 and net proceeds of $ 229,896 , after deducting commissions to
+Added: the Agents on Shares sold.
+Added: As of March 31, 2023, up to
+Added: approximately $ 98.8 million
+Added: in aggregate amount of the Shares remain available for sale under the ATM Program.
6— NET CHANGE IN NET ASSETS RESULTING FROM OPERATIONS PER COMMON SHARE—BASIC AND DILUTED
following information sets forth the computation of basic and diluted net increase in net assets resulting from operations per common
−Removed: share, pursuant to ASC 260, for the three and nine months ended September 30, 2022 and 2021.
+Added: share, pursuant to ASC 260, for the three months ended March 31, 2023 and 2022.
OF BASIC AND DILUTED COMMON SHARE
−Removed: Months Ended September 30,
−Removed: Months Ended September 30,
+Added: Months Ended March 31,
per common share–basic:
1 unchanged sentence
from operations
−Removed: $ ( 45,902,250 )
−Removed: $ ( 119,785,483 )
−Removed: $ 156,607,831
Weighted-average common
2 unchanged sentences
Net change in net assets resulting from operations
−Removed: $ ( 45,902,250 )
−Removed: $ ( 119,785,483 )
−Removed: $ 156,607,831
−Removed: for interest and amortization on 4.75% Convertible Senior Notes due 2023 (1)
−Removed: change in net assets resulting from operations, as adjusted
−Removed: $ ( 45,902,250 )
−Removed: $ ( 119,785,483 )
−Removed: $ 157,108,896
−Removed: for dilutive effect of 4.75% Convertible Senior Notes due 2023 (1)
Weighted-average common
1 unchanged sentence
per common share–diluted
−Removed: the three and nine months ended September 30, 2022 and the three months ended September 30, 2021, there were no
−Removed: potentially dilutive securities outstanding.
−Removed: For the nine months ended September 30, 2021, 0 potentially dilutive common shares were excluded from the weighted-average
−Removed: common shares outstanding for diluted net increase in net assets resulting from operations per common share.
+Added: the three months ended March 31, 2023 and March 31, 2022, there were no potentially dilutive securities outstanding.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
7— COMMITMENTS AND CONTINGENCIES
1 unchanged sentence
company at some future date or over a specified period of time.
−Removed: As of September 30, 2022 and December 31, 2021, the Company had $ 1,330,000
−Removed: and $ 1,330,000 , respectively, in non-binding investment agreements that required it to make a future investment in a portfolio company.
time to time, the Company may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating
4 unchanged sentences
The Company is not currently a party to any material legal proceedings.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Leases & Related Deposits
4 unchanged sentences
lease cost that is amortized on a straight-line basis over the life of the lease.
−Removed: of September 30, 2022 and December 31, 2021, the Company booked a right-of-use asset and operating lease liability of $ 333,882 and $ 470,508 ,
+Added: of March 31, 2023 and December 31, 2022, the Company booked a right-of-use asset and operating lease liability of $ 252,135 and $ 288,268 ,
respectively, on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: As of September 30, 2022 and December 31, 2021, the
−Removed: Company recorded a security deposit of $ 16,574 and $ 16,574 , respectively, on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: For the three months ended September 30, 2022 and 2021, the Company incurred $ 48,738 and $ 47,362 , respectively, of operating lease expense.
−Removed: For the nine months ended September 30, 2022 and 2021, the Company incurred $ 143,459 and $ 139,406 , respectively, of operating lease expense.
+Added: As of March 31, 2023 and December 31, 2022, the Company
+Added: recorded a security deposit of $ 16,574 and $ 16,574 , respectively, on the Condensed Consolidated Statement of Assets and Liabilities.
+Added: For the three months ended March 31, 2023 and 2022, the Company incurred $ 48,723 and $ 47,332 , respectively, of operating lease expense.
The amounts reflected on the Condensed Consolidated Statement of Assets and Liabilities have been discounted using the rate implicit
in the lease.
−Removed: As of September 30, 2022, the remaining lease term was 1.8 years and the discount rate was 3.00 %.
−Removed: following table shows future minimum payments under the Company’s operating lease as of September 30, 2022:
+Added: As of March 31, 2023, the remaining lease term was 1.3 years and the discount rate was 3.00 %.
