What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2022-08-04 compared with 2022-05-05 · 176 added, 92 removed, 306 unchanged (47% of the section changed)

20 unchanged sentences

• a contraction of available credit and/or an inability to access the equity markets could impair our investment activities;

• increases in inflation or an inflationary economic environment could adversely affect our portfolio companies' operating results, causing us to suffer losses in our portfolio;

• interest rate volatility could adversely affect our results, particularly because we use leverage as part of our investment strategy;

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In March 2020, the outbreak of the novel coronavirus (“COVID-19”) was recognized as a pandemic by the World Health Organization.

As of the quarter ended March 31, 2022, and subsequent to March 31, 2022, the COVID-19 pandemic has had a significant impact on the U.S.

As of the quarter ended June 30, 2022, and subsequent to June 30, 2022, the COVID-19 pandemic has had a significant impact on the U.S.

and global economy.

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This policy was amended in February 2022 when it was deemed safe to return to our offices.

As of May 4, 2022, there is no indication of a reportable subsequent event impacting the Company’s financial statements for the quarter ended March 31, 2022.

As of August 3, 2022, there is no indication of a reportable subsequent event related to COVID-19 impacting the Company’s financial statements for the quarter ended June 30, 2022.

The Company continues to observe and respond to the evolving COVID-19 environment and its potential impact on areas across its business.

Portfolio and Investment Activity

Three Months Ended March 31, 2022

Six Months Ended June 30, 2022

The value of our investment portfolio will change over time due to changes in the fair value of our underlying investments, as well as changes in the composition of our portfolio resulting from purchases of new and follow-on investments and the sales of existing investments.

The fair value, as of March 31, 2022, of all of our portfolio investments was $280,778,078.

During the three months ended March 31, 2022, we did not fund any new investments.

During the three months ended March 31, 2022, we capitalized fees of $0.

During the three months ended March 31, 2022, we exited or received proceeds from investments in an amount of $1,287,722, net of transaction costs, and realized a net gain on investments of $3,096,275 (including adjustments to amounts held in escrow receivable) as shown in following table:

The fair value, as of June 30, 2022, of all of our portfolio investments was $200,066,714.

During the six months ended June 30, 2022, we funded investments in an aggregate amount of $11,000,000 (not including capitalized transaction costs) as shown in the following table:

Portfolio Company Investment Transaction Date Gross Payments

Shogun Enterprises, Inc.

Convertible Note 5/2/2022 $ 500,000

EDGE Markets, Inc.

Preferred Shares, Series Seed 5/18/2022 500,000

Preferred Shares, Series C 6/30/2022 10,000,000

Total $ 11,000,000

During the six months ended June 30, 2022, we capitalized fees of $8,515.

During the six months ended June 30, 2022, we exited or received proceeds from investments in the amount of $5,051,279, net of transaction costs, and realized a net gain on investments of $1,130,050 (including adjustments to amounts held in escrow receivable) as shown in following table:

Portfolio Company Transaction Date Shares Average Net Share Price (1)

Net Proceeds Realized Gain (2)

Net Proceeds Realized Gain/(Loss) (2)

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) Various 31,028 $ 26.96 $ 836,485 $ 215,799

Rover Group, Inc.

Various 474,335 5.61 2,659,209 1,241,310

1/31/2022 42,744 6.52 278,497 150,725

Rent the Runway, Inc.

Various 50,000 3.62 181,115 (578,626)

Residential Homes for Rent, LLC (d/b/a Second Avenue) (3)

Various N/A N/A 500,000 —

True Global Ventures 4 Plus Pte Ltd 5/31/2022 N/A N/A 874,470 160,965

Total $ 5,051,279 $ 1,039,448

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(1) The average net share price is the net share price realized after deducting all commissions and fees on the sale(s), if applicable.

(2) Realized gain does not include adjustments to amounts held in escrow receivable.

(3) During the three months ended March 31, 2022, approximately $0.3 million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023.

(2) Realized gain/(loss) does not include adjustments to amounts held in escrow receivable.

