3 unchanged sentences
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
−Removed: June 30, 2023
+Added: September 30, 2023
December 31, 2022
9 unchanged sentences
Total Investments (cost of $ 232,969,306 and $ 301,128,106 , respectively)
−Removed: Proceeds receivable
Escrow proceeds receivable
27 unchanged sentences
and Contingencies— Operating Leases and Related Deposits ” for more detail.
−Removed: of June 30, 2023, the 6.00 % Notes due December 30, 2026 (effective interest rate of 6.53 %) had a face value $ 75,000,000 .
−Removed: As of December
−Removed: 31, 2022, the 6.00 % Notes due December 30, 2026 (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 face value.
+Added: of September 30, 2023, the 6.00 % Notes due December 30, 2026 (effective interest rate of 6.53 %) had a face value $ 75,000,000 .
+Added: of December 31, 2022, the 6.00 % Notes due December 30, 2026 (effective interest rate of 6.53 %) had a face value $ 75,000,000 .
+Added: to “Note 10—Debt Capital Activities” for a reconciliation of the carrying value to the face value.
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
−Removed: Three Months Ended June 30,
−Removed: Six Months Ended June 30,
+Added: CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
+Added: Three Months Ended September 30,
+Added: Nine Months Ended September 30,
INVESTMENT INCOME
20 unchanged sentences
( 11,844,826 )
−Removed: Realized Gain/(Loss) on Investments:
+Added: Realized Loss on Investments:
Non-controlled/non-affiliated investments
2 unchanged sentences
( 3,597,113 )
+Added: ( 3,940,668 )
Non-controlled/affiliate investments
( 10,945,024 )
+Added: Net Realized Loss on Investments
( 1,461,281 )
−Removed: Net Realized Gain/(Loss) on Investments
( 5,141,097 )
5 unchanged sentences
( 101,639,973 )
+Added: Non-controlled/affiliate investments
( 1,866,488 )
( 2,228,109 )
−Removed: Non-controlled/affiliate investments
Controlled investments
5 unchanged sentences
$ ( 119,785,483 )
−Removed: $ ( 11,003,515 )
−Removed: $ ( 73,883,233 )
Net Change in Net Assets Resulting from Operations per Common Share:
1 unchanged sentence
accompanying notes to condensed consolidated financial statements.
−Removed: to “Note 11 — Stock-Based Compensation” for more detail.
−Removed: the three and six months ended June 30, 2023 and June 30, 2022, there were no potentially dilutive securities outstanding.
−Removed: to “Note 6 — Net Change in Net Assets Resulting from Operations per Common Share — Basic and Diluted”.
+Added: Refer to “Note 11 — Stock-Based Compensation”
+Added: for more detail.
+Added: For the three and nine months ended September 30, 2023 and
+Added: September 30, 2022, there were no potentially dilutive securities outstanding.
+Added: Refer to “Note 6 — Net Change in Net Assets
+Added: Resulting from Operations per Common Share — Basic and Diluted”.
CAPITAL CORP.
1 unchanged sentence
CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
Net Assets at Beginning of Year
50 unchanged sentences
$ 280,172,472
+Added: accompanying notes to condensed consolidated financial statements.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED) - continued
+Added: Nine Months Ended September 30,
+Added: Change in Net Assets Resulting from Operations
+Added: Net investment loss
+Added: $ ( 2,668,426 )
+Added: $ ( 3,809,233 )
+Added: Net realized loss on investments
+Added: ( 1,461,281 )
+Added: ( 5,141,097 )
+Added: Net change in unrealized appreciation/(depreciation) of investments
+Added: ( 36,951,920 )
+Added: Net Change in Net Assets Resulting from Operations
+Added: ( 45,902,250 )
+Added: Change in Net Assets Resulting from Capital Transactions
+Added: Stock-based compensation
+Added: Repurchases of common stock
+Added: ( 13,200,000 )
+Added: Net Change in Net Assets Resulting from Capital Transactions
+Added: ( 12,486,611 )
+Added: Total Change in Net Assets
+Added: ( 58,388,861 )
+Added: Net Assets at September 30
+Added: $ 211,971,043
+Added: $ 221,783,611
Capital Share Activity
7 unchanged sentences
accompanying notes to condensed consolidated financial statements.
−Removed: to “Note 11 — Stock-Based Compensation” for more detail.
−Removed: CAPITAL CORP.
+Added: Refer to “Note 11 — Stock-Based Compensation”
+Added: for more detail.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
−Removed: Six Months Ended June 30,
+Added: CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
+Added: Nine Months Ended September 30,
Cash Flows from Operating Activities
1 unchanged sentence
$ ( 119,785,483 )
−Removed: $ ( 73,883,233 )
Adjustments to reconcile net change in net assets resulting from operations to net cash used in operating activities:
−Removed: Net realized (gain)/loss on investments
−Removed: ( 1,130,050 )
+Added: Net realized loss on investments
Net change in unrealized (appreciation)/depreciation of investments
11 unchanged sentences
( 141,793,045 )
+Added: ( 99,173,075 )
Proceeds from sales or maturity of investments in:
10 unchanged sentences
( 111,078,342 )
−Removed: ( 10,946,151 )
Cash Flows from Financing Activities
11 unchanged sentences
( 158,784,470 )
−Removed: ( 45,452,279 )
Cash Balance at Beginning of Year
Cash Balance at End of Period
−Removed: $ 152,984,799
Supplemental Information:
5 unchanged sentences
Portfolio Investments *
−Removed: Headquarters/
+Added: Headquarters/ Industry
Date of Initial Investment
+Added: Shares/ Principal
+Added: % of Net Assets
NON-CONTROLLED/NON-AFFILIATE
5 unchanged sentences
Preferred shares, Series C 8%
+Added: ServiceTitan, Inc.
+Added: Common shares
+Added: Contractor Management Software
Blink Health, Inc.
6 unchanged sentences
Warehouse Automation
−Removed: ServiceTitan, Inc.
−Removed: Common shares
−Removed: Contractor Management Software
−Removed: Orchard Technologies, Inc.
+Added: Enterprises, Inc.
+Added: (d/b/a Hearth) (14)
+Added: Preferred shares, Series B-1 (14)
+Added: Home Improvement Finance
+Added: Preferred shares, Series B-2 (14)
+Added: Preferred shares, Series B-3 (14)
+Added: Preferred shares, Series B-4 (14)
+Added: Common Warrants, Strike Price $0.01, Expiration Date 7/12/2026 (14)
+Added: Technologies, Inc.
Preferred shares, Series D 8% (13)
3 unchanged sentences
Common shares (13)
−Removed: Shogun Enterprises, Inc.
−Removed: (d/b/a Hearth)
−Removed: Preferred shares, Series B-1
−Removed: Home Improvement Finance
−Removed: Preferred shares, Series B-2
−Removed: Convertible Note 0.5%, Due 4/18/2024*** ***
+Added: FourKites, Inc.
+Added: Common shares
+Added: Supply Chain Technology
Forge Global, Inc.
6 unchanged sentences
Venture Investment Fund
−Removed: Varo Money, Inc.**
−Removed: San Francisco, CA
−Removed: Common shares **
−Removed: Financial Services
−Removed: Aspiration Partners, Inc.
−Removed: Marina Del Rey, CA
−Removed: Preferred shares, Series A
−Removed: Financial Services
Preferred shares, Series C
−Removed: Residential Homes for Rent, LLC (d/b/a Second Avenue)
−Removed: Preferred shares, Series A (6) (6)
−Removed: Real Estate Platform
−Removed: loan 15%, Due 12/23/2023 *** (11) ***(11)
−Removed: Preferred shares, Series C
Fitness Technology
3 unchanged sentences
Simple Agreement for Future Equity
−Removed: Nextdoor Holdings, Inc.**
+Added: Varo Money, Inc.
San Francisco, CA
−Removed: Common shares, Class B (3) **(3)
−Removed: Social Networking
+Added: Common shares **
+Added: Financial Services
+Added: Residential Homes for Rent, LLC (d/b/a Second Avenue)
+Added: Preferred shares, Series A (6) (6)
+Added: Real Estate Platform
+Added: Term loan 15%, Due 12/23/2023*** (10) ***(10)
NewLake Capital Partners, Inc.
3 unchanged sentences
Cannabis REIT
+Added: Aventine Property Group, Inc.
+Added: Common shares *** ***
+Added: Cannabis REIT
accompanying notes to condensed consolidated financial statements.
3 unchanged sentences
Portfolio Investments *
−Removed: Headquarters/
+Added: Headquarters/ Industry
Date of Initial Investment
−Removed: Aventine Property Group, Inc.
−Removed: Common shares ***
−Removed: Cannabis REIT
−Removed: Skillsoft Corp.**
−Removed: Common shares (3) **(3)
−Removed: Online Education
−Removed: Commercial Streaming Solutions Inc.
+Added: Shares/ Principal
+Added: % of Net Assets
+Added: Streaming Solutions Inc.
(d/b/a BettorView) (7)
2 unchanged sentences
Interactive Media & Services
−Removed: Xgroup Holdings Limited (d/b/a Xpoint) ** (7)
+Added: Stake Trade, Inc.
+Added: (d/b/a Prophet Exchange) (7)
+Added: Simple Agreement for Future Equity (7)
+Added: Sports Betting
+Added: Holdings Limited (d/b/a Xpoint)** (7)
Convertible Note 6%, Due 10/17/2024 (4) (4)**(7)
Geolocation Technology
+Added: Sponsor LLC ** (11)(15)
+Added: Common shares, Class B **(11)(15)
+Added: Special Purpose Acquisition Company
+Added: Common shares, Class A **(11)(15)
+Added: Purpose Acquisition Company
+Added: Total **(11)(15)
+Added: Skillsoft Corp.
+Added: Common shares (3) **(3)
+Added: Online Education
(d/b/a Compliable) (7)
1 unchanged sentence
Gaming Licensing
−Removed: YouBet Technology, Inc.
−Removed: (d/b/a FanPower) (7)
−Removed: Preferred shares, Series Seed-2 (7)
−Removed: Digital Media Technology
−Removed: Singapore, Singapore
−Removed: Common shares **
−Removed: Retail Technology
−Removed: Preferred shares, Investec Series **
−Removed: EDGE Markets, Inc.
+Added: Markets, Inc.
San Diego, CA
1 unchanged sentence
Gaming Technology
−Removed: Churchill Sponsor VII LLC ** (12)
+Added: Nextdoor Holdings, Inc.