+Added: following table shows future minimum payments under the Company’s operating lease as of March 31, 2023:
OF FUTURE MINIMUM PAYMENTS OF OPERATING LEASE
−Removed: the Years Ended December 31,
+Added: Years Ended December 31,
CAPITAL CORP.
3 unchanged sentences
OF FINANCIAL HIGHLIGHTS
−Removed: Months Ended September 30,
−Removed: Months Ended September 30,
−Removed: Per Basic Share Data
−Removed: Net asset value at beginning of
−Removed: Net investment
−Removed: gain/(loss) on investments (1)
−Removed: in unrealized appreciation/(depreciation) of investments (1)
−Removed: Dividends declared
−Removed: Issuance of common stock
−Removed: from stock dividend
+Added: Months Ended March 31,
+Added: Basic Share Data
+Added: asset value at beginning of the year
+Added: investment loss (1)
+Added: realized gain on investments (1)
+Added: change in unrealized appreciation/(depreciation) of investments (1)
of common stock from public offering (1)
−Removed: of common stock from conversion of 4.75% Convertible Notes due 2023 (1)
−Removed: Repurchase of common stock (1)
+Added: of common stock (1)
compensation (1)
−Removed: Net asset value at
−Removed: end of period
−Removed: Per share market value at end of period
−Removed: Total return based on market
−Removed: Total return based on net
−Removed: asset value (2)
−Removed: Shares outstanding at end of period
−Removed: Ratios/Supplemental Data:
−Removed: Net assets at end of period
−Removed: $ 221,783,611
−Removed: $ 425,766,489
−Removed: $ 221,783,611
−Removed: $ 425,766,489
−Removed: Average net assets
+Added: asset value at end of period
+Added: share market value at end of period
+Added: return based on market value (2)
+Added: return based on net asset value (2)
+Added: outstanding at end of period
+Added: Ratios/Supplemental
+Added: assets at end of period
$ 215,043,069
3 unchanged sentences
of net operating expenses to average net assets (3)
−Removed: Ratio of net investment loss
−Removed: to average net assets (3)
−Removed: Portfolio Turnover Ratio
+Added: of net investment loss to average net assets (3)
+Added: Turnover Ratio
on weighted-average number of shares outstanding for the relevant period.
−Removed: return based on market value is based upon the change in market price per share between the
−Removed: opening and ending market values per share in the period, adjusted for dividends and equity
−Removed: Total return based on net asset value is based upon the change in net asset value
−Removed: per share between the opening and ending net asset values per share in the period, adjusted
−Removed: for dividends and equity issuances.
−Removed: the ratios are calculated for the Company’s common stock taken as a whole, an individual
−Removed: investor’s ratios may vary from these ratios.
+Added: return based on market value is based upon the change in market price per share between the opening and ending market values per share
+Added: in the period, adjusted for dividends and equity issuances.
+Added: Total return based on net asset value is based upon the change in net asset
+Added: value per share between the opening and ending net asset values per share in the period, adjusted for dividends and equity issuances.
+Added: Financial highlights for periods of less than one year are annualized and the ratios of operating expenses to average
+Added: net assets and net investment loss to average net assets are adjusted accordingly.
+Added: the ratios are calculated for the Company’s common stock taken as a whole, an individual investor’s ratios may vary from
+Added: these ratios.
CAPITAL CORP.
22 unchanged sentences
stockholders.
−Removed: the three and nine months ended September 30, 2022, the Company declared distributions of $ 0 and $ 0.11 per share, respectively.
−Removed: The determination
−Removed: of the tax attributes of the Company’s distributions is made annually as of the end of the Company’s taxable year generally
−Removed: based upon its taxable income for the full taxable year and distributions paid for the full taxable year.
−Removed: As a result, a determination
−Removed: made on a by-dividend basis may not be representative of the actual tax attributes of the Company’s distributions for a full taxable
−Removed: If the Company had determined the tax attributes of our distributions taxable year-to-date as of September 30, 2022, 100 % would
−Removed: be from net realized investment gains.
−Removed: However, there can be no certainty to stockholders that this determination is representative of
−Removed: what the actual tax attributes of the Company’s fiscal year of 2022 distributions to stockholders will be.
a RIC, the Company will be subject to a 4 % nondeductible U.S.