(3) During the six months ended June 30, 2022, approximately $0.6 million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $0.5 million repaid a portion of the outstanding principal and the remaining was attributed to interest.

During the three months ended March 31, 2022, we did not write-off any investments.

Three Months Ended March 31, 2021

During the three months ended March 31, 2021, we funded investments in an aggregate amount of $9,499,978 (not including capitalized transaction costs) as shown in the following table:

During the six months ended June 30, 2022, we did not write-off any investments and our OneValley, Inc.

(f/k/a NestGSV, Inc.) Series B preferred warrants with a strike price of $2.31 expired on May 29, 2022.

Six Months Ended June 30, 2021

During the six months ended June 30, 2021, we funded investments in an aggregate amount of $39,342,140 (not including capitalized transaction costs) as shown in the following table:

Portfolio Company Investment Transaction Date Gross Payments

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Architect Capital PayJoy SPV, LLC (4)

Membership Interest in Lending SPV 3/24/2021 500,000

Membership Interest in Lending SPV Various 2,630,333

Commercial Streaming Solutions Inc.

(d/b/a BettorView) Simple Agreement for Future Equity ("SAFE") 3/26/2021 1,000,000

Colombier Sponsor LLC (5)

Class B Units & Class W Units 4/1/2021 502,193

Colombier Sponsor LLC (5)

Class B Units & Class W Units 6/7/2021 2,209,649

Churchill Capital Corp.

Common Shares, Class A 6/8/2021 10,000,000

Common Shares & Investec Preferred Shares 6/9/2021 10,000,000

Blink Health, Inc.

Preferred Shares, Series C 6/28/2021 4,999,987

Total $ 39,342,140

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Our investment in Churchill Sponsor VII LLC constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark Klein, our Chairman, CEO and President, has a non-controlling interest in the entity that controls Churchill Sponsor VII LLC, and is a non-controlling board member of Churchill Capital Corp VII.

(3) Keri Findley, a former senior managing director of the Company until her departure on March 9, 2022, is a non-controlling member of the board of directors of Shogun Enterprises, Inc.

(3) Our initial investment in Shogun Enterprises, Inc.

constituted a "remote-affiliate" transaction 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 on March 9, 2022, is a non-controlling member of the board of directors of Shogun Enterprises, Inc.

and holds a minority equity interest in such company.

(4) As of March 31, 2021, $0.5 million of the $10.0 million capital commitment representing SuRo Capital Corp.'s Membership Interest in Architect Capital PayJoy SPV, LLC had been called and funded.

Keri Findley, a former senior managing director of the Company until her departure on March

9, 2022, is a non-controlling member of the board of directors of the investment manager to Architect Capital PayJoy SPV, LLC and holds a minority equity interest in such investment manager.

During the three months ended March 31, 2021, we capitalized fees of $3,658.

During the three months ended March 31, 2021, we exited investments in an amount of $125,387,267, net of transaction costs, and realized a net gain on investments of $112,152,518 (including U.S.

Treasury investments and adjustments to amounts held in escrow receivable) as shown in following table:

Portfolio Company Transaction Date Shares Average Net Share Price (1)

Net Proceeds Realized Gain (2)

(4) As of June 30, 2021, $2.6 million of the $10.0 million capital commitment representing SuRo Capital Corp.'s Membership Interest in Architect Capital PayJoy SPV, LLC had been called and funded.

Our investment in Architect Capital PayJoy SPV, LLC constituted a "remote-affiliate" transaction 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 on March 9, 2022, is a non-controlling member of the board of directors of the investment manager to Architect Capital PayJoy SPV, LLC and holds a minority equity interest in such investment manager.

(5) Colombier Sponsor LLC is the sponsor of Colombier Acquisition Corp., a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

Keri Findley, a former senior managing director of the Company, and Claire Councill, a former investment professional of the Company, are non-controlling members of the board of directors of Colombier Acquisition Corp.

(6) On June 11, 2021, the Company executed a private investment in public equity transaction, through Churchill Capital Corp.