+Added: San Francisco, CA
+Added: Common shares, Class B (3) **(3)
+Added: Social Networking
+Added: Sponsor VII LLC ** (11)
Common share units **(11)
1 unchanged sentence
Warrant units **(11)
−Removed: AltC Sponsor LLC ** (12)
−Removed: Share units **(12)
−Removed: Special Purpose Acquisition Company
−Removed: Churchill Sponsor VI LLC ** (12)
+Added: Sponsor VI LLC ** (11)
Common share units **(11)
1 unchanged sentence
Warrant units **(11)
+Added: Technology, Inc.
+Added: (d/b/a FanPower) (7)
+Added: Preferred shares, Series Seed-2 (7)
+Added: Digital Media Technology
Kinetiq Holdings, LLC
2 unchanged sentences
Social Data Platform
+Added: Singapore, Singapore
+Added: Common shares **
+Added: Retail Technology
+Added: Preferred shares, Investec Series **
+Added: Aspiration Partners, Inc.
+Added: Marina Del Rey, CA
+Added: Preferred shares, Series A
+Added: Financial Services
+Added: Preferred shares, Series C-3
Neutron Holdings, Inc.
10 unchanged sentences
Promissory Note 1.47%, Due 11/9/2021 (4)(12) (4)(12)
−Removed: Treehouse Real Estate Investment Trust, Inc.
−Removed: Common shares
−Removed: Cannabis REIT
−Removed: Total Non-controlled/Non-affiliate
−Removed: $ 159,012,912
−Removed: $ 120,620,316
accompanying notes to condensed consolidated financial statements.
3 unchanged sentences
Portfolio Investments *
−Removed: Headquarters/
+Added: Headquarters/ Industry
Date of Initial Investment
+Added: Shares/ Principal
+Added: % of Net Assets
+Added: Treehouse Real Estate Investment Trust, Inc.
+Added: Common shares
+Added: Cannabis REIT
+Added: Total Non-controlled/Non-affiliate
+Added: $ 162,899,416
+Added: $ 152,267,563
NON-CONTROLLED/AFFILIATE (1)
+Added: PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.)** (3)(16)
+Added: West Palm Beach, FL
+Added: Common shares,
+Added: Class A (1)**(3)(16)
+Added: E-Commerce Marketplace
+Added: Warrants, Strike Price $11.50, Expiration Date 7/19/2028 (1)**(3)(16)
+Added: Total (1)**(3)(16)
StormWind, LLC (5)
23 unchanged sentences
CONTROLLED (2)
−Removed: Colombier Sponsor LLC ** (12)
−Removed: Class B Units (2)**(12)
−Removed: Special Purpose Acquisition Company
−Removed: Class W Units (2)**(12)
−Removed: Total (2)**(12)
Architect Capital PayJoy SPV, LLC ** **
12 unchanged sentences
Treasury bill, 0%, due 12/28/2023*** (3)***
−Removed: 9/28/2023*** ***(3)
−Removed: Treasury bill, 0%, due 12/28/2023*** ***(3)
TOTAL INVESTMENTS
2 unchanged sentences
accompanying notes to condensed consolidated financial statements.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise identified.
12 unchanged sentences
(Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ”).
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
assets that SuRo Capital Corp.
1 unchanged sentence
Act of 1940, as amended (the “1940 Act”).
−Removed: Of the Company’s total investments as of June 30, 2023, 20.76 %
−Removed: of its total investments are non-qualifying assets.
+Added: Of the Company’s total investments as of September 30, 2023, 21.30 % of
+Added: its total investments are non-qualifying assets.
is income-producing.
17 unchanged sentences
Refer to “Note 4—Investments at Fair
−Removed: of June 30, 2023, the investments noted had been placed on non-accrual status.
+Added: of September 30, 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 wholly owned subsidiary, GSVC SW
5 unchanged sentences
(d/b/a FanPower),
−Removed: (d/b/a Compliable), EDGE Markets, Inc., and Xgroup Holdings Limited (d/b/a Xpoint) are held through SuRo Capital Corp.’s
+Added: (d/b/a Compliable), EDGE Markets, Inc., Xgroup Holdings Limited (d/b/a Xpoint), and Stake Trade, Inc.
+Added: (d/b/a Prophet Exchange) are held through SuRo Capital Corp.’s
wholly owned subsidiary, SuRo Capital Sports, LLC (“SuRo Sports”).
1 unchanged sentence
subsidiary, GSVC SVDS Holdings, Inc.
−Removed: As of March 31, 2023, the previously unfunded capital commitment of $ 1.3 million was deemed
+Added: On March 31, 2023, the previously unfunded capital commitment of $ 1.3 million was deemed
fully contributed in lieu of cash distributions.
−Removed: As of March 31, 2023, the full $ 2.0 million capital commitment to True Global Ventures
+Added: On March 31, 2023, the full $ 2.0 million capital commitment to True Global Ventures
4 Plus Fund LP had been called and funded.
−Removed: (f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp.
−Removed: do not entitle SuRo Capital Corp.
−Removed: to a preferred dividend.
−Removed: SuRo Capital Corp.
−Removed: does not anticipate that SPBRX, INC.
−Removed: will pay distributions on a quarterly or regular
−Removed: basis or become a predictable distributor of distributions.
August 23, 2019, SuRo Capital Corp.
7 unchanged sentences
(f/k/a NestGSV, Inc.) at the end of the five year period.
−Removed: the six months ended June 30, 2023, approximately $ 0.6 million has been received from Residential Homes for Rent, LLC (d/b/a Second
−Removed: Avenue) related to the 15 % term loan due December 23, 2023.
−Removed: Of the proceeds received, approximately $ 0.5 million repaid a portion
−Removed: of the outstanding principal and the remaining was attributed to interest.
+Added: the nine months ended September 30, 2023, approximately $ 0.9 million has been received from Residential Homes for Rent, LLC (d/b/a
+Added: Second Avenue) related to the 15 % term loan due December 23, 2023.
+Added: Of the proceeds received, approximately $ 0.8 million repaid a
+Added: portion of the outstanding principal and the remaining was attributed to interest.
an investment that is the sponsor of a special purpose acquisition company formed for the purpose of effecting a merger, capital
1 unchanged sentence
November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with the Company became past due.
−Removed: On January 13, 2023, SuRo Capital Corp.
−Removed: invested $ 2.0 million in Orchard Technologies, Inc.’s Series 1 Senior Preferred
−Removed: financing round.
+Added: January 13, 2023, SuRo Capital Corp.
+Added: invested $ 2.0 million in Orchard Technologies, Inc.’s Series 1 Senior Preferred financing
As part of the transaction, SuRo Capital Corp.
−Removed: exchanged a portion of its existing Series D Preferred shares investment
−Removed: for Series 1 Senior Preferred shares, Series 2 Senior Preferred shares, and Common shares.
+Added: exchanged a portion of its existing Series D Preferred shares investment for
+Added: Series 1 Senior Preferred shares, Series 2 Senior Preferred shares, and Common shares.
Additionally, SuRo Capital Corp.’s previous
investment in the Simple Agreement for Future Equity was converted into additional Series 1 Senior Preferred shares.
+Added: July 12, 2023, SuRo Capital Corp.
+Added: invested $ 0.5 million in Shogun Enterprises, Inc (d/b/a Hearth)’s Series B-4 Preferred financing
+Added: As part of the transaction, the previous investment in the Convertible Note was converted into Series B-3 Preferred shares.
+Added: Additionally, SuRo Capital Corp.
+Added: received Common Warrants as part of the transaction.
+Added: On July 11, 2023, AltC Acquisition Corp.
+Added: announced it signed a definitive agreement to merge with Oklo, Inc.
+Added: As part of the transaction,
+Added: SuRo Capital Corp.’s Share units converted to 24,900 Class A Common shares and 214,400 Class B Common shares.
+Added: On July 19, 2023, Colombier
+Added: Acquisition Corp.
+Added: (“Colombier”) stockholders approved a business combination with PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.)
+Added: and related proposals at a special meeting.
+Added: Also on July 19, 2023, PSQ Holdings, Inc.
+Added: announced that it had consummated the business
+Added: combination with Colombier pursuant to a merger agreement between the parties, creating the resultant combined company PSQ Holdings,
+Added: (d/b/a PublicSq).
+Added: SuRo Capital Corp.’s shares of PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.) Class A Common shares are subject to
+Added: certain restrictions on transfer, while the Company’s PSQ Holdings, Inc.
+Added: warrants are freely tradable.
CAPITAL CORP.
30 unchanged sentences
Fitness Technology
−Removed: Forge Global, Inc.
San Francisco, CA
16 unchanged sentences
Convertible Note 0.5%, Due 4/18/2024*** ***
−Removed: True Global Ventures 4 Plus Pte Ltd ** (8)
+Added: Global Ventures 4 Plus Pte Ltd ** (8)
Singapore, Singapore
29 unchanged sentences
Online Education
−Removed: Commercial Streaming Solutions Inc.
+Added: Streaming Solutions Inc.
(d/b/a BettorView) (7)
5 unchanged sentences
Gaming Licensing
−Removed: Xgroup Holdings Limited (d/b/a Xpoint) ** (7)
+Added: Holdings Limited (d/b/a Xpoint) ** (7)
Convertible Note 6%, Due 8/17/2023*** **(7)***
Geolocation Technology
−Removed: YouBet Technology, Inc.
+Added: Technology, Inc.
(d/b/a FanPower) (7)
1 unchanged sentence
Digital Media Technology
−Removed: EDGE Markets, Inc.
+Added: Markets, Inc.
San Diego, CA
1 unchanged sentence
Gaming Technology
−Removed: Churchill Sponsor VII LLC ** (12)
+Added: Sponsor VII LLC ** (12)
Common share units **(12)
1 unchanged sentence
Warrant units **(12)
−Removed: AltC Sponsor LLC ** (12)
+Added: Sponsor LLC ** (12)
Share units **(12)
3 unchanged sentences
Subscription Fashion Rental
−Removed: Churchill Sponsor VI LLC ** (12)
+Added: Sponsor VI LLC ** (12)
Common share units **(12)
8 unchanged sentences
Micromobility
−Removed: Junior Preferred Convertible Note 4% Due 5/11/2027 (4) (4)
+Added: Preferred Convertible Note 4% Due 5/11/2027 (4) (4)
Common Warrants, Strike Price $0.01, Expiration Date 5/11/2027
3 unchanged sentences
Business Education
−Removed: Promissory Note 1.47%, Due 11/9/2021 (4)(13) (4)(13)
+Added: Note 1.47%, Due 11/9/2021 (4)(13) (4)(13)
Treehouse Real Estate Investment Trust, Inc.