27 unchanged sentences
generated by these taxable subsidiaries generally would be subject to tax at normal corporate tax rates based on its taxable income.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Company intends to timely distribute to its stockholders substantially all of its annual taxable income for each year, except that it
2 unchanged sentences
federal excise tax.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Company is required to include net deferred tax provision/benefit in calculating its total expenses even though these net deferred taxes
9 unchanged sentences
Company and the Taxable Subsidiaries identified their major tax jurisdictions as U.S.
−Removed: federal, New York, and California and may be subject
−Removed: to the taxing authorities’ examination for the tax years 2019–2022 and 2018–2022, respectively.
−Removed: Further, the Company
−Removed: and the Taxable Subsidiaries accrue all interest and penalties related to uncertain tax positions as incurred.
−Removed: As of September 30, 2022,
−Removed: there were no material interest or penalties incurred related to uncertain tax positions.
+Added: federal, New York, and California and may be
+Added: subject to the taxing authorities’ examination for the tax years 2020–2023 in New York and 2019–2023 in California,
+Added: respectively.
+Added: Further, the Company and the Taxable Subsidiaries accrue all interest and penalties related to uncertain tax positions
+Added: As of March 31, 2023, there were no material interest or penalties incurred related to uncertain tax
10— DEBT CAPITAL ACTIVITIES
28 unchanged sentences
The reported closing
−Removed: market price of SSSSL on September 30, 2022 and December 31, 2021 was $ 23.95 and $ 25.68 per note, respectively.
−Removed: As of September 30, 2022
−Removed: and December 31, 2021, the fair value of the 6.00% Notes due 2026 was $ 71.9 million and $ 77.0 million, respectively.
−Removed: The 6.00% Notes
−Removed: due 2026 are classified as Level 1 of the fair value hierarchy (Refer to “Note 2 — Significant Accounting Policies”).
−Removed: As of September 30, 2022 and December 31, 2021, the Company was in compliance with the terms of the Indenture.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Convertible Senior Notes due 2023
−Removed: March 28, 2018, the Company issued $ 40.0 million aggregate principal amount of convertible senior notes, which bore interest at a fixed
−Removed: rate of 4.75 % per year, payable semi-annually in arrears on March 31 and September 30 of each year, commencing on September 30, 2018.
−Removed: The 4.75% Convertible Senior Notes due 2023 had a maturity date of March 28, 2023 (the “4.75% Convertible Senior Notes due 2023”),
−Removed: unless previously repurchased or converted in accordance with their terms.
−Removed: The Company did not have the right to redeem the 4.75% Convertible
−Removed: Senior Notes due 2023 prior to March 27, 2021.
−Removed: On or after March 27, 2021, the Company could redeem the 4.75% Convertible Senior Notes
−Removed: due 2023 for cash, in whole or in part, from time to time, at the Company’s option if (i) the closing sale price of the Company’s
−Removed: common stock for at least 15 trading days (whether or not consecutive) during the period of any 20 consecutive trading days was greater
−Removed: than or equal to 150% of the conversion price on each applicable trading day, (ii) no public announcement of a pending, proposed or intended
−Removed: fundamental change had occurred which had not been abandoned, terminated or consummated, and (iii) no event of default under the indenture
−Removed: governing the 4.75% Convertible Senior Notes due 2023, and no event that with the passage of time or giving of notice would constitute
−Removed: an event of default under such indenture, had occurred or existed.
−Removed: of these conditions were met and on February 19, 2021, the Company caused notices to be issued to the holders of the 4.75% Convertible
−Removed: Senior Notes due 2023 regarding the Company’s exercise of its option to redeem, in whole, the issued and outstanding 4.75% Convertible
−Removed: Senior Notes due 2023, pursuant to the governing indenture.
−Removed: The Company established March 29, 2021 as the date on which all of the 4.75%
−Removed: Convertible Senior Notes due 2023 would be redeemed (the “Redemption Date”), at 100% of their principal amount ($ 1,000 per
−Removed: convertible note), plus the accrued and unpaid interest thereon from September 30, 2020, through, but excluding, the Redemption Date.
−Removed: Holders of the 4.75% Convertible Senior Notes due 2023 had the option to surrender their 4.75% Convertible Senior Notes due 2023 for
−Removed: conversion into shares of the Company’s common stock at the then existing conversion rate, in lieu of receiving cash, at any time
−Removed: prior to the close of business on the business day immediately preceding the Redemption Date.