II, a special purpose acquisition company, in order to acquire shares of Software Luxembourg Holding S.A.

alongside the merger of Software Luxembourg Holding S.A.

and Churchill Capital Corp.

Following the merger, Software Luxembourg Holding S.A.

changed its name to Skillsoft Corp.

This investment constitutes a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark Klein, our Chairman, CEO and President, has a non-controlling interest in the entity that controls Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp II, and is a non-controlling board member of Churchill Capital Corp II.

During the six months ended June 30, 2021, we capitalized fees of $20,723.

During the six months ended June 30, 2021, we exited investments in an amount of $157,230,033, net of transaction costs, and realized a net gain on investments of $139,811,330 (including adjustments to amounts held in escrow receivable) as shown in following table:

Portfolio Company Net Proceeds Realized Gain (1)

Palantir Technologies, Inc.

Various 4,618,952 $ 26.72 $ 123,419,184 $ 110,544,068

$ 123,419,184 $ 110,544,068

Palantir Lending Trust SPV I (3)

Various N/A N/A 1,608,604 1,608,604

1,877,083 1,877,083

Residential Homes for Rent, LLC (d/b/a Second Avenue) (4)

Various N/A N/A 359,479 —

SP Holdings Group, Inc.

490,246 490,246

Coursera, Inc.

30,731,819 26,897,290

Total $ 157,230,033 $ 139,808,687

_________________________________

(1) The average net share price is the net share price realized after deducting all commissions and fees on the sale(s), if applicable.

(2) Realized gain does not include adjustments to amounts held in escrow receivable.

(1) Realized gain/(loss) does not include adjustments to amounts held in escrow receivable.

(2) As of March 4, 2021, all remaining shares of Palantir Technologies, Inc.

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retains a beneficial equity upside interest.

As of March 31, 2022, 512,290 Class A common shares remain in Palantir Lending Trust SPV I, none of which are subject to lock-up restrictions.

As of June 30, 2022, 512,290 Class A common shares remain in Palantir Lending Trust SPV I, none of which are subject to lock-up restrictions.

The realized gain from SuRo Capital Corp.'s investment in Palantir Lending Trust SPV I is generated by the proceeds from the sale of a portion of the shares collateralizing the promissory note to Palantir Lending Trust SPV I and attributable to the Equity Participation in Underlying Collateral.

(5) As of March 31, 2021, approximately $0.4 million had been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $0.3 million repaid a portion of the outstanding principal and approximately $0.1 million was attributed to interest.

During the three months ended March 31, 2021, we did not write-off any investments.

(4) As of June 30, 2021, approximately $0.7 million had been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $0.5 million repaid a portion of the outstanding principal and the remaining was attributed to interest.

(5) As of June 30, 2021, we held 2,346,271 remaining common shares of Coursera, Inc., all of which were subject to lock-up restriction.

During the six months ended June 30, 2021, we did not write-off any investments and our OneValley, Inc.

(f/k/a NestGSV, Inc.) Series A-3 preferred warrants with a strike price of $1.33 expired on April 4, 2021.

Results of Operations

Comparison of the Three Months Ended March 31, 2022 and 2021

Operating results for the three months ended March 31, 2022 and 2021 are as follows:

Three Months Ended March 31,

Comparison of the three and six months ended June 30, 2022 and 2021

Operating results for the three and six months ended June 30, 2022 and 2021 are as follows:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Total Investment Income $ 890,631 $ 274,820 $ 1,473,731 $ 566,172

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Net change in unrealized appreciation/(depreciation) of investments (88,562,575) 7,741,252 (66,977,690) 6,425,415

Net Increase in Net Assets Resulting from Operations $ 20,456,455 $ 108,002,363

Net Increase/(Decrease) in Net Assets Resulting from Operations $ (94,339,688) $ 33,357,064 $ (73,883,233) $ 141,359,427

Investment Income

Investment income increased to $583,100 for the three months ended March 31, 2022 from $291,352 for the three months ended March 31, 2021.