73 unchanged sentences
accompanying notes to condensed consolidated financial statements.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise identified.
12 unchanged sentences
(Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ”).
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
assets that SuRo Capital Corp.
95 unchanged sentences
began its investment operations during the second quarter of 2011.
−Removed: table below displays the Company’s subsidiaries as of June 30, 2023, which, other than GSV Capital Lending, LLC (“GCL”)
+Added: table below displays the Company’s subsidiaries as of September 30, 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
79 unchanged sentences
The Company values its assets on a quarterly basis, or more frequently if required under the 1940 Act.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
9 unchanged sentences
the ability to access at the measurement date.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2 —Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities;
32 unchanged sentences
for which reliable market quotations are not readily available or for which the pricing source does not provide a valuation or methodology,
−Removed: or provides a valuation or methodology that, in the judgment of management, the Company’s Board of Directors or the valuation committee of the
−Removed: Company’s Board of Directors (the “Valuation Committee”), does not reliably represent fair value, shall each be valued
+Added: or provides a valuation or methodology that, in the judgment of management, the Company’s Board of Directors or the valuation committee
+Added: of the Company’s Board of Directors (the “Valuation Committee”), does not reliably represent fair value, shall each
+Added: be valued as follows:
quarterly valuation process begins with each portfolio company or investment being initially valued by the internal investment professionals
56 unchanged sentences
of these metrics may indicate a possible reduction in fair value.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
determining the fair value of equity or equity-linked securities (including warrants to purchase common or preferred stock) in a portfolio
10 unchanged sentences
These conversions are noted as non-cash operating items on the Condensed Consolidated Statements of Cash Flows.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
the nature of the Company’s current debt investments (excluding U.S.
7 unchanged sentences
These investments are classified as
−Removed: Level 3 assets because there is no known or accessible market or market indexes for these investment securities to be traded or exchanged.
−Removed: The Company’s options are valued at estimated fair value as determined by the Company’s Board of Directors.
+Added: Level 3 assets because there is no known or accessible market or market indexes for these investment securities to be traded or
+Added: The Company’s options are valued at estimated fair value as determined in good faith by the Company’s Board
+Added: of Directors.
Purpose Acquisition Companies
26 unchanged sentences
Refer to the Consolidated Schedules of Investments
−Removed: as of June 30, 2023 and December 31, 2022, for details regarding the nature and composition of the Company’s investment portfolio.
+Added: as of September 30, 2023 and December 31, 2022 for details regarding the nature and composition of the Company’s investment portfolio.
CAPITAL CORP.
38 unchanged sentences
from contingent consideration are to be recognized when the amount of the contingent consideration becomes realized or realizable.
−Removed: of June 30, 2023 and December 31, 2022, the Company had $ 375,965 and $ 628,332 , respectively, in escrow proceeds receivable.
+Added: of September 30, 2023 and December 31, 2022, the Company had $ 309,484 and $ 628,332 , respectively, in escrow proceeds receivable.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Financing Costs
12 unchanged sentences
debt instrument.
−Removed: As of June 30, 2023 and December 31, 2022, the Company had deferred financing costs of $ 590,430 and $ 555,761 , respectively,
+Added: As of September 30, 2023 and December 31, 2022, the Company had deferred financing costs of $ 611,736 and $ 555,761 , respectively,
on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Leases & Related Deposits
33 unchanged sentences
on the Condensed Consolidated Statement of Assets and Liabilities as escrow deposits.
−Removed: As of June 30, 2023 and December 31, 2022, the
−Removed: Company had no escrow deposits.
+Added: As of September 30, 2023 and December 31, 2022,
+Added: the 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.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Federal and State Income Taxes
11 unchanged sentences
31 of the subsequent tax year to which it was carried forward.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
the Company meets the Annual Distribution Requirement, but does not distribute (or is not deemed to have distributed) each calendar year
45 unchanged sentences
or when recognized over the next five years.
−Removed: Refer to “Note
−Removed: 9—Income Taxes” for further details.
+Added: Refer to “Note 9—Income Taxes” for further details.
CAPITAL CORP.
38 unchanged sentences
and any person controlling or under common control with the Company, subject to certain exceptions.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
the ordinary course of business, the Company may enter into transactions with portfolio companies that may be considered related-party
5 unchanged sentences
Company’s investment in Churchill Sponsor VI LLC, the sponsor of Churchill Capital Corp.
−Removed: constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark D.
−Removed: Klein, the Company’s
−Removed: Chairman, Chief Executive Officer and President, has a non-controlling interest in the entity that controls Churchill Sponsor VI LLC,
−Removed: and is a non-controlling member of the board of directors of Churchill Capital Corp VI.
−Removed: The Company’s investment in Churchill Sponsor
−Removed: VII LLC, the sponsor of Churchill Capital Corp.
−Removed: VII, a SPAC, also constituted a “remote-affiliate”
−Removed: transaction for purposes of the 1940 Act in light of the fact that Mr.
−Removed: 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.
+Added: VI, a SPAC, constituted a “remote-affiliate”
+Added: transaction for purposes of the 1940 Act in light of the fact that Mark D.
+Added: Klein, the Company’s Chairman, Chief Executive Officer
+Added: and President, has a non-controlling interest in the entity that controls Churchill Sponsor VI LLC, and is a non-controlling member of
+Added: the board of directors of Churchill Capital Corp VI.
+Added: The Company’s investment in Churchill Sponsor VII LLC, the sponsor of Churchill
+Added: Capital Corp.
+Added: VII, a SPAC, also constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the
+Added: fact that Mr.
+Added: Klein has a non-controlling interest in the entity that controls Churchill Sponsor VII LLC, and is a non-controlling member
+Added: of the board of directors of Churchill Capital Corp.
In addition, Mr.
−Removed: Klein’s brother, Michael Klein, is a control person of such Churchill entities.
−Removed: As of June 30, 2023, the fair values of the Company’s
−Removed: investments in Churchill Sponsor VI LLC and Churchill Sponsor VII LLC were $ 200,000 and $ 300,000 , respectively.
+Added: Klein’s brother, Michael Klein, is a control person
+Added: of such Churchill entities.
+Added: As of September 30, 2023, the fair values of the Company’s investments in Churchill Sponsor VI LLC
+Added: and Churchill Sponsor VII LLC were $ 200,000 and $ 387,216 , respectively.
+Added: CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Company’s investment in Skillsoft Corp.
3 unchanged sentences
Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp.
−Removed: II, a SPAC, and was a non-controlling
−Removed: member of the board of directors of Churchill Capital Corp.
−Removed: II, through which the Company executed a private investment in public equity
−Removed: transaction in order to acquire common shares of Skillsoft alongside the merger of Skillsoft and Churchill Capital Corp II.
−Removed: Klein’s brother, Michael Klein, is a control person of such Churchill entities.
−Removed: As of June 30, 2023, the fair value of the
−Removed: Company’s investment in Skillsoft Corp.
+Added: II, a SPAC, and was a non-controlling member of the board of directors
+Added: of Churchill Capital Corp.
+Added: II, through which the Company executed a private investment in public equity transaction in order to acquire
+Added: common shares of Skillsoft alongside the merger of Skillsoft and Churchill Capital Corp II.
+Added: In addition, Mr.
+Added: Klein’s brother, Michael
+Added: Klein, is a control person of such Churchill entities.
+Added: As of September 30, 2023, the fair value of the Company’s investment in
+Added: Skillsoft Corp.
was $ 873,840 .
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, was at the time of investment a non-controlling member of the board of directors of Shogun Enterprises, Inc., and
−Removed: held a minority equity interest in such portfolio company.
+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 held
+Added: a minority equity interest in such portfolio company.
The Company’s investment in Architect Capital PayJoy SPV, LLC also constituted
3 unchanged sentences
equity interest in such investment manager.
−Removed: As of June 30, 2023, the fair values of the Company’s remote-affiliate investments
+Added: As of September 30, 2023, the fair values of the Company’s remote-affiliate investments
in Shogun Enterprises, Inc.
1 unchanged sentence
addition, Ms.
−Removed: Findley and Claire Councill, a former investment professional of the Company until her departure on April 15, 2022, are
−Removed: non-controlling members of the board of directors of Colombier Acquisition Corp., a SPAC, which is sponsored
−Removed: by Colombier Sponsor LLC, one of the Company’s portfolio companies.
−Removed: The Company’s investment in AltC Sponsor LLC, the sponsor
−Removed: of AltC Acquisition Corp, a SPAC, constituted a “remote-affiliate” transaction for purposes
−Removed: of the 1940 Act in light of the fact that Mr.
−Removed: Klein has a non-controlling interest in one of the entities that controls AltC Sponsor
−Removed: LLC, and Allison Green, the Company’s Chief Financial Officer, Chief Compliance Officer, Treasurer and Secretary, is a non-controlling
−Removed: member of the board of directors of AltC Acquisition Corp.
−Removed: As of June 30, 2023, the fair values of the Company’s aggregate investments
−Removed: in each of Colombier Sponsor LLC and AltC Sponsor LLC were $ 17,182,605 and $ 250,000 , respectively.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Findley and Claire Councill, a former investment professional of the Company until her departure on April 15, 2022,
+Added: were non-controlling members of the board of directors of Colombier Acquisition Corp., a SPAC, which was sponsored by Colombier
+Added: Sponsor LLC, one of the Company’s portfolio companies until its dissolution upon completion of Colombier Acquisition
+Added: Corp.’s business combination into PSQ Holdings, Inc.
+Added: The Company’s investment in AltC Sponsor LLC, the sponsor of AltC
+Added: Acquisition Corp, a SPAC, constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact
+Added: Klein has a non-controlling interest in one of the entities that controls AltC Sponsor LLC, and Allison Green, the
+Added: Company’s Chief Financial Officer, Chief Compliance Officer, Treasurer and Secretary, is a non-controlling member of the board
+Added: of directors of AltC Acquisition Corp.
+Added: As of September 30, 2023, the fair values of the Company’s aggregate investments in
+Added: each of PSQ Holdings, Inc.
+Added: and AltC Sponsor LLC were $ 18,106,896
+Added: and $ 892,467 ,
+Added: respectively.
4— INVESTMENTS AT FAIR VALUE
6 unchanged sentences
Treasury securities.
−Removed: As of June 30, 2023, the Company had 61 positions in 37 portfolio companies.