−Removed: the Redemption Date, the Company redeemed $ 0.3 million in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023 at
−Removed: a redemption price equal to 100 % of their principal amount ($ 1,000 per convertible note), plus accrued and unpaid interest thereon.
−Removed: to the election of certain holders to surrender their 4.75% Convertible Senior Notes due 2023 for conversion into shares of the Company’s
−Removed: common stock prior to the Redemption Date, the Company issued a total of 4,272,696 shares since the 4.75% Convertible Senior Notes due
−Removed: 2023 were initially issued.
−Removed: As result of such redemption and conversions, the 4.75% Convertible Senior Notes due 2023 were no longer
−Removed: outstanding as of the Redemption Date.
−Removed: initial conversion rate for the 4.75% Convertible Senior Notes due 2023 was 93.2836 shares of the Company’s common stock for each
−Removed: $ 1,000 principal amount of the 4.75% Convertible Senior Notes due 2023, which represented an initial conversion price of approximately
−Removed: $ 10.72 per share.
−Removed: As a result of the Company’s Modified Dutch Auction Tender Offer and cash dividends, the conversion rate for
−Removed: the 4.75% Convertible Senior Notes due 2023 changed to 108.0505 shares of the Company’s common stock for each $ 1,000 principal
−Removed: amount of the 4.75% Convertible Senior Notes due 2023, which represented a conversion price of approximately $ 9.25 per share.
−Removed: indenture governing the 4.75% Convertible Senior Notes due 2023 contained customary financial reporting requirements and contained certain
−Removed: restrictions on mergers, consolidations, and asset sales.
−Removed: The indenture also contained certain events of default, the occurrence of which
−Removed: could have caused the 4.75% Convertible Senior Notes due 2023 to become due and payable before their maturity or immediately.
−Removed: the three months ended March 31, 2021, the Company issued 4,097,808 shares of its common stock and cash for fractional shares upon the
−Removed: conversion of approximately $ 37.9 million in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.
−Removed: The Company also
−Removed: redeemed approximately $ 0.3 million of aggregate principal amount for cash plus accrued and unpaid interest on March 29, 2021.
−Removed: the year ended December 31, 2020, the Company issued 174,888 shares of its common stock and cash for fractional shares upon the conversion
−Removed: of $ 1,785,000 in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.
+Added: market price of SSSSL on March 31, 2023 and December 31, 2022 was $ 23.50 and $ 23.51 per note, respectively.
+Added: As of March 31, 2023 and
+Added: December 31, 2022, the fair value of the 6.00% Notes due 2026 was $ 70.5 million and $ 70.5 million, respectively.
+Added: The 6.00% Notes due
+Added: 2026 are classified as Level 1 of the fair value hierarchy (Refer to “Note 2 — Significant Accounting Policies”).
+Added: of March 31, 2023 and December 31, 2022, the Company was in compliance with the terms of the Indenture.
CAPITAL CORP.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: table below shows a reconciliation from the aggregate principal amount of 4.75% Convertible Senior Notes due 2023 to the balance shown
−Removed: on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: Initial aggregate principal amount
−Removed: of 4.75% Convertible Senior Notes due 2023
−Removed: Conversion of 4.75% Convertible Senior Notes
−Removed: ( 37,925,000 )
−Removed: Redemption of 4.75% Convertible Senior Notes
−Removed: Direct deduction of
−Removed: deferred debt issuance costs
−Removed: 4.75% Convertible Senior
−Removed: Notes due 2023 Payable
−Removed: 4.75% Convertible Senior Notes due 2023 were the Company’s general, unsecured, senior obligations and ranked senior in right of
−Removed: payment to any future indebtedness that was expressly subordinated in right of payment to the 4.75% Convertible Senior Notes due 2023,
−Removed: equal in right of payment to any existing and future unsecured indebtedness that was not so subordinated to the 4.75% Convertible Senior
−Removed: Notes due 2023, effectively junior to any future secured indebtedness to the extent of the value of the assets securing such indebtedness,
−Removed: and structurally junior to all future indebtedness (including trade payables) incurred by the Company’s subsidiaries.