The net increase between periods was due to an increase in interest income from Architect Capital PayJoy SPV, LLC.

The increase was offset by a decrease in interest income from Residential Homes for Rent, LLC (d/b/a Second Avenue) and a decrease in dividend income from GreenAcreage Real Estate Investment Trust, Inc.

during the three months ended March 31, 2022, relative to the three months ended March 31, 2021.

Investment income increased to $890,631 for the three months ended June 30, 2022 from $274,820 for the three months ended June 30, 2021.

The net increase between periods was due to an increase in interest income from Architect Capital PayJoy SPV, LLC and Shogun Enterprises, Inc.

The increase was offset by a decrease in interest income from Residential Homes for Rent, LLC (d/b/a Second Avenue) and a decrease in dividend income from NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) during the three months ended June 30, 2022, relative to the three months ended June 30, 2021.

Investment income increased to $1,473,731 for the six months ended June 30, 2022 from $566,172 for the six months ended June 30, 2021.

The net increase between periods was due to an increase in interest income from Architect Capital PayJoy SPV, LLC and Shogun Enterprises, Inc.

The increase was offset by a decrease in interest income from Residential Homes for Rent, LLC (d/b/a Second Avenue) and a decrease in dividend income from NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) during the six months ended June 30, 2022, relative to the six months ended June 30, 2021.

Operating Expenses

Total operating expenses increased to $4,807,805 for the three months ended March 31, 2022 from $3,125,670 for the three months ended March 31, 2021.

The increase in operating expense was primarily due to an increase in compensation expense, interest expense, professional fees, and other expenses during the three months ended March 31, 2022, relative to the three months ended March 31, 2021.

Total operating expenses increased to $4,701,519 for the three months ended June 30, 2022 from $2,317,820 for the three months ended June 30, 2021.

The increase in operating expense was primarily due to an increase in interest expense, compensation expense, and professional fees during the three months ended June 30, 2022, relative to the three months ended June 30, 2021.

Total operating expenses increased to $9,509,324 for the six months ended June 30, 2022 from $5,443,490 for the six months ended June 30, 2021.

The increase in operating expense was primarily due to an increase in interest expense, compensation expense, and professional fees during the six months ended June 30, 2022, relative to the six months ended June 30, 2021.

Net Investment Loss

For the three months ended March 31, 2022, we recognized a net investment loss of $4,224,705, compared to a net investment loss of $2,834,318 for the three months ended March 31, 2021.

The change between periods resulted from the increase in operating expenses between periods during the three months ended March 31, 2022, relative to the three months ended March 31, 2021.

For the three months ended June 30, 2022, we recognized a net investment loss of $3,810,888, compared to a net investment loss of $2,043,000 for the three months ended June 30, 2021.

The change between periods resulted from the increase in operating expenses offset by an increase in total investment income between periods during the three months ended June 30, 2022, relative to the three months ended June 30, 2021.

For the six months ended June 30, 2022, we recognized a net investment loss of $8,035,593, compared to a net investment loss of $4,877,318 for the six months ended June 30, 2021.

The change between periods resulted from the increase in operating expenses offset by an increase in total investment income between periods during the six months ended June 30, 2022, relative to the six months ended June 30, 2021.

Net Realized Gain on Investments

For the three months ended March 31, 2022, we recognized a net realized gain on our investments of $3,096,275, compared to a net realized gain of $112,152,518 for the three months ended March 31, 2021.

The components of our net realized gains on portfolio investments for the three months ended March 31, 2022 and 2021, excluding U.S.

For the three months ended June 30, 2022, we recognized a net realized loss on our investments of $1,966,225, compared to a net realized gain of $27,658,812 for the three months ended June 30, 2021.

For the six months ended June 30, 2022, we recognized a net realized gain on our investments of $1,130,050, compared to a net realized gain of $139,811,330 for the six months ended June 30, 2021.

The components of our net realized gains on portfolio investments for the six months ended June 30, 2022 and 2021, excluding U.S.

Treasury investments and fluctuations in escrow receivables estimates, are reflected in the tables above, under “—Portfolio and Investment Activity.”