+Added: As of September 30, 2023, the Company had 66 positions in 39 portfolio companies.
As of December 31, 2022, the Company
1 unchanged sentence
following tables summarize the composition of the Company’s investment portfolio by security type at cost and fair value as of
−Removed: June 30, 2023 and December 31, 2022:
−Removed: OF COMPOSITION OF INVESTMENT PORTFOLIO
−Removed: June 30, 2023
+Added: September 30, 2023 and December 31, 2022:
+Added: SCHEDULE OF COMPOSITION OF INVESTMENT PORTFOLIO
+Added: September 30, 2023
December 31, 2022
6 unchanged sentences
$ 118,472,118
+Added: $ 117,214,465
Debt Investments
1 unchanged sentence
Publicly Traded Portfolio Companies
+Added: Total Publicly Traded Portfolio Companies
Total Portfolio Investments
9 unchanged sentences
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: geographic and industrial compositions of the Company’s portfolio at fair value as of June 30, 2023 and December 31, 2022 were
−Removed: As of June 30, 2023
+Added: geographic and industrial compositions of the Company’s portfolio at fair value as of September 30, 2023 and December 31, 2022
+Added: were as follows:
+Added: As of September 30, 2023
As of December 31, 2022
4 unchanged sentences
Geographic Region
+Added: $ 114,313,456
International
1 unchanged sentence
$ 157,188,578
−Removed: As of June 30, 2023
+Added: As of September 30, 2023
As of December 31, 2022
3 unchanged sentences
Percentage of
−Removed: Financial Technology
Education Technology
+Added: Financial Technology
Big Data/Cloud
7 unchanged sentences
table below details the composition of the Company’s industrial themes presented in the preceding tables:
−Removed: Contract Management Software
+Added: Management Software
+Added: Supply Chain Technology
+Added: E-Commerce Marketplace
Innovation Platform
2 unchanged sentences
Estate Platform
+Added: Sports Betting
Fashion Rental
16 unchanged sentences
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 June 30, 2023 and December 31, 2022 are as follows:
−Removed: OF FAIR VALUE OF INVESTMENT VALUATION INPUTS
−Removed: As of June 30, 2023
+Added: level of significant input used in the valuation as of September 30, 2023 and December 31, 2022 are as follows:
+Added: SCHEDULE OF FAIR VALUE OF INVESTMENT VALUATION INPUTS
+Added: As of September 30, 2023
+Added: Quoted Prices in
Active Markets for
4 unchanged sentences
Preferred Stock
+Added: $ 124,249,715
+Added: $ 124,249,715
Debt Investments
1 unchanged sentence
Publicly Traded Portfolio Companies
+Added: Publicly Traded Portfolio Companies
+Added: Total Portfolio Investments
Non-Portfolio Investments
26 unchanged sentences
accordance with FASB ASC 820, Fair Value Measurement , the tables below provide quantitative information about the fair value measurements
−Removed: of the Company’s Level 3 assets as of June 30, 2023 and December 31, 2022.
−Removed: In addition to the techniques and inputs noted in the
−Removed: tables below, according to the Company’s valuation policy, the Board may also use other valuation techniques and methodologies
+Added: of the Company’s Level 3 assets as of September 30, 2023 and December 31, 2022.
+Added: In addition to the techniques and inputs noted
+Added: in the tables below, according to the Company’s valuation policy, the Board may also use other valuation techniques and methodologies
when determining the fair value measurements of the Company’s assets.
2 unchanged sentences
To the extent an unobservable input is not reflected in the tables below, such input is deemed insignificant with respect to the Company’s
−Removed: Level 3 fair value measurements as of June 30, 2023 and December 31, 2022.
−Removed: Significant changes in the inputs in isolation would result
−Removed: in a significant change in the fair value measurement, depending on the input and the materiality of the investment.
−Removed: Refer to “Note
−Removed: 2—Significant Accounting Policies— Investments at Fair Value ” for more detail.
−Removed: OF FAIR VALUE OF ASSETS ON UNOBSERVABLE INPUT
−Removed: of June 30, 2023
−Removed: Valuation Approach/ Technique (1)
+Added: Level 3 fair value measurements as of September 30, 2023 and December 31, 2022.
+Added: Significant changes in the inputs in isolation would
+Added: result in a significant change in the fair value measurement, depending on the input and the materiality of the investment.
+Added: “Note 2—Significant Accounting Policies— Investments at Fair Value ” for more detail.
+Added: SCHEDULE OF FAIR VALUE OF ASSETS ON UNOBSERVABLE INPUT
+Added: of September 30, 2023
+Added: Technique (1)
Unobservable Inputs (2)
−Removed: Range (Weighted Average) (3)
+Added: (Weighted Average) (3)
Common stock in private companies
1 unchanged sentence
Revenue multiples
+Added: 0.11 x - 8.97 x ( 3.41 x)
Preferred stock in private companies
+Added: $ 124,249,715
Market approach
5 unchanged sentences
Revenue multiples
+Added: 0.50 x - 5.43 x ( 4.97 x)
Option pricing model
Term to expiration (Years)
−Removed: of June 30, 2023, the Board used a hybrid market and income approach to value certain common and preferred stock investments as the
−Removed: Board felt this approach better reflected the fair value of these investments.
−Removed: In considering multiple valuation approaches (and
−Removed: consequently, multiple valuation techniques), the valuation approaches and techniques are not likely to change from one period of
−Removed: measurement to the next;
−Removed: however, the weighting of each in determining the final fair value of a Level 3 investment may change based
−Removed: on recent events or transactions.
−Removed: The hybrid approach may also consider certain risk weightings to account for the uncertainty of
−Removed: future events.
−Removed: Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ” for more
+Added: - 3.61 ( 2.78 )
+Added: of September 30, 2023, the Board used a hybrid market and income approach to value certain common and preferred stock investments
+Added: as the Board felt this approach better reflected the fair value of these investments.
+Added: In considering multiple valuation approaches
+Added: (and consequently, multiple valuation techniques), the valuation approaches and techniques are not likely to change from one period
+Added: of measurement to the next;
+Added: however, the weighting of each in determining the final fair value of a Level 3 investment may change
+Added: based on recent events or transactions.
+Added: The hybrid approach may also consider certain risk weightings to account for the uncertainty
+Added: of future events.
+Added: Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ” for
Board considers all relevant information that can reasonably be obtained when determining the fair value of Level 3 investments.
18 unchanged sentences
Funds From Operations, or “AFFO”.
+Added: Probability-Weighted
+Added: Expected Return Method, or “PWERM”.
CAPITAL CORP.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Probability-Weighted
−Removed: Expected Return Method, or “PWERM”.
of December 31, 2022
−Removed: Valuation Approach/ Technique (1)
+Added: Technique (1)
Unobservable Inputs (2)
−Removed: Range (Weighted Average) (3)
−Removed: Common stock in private companies
+Added: (Weighted Average) (3)
Market approach
2 unchanged sentences
Liquidation Value
+Added: Common stock in private companies
8.62 x - 12.62 x ( 10.94 x)
−Removed: Preferred stock in private companies
−Removed: $ 117,214,465
Market approach
5 unchanged sentences
15.0 % ( 15.0 %)
+Added: Preferred stock in private companies
+Added: $ 117,214,465
Revenue multiples
48 unchanged sentences
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: aggregate values of Level 3 assets and liabilities changed during the six months ended June 30, 2023 as follows:
−Removed: OF AGGREGATE VALUE OF ASSETS AND LIABILITIES
−Removed: Six Months Ended June 30, 2023
+Added: aggregate values of Level 3 assets and liabilities changed during the nine months ended September 30, 2023 as follows:
+Added: SCHEDULE OF AGGREGATE VALUE OF ASSETS AND LIABILITIES
+Added: Nine Months Ended September 30, 2023
Fair Value as of December 31, 2022
1 unchanged sentence
$ 143,865,093
+Added: Transfers out of Level 3
Purchases, capitalized fees and interest
Sales/Maturity of investments
+Added: ( 1,002,629 )
Exercises and conversions (1)
4 unchanged sentences
Net change in unrealized appreciation/(depreciation) included in earnings
−Removed: ( 8,145,056 )
−Removed: Fair Value as of June 30, 2023
+Added: Transfers out of Level 3 (1)
+Added: Fair Value as of September 30, 2023
$ 124,249,715
−Removed: Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of June 30, 2023
$ 167,501,720
+Added: Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of September 30, 2023
$ ( 412,380 )
$ ( 777,162 )
−Removed: the six months ended June 30, 2023, the Company’s portfolio investments had the following corporate actions which are reflected
+Added: During the nine months
+Added: ended September 30, 2023, the Company’s portfolio investments had the following corporate actions which are reflected
Portfolio Company
7 unchanged sentences
Class A Common Shares
+Added: Shogun Enterprises, Inc.
+Added: (d/b/a Hearth)
+Added: Convertible Note 0.5 %
+Added: B-3 Preferred Shares
+Added: Colombier Sponsor LLC
+Added: Class B Units
+Added: Class W Units
+Added: PSQ Holdings, Inc.
+Added: Class A Common Shares (Level 2)
+Added: PSQ Holdings, Inc.
+Added: Warrants (Level 1)
+Added: AltC Sponsor LLC
+Added: Common shares, Class A
+Added: Common shares, Class B
aggregate values of Level 3 assets and liabilities changed during the year ended December 31, 2022 as follows:
31 unchanged sentences
$ ( 70,818,192 )
−Removed: the year ended December 31, 2022, the Company’s portfolio investments had the following corporate actions which are reflected
−Removed: Portfolio Company
−Removed: Conversion from
−Removed: Conversion to
−Removed: Forge Global, Inc.
−Removed: Common Shares, Class AA
−Removed: Junior Preferred Shares
−Removed: Junior Preferred Warrants, Strike Price $ 12.42 , Expiration Date 11/9/2025
−Removed: Public Common shares (Level 2)
−Removed: Common warrants, Strike Price $ 3.98 , Expiration Date 11/9/2025 (Level 2)
−Removed: CAPITAL CORP.