−Removed: connection with the issuance of the 4.75% Convertible Senior Notes due 2023, the Company was required under the terms of its credit facility
−Removed: with Western Alliance Bank (the “Credit Facility”) to deposit any proceeds from the 4.75% Convertible Senior Notes due 2023
−Removed: offering into an account at Western Alliance Bank and was required to maintain at least $ 65.0 million (or such lesser amount to the extent
−Removed: such funds are used to repay or repurchase a portion of the outstanding 5.25% Convertible Senior Notes due 2018 prior to their maturity
−Removed: and repayment in full) in an account at Western Alliance Bank until such time as the 5.25% Convertible Senior Notes due 2018 were repaid
−Removed: The 5.25% Convertible Senior Notes due 2018 matured on September 15, 2018 , at which time the Company repaid the remaining outstanding
−Removed: aggregate principal amount of the 5.25% Convertible Senior Notes due 2018, including accrued but unpaid interest.
−Removed: In addition, the Credit
−Removed: Facility with Western Alliance Bank matured on May 31, 2019 .
−Removed: As a result, the company is no longer subject to such requirements.
11— STOCK-BASED COMPENSATION
15 unchanged sentences
years with 1/3 vesting immediately on the grant date, 1/3 vesting on July 17, 2020, and the remaining 1/3 vesting on July 17, 2021.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
of Stock Option Awards Under 2019 Equity Incentive Plan
22 unchanged sentences
VALUATION ASSUMPTIONS
−Removed: Input Assumptions
−Removed: of July 17, 2019 Grant Date
−Removed: Risk-free rate
−Removed: Dividend yield
+Added: 2019 Grant Date
OF OPTION, ACTIVITY
2 unchanged sentences
Weighted-Average
−Removed: Grant Date Fair Value
−Removed: Outstanding as of December
−Removed: Vested and Exercisable as of December 31, 2019
+Added: Grant Date Fair
+Added: as of December 31, 2019
+Added: and Exercisable as of December 31, 2019
( 1,155,000 )
−Removed: Outstanding as of September 30, 2022 and December 31, 2021
−Removed: of September 30, 2022 and December 31, 2021, there was $ 0 of total unrecognized compensation cost related to non-vested stock options
−Removed: granted under the 2019 Equity Incentive Plan, as the options were cancelled effective April 28, 2020 .
+Added: as of March 31, 2023 and December 31, 2022
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: of March 31, 2023 and December 31, 2022, there was $ 0 of total unrecognized compensation cost related to non-vested stock options granted
+Added: under the 2019 Equity Incentive Plan, as the options were cancelled effective April 28, 2020.
and Restated 2019 Equity Incentive Plan
16 unchanged sentences
of such grant (or, if earlier, the annual meeting of the Company’s stockholders that is closest to the anniversary of such grant).
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
than such restricted shares granted to non-employee directors, the Company’s Compensation Committee may determine the time or times
7 unchanged sentences
the term of an incentive stock option will be for no more than five years from the date of grant.
−Removed: the nine months ended September 30, 2022, the Company granted 241,827 restricted shares to the Company’s officers pursuant to the
−Removed: Amended & Restated 2019 Equity Incentive Plan.
−Removed: These restricted shares have a vesting period of 3 years .
−Removed: The Company determined that
−Removed: the fair values, based on the grant date close price of such restricted shares granted under the Amended & Restated 2019 Equity Incentive
−Removed: Plan during the nine months ended September 30, 2022 and 2021 were approximately $ 2,885,000 and $ 3,078,182 , respectively, in the aggregate.
−Removed: On July 2, 2021, 21,760 restricted shares related to the 2020 non-employee director grants vested.
−Removed: The Company expensed the full value
−Removed: of restricted stock compensation related to annual non-employee director grants on the vesting date.
+Added: the three months ended March 31, 2023, the Company did no t
+Added: grant any restricted shares to the Company’s officers pursuant to the Amended & Restated 2019 Equity Incentive Plan.
+Added: determined that the fair values, based on the grant date close price of such restricted shares granted under the Amended & Restated
+Added: 2019 Equity Incentive Plan during the three months ended March 31, 2023 and 2022 were approximately $ 0
+Added: and $ 2,885,000 ,
+Added: respectively, in the aggregate.