Net Change in Unrealized Appreciation/(Depreciation) of Investments

For the three months ended March 31, 2022 and 2021, we had a net change in unrealized appreciation/(depreciation) of $21,584,885 and $(1,315,837), respectively.

The following tables summarize, by portfolio company, the significant changes in unrealized appreciation/(depreciation) of our investment portfolio for the three months ended March 31, 2022 and 2021.

Portfolio Company Net Change in Unrealized Appreciation/(Depreciation) For the Quarter Ended March 31, 2022

Portfolio Company Net Change in Unrealized Appreciation/(Depreciation) For the Quarter Ended March 31, 2021

Forge Global, Inc.

$ 41,728,933 Coursera, Inc.

True Global Ventures 4 Plus Fund Pte Ltd 3,267,828 Nextdoor.com, Inc.

For the three months ended June 30, 2022 and 2021, we had a net change in unrealized appreciation/(depreciation) of $(88,562,575) and $7,741,252, respectively.

The following tables summarize, by portfolio company, the significant changes in unrealized appreciation/(depreciation) of our investment portfolio for the three months ended June 30, 2022 and 2021.

Portfolio Company Net Change in Unrealized Appreciation/(Depreciation) For the Three Months Ended June 30, 2022 Portfolio Company Net Change in Unrealized Appreciation/(Depreciation) For the Three Months Ended June 30, 2021

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (1)

(1,161,292) A Place for Rover Inc.

(f/k/a DogVacay, Inc.) 3,941,249

$ (1,625,807) Ozy Media, Inc.

Nextdoor, Inc.

(2,452,786) Aventine Property Group, Inc.

Rover Group, Inc.

(3,028,901) Enjoy Technology, Inc.

(1,931,885) Course Hero, Inc.

Blink Health, Inc.

(2,104,711) Aspiration Partners, Inc.

Skillsoft Corp.

(2,474,244) Enjoy Technology, Inc.

Varo Money, Inc.

(2,700,966) CUX, Inc.

(d/b/a CorpU) 3,238,703

Enjoy Technology, Inc.

(3,741,844) NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) 1,720,327

Neutron Holdings, Inc.

(d/b/a/ Lime) (3,991,353) StormWind, LLC 1,249,114

Nextdoor Holdings, Inc.

(4,020,739) Clever, Inc.

(5,588,395) Aventine Property Group, Inc.

Course Hero, Inc.

(17,273,549) Nextdoor Holdings, Inc.

Forge Global Holdings, Inc.

(41,488,638) Coursera, Inc.

(1,620,444) Other (2)

Total $ (88,562,575) Total $ 7,741,252

_______________________

(1) The change in unrealized appreciation/(depreciation) reflected for these investments resulted in full or in part from the full or partial exit of the investment, which resulted in the reversal of previously accrued unrealized appreciation/(depreciation), as applicable.

(2) “Other” represents investments for which individual changes in unrealized appreciation/(depreciation) was less than $1.0 million for the three months ended June 30, 2022 and 2021.

For the six months ended June 30, 2022 and 2021, we had a net change in unrealized appreciation/(depreciation) of $(66,977,690) and $6,425,415, respectively.

The following tables summarize, by portfolio company, the significant changes in unrealized appreciation/(depreciation) of our investment portfolio for the six months ended June 30, 2022 and 2021.

Portfolio Company Net Change in Unrealized Appreciation/(Depreciation) For the Six Months Ended June 30, 2022 Portfolio Company Net Change in Unrealized Appreciation/(Depreciation) For the Six Months Ended June 30, 2021

True Global Ventures 4 Plus Fund Pte Ltd (1)

$ 3,106,863 Coursera, Inc.

Blink Health, Inc.

(2,622,697) Ozy Media, Inc.

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (1)

(2,788,019) Course Hero, Inc.

Varo Money, Inc.

(2,994,723) Aspiration Partners, Inc.

Neutron Holdings, Inc.

(d/b/a/ Lime) (3,991,353) A Place for Rover Inc.