+Added: During the year ended December
+Added: 31, 2022, the Company’s portfolio investments had the following 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
+Added: Common shares (Level 2)
+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: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
of Investments In, and Advances to, Affiliates
−Removed: during the six months ended June 30, 2023 involving the Company’s controlled investments and non-controlled/affiliate investments
+Added: during the nine months ended September 30, 2023 involving the Company’s controlled investments and non-controlled/affiliate investments
were as follows:
OF INVESTMENTS IN AND ADVANCES TO AFFILIATES
−Removed: Type/Industry/Portfolio
−Removed: Company/Investment
−Removed: Value at December 31, 2022
+Added: Type/Industry/Portfolio Company/Investment
+Added: Interest, Fees, or
+Added: Dividends Credited
+Added: Fair Value at December 31, 2022
+Added: Transfer In/ (Out)
Gains/(Losses)
Gains/(Losses)
−Removed: Value at June 30, 2023
−Removed: INVESTMENTS * (2)
−Removed: Purpose Acquisition Company
−Removed: Sponsor LLC**–Class W Units (7)
+Added: Fair Value at September 30, 2023
+Added: CONTROLLED INVESTMENTS * (2)
+Added: Special Purpose Acquisition Company
+Added: Colombier Sponsor LLC**–Class W Units (6)
Total Options
+Added: Preferred Stock
+Added: Clean Technology
(f/k/a GSV Sustainability Partners, Inc.)–Preferred shares, Class A
−Removed: Total Preferred
+Added: Total Preferred Stock
+Added: Clean Technology
(f/k/a GSV Sustainability Partners, Inc.)–Common shares
−Removed: Finance Technology
−Removed: Capital PayJoy SPV, LLC**–Membership Interest in Lending SPV***
−Removed: Purpose Acquisition Company
−Removed: Sponsor LLC**–Class B Units (7)
−Removed: CONTROLLED INVESTMENTS* (2)
−Removed: NON-CONTROLLED/AFFILIATE
−Removed: INVESTMENTS * (1)
+Added: Mobile Finance Technology
+Added: Architect Capital PayJoy SPV, LLC**–Membership Interest in Lending SPV***
+Added: Special Purpose Acquisition Company
+Added: Colombier Sponsor LLC**–Class B Units (6)
+Added: Total Common Stock
+Added: TOTAL CONTROLLED INVESTMENTS* (2) *(2)
+Added: NON-CONTROLLED/AFFILIATE INVESTMENTS * (1)
Debt Investments
−Removed: Innovation Platform
+Added: Global Innovation Platform
+Added: OneValley, Inc.
(f/k/a NestGSV, Inc.) –Convertible Promissory Note 8 %, Due 8/23/2024 (3)
$ ( 776,164 )
−Removed: ( 1,027,809 )
−Removed: Maven Research,
−Removed: Inc.–Preferred shares, Series C
−Removed: Research, Inc.–Preferred shares, Series B
+Added: Total Debt Investments
+Added: Preferred Stock
Knowledge Networks
−Removed: Media Platform
−Removed: Inc.–Preferred shares, Series C-2 6% (8)
−Removed: Inc.–Preferred shares, Series B 6% (8)
−Removed: Inc.–Preferred shares, Series A 6% (8)
−Removed: Inc.–Preferred shares, Series Seed 6% (8)
+Added: Maven Research, Inc.–Preferred shares, Series C
+Added: Maven Research, Inc.–Preferred shares, Series B
+Added: Total Knowledge Networks
Digital Media Platform
−Removed: LLC–Preferred shares, Series D 8% (5)
−Removed: LLC–Preferred shares, Series C 8% (5)
−Removed: LLC–Preferred shares, Series B 8% (5)
−Removed: LLC–Preferred shares, Series A 8% (5)
+Added: Ozy Media, Inc.–Preferred shares, Series C-2 6% (7)
+Added: ( 2,414,178 )
+Added: Ozy Media, Inc.–Preferred shares, Series B 6% (7)
+Added: ( 4,999,999 )
+Added: Ozy Media, Inc.–Preferred shares, Series A 6% (7)
+Added: ( 3,000,200 )
+Added: Ozy Media, Inc.–Preferred shares, Series Seed 6% (7) (7)
+Added: Total Digital Media Platform
+Added: ( 10,914,377 )
Interactive Learning
−Removed: Total Preferred
−Removed: Media Platform
−Removed: Ozy Media, Inc.–Common
−Removed: Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028 (8)
−Removed: Innovation Platform
+Added: StormWind, LLC–Preferred shares, Series D 8% (4)
+Added: StormWind, LLC–Preferred shares, Series C 8% (4)
+Added: StormWind, LLC–Preferred shares, Series B 8% (4)
+Added: StormWind, LLC–Preferred shares, Series A 8% (4)
+Added: Total Interactive Learning
+Added: Total Preferred Stock
+Added: ( 10,914,377 )
+Added: Digital Media Platform
+Added: Ozy Media, Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028 (7)
+Added: Global Innovation Platform
+Added: OneValley, Inc.
(f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023
+Added: OneValley, Inc.
(f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (5)
−Removed: Global Innovation Platform
−Removed: Curious.com, Inc.–Common
−Removed: NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)
+Added: Total Global Innovation Platform
+Added: E-Commerce Marketplace
+Added: PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.)**–Warrants (6)
+Added: Total Options
+Added: Online Education
+Added: Curious.com, Inc.–Common shares
+Added: E-Commerce Marketplace
+Added: PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.)**–Class A Common shares (6)
+Added: Total Common Stock
+Added: TOTAL NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)
$ ( 10,945,025 )
+Added: portfolio investments are non-income-producing, unless otherwise identified.
+Added: Equity investments
+Added: are subject to lock-up restrictions upon their IPO.
+Added: Preferred dividends are generally only
+Added: payable when declared and paid by the portfolio company’s board of directors.
+Added: The Company’s
+Added: directors, officers, employees and staff, as applicable, may serve on the board of directors
+Added: of the Company’s portfolio investments.
+Added: (Refer to “Note 3—Related-Party
+Added: Arrangements”).
+Added: All portfolio investments are considered Level 3 and valued using significant
+Added: unobservable inputs, unless otherwise noted.
+Added: (Refer to “Note 4—Investments at
+Added: Fair Value”).
+Added: All portfolio investments are considered Level 3 and valued using unobservable
+Added: inputs, unless otherwise noted.
+Added: All of the Company’s portfolio investments are restricted
+Added: as to resale, unless otherwise noted, and were valued at fair value as determined in good
+Added: faith by the Company’s Board of Directors.
+Added: (Refer to “Note 2—Significant
+Added: Accounting Policies—Investments at Fair Value”).
CAPITAL CORP.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: portfolio investments are non-income-producing, unless otherwise identified.
−Removed: Equity investments are subject to lock-up restrictions
−Removed: upon their IPO.
−Removed: Preferred dividends are generally only payable when declared and paid by the portfolio company’s board of directors.
−Removed: The Company’s directors, officers, employees and staff, as applicable, may serve on the board of directors of the Company’s
−Removed: portfolio investments.
−Removed: (Refer to “Note 3—Related-Party Arrangements”).
−Removed: All portfolio investments are considered
−Removed: Level 3 and valued using significant unobservable inputs, unless otherwise noted.
−Removed: (Refer to “Note 4—Investments at Fair
−Removed: All portfolio investments are considered Level 3 and valued using unobservable inputs, unless otherwise noted.
−Removed: of the Company’s portfolio investments are restricted as to resale, unless otherwise noted, and were valued at fair value as
−Removed: determined in good faith by the Company’s Board of Directors.
−Removed: (Refer to “Note 2—Significant Accounting Policies—Investments
−Removed: at Fair Value”).
−Removed: assets that SuRo Capital Corp.
−Removed: believes do not represent “qualifying assets” under Section 55(a) of the 1940 Act.
−Removed: the Company’s total investments as of June 30, 2023, 20.76 % of its total investments are non-qualifying assets.
+Added: Indicates assets that SuRo Capital Corp.
+Added: believes do not represent
+Added: “qualifying assets” under Section 55(a) of the 1940 Act.
+Added: Of the Company’s total investments as of September 30, 2023,
+Added: 21.30 % of its total investments are non-qualifying assets.
+Added: *** Investment
is income-producing.
−Removed: Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined
−Removed: in the 1940 Act.
−Removed: In general, a company is deemed to be an “Affiliate” of SuRo Capital Corp.
+Added: (1) “Affiliate
+Added: Investments” are investments in those companies that are “Affiliated Companies”
+Added: of SuRo Capital Corp., as defined in the 1940 Act.
+Added: In general, a company is deemed to be
+Added: an “Affiliate” of SuRo Capital Corp.
if SuRo Capital Corp.
−Removed: owns, directly or indirectly, between 5% and 25% of the voting securities ( i.e.
−Removed: , securities with the right to elect directors)
−Removed: of such company.
−Removed: Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined
−Removed: in the 1940 Act.
−Removed: In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company beneficially
−Removed: owns, directly or indirectly, more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors)
−Removed: and/or had the power to exercise control over the management or policies of such portfolio company.
−Removed: of June 30, 2023, the investments noted had been placed on non-accrual status.
−Removed: (f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp.
−Removed: do not entitle SuRo Capital Corp.
−Removed: to a preferred dividend rate.
−Removed: SuRo Capital Corp.
−Removed: does not anticipate that SPBRX, INC.
−Removed: will pay distributions on a quarterly or regular
−Removed: basis or become a predictable distributor of distributions.
−Removed: Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s wholly owned subsidiary, GSVC SW
−Removed: Holdings, Inc.
+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: Investments” are investments in those companies that are “Controlled Companies”
+Added: of SuRo Capital Corp., as defined in the 1940 Act.
+Added: In general, under the 1940 Act, the 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.
+Added: of September 30, 2023, the investments noted had been placed on non-accrual status.
+Added: Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s
+Added: wholly owned subsidiary, GSVC SW Holdings, Inc.
August 23, 2019, SuRo Capital Corp.
−Removed: amended the structure of its investment in OneValley, Inc.
+Added: amended the structure of its investment in OneValley,
(f/k/a NestGSV, Inc.).
−Removed: the agreement, SuRo Capital Corp.’s equity holdings (warrants notwithstanding) were restructured into a derivative security.
+Added: As part of the agreement, SuRo Capital Corp.’s equity holdings
+Added: (warrants notwithstanding) were restructured into a derivative security.
OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, ending August 23, 2024,
−Removed: while SuRo Capital Corp.
+Added: (f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,
+Added: ending August 23, 2024, while SuRo Capital Corp.
can put the shares to OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) at the end of the five year period.
−Removed: Sponsor LLC is the sponsor of Colombier Acquisition Corp., a SPAC formed for the purpose of effecting
−Removed: a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more
+Added: NestGSV, Inc.) at the end of the five year period.
+Added: July 19, 2023, Colombier Acquisition Corp.
+Added: (“Colombier”) stockholders approved a business combination with PSQ Holdings,
+Added: (d/b/a PublicSq.) and related proposals at a special meeting.
+Added: Also on July 19, 2023, PSQ Holdings, Inc.
+Added: announced that it had
+Added: consummated the business combination with Colombier pursuant to a merger agreement between the parties, creating the resultant
+Added: combined company PSQ Holdings, Inc.
+Added: (d/b/a PublicSq).
+Added: SuRo Capital Corp.'s shares of PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.) Class A
+Added: Common shares are subject to certain restrictions on transfer, while the Company’s PSQ Holdings, Inc.
+Added: warrants are freely
March 1, 2023, Ozy Media, Inc.
1 unchanged sentence
On May 4, 2023, SuRo Capital Corp.
−Removed: abandoned its investment in Ozy Media, Inc.
−Removed: CAPITAL CORP.
+Added: its investment in Ozy Media, Inc.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
of Investments In, and Advances to, Affiliates
1 unchanged sentence
were as follows:
−Removed: Type/Industry/Portfolio
−Removed: Company/Investment
+Added: Type/Industry/Portfolio Company/Investment
Value at December 31, 2021
3 unchanged sentences
INVESTMENTS * (2)
−Removed: Purpose Acquisition Company
+Added: Special Purpose Acquisition Company
Sponsor LLC**–Class W Units (7)
Total Options
+Added: Preferred Stock
+Added: Clean Technology
(f/k/a GSV Sustainability Partners, Inc.)–Preferred shares, Class A (4)
−Removed: Total Preferred
−Removed: (f/k/a GSV Sustainability Partners, Inc.)–Common shares
−Removed: Finance Technology
−Removed: Capital PayJoy SPV, LLC**–Membership Interest in Lending SPV***
−Removed: Purpose Acquisition Company
+Added: Total Preferred Stock
+Added: Clean Technology
+Added: (f/k/a GSV Sustainability Partners, Inc.)–Common
+Added: Mobile Finance Technology
+Added: Architect Capital PayJoy SPV, LLC**–Membership
+Added: Interest in Lending SPV***
+Added: Special Purpose Acquisition Company
Sponsor LLC**–Class B Units (7)
+Added: Total Common Stock
CONTROLLED INVESTMENTS* (2) *(2)
2 unchanged sentences
Debt Investments
−Removed: Innovation Platform
+Added: Global Innovation Platform
(f/k/a NestGSV, Inc.) –Convertible Promissory Note 8 %, Due 8/23/2024 (3)
−Removed: Maven Research,
−Removed: Inc.–Preferred shares, Series C
−Removed: Research, Inc.–Preferred shares, Series B
+Added: Total Debt Investments
+Added: Preferred Stock
Knowledge Networks
−Removed: Media Platform
−Removed: Inc.–Preferred shares, Series C-2 6%
−Removed: Inc.–Preferred shares, Series B 6%
−Removed: Inc.–Preferred shares, Series A 6%
−Removed: Inc.–Preferred shares, Series Seed 6%
+Added: Maven Research, Inc.–Preferred shares, Series
+Added: Maven Research, Inc.–Preferred
+Added: shares, Series B
+Added: Total Knowledge Networks
Digital Media Platform
+Added: Ozy Media, Inc.–Preferred shares, Series C-2
+Added: Ozy Media, Inc.–Preferred shares, Series B 6%
+Added: Ozy Media, Inc.–Preferred shares, Series A 6%
+Added: Ozy Media, Inc.–Preferred
+Added: shares, Series Seed 6%
+Added: Total Digital Media Platform
+Added: Interactive Learning
LLC–Preferred shares, Series D 8% (5)
2 unchanged sentences
LLC–Preferred shares, Series A 8% (5)
−Removed: Interactive Learning
+Added: Total Interactive Learning
( 1,879,887 )
−Removed: Total Preferred
+Added: Total Preferred Stock
( 1,879,887 )
Media Platform
−Removed: Media, Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028
−Removed: Innovation Platform
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 5/29/2022
−Removed: (f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023
+Added: Ozy Media, Inc.–Common Warrants, Strike Price
+Added: $ 0.01 , Expiration Date 4/9/2028
+Added: Global Innovation Platform
+Added: OneValley, Inc.
+Added: (f/k/a NestGSV, Inc.)–Preferred
+Added: Warrant Series B, Strike Price $ 2.31 , Expiration Date 5/29/2022
+Added: OneValley, Inc.
+Added: (f/k/a NestGSV,
+Added: 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)
( 1,616,141 )
−Removed: Innovation Platform
+Added: Total Global Innovation Platform
( 1,550,762 )
+Added: Total Options
( 1,550,762 )
−Removed: Inc.–Common shares
+Added: Online Education
+Added: Curious.com, Inc.–Common shares
+Added: Total Common Stock
NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)
$ ( 1,947,548 )
+Added: portfolio investments are non-income-producing, unless otherwise identified.
+Added: Equity investments
+Added: are subject to lock-up restrictions upon their IPO.
+Added: Preferred dividends are generally only
+Added: payable when declared and paid by the portfolio company’s board of directors.
+Added: The Company’s
+Added: directors, officers, employees and staff, as applicable, may serve on the board of directors
+Added: of the Company’s portfolio investments.
+Added: (Refer to “Note 3—Related-Party
+Added: Arrangements”).
+Added: All portfolio investments are considered Level 3 and valued using significant
+Added: unobservable inputs, unless otherwise noted.
+Added: (Refer to “Note 4—Investments at
+Added: Fair Value”).
+Added: All portfolio investments are considered Level 3 and valued using unobservable
+Added: inputs, unless otherwise noted.
+Added: All of the Company’s portfolio investments are restricted
+Added: as to resale, unless otherwise noted, and were valued at fair value as determined in good
+Added: faith by the Company’s Board of Directors.
+Added: (Refer to “Note 2—Significant
+Added: Accounting Policies—Investments at Fair Value”).
CAPITAL CORP.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: portfolio investments are non-income-producing, unless otherwise identified.
−Removed: Equity investments are subject to lock-up restrictions
−Removed: upon their IPO.
−Removed: Preferred dividends are generally only payable when declared and paid by the portfolio company’s board of directors.
−Removed: The Company’s directors, officers, employees and staff, as applicable, may serve on the board of directors of the Company’s
−Removed: portfolio investments.
−Removed: (Refer to “Note 3—Related-Party Arrangements”).
−Removed: All portfolio investments are considered
−Removed: Level 3 and valued using significant unobservable inputs, unless otherwise noted.
−Removed: (Refer to “Note 4—Investments at Fair
−Removed: All portfolio investments are considered Level 3 and valued using unobservable inputs, unless otherwise noted.
−Removed: of the Company’s portfolio investments are restricted as to resale, unless otherwise noted, and were valued at fair value as
−Removed: determined in good faith by the Company’s Board of Directors.
−Removed: (Refer to “Note 2—Significant Accounting Policies—Investments
−Removed: at Fair Value”).
−Removed: assets that SuRo Capital Corp.
−Removed: believes do not represent “qualifying assets” under Section 55(a) of the 1940 Act.
−Removed: the Company’s total investments as of December 31, 2022, 14.47 % of its total investments are non-qualifying assets.
+Added: Indicates assets that SuRo Capital Corp.
+Added: believes do not represent
+Added: “qualifying assets” under Section 55(a) of the 1940 Act.
+Added: Of the Company’s total investments as of December 31, 2022,
+Added: 14.47 % of its total investments are non-qualifying assets.
+Added: *** Investment
is income-producing.
−Removed: Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined
−Removed: in the 1940 Act.
−Removed: In general, a company is deemed to be an “Affiliate” of SuRo Capital Corp.
+Added: (1) “Affiliate
+Added: Investments” are investments in those companies that are “Affiliated Companies”
+Added: of SuRo Capital Corp., as defined in the 1940 Act.
+Added: In general, a company is deemed to be
+Added: an “Affiliate” of SuRo Capital Corp.
if SuRo Capital Corp.
−Removed: owns, directly or indirectly, between 5% and 25% of the voting securities ( i.e.
−Removed: , securities with the right to elect directors)
−Removed: of such company.
−Removed: Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined
−Removed: in the 1940 Act.
−Removed: In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company beneficially
−Removed: owns, directly or indirectly, more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors)
−Removed: and/or had the power to exercise control over the management or policies of such portfolio company.
+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: Investments” are investments in those companies that are “Controlled Companies”
+Added: of SuRo Capital Corp., as defined in the 1940 Act.
+Added: In general, under the 1940 Act, the 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.
−Removed: (f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp.
+Added: (f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital
do not entitle SuRo Capital Corp.
2 unchanged sentences
does not anticipate that SPBRX, INC.
−Removed: will pay distributions on a quarterly or regular
−Removed: basis or become a predictable distributor of distributions.
−Removed: Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s wholly owned subsidiary, GSVC SW
−Removed: Holdings, Inc.
+Added: will pay distributions on a quarterly or regular basis
+Added: or become a predictable distributor of distributions.
+Added: Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s
+Added: wholly owned subsidiary, GSVC SW Holdings, Inc.
August 23, 2019, SuRo Capital Corp.
−Removed: amended the structure of its investment in OneValley, Inc.
+Added: amended the structure of its investment in OneValley,
(f/k/a NestGSV, Inc.).
−Removed: the agreement, SuRo Capital Corp.’s equity holdings (warrants notwithstanding) were restructured into a derivative security.
+Added: As part of the agreement, SuRo Capital Corp.’s equity holdings
+Added: (warrants notwithstanding) were restructured into a derivative security.
OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, ending August 23, 2024,
−Removed: while SuRo Capital Corp.
+Added: (f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,
+Added: ending August 23, 2024, while SuRo Capital Corp.
can put the shares to OneValley, Inc.
−Removed: (f/k/a NestGSV, Inc.) at the end of the five year period.
−Removed: Sponsor LLC is the sponsor of Colombier Acquisition Corp., a special purpose acquisition company formed for the purpose of effecting
−Removed: a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more
−Removed: CAPITAL CORP.
+Added: NestGSV, Inc.) at the end of the five year period.
+Added: (7) Colombier
+Added: Sponsor LLC is the sponsor of Colombier Acquisition Corp., a special purpose acquisition
+Added: company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition,
+Added: stock purchase, reorganization or similar business combination with one or more businesses.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
5— COMMON STOCK
32 unchanged sentences
in aggregate amount of the Company’s common stock.
+Added: On August 7, 2023, the Company’s Board of Directors authorized an extension of, and an increase in the amount of
+Added: shares of the Company’s common stock that may be repurchased under, the discretionary Share Repurchase Program until the earlier of (i)
+Added: October 31, 2024 or (ii) the repurchase of $ 60.0 million 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
procedures and the applicable provisions of the 1940 Act and the Exchange Act.
−Removed: the three and six months ended June 30, 2023, the Company did no t
−Removed: repurchase any shares of the Company’s common stock under the Share Repurchase Program.
−Removed: During the three and six months ended June
−Removed: 30, 2022, the Company repurchased 855,159
+Added: the three and nine months ended September 30, 2023, the Company repurchased 186,493
+Added: of the Company’s common stock under the
+Added: Share Repurchase Program.
+Added: During the three and nine months ended September 30, 2022, the Company repurchased 0
and 1,008,676
−Removed: shares of the Company’s common stock under
+Added: shares, respectively, of the Company’s common stock under
the Share Repurchase Program.
−Removed: As of June 30, 2023, the dollar value of shares that remained available to be purchased by the Company
+Added: As of September 30, 2023, the dollar value of shares that remained available to be purchased by the Company
under the Share Repurchase Program was approximately $ 20.7
9 unchanged sentences
in the Modified Dutch Auction Tender Offer and to pay for all related fees and expenses.
−Removed: and Restated 2019 Equity Incentive Plan
−Removed: to “Note 11—Stock-Based Compensation” for a description of the Company’s restricted shares of common stock granted
−Removed: under the Amended & Restated 2019 Equity Incentive Plan (as defined therein).
CAPITAL CORP.
1 unchanged sentence
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: and Restated 2019 Equity Incentive Plan
+Added: to “Note 11—Stock-Based Compensation” for a description of the Company’s restricted shares of common stock granted
+Added: under the Amended & Restated 2019 Equity Incentive Plan (as defined therein).
At-the-Market
22 unchanged sentences
agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions.
−Removed: the three and six months ended June 30, 2023, the Company did no t issue or sell shares under the ATM program.
−Removed: During the three and six
−Removed: months ended June 30, 2022, the Company issued and sold 0 and 17,807 shares, respectively, under the ATM Program at weighted-average
+Added: the three and nine months ended September 30, 2023, the Company did not issue or sell shares under the ATM program.
+Added: During the three and nine
+Added: months ended September 30, 2022, the Company issued and sold 0 and 17,807 shares, respectively, under the ATM Program at weighted-average
price of $ 13.01 per share, for gross proceeds of $ 231,677 and net proceeds of $ 229,896 , after deducting commissions to the Agents on
−Removed: As of June 30, 2023, up to approximately $ 98.8 million in aggregate amount of the Shares remain available for sale under
−Removed: the ATM Program.
+Added: As of September 30, 2023, up to approximately $ 98.8 million in aggregate amount of the Shares remain available for sale
+Added: under the ATM Program.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
6— NET CHANGE IN NET ASSETS RESULTING FROM OPERATIONS PER COMMON SHARE—BASIC AND DILUTED
−Removed: 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 six months ended June 30, 2023 and 2022.
−Removed: OF BASIC AND DILUTED COMMON SHARE
−Removed: Three Months Ended June 30,
−Removed: Months Ended June 30,
+Added: following information sets forth the computation of basic and diluted net change in net assets resulting from operations per common
+Added: share, pursuant to ASC 260, for the three and nine months ended September 30, 2023 and 2022.
+Added: SCHEDULE OF BASIC AND
+Added: DILUTED COMMON SHARE
+Added: Three Months Ended
+Added: September 30,
+Added: Nine Months Ended
+Added: September 30,
Earnings per common share–basic:
10 unchanged sentences
Earnings per common share–diluted
−Removed: the three and six months ended June 30, 2023 and June 30, 2022, there were no potentially dilutive securities
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: the three and nine months ended September 30, 2023 and September 30, 2022, there were no potentially
+Added: dilutive securities outstanding.
7— COMMITMENTS AND CONTINGENCIES
1 unchanged sentence
company at some future date or over a specified period of time.
−Removed: As of June 30, 2023, the Company had approximately $ 5.8 million in non-binding investment agreements that required
−Removed: 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
10 unchanged sentences
lease cost that is amortized on a straight-line basis over the life of the lease.
−Removed: of June 30, 2023 and December 31, 2022, the Company booked a right-of-use asset and operating lease liability of $ 206,554
−Removed: and $ 288,268 ,
−Removed: respectively, on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: As of June 30, 2023 and December 31, 2022, the
−Removed: Company recorded a security deposit of $ 16,574
−Removed: and $ 16,574 ,
+Added: of September 30, 2023 and December 31, 2022, the Company booked a right-of-use asset and operating lease liability of $ 159,693 and $ 288,268 ,
respectively, on the Condensed Consolidated Statement of Assets and Liabilities.
−Removed: For the three months ended June 30, 2023 and 2022,
−Removed: the Company incurred $ 50,441
−Removed: and $ 47,349 ,
−Removed: respectively, of operating lease expense.
−Removed: For the six months ended June 30, 2023 and 2022, the Company incurred $ 99,164 and $ 94,721 ,
−Removed: respectively, of operating lease expense.
−Removed: The amounts reflected on the Condensed Consolidated Statement of Assets and Liabilities
−Removed: have been discounted using the rate implicit in the lease.
−Removed: As of June 30, 2023, the remaining lease term was 1.1
−Removed: years and the discount rate was 3.00 %.
−Removed: following table shows future minimum payments under the Company’s operating lease as of June 30, 2023:
−Removed: OF FUTURE MINIMUM PAYMENTS OF OPERATING LEASE
+Added: As of September 30, 2023 and December 31, 2022, the
+Added: Company 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 September 30, 2023 and 2022, the Company incurred $ 52,472 and $ 48,738 , respectively, of operating lease expense.
+Added: For the nine months ended September 30, 2023 and 2022, the Company incurred $ 151,637 and $ 143,459 , respectively, of operating lease expense.
+Added: The amounts reflected on the Condensed Consolidated Statement of Assets and Liabilities have been discounted using the rate implicit
+Added: in the lease.
+Added: As of September 30, 2023, the remaining lease term was 0.8 years and the discount rate was 3.00 %.
+Added: following table shows future minimum payments under the Company’s operating lease as of September 30, 2023:
+Added: OF FUTURE MINIMUM PAYMENTS OF OPERATION LEASE
For the Years Ended December 31,
−Removed: CAPITAL CORP.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
8— FINANCIAL HIGHLIGHTS
OF FINANCIAL HIGHLIGHTS
−Removed: Three Months Ended June 30,
−Removed: Six Months Ended June 30,
+Added: Three Months Ended
+Added: September 30,
+Added: Nine Months Ended
+Added: September 30,
Per Basic Share Data
−Removed: Net asset value at beginning of the year
+Added: Net asset value at beginning of period
Net investment loss (1)
25 unchanged sentences
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 opening and ending market values per
−Removed: share in the period, adjusted for dividends and equity issuances.
−Removed: Total return based on net asset value is based upon the change
−Removed: in net asset value per share between the opening and ending net asset values per share in the period, adjusted for dividends and
−Removed: equity issuances.
−Removed: highlights for periods of less than one year are annualized and the ratios of operating expenses to average net assets and net investment
−Removed: loss to average net assets are adjusted accordingly.
−Removed: Because the ratios are calculated for the Company’s common stock taken
−Removed: as a whole, an individual investor’s ratios may vary from these ratios.
−Removed: CAPITAL CORP.
+Added: return based on market value is based upon the change in market price per share between the
+Added: opening and ending market values per share in the period, adjusted for dividends and equity
+Added: Total return based on net asset value is based upon the change in net asset value
+Added: per share between the opening and ending net asset values per share in the period, adjusted
+Added: for dividends and equity issuances.
+Added: (3) Financial
+Added: highlights for periods of less than one year are annualized and the ratios of operating expenses
+Added: to average net assets and net investment loss to average net assets are adjusted accordingly.
+Added: Because the ratios are calculated for the Company’s common stock taken as a whole,
+Added: an individual investor’s ratios may vary from these ratios.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
9— INCOME TAXES
52 unchanged sentences
federal excise tax.
+Added: SURO CAPITAL CORP.
+Added: AND SUBSIDIARIES
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
Company is required to include net deferred tax provision/benefit in calculating its total expenses even though these net deferred taxes
3 unchanged sentences
as such gains or losses are not included in taxable income until they are realized.
−Removed: CAPITAL CORP.
−Removed: AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
federal and state income tax purposes, a portion of the Taxable Subsidiaries’ net operating loss carryforwards and basis differences
7 unchanged sentences
Further, the Company and the Taxable Subsidiaries accrue all interest and penalties related to uncertain tax positions as incurred.
−Removed: of June 30, 2023, there were no material interest or penalties incurred related to uncertain tax positions.
+Added: of September 30, 2023, there were no material interest or penalties incurred related to uncertain tax positions.
10— DEBT CAPITAL ACTIVITIES
28 unchanged sentences
The reported closing
−Removed: market price of SSSSL on June 30, 2023 and December 31, 2022 was $ 23.20 and $ 23.51 per note, respectively.
−Removed: As of June 30, 2023 and December
−Removed: 31, 2022, the fair value of the 6.00% Notes due 2026 was $ 69.6 million and $ 70.5 million, respectively.
−Removed: The 6.00% Notes due 2026 are
−Removed: classified as Level 1 of the fair value hierarchy (Refer to “Note 2 — Significant Accounting Policies”).
−Removed: 30, 2023 and December 31, 2022, the Company was in compliance with the terms of the Indenture.
−Removed: CAPITAL CORP.
+Added: market price of SSSSL on September 30, 2023 and December 31, 2022 was $ 23.35 and $ 23.51 per note, respectively.
+Added: As of September 30, 2023
+Added: and December 31, 2022, the fair value of the 6.00% Notes due 2026 was $ 70.1 million and $ 70.5 million, respectively.
+Added: The 6.00% Notes
+Added: due 2026 are classified as Level 1 of the fair value hierarchy (Refer to “Note 2 — Significant Accounting Policies”).
+Added: As of September 30, 2023 and December 31, 2022, the Company was in compliance with the terms of the Indenture.
+Added: SURO CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
11— STOCK-BASED COMPENSATION
11 unchanged sentences
the closing price of the shares on Nasdaq on the date of grant.
−Removed: July 17, 2019, stock options providing the right to purchase up to 1,165,000
−Removed: shares were granted under the 2019 Equity Incentive Plan with an exercise price equal to the market price of our common stock at the
−Removed: stock options had a vesting period of 3
+Added: July 17, 2019, stock options providing the right to purchase up to 1,165,000 shares were granted under the 2019 Equity Incentive Plan
+Added: with an exercise price equal to the market price of our common stock at the grant date.
+Added: These stock options had a vesting period of 3
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.
26 unchanged sentences
Dividend yield
−Removed: SCHEDULE OF OPTION,
+Added: OF OPTION ACTIVITY
Number of Shares
−Removed: Weighted-Average Exercise Price
−Removed: Weighted-Average Grant Date Fair Value
+Added: Weighted-Average
+Added: Exercise Price
+Added: Weighted-Average
+Added: Grant Date Fair Value
Outstanding as of December 31, 2019
1 unchanged sentence
( 1,155,000 )
−Removed: Outstanding as of June 30, 2023 and December 31, 2022
+Added: Outstanding as of September 30, 2023 and December 31, 2022
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: of June 30, 2023 and December 31, 2022, there was $ 0 of total unrecognized compensation cost related to non-vested stock options granted
−Removed: under the 2019 Equity Incentive Plan, as the options were cancelled effective April 28, 2020.
+Added: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
+Added: of September 30, 2023 and December 31, 2022, there was $ 0 of total unrecognized compensation cost related to non-vested stock options
+Added: granted under the 2019 Equity Incentive Plan, as the options were cancelled effective April 28, 2020.
and Restated 2019 Equity Incentive Plan
17 unchanged sentences
anniversary of such grant).
−Removed: During the six months ended June 30, 2023, the Company granted 60,060 restricted shares to the Company’s non-employee
−Removed: directors pursuant to the Amended & Restated 2019 Equity Incentive Plan.
−Removed: Additionally, on May 31, 2023, 26,736 restricted shares related
−Removed: to the 2022 non-employee director grants vested.
−Removed: Compensation expense associated with the restricted shares is recognized on a quarterly
−Removed: basis over the respective vesting periods.
+Added: During the nine months ended September 30, 2023, the Company granted 60,060
+Added: restricted shares to the Company’s non-employee directors pursuant to the Amended & Restated 2019 Equity Incentive Plan.
+Added: Additionally, on May 31, 2023, 26,736
+Added: restricted shares related to the 2022 non-employee director grants vested.
+Added: Compensation expense associated with the restricted
+Added: shares is recognized on a quarterly basis over the respective vesting periods.
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 six months ended June 30, 2023, the Company did not grant any restricted shares to the Company’s officers pursuant to the
−Removed: Amended & Restated 2019 Equity Incentive Plan.
+Added: the nine months ended September 30, 2023, the Company did not grant any restricted shares to the Company’s officers pursuant to
+Added: the Amended & Restated 2019 Equity Incentive Plan.
The Company determined that the fair values, based on the grant date close price
of such restricted shares granted to the Company’s officers under the Amended & Restated 2019 Equity Incentive Plan during
−Removed: the six months ended June 30, 2023 and 2022 were approximately $ 0
+Added: the nine months ended September 30, 2023 and 2022 were approximately $ 0 and $ 2,885,000 , respectively, in the aggregate.
+Added: the three and nine months ended September 30, 2023, the Company recognized stock-based compensation expense of $ 774,978
and $ 2,300,237 ,
−Removed: respectively, in the aggregate.
−Removed: the six months ended June 30, 2023 and 2022, the Company recognized stock-based compensation expense of $ 1,525,258
+Added: respectively.
+Added: For the three and nine months ended September 30, 2022, the Company recognized stock-based compensation expense of
and $ 1,976,695 ,
respectively.
−Removed: As of June 30, 2023 and December 31, 2022, there were approximately $ 4,926,351
+Added: As of September 30, 2023 and December 31, 2022, there were approximately $ 4,351,373
and $ 6,451,610
−Removed: of total unrecognized compensation costs related
−Removed: to the restricted share grants.
−Removed: Compensation expense associated with the restricted shares is recognized on a quarterly basis over the
−Removed: respective vesting periods.
+Added: of 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.
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: following table summarizes the activities for the Company’s restricted share grants for the six months ended June 30, 2023 under
−Removed: the Amended & Restated 2019 Equity Incentive Plan:
+Added: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2023
+Added: following table summarizes the activities for the Company’s restricted share grants for the nine months ended September 30, 2023
+Added: under the Amended & Restated 2019 Equity Incentive Plan:
OF EQUITY INCENTIVE PLAN
1 unchanged sentence
Outstanding as of December 31, 2022
−Removed: Outstanding as of June 30, 2023
−Removed: Vested as of June 30, 2023
−Removed: balance of vested shares reflects the total shares vested during the period and has not been reduced for those vested shares forfeited
−Removed: at time of vest related to net share settlement.
+Added: Outstanding as of September 30, 2023
+Added: Vested as of September 30, 2023
+Added: balance of vested shares reflects the total shares vested during the period and has not been
+Added: reduced for those vested shares 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
3 unchanged sentences
12— SUBSEQUENT EVENTS
−Removed: July 1, 2023 through August 8, 2023, the Company exited or received proceeds from the following investments (excluding short-term U.S.
−Removed: Treasury investments):
+Added: October 1, 2023 through November 8, 2023, the Company exited or received proceeds from the following investments (excluding short-term
+Added: Treasury bills):
OF INVESTMENTS
1 unchanged sentence
Transaction Date
−Removed: Average Net Share Price (1)
−Removed: Realized Loss (2)
−Removed: Nextdoor Holdings, Inc.
−Removed: $ ( 1,394,547 )
+Added: Net Share Price (1)
+Added: Realized Gain (2)
+Added: PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.) - Warrants (3)
Homes For Rent, LLC (d/b/a Second Avenue) (4)
−Removed: $ ( 1,394,547 )
−Removed: The average net share price is the net share price realized after deducting all commissions and fees on the sale(s),
−Removed: if applicable.
−Removed: loss does not include adjustments to amounts held in escrow receivable.
−Removed: As of August 8, 2023, SuRo Capital held 262,420 shares of Nextdoor Holdings, Inc.
−Removed: public common shares.
−Removed: to June 30, 2023, $ 0.1 million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15 % term
−Removed: loan due December 23, 2023 .
−Removed: Of the proceeds received, $ 0.1 million repaid a portion of the outstanding principal and the remaining
−Removed: proceeds were attributed to interest.
−Removed: July 1, 2023 through August 8, 2023, the Company made the following investments (not including capitalized transaction costs).
−Removed: INVESTMENT NOT INCLUDING
−Removed: CAPITALIZED TRANSACTION COSTS
+Added: (1) The average net share price is the net share price realized after deducting all commissions and fees on the sale(s), if applicable.
+Added: gain does not include adjustments to amounts held in escrow receivable.
+Added: (3) As of November 8, 2023, SuRo
+Added: Capital held 2,632,069
+Added: PSQ Holdings, Inc.
+Added: (d/b/a PublicSq.) warrants.
+Added: (4) Subsequent
+Added: to September 30, 2023, $ 0.1 million has been received from Residential Homes for Rent, LLC
+Added: (d/b/a Second Avenue) related to the 15 % term loan due December 23, 2023 .
+Added: Of the proceeds
+Added: received, $ 0.1 million repaid a portion of the outstanding principal and the remaining proceeds
+Added: were attributed to interest.
+Added: October 1, 2023 through November 8, 2023, the Company made the following investments (not including capitalized transaction costs
+Added: or investments in short-term U.S.
+Added: Treasury bills).
+Added: OF INVESTMENTS BY COMPANY
Portfolio Company
Transaction Date
−Removed: FourKites, Inc.
−Removed: Common shares
−Removed: Shogun Enterprises, Inc.
−Removed: (d/b/a Hearth)
−Removed: Preferred shares
−Removed: Stake Trade, Inc.
−Removed: (d/b/a Prophet Exchange)
−Removed: Simple Agreement for Future Equity
+Added: Xgroup Holdings Limited (d/b/a Xpoint)
+Added: Convertible Note
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: Repurchase Program
−Removed: August 7, 2023, the Company’s Board of Directors authorized an extension of, and a $ 5.0 million increase in the amount of shares
−Removed: that may be repurchased under, the Company’s discretionary Share Repurchase Program until the earlier of (i) October 31, 2024 or
−Removed: (ii) the repurchase of $ 60.0 million in aggregate amount of the Company’s common stock.
−Removed: timing and number of shares to be repurchased pursuant to the Company’s discretionary Share Repurchase Program will depend on a
−Removed: number of factors, including market conditions and alternative investment opportunities.
−Removed: The Share Repurchase Program may be suspended,
−Removed: terminated or modified at any time for any reason and does not obligate the Company to acquire any specific number of shares of its common
−Removed: Under the Share Repurchase Program, the Company may repurchase its outstanding common stock in the open market, provided that
−Removed: it complies with the prohibitions under its insider trading policies and procedures and the applicable provisions of the 1940 Act and
−Removed: the Exchange Act.
−Removed: of August 8, 2023, the dollar value of shares that remained available to be purchased by the Company under the Share Repurchase Program
−Removed: was approximately $ 21.4 million.
CAPITAL CORP.
AND SUBSIDIARIES
−Removed: TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
13— SUPPLEMENTAL FINANCIAL DATA
14 unchanged sentences
those portfolio companies that were more likely to materially impact the financial condition of an investment company.
−Removed: Company’s three controlled portfolio companies as of June 30, 2023, SPBRX, INC.
−Removed: (f/k/a GSV Sustainability Partners, Inc.), Architect
−Removed: Capital PayJoy SPV, LLC and Colombier Sponsor LLC, did not meet the definition of a “significant subsidiary” as set forth
−Removed: in Rule 1-02(w)(2).
−Removed: For comparability purposes, the Company has omitted the previously disclosed summarized financial information of
−Removed: the Company’s significant subsidiaries for the quarter ended June 30, 2022 as the Company’s significant subsidiaries would
−Removed: not have been considered significant subsidiaries under the Final Rules.
+Added: Company’s two controlled portfolio companies as of September 30, 2023, SPBRX, INC.
+Added: (f/k/a GSV Sustainability Partners, Inc.) and
+Added: Architect Capital PayJoy SPV, LLC, did not meet the definition of a “significant subsidiary” as
+Added: set forth in Rule 1-02(w)(2).
+Added: For comparability purposes, the Company has omitted the previously disclosed summarized financial information
+Added: of the Company’s significant subsidiaries for the quarter ended September 30, 2022 as the Company’s significant subsidiaries
+Added: would 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.