+Added: the three months ended March 31, 2023 and 2022, we recognized stock-based compensation expense of $ 755,581
+Added: and $ 633,193 , respectively.
+Added: As of March 31, 2023 and December 31,
+Added: 2022, there were approximately $ 5,696,028 and
+Added: $ 6,451,610 of
+Added: total unrecognized compensation costs related to the restricted share grants.
+Added: Compensation expense associated with the restricted
+Added: shares is recognized on a quarterly basis over the respective vesting periods.
On June 1, 2022, 15,080 restricted
shares related to the 2021 non-employee director grants vested.
−Removed: of September 30, 2022 and December 31, 2021, there were approximately $ 6,722,397 and $ 2,929,830 , respectively, of total unrecognized
−Removed: compensation costs related to the restricted share grants.
−Removed: Compensation expense associated with the restricted shares is recognized on
−Removed: a quarterly basis over the respective vesting periods.
−Removed: following table summarizes the activities for the Company’s restricted share grants for the nine months ended September 30, 2022
−Removed: under the Amended & Restated 2019 Equity Incentive Plan:
+Added: The Company expensed the full value of restricted stock compensation
+Added: related to annual non-employee director grants on the vesting date.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: following table summarizes the activities for the Company’s restricted share grants for the three months ended March 31, 2023 under
+Added: the Amended & Restated 2019 Equity Incentive Plan:
SCHEDULE OF EQUITY INCENTIVE PLAN
−Removed: of Restricted Shares
−Removed: Outstanding as of December 31, 2021
−Removed: Outstanding as of September 30, 2022
−Removed: Vested as of September 30, 2022
−Removed: balance of vested shares as of September 30, 2022 reflects the total shares vested during
−Removed: the period and has not been reduced for those vested shares forfeited at time of vest related
−Removed: to net share settlement.
+Added: Restricted Shares
+Added: as of December 31, 2022
+Added: as of March 31, 2023
+Added: as of March 31, 2023
+Added: The balance of vested shares as of March 31, 2023 reflects the total shares vested during the period and has not been reduced for those vested
+Added: shares forfeited at time of vest related to net share settlement.
+Added: Of the 177,937
+Added: shares vested, 90,919 shares were forfeited at time of vest related to net share settlement.
Amended & Restated 2019 Equity Incentive Plan provides for the concept of “net share settlement.” Specifically, it provides
2 unchanged sentences
On June 16, 2020, the Company received exemptive relief from the SEC to permit such withholding
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
12— SUBSEQUENT EVENTS
−Removed: October 1, 2022 through November 8, 2022, the Company exited or received proceeds from the following investments:
+Added: April 1, 2023 through May 9, 2023, the Company exited or received proceeds from the following investments (excluding short-term U.S.
+Added: Treasury investments):
SCHEDULE OF INVESTMENTS
−Removed: Net Share Price (1)
Gain/(Loss) (1)
−Removed: Rover Group, Inc.
−Removed: Residential Homes For Rent, LLC (d/b/a Second Avenue) (5)
−Removed: average net share price is the net share price realized after deducting all commissions and
−Removed: fees on the sale(s), if applicable.
−Removed: gain does not include adjustments to amounts held in escrow receivable.
−Removed: (3) As of October 11, 2022, SuRo Capital had sold all its public common shares of Rover Group, Inc.
−Removed: (4) As of November 8, 2022, SuRo Capital held 38,305 common shares of Kahoot!
−Removed: ASA, all of which are subject to lock-up
−Removed: restrictions.
−Removed: (3) Subsequent to September 30, 2022, $ 0.1 million has been received from Residential
−Removed: Homes for Rent, LLC (d/b/a Second Avenue) related to the 15 % term loan due December 23, 2023 .
−Removed: Of the proceeds received, $ 0.1 million repaid
−Removed: a portion of the outstanding principal and the remaining proceeds were attributed to interest.
−Removed: October 1, 2022 through November 8, 2022, the Company did not purchase any investments.
+Added: ( 10,945,024 )
+Added: Homes For Rent, LLC (d/b/a Second Avenue) (3)
+Added: $ ( 10,945,024 )
+Added: loss does not include adjustments to amounts held in escrow receivable.
+Added: On May 4, 2023, SuRo Capital Corp.
+Added: abandoned its investment in Ozy Media, Inc.