(f/k/a DogVacay, Inc.) 4,635,116

Enjoy Technology, Inc.

(4,371,009) Enjoy Technology, Inc.

Rover Group, Inc.

(4,978,791) CUX, Inc.

(d/b/a CorpU) 3,236,614

Skillsoft Corp.

(5,527,776) NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) 1,717,642

Nextdoor Holdings, Inc.

(6,473,525) StormWind, LLC 1,686,692

(7,188,572) Nextdoor Holdings, Inc.

Course Hero, Inc.

(28,304,092) Clever, Inc.

Rent the Runway, Inc.

Palantir Technologies, Inc.

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(2) “Other” represents investments (including U.S.

Treasury bills) for which individual change in unrealized appreciation/(depreciation) was less than $1.0 million for the three months ended March 31, 2022 and 2021.

(2) “Other” represents investments for which individual changes in unrealized appreciation/(depreciation) was less than $1.0 million for the six months ended June 30, 2022 and 2021.

Recent Developments

Portfolio Activity

Please refer to “Note 12—Subsequent Events” to our condensed consolidated financial statements as of March 31, 2022 for details regarding activity in our investment portfolio from April 1, 2022 through May 4, 2022.

Please refer to “Note 12—Subsequent Events” to our condensed consolidated financial statements as of June 30, 2022 for details regarding activity in our investment portfolio from July 1, 2022 through August 3, 2022.

We are frequently in negotiations with various private companies with respect to investments in such companies.

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Equity investments made through the secondary market may involve making deposits in escrow accounts until the applicable closing conditions are satisfied, at which time the escrow accounts will close and such equity investments will be effectuated.

Share Repurchase Program

From April 1, 2022 through May 4, 2022, the Company repurchased 431,134 additional shares under the Share Repurchase Program for an aggregate purchase price of $3.7 million.

Dutch Auction Tender Offer

On August 1, 2022, the Company's Board approved a tender offer, which the Company expects will commence on or about August 8, 2022.

The Company will make the requisite tender offer filings and mailings upon commencement.

The Company has been closely monitoring the COVID-19 pandemic, its broader impact on the global economy and the more recent impacts on the U.S.

Subsequent to March 31, 2022, the global outbreak of the COVID-19 pandemic, and the related effect on the U.S.

Subsequent to June 30, 2022, the global outbreak of the COVID-19 pandemic, and the related effect on the U.S.

and global economies, may have adverse consequences for the business operations of some of the Company’s portfolio companies and, as a result, may have adverse effects on the Company’s operations.

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The operational and financial performance of the issuers of securities in which the Company invests depends on future developments, including the duration and spread of the crisis, and such uncertainty may in turn adversely affect the value and liquidity of the Company’s investments and negatively impact the Company’s performance.

As of May 4, 2022, there is no indication of a reportable subsequent event impacting the Company’s financial statements for the three months ended March 31, 2022.

As of August 3, 2022, there is no indication of a reportable subsequent event impacting the Company’s financial statements for the six months ended June 30, 2022.

The Company continues to observe and respond to the evolving COVID-19 environment and its potential impact on areas across its business.

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On December 17, 2021, we issued $75.0 million aggregate principal amount of 6.00% Notes due 2026, all of which remain outstanding.

For additional information, see below and "Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of March 31, 2022.

For additional information, see below and "Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of June 30, 2022.

Our primary uses of cash are to make investments, pay our operating expenses, and make distributions to our stockholders.

For the three months ended March 31, 2022 and 2021, our operating expenses were $4,807,805 and $3,125,670, respectively.

Cash Reserves and Liquid Securities March 31, 2022 December 31, 2021

For the six months ended June 30, 2022 and 2021, our operating expenses were $9,509,324 and $5,443,490, respectively.

Cash Reserves and Liquid Securities June 30, 2022 December 31, 2021

Cash $ 152,984,799 $ 198,437,078

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We may incur losses if we liquidate these positions to pay operating expenses or fund new investments.

