1 unchanged sentence
Market Information
−Removed: Until an IPO of shares of our common stock, our outstanding common stock will be offered and sold in transactions exempt from registration under the Securities Act under Section 4(a)(2) and Regulation D, as well as under Regulation S under the Securities Act.
−Removed: There is currently no established public trading market for our common stock currently, nor can we give any assurance that one will develop.
+Added: We currently offer and sell shares of our common stock in transactions exempt from registration under the Securities Act under Section 4(a)(2) and Regulation D, as well as under Regulation S under the Securities Act.
+Added: There will be no established public trading market for our common stock, nor can we give any assurance that a public trading market will develop until we conduct an IPO and list our shares of common stock on a national securities exchange.
Because shares of our common stock are being acquired by investors in one or more transactions “not involving a public offering,” they are “restricted securities” and may be required to be held indefinitely.
15 unchanged sentences
On March 4, 2021, the Board of Directors declared a dividend in the amount of $0.37 per share payable on March 19, 2021 to stockholders of record as of March 5, 2021.
−Removed: We have elected to be treated, have qualified, and intend to continue to qualify annually, as a RIC under Subchapter M of the Code.
−Removed: While we intend to qualify to be treated as a RIC annually, we anticipate that we may have difficulty satisfying the asset diversification requirements as we deploy initial capital and build our investment portfolio.
+Added: We have elected to be treated, currently qualify, and intend to continue to qualify, as a RIC under Subchapter M of the Code.
+Added: While we intend to qualify to be treated as a RIC annually, we anticipate that we may have difficulty satisfying the asset diversification requirements as we deploy capital and build our investment portfolio.
If we fail to qualify as a RIC for any taxable year, we will be subject to corporate-level U.S.
federal income tax on any net taxable income for such year.
−Removed: See “Business — Material U.S.
+Added: See “Business — Certain U.S.
Federal Income Tax Considerations” in Part I, Item 1 of this Form 10-K and “Note 2 — Summary of Significant Accounting Policies” to our financial statements in Part II, Item 8 of this Form 10-K for more information.
To maintain RIC tax treatment, we must distribute at least 90% of our net ordinary income and net realized short-term capital gains in excess of our net realized long-term capital losses, if any, to our stockholders.
−Removed: In order to avoid certain excise taxes imposed on RICs, we currently intend to distribute during each calendar
−Removed: year an amount at least equal to the sum of:
+Added: In order to avoid certain excise taxes imposed on RICs, we currently intend to distribute during each calendar year an amount at least equal to the sum of:
(a) 98% of our ordinary income (not taking into account any capital gains or losses) for such calendar year;
(b) 98.2% of the amount by which our capital gains exceed our capital losses (adjusted for certain ordinary losses) for a one-year period ending on October 31 of the calendar year;
−Removed: and (c) any net ordinary income and capital gainnet income that we recognized in previous years but was not distributed during such years and on which we paid no U.S.
+Added: and (c) any net ordinary income and capital gain net income that we recognized in previous years but was not distributed during such years and on which we paid no U.S.
federal income tax.
26 unchanged sentences
However, since a participating stockholder’s cash dividends and distributions will be reinvested in our common stock, such stockholder will not receive cash with which to pay applicable taxes on reinvested dividends and distributions.
−Removed: A stockholder’s basis for determining gain or loss upon the sale of
−Removed: TABLE OF CONTENTS
−Removed: stock received in a dividend or distribution from us will generally be equal to the cash that would have been received if the stockholder had received the dividend or distribution in cash, unless we were to issue new shares that are trading at or above net asset value, in which case, the stockholder’s basis in the new shares will generally be equal to their fair market value.
+Added: A stockholder’s basis for determining gain or loss upon the sale of stock received in a dividend or distribution from us will generally be equal to the cash that would have been received if the stockholder had received the dividend or distribution in cash, unless we were to issue new shares that are trading at or above net asset value, in which case, the stockholder’s basis in the new shares will generally be equal to their fair market value.
Any stock received in a dividend or distribution will have a new holding period for tax purposes commencing on the day following the day on which the shares are credited to the U.S.
4 unchanged sentences
Recent Sales of Unregistered Securities and Use of Proceeds
−Removed: Except as previously reported by us on our current reports on Form 8-K, we did not sell any securities during the period covered by this Form 10-K that were not registered under the Securities Act.
+Added: Except as previously reported by us on our current reports on Form 8-K or quarterly reports on Form 10-Q, we did not sell any securities during the period covered by this Form 10-K that were not registered under the Securities Act.
Selected Financial Data
7 unchanged sentences
Net investment income (loss)
−Removed: Net realized gain on investments
+Added: Net realized gain (loss) on investments
Net change in unrealized appreciation (depreciation) on investments
−Removed: Net Increase (Decrease) in Net Assets Resulting from Operations
+Added: Net increase in net assets resulting from operations
Per share data:
Net investment income (loss) (1)
−Removed: Net Increase (Decrease) in Net Assets Resulting from Operations (1)
+Added: Net increase in net assets resulting from operations (1)
Balance Sheet Data:
Non-control/non-affiliate investments at fair value
+Added: Control/affiliate investments at fair value
Investment in U.S.
Treasury Bills at fair value
−Removed: Deferred offering costs
+Added: Cash and cash equivalents
Accrued interest receivable
3 unchanged sentences
Deferred credit facility fees
−Removed: Payable for securities purchased
−Removed: Deferred revenue
Reverse repurchase agreement
11 unchanged sentences
Total return based on net asset value is based upon the change in net asset value per share between the opening and ending net asset values per share in the period.
−Removed: TABLE OF CONTENTS
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.