+Added: Subsequent to March 31, 2023, $ 0.1 million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue)
+Added: related to the 15 % term loan due December 23, 2023 .
+Added: Of the proceeds received, $ 0.1 million repaid a portion of the outstanding principal
+Added: and the remaining proceeds were attributed to interest.
+Added: April 1, 2023 through May 9, 2023, the Company did not purchase any investments (excluding short-term U.S.
+Added: Treasury investments).
Company is frequently in negotiations with various private companies with respect to investments in such companies.
7 unchanged sentences
equity investments will be effectuated.
−Removed: From October 1, 2022 through November 8, 2022, the Company had $ 1.3 million in non-binding investment
−Removed: agreements that required it to make a future investment in a portfolio company.
−Removed: On October 19, 2022, the Company’s Board of Directors approved an extension of the Share Repurchase Program until the earlier of (i) October
−Removed: 31, 2023 or (ii) the repurchase of $ 55.0 million in aggregate amount of the Company’s common stock.
−Removed: See “Note 5 - Common Stock - Share
−Removed: Repurchase Program” for more information regarding the Company’s Share Repurchase Program.
−Removed: Over two years after COVID-19 was recognized as a pandemic by the World Health Organization, its continued persistence in the United
−Removed: States and worldwide and the magnitude of the economic impact of the outbreak continue to create an uncertain environment in which
−Removed: we and our portfolio companies operate.
−Removed: We have and continue to assess the impact of the COVID-19 pandemic on our portfolio
−Removed: We cannot predict the full impact of the COVID-19 pandemic, including its duration in the United States and worldwide,
−Removed: the effectiveness of governmental responses designed to mitigate strain to businesses and the economy and the magnitude of the
−Removed: economic impact of the outbreak.
−Removed: The COVID-19 pandemic and preventative measures taken to contain or mitigate its spread have
−Removed: caused, and are continuing to cause, business shutdowns, cancellations of events and travel, significant reductions in demand for
−Removed: certain goods and services, reductions in business activity and financial transactions, supply chain interruptions and overall
−Removed: economic and financial market instability both globally and in the United States.
−Removed: Such effects will likely continue for the duration
−Removed: of the pandemic, which is uncertain, and for some period thereafter.
−Removed: Our portfolio companies and, by extension, our operating
−Removed: results may be adversely impacted by the COVID-19 pandemic and, depending on the duration and extent of the disruption to the
−Removed: operations of our portfolio companies, certain portfolio companies may experience financial distress and may possibly default on
−Removed: their financial obligations to us and their other capital providers.
−Removed: Some of our portfolio companies have significantly curtailed
−Removed: business operations, furloughed or laid off employees and terminated service providers, and deferred capital expenditures, which
−Removed: could impair their business on a permanent basis and additional portfolio companies may take similar actions.
−Removed: We continue to closely
−Removed: monitor our portfolio companies, which includes assessing each portfolio company’s operational and liquidity exposure and
−Removed: however, any of these developments would likely result in a decrease in the value of our investment in any such portfolio
−Removed: In addition, to the extent that the impact to our portfolio companies results in reduced interest payments or permanent
−Removed: impairments on our investments, we could see a decrease in our net investment income, which would increase the percentage of our
−Removed: cash flows dedicated to our debt obligations and could impact the amount of any future distributions to our stockholders.
−Removed: response to the COVID-19 pandemic, we instituted a temporary work-from-home policy in March 2020, pursuant to which our employees primarily
−Removed: worked remotely without disruption to our operations.
−Removed: This policy was amended in February 2022 when it was deemed safe to return to our
−Removed: As of November 8, 2022, there is no indication of a reportable subsequent event impacting the Company’s financial statements
−Removed: for the nine months ended September 30, 2022.
−Removed: The Company continues to observe and respond to the evolving COVID-19 environment and its
−Removed: potential impact on areas across its business.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Dutch Auction Tender Offer
+Added: March 17, 2023, the Company’s Board approved a tender offer, which commenced on March 21, 2023, to purchase up to 3,000,000 shares
+Added: of its common stock at a price per share not less than $ 3.00 and not greater than $ 4.50 in $ 0.10 increments, using available cash, expiring
+Added: on April 17, 2023 .