(2) Securities of publicly traded portfolio companies "subject to other sales restrictions" represents common stock of our publicly traded companies that are subject to certain lock-up restrictions.

During the three months ended March 31, 2022, cash decreased to $172,839,141 from $198,437,078 at the beginning of the year.

The decrease in cash was primarily due to the payment of our dividends, interest on the 6.00% Notes due 2026, and to pay our operating expenses offset by proceeds from the sale of public investments and other investment income received.

(2) Securities of publicly traded portfolio companies "subject to other sales restrictions" represents common stock and options of our publicly traded companies that are subject to certain lock-up restrictions.

During the six months ended June 30, 2022, cash decreased to $152,984,799 from $198,437,078 at the beginning of the year.

The decrease in cash was primarily due to the payment of our dividends, the purchase of new investments, share repurchases, interest on the 6.00% Notes due 2026, and to pay our operating expenses offset by proceeds from the sale of public investments and other investment income received.

Currently, we believe we have ample liquidity to support our near-term capital requirements.

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Contractual Obligations

A summary of our significant contractual payment obligations as of March 31, 2022 is as follows:

A summary of our significant contractual payment obligations as of June 30, 2022 is as follows:

Payments Due By Period (in millions)

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$ 75.0 $ — $ — $ 75.0 $ —

Payable for securities purchased 0.5 0.5 — — —

Operating lease liability 0.4 0.2 0.2 — —

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_______________________

(1) The balance shown for the "Notes" reflects the principal balance payable to investors for the 6.00% Notes due 2026 as of March 31, 2022.

Refer to “Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of March 31, 2022 for more information.

(1) The balance shown for the "Notes" reflects the principal balance payable to investors for the 6.00% Notes due 2026 as of June 30, 2022.

Refer to “Note 10—Debt Capital Activities” in our condensed consolidated financial statements as of June 30, 2022 for more information.

Share Repurchase Program

During the three months ended March 31, 2022, the Company repurchased 153,517 shares of the Company's common stock under the Share Repurchase Program.

During the three months ended March 31, 2021, the Company did not repurchase shares of common stock under the Share Repurchase Program.

As of March 31, 2022, the dollar value of shares that remained available to be purchased by the Company under the Share Repurchase Program was approximately $23.3 million.

During the three and six months ended June 30, 2022, the Company repurchased 855,159 and 1,008,676 shares, respectively, of the Company's common stock under the Share Repurchase Program.

During the three and six months ended June 30, 2021, the Company did not repurchase any shares of common stock under the Share Repurchase Program.

As of June 30, 2022, the dollar value of shares that remained available to be purchased by the Company under the Share Repurchase Program was approximately $16.4 million.

Under the Share Repurchase Program, we may repurchase our outstanding common stock in the open market provided that we comply with the prohibitions under our insider trading policies and procedures and the applicable provisions of the 1940 Act and the Securities Exchange Act of 1934, as amended.

For more information on the Share Repurchase Program, see "Part II, Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds" and “Note 5—Common Stock” to our condensed consolidated financial statements as of March 31, 2022.

Unregistered Sales of Equity Securities and Use of Proceeds" and “Note 5—Common Stock” to our condensed consolidated financial statements as of June 30, 2022.

Off-Balance Sheet Arrangements

As of March 31, 2022, we had no off-balance sheet arrangements, including any risk management of commodity pricing or other hedging practices.

As of June 30, 2022, we had no off-balance sheet arrangements, including any risk management of commodity pricing or other hedging practices.

However, we may employ hedging and other risk management techniques in the future.

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In connection with the upsize of the ATM Program to $150.0 million, the Company entered into the Amendment No.

1 to the At-the-Market Sales Agreement, dated September 23, 2020, with the Agents.

1 to the At-the-Market Sales Agreement, dated September 23, 2020, with the

The Company intends to use the net proceeds from the ATM Program to make investments in portfolio companies in accordance with its investment objective and strategy and for general corporate purposes.

During the three months ended March 31, 2022, the Company issued and sold 17,807 Shares under the ATM Program at a weighted-average price of $13.01 per share, for gross proceeds of $231,677 and net proceeds of $229,896, after deducting commissions to the Agents on Shares sold.