+Added: Pursuant to the terms of the tender offer, the Company repurchased 3,000,000 shares, representing 10.6 % of its outstanding
+Added: shares, on or about April 21, 2023 at a price of $ 4.50 per share.
+Added: The Company used available cash to fund the purchase of its shares
+Added: of common stock in the tender offer and to pay for all related fees and expenses.
Custody Agreements
−Removed: October 28, 2022, the Company and U.S.
−Removed: Bank Trust Company, National Association (the “Securities Custodian”) entered into
−Removed: a custody agreement (the “Securities Custody Agreement”), pursuant to which the Securities Custodian was appointed to serve
−Removed: as the Company’s custodian to hold securities, loans, cash, and other assets on behalf of the Company.
−Removed: Either party may terminate
−Removed: the Securities Custody Agreement at any time upon sixty (60) days’ prior written notice.
−Removed: Also on October 28, 2022, the Company
−Removed: Bank, National Association (in such capacity, the “Document Custodian”) entered into a custody agreement (the “Document
−Removed: Custody Agreement”), pursuant to which the Document Custodian was appointed to serve as the Company’s custodian to hold certain
−Removed: documents on behalf of the Company.
−Removed: Either party may terminate the Document Custody Agreement at any time upon sixty (60) days’
−Removed: prior written notice.
−Removed: conjunction with the Company’s entry into the Securities Custody Agreement and Document Custody Agreement, the Company terminated
−Removed: its existing custody agreement with U.S.
−Removed: Bank, National Association (the “Prior Custody Agreement”), effective October 28,
−Removed: Other than ordinary course payments under the Prior Custody Agreement through the effective date of termination, no termination
−Removed: or other fees are payable in connection with the termination of the Prior Custody Agreement.
+Added: On April 19, 2023, the Company and Western Alliance Trust Company, National
+Added: Association (the “Custodian”) entered into a custody agreement (the “Custody Agreement”), pursuant to which the
+Added: Custodian was appointed to serve as the Company’s custodian to hold securities, loans, cash, and other assets on behalf of the Company.
+Added: Either party may terminate the Custody Agreement at any time upon sixty (60) days’ prior written notice.
13— SUPPLEMENTAL FINANCIAL DATA
5 unchanged sentences
under the applicable rules of Regulation S-X.
−Removed: Company’s three controlled portfolio companies as of September 30, 2022, SPBRX, INC.
−Removed: (f/k/a GSV Sustainability Partners, Inc.),
−Removed: Architect Capital PayJoy SPV, LLC and Colombier Sponsor LLC, did not meet the definition of a “significant subsidiary” as
−Removed: set forth in Rule 1-02(w)(2).
−Removed: For comparability purposes, the Company has omitted the previously disclosed summarized financial information
−Removed: of the Company’s significant subsidiaries for the quarter ended September 30, 2021 as the Company’s significant subsidiaries
−Removed: would not have been considered significant subsidiaries under the Final Rules.
+Added: May 2020, the SEC adopted rule amendments that impacted the requirement of investment companies, including BDCs, to disclose the financial
+Added: statements of certain of their portfolio companies or acquired funds (the “Final Rules”).
+Added: The Final Rules adopted a new definition
+Added: of “significant subsidiary” set forth in Rule 1-02(w)(2) of Regulation S-X under the Securities Act.
+Added: Rules 3-09 and 4-08(g)
+Added: of Regulation S-X require investment companies to include separate financial statements or summary financial information, respectively,
+Added: in such investment company’s periodic reports for any portfolio company that meets the definition of “significant subsidiary.”
+Added: The Final Rules amended the definition of “significant subsidiary” in a manner that was intended to more accurately capture
+Added: those portfolio companies that were more likely to materially impact the financial condition of an investment company.
+Added: Company’s three controlled portfolio companies as of March 31, 2023, SPBRX, INC.
+Added: (f/k/a GSV Sustainability Partners, Inc.), Architect
+Added: Capital PayJoy SPV, LLC and Colombier Sponsor LLC, did not meet the definition of a “significant subsidiary” as set forth
+Added: in Rule 1-02(w)(2).
+Added: For comparability purposes, the Company has omitted the previously disclosed summarized financial information of
+Added: the Company’s significant subsidiaries for the quarter ended March 31, 2022 as the Company’s significant subsidiaries would
+Added: not have been considered significant subsidiaries under the Final Rules.
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.