As of March 31, 2022, up to approximately $98.8 million in aggregate amount of the Shares remain available for sale under the ATM Program.

Refer to “Note 5—Common Stock” to our consolidated financial statements as of March 31, 2022 for more information regarding the ATM Program.

During the three and six months ended June 30, 2022, the Company issued and sold 0 and 17,807 shares, respectively, under the ATM Program at a weighted-average price of $13.01 per share, for gross proceeds of $231,677 and net proceeds of $229,896, after deducting commissions to the Agents on Shares sold.

As of June 30, 2022, up to approximately $98.8 million in aggregate amount of the Shares remain available for sale under the ATM Program.

Refer to “Note 5—Common Stock” to our consolidated financial statements as of June 30, 2022 for more information regarding the ATM Program.

4.75% Convertible Senior Notes due 2023

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As a result of this redemption and prior conversions of the 4.75% Convertible Senior Notes due 2023 into shares of our common stock by the holders thereof, the 4.75% Convertible Senior Notes due 2023 were no longer outstanding as of March 29, 2021.

During the three months ended March 31, 2021, the Company issued 4,097,808 shares of its common stock and cash for fractional shares upon the conversion of approximately $37.9 million in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.

During the three and six months ended June 30, 2021, the Company issued 0 and 4,097,808 shares, respectively, of its common stock and cash for fractional shares upon the conversion of approximately $37.9 million in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.

The Company also redeemed approximately $0.3 million of aggregate principal amount for cash plus accrued and unpaid interest on March 29, 2021.

During the year ended December 31, 2020, the Company issued 174,888 shares of its common stock and cash for fractional shares upon the conversion of $1,785,000 in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.

Refer to “Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of March 31, 2022 for more information regarding the 4.75% Convertible Senior Notes due 2023.

Refer to “Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of June 30, 2022 for more information regarding the 4.75% Convertible Senior Notes due 2023.

6.00% Notes due 2026

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We have the right to redeem the 6.00% Notes due 2026, in whole or in part, at any time or from time to time, on or after December 30, 2024 at a redemption price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest.

Refer to “Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of March 31, 2022 for more information regarding the 6.00% Notes due 2026.

Refer to “Note 10—Debt Capital Activities” to our condensed consolidated financial statements as of June 30, 2022 for more information regarding the 6.00% Notes due 2026.

Distributions

The timing and amount of our distributions, if any, will be determined by our Board of Directors and will be declared out of assets legally available for distribution.

The following table lists the distributions, including dividends and returns of capital, if any, per share that we have declared since our formation through March 31, 2022.

The following table lists the distributions, including dividends and returns of capital, if any, per share that we have declared since our formation through June 30, 2022.

The table is divided by fiscal year according to record date:

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See “Note 2—Significant Accounting Policies— U.S.

Federal and State Income Taxes ” and “Note 9—Income Taxes” to our condensed consolidated financial statements as of March 31, 2022 for more information.

Federal and State Income Taxes ” and “Note 9—Income Taxes” to our condensed consolidated financial statements as of June 30, 2022 for more information.

The Taxable Subsidiaries included in our consolidated financial statements are taxable subsidiaries, regardless of whether we are taxed as a RIC.

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Our estimates are inherently subjective in nature and actual results could differ materially from such estimates.

See “Note 2—Significant Accounting Policies” to our condensed consolidated financial statements as of March 31, 2022 for further detail regarding our critical accounting policies and recently issued or adopted accounting pronouncements.

See “Note 2—Significant Accounting Policies” to our condensed consolidated financial statements as of June 30, 2022 for further detail regarding our critical accounting policies and recently issued or adopted accounting pronouncements.

Related-Party Transactions

See “Note 3—Related-Party Arrangements” to our condensed consolidated financial statements as of March 31, 2022 for more information.

See “Note 3—Related-Party Arrangements” to our condensed consolidated financial statements as of June 30, 2022 for more information.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis