SARATOGA INVESTMENT CORP. 10-K

ITEM 9A. CONTROLS AND PROCEDURES Evaluation of disclosure controls and procedures As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and our chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934). Based on that evaluation, our chief executive officer and our chief financial officer have concluded that our current disclosure controls and procedures are effective in facilitating timely decisions regarding required disclosure of any material information relating to us that is required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. 114 Management’s annual report on internal control over financial reporting The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with U.S. GAAP. Internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that the transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that the receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with polices or procedures may deteriorate. Under the supervision and with participation of our Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of internal control over financial reporting based on the criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on the Company’s evaluation under the framework in Internal Control—Integrated Framework (2013), management concluded that the Company’s internal control over financial reporting was effective as of February 28, 2022. Changes in internal controls over financial reporting There have been no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) of Exchange Act) that occurred during our most recently completed fiscal year that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. ITEM 9B. OTHER INFORMATION None. ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable. 115 PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Director and Executive Officer Information Directors and Executive Officers The following table sets forth the names, ages and positions held by each of our directors, followed by a brief biography of each individual, including the business experience of each individual during the past five years and the specific qualifications that led to the conclusion that each individual should serve as a director. Name Age Position Director Since Term Expires Interested Directors Christian L. Oberbeck 62 Chairman of the Board, Chief Executive Officer and President 2010 2024 Henri J. Steenkamp 46 Chief Financial Officer, Chief Compliance Officer, Treasurer and Secretary 2020 2023 Independent Directors Steven M. Looney 72 Director 2007 2022 Charles S. Whitman III 80 Director 2007 2022 G. Cabell Williams 68 Director 2007 2023 Christian L. Oberbeck— Mr. Oberbeck has over 36 years of experience in leveraged finance, including acquisition financing, distressed investing, and private equity, and has been involved in originating, structuring, negotiating, consummating, managing, operating, and monitoring minority and control investments in a broad array of businesses. Mr. Oberbeck is the Founder and Managing Member of Saratoga Investment Advisors, LLC, the Company’s investment adviser, and has served as the Chairman of the Board, Chief Executive Officer, and President of the Company since 2010. Mr. Oberbeck is also the Managing Partner of Saratoga Partners, a middle market private equity investment firm. Prior to assuming full management responsibility for Saratoga Partners in 2008, Mr. Oberbeck had co-managed Saratoga Partners since 1995. Mr. Oberbeck joined Dillon Read and Saratoga Partners from Castle Harlan, Inc., a corporate buyout firm which he had joined at its founding in 1987 and was a Managing Director, leading successful investments in manufacturing and financial services companies. Prior to that, he worked in the Corporate Development Group of Arthur Young and in corporate finance at Blyth Eastman Paine Webber. Mr. Oberbeck has been a director of numerous middle market companies. Mr. Oberbeck graduated from Brown University in 1982 with a BS in Physics and a BA in Mathematics. In 1985, he earned an MBA from Columbia University. Mr. Oberbeck’s qualifications as a director include his extensive experience in the investment and finance industry, as well as his intimate knowledge of the Company’s operations gained through his service as an executive officer. 116 Steven M. Looney — Mr. Looney has served as member of our Board since 2007. Mr. Looney is a Managing Director of Peale Davies & Co. Inc., a strategic advisory firm specializing in change management and revenue enhancement for middle market enterprises, is a Director and Audit Chair of ICG Loan Funding Ltd., an investment company specializing in corporate debt, and is a CPA and an attorney. Mr. Looney has served as a consultant and director to numerous companies in the healthcare, manufacturing and services industries. Between 2000 and 2005, he served as Senior Vice President and Chief Financial Officer of PCCI, Inc., a private IT staffing and outsourcing firm. Between 1992 and 2000, Mr. Looney worked at WH Industries as Chief Financial and Administrative Officer. Mr. Looney is a trustee of Excellent Education for Everyone, a nonprofit organization and founder of its affiliate, Education Moms. Mr. Looney graduated summa cum laude from the University of Washington with a B.A. degree in accounting and received a J.D. from the University of Washington School of Law where he was a member of the law review. He began his career at the United States Securities and Exchange Commission. Mr. Looney’s qualifications as director include his experience as a Managing Director of Peale Davies & Co., as Chief Financial and Administrative Officer of WH Industries and as General Counsel and Chief Compliance Officer of A.G. Becker-Warburg Paribas Becker, as well as his financial, accounting and legal expertise. Charles S. Whitman III— Mr. Whitman has served as member of our Board since 2007. Mr. Whitman is senior counsel (retired) at Davis Polk & Wardwell LLP. Mr. Whitman was a partner in Davis Polk’s Corporate Department for 28 years, representing clients in a broad range of corporate finance matters, including shelf registrations, securities compliance for financial institutions, foreign asset privatizations, and mergers and acquisitions. From 1971 to 1973, Mr. Whitman served as Executive Assistant to three successive Chairmen of the SEC. Mr. Whitman graduated from Harvard College and graduated magna cum laude from Harvard Law School with a LL.B. Mr. Whitman also received an LL.M. from Cambridge University in England. Mr. Whitman’s qualifications as director include his 28 years of experience representing clients, including AT&T, Exxon Mobil, General Motors and BP, in securities matters as a partner in Davis Polk’s corporate department. Henri J. Steenkamp— Mr. Steenkamp has served as the Chief Financial Officer, Chief Compliance Officer, Treasurer and Secretary of the Company since 2014, and as a director of the Company since 2020. Mr. Steenkamp has served as Treasurer and Secretary of Saratoga Investment Advisors LLC, the Company’s investment adviser, since 2014. Mr. Steenkamp has also served as the Chief Financial Officer of MF Global Holdings Ltd., a broker in commodities and derivatives, from April 2011. Prior to that, Mr. Steenkamp held the position of Chief Accounting Officer and Global Controller at MF Global for four years. He joined MF Global, then Man Financial, in 2006 as Vice President of External Reporting and Accounting Policy. After MF Global filed for bankruptcy protection in October 2011, he continued to serve as Chief Financial Officer through January 2013. Before joining MF Global, Mr. Steenkamp spent eight years with PricewaterhouseCoopers (“PwC”), including four years in Transaction Services in its New York office, managing a variety of capital-raising transactions on a global basis. His focus was also on the SEC registration and public company filing process, including technical accounting. He spent four years with PwC in South Africa, where he served as an auditor primarily for SEC registrants and assisted South African companies as they went public in the U.S. Mr. Steenkamp is a chartered accountant and holds an honors degree in Finance. Mr. Steenkamp’s qualifications as a director include his extensive experience in the investment and finance industry, as well as his intimate knowledge of the Company’s operations gained through his service as an executive officer. G. Cabell Williams — Mr. Williams has served as member of our Board since 2007. Mr. Williams has served as the Managing General Partner of Williams and Gallagher, a private equity partnership located in Chevy Chase, Maryland since 2004. Mr. Williams is a Partner, Senior Manager and Director of Farragut Capital Partners, which is a Mezzanine Fund based out of Chevy Chase, Maryland. Since 2011, Mr. Williams has also served as a partner of Farragut Capital Partners, an investment firm based in Fairfax, VA. In 2004, Mr. Williams concluded a 23-year career at Allied Capital Corporation, a business development company based in Washington, DC, which was acquired by Ares Capital Corporation in 2010. While at Allied, Mr. Williams held a variety of positions, including President, CIO and finally Managing Director following Allied’s merger with its affiliates in 1998. From 1991 to 2004, Mr. Williams either led or co-managed the firm’s Private Equity Group. For the nine years prior to 1999, Mr. Williams led Allied’s Mezzanine investment activities. For 15 years, Mr. Williams served on Allied’s Investment Committee where he was responsible for reviewing and approving all of the firm’s investments. Prior to 1991, Mr. Williams ran Allied’s Minority Small Business Investment Company. He also founded Allied Capital Commercial Corporation, a real estate investment vehicle. Mr. Williams has served on the board of directors of various public and private companies. Mr. Williams attended The Landon School, and graduated from Mercersburg Academy and Rollins College, receiving a B.S. in Business Administration from the latter. Mr. Williams’ qualifications as director include his 28 years of experience managing investment activities at Allied Capital, where he served in a variety of positions, including President, CIO and Managing Director. 117 Code of Business Conduct and Ethics We have adopted a Code of Business Conduct and Ethics which applies to, among others, our executive officers, including our principal executive officer and principal financial officer, as well as every officer, director and employee of the Company. Requests for copies should be sent in writing to Saratoga Investment Corp., 535 Madison Avenue, New York, New York 10022. The Company’s Code of Business Conduct and Ethics is also available on our website at www.saratogainvestmentcorp.com. If we make any substantive amendment to, or grant a waiver from, a provision of our Code of Business Conduct and Ethics, we will promptly disclose the nature of the amendment or waiver on our website at www.saratogainvestmentcorp.com. Practices and Policies Regarding Hedging, Speculative Trading and Pledging of Securities Our insider trading policy generally prohibits the Company’s and our Investment Adviser’s directors, officers and employees from engaging in any short-term trading, short sales and other speculative transactions involving our securities, including buying or selling puts or calls or other derivative securities based on our securities. In addition, such persons are generally prohibited under our insider trading policy from entering into hedging or monetization transactions or similar arrangements, as well as pledging our securities in a margin account or as collateral for a loan, except in limited circumstances that are pre-approved by our chief compliance officer. Nomination of Directors There have been no material changes to the procedures by which stockholders may recommend nominees to our board of directors implemented since the filing of our Proxy Statement for our 2018 Annual Meeting of Stockholders. Audit Committee The current members of the audit committee are Steven M. Looney (Chairman), Charles S. Whitman III and G. Cabell Williams. The board of directors has determined that Mr. Looney is an “audit committee financial expert” as defined under Item 407 of Regulation S-K of the Securities Exchange Act of 1934 and that each of Messrs. Whitman and Williams are “financially literate” as required by NYSE corporate governance standards. All of these members are independent directors. ITEM 11. EXECUTIVE COMPENSATION Executive Compensation Currently, none of our executive officers are compensated by us. We currently have no employees, and each of our executive officers is also an employee of Saratoga Investment Advisors. Services necessary for our business are provided by individuals who are employees of Saratoga Investment Advisors, pursuant to the terms of the Management Agreement and the Administration Agreement. Director Compensation Our independent directors receive an annual fee of $70,000. They also receive $3,000 plus reimbursement of reasonable out-of-pocket expenses incurred in connection with attending each board meeting and receive $1,500 plus reimbursement of reasonable out-of-pocket expenses incurred in connection with attending each committee meeting. In addition, the chairman of the audit committee receives an annual fee of $12,500 and the chairman of each other committee receives an annual fee of $6,000 for their additional services in these capacities. In addition, we have purchased directors’ and officers’ liability insurance on behalf of our directors and officers. Independent directors have the option to receive their directors’ fees in the form of our common stock issued at a price per share equal to the greater of net asset value or the market price at the time of payment. No compensation is paid to directors who are “interested persons.” 118 The following table sets forth information concerning total compensation earned by or paid to each of our directors during the fiscal year ended February 28, 2022: Fees Earned or Paid in Cash Total Interested Directors Christian L. Oberbeck(1) $ - $ - Henri J. Steenkamp(1) - - Independent Directors Steven M. Looney $ 114,500 $ 114,500 Charles S. Whitman III 109,500 109,500 G. Cabell Williams 109,500 109,500 (1) No compensation was paid to directors who are interested persons of us as defined in the 1940 Act. Compensation Committee Interlocks and Insider Participation The current members of the compensation committee are G. Cabell Williams (Chairman), Steven M. Looney and Charles S. Whitman III. All of these members are independent directors. The compensation committee is responsible for overseeing the Company’s compensation policies generally and making recommendations to the board of directors with respect to incentive compensation and equity-based plans of the Company that are subject to board of directors approval, evaluating executive officer performance and reviewing the Company’s management succession plan, overseeing and setting compensation for the Company’s directors and, as applicable, its executive officers and, as applicable, preparing the report on executive officer compensation that SEC rules require to be included in our Annual Report on Form 10-K. Currently, none of our executive officers are compensated by the Company and as such the compensation committee is not required to produce a report on executive officer compensation for inclusion in our Annual Report on Form 10-K. During fiscal year ended February 28, 2022 none of the Company’s executive officers served on the board of directors (or a compensation committee thereof or other board committee performing equivalent functions) of any entities that had one or more executive officers serve on the compensation committee or on the board of directors. No current or past executive officers or employees of the Company or its affiliates serve on the compensation committee. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The following table sets forth, as of May 4, 2022, the beneficial ownership of each current director, the nominees for director, the Company’s executive officers, each person known to us to beneficially own 5.0% or more of the outstanding shares of our common stock, and the executive officers and directors as a group. 119 The percentage ownership is based on 12,124,175 shares of common stock outstanding as of May 4, 2022. Shares of common stock that are subject to warrants or other convertible securities currently exercisable or exercisable within 60 days thereof, are deemed outstanding for the purposes of computing the percentage ownership of the person holding these options or convertible securities, but are not deemed outstanding for computing the percentage ownership of any other person. Beneficial ownership is determined under the rules of the SEC and generally includes voting or investment power with respect to securities. To our knowledge, unless otherwise indicated in the footnotes to this table, the persons and entities named in the table have sole voting and sole investment power with respect to all shares beneficially owned. Unless otherwise indicated by footnote, the address for each listed individual is Saratoga Investment Corp., 535 Madison Avenue, New York, New York 10022. Name of Beneficial Owners Number of Shares of Common Stock Beneficially Owned Percent of Class Interested Directors Christian L. Oberbeck 1,529,307 (1) 12.6 % Henri J. Steenkamp 22,841 * Independent Directors Steven M. Looney 2,508 * Charles S. Whitman III 3,737 * G. Cabell Williams 75,499 * All Directors as a Group 1,633,892 13.5 % Owners of 5% or more of our common stock Black Diamond Capital Management, L.L.C.(2) 978,398 8.1 % Elizabeth Oberbeck(3) 549,183 4.5 % Thomas V. Inglesby 355,236 2.9 % Michael J. Grisius 167,216 1.4 % * Less than 1.0% Mr. Oberbeck, Mr. Grisius and Mr. Inglesby are affiliates who make up 16.9% of the ownership of SAR. (1) Includes 705,784 shares of common stock directly held by Mr. Oberbeck, 217,774 shares of common stock held by CLO Partners LLC, an entity wholly owned by Mr. Oberbeck, 55,378 shares of common stock directly held by Mr. Oberbeck’s children, for which Mr. Oberbeck retains the voting rights, 1,187 shares of common stock directly held by Mr. Oberbeck’s wife, for which Mr. Oberbeck retains the voting rights, and 549,183 shares of common stock directly held by Elizabeth Oberbeck. See footnote 3 below. (2) Based on information included in Amendment No. 10 to Schedule 13G filed by Black Diamond Capital Management, L.L.C. with the SEC on February 14, 2022. The address of Black Diamond Capital Management, L.L.C. 2187 Atlantic Street, 9th floor, Stamford, CT 06902 (3) Based on information included in Amendment No. 2 to Schedule 13D filed on January 16, 2020, which amends and supplements the statements on Schedule 13D originally filed with the Securities and Exchange filed jointly by Christian L. Oberbeck, Elizabeth Oberbeck, Saratoga Investment Advisors and CLO Partners LLC on November 4, 2014. Pursuant to an Agreement Relating to Shares of Common Stock of Saratoga Investment Corp. (the “Transfer Agreement”), Christian L. Oberbeck transferred 744,183 shares of common stock beneficially owned by him to Elizabeth Oberbeck. Elizabeth Oberbeck has full ownership rights with respect to the shares, including without limitation, the right to (A) receive any cash and/or stock dividends and distributions paid on or with respect to the shares and (B) sell the shares in accordance with the provisions of the Transfer Agreement and receive all proceeds therefrom. However, pursuant to the terms of the Transfer Agreement, Christian L. Oberbeck has retained the right to vote the shares, except that Elizabeth Oberbeck has retained the right to vote the shares on all matters submitted to shareholders with respect to any matter that could give rise to dissenters or other rights of an objecting shareholder under Maryland General Corporation Law. The Transfer Agreement also contains a right of first refusal that requires Elizabeth Oberbeck to offer Christian L. Oberbeck the opportunity to purchase any shares of Common Stock owned by her prior to her intended sale of the shares. Any such purchases may be made either directly by Mr. Oberbeck or through entities affiliated with him. 120 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE Transactions with Related Persons We have entered into a Management Agreement with Saratoga Investment Advisors, LLC. We have also entered into a license agreement with Saratoga Investment Advisors, LLC, pursuant to which Saratoga Investment Advisors has agreed to grant us a non-exclusive, royalty-free license to use the name “Saratoga.” In addition, pursuant to the terms of the Administration Agreement, Saratoga Investment Advisors, LLC provides us with the office facilities and administrative services necessary to conduct our day-to-day operations. Mr. Oberbeck, our chief executive officer, is the primary investor in and controls Saratoga Investment Advisors, LLC. Review, Approval or Ratification of Transactions with Related Persons The Audit Committee of our board is required to review and approve any transactions with related persons (as such term is defined in Item 404 of Regulation S-K). Director Independence In accordance with rules of the NYSE, the board of directors annually determines the independence of each director. No director is considered independent unless the board of directors has determined that he or she has no material relationship with the Company. The Company monitors the status of its directors and officers through the activities of the Company’s Nominating and Corporate Governance Committee and through a questionnaire to be completed by each director no less frequently than annually, with updates periodically if information provided in the most recent questionnaire has changed. In order to evaluate the materiality of any such relationship, the board of directors uses the definition of director independence set forth in the NYSE Listed Company Manual. Section 303A.00 of the NYSE Listed Company Manual provides that business development companies, or BDCs, such as the Company, are required to comply with all of the provisions of Section 303A applicable to domestic issuers other than Sections 303A.02, the section that defines director independence. Section 303A.00 provides that a director of a BDC shall be considered to be independent if he or she is not an “interested person” of the Company, as defined in Section 2(a)(19) of the 1940 Act. Section 2(a)(19) of the 1940 Act defines an “interested person” to include, among other things, any person who has, or within the last two years had, a material business or professional relationship with the Company. The board of directors has determined that each of the directors is independent and has no relationship with the Company, except as a director and stockholder of the Company, with the exception of Messrs. Oberbeck and Grisius who are interested persons of the Company due to their positions as officers of the Company and its Investment Adviser. ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES Independent Registered Public Accounting Firm For the years ended February 28, 2022 and February 28, 2021, the Company incurred the following fees for services provided by Ernst & Young LLP, including expenses: Fiscal Year Ended February 28, 2022 Fiscal Year Ended February 28, 2021 Audit Fees $ 513,000 $ 525,000 Tax Fees 44,000 42,800 Total Fees $ 557,000 $ 567,800 121 In addition to the services listed above, Ernst & Young LLP provided audit services to the Company’s subsidiaries. The following are the related fees: Fiscal Year Ended February 28, 2022 Fiscal Year Ended February 28, 2021 CLO Audit Fees $ - $ - Tax Services for Company’s Subsidiaries - - All Other Fees 89,000 29,000 Total Fees $ 89,000 $ 29,000 Audit Fees . Audit fees include fees for services that normally would be provided by the accountant in connection with statutory and regulatory filings or engagements and that generally only the independent accountant can provide. In addition to fees for the audit of our annual consolidated financial statements, the audit of the effectiveness of our internal control over financial reporting and the review of our quarterly consolidated financial statements in accordance with generally accepted auditing standards, this category contains fees for comfort letters, statutory audits, consents, and assistance with and review of documents filed with the SEC. Tax Fees . Tax fees include services in conjunction with preparation of the Company’s tax return. All Other Fees . Fees for other services would include fees for products and services other than the services reported above. It is the policy of the audit committee to pre-approve all audit, review or attest engagements and permissible non-audit services to be performed by our independent registered public accounting firm. 122 PART IV ITEM 15. EXHIBITS, CONSOLIDATED FINANCIAL STATEMENT SCHEDULES The following documents are filed or incorporated by reference as part of this Annual Report: 1. Consolidated Financial Statements The following consolidated financial statements of the Company are filed herewith: Report of Independent Registered Public Accounting Firm Consolidated Statements of Assets and Liabilities as of February 28, 2022 and February 28, 2021 Consolidated Statements of Operations for the years ended February 28, 2022, February 28, 2021 and February 28, 2020 Consolidated Schedules of Investments as of February 28, 2022 and February 28, 2021 Consolidated Statements of Changes in Net Assets for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 Consolidated Statements of Cash Flows for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 Notes to Consolidated Financial Statements 2. Financial Statement Schedules Reference is made to the Index to Other Financial Statements on page S-1. 3. Exhibits required to be filed by Item 601 of Regulation S-K The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC: 123 EXHIBIT INDEX Exhibit Number Description 3.1(a) Articles of Incorporation of Saratoga Investment Corp. (incorporated by reference to Saratoga Investment Corp.’s Form 10-Q for the quarterly period ended May 31, 2007). 3.1(b) Articles of Amendment of Saratoga Investment Corp. (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed August 3, 2010). 3.1(c) Articles of Amendment of Saratoga Investment Corp. (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed August 13, 2010). 3.2 Third Amended and Restated Bylaws of Saratoga Investment Corp. (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 10-Q filed January 6, 2021) 4.1 Specimen certificate of Saratoga Investment Corp.’s common stock, par value $0.001 per share. (incorporated by reference to Saratoga Investment Corp.’s Registration Statement on Form N-2, File No. 333-169135, filed on September 1, 2010). 4.2 Registration Rights Agreement dated July 30, 2010 between GSC Investment Corp., GSC CDO III L.L.C., and the investors party thereto (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on August 3, 2010). 4.3 Dividend Reinvestment Plan (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on September 24, 2014). 4.4 Form of Indenture by and between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Saratoga Investment Corp.’s Pre-Effective Amendment No. 2 to the Registration Statement on Form N-2, File No. 333-186323 filed April 30, 2013). 4.5 Form of Articles Supplementary Establishing and Fixing the Rights and Preferences of Preferred Stock (incorporated by reference to Saratoga Investment Corp.’s registration statement on Form N-2 Pre-Effective Amendment No. 1, File No. 333-196526, filed on December 5, 2014). 4.6 Fourth Supplemental Indenture between the Saratoga Investment Corp. and U.S. Bank National Association, as trustee, relating to the 7.25% Note due 2025 (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00732) filed on June 24, 2020). 4.7 Form of 7.25% Notes due 2025 (incorporated by reference to Exhibit 4.6 hereto). 4.8 Eighth Supplemental Indenture between the Saratoga Investment Corp. and U.S. Bank National Association, as trustee, relating to the 4.375% Note due 2026 (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00732) filed on March 10, 2021). 4.9 Ninth Supplemental Indenture between Saratoga Investment Corp. and U.S. Bank National Association, as trustee, relating to the 4.375% Note due 2027 (incorporated by reference to the Registrant’s Current Report on Form 8-K (File No. 814-00732) filed on January 19, 2022). 4.10 Form of 4.375% Notes due 2026 (incorporated by reference to Exhibit 4.8 hereto). 4.11 Form of 4.375% Notes due 2027 (incorporated by reference to Exhibit 4.9 hereto). 10.1 Investment Advisory and Management Agreement dated July 30, 2010 between GSC Investment Corp. and Saratoga Investment Advisors, LLC (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on August 3, 2010). 10.2 Custodian Agreement dated March 21, 2007 between GSC Investment LLC and U.S. Bank National Association (incorporated by reference to Saratoga Investment Corp.’s Form 10-Q for the quarterly period ended May 31, 2007). 10.3 Administration Agreement dated July 30, 2010 between GSC Investment Corp. and Saratoga Investment Advisors, LLC (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on August 3, 2010). 10.4 Trademark License Agreement dated July 30, 2010 between Saratoga Investment Advisors, LLC and GSC Investment Corp. (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on August 3, 2010). 124 10.5 Form of Indemnification Agreement between Saratoga Investment Corp. and each officer and director of Saratoga Investment Corp. (incorporated by reference to Amendment No. 2 to Saratoga Investment Corp.’s Registration Statement on Form N-2 filed on January 12, 2007). 10.6 Amended and Restated Indenture, dated as of November 15, 2016, among Saratoga Investment Corp. CLO 2013-1, Ltd., Saratoga Investment Corp. CLO 2013-1, Inc. and U.S. Bank National Association. (incorporated by reference to Saratoga Investment Corp.’s Registration Statement on Form N-2, File No. 333-216344, filed on February 28, 2017). 10.7 Amended and Restated Collateral Management Agreement, dated February 26, 2021, by and between Saratoga Investment Corp. and Saratoga Investment Corp. CLO 2013-1, Ltd. (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on March 4, 2021). 10.8 Amended and Restated Collateral Administration Agreement, dated February 26, 2021, by and between Saratoga Investment Corp., Saratoga Investment Corp. CLO 2013-1, Ltd. and U.S. Bank National Association (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on March 4, 2021). 10.10 Credit and Security Agreement, dated as of October 4, 2021, by and among Saratoga Investment Funding II, LLC, Saratoga Investment Corp., as collateral manager and equityholder, the lenders party thereto, Encina Lender Finance, LLC, as administrative agent for the secured parties and the collateral agent, and U.S. Bank National Association, as collateral custodian for the secured parties thereto and as collateral administrator (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on October 7, 2021). 10.11 Equity Pledge Agreement, dated as of October 4, 2021, by and between Saratoga Investment Corp. and Encina Lender Finance, LLC, as collateral agent for the secured parties thereto (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on October 7, 2021). 10.12 Loan Sale and Contribution Agreement, dated as of October 4, 2021, by and between Saratoga Investment Corp., as seller, and Saratoga Investment Funding II LLC, as purchaser (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on October 7, 2021). 10.13 Saratoga Senior Loan Fund I JV LLC Limited Liability Company Agreement, dated October 26, 2021, by and between Saratoga Investment Corp. and TJHA JV I LLC (incorporated by reference to Saratoga Investment Corp.’s Current Report on Form 8-K filed on October 27, 2021). 14 Code of Ethics of the Company adopted under Rule 17j-1 (incorporated by reference to Amendment No.7 to Saratoga Investment Corp.’s Registration Statement on Form N-2, File No. 333-138051, filed on March 22, 2007). 23.1* Consent of Ernst & Young LLP for Saratoga Investment Corp. 23.2* Consent of CohnReznick LLP for Saratoga Investment Corp. CLO 2013-1, Ltd. 31.1* Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 31.2* Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 32.1* Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.1350) 32.2* Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) * Filed herewith ITEM 16. FORM 10-K SUMMARY None. 125 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SARATOGA INVESTMENT CORP. Date: May 4, 2022 By: /s/ CHRISTIAN L. OBERBECK Christian L. Oberbeck Chief Executive Officer By: /s/ HENRI J. STEENKAMP Henri J. Steenkamp Chief Financial Officer and Chief Compliance Officer KNOW ALL PERSONS BY THESE PRESENT, that each person whose signature appears below hereby constitutes and appoints Christian L. Oberbeck and Henri J. Steenkamp, and each of them (with full power to each of them to act alone), his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place, and stead, in any and all capacities, to sign this report and any and all amendments thereto, and to file the same, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ CHRISTIAN L. OBERBECK Chairman of the Board of Directors, Chief Executive May 4, 2022 Christian L. Oberbeck Officer (Principal Executive Officer) /s/ HENRI J. STEENKAMP Chief Financial Officer (Principal Accounting Officer and May 4, 2022 Henri J. Steenkamp Principal Financial Officer), Member of the Board of Directors /s/ STEVEN M. LOONEY Member of the Board of Directors May 4, 2022 Steven M. Looney /s/ CHARLES S. WHITMAN III Member of the Board of Directors May 4, 2022 Charles S. Whitman III /s/ G. CABELL WILLIAMS Member of the Board of Directors May 4, 2022 Cabell Williams 126 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS PAGE Reports of Independent Registered Public Accounting Firm F-2 Consolidated Statements of Assets and Liabilities as of February 28, 2022 and February 28, 2021 F-3 Consolidated Statements of Operations for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 F-4 Consolidated Statements of Changes in Net Assets for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 F-5 Consolidated Statements of Cash Flows for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 F-6 Consolidated Schedule of Investment for the year ended February 28, 2022, February 28, 2021 F-7 Notes to Consolidated Financial Statements F-28 F- 1 Report of Independent Registered Public Accounting Firm The Shareholders and the Board of Directors of Saratoga Investment Corp. Opinion on the Financial Statements We have audited the accompanying consolidated statements of assets and liabilities of Saratoga Investment Corp. (the “Company”), including the consolidated schedules of investments, as of February 28, 2022 and February 28, 2021, the related consolidated statements of operations, changes in net assets, and cash flows for each of the three years in the period ended February 28, 2022, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at February 28, 2022 and February 28, 2021, and the results of its operations, changes in its net assets and its cash flows for each of the three years in the period ended February 28, 2022, in conformity with US generally accepted accounting principles. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal controls over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of February 28, 2022 and February 28, 2021 by correspondence with the portfolio companies, custodians and debt agents. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which is relates. Valuation of investments using significant unobservable inputs Description of the Matter At February 28, 2022, the fair value of the Company’s investments categorized in Level 3 of the fair value hierarchy (Level 3 investments) totaled $805,551,291. Management determines the fair value of these investments by applying the valuation techniques described in Notes 2 and 3 to the consolidated financial statements and using significant unobservable inputs and assumptions. The selection of the valuation techniques and the significant unobservable inputs and assumptions used by management requires subjective judgments and estimates. The valuation techniques used by the Company include market comparables, collateral value coverage, discounted cash flows and enterprise value waterfalls. The significant unobservable inputs used to measure fair value include market yields, EBITDA multiples, revenue multiples, net asset value, third-party bid, discount rates, recovery rates and prepayment rates. Auditing the fair value of the Company’s Level 3 investments was complex and involved auditor judgment, as the valuation techniques selected and the significant unobservable inputs and assumptions used by the Company are highly judgmental and require estimation, and the selection of such techniques, inputs and assumptions has a significant effect on the fair value measurement of such investments. How We Addressed the Matter in Our Audit To test the valuation of the Company’s Level 3 investments, we gained an understanding of the valuation techniques, significant unobservable inputs and assumptions used by the Company to value the Level 3 investments and reviewed the information considered by the Board of Directors relating to the fair value of each investment. For a sample of Level 3 investments, we evaluated the valuation techniques used, tested the significant unobservable inputs and assumptions, and tested the mathematical accuracy of the related valuation models. For this sample of Level 3 investments, we agreed the significant inputs and underlying data used in the Company’s valuations (for example, deal terms, portfolio company operating results, market yields) to transaction agreements, most recently available portfolio company financial statements or other financial information, information available from third-party sources and market data, as applicable. We involved our valuation specialists to assist in developing independent estimates of fair value for a sample of investments by using portfolio company and market information, and we compared such estimates to the Company’s fair value of these investments. We also searched for and evaluated information that corroborated or contradicted the Company’s valuations of Level 3 investments. /s/ Ernst & Young LLP We have served as the Company’s auditor since 2006. New York, New York May 4, 2022 F- 2 PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Saratoga Investment Corp. Consolidated Statements of Assets and Liabilities February 28, 2022 February 28, 2021 ASSETS Investments at fair value Non-control/Non-affiliate investments (amortized cost of $654,965,044 and $471,328,212, respectively) $ 668,358,516 $ 469,946,494 Affiliate investments (amortized cost of $46,224,927 and $17,331,707, respectively) 48,234,124 19,367,740 Control investments (amortized cost of $95,058,356 and $61,353,761, respectively) 100,974,715 64,998,481 Total investments at fair value (amortized cost of $796,248,327 and $550,013,680, respectively) 817,567,355 554,312,715 Cash and cash equivalents 47,257,801 18,828,047 Cash and cash equivalents, reserve accounts 5,612,541 11,087,027 Interest receivable (net of reserve of $0 and $1,152,086, respectively) 5,093,561 4,223,630 Due from affiliate (See Note 7) 90,968 2,719,000 Management fee receivable 362,549 34,644 Other assets 254,980 947,315 Total assets $ 876,239,755 $ 592,152,378 LIABILITIES Revolving credit facility $ 12,500,000 $ - Deferred debt financing costs, revolving credit facility (1,191,115 ) (639,982 ) SBA debentures payable 185,000,000 158,000,000 Deferred debt financing costs, SBA debentures payable (4,344,983 ) (2,642,622 ) 6.25% Notes Payable 2025 - 60,000,000 Deferred debt financing costs, 6.25% notes payable 2025 - (1,675,064 ) 7.25% Notes Payable 2025 43,125,000 43,125,000 Deferred debt financing costs, 7.25% notes payable 2025 (1,078,201 ) (1,401,307 ) 7.75% Notes Payable 2025 5,000,000 5,000,000 Deferred debt financing costs, 7.75% notes payable 2025 (184,375 ) (239,222 ) 4.375% Notes Payable 2026 175,000,000 - Premium on 4.375% notes payable 2026 1,086,013 - Deferred debt financing costs, 4.375% notes payable 2026 (3,395,435 ) - 4.35% Notes Payable 2027 75,000,000 - Discount on 4.35% notes payable 2027 (499,263 ) - Deferred debt financing costs, 4.35% notes payable 2027 (1,722,908 ) - 6.25% Notes Payable 2027 15,000,000 15,000,000 Deferred debt financing costs, 6.25% notes payable 2027 (416,253 ) (476,820 ) Base management and incentive fees payable 12,947,025 6,556,674 Deferred tax liability 1,249,015 1,922,664 Accounts payable and accrued expenses 799,058 1,750,266 Current income tax payable 2,820,036 - Interest and debt fees payable 2,801,621 2,645,784 Directors fees payable 70,000 70,500 Due to manager 263,814 279,065 Excise tax payable 630,183 691,672 Total liabilities 520,459,232 287,966,608 Commitments and contingencies (See Note 9) NET ASSETS Common stock, par value $0.001, 100,000,000 common shares authorized, 12,131,350 and 11,161,416 common shares issued and outstanding, respectively 12,131 11,161 Capital in excess of par value 328,062,246 304,874,957 Total distributable earnings (deficit) 27,706,146 (700,348 ) Total net assets 355,780,523 304,185,770 Total liabilities and net assets $ 876,239,755 $ 592,152,378 NET ASSET VALUE PER SHARE $ 29.33 $ 27.25 See accompanying notes to consolidated financial statements. F- 3 Saratoga Investment Corp. Consolidated Statements of Operations For the year ended February 28, 2022 February 28, 2021 February 28, 2020 INVESTMENT INCOME Interest from investments Interest income: Non-control/Non-affiliate investments $ 46,369,544 $ 41,621,899 $ 36,252,113 Affiliate investments 3,308,471 1,656,263 1,230,578 Control investments 7,345,691 5,848,980 6,175,120 Payment-in-kind interest income: Non-control/Non-affiliate investments 1,150,695 2,251,499 816,041 Affiliate investments - 172,626 167,836 Control investments 327,171 162,658 3,405,307 Total interest from investments 58,501,572 51,713,925 48,046,995 Interest from cash and cash equivalents 3,584 14,609 536,053 Management fee income 3,262,591 2,507,626 2,503,804 Dividend Income* 1,925,791 158,045 215,893 Structuring and advisory fee income 4,307,647 2,157,405 5,286,475 Other income* 2,739,372 1,098,646 1,858,971 Total investment income 70,740,557 57,650,256 58,448,191 OPERATING EXPENSES Interest and debt financing expenses 19,880,693 13,587,201 14,682,611 Base management fees 11,901,729 9,098,495 8,098,995 Incentive management fees expense 11,794,208 4,903,499 14,163,776 Professional fees 1,378,134 1,705,942 1,684,089 Administrator expenses 2,906,250 2,545,833 2,131,250 Insurance 348,671 285,529 259,981 Directors fees and expenses 335,596 290,000 277,500 General & administrative 1,661,932 1,428,293 1,326,457 Income tax expense (benefit) (39,649 ) 667 961,995 Excise tax expense (credit) 630,183 691,672 - Total operating expenses 50,797,747 34,537,131 43,586,654 NET INVESTMENT INCOME 19,942,810 23,113,125 14,861,537 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net realized gain (loss) from investments: Non-control/Non-affiliate investments 6,209,737 22,207 11,651,990 Affiliate investments 7,328,457 (8,726,013 ) - Control investments (139,867 ) - 31,225,165 Net realized gain (loss) from investments 13,398,327 (8,703,806 ) 42,877,155 Income tax (provision) benefit from realized gain on investments (2,886,444 ) (3,895,354 ) - Net change in unrealized appreciation (depreciation) on investments: Non-control/Non-affiliate investments 14,775,190 (3,817,921 ) 3,060,964 Affiliate investments (26,836 ) 7,549,096 1,538,572 Control investments 2,271,639 1,235,147 (5,370,450 ) Net change in unrealized appreciation (depreciation) on investments 17,019,993 4,966,322 (770,914 ) Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments 694,908 (574,634 ) 354,349 Net realized and unrealized gain (loss) on investments 28,226,784 (8,207,472 ) 42,460,590 Realized losses on extinguishment of debt (2,434,410 ) (128,617 ) (1,583,266 ) NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 45,735,184 $ 14,777,036 $ 55,738,861 WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS PER COMMON SHARE $ 3.99 $ 1.32 $ 5.98 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED 11,456,631 11,188,629 9,319,192 * Certain prior period amounts have been reclassified to conform to current period presentation. See accompanying notes to consolidated financial statements. F- 4 Saratoga Investment Corp. Consolidated Statements of Changes in Net Assets For the year ended February 28, 2022 February 28, 2021 February 28, 2020 INCREASE (DECREASE) FROM OPERATIONS: Net investment income $ 19,942,810 $ 23,113,125 $ 14,861,537 Net realized gain from investments 13,398,327 (8,703,806 ) 42,877,155 Realized losses on extinguishment of debt (2,434,410 ) (128,617 ) (1,583,266 ) Income tax (provision) benefit from realized gain on investments (2,886,444 ) (3,895,354 ) - Net change in unrealized appreciation (depreciation) on investments 17,019,993 4,966,322 (770,914 ) Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments 694,908 (574,634 ) 354,349 Net increase in net assets resulting from operations 45,735,184 14,777,036 55,738,861 DECREASE FROM SHAREHOLDER DISTRIBUTIONS: Total distributions to shareholders (22,033,235 ) (13,746,998 ) (20,097,580 ) Net decrease in net assets from shareholder distributions (22,033,235 ) (13,746,998 ) (20,097,580 ) CAPITAL SHARE TRANSACTIONS: Proceeds from issuance of common stock 26,835,203 - 85,904,441 Stock dividend distribution 3,875,206 2,481,084 3,096,492 Repurchases of common stock (2,545,037 ) (3,608,459 ) - Repurchase fees (1,992 ) (3,746 ) - Offering costs (270,576 ) - (1,230,548 ) Net increase (decrease) in net assets from capital share transactions 27,892,804 (1,131,121 ) 87,770,385 Total increase (decrease) in net assets 51,594,753 (101,083 ) 123,411,666 Net assets at beginning of period 304,185,770 304,286,853 180,875,187 Net assets at end of period $ 355,780,523 $ 304,185,770 $ 304,286,853 See accompanying notes to consolidated financial statements. F- 5 Saratoga Investment Corp. Consolidated Statements of Cash Flows For the year ended February 28, 2022 February 28, 2021 February 28, 2020 Operating activities NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 45,735,184 $ 14,777,036 $ 55,738,861 ADJUSTMENTS TO RECONCILE NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS TO NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES: Payment-in-kind and other adjustments to cost 349,292 973,606 (3,045,533 ) Net accretion of discount on investments (2,043,088 ) (1,390,128 ) (1,069,710 ) Amortization of deferred debt financing costs 2,164,761 1,372,662 1,340,299 Realized losses on extinguishment of debt 2,434,410 128,617 1,583,266 Income tax expense 21,260 667 961,995 Net realized (gain) loss from investments (13,398,327 ) 8,703,806 (42,877,155 ) Net change in unrealized (appreciation) depreciation on investments (17,019,993 ) (4,966,322 ) 770,914 Net change in provision for deferred taxes on unrealized appreciation (depreciation) on investments (694,908 ) 574,634 (354,349 ) Proceeds from sales and repayments of investments 226,931,104 130,259,061 167,252,601 Purchases of investments (458,073,629 ) (202,260,764 ) (204,643,371 ) (Increase) decrease in operating assets: Interest receivable (869,931 ) 586,826 (1,063,852 ) Due from affiliate 2,628,032 (2,719,000 ) 1,673,747 Management and incentive fee receivable (327,905 ) 237,563 269,887 Other assets 692,335 (265,997 ) (128,982 ) Increase (decrease) in operating liabilities: Base management and incentive fees payable 6,390,351 (9,243,423 ) 9,115,312 Accounts payable and accrued expenses (951,208 ) 37,109 97,714 Current tax payable 2,820,036 - - Interest and debt fees payable 155,837 411,742 (990,629 ) Directors fees payable (500 ) 9,000 (500 ) Excise tax payable (61,489 ) 691,672 - Due to manager (15,251 ) (264,777 ) 224,751 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (203,133,627 ) (62,346,410 ) (15,144,734 ) Financing activities Borrowings on debt 135,000,000 41,000,000 20,200,000 Paydowns on debt (95,500,000 ) (33,000,000 ) (20,200,000 ) Issuance of notes 250,000,000 63,125,000 - Repayments of notes (60,000,000 ) - (74,450,500 ) Payments of deferred debt financing costs (10,008,424 ) (3,435,749 ) (755,136 ) Premium on debt issuance, 4.375% notes 2026 1,250,000 - - Discount on debt issuance, 4.35% notes 2027 (512,250 ) - - Proceeds from issuance of common stock 26,835,203 - 85,897,846 Payments of cash dividends (18,158,029 ) (11,265,914 ) (17,001,088 ) Repurchases of common stock (2,545,037 ) (3,608,459 ) Repurchases fees (1,992 ) (3,746 ) Payments of offering costs (270,576 ) - (1,190,430 ) NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 226,088,895 52,811,132 (7,499,308 ) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND CASH AND CASH EQUIVALENTS, RESERVE ACCOUNTS 22,955,268 (9,535,278 ) (22,644,042 ) CASH AND CASH EQUIVALENTS AND CASH AND CASH EQUIVALENTS, RESERVE ACCOUNTS, BEGINNING OF PERIOD 29,915,074 39,450,352 62,094,394 CASH AND CASH EQUIVALENTS AND CASH AND CASH EQUIVALENTS, RESERVE ACCOUNTS, END OF PERIOD $ 52,870,342 $ 29,915,074 $ 39,450,352 Supplemental information: Interest paid during the period $ 17,560,094 $ 11,802,800 $ 14,332,943 Cash paid for taxes 1,355,083 4,140,241 18,390 Supplemental non-cash information: Payment-in-kind interest income and other adjustments to cost (349,292 ) (973,606 ) 3,045,533 Net accretion of discount on investments 2,043,088 1,390,128 1,069,710 Amortization of deferred debt financing costs 2,164,761 1,372,662 1,340,299 Stock dividend distribution 3,875,206 2,481,084 3,096,492 See accompanying notes to consolidated financial statements. F- 6 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Non-control/Non-affiliate investments - 187.4% (b) Targus Holdings, Inc. (h) Consumer Products Common Stock 12/31/2009 210,456 $ 1,589,630 $ 692,535 0.2 % Total Consumer Products 1,589,630 692,535 0.2 % Schoox, Inc. (h), (i) Corporate Education Software Series 1 Membership Interest 12/8/2020 1,050 475,698 3,305,839 0.9 % Total Corporate Education Software 475,698 3,305,839 0.9 % GreyHeller LLC (h) Cyber Security Common Stock 11/10/2021 6,742,392 1,635,704 1,635,704 0.5 % Total Cyber Security 1,635,704 1,635,704 0.5 % New England Dental Partners Dental Practice Management First Lien Term Loan (3M USD LIBOR+8.00%), 8.50% Cash, 11/25/2025 11/25/2020 $ 6,555,000 6,502,672 6,404,891 1.8 % New England Dental Partners (j) Dental Practice Management Delayed Draw Term Loan (3M USD LIBOR+8.00%), 8.50% Cash, 11/25/2025 11/25/2020 $ 2,150,000 2,132,639 1,997,715 0.6 % Total Dental Practice Management 8,635,311 8,402,606 2.4 % PDDS Buyer, LLC (d) Dental Practice Management Software First Lien Term Loan (3M USD LIBOR+5.50%), 6.00% Cash, 7/15/2024 7/15/2019 $ 28,000,000 27,943,852 27,938,400 7.9 % PDDS Buyer, LLC (h) Dental Practice Management Software Series A-1 Preferred Shares 8/10/2020 1,755,831 2,000,000 7,099,940 2.0 % Total Dental Practice Management Software 29,943,852 35,038,340 9.9 % C2 Educational Systems Education Services First Lien Term Loan (3M USD LIBOR+8.50%), 10.00% Cash, 5/31/2023 5/31/2017 $ 18,500,000 18,484,747 18,220,650 5.1 % C2 Education Systems, Inc. (h) Education Services Series A-1 Preferred Stock 5/18/2021 3,127 499,904 599,296 0.2 % Zollege PBC Education Services First Lien Term Loan (3M USD LIBOR+5.50%), 6.50% Cash, 5/11/2026 5/11/2021 $ 16,000,000 15,877,908 15,794,300 4.4 % Zollege PBC (j) Education Services Delayed Draw Term Loan (3M USD LIBOR+5.50%), 6.50% Cash, 5/11/2026 5/11/2021 $ 500,000 495,811 493,950 0.1 % Zollege PBC (h) Education Services Class A Units 5/11/2021 250,000 250,000 201,218 0.1 % Total Education Services 35,608,370 35,309,414 9.9 % Destiny Solutions Inc. (h), (i) Education Software Limited Partner Interests 5/16/2018 3,065 3,969,291 7,632,061 2.1 % Identity Automation Systems (d) Education Software First Lien Term Loan (3M USD LIBOR+9.24%), 10.99% Cash, 5/8/2024 8/25/2014 $ 16,941,250 16,941,250 16,941,250 4.8 % Identity Automation Systems (h) Education Software Common Stock Class A-2 Units 8/25/2014 232,616 232,616 801,923 0.2 % Identity Automation Systems (h) Education Software Common Stock Class A-1 Units 3/6/2020 43,715 171,571 200,820 0.1 % F- 7 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets GoReact Education Software First Lien Term Loan (3M USD LIBOR+7.50%), 9.50% Cash, 1/17/2025 1/17/2020 $ 8,000,000 7,920,033 8,080,000 2.3 % GoReact (j) Education Software Delayed Draw Term Loan (3M USD LIBOR+7.50%), 9.50% Cash, 1/17/2025 1/18/2022 $ - - - 0.0 % Total Education Software 29,234,761 33,656,054 9.5 % TG Pressure Washing Holdings, LLC (h) Facilities Maintenance Preferred Equity 8/12/2019 488,148 488,148 482,036 0.1 % Total Facilities Maintenance 488,148 482,036 0.1 % Davisware, LLC Field Service Management First Lien Term Loan (3M USD LIBOR+7.00%), 9.00% Cash, 7/31/2024 9/6/2019 $ 6,000,000 5,954,705 6,003,000 1.7 % Davisware, LLC (j) Field Service Management Delayed Draw Term Loan (3M USD LIBOR+7.00%), 9.00% Cash, 7/31/2024 9/6/2019 $ 977,790 975,504 978,279 0.3 % Total Field Service Management 6,930,209 6,981,279 2.0 % GDS Software Holdings, LLC Financial Services First Lien Term Loan (3M USD LIBOR+7.00%), 8.00% Cash, 12/30/2026 12/30/2021 $ 22,713,926 22,579,864 22,570,829 6.3 % GDS Software Holdings, LLC (j) Financial Services Delayed Draw Term loan (3M USD LIBOR+7.00%), 8.00% Cash, 12/30/2026 12/18/2021 $ 500,000 495,031 496,850 0.1 % GDS Software Holdings, LLC (h) Financial Services Common Stock Class A Units 8/23/2018 250,000 250,000 472,009 0.1 % Total Financial Services 23,324,895 23,539,688 6.5 % Ascend Software, LLC Financial Services Software First Lien Term Loan (3M USD LIBOR+7.50%), 8.50% Cash, 12/15/2026 12/15/2021 $ 6,000,000 5,942,482 5,940,000 1.7 % Ascend Software, LLC (j) Financial Services Software Delayed Draw Term Loan (3M USD LIBOR+7.50%), 8.50% Cash, 12/15/2026 12/15/2021 $ - - - 0.0 % Total Financial Services Software 5,942,482 5,940,000 1.7 % Ohio Medical, LLC (h) Healthcare Products Manufacturing Common Stock 1/15/2016 5,000 380,353 714,271 0.2 % Total Healthcare Products Manufacturing 380,353 714,271 0.2 % Axiom Parent Holdings, LLC (h) Healthcare Services Common Stock Class A Units 6/19/2018 400,000 400,000 1,032,934 0.3 % Axiom Purchaser, Inc. (d) Healthcare Services First Lien Term Loan (3M USD LIBOR+6.00%), 7.75% Cash, 6/19/2023 6/19/2018 $ 10,000,000 9,974,217 10,013,000 2.8 % Axiom Purchaser, Inc. (d) Healthcare Services Delayed Draw Term Loan (3M USD LIBOR+6.00%), 7.75% Cash, 6/19/2023 6/19/2018 $ 6,000,000 5,977,846 6,007,800 1.7 % F- 8 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets ComForCare Health Care (d) Healthcare Services First Lien Term Loan (3M USD LIBOR+7.25%), 8.25% Cash, 1/31/2025 1/31/2017 $ 25,000,000 24,903,581 25,000,000 7.0 % Total Healthcare Services 41,255,644 42,053,734 11.8 % TRC HemaTerra, LLC (h) Healthcare Software Class D Membership Interests 4/15/2019 2,487 2,816,693 3,788,769 1.1 % HemaTerra Holding Company, LLC (d) Healthcare Software First Lien Term Loan (3M USD LIBOR+8.25%), 9.25% Cash, 1/31/2026 4/15/2019 $ 36,000,000 35,715,061 35,640,000 10.0 % HemaTerra Holding Company, LLC (d) Healthcare Software Delayed Draw Term Loan (3M USD LIBOR+8.25%), 9.25% Cash, 1/31/2026 4/15/2019 $ 14,000,000 13,912,744 13,860,000 3.9 % Procurement Partners, LLC Healthcare Software First Lien Term Loan (3M USD LIBOR+5.50%), 6.50% Cash, 11/12/2025 11/12/2020 $ 35,125,000 34,827,633 34,998,550 9.8 % Procurement Partners, LLC (j) Healthcare Software Delayed Draw Term Loan (3M USD LIBOR+5.50%), 6.50% Cash, 11/12/2025 11/12/2020 $ 1,200,000 1,188,047 1,195,680 0.3 % Procurement Partners Holdings LLC (h) Healthcare Software Class A Units 11/12/2020 550,986 550,986 643,044 0.2 % Total Healthcare Software 89,011,164 90,126,043 25.3 % Roscoe Medical, Inc. (h) Healthcare Supply Common Stock 3/26/2014 5,081 508,077 52,853 0.0 % Roscoe Medical, Inc. Healthcare Supply Second Lien Term Loan 11.25% Cash, 3/31/2022 3/26/2014 $ 5,141,413 5,141,413 5,141,413 1.4 % Total Healthcare Supply 5,649,490 5,194,266 1.4 % F- 9 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Book4Time, Inc. (a), (d) Hospitality/Hotel First Lien Term Loan (3M USD LIBOR+8.50%), 10.25%, 12/22/2025 12/22/2020 $ 3,136,517 3,111,278 3,112,052 0.9 % Book4Time, Inc. (a), (j) Hospitality/Hotel Delayed Draw Term Loan (3M USD LIBOR+8.50%), 10.25%, 12/22/2025 12/22/2020 $ - - - 0.0 % Book4Time, Inc. (a), (h), (i) Hospitality/Hotel Class A Preferred Shares 12/22/2020 $ 200,000 156,826 198,638 0.1 % Knowland Group, LLC Hospitality/Hotel Second Lien Term Loan (3M USD LIBOR+8.00%), 10.00% Cash/1.00% PIK, 5/9/2024 11/9/2018 $ 15,878,989 15,878,989 10,592,873 3.0 % Sceptre Hospitality Resources, LLC Hospitality/Hotel First Lien Term Loan (1M USD LIBOR+8.00%), 9.00% Cash, 9/2/2026 4/27/2020 $ 6,000,000 5,952,460 6,021,000 1.7 % Sceptre Hospitality Resources, LLC (j) Hospitality/Hotel Delayed Draw Term Loan (1M USD LIBOR+8.00%), 9.00% Cash, 9/2/2026 9/2/2021 $ - - - 0.0 % Total Hospitality/Hotel 25,099,553 19,924,563 5.7 % Granite Comfort, LP HVAC Services and Sales First Lien Term Loan (1M USD LIBOR+8.00%), 9.00% Cash, 11/16/2025 11/16/2020 $ 28,000,000 27,764,146 27,977,600 7.9 % Granite Comfort, LP(j) HVAC Services and Sales Delayed Draw Term Loan (1M USD LIBOR+8.00%), 9.00% Cash, 11/16/2025 11/16/2020 $ 2,000,000 1,980,805 1,998,400 0.6 % Total HVAC Services and Sales 29,744,951 29,976,000 8.5 % AgencyBloc, LLC Insurance Software First Lien Term Loan (3M USD BSBY+8.00%), 9.00% Cash, 10/1/2026 10/1/2021 $ 9,000,000 8,925,938 8,920,800 2.5 % Panther ParentCo LLC (h) Insurance Software Class A Units 10/1/2021 2,000,000 2,000,000 2,000,000 0.6 % Total Insurance Software 10,925,938 10,920,800 3.1 % F- 10 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Vector Controls Holding Co., LLC (d) Industrial Products First Lien Term Loan (3M USD LIBOR+6.50%), 8.00% Cash, 3/6/2025 3/6/2013 $ 5,008,186 5,008,186 5,008,186 1.4 % Vector Controls Holding Co., LLC (h) Industrial Products Warrants to Purchase Limited Liability Company Interests, Expires 11/30/2027 5/31/2015 343 - 3,418,993 1.0 % Total Industrial Products 5,008,186 8,427,179 2.4 % LogicMonitor, Inc. (d) IT Services First Lien Term Loan (3M USD LIBOR+5.00), 6.00% Cash, 5/17/2023 3/20/2020 $ 43,000,000 42,806,801 43,000,000 12.1 % Total IT Services 42,806,801 43,000,000 12.1 % Centerbase, LLC Legal Software First Lien Term Loan (Daialy USD SOFR+7.50%), 8.50% Cash, 1/18/2027 1/18/2022 $ 7,500,000 7,409,860 7,425,000 2.1 % Total Legal Software 7,409,860 7,425,000 2.1 % Madison Logic, Inc. Marketing Orchestration Software First Lien Term Loan (1M USD LIBOR+5.75%), 6.75% Cash, 11/22/2026 12/10/2021 $ 28,915,663 28,782,977 28,776,867 8.1 % Madison Logic, Inc. (j) Marketing Orchestration Software Revolving Credit Facility (1M USD LIBOR+5.75%), 6.75% Cash, 11/22/2026 12/10/2021 $ - - - 0.0 % Total Marketing Orchestration Software 28,782,977 28,776,867 8.1 % inMotionNow, Inc. Marketing Services First Lien Term Loan (3M USD LIBOR+7.50), 10.00% Cash, 5/15/2024 5/15/2019 $ 12,200,000 12,139,533 12,290,280 3.5 % inMotionNow, Inc. (d) Marketing Services Delayed Draw Term Loan (3M USD LIBOR+7.50) 10.00% Cash, 5/15/2024 5/15/2019 $ 5,000,000 4,972,992 5,037,000 1.4 % Total Marketing Services 17,112,525 17,327,280 4.9 % Chronus LLC Mentoring Software First Lien Term Loan (3M USD LIBOR+5.25), 6.25% Cash, 8/26/2026 8/26/2021 $ 15,000,000 14,861,338 14,938,500 4.2 % Chronus LLC (h) Mentoring Software Series A Preferred Stock 8/26/2021 3,000 3,000,000 3,382,625 1.0 % Total Mentoring Software 17,861,338 18,321,125 5.2 % Omatic Software, LLC Non-profit Services First Lien Term Loan (3M USD LIBOR+8.00%), 9.75% Cash/1.00% PIK, 5/29/2023 5/29/2018 $ 10,010,685 9,955,082 10,038,714 2.8 % F- 11 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Total Non-profit Services 9,955,082 10,038,714 2.8 % Emily Street Enterprises, L.L.C. Office Supplies Senior Secured Note (3M USD LIBOR+8.50%), 10.00% Cash, 12/31/2023 12/28/2012 $ 3,300,000 3,300,000 3,278,880 0.9 % Emily Street Enterprises, L.L.C. (h) Office Supplies Warrant Membership Interests Expires 12/28/2022 12/28/2012 49,318 400,000 446,927 0.1 % Total Office Supplies 3,700,000 3,725,807 1.0 % Apex Holdings Software Technologies, LLC Payroll Services First Lien Term Loan (3M USD LIBOR+8.00%), 9.00% Cash, 9/21/2024 9/21/2016 $ 17,000,000 16,990,006 17,000,000 4.7 % Total Payroll Services 16,990,006 17,000,000 4.7 % Buildout, Inc. Real Estate Services First Lien Term Loan (3M USD LIBOR+7.00%), 8.00% Cash, 7/9/2025 7/9/2020 $ 14,000,000 13,897,546 13,904,800 3.9 % Buildout, Inc. Real Estate Services Delayed Draw Term Loan (3M USD LIBOR+7.00%), 8.00% Cash, 7/9/2025 2/12/2021 $ 38,500,000 38,173,998 38,238,200 10.6 % Buildout, Inc. (h), (i) Real Estate Services Limited Partner Interests 7/9/2020 1,205 1,205,308 1,363,014 0.4 % Total Real Estate Services 53,276,852 53,506,014 14.9 % LFR Chicken LLC Restaurant First Lien Term Loan (1M USD LIBOR+7.00%), 8.00% Cash, 11/19/2026 11/19/2021 $ 12,000,000 11,886,588 11,880,000 3.3 % LFR Chicken LLC (j) Restaurant Delayed Draw Term Loan (1M USD LIBOR+7.00%), 8.00% Cash, 11/19/2026 11/19/2021 $ - - - 0.0 % LFR Chicken LLC (h) Restaurant Series B Preferred Units 11/19/2021 497,183 1,000,000 999,984 0.3 % TMAC Acquisition Co., LLC Restaurant Unsecured Term Loan 8.00% PIK, 9/01/2023 3/1/2018 $ 2,979,312 2,979,312 2,805,541 0.8 % Total Restaurant 15,865,900 15,685,525 4.4 % F- 12 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Pepper Palace, Inc. (d) Specialty Food Retailer First Lien Term Loan (3M USD LIBOR+6.25%), 7.25% Cash, 6/30/2026 6/30/2021 $ 33,830,000 33,531,592 33,261,656 9.2 % Pepper Palace, Inc. (j) Specialty Food Retailer Delayed Draw Term Loan (3M USD LIBOR+6.25%), 7.25% Cash, 6/30/2026 6/30/2021 $ - - (33,600 ) 0.0 % Pepper Palace, Inc. (j) Specialty Food Retailer Revolving Credit Facility (3M USD LIBOR+6.25%), 7.25% Cash, 6/30/2026 6/30/2021 $ - - (42,000 ) 0.0 % Pepper Palace, Inc. (h) Specialty Food Retailer Membership Interest 6/30/2021 1,000,000 1,000,000 827,050 0.1 % Total Specialty Food Retailer 34,531,592 34,013,106 9.3 % ArbiterSports, LLC (d) Sports Management First Lien Term Loan (3M USD LIBOR+6.50%), 8.25% Cash, 2/21/2025 2/21/2020 $ 26,000,000 25,846,091 25,667,199 7.1 % ArbiterSports, LLC (d) Sports Management Delayed Draw Term Loan (3M USD LIBOR+6.50%), 8.25% Cash, 2/21/2025 2/21/2020 $ 1,000,000 999,997 987,200 0.3 % Total Sports Management 26,846,088 26,654,399 7.4 % Avionte Holdings, LLC (h) Staffing Services Class A Units 1/8/2014 100,000 100,000 1,912,328 0.5 % Total Staffing Services 100,000 1,912,328 0.5 % Jobvite, Inc. (d) Talent Acquisition Software Second Lien Term Loan (3M USD LIBOR+7.50%), 8.50% Cash, 1/6/2027 7/6/2021 $ 20,000,000 19,841,684 19,652,000 5.5 % Total Talent Acquisition Software 19,841,684 19,652,000 5.5 % National Waste Partners (d) Waste Services Second Lien Term Loan 10.00% Cash, 11/13/2022 2/13/2017 $ 9,000,000 9,000,000.0 9,000,000.0 2.5 % Total Waste Services 9,000,000 9,000,000 2.5 % Sub Total Non-control/Non-affiliate investments 654,965,044 668,358,516 187.4 % F- 13 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Affiliate investments - 13.5% (b) Artemis Wax Corp. (f), (j) Consumer Services Delayed Draw Term Loan (1M USD LIBOR+9.00%), 11.00% Cash, 5/20/2026 5/20/2021 $ 30,000,000 29,727,282 30,000,000 8.4 % Artemis Wax Corp. (f), (h) Consumer Services Series B-1 Preferred Stock 5/20/2021 934,463 1,500,000 2,687,573 0.8 % Artemis Wax Corp. (f), (h) Consumer Services Series C Preferred Stock 5/20/2021 5,547 5,546,609 5,546,605 1.6 % Total Consumer Services 36,773,891 38,234,178 10.8 % Axero Holdings, LLC (f) Employee Collaboration Software First Lien Term Loan (3M USD LIBOR+10.00%), 11.00% Cash, 6/30/2026 6/30/2021 $ 5,500,000 5,451,036 5,482,950 1.5 % Axero Holdings, LLC (f), (j) Employee Collaboration Software Delayed Draw Term Loan (3M USD LIBOR+10.00%), 11.00% Cash, 6/30/2026 6/30/2021 $ - - - 0.0 % Axero Holdigns, LLC (f), (j) Employee Collaboration Software Revolving Credit Facility (3M USD LIBOR+10.00%), 11.00% Cash, 6/30/2026 2/3/2022 $ - - - 0.0 % Axero Holdings, LLC (f), (h) Employee Collaboration Software Series A Preferred Units 6/30/2021 2,000,000 2,000,000 2,198,000 0.5 % Axero Holdings, LLC (f), (h) Employee Collaboration Software Series B Preferred Units 6/30/2021 2,000,000 2,000,000 2,318,996 0.7 % Total Employee Collaboration Software 9,451,036 9,999,946 2.7 % Sub Total Affiliate investments 46,224,927 48,234,124 13.5 % F- 14 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Control investments - 28.3% (b) Netreo Holdings, LLC (g) IT Services First Lien Term Loan (3M USD LIBOR +8.00%), 9.00% Cash 12/31/2025 7/3/2018 $ 5,432,440 5,409,201 5,421,575 1.4 % Netreo Holdings, LLC (d), (g), (j) IT Services Delayed Draw Term Loan (3M USD LIBOR +8.00%), 9.00% Cash, 12/31/2025 5/26/2020 $ 13,433,515 13,406,530 13,406,648 3.8 % Netreo Holdings, LLC (g), (h) IT Services Common Stock Class A Unit 7/3/2018 4,600,677 8,344,500 18,975,523 5.3 % Total IT Services 27,160,231 37,803,746 10.5 % Saratoga Investment Corp. CLO 2013-1, Ltd. (a), (e), (g) Structured Finance Securities Other/Structured Finance Securities 9.27%, 4/20/2033 1/22/2008 $ 111,000,000 32,273,125 28,654,905 8.1 % Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-2-R-3 Note (a), (g) Structured Finance Securities Other/Structured Finance Securities (3M USD LIBOR+10.00%), 10.17%, 4/20/2033 8/9/2021 $ 9,375,000 9,375,000 9,375,000 2.6 % Total Structured Finance Securities 41,648,125 38,029,905 10.7 % Saratoga Senior Loan Fund I JV, LLC (a), (g), (j) Investment Fund Unsecured Loan 10.00%, 6/15/2023 2/17/2022 $ 13,125,000 13,125,000 13,125,000 3.7 % Saratoga Senior Loan Fund I JV, LLC (a), (g), (j) Investment Fund Membership Interest 2/17/2022 13,125,000 13,125,000 12,016,064 3.4 % Total Investment Fund 26,250,000 25,141,064 7.1 % Sub Total Control investments 95,058,356 100,974,715 28.3 % TOTAL INVESTMENTS - 229.2% (b) $ 796,248,327 $ 817,567,355 229.2 % Number of Shares Cost Fair Value % of Net Assets Cash and cash equivalents and cash and cash equivalents, reserve accounts - 14.9% (b) U.S. Bank Money Market (k) 52,870,342 $ 52,870,342 $ 52,870,342 14.9 % Total cash and cash equivalents and cash and cash equivalents, reserve accounts 52,870,342 $ 52,870,342 $ 52,870,342 14.9 % (1) Securities are exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and are restricted securities. (a) Represents an investment that is not a “qualifying asset” under Section 55(a) of the Investment Company Act of 1940, as amended (the 1940 Act”). As of February 28, 2022, non-qualifying assets represent 6.7% of the Company’s portfolio at fair value. As a BDC, the Company generally has to invest at least 70% of its total assets in qualifying assets. (b) Percentages are based on net assets of $355,780,523 as of February 28, 2022. F- 15 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 (c) Because there is no readily available market value for these investments, the fair values of these investments were determined using significant unobservable inputs and approved in good faith by our board of directors. These investments have been included as Level 3 in the Fair Value Hierarchy (see Note 3 to the consolidated financial statements). (d) These securities are either fully or partially pledged as collateral under a senior secured revolving credit facility (see Note 8 to the consolidated financial statements). (e) This investment does not have a stated interest rate that is payable thereon. As a result, the 9.27% interest rate in the table above represents the effective interest rate currently earned on the investment cost and is based on the current cash interest and other income generated by the investment. (f) As defined in the 1940 Act, this portfolio company is an “affiliate” as we own between 5.0% and 25.0% of the outstanding voting securities. GreyHeller, LLC is no longer an affiliate as of February 28, 2022. Transactions during the year ended February 28, 2022 in which the issuer was an affiliate are as follows: Company Purchases Sales Total Interest from Investments Management Fee Income Net Realized Gain (Loss) from Investments Net Change in Unrealized Appreciation (Depreciation) Artemis Wax Corp. $ 36,200,000 $ - $ 1,919,100 $ - $ - $ 1,460,287 Axero Holdings, LLC 9,445,000 - 416,092 - - 548,910 GreyHeller, LLC 8,910,000 (26,428,457 ) 973,278 - 7,328,457 (3,102,569 ) Top Gun - - - - - 1,066,536 Total $ 54,555,000 $ (26,428,457 ) $ 3,308,471 $ - $ 7,328,457 $ (26,836 ) (g) As defined in the 1940 Act, we “control” this portfolio company because we own more than 25% of the portfolio company’s outstanding voting securities. Transactions during the year ended February 28, 2022 in which the issuer was both an affiliate and a portfolio company that we control are as follows: F- 16 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2022 Company Purchases Sales Total Interest from Investments Management Fee Income Net Realized Gain (Loss) from Investments Net Change in Unrealized Appreciation (Depreciation) Netreo Holdings, LLC $ 17,074,500 $ - $ 1,814,735 $ - $ - $ 5,055,909 Saratoga Investment Corp. CLO 2013-1, Ltd. - - 4,372,958 3,262,591 - (1,221,309 ) Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-R-3 Note - (17,875,000 ) 814,431 - - (454,025 ) Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-1-R-3 Note 8,500,000 (8,500,000 ) 4,786 - (139,867 ) - Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-2-R-3 Note 9,375,000 - 539,564 - - - Saratoga Senior Loan Fund I JV, LLC 13,125,000 - 126,389 - - - Saratoga Senior Loan Fund I JV, LLC 13,125,000 - - - - (1,108,936 ) Total $ 61,199,500 $ (26,375,000 ) $ 7,672,863 $ 3,262,591 $ (139,867 ) $ 2,271,639 (h) Non-income producing at February 28, 2022. (i) Includes securities issued by an affiliate of the company. (j) All or a portion of this investment has an unfunded commitment as of February 28, 2022. (See Note 9 to the consolidated financial statements). (k) Included within cash and cash equivalents and cash and cash equivalents, reserve accounts in the Company’s consolidated statements of assets and liabilities as of February 28, 2022. BSBY - Bloomberg Short-Term Bank Yield LIBOR - London Interbank Offered Rate SOFR - Secured Overnight Financing Rate 3M USD BSBY - The 3 month USD BSBY rate as of February 28, 2022 was 0.50%. 1M USD LIBOR - The 1 month USD LIBOR rate as of February 28, 2022 was 0.24%. 3M USD LIBOR - The 3 month USD LIBOR rate as of February 28, 2022 was 0.50%. Daily USD SOFR - The daily USD SOFR rate as of February 28, 2022 was 0.05% PIK - Payment-in-Kind (see Note 2 to the consolidated financial statements). F- 17 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Non-control/Non-affiliate investments - 154.5% (b) Targus Holdings, Inc. (d), (h) Consumer Products Common Stock 12/31/2009 210,456 $ 1,589,630 $ 475,116 0.2 % Total Consumer Products 1,589,630 475,116 0.2 % My Alarm Center, LLC (k) Consumer Services Preferred Equity Class A Units 8.00% PIK 7/14/2017 2,227 2,357,879 - 0.0 % My Alarm Center, LLC (h) Consumer Services Preferred Equity Class B Units 7/14/2017 1,797 1,796,880 - 0.0 % My Alarm Center, LLC (h) Consumer Services Preferred Equity Class Z Units 9/12/2018 676 712,343 181,240 0.1 % My Alarm Center, LLC (h) Consumer Services Common Stock 7/14/2017 96,224 - - 0.0 % Total Consumer Services 4,867,102 181,240 0.1 % Schoox, Inc. (h), (i) Corporate Education Software Series 1 Membership Interest 12/8/2020 226,782 1,050,000 1,050,000 0.3 % Total Corporate Education Software 1,050,000 1,050,000 0.3 % Passageways, Inc. Corporate Governance First Lien Term Loan (3M USD LIBOR+7.00%), 8.75% Cash, 12/31/2025 7/5/2018 $ 5,000,000 4,972,250 5,050,000 1.7 % Passageways, Inc. (j) Corporate Governance Delayed Draw Term Loan (3M USD LIBOR+7.00%), 8.75% Cash, 12/31/2025 1/3/2020 $ 5,000,000 4,980,871 5,050,000 1.7 % Passageways, Inc. (h) Corporate Governance Series A Preferred Stock 7/5/2018 2,027,205 1,000,000 3,164,579 1.0 % Total Corporate Governance 10,953,121 13,264,579 4.4 % New England Dental Partners Dental Practice Management First Lien Term Loan (3M USD LIBOR+8.00%), 8.50% Cash, 11/25/2025 11/25/2020 $ 6,555,000 6,491,331 6,489,450 2.1 % New England Dental Partners (j) Dental Practice Management Delayed Draw Term Loan (3M USD LIBOR+8.00%), 8.50% Cash, 11/25/2025 11/25/2020 $ 650,000 644,419 643,500 0.2 % Total Dental Practice Management 7,135,750 7,132,950 2.3 % F- 18 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets PDDS Buyer, LLC Dental Practice Management Software First Lien Term Loan (3M USD LIBOR+7.00%), 9.50% Cash, 7/15/2024 7/15/2019 $ 14,000,000 13,895,777 14,278,600 4.7 % PDDS Buyer, LLC Dental Practice Management Software Delayed Draw Term Loan (3M USD LIBOR+7.00%), 9.50% Cash, 7/15/2024 7/15/2019 $ 7,000,000 6,938,964 7,139,300 2.3 % PDDS Buyer, LLC (h) Dental Practice Management Software Series A-1 Preferred Shares 8/10/2020 1,755,831 2,000,000 2,240,946 0.7 % Total Dental Practice Management Software 22,834,741 23,658,846 7.7 % C2 Educational Systems (d) Education Services First Lien Term Loan (3M USD LIBOR+8.50%), 10.00% Cash, 5/31/2023 5/31/2017 $ 16,000,000 15,998,379 13,499,200 4.4 % Texas Teachers of Tomorrow, LLC (h), (i) Education Services Common Stock 12/2/2015 750 750,000 1,011,596 0.3 % Texas Teachers of Tomorrow, LLC (d) Education Services First Lien Term Loan (3M USD LIBOR+7.25%), 9.75% Cash, 6/28/2024 6/28/2019 $ 25,947,024 25,748,711 25,874,372 8.5 % Total Education Services 42,497,090 40,385,168 13.2 % Destiny Solutions Inc. (d) Education Software First Lien Term Loan (3M USD LIBOR+7.50%), 9.50% Cash, 10/24/2024 5/16/2018 $ 43,500,000 43,204,446 43,630,500 14.3 % Destiny Solutions Inc. (h), (i) Education Software Limited Partner Interests 5/16/2018 2,342 2,468,464 3,069,267 1.0 % Identity Automation Systems (d) Education Software First Lien Term Loan (3M USD LIBOR+9.24%), 10.99% Cash, 5/8/2024 8/25/2014 $ 17,247,500 17,247,500 17,357,884 5.7 % Identity Automation Systems (h) Education Software Common Stock Class A-2 Units 8/25/2014 232,616 232,616 725,726 0.2 % Identity Automation Systems (h) Education Software Common Stock Class A-1 Units 3/6/2020 43,715 171,571 185,553 0.1 % F- 19 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets GoReact Education Software First Lien Term Loan (3M USD LIBOR+7.50%), 9.50% Cash, 1/17/2025 1/17/2020 $ 5,000,000 4,940,297 5,100,000 1.7 % GoReact (j) Education Software Delayed Draw Term Loan (3M USD LIBOR+7.50%), 9.50% Cash, 1/17/2025 1/17/2020 $ - - - 0.0 % Kev Software Inc. (a) Education Software First Lien Term Loan (1M USD LIBOR+8.63%), 9.63% Cash, 9/13/2023 9/13/2018 $ 17,835,914 17,745,629 18,021,407 5.9 % Total Education Software 86,010,523 88,090,337 28.9 % Davisware, LLC Field Service Management First Lien Term Loan (3M USD LIBOR+7.00%), 9.00% Cash, 7/31/2024 9/6/2019 $ 3,000,000 2,977,590 3,030,000 1.0 % Davisware, LLC Field Service Management Delayed Draw Term Loan (3M USD LIBOR+7.00%), 9.00% Cash, 7/31/2024 9/6/2019 $ 977,790 974,399 987,568 0.3 % Total Field Service Management 3,951,989 4,017,568 1.3 % GDS Software Holdings, LLC (h) Financial Services Common Stock Class A Units 8/23/2018 250,000 250,000 418,531 0.1 % Total Financial Services 250,000 418,531 0.1 % Ohio Medical, LLC (h) Healthcare Products Manufacturing Common Stock 1/15/2016 5,000 380,353 566,592 0.2 % Total Healthcare Products Manufacturing 380,353 566,592 0.2 % F- 20 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Axiom Parent Holdings, LLC (h) Healthcare Services Common Stock Class A Units 6/19/2018 400,000 400,000 1,415,301 0.5 % Axiom Purchaser, Inc. (d) Healthcare Services First Lien Term Loan (3M USD LIBOR+6.00%), 7.75% Cash, 6/19/2023 6/19/2018 $ 10,000,000 9,955,177 10,059,000 3.3 % Axiom Purchaser, Inc. (d) Healthcare Services Delayed Draw Term Loan (3M USD LIBOR+6.00%), 7.75% Cash, 6/19/2023 6/19/2018 $ 6,000,000 5,961,748 6,035,400 2.0 % ComForCare Health Care Healthcare Services First Lien Term Loan (3M USD LIBOR+7.75%), 8.75% Cash, 1/31/2025 1/31/2017 $ 25,000,000 24,871,639 24,900,000 8.2 % Total Healthcare Services 41,188,564 42,409,701 14.0 % TRC HemaTerra, LLC (h) Healthcare Software Class D Membership Interests 4/15/2019 2,000,000 2,000,000 2,572,002 0.8 % HemaTerra Holding Company, LLC Healthcare Software First Lien Term Loan (3M USD LIBOR+6.75%), 9.25% Cash, 4/15/2024 4/15/2019 $ 6,000,000 5,956,593 6,060,000 2.0 % HemaTerra Holding Company, LLC (d), (j) Healthcare Software Delayed Draw Term Loan (3M USD LIBOR+6.75%), 9.25% Cash, 4/15/2024 4/15/2019 $ 12,000,000 11,914,035 12,120,000 4.0 % Procurement Partners, LLC Healthcare Software First Lien Term Loan (3M USD LIBOR+6.50%), 7.50% Cash, 11/12/2025 11/12/2020 $ 8,000,000 7,924,230 7,920,000 2.6 % Procurement Partners, LLC (j) Healthcare Software Delayed Draw Term Loan (3M USD LIBOR+6.50%), 7.50% Cash, 11/12/2025 11/12/2020 $ - - - 0.0 % Procurement Partners Holdings LLC (h) Healthcare Software Class A Units 11/12/2020 300,000 300,000 300,000 0.1 % Total Healthcare Software 28,094,858 28,972,002 9.5 % Roscoe Medical, Inc. (d), (h) Healthcare Supply Common Stock 3/26/2014 5,081 508,077 280,346 0.1 % Roscoe Medical, Inc. Healthcare Supply Second Lien Term Loan 11.25% Cash, 6/28/2021 3/26/2014 $ 5,141,413 5,141,413 5,141,413 1.7 % Total Healthcare Supply 5,649,490 5,421,759 1.8 % F- 21 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Book4Time, Inc. (a) Hospitality/Hotel First Lien Term Loan (3M USD LIBOR+8.50%), 10.25%, 12/22/2025 12/22/2020 $ 3,136,517 3,105,788 3,105,152 1.0 % Book4Time, Inc. (a), (j) Hospitality/Hotel Delayed Draw Term Loan (3M USD LIBOR+8.50%), 10.25%, 12/22/2025 12/22/2020 $ - - - 0.0 % Book4Time, Inc. (a), (i) Hospitality/Hotel Class A Preferred Shares 12/22/2020 200,000 156,826 156,826 0.1 % Knowland Group, LLC Hospitality/Hotel Second Lien Term Loan (3M USD LIBOR+8.00%), 10.00% Cash, 5/9/2024 11/9/2018 $ 15,767,918 15,767,918 10,788,409 3.5 % Sceptre Hospitality Resources, LLC Hospitality/Hotel First Lien Term Loan (1M USD LIBOR+9.00%), 10.00% Cash, 4/27/2025 4/27/2020 $ 3,000,000 2,973,387 3,030,000 1.0 % Total Hospitality/Hotel 22,003,919 17,080,387 5.6 % Granite Comfort, LP HVAC Services and Sales First Lien Term Loan (1M USD LIBOR+9.00%), 10.00% Cash, 11/16/2025 11/16/2020 $ 7,000,000 6,932,689 6,950,300 2.3 % Granite Comfort, LP HVAC Services and Sales Delayed Draw Term Loan (1M USD LIBOR+9.00%), 10.00% Cash, 11/16/2025 11/16/2020 $ 8,000,000 7,922,181 7,943,200 2.6 % Total HVAC Services and Sales 14,854,870 14,893,500 4.9 % Vector Controls Holding Co., LLC (d) Industrial Products First Lien Term Loan 11.50% (9.75% Cash/1.75% PIK), 3/6/2022 3/6/2013 $ 7,021,046 7,021,046 7,021,046 2.3 % Vector Controls Holding Co., LLC (d), (h) Industrial Products Warrants to Purchase Limited Liability Company Interests, Expires 11/30/2027 5/31/2015 343 - 2,025,598 0.7 % Total Industrial Products 7,021,046 9,046,644 3.0 % F- 22 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets CLEO Communications Holding, LLC (d) IT Services First Lien Term Loan (3M USD LIBOR+8.00%), 9.00% Cash/2.00% PIK, 3/31/2022 3/31/2017 $ 14,073,964 14,064,807 14,176,704 4.7 % CLEO Communications Holding, LLC (d), (j) IT Services Delayed Draw Term Loan (3M USD LIBOR+8.00%), 9.00% Cash/2.00% PIK, 3/31/2022 3/31/2017 $ 20,451,756 20,388,504 20,601,054 6.8 % LogicMonitor, Inc. IT Services First Lien Term Loan (3M USD LIBOR+5.00), 6.00% Cash, 5/17/2023 3/20/2020 $ 23,000,000 22,865,749 23,089,700 7.6 % Total IT Services 57,319,060 57,867,458 19.1 % inMotionNow, Inc. Marketing Services First Lien Term Loan (3M USD LIBOR+7.50), 10.00% Cash, 5/15/2024 5/15/2019 $ 12,200,000 12,116,232 12,322,000 4.1 % inMotionNow, Inc. Marketing Services Delayed Draw Term Loan (3M USD LIBOR+7.50) 10.00% Cash, 5/15/2024 5/15/2019 $ 5,000,000 4,960,820 5,050,000 1.7 % Total Marketing Services 17,077,052 17,372,000 5.8 % Omatic Software, LLC Non-profit Services First Lien Term Loan (3M USD LIBOR+8.00%), 9.75% Cash, 5/29/2023 5/29/2018 $ 5,500,000 5,470,787 5,554,450 1.8 % Total Non-profit Services 5,470,787 5,554,450 1.8 % Emily Street Enterprises, L.L.C. Office Supplies Senior Secured Note (3M USD LIBOR+8.50%), 10.00% Cash, 12/31/2023 12/28/2012 $ 3,300,000 3,300,000 3,287,460 1.1 % Emily Street Enterprises, L.L.C. (h) Office Supplies Warrant Membership Interests Expires 12/28/2022 12/28/2012 49,318 400,000 322,853 0.1 % Total Office Supplies 3,700,000 3,610,313 1.2 % Apex Holdings Software Technologies, LLC Payroll Services First Lien Term Loan (3M USD LIBOR+8.00%), 9.00% Cash, 9/21/2024 9/21/2016 $ 18,000,000 17,981,413 17,368,200 5.7 % Apex Holdings Software Technologies, LLC Payroll Services Delayed Draw Term Loan (3M USD LIBOR+8.00%), 9.00% Cash, 9/21/2024 10/1/2018 $ 1,000,000 994,557 964,900 0.3 % Total Payroll Services 18,975,970 18,333,100 6.0 % Village Realty Holdings LLC Property Management First Lien Term Loan (3M USD LIBOR+6.50%), 8.75% Cash, 10/8/2024 10/8/2019 $ 7,250,000 7,189,591 7,395,000 2.4 % Village Realty Holdings LLC (j) Property Management Delayed Draw Term Loan (3M USD LIBOR+6.50%), 8.75% Cash, 10/8/2024 10/8/2019 $ 4,876,322 4,838,617 4,973,850 1.6 % V Rental Holdings LLC (h) Property Management Class A-1 Membership Units 10/8/2019 122,578 365,914 2,208,681 0.7 % Total Property Management 12,394,122 14,577,531 4.7 % F- 23 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Buildout, Inc. Real Estate Services First Lien Term Loan (3M USD LIBOR+7.75%), 9.25% Cash, 7/9/2025 7/9/2020 $ 14,000,000 13,873,317 13,952,400 4.6 % Buildout, Inc. Real Estate Services Delayed Draw Term Loan (3M USD LIBOR+7.75%), 9.25% Cash, 7/9/2025 2/12/2021 $ 3,000,000 2,970,361 2,989,800 1.0 % Buildout, Inc. (h), (i) Real Estate Services Limited Partner Interests 7/9/2020 1,071 1,071,301 1,090,002 0.4 % Total Real Estate Services 17,914,979 18,032,202 6.0 % TMAC Acquisition Co., LLC (k) Restaurant Unsecured Term Loan 8.00% PIK, 9/01/2023 3/1/2018 $ 2,261,017 2,261,017 2,140,911 0.7 % Total Restaurant 2,261,017 2,140,911 0.7 % ArbiterSports, LLC (d) Sports Management First Lien Term Loan (3M USD LIBOR+6.50%), 8.25% Cash, 2/21/2025 2/21/2020 $ 26,000,000 25,800,743 24,525,800 8.1 % ArbiterSports, LLC (d) Sports Management Delayed Draw Term Loan (3M USD LIBOR+6.50%), 8.25% Cash, 2/21/2025 2/21/2020 $ 1,000,000 1,000,000 943,300 0.3 % Total Sports Management 26,800,743 25,469,100 8.4 % Avionte Holdings, LLC (h) Staffing Services Class A Units 1/8/2014 100,000 100,000 924,509 0.3 % Total Staffing Services 100,000 924,509 0.3 % National Waste Partners (d) Waste Services Second Lien Term Loan 10.00% Cash, 2/13/2022 2/13/2017 $ 9,000,000 8,981,436 9,000,000 3.0 % Total Waste Services 8,981,436 9,000,000 3.0 % Sub Total Non-control/Non-affiliate investments 471,328,212 469,946,494 154.5 % Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Affiliate investments - 6.4% (b) GreyHeller LLC (f) Cyber Security First Lien Term Loan (3M USD LIBOR+11.00%), 12.00% Cash, 12/31/2025 11/17/2016 $ 7,000,000 6,988,549 7,000,000 2.3 % GreyHeller LLC (d), (f), (j) Cyber Security Delayed Draw Term Loan (3M USD LIBOR+11.00%), 12.00% Cash, 12/31/2025 10/19/2020 $ 2,250,000 2,233,173 2,250,000 0.7 % GreyHeller LLC (f), (h) Cyber Security Series A Preferred Units 11/17/2016 850,000 850,000 3,924,291 1.3 % Total Cyber Security 10,071,722 13,174,291 4.3 % Top Gun Pressure Washing, LLC (f) Facilities Maintenance First Lien Term Loan (3M USD LIBOR+7.00%), 9.50% Cash, 8/12/2024 8/12/2019 $ 5,000,000 4,961,639 4,491,500 1.5 % Top Gun Pressure Washing, LLC (f), (j) Facilities Maintenance Delayed Draw Term Loan (3M USD LIBOR+7.00%), 9.50% Cash, 8/12/2024 8/12/2019 $ 1,825,000 1,810,198 1,639,397 0.6 % TG Pressure Washing Holdings, LLC (f), (h) Facilities Maintenance Preferred Equity 8/12/2019 488,148 488,148 62,552 0.0 % Total Facilities Maintenance 7,259,985 6,193,449 2.1 % Sub Total Affiliate investments 17,331,707 19,367,740 6.4 % F- 24 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Company(1) Industry Investment Interest Rate/ Maturity Original Acquisition Date Principal/ Number of Shares Cost Fair Value (c) % of Net Assets Control investments - 21.4% (b) Netreo Holdings, LLC (g) IT Services First Lien Term Loan (3M USD LIBOR +6.25%), 9.00% Cash/2.75% PIK, 12/31/2025 7/3/2018 $ 5,296,555 5,268,156 5,349,521 1.8 % Netreo Holdings, LLC (g), (j) IT Services Delayed Draw Term Loan (3M USD LIBOR +6.25%), 9.00% Cash/2.75% PIK, 12/31/2020 5/26/2020 $ 1,223,203 1,213,962 1,235,435 0.4 % Netreo Holdings, LLC (g), (h) IT Services Common Stock Class A Unit 7/3/2018 3,150,000 3,150,000 8,634,768 2.8 % Total IT Services 9,632,118 15,219,724 5.0 % Saratoga Investment Corp. CLO 2013-1, Ltd. (a), (e), (g) Structured Finance Securities Other/Structured Finance Securities 11.72%, 1/20/2030 1/22/2008 $ 111,000,000 33,846,643 31,449,732 10.3 % Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-R-3 Note (a), (g) Structured Finance Securities Other/Structured Finance Securities (3M USD LIBOR+10.00%), 10.19%, 4/20/2033 2/26/2021 $ 17,875,000 17,875,000 18,329,025 6.1 % Total Structured Finance Securities 51,721,643 49,778,757 16.4 % Sub Total Control investments 61,353,761 64,998,481 21.4 % TOTAL INVESTMENTS - 182.2% (b) $ 550,013,680 $ 554,312,715 182.2 % F- 25 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 Number of Shares Cost Fair Value % of Net Assets Cash and cash equivalents and cash and cash equivalents, reserve accounts - 6.2% (b) U.S. Bank Money Market (l) 18,828,047 $ 18,828,047 $ 18,828,047 6.2 % Total cash and cash equivalents and cash and cash equivalents, reserve accounts 18,828,047 $ 18,828,047 $ 18,828,047 6.2 % (1) Securities are exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and are restricted securities. (a) Represents an investment that is not a “qualifying asset” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). As of February 28, 2021 non-qualifying assets represent 9.5% of the Company’s portfolio at fair value. As a BDC, the Company generally has to invest at least 70% of its total assets in qualifying assets. (b) Percentages are based on net assets of $304,185,770 as of February 28, 2021. (c) Because there is no readily available market value for these investments, the fair values of these investments were determined using significant unobservable inputs and approved in good faith by our board of directors. These investments have been included as Level 3 in the Fair Value Hierarchy (see Note 3 to the consolidated financial statements). (d) These securities are either fully or partially pledged as collateral under a senior secured revolving credit facility (see Note 8 to the consolidated financial statements). (e) This investment does not have a stated interest rate that is payable thereon. As a result, the 11.72% interest rate in the table above represents the effective interest rate currently earned on the investment cost and is based on the current cash interest and other income generated by the investment. (f) As defined in the 1940 Act, this portfolio company is an “affiliate” as we own between 5.0% and 25.0% of the outstanding voting securities. Transactions during the year ended February 28, 2021 in which the issuer was an affiliate are as follows: Company Purchases Sales Total Interest from Investments Management Fee Income Net Realized Gain (Loss) from Investments Net Change in Unrealized Appreciation (Depreciation) Elyria Foundry Company, L.L.C. $ - $ (2,309,806 ) $ 172,626 $ - $ (8,726,013 ) $ 7,745,228 GreyHeller LLC 2,227,500 - 987,969 - - 942,175 Top Gun Pressure Washing, LLC 1,806,750 - 668,294 - - (712,711 ) TG Pressure Washing Holdings, LLC 138,148 - - - - (425,596 ) Total $ 4,172,398 $ (2,309,806 ) $ 1,828,889 $ - $ (8,726,013 ) $ 7,549,096 F- 26 Saratoga Investment Corp. Consolidated Schedule of Investments February 28, 2021 (g) As defined in the 1940 Act, we “control” this portfolio company because we own more than 25% of the portfolio company’s outstanding voting securities. Transactions during the year ended February 28, 2021 in which the issuer was both an affiliate and a portfolio company that we control are as follows: Company Purchases Sales Total Interest from Investments Management Fee Income Net Realized Gain (Loss) from Investments Net Change in Unrealized Appreciation (Depreciation) Netreo Holdings, LLC $ 1,188,000 $ - $ 738,012 $ - $ - $ 1,832,136 Saratoga Investment Corp. CLO 2013-1, Ltd. 14,000,000 - 3,535,591 2,507,626 - (1,433,723 ) Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-R-2 Notes - (2,500,000 ) 237,163 - - 22,000 Saratoga Investment Corp. CLO 2013-1, Ltd. Class F-R-3 Note 17,875,000 - 15,187 - - 454,025 Saratoga Investment Corp. CLO 2013-1, Ltd. Class G-R-2 Notes - (7,500,000 ) 805,759 - - 65,250 Saratoga Investment Corp. CLO 2013-1 Warehouse 2, Ltd. 22,500,000 (25,000,000 ) 679,926 - - 295,459 Total $ 55,563,000 $ (35,000,000 ) $ 6,011,638 $ 2,507,626 $ - $ 1,235,147 (h) Non-income producing at February 28, 2021. (i) Includes securities issued by an affiliate of the Company. (j) All or a portion of this investment has an unfunded commitment as of February 28, 2021. (see Note 9 to the consolidated financial statements). (k) As of February 28, 2021, the investment was on non-accrual status. The fair value of these investments was approximately $2.1 million, which represented 0.4% of the Company’s portfolio (see Note 2 to the consolidated financial statements). (l) Included within cash and cash equivalents and cash and cash equivalents, reserve accounts in the Company’s consolidated statements of assets and liabilities as of February 28, 2021. LIBOR - London Interbank Offered Rate 1M USD LIBOR - The 1 month USD LIBOR rate as of February 28, 2021 was 0.12%. 3M USD LIBOR - The 3 month USD LIBOR rate as of February 28, 2021 was 0.19%. PIK - Payment-in-Kind (see Note 2 to the consolidated financial statements). See accompanying notes to consolidated financial statements. F- 27 SARATOGA INVESTMENT CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS February 28, 2022 Note 1. Organization Saratoga Investment Corp. (the “Company”, “we”, “our” and “us”) is a non-diversified closed end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering (“IPO”) on March 28, 2007. The Company has elected to be treated as a regulated investment company (“RIC”) under subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company expects to continue to qualify and to elect to be treated, for tax purposes, as a RIC. The Company’s investment objective is to generate current income and, to a lesser extent, capital appreciation from its investments. GSC Investment, LLC (the “LLC”) was organized in May 2006 as a Maryland limited liability company. As of February 28, 2007, the LLC had not yet commenced its operations and investment activities. On March 21, 2007, the Company was incorporated and concurrently therewith the LLC was merged with and into the Company, with the Company as the surviving entity, in accordance with the procedure for such merger in the LLC’s limited liability company agreement and Maryland law. In connection with such merger, each outstanding limited liability company interest of the LLC was converted into a share of common stock of the Company. On July 30, 2010, the Company changed its name from “GSC Investment Corp.” to “Saratoga Investment Corp.” in connection with the consummation of a recapitalization transaction. The Company is externally managed and advised by the investment adviser, Saratoga Investment Advisors, LLC (the “Manager” or “Saratoga Investment Advisors”), pursuant to an investment advisory and management agreement (the “Management Agreement”). Prior to July 30, 2010, the Company was managed and advised by GSCP (NJ), L.P. The Company has established wholly-owned subsidiaries, SIA-Avionte, Inc., SIA-AX, Inc., SIA-GH, Inc., SIA-MAC, Inc., SIA-PEP, Inc., SIA-PP Inc., SIA-TG, Inc., SIA-TT, Inc., SIA-Vector, Inc. and SIA-VR, Inc., which are structured as Delaware entities, or tax blockers (“Taxable Blockers”), to hold equity or equity-like investments in portfolio companies organized as limited liability companies, or LLCs (or other forms of pass through entities). In February 2022, SIA-GH, Inc., SIA-TT Inc. and SIA-VR, Inc. received an approved plan of liquidation following the sale of equity held by each of the portfolio companies. Tax Blockers are consolidated for accounting purposes, but are not consolidated for U.S. federal income tax purposes and may incur U.S. federal income tax expenses as a result of their ownership of portfolio companies. On December 31, 2019, the Company’s second lien term loans in Easy Ice, LLC and Easy Ice Masters, LLC were repaid at par, and its preferred equity was sold in a change of control transaction. In addition to the second lien term loans of $27.9 million and the preferred equity of $10.7 million being repaid in full including all accrued interest, the Company also received approximately $35.6 million of additional proceeds, interest and fees. The Company recognized a gain of $31.2 million, which is included in the net realized gain (loss) from investments in the Company’s consolidated statement of operations from the sale. The SIA-Easy Ice, LLC Taxable Blocker was sold as part of this transaction. On March 28, 2012, our wholly-owned subsidiary, Saratoga Investment Corp. SBIC, LP (“SBIC LP”), received a Small Business Investment Company (“SBIC”) license from the Small Business Administration (“SBA”). On August 14, 2019, our wholly-owned subsidiary, Saratoga Investment Corp. SBIC II LP (“SBIC II LP”), also received an SBIC license from the SBA. The new license will provide up to $175.0 million in additional long-term capital in the form of SBA debentures. F- 28 The Company has formed a wholly owned special purpose entity, Saratoga Investment Funding II LLC, a Delaware limited liability company (“SIF II”), for the purpose of entering into a $50.0 million senior secured revolving credit facility with Encina Lender Finance, LLC (the “Lender”), supported by loans held by SIF II and pledged to the Lender under the credit facility (the “Encina Credit Facility”). The Encina Credit Facility closed on October 4, 2021. During the first two years following the closing date, SIF II may request an increase in the commitment amount under the Encina Credit Facility to up to $75.0 million. The terms of the Encina Credit Facility require a minimum drawn amount of $12.5 million at all times during the first six months following the closing date, which increases to the greater of $25.0 million or 50% of the commitment amount in effect at any time thereafter. The term of the Encina Credit Facility is three years. Advances under the Encina Credit Facility bear interest at a floating rate per annum equal to LIBOR plus 4.0%, with LIBOR having a floor of 0.75%, with customary provisions related to the selection by the Lender and the Company of a replacement benchmark rate. Concurrently with the closing of the Encina Credit Facility, all remaining amounts outstanding on the Company’s existing revolving credit facility with Madison Capital Funding, LLC were repaid and the revolving credit facility terminated. On October 26, 2021, the Company and TJHA JV I LLC (“TJHA”) entered into a Limited Liability Company Agreement (the “LLC Agreement”) to co-manage Saratoga Senior Loan Fund I JV LLC (“SLF JV”). SLF JV is under joint control and is not consolidated. SLF JV is invested in Saratoga Investment Corp Senior Loan Fund 2021-1 Ltd (“SLF 2021”), which is a wholly owned subsidiary of SLF JV. SLF 2021 was formed for the purpose of making investments in a diversified portfolio of broadly syndicated first lien and second lien term loans or bonds in the primary and secondary markets. Note 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), are stated in U.S. Dollars and include the accounts of the Company and its wholly owned special purpose financing subsidiaries, Saratoga Investment Funding, LLC (previously known as GSC Investment Funding LLC), SIF II, SBIC LP, SBIC II LP, SIA-Avionte, Inc., SIA-AX, Inc., SIA-GH, Inc., SIA-MAC, Inc., SIA-PEP, Inc., SIA-PP, Inc., SIA-TG, Inc., SIA-TT, Inc., SIA-Vector, Inc. and SIA-VR, Inc. All intercompany accounts and transactions have been eliminated in consolidation. All references made to the “Company,” “we,” and “us” herein include Saratoga Investment Corp. and its consolidated subsidiaries, except as stated otherwise. The Company, SBIC LP and SBIC II LP are all considered to be investment companies for financial reporting purposes and have applied the guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, “ Financial Services — Investment Companies ” (“ASC 946”). There have been no changes to the Company, SBIC LP or SBIC II LP’s status as investment companies during the year ended February 28, 2022. Principles of Consolidation Under the investment company rules and regulations pursuant to ASC Topic 946, the Company is precluded from consolidating any entity other than another investment company. The Company has determined that SLF JV is an investment company under ASC 946; however, in accordance with such guidance the Company will generally not consolidate its investment in a company other than a wholly-owned investment company subsidiary. SLF JV is not a wholly-owned investment company subsidiary as the Company and TJHA each have an equal 50% voting interest in SLF JV and thus neither party has a controlling financial interest. Furthermore, ASC 810 concludes that in a joint venture where both members have equal decision making authority, it is not appropriate for one member to consolidate the joint venture since neither has control. Accordingly, the Company does not consolidate its investment in SLF JV. Use of Estimates in the Preparation of Financial Statements The preparation of the accompanying consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and income, gains (losses) and expenses during the period reported. Actual results could differ materially from those estimates. Cash and Cash Equivalents Cash and cash equivalents include short-term, liquid investments in a money market fund. Cash and cash equivalents are carried at cost which approximates fair value. Per section 12(d)(1)(A) of the 1940 Act, the Company may not invest in another registered investment company such as, a money market fund if such investment would cause the Company to exceed any of the following limitations: ● we were to own more than 3.0% of the investments company’s total outstanding voting; ● we were to hold securities in the investment company having an aggregate value in excess of 5.0% of the value of our total assets; or ● we were to hold securities in investments companies having an aggregate value in excess of 10.0% of the value of our total assets. F- 29 As of February 28, 2022, the Company did not exceed any of these limitations. Cash and Cash Equivalents, Reserve Accounts Cash and cash equivalents, reserve accounts include amounts held in designated bank accounts in the form of cash and short-term liquid investments in money market funds, representing payments received on secured investments or other reserved amounts associated with the revolving credit facilities. The Company is required to use these amounts to pay interest expense, reduce borrowings, or pay other amounts in accordance with the terms of the revolving credit facilities. In addition, cash and cash equivalents, reserve accounts also include amounts held in designated bank accounts, in the form of cash and short-term liquid investments in money market funds, within our wholly-owned subsidiaries, SBIC LP and SBIC II LP. The statements of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents when reconciling the beginning-of-period and end-of-period total amounts. The following table provides a reconciliation of cash and cash equivalents and cash and cash equivalents, reserve accounts reported within the consolidated statements of assets and liabilities that sum to the total of the same such amounts shown in the consolidated statements of cash flows: February 28, 2022 February 28, 2021 February 29, 2020 Cash and cash equivalents $ 47,257,801 $ 18,828,047 $ 24,598,905 Cash and cash equivalents, reserve accounts 5,612,541 11,087,027 14,851,447 Total cash and cash equivalents and cash and cash equivalents, reserve accounts $ 52,870,342 $ 29,915,074 $ 39,450,352 Investment Classification The Company classifies its investments in accordance with the requirements of the 1940 Act. Under the 1940 Act, “Control Investments” are defined as investments in companies in which we own more than 25.0% of the voting securities or maintain greater than 50.0% of the board representation. Under the 1940 Act, “Affiliated Investments” are defined as those non-control investments in companies in which we own between 5.0% and 25.0% of the voting securities. Under the 1940 Act, “Non-affiliated Investments” are defined as investments that are neither Control Investments nor Affiliated Investments. Investment Valuation The Company accounts for its investments at fair value in accordance with the FASB ASC Topic 820, Fair Value Measurement (“ASC 820”). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires the Company to assume that its investments are to be sold or its liabilities are to be transferred at the measurement date in the principal market to independent market participants, or in the absence of a principal market, in the most advantageous market, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal or most advantageous market that are independent, knowledgeable, and willing and able to transact. Investments for which market quotations are readily available are fair valued at such market quotations obtained from independent third-party pricing services and market makers subject to any decision by our board of directors to approve a fair value determination to reflect significant events affecting the value of these investments. We value investments for which market quotations are not readily available at fair value as approved, in good faith, by our board of directors based on input from our Manager, the audit committee of our board of directors and a third-party independent valuation firm. F- 30 The Company undertakes a multi-step valuation process each quarter when valuing investments for which market quotations are not readily available, as described below: ● Each investment is initially valued by the responsible investment professionals of the Manager and preliminary valuation conclusions are documented, reviewed and discussed with our senior management; and ● An independent valuation firm engaged by our board of directors independently reviews a selection of these preliminary valuations each quarter so that the valuation of each investment for which market quotes are not readily available is reviewed by the independent valuation firm at least once each fiscal year. In addition, all our investments are subject to the following valuation process: ● The audit committee of our board of directors reviews and approves each preliminary valuation and our Manager and independent valuation firm (if applicable) will supplement the preliminary valuation to reflect any comments provided by the audit committee; and ● Our board of directors discusses the valuations and approves the fair value of each investment, in good faith, based on the input of our Manager, independent valuation firm (to the extent applicable) and the audit committee of our board of directors. We use multiple techniques for determining fair value based on the nature of the investment and experience with those types of investments and specific portfolio companies. The selections of the valuation techniques and the inputs and assumptions used within those techniques often require subjective judgements and estimates. These techniques include market comparables, discounted cash flows and enterprise value waterfalls. Fair value is best expressed as a range of values from which the Company determines a single best estimate. The types of inputs and assumptions that may be considered in determining the range of values of our investments include the nature and realizable value of any collateral, the portfolio company’s ability to make payments, market yield trend analysis and volatility in future interest rates, call and put features, the markets in which the portfolio company does business, comparison to publicly traded companies, discounted cash flows and other relevant factors. The Company’s investment in Saratoga Investment Corp. CLO 2013-1, Ltd. (“Saratoga CLO”) is carried at fair value, which is based on a discounted cash flow valuation technique that utilizes prepayment, re-investment and loss inputs based on historical experience and projected performance, economic factors, the characteristics of the underlying cash flow, and comparable yields for equity interests in collateralized loan obligation funds similar to Saratoga CLO, when available, as determined by our Manager and recommended to our board of directors. Specifically, we use Intex cash flows, or an appropriate substitute, to form the basis for the valuation of our investment in Saratoga CLO. The cash flows use a set of inputs including projected default rates, recovery rates, reinvestment rates and prepayment rates in order to arrive at estimated valuations. The inputs are based on available market data and projections provided by third parties as well as management estimates. The Company uses the output from the Intex models (i.e., the estimated cash flows) to perform a discounted cash flow analysis on expected future cash flows to determine the valuation for our investment in Saratoga CLO. The Company’s equity investment in SLF JV is measured using the proportionate share of the net asset value, or equivalent, of SLF JV as a practical expedient for fair value, provided by ASC 820. Because such valuations, and particularly valuations of private investments and private companies, are inherently uncertain, they may fluctuate over short periods of time and may be based on estimates. The determination of fair value may differ materially from the values that would have been used if a ready market for these investments existed. The Company’s net asset value could be materially affected if the determinations regarding the fair value of our investments were materially higher or lower than the values that we ultimately realize upon the disposal of such investments. F- 31 Derivative Financial Instruments The Company accounts for derivative financial instruments in accordance with FASB ASC Topic 815, Derivatives and Hedging (“ASC 815”). ASC 815 requires recognizing all derivative instruments as either assets or liabilities on the consolidated statements of assets and liabilities at fair value. The Company values derivative contracts at the closing fair value provided by the counterparty. Changes in the values of derivative contracts are included in the consolidated statements of operations. Investment Transactions and Income Recognition Purchases and sales of investments and the related realized gains or losses are recorded on a trade-date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis to the extent that such amounts are expected to be collected. The Company stops accruing interest on its investments when it is determined that interest is no longer collectible. Discounts and premiums on investments purchased are accreted/amortized using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion of discounts over the life of the investment and amortization of premiums on investments up to the earliest call date. Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected. Accrued interest is generally reserved when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as a reduction in principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current, although we may make exceptions to this general rule if the loan has sufficient collateral value and is in the process of collection. At February 28, 2022, there were no investments on non-accrual status. At February 28, 2021, certain investments in two portfolio companies, including preferred equity interests, were on non-accrual status with a fair value of approximately $2.1 million, or 0.4% of the fair value of our portfolio. Interest income on our investment in Saratoga CLO is recorded using the effective interest method in accordance with the provisions of ASC Topic 325, Investments-Other, Beneficial Interests in Securitized Financial Assets , (“ASC 325”), based on the anticipated yield and the estimated cash flows over the projected life of the investment. Yields are revised when there are changes in actual or estimated cash flows due to changes in prepayments and/or re-investments, credit losses or asset pricing. Changes in estimated yield are recognized as an adjustment to the estimated yield over the remaining life of the investment from the date the estimated yield was changed. Payment-in-Kind Interest The Company holds debt and preferred equity investments in its portfolio that contain a payment-in-kind (“PIK”) interest provision. The PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. The Company stops accruing PIK interest if it is expected that the issuer will not be able to pay all principal and interest when due. Dividend Income Dividends income is recorded in the consolidated statements of operations when earned. Structuring and Advisory Fee Income Structuring and advisory fee income represents various fee income earned and received for performing certain investment structuring and advisory activities during the closing of new investments. Other Income Other income includes prepayment income fees, and monitoring, administration and amendment fees and is recorded in the consolidated statements of operations when earned. Deferred Debt Financing Costs Financing costs incurred in connection with our credit facility and notes are deferred and amortized using the straight-line method over the life of the respective facility and debt securities. Financing costs incurred in connection with our SBA debentures are deferred and amortized using the straight-line method over the life of the debentures. The Company presents deferred debt financing costs on the balance sheet as a contra-liability as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. F- 32 Contingencies In the ordinary course of business, the Company may enter into contracts or agreements that contain indemnifications or warranties. Future events could occur that lead to the execution of these provisions against the Company. Based on its history and experience, management reasonably believes that the likelihood of such an event is remote. Therefore, the Company has not accrued any liabilities in connection with such indemnifications. In the ordinary course of business, the Company may directly or indirectly be a defendant or plaintiff in legal actions with respect to bankruptcy, insolvency or other types of proceedings. Such lawsuits may involve claims that could adversely affect the value of certain financial instruments owned by the Company. Income Taxes The Company has elected, and intends to qualify annually, to be treated for U.S. federal income tax purposes as a RIC under Subchapter M of the Code. By meeting these requirements, the Company will not be subject to corporate federal income taxes on ordinary income or capital gains timely distributed to stockholders. Therefore, no provision has been recorded for federal income taxes, except as related to the Taxable Blockers and long-term capital gains, when applicable. In order to qualify as a RIC, among other requirements, the Company is required to timely distribute to its stockholders at least 90% of its “investment company taxable income”, as defined by the Code, for each fiscal tax year. The Company will be subject to a nondeductible U.S. federal excise tax of 4% on undistributed income if it does not distribute at least (1) 98% of its net ordinary income in any calendar year, (2) 98.2% of its capital gain net income for each one-year period ending on October 31and (3) any net ordinary income and capital gain net income that it recognized for preceding years, but were not distributed during such year, and on which the Company paid no U.S federal income tax. Depending on the level of investment company taxable income earned in a tax year and the amount of net capital gains recognized in such tax year, the Company may choose to carry forward investment company taxable income and net capital gains in excess of current year dividend distributions into the next tax year and pay the 4.0% U.S. federal excise tax on such income, as required. To the extent that the Company determines that its estimated current year annual investment company taxable income will be in excess of estimated current year dividend distributions for U.S. federal excise tax purposes, the Company accrues the U.S. federal excise tax, if any, on estimated excess taxable income as taxable income is earned. For the years ended February 28, 2022, 2021 and 2020, the excise tax accrual on estimated excess table income was $0.6 million, $0.7 million and $0.0 million, respectively. In accordance with U.S. Treasury regulations and published guidance issued by the Internal Revenue Service (“IRS”), a publicly offered RIC may treat a distribution of its own stock as counting toward its RIC distribution requirements if each stockholder may elect to receive his, her, or its entire distribution in either cash or stock of the RIC. This published guidance indicates that the rule will apply where the aggregate amount of cash to be distributed to all stockholders is not at least 20.0% of the aggregate declared distribution. Under the published guidance, if too many stockholders elect to receive cash, the cash available for distribution must be allocated among the stockholders electing to receive cash (with the balance of the distribution paid in stock). In no event will any stockholder, electing to receive cash, receive less than 20.0% of his or her entire distribution in cash. If these and certain other requirements are met, for U.S. federal income tax purposes, the amount of the dividend paid in stock will be equal to the amount of cash that could have been received instead of stock. The Company may utilize wholly owned holding companies taxed under Subchapter C of the Code or tax blockers, when making equity investments in portfolio companies taxed as pass-through entities to meet its source-of-income requirements as a RIC. Taxable Blockers are consolidated in the Company’s U.S. GAAP financial statements and may result in current and deferred federal and state income tax expense with respect to income derived from those investments. Such income, net of applicable income taxes, is not included in the Company’s tax-basis net investment income until distributed by the Taxable Blocker, which may result in timing and character differences between the Company’s U.S. GAAP and tax-basis net investment income and realized gains and losses. Income tax expense or benefit from Taxable Blockers related to net investment income are included in total operating expenses, while any expense or benefit related to federal or state income tax originated for capital gains and losses are included together with the applicable net realized or unrealized gain or loss line item. Deferred tax assets of the Taxable Blockers are reduced by a valuation allowance when, in the opinion of management, it is more-likely than-not that some portion or all of the deferred tax assets will not be realized. F- 33 FASB ASC Topic 740, Income Taxes, (“ASC 740”), provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions deemed to meet a “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current period. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the consolidated statements of operations. During the fiscal year ended February 28, 2022, February 28, 2021 and February 29, 2020 the Company did not incur any interest or penalties. Although we file federal and state tax returns, our major tax jurisdiction is federal. The 2019, 2020, 2021 and 2022 federal tax years for the Company remain subject to examination by the IRS. At February 28, 2022, and February 28, 2021, there were no uncertain tax positions. The Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change significantly in the next 12 months. Dividends Dividends to common stockholders are recorded on the ex-dividend date. The amount to be paid out as a dividend is determined by the board of directors. Net realized capital gains, if any, are generally distributed at least annually, although we may decide to retain some or all of our net capital gains for reinvestment. We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of our dividend distributions on behalf of our stockholders unless a stockholder elects to receive cash. As a result, if our board of directors authorizes, and we declare, a cash dividend, then our stockholders who have not “opted out” of the DRIP by the dividend record date will have their cash dividends automatically reinvested into additional shares of our common stock, rather than receiving the cash dividends. We have the option to satisfy the share requirements of the DRIP through the issuance of new shares of common stock or through open market purchases of common stock by the DRIP plan administrator. Capital Gains Incentive Fee The Company records an expense accrual on the consolidated statements of operations relating to the capital gains incentive fee payable by the Company to the Manager on the consolidated statements of assets and liabilities when the net realized and unrealized gain on its investments exceed all net realized and unrealized capital losses on its investments because a capital gains incentive fee would be owed to the Manager if the Company were to liquidate its investment portfolio at such time. The actual incentive fee payable to the Manager related to capital gains will be determined and payable in arrears at the end of each fiscal year and only reflect those realized capital gains net of realized and unrealized losses for the period. New Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The Company has agreements that have LIBOR as a reference rate with certain portfolio companies and under the Encina Credit Facility. Many of these agreements (including the credit agreements relating to the Encina Credit Facility) include an alternative successor rate or language for choosing an alternative successor rate when LIBOR reference is no longer considered to be appropriate. With respect to other agreements, the Company intends to work with its portfolio companies to modify agreements to choose an alternative successor rate. Contract modifications are required to be evaluated in determining whether the modifications result in the establishment of new contracts or the continuation of existing contracts. The standard is effective as of March 12, 2020 through December 31, 2022. Management does not believe this optional guidance has a material impact on the Company’s consolidated financial statements and disclosures. Risk Management In the ordinary course of its business, the Company manages a variety of risks, including market risk and credit risk. Market risk is the risk of potential adverse changes to the value of investments because of changes in market conditions such as interest rate movements and volatility in investment prices. Credit risk is the risk of default or non-performance by portfolio companies, equivalent to the investment’s carrying amount. The Company is also exposed to credit risk related to maintaining all of its cash and cash equivalents, including those in reserve accounts, at a major financial institution and credit risk related to any of its derivative counterparties. The Company has investments in lower rated and comparable quality unrated high yield bonds and bank loans. Investments in high yield investments are accompanied by a greater degree of credit risk. The risk of loss due to default by the issuer is significantly greater for holders of high yield securities, because such investments are generally unsecured and are often subordinated to other creditors of the issuer. F- 34 Note 3. Investments As noted above, the Company values all investments in accordance with ASC 820. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent market participants at the measurement date. ASC 820 establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability of inputs used in measuring investments at fair value. Market price observability is affected by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Based on the observability of the inputs used in the valuation techniques, the Company is required to provide disclosures on fair value measurements according to the fair value hierarchy. The fair value hierarchy ranks the observability of the inputs used to determine fair values. Investments carried at fair value are classified and disclosed in one of the following three categories: ● Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. ● Level 2— Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. Such inputs may be quoted prices for similar assets or liabilities, quoted markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full character of the financial instrument, or inputs that are derived principally from, or corroborated by, observable market information. Investments that are generally included in this category include illiquid debt securities and less liquid, privately held or restricted equity securities, for which some level of recent trading activity has been observed. ● Level 3—Pricing inputs are unobservable for the investment and includes situations where there is little, if any, market activity for the investment. The inputs may be based on the Company’s own assumptions about how market participants would price the asset or liability or may use Level 2 inputs, as adjusted, to reflect specific investment attributes relative to a broader market assumption. Even if observable market data for comparable performance or valuation measures (earnings multiples, discount rates, other financial/valuation ratios, etc.) are available, such investments are grouped as Level 3 if any significant data point that is not also market observable (private company earnings, cash flows, etc.) is used in the valuation technique. We use multiple techniques for determining fair value based on the nature of the investment and experience with those types of investments and specific portfolio companies. The selections of the valuation techniques and the inputs and assumptions used within those techniques often require subjective judgements and estimates. These techniques include market comparables, discounted cash flows and enterprise value waterfalls. Fair value is best expressed as a range of values from which the Company determines a single best estimate. The types of inputs and assumptions that may be considered in determining the range of values of our investments include the nature and realizable value of any collateral, the portfolio company’s ability to make payments, market yield trend analysis and volatility in future interest rates, call and put features, the markets in which the portfolio company does business, comparison to publicly traded companies, discounted cash flows and other relevant factors. F- 35 In addition to using the above inputs in investment valuations, the Company continues to employ the valuation policy approved by the board of directors that is consistent with ASC 820 and the 1940 Act (see Note 2). Consistent with our valuation policy, we evaluate the source of inputs, including any markets in which our investments are trading, in determining fair value. The following table presents fair value measurements of investments, by major class, as of February 28, 2022 (dollars in thousands), according to the fair value hierarchy: Fair Value Measurements Valued Using Net Asset Level 1 Level 2 Level 3 Value* Total First lien term loans $ - $ - $ 631,572 $ - $ 631,572 Second lien term loans - - 44,386 - 44,386 Unsecured loans - - 15,931 - 15,931 Structured finance securities - - 38,030 - 38,030 Equity interests - - 75,632 12,016 87,648 Total $ - $ - $ 805,551 $ 12,016 $ 817,567 * The Company's equity investment in SLF JV is measured using the proportionate share of the net asset value, or equivalent, as a practical expedient and thus has not been classified in the fair value hierarchy. The following table presents fair value measurements of investments, by major class, as of February 28, 2021 (dollars in thousands), according to the fair value hierarchy: Fair Value Measurements Level 1 Level 2 Level 3 Total First lien term loans $ - $ - $ 440,456 $ 440,456 Second lien terms loans - - 24,930 24,930 Unsecured term loans - - 2,141 2,141 Structured finance securities - - 49,779 49,779 Equity interests - - 37,007 37,007 Total $ - $ - $ 554,313 $ 554,313 The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the year ended February 28, 2022 (dollars in thousands): First lien term loans Second lien term loans Unsecured term loans Structured finance securities Equity interests Total Balance as of February 28, 2021 $ 440,456 $ 24,930 $ 2,141 $ 49,779 $ 37,007 $ 554,313 Payment-in-kind and other adjustments to cost (546 ) 111 718 (1,574 ) 942 (349 ) Net accretion of discount on investments 2,008 35 - - - 2,043 Net change in unrealized appreciation (depreciation) on investments 1,670 (515 ) (54 ) (1,676 ) 18,703 18,128 Purchases 364,216 19,825 13,126 - 47,783 444,950 Sales and repayments (176,264 ) - - (8,359 ) (42,309 ) (226,932 ) Net realized gain (loss) from investments 33 - - (140 ) 13,505 13,398 Restructures in - - - - - - Restructures out - - - - - - Balance as of February 28, 2022 $ 631,572 $ 44,386 $ 15,931 $ 38,030 $ 75,632 $ 805,551 Net change in unrealized appreciation (depreciation) for the year relating to those Level 3 assets that were still held by the Company at the end of the year $ 2,605 $ (515 ) $ (54 ) $ (1,222 ) $ 21,361 $ 22,175 F- 36 Purchases and other adjustments to cost include purchases of new investments at cost, effects of refinancing/restructuring, accretion/amortization of income from discount/premium on debt securities, and PIK interests. Sales and repayments represent net proceeds received from investments sold, and principal paydowns received, during the year. Transfers and restructurings, if any, are recognized at the beginning of the period in which they occur. There were no restructures in or out of Levels 1, 2, or 3 during the year ended February 28, 2022. The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the year ended February 28, 2021 (dollars in thousands): First lien term loans Second lien term loans Unsecured term loans Structured finance securities Equity interests Total Balance as of February 29, 2020 $ 346,233 $ 73,570 $ 4,346 $ 32,470 $ 29,013 $ 485,632 Payment-in-kind and other adjustments to cost 828 1,993 - (3,674 ) (120 ) (973 ) Net accretion of discount on investments 1,147 243 - - - 1,390 Net change in unrealized appreciation (depreciation) on investments (4,267 ) (3,053 ) 295 (892 ) 12,883 4,966 Purchases 142,970 - 22,500 31,875 4,916 202,261 Sales and repayments (46,477 ) (47,823 ) (25,000 ) (10,000 ) (959 ) (130,259 ) Net realized gain (loss) from investments 22 - - - (8,726 ) (8,704 ) Balance as of February 28, 2021 $ 440,456 $ 24,930 $ 2,141 $ 49,779 $ 37,007 $ 554,313 Net change in unrealized appreciation (depreciation) for the year relating to those Level 3 assets that were still held by the Company at the end of the year $ (3,866 ) $ (2,832 ) $ - $ (979 ) $ 5,137 $ (2,540 ) Transfers and restructurings, if any, are recognized at the beginning of the period in which they occur. There were no restructures in or out of Levels 1, 2, or 3 during the year ended February 28, 2021 The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of February 28, 2022 were as follows (dollars in thousands): Fair Value Valuation Technique Unobservable Input Range Weighted Average* First lien term loans $ 631,572 Market Comparables Market Yield (%) 6.0% - 11.3% 8.4% Revenue Multiples (x) 3.5x 3.5x Second lien term loans 44,386 Market Comparables Market Yield (%) 8.9% - 32.9% 15.6% EBITDA Multiples (x) 7.5x 7.5x Unsecured term loans 15,931 Market Comparables Market Yield (%) 22.3% 22.3% Collateral Value Coverage Net Asset Value 100% 100% Structured finance securities 38,030 Discounted Cash Flow Discount Rate (%) 10.0% - 15.0% 14.2% Recovery Rate (%) 35.0% - 70.0% 70.0% Prepayment Rate (%) 20.0% 20.0% Equity interests 75,632 Enterprise Value Waterfall EBITDA Multiples (x) 4.0x - 28.6x 9.3x Revenue Multiples (x) 1.0x - 11.7x 6.6x Third-party bid 100.0% 100.0% Total $ 805,551 * The weighted average in the table above is calculated based on each investment’s fair value weighting, using the applicable unobservable input, excluding the recovery rate for Structured finance securities. F- 37 The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of February 28, 2021 were as follows (dollars in thousands): Fair Value Valuation Technique Unobservable Input Range Weighted Average* First lien term loans $ 440,456 Market Comparables Market Yield (%) 5.8% - 18.7% 9.7 % EBITDA Multiples (x) 6.8x 6.8 x Revenue Multiples (x) 4.1x - 8.0x 7.5 x Second lien term loans 24,930 Market Comparables Market Yield (%) 10.0% - 24.5 % 16.5 % EBITDA Multiples (x) 7.5x 7.5 x Unsecured term loans 2,141 Market Comparables Market Yield (%) 31.1 % 31.1 % EBITDA Multiples (x) 5.2x 5.2 x Structured finance securities 49,779 Discounted Cash Flow Discount Rate (%) 10.0% - 15.0 % 13.8 % Recovery Rate (%) 35.0% - 70.0 % 70.0 % Prepayment Rate (%) 20.0 % 20.0 % Equity interests 37,007 Enterprise Value Waterfall EBITDA Multiples (x) 4.0x - 14.0x 9.7 x Revenue Multiples (x) 0.5x - 38.3x 4.6 x Total $ 554,313 * The weighted average in the table above is calculated based on each investment’s fair value weighting, using the applicable unobservable input, excluding the recovery rate for Structured finance securities. For investments utilizing a market comparables valuation technique, a significant increase (decrease) in the market yield, in isolation, would result in a significantly lower (higher) fair value measurement, and a significant increase (decrease) in any of the earnings before interest, tax, depreciation and amortization (“EBITDA”) or revenue valuation multiples, in isolation, would result in a significantly higher (lower) fair value measurement. For investments utilizing a discounted cash flow valuation technique, a significant increase (decrease) in the discount rate, and prepayment rate, in isolation, would result in a significantly lower (higher) fair value measurement while a significant increase (decrease) in recovery rate, in isolation, would result in a significantly higher (lower) fair value measurement. For investments utilizing a market quote or third party bid in deriving a value, a significant increase (decrease) in the market quote or bid, in isolation, would result in a significantly higher (lower) fair value measurement. The composition of our investments as of February 28, 2022 at amortized cost and fair value was as follows (dollars in thousands): Investments at Amortized Cost Amortized Cost Percentage of Total Portfolio Investments at Fair Value Fair Value Percentage of Total Portfolio First lien term loans $ 631,037 79.3 % $ 631,573 77.3 % Second lien term loans 49,862 6.3 44,386 5.4 Unsecured loans 16,104 2.0 15,931 1.9 Structured finance securities 41,648 5.2 38,030 4.7 Equity interests 57,597 7.2 87,648 10.7 Total $ 796,248 100.0 % $ 817,568 100.0 % F- 38 The composition of our investments as of February 28, 2021 at amortized cost and fair value was as follows (dollars in thousands): Investments at Amortized Cost Amortized Cost Percentage of Total Portfolio Investments at Fair Value Fair Value Percentage of Total Portfolio First lien term loans $ 441,590 80.3 % $ 440,456 79.5 % Second lien term loans 29,891 5.4 24,930 4.4 Unsecured term loans 2,261 0.4 2,141 0.4 Structured finance securities 51,722 9.4 49,779 9.0 Equity interests 24,550 4.5 37,007 6.7 Total $ 550,014 100.0 % $ 554,313 100.0 % For loans and debt securities for which market quotations are not available, we determine their fair value based on third party indicative broker quotes, where available, or the inputs that a hypothetical market participant would use to value the security in a current hypothetical sale using a market comparables valuation technique. In applying the market comparables valuation technique, we determine the fair value based on such factors as market participant inputs including synthetic credit ratings, estimated remaining life, current market yield and interest rate spreads of similar securities as of the measurement date. If, in our judgment, the market comparables technique is not sufficient or appropriate, we may use additional techniques such as an asset liquidation or expected recovery model. For equity securities of portfolio companies and partnership interests, we determine the fair value using an enterprise value waterfall valuation technique. Under the enterprise value waterfall valuation technique, we determine the enterprise fair value of the portfolio company and then waterfall the enterprise value over the portfolio company’s securities in order of their preference relative to one another. To estimate the enterprise value of the portfolio company, we weigh some or all of the traditional market valuation techniques and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value. The techniques for performing investments may be based on, among other things: valuations of comparable public companies, recent sales of private and public comparable companies, discounting the forecasted cash flows of the portfolio company, third party valuations of the portfolio company, considering offers from third parties to buy the company, estimating the value to potential strategic buyers and considering the value of recent investments in the equity securities of the portfolio company. For non-performing investments, we may estimate the liquidation or collateral value of the portfolio company’s assets and liabilities. We also take into account historical and anticipated financial results. Our investment in Saratoga CLO is carried at fair value, which is based on a discounted cash flow valuation technique that utilizes prepayment, re-investment and loss inputs based on historical experience and projected performance, economic factors, the characteristics of the underlying cash flow, and comparable yields for equity interests in collateralized loan obligation funds similar to Saratoga CLO, when available, as determined by our Manager and recommended to our board of directors. Specifically, we use Intex cash flows, or an appropriate substitute, to form the basis for the valuation of our investment in Saratoga CLO. The cash flows use a set of inputs including projected default rates, recovery rates, reinvestment rates and prepayment rates in order to arrive at estimated valuations. The inputs are based on available market data and projections provided by third parties as well as management estimates. We ran Intex models based on inputs about the refinanced Saratoga CLO’s structure, including capital structure, cost of liabilities and reinvestment period. We use the output from the Intex models (i.e., the estimated cash flows) to perform a discounted cash flow analysis on expected future cash flows to determine a valuation for our investment in Saratoga CLO at February 28, 2022. The inputs at February 28, 2022 for the valuation model include: ● Default rate: 2.0% ● Recovery rate: 35-70% ● Discount rate: 15.0% ● Prepayment rate: 20.0% ● Reinvestment rate / price: L+365bps / $99.25 F- 39 Investment Concentration Set forth is a brief description of each portfolio company in which the fair value of our investment represents greater than 5% of our total assets as of February 28, 2022. Hematerra Holdings Company, LLC HemaTerra Holding Company, LLC (“HemaTerra”) provides SaaS-based software solutions addressing complex supply chain issues across a variety of medical environments, including blood, plasma, tissue, implants and DNA sample management, to customers in blood centers, hospitals, pharmaceuticals, and law enforcement settings. Buildout, Inc. Buildout, Inc. (“Buildout”) provides SaaS-based real estate marketing and customer relationship management (“CRM”) software to commercial real estate (“CRE”) brokerages. Buildout provides a suite of software solutions brokers use to manage relationships, efficiently create and distribute marketing materials over a wide variety of channels, including direct mail, multiple listing websites, brokerage website, property specific websites and manage back office functions like commission calculations and broker productivity . Note 4. Investment in Saratoga Investment Corp. CLO 2013-1, Ltd. (“Saratoga CLO”) On January 22, 2008, the Company entered into a collateral management agreement with Saratoga CLO, pursuant to which the Company acts as its collateral manager. The Saratoga CLO was initially refinanced in October 2013 with its reinvestment period extended to October 2016. On November 15, 2016, the Company completed a second refinancing of the Saratoga CLO with its reinvestment period extended to October 2018. On August 7, 2018, the Company entered into an unsecured loan agreement (“CLO 2013-1 Warehouse Loan”) with Saratoga Investment Corp. CLO 2013-1 Warehouse, Ltd. (“CLO 2013-1 Warehouse”), a wholly-owned subsidiary of Saratoga CLO, pursuant to which CLO 2013-1 Warehouse may borrow from time to time up to $20 million from the Company in order to provide capital necessary to support warehouse activities. The CLO 2013-1 Warehouse Loan, which expired on February 7, 2020, bears interest at an annual rate of 3M USD LIBOR + 7.5%. Interest accrued on the investment in the CLO 2013-1 Warehouse Loan is included in interest income on the Company’s consolidated statement of operations. During the year ended February 28, 2019, the maximum amount invested by the Company in the CLO 2013-1 Warehouse Loan amounted to $20.0 million and at February 29, 2020, the Company no longer held an investment in the CLO 2013-1 Warehouse Loan. On December 14, 2018, the Company completed a third refinancing and upsize of the Saratoga CLO (the “2013-1 Reset CLO Notes”). The third Saratoga CLO refinancing, among other things, extended its reinvestment period to January 2021, and extended its legal maturity date to January 2030. A non-call period ending January 2020 was also added. Following this refinancing, the Saratoga CLO portfolio increased from approximately $300.0 million in aggregate principal amount to approximately $500.0 million of predominantly senior secured first lien term loans. In addition to refinancing its liabilities, the Company invested an additional $13.8 million in all of the newly issued subordinated notes of the Saratoga CLO and also purchased $2.5 million in aggregate principal amount of the Class F-R-2 and $7.5 million aggregate principal amount of the Class G-R-2 notes tranches at par, with a coupon of 3M USD LIBOR plus 8.75% and 3M USD LIBOR plus 10.00%, respectively. As part of this refinancing, the Company also redeemed our existing $4.5 million aggregate amount of the Class F notes tranche at par and the $20.0 million CLO 2013-Warehouse loan was repaid. On February 11, 2020, the Company entered into an unsecured loan agreement with Saratoga Investment Corp. CLO 2013-1 Warehouse 2, Ltd., (“CLO 2013-1 Warehouse 2”) a wholly owned subsidiary Saratoga CLO. On February 26, 2021, the Company completed the fourth refinancing of the Saratoga CLO. This refinancing, among other things, extended the Saratoga CLO reinvestment period to April 2024, and extended its legal maturity to April 2033. A non-call period ending February 2022 was also added. In addition, and as part of the refinancing, the Saratoga CLO has also been upsized from $500 million in assets to approximately $650 million. As part of this refinancing and upsizing, the Company invested an additional $14.0 million in all of the newly issued subordinated notes of the Saratoga CLO, and purchased $17.9 million in aggregate principal amount of the Class F-R-3 Notes tranche at par. Concurrently, the existing $2.5 million of Class F-R-2 Notes, $7.5 million of Class G-R-2 Notes and $25.0 million CLO 2013-1 Warehouse 2 Loan were repaid. The Company also paid $2.6 million of transaction costs related to the refinancing and upsizing on behalf of the Saratoga CLO, to be reimbursed from future equity distributions. At August 31, 2021, the outstanding receivable of $2.6 million was repaid in full. F- 40 The Saratoga CLO remains 100.0% owned and managed by the Company. We receive a base management fee of 0.10% per annum and a subordinated management fee of 0.40% per annum of the outstanding principal amount of Saratoga CLO’s assets, paid quarterly to the extent of available proceeds. Following the third refinancing and the issuance of the 2013-1 Reset CLO Notes on December 14, 2018, we are no longer entitled to an incentive management fee equal to 20.0% of excess cash flow to the extent the Saratoga CLO subordinated notes receive an internal rate of return paid in cash equal to or greater than 12.0%. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we accrued management fee income of $3.3 million, $2.5 million and $2.5 million, respectively, and interest income of $4.9 million, $3.5 million and $4.1 million, respectively, from the Saratoga CLO. As of February 28, 2021, the Company determined that the fair value of its investment in the subordinated notes of Saratoga CLO was $31.4 million. The Company determines the fair value of its investment in the subordinated notes of Saratoga CLO based on the present value of the projected future cash flows of the subordinated notes over the life of Saratoga CLO. As of February 28, 2021, the fair value of its investment in the Class F-R-3 Notes was $18.3 million, As of February 28, 2021, Saratoga CLO had investments with a principal balance of $603.7 million and a weighted average spread over LIBOR of 3.8% and had debt with a principal balance of $611.0 million with a weighted average spread over LIBOR of 2.2%. As a result, Saratoga CLO earns a “spread” between the interest income it receives on its investments and the interest expense it pays on its debt and other operating expenses, which is distributed quarterly to the Company as the holder of its subordinated notes. As of February 28, 2021, the present value of the projected future cash flows of the subordinated notes was approximately $31.7 million, using a 15.0% discount rate. In conjunction with the third refinancing of the 2013-1 Reset CLO Notes on December 14, 2018, the Company is no longer entitled to receive an incentive management fee from Saratoga CLO. For the fourth quarter ended February 28, 2021, the F-R-2 Notes and G-R-2 Notes were redeemed in full. As of February 28, 2022, the Company determined that the fair value of its investment in the subordinated notes of Saratoga CLO was $28.7 million. As of February 28, 2022, the fair value of its investment in the Class F-R-3 Notes of Saratoga CLO was $9.4 million. As of February 28, 2022, Saratoga CLO had investments with a principal balance of $660.2 million and a weighted average spread over LIBOR of 3.7% and had debt with a principal balance of $611.0 million with a weighted average spread over LIBOR of 2.2%. As of February 28, 2022, the present value of the projected future cash flows of the subordinated notes, was approximately $27.9 million, using a 15.0% discount rate. The Company’s total investment in the subordinate notes of Saratoga CLO is $57.8 which consists of additional investments of $30 million in January 2008, $13.8 million in December 2018 and $14.0 million in February 2021; to date the Company has since received distributions of $72.8 million, management fees of $28.6 million and incentive fees of $1.2 million. The separate audited financial statements of the Saratoga CLO as of February 28, 2022 and February 28, 2021, pursuant to Rule 3-09 of SEC rules Regulation S-X, and for the years ended February 28, 2022, February 28, 2021 and February 29, 2020, are presented on page S-1. Note 5. Investment in SLF JV On October 26, 2021, the Company and TJHA entered into the LLC Agreement to co-manage SLF JV. SLF JV is invested in SLF 2021, which is a wholly owned subsidiary of SLF JV. SLF 2021 was formed for the purpose of making investments in a diversified portfolio of broadly syndicated first lien and second lien term loans or bonds in the primary and secondary markets. The Company and TJHA have equal voting interest on all material decisions with respect to SLF JV, including those involving its investment portfolio, and equal control of corporate governance. No management fee is charged to SLF JV as control and management of SLF JV is shared equally. The Company and TJHA have committed to provide up to a combined $50.0 million of financing to SLF JV through cash contributions, with the Company providing $43.75 million and TJHA providing $6.25 million, resulting in an 87.5% and 12.5% ownership between the two parties. The financing is issued in the form of an unsecured note and equity. The unsecured note will pay a fixed rate of 10.0% per annum and is due and payable in full on June 15, 2023. As of February 28, 2022, the Company and TJHA’s investment in SLF JV consisted of an unsecured note of $13.1 million and $1.9 million, respectively; and membership interest of $13.1 million and $1.9 million, respectively. F- 41 For the period from October 26, 2021, through February 28, 2022, the Company earned approximately $0.1 million of interest income related to SLF JV, which is included in interest income. As of February 28, 2022, approximately $0.1 million of interest income related to SLF JV was included in interest receivable. SLF JV’s investment in SLF 2021 is in the form of an unsecured loan. The unsecured note will pay a floating rate of SOFR plus 7.00% per annum and is due and payable in full on June 9, 2023. As of February 28, 2022, SLF JV’s investment in SLF 2021 had an aggregate fair value of approximately $28.7 million. The Company has determined that SLF JV is an investment company under ASC 946; however, in accordance with such guidance the Company will generally not consolidate its investment in a company other than a wholly-owned investment company subsidiary. SLF JV is not a wholly-owned investment company subsidiary as the Company and TJHA each have an equal 50% voting interest in SLF JV and thus neither party has a controlling financial interest. Furthermore, ASC 810, Consolidation concludes that in a joint venture where both members have equal decision making authority, it is not appropriate for one member to consolidate the joint venture since neither has control. Accordingly, the Company does not consolidate SLF JV. Note 6. Income Taxes The Company intends to operate so as to qualify to be taxed as a RIC under Subchapter M of the Code and, as such, will not be subject to U.S. federal income tax on the portion of taxable income and gains distributed to stockholders. The Company owns 100.0% of Saratoga CLO, an exempted company incorporated in the Cayman Islands. For financial reporting purposes, the Saratoga CLO is not included as part of the consolidated financial statements. For federal income tax purposes, the Company has requested and received approval from the IRS to treat the Saratoga CLO as a disregarded entity. As such, for U.S. federal income tax purposes and for purposes of meeting the RIC qualification and diversification tests, the results of operations of the Saratoga CLO are included with those of the Company to qualify as a RIC. The Company is required to meet certain income and asset diversification tests in addition to timely distributing at least 90.0% of its investment company taxable income, as defined by the Code. Because U.S. federal income tax regulations differ from U.S. GAAP, distributions as required in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. Differences between these distributions and U.S. GAAP financial results may be permanent or temporary in nature. Permanent differences are reclassified among capital accounts in the consolidated financial statements to reflect their tax character. Differences in classification may also result from the treatment of short-term gains as ordinary income for U.S. federal income tax purposes. As of February 28, 2022 and February 28, 2021, the Company reclassified for book purposes amounts arising from permanent book/tax differences primarily related to nondeductible U.S. federal excise and capital gains tax and worthless securities losses (dollars in thousands): February 28, 2022 February 28, 2021 Capital in excess of par value $ (4,704 ) $ (16,529 ) Total distributable earnings (loss) 4,704 16,529 For U.S federal income tax purposes, distributions paid to shareholders are reported as ordinary income, return of capital, long term capital gains or a combination thereof. The tax character of distributions paid for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 was as follows (dollars in thousands): February 28, 2022 February 28, 2021 February 29, 2020 Ordinary income $ 22,033 $ 13,747 $ 15,292 Capital gains - - 4,806 Total $ 22,033 $ 13,747 $ 20,098 F- 42 For federal income tax purposes, as of February 28, 2022, the aggregate net unrealized appreciation for all securities was $21.2 million. The aggregate cost of securities for federal income tax purposes was $1.4 billion. For federal income tax purposes, as of February 28, 2021, the aggregate net unrealized appreciation for all securities was $12.2 million. The aggregate cost of securities for federal income tax purposes was $1.1 billion. As of February 28, 2022 and February 28, 2021, the components of accumulated losses on a tax basis as detailed below differ from the amounts reflected per the Company’s consolidated statements of assets and liabilities by temporary book/tax differences primarily arising from the consolidation of the Saratoga CLO for U.S federal tax purposes, market discount and original issue discount income, interest income accrual on defaulted bonds, write-off of investments, and amortization of organizational expenditures and partnership interests (dollars in thousands). February 28, 2022 February 28, 2021 Post October loss deferred $ - $ - Accumulated capital losses (1,143 ) (19,461 ) Other temporary differences (1,601 ) 729 Undistributed Long Term Gain - - Undistributed ordinary income 9,898 7,903 Unrealized appreciation (depreciation) 21,283 12,176 Total components of accumulated losses $ 28,436 $ 1,347 At February 28, 2022, the Company had a short-term capital loss of $0.0 million and a long-term capital loss of $1.1 million, available to offset future capital gains. At February 28, 2022 the company utilized $0.3 million of its short-term capital losses and $21.0 million of its long-term capital losses. Post RIC-modernization act losses are deemed to arise on the first day of the fund’s following fiscal year and there is no expiration for these losses. Depending on the level of taxable income earned in a tax year, the Company may choose to carry forward taxable income in excess of current year dividend distributions into the next tax year and pay a 4.0% excise tax on such income, as required. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions for excise tax purposes, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned. For the calendar years ended December 31, 2021 and December 31, 2020, the Company did not distribute at least 98% of its ordinary income and 98.2% of its capital gains and accrued $0.7 million and $0.6 million in federal excise taxes on undistributed taxable income for the years ended February 28, 2022 and February 28, 2021, respectively. As of February 28, 2022 and 2021, the Company had net long-term capital losses of $1.1 million and $19.5 million. Management has analyzed the Company’s tax positions taken on federal income tax returns for all open years (fiscal years 2019- 2022) and has concluded that no provision for uncertain income tax positions is required in the Company’s consolidated financial statements. On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Modernization Act”) was enacted, and the provisions with the Modernization were are effective for the Company for the year ended February 29, 2012. The Modernization Act was the first major piece of legislation affecting RICs since 1986 and it modernized several of the U.S. federal income and U.S. federal excise tax provisions related to RICs. Some highlights of the enacted provisions are as follows: New capital losses may now be carried forward indefinitely and retain the character of the original loss. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital, irrespective of the character of the original loss. F- 43 The Modernization Act contains simplification provisions, which are aimed at preventing disqualification of a RIC for “inadvertent” failures of the asset diversification and/or qualifying income tests. Additionally, the Modernization Act exempts RICs from the preferential dividend rule and repealed the 60-day designation requirement for certain types of pay-through income and gains. Finally, the Modernization Act contains several provisions aimed at preserving the character of distributions made by a fiscal year RIC during the portion of its taxable year ending after October 31 or December 31, reducing the circumstances under which a RIC might be required to file amended Forms 1099 to restate previously reported distributions. SIA-Avionte, Inc., SIA-AX, Inc., SIA-GH, Inc., SIA-MAC, Inc., SIA-PEP Inc., SIA-PP Inc., SIA-TG, Inc., SIA-TT Inc., SIA-Vector, Inc., and SIA-VR, Inc. each 100% owned by the Company, are each filing standalone C Corporation tax returns for federal and state purposes. As separately regarded entities for tax purposes, these entities are taxed at normal corporate rates. For tax purposes, any distributions by the entities to the parent company would generally need to be distributed to the Company’s shareholders. Generally, such distributions of the entities’ income to the Company’s shareholders will be considered as qualified dividends for tax purposes. The entities’ taxable net income will differ from U.S. GAAP net income because of deferred tax temporary differences arising from net operating losses and unrealized appreciation and deprecation of securities held. Deferred tax assets and liabilities are measured using enacted corporate federal and state tax rates expected to apply to taxable income in the years in which those net operating losses are utilized and the unrealized gains and losses are realized. Deferred tax assets and deferred tax liabilities are netted off by entity, as allowed. The recoverability of deferred tax assets is assessed and a valuation allowance is recorded to the extent that it is more likely than not that any portion of the deferred tax asset will not be realized on the basis of a history of operating losses combined with insufficient projected taxable income or other taxable events in the taxable blockers. In February 2022, SIA-GH, Inc., SIA-TT Inc. and SIA-VR, Inc. received an approved plan of liquidation following the sale of equity held by each of the portfolio companies. The Company’s Easy Ice investment was sold during the year ended February 29, 2020. As part of the transaction, the actual legal entity, SIA-Easy Ice, LLC (“Tax Blocker”) that owned the preferred equity was sold. This Tax Blocker was a wholly-owned subsidiary of the Company. For purposes of tax accounting, the Company had an $8.0 million tax basis in the Tax Blocker . The Company’s V Rental Holdings LLC Class A-1 membership units was sold during the ended February 28, 2022. The tax blocker which held this investment, SIA-VR, Inc. will remain in existence for a period of time until all ongoing indemnification obligations are settled, after which it will be dissolved. For purposes of tax accounting, the Company had an $0.4 million tax basis in the investment, which resulted in a current income tax payable of $0.4 million as of February 28, 2022. The Company’s Texas Teachers of Tomorrow, LLC common stock was sold during the year ended February 28, 2022. The tax blocker which held this investment, SIA-TT, Inc. will remain in existence for a period of time until all ongoing indemnification obligations are settled, after which it will be dissolved. For purposes of tax accounting, the Company had an $0.8 million tax basis in the investment, which resulted in a current income tax payable of $0.6 million as of February 28, 2022. The Company’s GreyHeller LLC Series A preferred units was sold during the year ended February 28, 2022. The tax blocker which held this investment, SIA-TT, Inc. will remain in existence for a period of time until all ongoing indemnification obligations are settled, after which it will be dissolved. For purposes of tax accounting, the Company had an $0.9 million tax basis in the investment, which resulted in a current income tax payable of $1.8 million as of February 28, 2022. The Company may distribute a portion of its realized net long term capital gains in excess of realized net short term capital losses to its stockholders, but may also decide to retain a portion, or all, of its net capital gains and elect to pay the 21% U.S. federal tax on the net capital gain, potentially in the form of a “deemed distribution” to its stockholders. Income tax (provision) relating to an election to retain its net capital gains, including in the form of a deemed distribution, is included as a component of income tax (provision) benefit from realized gains on investments, depending on the character of the underlying taxable income (ordinary or capital gains), on the consolidated statements of operations. During the year ended February 28, 2022, the Company paid federal tax of $1.3 million on the undistributed net capital gains it elected to retain for the tax year ended February 28, 2021. F- 44 Deferred tax assets and liabilities, and related valuation allowances, as of February 28, 2022 and February 28, 2021, were as follows: February 28, 2022 February 28, 2021 Total deferred tax assets $ 1,991,241 $ 2,108,556 Total deferred tax liabilities (1,293,496 ) (1,987,120 ) Valuation allowance on net deferred tax assets (1,946,761 ) (2,044,100 ) Net deferred tax liability $ (1,249,016 ) $ (1,922,664 ) As of February 28, 2022, the valuation allowance on deferred tax assets was $1.9 million, which represents the federal and state tax effect of net operating losses and unrealized losses that we do not believe we will realize through future taxable income. Any adjustments to the Company’s valuation allowance will depend on estimates of future taxable income and will be made in the period such determination is made. Net deferred tax (benefit) expense for the year ended February 28, 2022 includes $0.7 million net change in unrealized appreciation (depreciation) on investments and $0.0 million net change in total operating expense, in the consolidated statement of operations, respectively. Net deferred tax (benefit) expense for the year ended February 28, 2021 includes $0.6 million net change in unrealized appreciation (depreciation) on investments and $0.0 million net change in total operating expense, in the consolidated statement of operations, respectively. Net deferred tax (benefit) expense for the year ended February 29, 2020 includes $(0.4) million net change in unrealized appreciation (depreciation) on investments and $1.0 million net change in total operating expense, in the consolidated statement of operations, respectively. Deferred tax temporary differences may include differences for state taxes and joint venture interests. Federal and state income tax provisions (benefits) on investments are as follows: February 28, 2022 February 28, 2021 February 29, 2020 Current Federal $ 2,498,515 $ - $ - State 327,021 - - Net current expense 2,825,536 - - Deferred Federal (444,628 ) 461,503 480,415 State (227,737 ) 113,798 127,232 Net deferred expense (672,365 ) 575,301 607,647 Net tax provision $ 2,153,171 $ 575,301 $ 607,647 The Company has federal net operating loss carryforwards of $0.0 million which will expire starting in 2037, with the remaining net operating loss carryforwards of $4.2 million having an indefinite life. In addition, the Company has state net operating loss carryforwards of $1.3 million, which begin to expire in fiscal year 2026. Income tax expense was computed by applying the U.S. federal statutory rate of 21% combined with the weighted average state tax rate applicable to each taxable blocker based on the states they operate in. F- 45 Note 7. Agreements and Related Party Transactions Investment Advisory and Management Agreement On July 30, 2010, the Company entered into the Management Agreement with our Manager. The initial term of the Management Agreement was two years, with automatic, one-year renewals at the end of each year, subject to certain approvals by our board of directors and/or the Company’s stockholders. On July 6, 2021, our board of directors approved the renewal of the Management Agreement for an additional one-year term. Pursuant to the Management Agreement, our Manager implements our business strategy on a day-to-day basis and performs certain services for us, subject to oversight by our board of directors. Our Manager is responsible for, among other duties, determining investment criteria, sourcing, analyzing and executing investments transactions, asset sales, financings and performing asset management duties. Under the Management Agreement, we have agreed to pay our Manager a management fee for investment advisory and management services consisting of a base management fee and an incentive management fee. Base Management Fee and Incentive Management Fee The base management fee of 1.75% per year is calculated based on the average value of our gross assets (other than cash or cash equivalents, but including assets purchased with borrowed funds) at the end of the two most recently completed fiscal quarters. The base management fee is paid quarterly following the filing of the most recent 10-Q. The incentive management fee consists of the following two parts: The first, payable quarterly in arrears, equals 20.0% of our pre-incentive fee net investment income, expressed as a rate of return on the value of our net assets at the end of the immediately preceding quarter, that exceeds a 1.875% quarterly hurdle rate measured as of the end of each fiscal quarter, subject to a “catch-up” provision. Under this provision, in any fiscal quarter, our Manager receives no incentive fee unless our pre-incentive fee net investment income exceeds the hurdle rate of 1.875%. Our Manager will receive 100.0% of pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than or equal to 2.344% in any fiscal quarter; and 20.0% of the amount of our pre-incentive fee net investment income, if any, that exceeds 2.344% in any fiscal quarter. There is no accumulation of amounts on the hurdle rate from quarter to quarter, and accordingly there is no claw back of amounts previously paid if subsequent quarters are below the quarterly hurdle rate, and there is no delay of payment if prior quarters are below the quarterly hurdle rate. The second part of the incentive fee is determined and payable in arrears as of the end of each fiscal year (or upon termination of the Management Agreement) and equals 20.0% of our “incentive fee capital gains,” which equals our realized capital gains on a cumulative basis from May 31, 2010 through the end of the fiscal year, if any, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis on each investment in the Company’s portfolio, less the aggregate amount of any previously paid capital gain incentive fee. Importantly, the capital gains portion of the incentive fee is based on realized gains and realized and unrealized losses from May 31, 2010. Therefore, realized and unrealized losses incurred prior to such time will not be taken into account when calculating the capital gains portion of the incentive fee, and our Manager will be entitled to 20.0% of incentive fee capital gains that arise after May 31, 2010. In addition, for the purpose of the “incentive fee capital gains” calculations, the cost basis for computing realized gains and losses on investments held by us as of May 31, 2010 will equal the fair value of such investments as of such date. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, the Company incurred $11.9 million, $9.1 million and $8.1 million in base management fees, respectively. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, the Company incurred $6.4 million, $5.4 million and $5.8 million in incentive fees related to pre-incentive fee net investment income. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we accrued $5.5 million, $0.0 million and $8.4 million, respectively, in incentive fees related to capital gains. The accrual is calculated using both realized and unrealized capital gains for the period. The actual incentive fee related to capital gains will be determined and payable in arrears at the end of the fiscal year and will include only realized capital gains for the period. As of February 28, 2022, the base management fees accrual was $3.2 million and the incentive fees accrual was $9.8 million and is included in base management and incentive fees payable in the accompanying consolidated statements of assets and liabilities. As of February 28, 2021, the base management fees accrual was $2.4 million and the incentive fees accrual was $13.8 million and is included in base management and incentive fees payable in the accompanying consolidated statements of assets and liabilities. F- 46 Administration Agreement On July 30, 2010, the Company entered into a separate administration agreement (the “Administration Agreement”) with our Manager, pursuant to which our Manager, as our administrator, has agreed to furnish us with the facilities and administrative services necessary to conduct our day-to-day operations and provide managerial assistance on our behalf to those portfolio companies to which we are required to provide such assistance. The initial term of the Administration Agreement was two years, with automatic, one-year renewals at the end of each year subject to certain approvals by our board of directors and/or our stockholders. The amount of expenses payable or reimbursable thereunder by the Company was capped at $1.0 million for the initial two-year term of the Administration Agreement and subsequent renewals. On July 8, 2015, our board of directors approved the renewal of the Administration Agreement for an additional one-year term and determined to increase the cap on the payment or reimbursement of expenses by the Company thereunder, which had not been increased since the inception of the agreement, to $1.3 million. On July 7, 2016, our board of directors approved the renewal of the Administration Agreement for an additional one-year term. On October 5, 2016, our board of directors determined to increase the cap on the payment or reimbursement of expenses by the Company under the Administration Agreement, from $1.3 million to $1.5 million, effective November 1, 2016. On July 11, 2017, our board of directors approved the renewal of the Administration Agreement for an additional one-year term and determined to increase the cap on the payment or reimbursement of expenses by the Company from $1.5 million to $1.75 million, effective August 1, 2017. On July 9, 2018, our board of directors approved the renewal of the Administration Agreement for an additional one-year term and determined to increase the cap on the payment or reimbursement of expenses by the Company from $1.75 million to $2.0 million, effective August 1, 2018. On July 9, 2019, our board of directors approved the renewal of the Administration Agreement for an additional one-year term and determined to increase the cap on the payment or reimbursement of expenses by the Company from $2.0 million to $2.225 million effective August 1, 2019. On July 7, 2020, our board of directors approved the renewal of the Administration Agreement for an additional one-year term and determined to increase the cap on the payment or reimbursement of expenses by the Company from $2.225 million to $2.775 million effective August 1, 2020. On July 6, 2021, our board of directors approved the renewal of the Administration Agreement for an additional one-year term and determined to increase the cap on the payment or reimbursement of expenses by the Company from $2.775 million to $3.0 million effective August 1, 2021. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we recognized $2.9 million, $2.5 million and $2.1 million in administrator expenses, respectively, pertaining to bookkeeping, recordkeeping and other administrative services provided to us in addition to our allocable portion of rent and other overhead related expenses. As of February 28, 2022, $0.3 million of administrator expenses were accrued and included in due to manager in the accompanying consolidated statements of assets and liabilities. As of February 28, 2021, $0.3 million of administrator expenses were accrued and included in due to manager in the accompanying consolidated statements of assets and liabilities. Saratoga CLO On August 7, 2018, the Company entered into an unsecured loan agreement with CLO 2013-1 Warehouse, a wholly-owned subsidiary of Saratoga CLO, pursuant to which CLO 2013-1 Warehouse may borrow from time to time up to $20 million from the Company in order to provide capital necessary to support warehouse activities. The CLO 2013-1 Warehouse Loan, which expired on February 7, 2020, bears interest at an annual rate of 3M USD LIBOR + 7.5%. On December 14, 2018, the Company completed the third refinancing and issuance of the 2013-1 Reset CLO Notes. This refinancing, among other things, extended the Saratoga CLO reinvestment period to January 2021, and extended its legal maturity to January 2030. A non-call period ending January 2020 was also added. In addition, and as part of the refinancing, the Saratoga CLO has also been upsized from $300 million in assets to approximately $500 million. As part of this refinancing and upsizing, the Company invested an additional $13.8 million in all of the newly issued subordinated notes of the Saratoga CLO, and purchased $2.5 million in aggregate principal amount of the Class F-R-2 Notes tranche and $7.5 million in aggregate principal amount of the Class G-R-2 Notes tranche at par. Concurrently, the existing $4.5 million of Class F notes and $20.0 million CLO 2013-1 Warehouse Loan were repaid. The Company also paid $2.0 million of transaction costs related to the refinancing and upsizing on behalf of the Saratoga CLO, to be reimbursed from future equity distributions. During the year ended February 29, 2020, the Company received full payment of $1.7 million from the Saratoga CLO for such transaction costs. On February 11, 2020, we entered into an unsecured loan agreement (“CLO 2013-1 Warehouse 2 Loan”) with Saratoga Investment Corp. CLO 2013-1 Warehouse 2, Ltd (“CLO 2013-1 Warehouse 2”), a wholly-owned subsidiary of Saratoga Investment Corp. CLO 2013-1, Ltd. pursuant to which CLO 2013-1 Warehouse 2 may borrow from time to time up to $20.0 million from the Company in order to provide capital necessary to support warehouse activities. On October 23, 2020, the CLO 2013-1 Warehouse 2 Loan was increased to $25.0 million availability, which was immediately fully drawn and, which expires on August 20, 2021. The interest rate was also amended to be based on a pricing grid, starting at an annual rate of 3M USD LIBOR + 4.46%. F- 47 On February 26, 2021, the Company completed the fourth refinancing of the Saratoga CLO. This refinancing, among other things, extended the Saratoga CLO reinvestment period to April 2024, and extended its legal maturity to April 2033. A non-call period ending February 2022 was also added. In addition, and as part of the refinancing, the Saratoga CLO has also been upsized from $500 million in assets to approximately $650 million. As part of this refinancing and upsizing, the Company invested an additional $14.0 million in all of the newly issued subordinated notes of the Saratoga CLO, and purchased $17.9 million in aggregate principal amount of the Class F-R-3 Notes tranche at par. Concurrently, the existing $2.5 million of Class F-R-2 Notes, $7.5 million of Class G-R-2 Notes and $25.0 million CLO 2013-1 Warehouse 2 Loan were repaid. The Company also paid $2.6 million of transaction costs related to the refinancing and upsizing on behalf of the Saratoga CLO, to be reimbursed from future equity distributions. At August 31, 2021, the outstanding receivable of 2.6 million was repaid in full. During the year ended February 28, 2021, the maximum amount invested by the Company in the CLO 2013-1 Warehouse 2 Loan amounted to $25.0 million, with interest income of $0.7 million recognized related to the CLO 2013-1 Warehouse 2 Loan and is included in interest from investments on the Company’s consolidated statement of operations for the year ended February 28, 2021. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we recognized $3.3 million, $2.5 million and $2.5 million in management fee income, respectively, related to the Saratoga CLO. In conjunction with the third refinancing and issuance of the 2013-1 Reset CLO Notes on December 14, 2018, the Company is no longer entitled to receive an incentive management fee from Saratoga CLO. See Note 4 for additional information. SLF JV On October 26, 2021, the Company and TJHA entered into an LLC Agreement to co-manage the SLF JV. SLF JV is a joint venture that is expected to invest in the debt or equity interests of collateralized loan obligations, loan, notes and other debt instruments. As of February 28, 2022, the Company’s investment in the SLF JV had a fair value of $25.1 million, consisting of an unsecured loan of $13.1 million and membership interest of $12.0 million. In addition, the Company had a receivable of $0.1 million outstanding from the SLF JV, included in Due from Affiliate in the consolidated statements of assets and liabilities. Note 8. Borrowings Credit Facility As a BDC, we are only allowed to employ leverage to the extent that our asset coverage, as defined in the 1940 Act, equals at least 200% after giving effect to such leverage, or, 150% if certain requirements under the 1940 Act are met. On April 16, 2018, as permitted by the Small Business Credit Availability Act, which was signed into law on March 23, 2018, our board of directors, including a majority of our independent directors, approved a minimum asset coverage ratio of 150%. The 150% asset coverage ratio became effective on April 16, 2019. The amount of leverage that we employ at any time depends on our assessment of the market and other factors at the time of any proposed borrowing. Our asset coverage ratio, as defined in the 1940 Act, was 209.3% as of February 28, 2022 and 347.1% as of February 28, 2021. On April 11, 2007, we entered into a $100.0 million revolving securitized credit facility (the “Revolving Facility”). On May 1, 2007, we entered into a $25.7 million term securitized credit facility (the “Term Facility” and, together with the Revolving Facility, the “Facilities”), which was fully drawn at closing. In December 2007, we consolidated the Facilities by using a draw under the Revolving Facility to repay the Term Facility. In response to the market wide decline in financial asset prices, which negatively affected the value of our portfolio, we terminated the revolving period of the Revolving Facility effective January 14, 2009 and commenced a two-year amortization period during which all principal proceeds from the collateral were used to repay outstanding borrowings. A significant percentage of our total assets had been pledged under the Revolving Facility to secure our obligations thereunder. Under the Revolving Facility, funds were borrowed from or through certain lenders and interest was payable monthly at the greater of the commercial paper rate and our lender’s prime rate plus 4.00% plus a default rate of 2.00% or, if the commercial paper market was unavailable, the greater of the prevailing LIBOR rates and our lender’s prime rate plus 6.00% plus a default rate of 3.00%. F- 48 On July 30, 2010, we used the net proceeds from (i) the stock purchase transaction and (ii) a portion of the funds available to us under the $45.0 million senior secured revolving credit facility with Madison Capital Funding LLC (the “Madison Credit Facility”), in each case, to pay the full amount of principal and accrued interest, including default interest, outstanding under the Revolving Facility. As a result, the Revolving Facility was terminated in connection therewith. Substantially all of our total assets, other than those held by SBIC LP and SBIC II LP, was pledged under the Madison Credit Facility to secure our obligations thereunder. On February 24, 2012, we amended the Madison Credit Facility to, among other things: ● expand the borrowing capacity under the Madison Credit Facility from $40.0 million to $45.0 million; ● extend the period during which we may make and repay borrowings under the Madison Credit Facility from July 30, 2013 to February 24, 2015 (the “Revolving Period”). The Revolving Period may, upon the occurrence of an event of default, by action of the lenders or automatically, be terminated. All borrowings and other amounts payable under the Madison Credit Facility are due and payable five years after the end of the Revolving Period; and ● remove the condition that we may not acquire additional loan assets without the prior written consent of Madison Capital Funding LLC. On September 17, 2014, we entered into a second amendment to the Madison Credit Facility to, among other things: ● extend the commitment termination date from February 24, 2015 to September 17, 2017; ● extend the maturity date of the Madison Credit Facility from February 24, 2020 to September 17, 2022 (unless terminated sooner upon certain events); ● reduce the applicable margin rate on base rate borrowings from 4.50% to 3.75%, and on LIBOR borrowings from 5.50% to 4.75%; and ● reduce the floor on base rate borrowings from 3.00% to 2.25%, and on LIBOR borrowings from 2.00% to 1.25%. On May 18, 2017, we entered into a third amendment to the Madison Credit Facility to, among other things: ● extend the commitment termination date from September 17, 2017 to September 17, 2020; ● extend the final maturity date of the Madison Credit Facility from September 17, 2022 to September 17, 2025 (unless terminated sooner upon certain events); ● reduce the floor on base rate borrowings from 2.25% to 2.00%; ● reduce the floor on LIBOR borrowings from 1.25% to 1.00%; and ● reduce the commitment fee rate from 0.75% to 0.50% for any period during which the ratio of advances outstanding to aggregate commitments, expressed as a percentage, is greater than or equal to 50%. On April 24, 2020, we entered into a fourth amendment to the Madison Credit Facility to, among other things: ● permit certain amendments related to the Paycheck Protection Program (“Permitted PPP Amendment”) to Loan Asset Documents; ● exclude certain debt and interest amounts allowed by the Permitted PPP Amendments from certain calculations related to Net Leverage Ratio, Interest Coverage Ratio and EBITDA; and F- 49 ● exclude such Permitted PPP Amendments from constituting a Material Modification. On September 14, 2020, we entered into a fifth amendment to the Madison Credit Facility to, among other things: ● extend the commitment termination date of the Madison Credit Facility from September 17, 2020 to September 17, 2021, with no change to the maturity date of September 17, 2025. ● provide for the transition away from the LIBOR Rate in the market, and ● expand the definition of “Eligible Loan Asset” to allow investments with certain recurring revenue features to qualify as Collateral and be included in the borrowing base. On September 13, 2021, we entered into a sixth amendment to the Madison Credit Facility to, among other things: ● Extend the commitment termination date of the Madison Credit Facility from September 17, 2021 to October 1, 2021, with no change to maturity date of September 17, 2025. On October 4, 2021, all outstanding amounts on the Madison Credit Facility were repaid and the Madison Credit Facility was terminated. The repayment and termination of the Madison Credit Facility resulted in a realized loss on the extinguishment of debt of $0.8 million. In addition to any fees or other amounts payable under the terms of the Madison Credit Facility, an administrative agent fee per annum equal to $0.1 million is payable in equal monthly installments in arrears. On October 4, 2021, the Company entered into a $50.0 million senior secured revolving credit facility with the Lender, supported by loans held by SIF II and pledged to the Encina Credit Facility. During the first two years following the closing date, SIF II may request an increase in the commitment amount to up to $75.0 million. The terms of the Encina Credit Facility require a minimum drawn amount of $12.5 million at all times during the first six months following the closing date, which increases to the greater of $25.0 million or 50% of the commitment amount in effect at any time thereafter. The term of the Encina Credit Facility is three years. Advances under the Encina Credit Facility bear interest at a floating rate per annum equal to LIBOR plus 4.0%, with LIBOR having a floor of 0.75%, with customary provisions related to the selection by the Lender and the Company of a replacement benchmark rate. The commitment termination date is October 4, 2024. In addition to any fees or other amounts payable under the terms of the Encina Credit Facility, an administrative agent fee per annum equal to $0.1 million is payable in equal monthly installments in arrears. As of February 28, 2022 and February 28, 2021, there were $12.5 million and $0.0 million outstanding borrowings under the Encina Credit Facility and Madison Credit Facility, respectively. During the applicable periods, the Company was in compliance with all of the limitations and requirements of both facilities. Financing costs of $1.4 million related to the Encina Credit Facility have been capitalized and are being amortized over the term of the facility. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we recorded $0.8 million, $0.5 million and $0.6 million of interest expense related to the Encina Credit Facility and the Madison Credit Facility, respectively, which includes commitment and administrative agent fees. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we recorded $0.3 million, $0.1 million and $0.09 million of amortization of deferred financing costs related to the Encina Credit Facility and Madison Credit Facility, respectively. Interest expense and amortization of deferred financing costs are reported as interest and debt financing expense on the consolidated statements of operations. For the fiscal year ended February 28, 2022, the average borrowings outstanding and the weighted average interest rate on outstanding borrowings under the Encina Credit Facility and the Madison Credit Facility were approximately $8.7 million and 5.22%, respectively. For the fiscal year ended February 28, 2021, the average borrowings outstanding and the weighted average interest rate on outstanding borrowings under the Encina Credit Facility and the Madison Credit Facility were approximately $1.8 million and 0.17%, respectively. For the fiscal year ended February 29, 2020, the average borrowings outstanding and the weighted average interest rate on outstanding borrowings under the Madison Credit Facility were approximately $0.6 million and 6.66%, respectively. F- 50 The Encina Credit Facility contains limitations as to how borrowed funds may be used, such as restrictions on industry concentrations, asset size, weighted average life, currency denomination and collateral interests. The Encina Credit Facility also includes certain requirements relating to portfolio performance, the violation of which could result in the limit of further advances and, in some cases, result in an event of default, allowing the lenders to accelerate repayment of amounts owed thereunder. The Encina Credit Facility has a three-year term. Availability on the Encina Credit Facility will be subject to a borrowing base calculation, based on, among other things, applicable advance rates (which vary from 50.0% to 75.0% of par or fair value depending on the type of loan asset) and the value of certain “eligible” loan assets included as part of the borrowing base. Funds may be borrowed at the greater of the prevailing one-month LIBOR rate and 0.75%, plus an applicable margin of 4.00%. In addition, the Company will pay the lender a commitment fee of 0.75% per year (or 0.50% if the ratio of advances outstanding to aggregate commitments is greater than or equal to 50%) on the unused amount of the Encina Credit Facility. Our borrowing base under the Encina Credit Facility was $50.0 million subject to the Encina Credit Facility cap of $50.0 million at February 28, 2022. For purposes of determining the borrowing base, most assets are assigned the values set forth in our most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission (“SEC”). Accordingly, the February 28, 2022 borrowing base relies upon the valuations set forth in the Quarterly Report on Form 10-K for the period ended November 30, 2021 The valuations presented in this Quarterly Report on Form 10-K will not be incorporated into the borrowing base until after this Annual Report on Form 10-K is filed with the SEC. SBA Debentures Our wholly-owned SBIC subsidiaries are able to borrow funds from the SBA against regulatory capital (which approximates equity capital) that is paid in and is subject to customary regulatory requirements including but not limited to an examination by the SBA. On August 14, 2019, the Company’s wholly-owned subsidiary, SBIC II LP, received an SBIC license from the SBA. The new license provides up to $175.0 million in additional long-term capital in the form of SBA debentures. As a result of the 2016 omnibus spending bill signed into law in December 2015, the maximum amount of SBA-guaranteed debentures that affiliated SBIC funds can have outstanding was increased from $225.0 million to $350.0 million. With this license approval, Saratoga will grow its SBA relationship from $150.0 million to $325.0 million of committed capital. As of February 28, 2022, we have funded SBIC LP and SBIC II LP with an aggregate total of equity capital of $75.0 million and $87.5 million, respectively, and have $185.0 million in SBA-guaranteed debentures outstanding, of which $86.0 million is held in SBIC LP and $99.0 million held in SBIC II LP. SBA debentures are non-recourse to us, have a 10-year maturity, and may be prepaid at any time without penalty. The interest rate of SBA debentures is fixed at the time of issuance, often referred to as pooling, at a market-driven spread over 10-year U.S. Treasury Notes. SBA current regulations limit the amount that SBIC LP and SBIC II LP may borrow to a maximum of $150.0 million and $175.0 million, respectively, which is up to twice its potential regulatory capital. SBICs are designed to stimulate the flow of private equity capital to eligible small businesses. Under SBA regulations, SBICs may make loans to eligible small businesses and invest in the equity securities of small businesses. Under present SBA regulations, eligible small businesses include businesses that have a tangible net worth not exceeding $19.5 million and have average annual fully taxed net income not exceeding $6.5 million for the two most recent fiscal years. In addition, an SBIC must devote 25.0% of its investment activity to ’’smaller’’ concerns as defined by the SBA. A smaller concern is one that has a tangible net worth not exceeding $6.0 million and has average annual fully taxed net income not exceeding $2.0 million for the two most recent fiscal years. SBA regulations also provide alternative size standard criteria to determine eligibility, which depend on the industry in which the business is engaged and are based on such factors as the number of employees and gross sales. According to SBA regulations, SBICs may make long-term loans to small businesses, invest in the equity securities of such businesses and provide them with consulting and advisory services. SBIC LP and SBIC II LP are subject to regulation and oversight by the SBA, including requirements with respect to maintaining certain minimum financial ratios and other covenants. Receipt of an SBIC license does not assure that SBIC II LP will receive SBA-guaranteed debenture funding, which is dependent upon SBIC II LP continuing to be in compliance with SBA regulations and policies. The SBA, as a creditor, will have a superior claim to SBIC LP and SBIC II LP assets over our stockholders and debtholders in the event we liquidate SBIC LP and SBIC II LP or the SBA exercises its remedies under the SBA-guaranteed debentures issued by SBIC LP and SBIC II LP upon an event of default. F- 51 The Company received exemptive relief from the SEC to permit it to exclude the debt of SBIC subsidiaries guaranteed by the SBA from the definition of senior securities in the asset coverage test under the 1940 Act. This allows the Company increased flexibility under the asset coverage test by permitting it to borrow up to $325.0 million more than it would otherwise be able to absent the receipt of this exemptive relief. On April 16, 2018, as permitted by the Small Business Credit Availability Act, which was signed into law on March 23, 2018, the board of directors, including a majority of our independent directors, of the Company approved of the Company becoming subject to a minimum asset coverage ratio of 150.0% from 200% under Sections 18(a)(1) and 18(a)(2) of the Investment Company Act, as amended. The 150.0% asset coverage ratio became effective on April 16, 2019. At February 28, 2022 and February 28, 2021, there was $185.0 million and $158.0 million outstanding of SBA debentures, respectively. The carrying amount of the amount outstanding of SBA debentures approximates its fair value, which is based on a waterfall analysis showing adequate collateral coverage and would be classified as a Level 3 liability within the fair value hierarchy. Financing costs of $5.0 million and $4.8 million related to the SBA debentures issued by SBIC LP and SBIC II LP, respectively, have been capitalized and are being amortized over the term of the commitment and drawdown. During the year ended February 28, 2022, the Company repaid $38.0 million of SBA debentures, resulting in a realized loss on extinguishment of $0.2 million related to the acceleration of deferred debt financing costs. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we recorded $4.7 million, $5.5 million and $4.8 million of interest expense related to the SBA debentures, respectively. For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we recorded $0.7 million, $0.6 million and $0.5 million of amortization of deferred financing costs related to the SBA debentures, respectively. Interest expense and amortization of deferred financing costs are reported as interest and debt financing expense on the consolidated statements of operations. The weighted average interest rate during the years ended February 28, 2022, February 28, 2021 and February 29, 2020 on the outstanding borrowings of the SBA debentures was 2.60%, 3.25% and 3.23%, respectively. During the years ended February 28, 2022 and February 28, 2021, the average dollar amount of SBA debentures outstanding was $180.4 million and $169.3 million, respectively. In December 2015, the 2016 omnibus spending bill approved by Congress and signed into law by the President increased the amount of SBA-guaranteed debentures that affiliated SBIC funds can have outstanding from $225.0 million to $350.0 million, subject to SBA approval. SBA regulations previously limited the amount of SBA-guaranteed debentures that an SBIC may issue to $150.0 million when it has at least $75.0 million in regulatory capital but this has increased to $175.0 million for new licenses when it has at least $87.5 million in regulatory capital. Affiliated SBICs are permitted to issue up to a combined maximum amount of $350.0 million in SBA-guaranteed debentures when they have at least $175.0 million in combined regulatory capital. Notes In May 10, 2013, the Company issued $48.3 million in aggregate principal amount of 7.50% fixed-rate notes due 2020 (the “2020 Notes”). The 2020 Notes were redeemed in full on January 13, 2017 and are no longer listed on the NYSE. On May 29, 2015, the Company entered into a Debt Distribution Agreement with Ladenburg Thalmann & Co. through which the Company may offer for sale, from time to time, up to $20.0 million in aggregate principal amount of the 2020 Notes through an At-the-Market (“ATM”) offering. Prior to the 2020 Notes being redeemed in full, the Company had sold 539,725 bonds with a principal of $13.5 million at an average price of $25.31 for aggregate net proceeds of $13.4 million (net of transaction costs). On December 21, 2016, the Company issued $74.5 million in aggregate principal amount of our 6.75% fixed-rate notes due 2023 (the “2023 Notes”) for net proceeds of $71.7 million after deducting underwriting commissions of approximately $2.3 million and offering costs of approximately $0.5 million. The net proceeds from the offering were used to repay all of the outstanding indebtedness under the 2020 Notes (as described above), and for general corporate purposes in accordance with our investment objective and strategies. On December 21, 2019 and February 7, 2020, the Company redeemed $50.0 million and $24.5 million, respectively, in aggregate principal amount of the $74.5 million in aggregate principal amount of issued and outstanding 2023 Notes. The 2023 Notes were listed on the NYSE under the trading symbol “SAB” with a par value of $25.00 per share, and have been delisted following the redemption. F- 52 For the year ended February 28, 2019, we recorded $5.0 million of interest expense and $0.4 million of amortization of deferred financing cost related to the 2023 Notes. Interest expense and amortization of deferred financing cost are reported as interest and debt financing expense on the consolidated statements of operations. During the years ended February 28, 2019 the average dollar amount of 2023 Notes outstanding was $74.5 million. On August 28, 2018, the Company issued $40.0 million in aggregate principal amount of our 6.25% fixed-rate notes due 2025 (the “6.25% 2025 Notes”) for net proceeds of $38.7 million after deducting underwriting commissions of approximately $1.3 million. Offering costs incurred were approximately $0.3 million. The issuance included the full exercise of the underwriters’ option to purchase an additional $5.0 million aggregate principal amount of 6.25% 2025 Notes within 30 days. Interest on the 6.25% 2025 Notes is paid quarterly in arrears on February 28, May 31, August 31 and November 30, at a rate of 6.25% per year, beginning November 30, 2018. The 6.25% 2025 Notes mature on August 31, 2025 and commencing August 31, 2021, may be redeemed in whole or in part at any time or from time to time at our option. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $1.6 million related to the 6.25% 2025 Notes have been capitalized and are being amortized over the term of the 6.25% 2025 Notes. On February 5, 2019, the Company completed a re-opening and up-sizing of its existing 6.25% 2025 Notes by issuing an additional $20.0 million in aggregate principal amount for net proceeds of $19.2 million after deducting underwriting commissions of approximately $0.6 million and discount of $0.2 million. Offering costs incurred were approximately $0.2 million. The issuance included the full exercise of the underwriters’ option to purchase an additional $2.5 million aggregate principal amount of 6.25% 2025 Notes within 30 days. Interest rate, interest payment dates and maturity remain unchanged from the existing 6.25% 2025 Notes issued in August 2018. The net proceeds from this offering were used for general corporate purposes in accordance with our investment objective and strategies. The financing costs and discount of $1.0 million related to the 6.25% 2025 Notes have been capitalized and are being amortized over the term of the 6.25% 2025 Notes. On August 31, 2021, the Company redeemed $60.0 million in aggregate principal amount of issued and outstanding 6.25% 2025 Notes at par ($25 per note), plus the accrued and unpaid interest thereon, through, but excluding, the redemption date of August 31, 2021. The 6.25% 2025 Notes were listed on the NYSE under the trading symbol of “SAF” and have been delisted effective as of August 31, 2021, following the full redemption. At August 31, 2021, the debt was extinguished. As such, it was not fair valued with market quotes and is not fair value leveled. As of February 28, 2021, the carrying amount and fair value of the 6.25% 2025 Notes was $60.0 million and $61.2 million, respectively. The repayment of the 6.25% 2025 Notes resulted in a realized loss on the extinguishment of debt of $1.5 million. As discussed above, during the fourth quarter of 2020 fiscal year, the Company redeemed $74.45 million in aggregate principal amount of issued outstanding 2023 Notes. On June 24, 2020, the Company issued $37.5 million in aggregate principal amount of our 7.25% fixed-rate notes due 2025 (the “7.25% 2025 Notes”) for net proceeds of $36.3 million after deducting underwriting commissions of approximately $1.2 million. Offering costs incurred were approximately $0.2 million. On July 6, 2020, the underwriters exercised their option in full to purchase an additional $5.625 million in aggregate principal amount of its 7.25% 2025 Notes. Net proceeds to the Company were $5.4 million after deducting underwriting commissions of approximately $0.2 million. Interest on the 7.25% 2025 Notes is paid quarterly in arrears on February 28, May 31, August 31 and November 30, at a rate of 7.25% per year, beginning August 31, 2020. The 7.25% 2025 Notes mature on June 30, 2025 and commencing June 24, 2022, may be redeemed in whole or in part at any time or from time to time at our option. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $1.6 million related to the 7.25% 2025 Notes have been capitalized and are being amortized over the term of the 7.25% 2025 Notes. As of February 28, 2022, the total 7.25% Notes 2025 outstanding was $43.1 million. The 7.25% 2025 Notes are listed on the NYSE under the trading symbol “SAK” with a par value of $25.00 per share. As of February 28, 2022, the carrying amount and fair value of the 7.25% 2025 Notes was $43.1 million and $43.9 million, respectively. The fair value of the 7.25% 2025 Notes, which are publicly traded, is based upon closing market quotes as of the measurement date and would be classified as a Level 1 liability within the fair value hierarchy. For the years ended February 28, 2022 and February 28, 2021, we recorded $3.1 million and $2.2 million, respectively, of interest expense and $0.3 million and $0.2 million, respectively, of amortization of deferred financing costs related to the 7.25% 2025 Notes. Interest expense and amortization of deferred financing cost are reported as interest and debt financing expense on the consolidated statements of operations. For the year ended February 28, 2022 and February 28, 2021, the average dollar amount of 7.25% 2025 Notes outstanding was $43.1 million and $43.1 million, respectively. F- 53 On July 9, 2020, the Company issued $5.0 million aggregate principal amount of our 7.75% fixed-rate notes due in 2025 (the “7.75% Notes 2025”) for net proceeds of $4.8 million after deducting underwriting commissions of approximately $0.2 million. Offering costs incurred were approximately $0.1 million. Interest on the 7.75% Notes 2025 is paid quarterly in arrears on February 28, May 31, August 31 and November 30, at a rate of 7.75% per year, beginning August 31, 2020. The 7.75% Notes 2025 mature on July 9, 2025 and may be redeemed in whole or in part at any time or from time to time at our option. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $0.3 million related to the 7.75% Notes 2025 have been capitalized and are being amortized over the term of the Notes. As of February 28, 2022, the total 7.75% Notes 2025 outstanding was $5.0 million. The 7.75% Notes 2025 are not listed and have a par value of $25.00 per share. The carrying amount of the amount outstanding of 7.75% 2025 Notes approximates its fair value, which is based on a waterfall analysis showing adequate collateral coverage and would be classified as a Level 3 liability within the fair value hierarchy. For the years ended February 28, 2022 and February 28, 2021, we recorded $0.4 million and $0.3 million, respectively, of interest expense and $0.05 million and $0.04 million, respectively, of amortization of deferred financing costs related to the 7.75% 2025 Notes. Interest expense and amortization of deferred financing cost are reported as interest and debt financing expense on the consolidated statements of operations. For the year ended February 28, 2022 and February 28, 2021, the average dollar amount of 7.75% 2025 Notes outstanding was $5.0 million and $5.0 million, respectively. On December 29, 2020, the Company issued $5.0 million aggregate principal amount of our 6.25% fixed-rate notes due in 2027 (the “6.25% Notes 2027”). Offering costs incurred were approximately $0.1 million. Interest on the 6.25% Notes 2027 is paid quarterly in arrears on February 28, May 31, August 31 and November 30, at a rate of 6.25% per year, beginning February 28, 2021. The 6.25% Notes 2027 mature on December 29, 2027 and may be redeemed in whole or in part at any time or from time to time at our option, on or after December 29, 2024. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $0.1 million related to the 6.25% Notes 2027 have been capitalized and are being amortized over the term of the Notes. On January 28, 2021, the Company issued $10.0 million aggregate principal amount of our 6.25% fixed rate Notes due in 2027 (the “6.25% Notes 2027”) for net proceeds of $9.7 million after deducting underwriting commissions of approximately $0.3 million. Offering costs incurred were approximately $0.0 million. Interest on the 6.25% Notes 2027 is paid quarterly in arrears on February 28, May 31, August 31 and November 30, at a rate of 6.25% per year, beginning February 28, 2021. The 6.25% Notes 2027 mature on January 28, 2027 and commencing January 28, 2023, may be redeemed in whole or in part at any time or from time to time at our option. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $0.3 million related to the 6.25% Notes 2027 have been capitalized and are being amortized over the term of the Notes. As of February 28, 2022, the total 6.25% Notes 2027 outstanding was $15.0 million. The 6.25% 2027 Notes are not listed and have a par value of $25.00 per share. The carrying amount of the amount outstanding of 6.25% 2027 Notes approximates its fair value, which is based on a waterfall analysis showing adequate collateral coverage and would be classified as a Level 3 liability within the fair value hierarchy. For the years ended February 28, 2022 and February 28, 2021, we recorded $0.9 million and $0.1 million, respectively, of interest expense and $0.07 million and $0.01 million, respectively, of amortization of deferred financing costs related to the 6.25% 2027 Notes. Interest expense and amortization of deferred financing cost are reported as interest and debt financing expense on the consolidated statements of operations. For the year ended February 28, 2022 and February 28, 2021, the average dollar amount of 6.25% 2027 Notes outstanding was $15.0 million and $7.0 million, respectively. On March 10, 2021, the Company issued $50.0 million aggregate principal amount of our 4.375% fixed-rate Notes due in 2026 (the “4.375% Notes 2026”) for net proceeds of $49.0 million after deducting underwriting commissions of approximately $1.0 million. Offering costs incurred were approximately $0.2 million. Interest on the 4.375% Notes 2026 is paid semi-annually in arrears on February 28 and August 28, at a rate of 4.375% per year, beginning August 28, 2021. The 4.375% Notes 2026 mature on February 28, 2026 and may be redeemed in whole or in part at any time on or after November 28, 2025 at par plus a “make-whole” premium, and thereafter at par. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $1.2 million related to the 4.375% Notes 2026 have been capitalized and are being amortized over the term of the Notes. F- 54 On July 15, 2021, the Company issued an additional $125.0 million aggregate principal amount of the Company’s 4.375% Notes 2026 (the “Additional 4.375% 2026 Notes”) for net proceeds for approximately $123.5 million, based on the public offering price of 101.00% of the aggregate principal amount of the Additional 4.375% 2026 Notes, after deducting the underwriting discount of $2.5 million and the estimated offering expenses of approximately $0.2 million payable by the Company. The net proceeds from the offering were used to redeem all of the outstanding 6.25% 2025 Notes (as described above), and for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $2.7 million have been capitalized and are being amortized over the term of the Notes. As of February 28, 2022, the total 4.375% Notes 2026 outstanding was $175.0 million. The 4.375% Notes 2026 are not listed and are issued in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. As of February 28, 2021, there was $0.0 million outstanding. The carrying amount of the amount outstanding of 4.375% Notes 2026 approximates its fair value, which is based on a waterfall analysis showing adequate collateral coverage and would be classified as a Level 3 liability within the fair value hierarchy. For the years ended February 28, 2022 and February 28, 2021, we recorded $5.5 million and $0.0 million, respectively, of interest expense, $0.4 million and $0.0 million, respectively, of amortization of deferred financing costs and $0.2 million and $0.0 million, respectively, of amortization of premium on issuance of 4.375% Notes due 2026 (inclusive of the issuance of the Additional 4.375% 2026 Notes). Interest expense, amortization of deferred financing costs and amortization of premium on issuance of notes are reported as interest and debt financing expense on the consolidated statements of operations. During the years ended February 28, 2022 and February 28, 2021 the average dollar amount of 4.375% Notes 2026 outstanding was $130.8 million and $0.0 million respectively. On January 19, 2022, the Company issued $75.0 million aggregate principal amount of our 4.35% fixed-rate Notes due in 2027 (the “4.35% Notes 2027”) for net proceeds of $73.0 million, based on the public offering price of 99.317% of the aggregate principal amount of the 4.35% Notes 2027, after deducting the underwriting commissions of approximately $1.5 million. Offering costs incurred were approximately $0.2 million. Interest on the 4.35% Notes 2027 is paid semi-annually in arrears on February 28 and August 28, at a rate of 4.35% per year, beginning August 28, 2022. The 4.35% Notes 2027 mature on February 28, 2027 and may be redeemed in whole or in part at the Company’s option at any time prior to November 28, 2026, at par plus a “make-whole” premium, and thereafter at par . The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. Financing costs of $1.7 million related to the 4.35% Notes 2027 have been capitalized and are being amortized over the term of the Notes. As of February 28, 2022, the total 4.35% Notes 2027 outstanding was $75.0 million. The 4.35% Notes 2027 are not listed. As of February 28, 2021, there was $0.0 million outstanding. The carrying amount of the amount outstanding of 4.35% Notes 2027 approximates its fair value, which is based on a waterfall analysis showing adequate collateral coverage and would be classified as a Level 3 liability within the fair value hierarchy. For the years ended February 28, 2022 and February 28, 2021, we recorded $0.4 million and $0.0 million, respectively, of interest expense, $0.05 million and $0.0 million, respectively, of amortization of deferred financing costs and $0.07 million and $0.0 million, respectively, of amortization of discount on issuance of 4.35% Notes due 2027 (inclusive of the issuance of the Additional 4.35% 2027 Notes). Interest expense, amortization of deferred financing costs and amortization of premium on issuance of notes are reported as interest and debt financing expense on the consolidated statements of operations. During the years ended February 28, 2022 and February 28, 2021 the average dollar amount of 4.35% Notes 2027 outstanding was $8.4 million and $0.0 million respectively. F- 55 Senior Securities Information about our senior securities is shown in the following table as of February 28/29 for the fiscal years indicated in the table, unless otherwise noted. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Financial condition, liquidity and capital resources” for more detailed information regarding the senior securities. SENIOR SECURITIES (dollar amounts in thousands, except per share data) Class and Year (1)(2) Total Amount Outstanding Exclusive of Treasury Securities(3) Asset Coverage per Unit(4) Involuntary Liquidating Preference per Share(5) Average Market Value per Share(6) (in thousands) Credit Facility with Encina Lender Finance, LLC Fiscal year 2022 (as of February 28, 2022) $ 12,500 $ 2,093 - N/A Credit Facility with Madison Capital Funding (14) Fiscal year 2021 (as of February 28, 2021) $ - $ 3,471 - N/A Fiscal year 2020 (as of February 29, 2020) $ - $ 6,071 - N/A Fiscal year 2019 (as of February 28, 2019) $ - $ 2,345 - N/A Fiscal year 2018 (as of February 28, 2018) $ - $ 2,930 - N/A Fiscal year 2017 (as of February 28, 2017) $ - $ 2,710 - N/A Fiscal year 2016 (as of February 29, 2016) $ - $ 3,025 - N/A Fiscal year 2015 (as of February 28, 2015) $ 9,600 $ 3,117 - N/A Fiscal year 2014 (as of February 28, 2014) $ - $ 3,348 - N/A Fiscal year 2013 (as of February 28, 2013) $ 24,300 $ 5,421 - N/A Fiscal year 2012 (as of February 29, 2012) $ 20,000 $ 5,834 - N/A Fiscal year 2011 (as of February 28, 2011) $ 4,500 $ 20,077 - N/A Fiscal year 2010 (as of February 28, 2010) $ - $ - - N/A Fiscal year 2009 (as of February 28, 2009) $ - $ - - N/A Fiscal year 2008 (as of February 29, 2008) $ - $ - - N/A Fiscal year 2007 (as of February 28, 2007) $ - $ - - N/A 7.50% Notes due 2020 (7) Fiscal year 2017 (as of February 28, 2017) $ - $ - - N/A Fiscal year 2016 (as of February 29, 2016) $ 61,793 $ 3,025 - $ 25.24 (8) Fiscal year 2015 (as of February 28, 2015) $ 48,300 $ 3,117 - $ 25.46 (8) Fiscal year 2014 (as of February 28, 2014) $ 48,300 $ 3,348 - $ 25.18 (8) Fiscal year 2013 (as of February 28, 2013) $ - $ - - N/A Fiscal year 2012 (as of February 29, 2012) $ - $ - - N/A Fiscal year 2011 (as of February 28, 2011) $ - $ - - N/A Fiscal year 2010 (as of February 28, 2010) $ - $ - - N/A Fiscal year 2009 (as of February 28, 2009) $ - $ - - N/A Fiscal year 2008 (as of February 29, 2008) $ - $ - - N/A Fiscal year 2007 (as of February 28, 2007) $ - $ - - N/A 6.75% Notes due 2023 (9) Fiscal year 2020 (as of February 29, 2020) $ - $ - - N/A Fiscal year 2019 (as of February 28, 2019) $ 74,451 $ 2,345 - $ 25.74 (10) Fiscal year 2018 (as of February 28, 2018) $ 74,451 $ 2,930 - $ 26.05 (10) Fiscal year 2017 (as of February 28, 2017) $ 74,451 $ 2,710 - $ 25.89 (10) 6.25% Notes due 2025 (13) Fiscal year 2022 (as of February 28, 2022) - - - N/A Fiscal year 2021 (as of February 28, 2021) $ 60,000 $ 3,471 - $ 24.24 (11) Fiscal year 2020 (as of February 29, 2020) $ 60,000 $ 6,071 - $ 25.75 (11) Fiscal year 2019 (as of February 28, 2019) $ 60,000 $ 2,345 - $ 24.97 (11) 7.25% Notes due 2025 Fiscal year 2022 (as of February 28, 2022) $ 43,125 $ 2,093 - $ 25.46 (11) Fiscal year 2021 (as of February 28, 2021) $ 43,125 $ 3,471 - $ 25.77 (11) 7.75% Notes due 2025 Fiscal year 2022 (as of February 28, 2022) $ 5,000 $ 2,093 - $ 25.00 (12) Fiscal year 2021 (as of February 28, 2021) $ 5,000 $ 3,471 - $ 25.00 (12) 4.375% Notes due 2026 Fiscal year 2022 (as of February 28, 2022) $ 175,000 $ 2,093 - $ 25.00 (12) 4.35% Notes due 2027 Fiscal year 2022 (as of February 28, 2022) $ 75,000 $ 2,093 - $ 25.00 (12) 6.25% Notes due 2027 Fiscal year 2022 (as of February 28, 2022) $ 15,000 $ 2,093 - $ 25.00 (12) Fiscal year 2021 (as of February 28, 2021) $ 15,000 $ 3,471 - $ 25.00 (12) F- 56 (1) We have excluded our SBA-guaranteed debentures from this table because the SEC has granted us exemptive relief that permits us to exclude such debentures from the definition of senior securities in the 150% asset coverage ratio we are required to maintain under the 1940 Act. (2) This table does not include the senior securities of our predecessor entity, GSC Investment Corp., relating to a revolving securitized credit facility with Deutsche Bank, in light of the fact that the Company was under different management during the time that such credit facility was outstanding. (3) Total amount of senior securities outstanding at the end of the period presented. (4) Asset coverage per unit is the ratio of our total assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness, calculated on a total basis. (5) The amount to which such class of senior security would be entitled upon the involuntary liquidation of the issuer in preference to any security junior to it. The “—” indicates information which the Securities and Exchange Commission expressly does not require to be disclosed for certain types of senior securities. (6) Not applicable for credit facility because not registered for public trading. (7) On January 13, 2017, the Company redeemed in full its 2020 Notes. The Company used a portion of the net proceeds from the 2023 Notes offering, which was completed in December 2016, to redeem the 2020 Notes in full. (8) Based on the average daily trading price of the 2020 Notes on the NYSE. (9) On December 21, 2019 and February 7, 2020, the Company redeemed $50.0 million and $24.45 million, respectively, in aggregate principal amount of the $74.45 million in aggregate principal amount of issued and outstanding 2023 Notes. (10) Based on the average daily trading price of the 2023 Notes on the NYSE. (11) Based on the average daily trading price of the 2025 Notes on the NYSE. (12) The carrying value of this unlisted security approximates its fair value, based on a waterfall analysis showing adequate collateral coverage. (13) On August 31, 2021, the Company redeemed $60.0 million in aggregate principal amount of the issued and outstanding 6.25% 2025 Notes. The Company used a portion of the net proceeds from the 4.375% 2026 Notes offering, which was completed in July 2021, to redeem the 6.25% 2025 Notes in full. (14) On October 4, 2021, the Company repaid all remaining amounts outstanding under the Madison Credit Facility and the credit agreement relating to the Madison Credit Facility was terminated. F- 57 Note 9. Commitments and Contingencies Contractual Obligations The following table shows our payment obligations for repayment of debt and other contractual obligations at February 28, 2022: Payment Due by Period Long-Term Debt Obligations Total Less Than 1 Year 1 - 3 Years 3 - 5 Years More Than 5 Years ($ in thousands) Revolving credit facility $ 12,500 $ - $ 12,500 $ - $ - SBA debentures 185,000 - 15,000 24,660 145,340 7.25% 2025 Notes 43,125 - - 43,125 - 7.75% 2025 Notes 5,000 - - 5,000 - 4.375% 2026 Notes 175,000 - 175,000 4.35% 2027 Notes 75,000 75,000 6.25% 2027 Notes 15,000 - - - 15,000 Total Long-Term Debt Obligations $ 260,625 $ - $ 27,500 $ 72,785 $ 160,340 Off-balance Sheet Arrangements At February 28, 2022 and February 28, 2021, the Company’s off-balance sheet arrangements consisted of $88.4 million and $58.8 million, respectively, of unfunded commitments outstanding to provide debt financing to its portfolio companies or to fund limited partnership interests. Such commitments are generally up to the Company’s discretion to approve, or the satisfaction of certain financial and nonfinancial covenants and involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Company’s consolidated statements of assets and liabilities. F- 58 A summary of the unfunded commitments outstanding as of February 28, 2022 and February 28, 2021 is shown in the table below (dollars in thousands): February 28, 2022 February 28, 2021 At Company’s discretion Artemin Wax $ 3,700 $ - Ascend Software LLC 5,000 - Axero Holdings 3,000 - Book4Time, Inc. 2,000 2,000 CLEO Communications Holding, LLC - 630 Davisware 2,000 - GreyHeller LLC - 15,000 LFR Chicken LLC 10,000 - Netreo Holdings, LLC 4,000 10,000 Omatic Software, LLC - - Passageways, Inc. - 5,000 Pepper Palace 3,000 - Procrement Partners 2,800 - Saratoga Senior Loan Fund I JV LLC 17,500 - Sceptre Hospitality Resources 1,000 - Top Gun Pressure Washing, LLC - 3,175 Village Realty Holdings LLC - 10,000 Total 54,000 45,805 At portfolio company’s discretion - satisfaction of certain financial and nonfinancial covenants required Ascend Software LLC 6,500 - Axero Holdings 2,000 - Axero Holdings - Revolver 500 - Davisware, LLC 1,000 - GDS Holdings US, Inc. 2,786 - GoReact 2,500 2,000 Granite Comfort, LP - - HemaTerra Holding Company, LLC - 2,000 LFR Chicken LLC 3,000 - Madison Logic - Revolver 1,084 - New England Dental Partners 4,500 6,000 Passageways, Inc. - 2,000 Pepper Palace - DDTL 2,000 - Pepper Palace - Revolver 2,500 - Procurement Partners, LLC - 1,000 Zollege 1,000 - 29,370 13,000 Total $ 83,370 $ 58,805 The Company believes its assets will provide adequate coverage to satisfy these unfunded commitments. As of February 28, 2022, the Company had cash and cash equivalents of $47.3 million and $37.5 in available borrowings under the Encina Credit Facility. Note 10. Directors Fees The independent directors each receive an annual fee of $70,000. They also receive $3,000 plus reimbursement of reasonable out-of-pocket expenses incurred in connection with attending each board meeting and receive $1,500 plus reimbursement of reasonable out-of-pocket expenses incurred in connection with attending each committee meeting. In addition, the chairman of the Audit Committee receives an annual fee of $12,500 and the chairman of each other committee receives an annual fee of $6,000 for their additional services in these capacities. In addition, we have purchased directors’ and officers’ liability insurance on behalf of our directors and officers. Independent directors have the option to receive their directors’ fees in the form of our common stock issued at a price per share equal to the greater of net asset value or the market price at the time of payment. No compensation is paid to directors who are “interested persons” of the Company (as such term is defined in the 1940 Act). For the years ended February 28, 2022, February 28, 2021 and February 29, 2020, we incurred $0.3 million, $0.3 million and $0.3 million for directors’ fees and expenses, respectively. As of February 28, 2022 and February 28, 2021, $0.07 million and $0.07 million in directors’ fees and expenses were accrued and unpaid, respectively. As of February 28, 2022, we had not issued any common stock to our directors as compensation for their services. Note 11. Stockholders’ Equity On May 16, 2006, GSC Group, Inc. capitalized the LLC, by contributing $1,000 in exchange for 67 shares, constituting all of the issued and outstanding shares of the LLC. F- 59 On March 20, 2007, the Company issued 95,995.5 and 8,136.2 shares of common stock, priced at $150.00 per share, to GSC Group and certain individual employees of GSC Group, respectively, in exchange for the general partnership interest and a limited partnership interest in GSC Partners CDO III GP, LP, collectively valued at $15.6 million. At this time, the 6.7 shares owned by GSC Group in the LLC were exchanged for 6.7 shares of the Company. On March 28, 2007, the Company completed its IPO of 725,000 shares of common stock, priced at $150.00 per share, before underwriting discounts and commissions. Total proceeds received from the IPO, net of $7.1 million in underwriter’s discount and commissions, and $1.0 million in offering costs, were $100.7 million. On July 30, 2010, our Manager and its affiliates purchased 986,842 shares of common stock at $15.20 per share. Total proceeds received from this sale were $15.0 million. On August 12, 2010, we effected a one-for-ten reverse stock split of our outstanding common stock. As a result of the reverse stock split, every ten shares of our common stock were converted into one share of our common stock. Any fractional shares received as a result of the reverse stock split were redeemed for cash. The total cash payment in lieu of shares was $230. Immediately after the reverse stock split, we had 2,680,842 shares of our common stock outstanding. On September 24, 2014, the Company announced the approval of an open market share repurchase plan that allowed it to repurchase up to 200,000 shares of its common stock at prices below its NAV as reported in its then most recently published consolidated financial statements (the “Share Repurchase Plan”). On October 7, 2015, our board of directors extended the Share Repurchase Plan for another year and increased the number of shares the Company is permitted to repurchase at prices below its NAV, as reported in its then most recently published consolidated financial statements, to 400,000 shares of its common stock. On October 5, 2016, our board of directors extended the Share Repurchase Plan for another year to October 15, 2017 and increased the number of shares the Company is permitted to repurchase at prices below its NAV, as reported in its then most recently published consolidated financial statements, to 600,000 shares of its common stock. On October 10, 2017, January 8, 2019 and January 7, 2020, our board of directors extended the Share Repurchase Plan for another year to October 15, 2018, January 15, 2020 and January 15, 2021, respectively, each time leaving the number of shares unchanged at 600,000 shares of its common stock. On May 4, 2020, our board of directors increased the Share Repurchase Plan to 1.3 million shares of common stock. On January 5, 2021, our board of directors extended the Shares Repurchase Plan for another year to January 15, 2022, leaving the number of shares unchanged at 1.3 million shares of common stock. As of February 28, 2022, the Company purchased 508,435 shares of common stock, at the average price of $19.35 for approximately $9.8 million pursuant to the Share Repurchase Plan. During the three months ended February 28, 2022 the Company purchased 50,000 shares of common stock, at the average price $25.86 for approximately $1.3 million pursuant to the Share Repurchase Plan. During the year ended February 28, 2022, the Company purchased 99,623 shares of common stock, at the average price $25.55 for approximately $2.5 million pursuant to the Share Repurchase Plan. On March 16, 2017, we entered into an equity distribution agreement with Ladenburg Thalmann & Co. Inc., through which we may offer for sale, from time to time, up to $30.0 million of our common stock through an ATM offering. Subsequent to this, BB&T Capital Markets and B. Riley FBR, Inc. were also added to the agreement. On July 9, 2019, the amount of the common stock to be offered through this offering was increased to $70.0 million, and on October 8, 2019, the amount of the common stock to be offered was increased to $130.0 million. This agreement was terminated as of July 29, 2021. As of February 28, 2021, the Company sold 3,922,018 shares for gross proceeds of $97.1 million at an average price of $24.77 for aggregate net proceeds of $95.9 million (net of transaction costs). For the year ended February 28, 2021, there was no activity related to the ATM offerings. On July 30, 2021, we entered into an equity distribution agreement with Ladenburg Thalmann & Co. Inc. and Compass Point Research and Trading, LLC (collectively the “Agents”), through which we may offer for sale, from time to time, up to $150.0 million of our common stock through the Agents, or to them, as principal for their account. As of February 28, 2022, the Company sold 4,840,361 shares for gross proceeds of $123.9 million at an average price of $25.61 for aggregate net proceeds of $122.4 million (net of transaction costs). During the three months ended February 28, 2022, the Company sold 392,926 shares for gross proceeds of $11.5 million at an average price of $29.31 for aggregate net proceeds of $11.4 million (net of transaction cost). During the year ended February 28, 2022, the Company sold 918,343 shares for gross proceeds of $26.8 million at an average price of $29.22 for aggregate net proceeds of $26.6 million (net of transaction cost). F- 60 The Company adopted Rule 3-04/Rule 8-03(a)(5) under Regulation S-X (Note 2). Pursuant to the regulation, the Company has presented a reconciliation of the changes in each significant caption of stockholders’ equity as shown in the tables below: Total Common Stock Capital in Excess Distributable Earnings Shares Amount of Par Value (Loss) Net Assets Balance at February 29, 2020 11,217,545 $ 11,218 $ 289,476,991 $ 14,798,644 $ 304,286,853 Increase (Decrease) from Operations: Net investment income - - - 9,018,314 9,018,314 Net realized gain (loss) from investments - - - 8,480 8,480 Net change in unrealized appreciation (depreciation) on investments - - - (31,950,369 ) (31,950,369 ) Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - 267,740 267,740 Decrease from Shareholder Distributions: Distributions of investment income – net - - - - - Capital Share Transactions: Proceeds from issuance of common stock - - - - - Stock dividend distribution - - - - - Repurchases of common stock - - - - - Offering costs - - - - - Balance at May 31, 2020 11,217,545 $ 11,218 $ 289,476,991 $ (7,857,191 ) $ 281,631,018 Increase (Decrease) from Operations: Net investment income - - - 5,334,713 5,334,713 Net realized gain (loss) from investments - - - 11,929 11,929 Net change in unrealized appreciation (depreciation) on investments - - - 16,580,401 16,580,401 Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - (116,521 ) (116,521 ) Decrease from Shareholder Distributions: Distributions of investment income – net - - - (4,487,015 ) (4,487,015 ) Capital Share Transactions: Proceeds from issuance of common stock - - - - - Stock dividend distribution 47,098 46 774,944 - 774,990 Repurchases of common stock (90,321 ) (90 ) (1,550,327 ) - (1,550,417 ) Repurchase fees - - (1,740 ) - (1,740 ) Offering costs - - - - - Balance at August 31, 2020 11,174,322 $ 11,174 $ 288,699,868 $ 9,466,316 $ 298,177,358 F- 61 Total Common Stock Capital in Excess Distributable Earnings Shares Amount of Par Value (Loss) Net Assets Increase (Decrease) from Operations: Net investment income - - - 4,471,102 4,471,102 Net realized gain (loss) from investments - - - 1,798 1,798 Income tax (provision) benefit from realized gain on investments (3,895,354 ) (3,895,354 ) Net change in unrealized appreciation (depreciation) on investments - - - 5,998,830 5,998,830 Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - (210,057 ) (210,057 ) Decrease from Shareholder Distributions: Distributions of investment income – net - - - (4,581,469 ) (4,581,469 ) Capital Share Transactions: Proceeds from issuance of common stock - - - - - Stock dividend distribution 45,706 46 805,883 - 805,929 Repurchases of common stock (50,000 ) (50 ) (914,194 ) - (914,244 ) Repurchase fees - - (1,003 ) - (1,003 ) Offering costs - - - - - Balance at November 30, 2020 11,170,028 $ 11,170 $ 288,590,554 $ 11,251,166 $ 299,852,890 Increase (Decrease) from Operations: Net investment income - - - 4,288,996 4,288,996 Net realized gain (loss) from investments - - - (8,726,013 ) (8,726,013 ) Income tax (provision) benefit from realized gain on investments - - - - - Realized losses on extinguishment of debt (128,617 ) (128,617 ) Net change in unrealized appreciation (depreciation) on investments - - - 14,337,460 14,337,460 Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - (515,796 ) (515,796 ) Decrease from Shareholder Distributions: Distributions of investment income – net - - - (4,678,514 ) (4,678,514 ) Capital Share Transactions: Proceeds from issuance of common stock - - - - - Stock dividend distribution 41,388 41 900,124 - 900,165 Repurchases of common stock (50,000 ) (50 ) (1,143,748 ) - (1,143,798 ) Repurchase fees - - (1,003 ) - (1,003 ) Offering costs - - - - - Tax reclassification of stockholders’ equity in accordance with generally accepted accounting principles - - 16,529,030 (16,529,030 ) - Balance at February 28, 2021 11,161,416 $ 11,161 $ 304,874,957 $ (700,348 ) $ 304,185,770 Increase (Decrease) from Operations: Net investment income - - - 2,555,935 2,555,935 Net realized gain (loss) from investments - - - 1,910,141 1,910,141 Net change in unrealized appreciation (depreciation) on investments - - - 16,812,577 16,812,577 Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - (230,144 ) (230,144 ) Decrease from Shareholder Distributions: Distributions of investment income – net - - - (4,799,405 ) (4,799,405 ) Capital Share Transactions: Proceeds from issuance of common stock - - - - - Stock dividend distribution 38,580 39 914,063 - 914,102 Repurchases of common stock (40,000 ) (40 ) (1,003,380 ) - (1,003,420 ) Repurchase fees - - (800 ) - (800 ) Offering costs - - - - - Balance at May 31, 2021 11,159,995 $ 11,160 $ 304,784,840 $ 15,548,756 $ 320,344,756 F- 62 Total Common Stock Capital in Excess Distributable Earnings Shares Amount of Par Value (Loss) Net Assets Increase (Decrease) from Operations: Net investment income - - - 6,393,261 6,393,261 Net realized gain (loss) from investments - - - 1,501,597 1,501,597 Income tax (provision) benefit from realized gain on investments - - - (448,883 ) (448,883 ) Realized losses on extinguishment of debt (1,552,140 ) (1,552,140 ) Net change in unrealized appreciation (depreciation) on investments - - - 3,376,540 3,376,540 Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - (1,328,711 ) (1,328,711 ) Decrease from Shareholder Distributions: Distributions of investment income – net - - - (4,910,394 ) (4,910,394 ) Capital Share Transactions: Proceeds from issuance of common stock 5,441 6 157,034 - 157,040 Stock dividend distribution 33,099 33 828,479 - 828,512 Repurchases of common stock (9,623 ) (10 ) (248,713 ) - (248,723 ) Repurchase fees - - (192 ) - (192 ) Offering costs - - (817 ) - (817 ) Balance at August 31, 2021 11,188,912 $ 11,189 $ 305,520,631 $ 18,580,025 $ 324,111,845 Increase (Decrease) from Operations: Net investment income - - - 5,196,635 5,196,635 Net realized gain (loss) from investments - - - 9,916,925 9,916,925 Income tax (provision) benefit from realized gain on investments - - - (2,447,173 ) (2,447,173 ) Realized losses on extinguishment of debt (764,123 ) (764,123 ) Net change in unrealized appreciation (depreciation) on investments - - - (6,042,616 ) (6,042,616 ) Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments - - - 2,480,465 2,480,465 Decrease from Shareholder Distributions: Distributions of investment income – net - - - (5,889,329 ) (5,889,329 ) Capital Share Transactions: Proceeds from issuance of common stock 520,076 520 15,163,259 - 15,163,779 Stock dividend distribution 38,016 38 1,017,625 - 1,017,663 Repurchases of common stock - - - - - Repurchase fees - - - - Offering costs - - (142,326 ) - (142,326 ) Balance at November 30, 2021 11,747,004 $ 11,747 $ 321,559,189 $ 21,030,809 $ 342,601,745 Increase (Decrease) from Operations: Net investment income 5,796,910 5,796,910 Net realized gain (loss) from investments 69,664 69,664 Income tax (provision) benefit from realized gain on investments 9,612 9,612 Realized losses on extinguishment of debt (118,147 ) (118,147 ) Net change in unrealized appreciation (depreciation) on investments 2,873,561 2,873,561 Net change in provision for deferred taxes on unrealized (appreciation) depreciation on investments (226,702 ) (226,702 ) Decrease from Shareholder Distributions: Distributions of investment income – net (6,434,106 ) (6,434,106 ) Capital Share Transactions: Proceeds from issuance of common stock 392,826 392 11,513,992 11,514,383 Stock dividend distribution 41,520 42 1,114,886 1,114,929 Repurchases of common stock (50,000 ) (50 ) (1,292,843 ) (1,292,893 ) Repurchase fees (1,000 ) (1,000 ) Offering costs (127,433 ) (127,433 ) Tax reclassification of stockholders’ equity in accordance with generally accepted accounting principles (4,704,545 ) 4,704,545 Balance at February 28, 2022 12,131,350 $ 12,131 $ 328,062,246 $ 27,706,146 $ 355,780,523 F- 63 Note 12. Earnings Per Share In accordance with the provisions of FASB ASC Topic 260, “ Earnings per Share ” (“ASC 260”), basic earnings per share is computed by dividing earnings available to common shareholders by the weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis. The following information sets forth the computation of the weighted average basic and diluted net increase in net assets resulting from operations per share for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 (dollars in thousands except share and per share amounts): Basic and Diluted February 28, 2022 February 28, 2021 February 29, 2020 Net increase in net assets resulting from operations $ 45,735 $ 14,777 $ 55,739 Weighted average common shares outstanding 11,456,631 11,188,629 9,319,192 Weighted average earnings per common share $ 3.99 $ 1.32 $ 5.98 Note 13. Dividend On February 24, 2022, the Company declared a dividend of $0.53 per share payable on March 28, 2022, to common stockholders of record on March 14, 2022. Shareholders have the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $5.3 million in cash and 42,825 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $25.89 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on March 15, 16, 17, 18, 21, 22, 23, 24, 25 and 28, 2022. On November 30, 2021, the Company declared a dividend of $0.53 per share payable on January 19, 2022, to common stockholders of record on January 4, 2021. Shareholders have the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $5.3 million in cash and 41,520 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $26.85 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on January 5, 6, 7, 10, 11, 12, 13, 14, 18 and 19, 2022. On August 26, 2021, the Company declared a dividend of $0.52 per share payable on September 28, 2021, to common stockholders of record on September 14, 2021. Shareholders have the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $4.9 million in cash and 38,016 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $26.77 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on September 15, 16, 17, 20, 21, 22, 23, 24, 27 and 28, 2021. On May 27, 2021, the Company declared a dividend of $0.44 per share payable on June 29, 2021, to common stockholders of record on June 15, 2021. Shareholders have the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $4.1 million in cash and 33,100 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $25.03 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on June 16, 17, 18, 21, 22, 23, 24, 25, 28 and 29, 2021. On March 22, 2021, the Company declared a dividend of $0.43 per share payable on April 22, 2021, to common stockholders of record on April 8, 2021. Shareholders have the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $3.9 million in cash and 38,580 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $23.69 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on April 9,12, 13, 14, 15, 16, 19, 20, 21 and 22, 2021. F- 64 On January 5, 2021, our board of directors declared a dividend of $0.42 per share, which was paid on February 10, 2021, to common stockholders of record as of January 26, 2021. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the DRIP. Based on shareholder elections, the dividend consisted of approximately $3.8 million in cash and 41,388 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $21.75 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on January 28, 29 and February 1, 2, 3, 4, 5, 8, 9 and 10, 2021. On October 7, 2020, our board of directors declared a dividend of $0.41 per share, which was paid on November 10, 2020, to common stockholders of record as of October 26, 2020. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the DRIP. Based on shareholder elections, the dividend consisted of approximately $3.8 million in cash and 45,706 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $17.63 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on October 28, 29, 30 and November 2, 3, 4, 5, 6, 9, and 10, 2020. On July 7, 2020, our board of directors declared a dividend of $0.40 per share, which was paid on August 12, 2020, to common stockholders of record as of July 27, 2020. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the DRIP. Based on shareholder elections, the dividend consisted of approximately $3.7 million in cash and 47,098 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $16.45 per share, which equaled 95% of the volume weighted average trading price per share of the common stock on July 30, 31 and August 3, 4, 5, 6, 7, 10, 11 and 12, 2020. During the three months ended May 31, 2020, there were no dividends declared. On January 7, 2020, the Company declared a dividend of $0.56 per share, which was paid on February 6, 2020, to common stockholders of record on January 24, 2020. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $5.4 million in cash and 35,682 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $25.44 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on January 24, 27, 28, 29, 30, 31 and February 3, 4, 5 and 6, 2020 . On August 27, 2019, the Company declared a dividend of $0.56 per share, which was paid on September 26, 2019, to common stockholders of record on September 13, 2019. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $4.5 million in cash and 34,575 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $23.34 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on September 13, 16, 17, 18, 19, 20, 23, 24, 25 and 26, 2019. On May 28, 2019, the Company declared a dividend of $0.55 per share, which was paid on June 27, 2019, to common stockholders of record on June 13, 2019. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $3.6 million in cash and 31,545 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $22.65 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on June 14, 17, 18, 19, 20, 21, 24, 25, 26 and 27, 2019. F- 65 On February 26, 2019, our board of directors declared a dividend of $0.54 per share, which was paid on March 28, 2019, to common stockholders of record as of March 14, 2019. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $3.5 million in cash and 31,240 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $21.36 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on March 15, 18, 19, 20, 21, 22, 25, 26, 27 and 28, 2019. On November 27, 2018, the Company declared a dividend of $0.53 per share, which was paid on January 2, 2019, to common stockholders of record on December 17, 2018. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $3.4 million in cash and 30,797 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $18.88 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on December 18, 19, 20, 21, 24, 26, 27, 28, 31, 2018 and January 2, 2019. On August 28, 2018, the Company declared a dividend of $0.52 per share, which was paid on September 27, 2018, to common stockholders of record as of September 17, 2018. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $3.3 million in cash and 25,863 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $22.35 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on September 14, 17, 18, 19, 20, 21, 24, 25, 26 and 27, 2018. On May 30, 2018, the Company declared a dividend of $0.51 per share, which was paid on June 27, 2018, to common stockholders of record as of June 15, 2018. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $2.7 million in cash and 21,563 newly issued shares of common stock, or 0.3% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $23.72 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on June 14, 15, 18, 19, 20, 21, 22, 25, 26 and 27, 2018. On February 26, 2018, the Company declared a dividend of $0.50 per share, which was paid on March 26, 2018, to common stockholders of record as of March 14, 2018. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $2.6 million in cash and 25,355 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $19.91 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on March 13, 14, 15, 16, 19, 20, 21, 22, 23 and 26, 2018. On November 29, 2017, the Company declared a dividend of $0.49 per share, which was paid on December 27, 2017, to common stockholders of record on December 15, 2017. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant the Company’s DRIP. Based on shareholder elections, the dividend consisted of approximately $2.5 million in cash and 25,435 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $21.14 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on December 13, 14, 15, 18, 19, 20, 21, 22, 26 and 27, 2017. On August 28, 2017, the Company declared a dividend of $0.48 per share, which was paid on September 26, 2017, to common stockholders of record as of September 15, 2017. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $2.2 million in cash and 33,551 newly issued shares of common stock, or 0.6% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $20.19 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on September 13, 14, 15, 18, 19, 20, 21, 22, 25 and 26, 2017. F- 66 On May 30, 2017, the Company declared a dividend of $0.47 per share, which was paid on June 27, 2017, to common stockholders of record as of June 15, 2017. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $2.3 million in cash and 26,222 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $20.04 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on June 14, 15, 16, 19, 20, 21, 22, 23, 26 and 27, 2017. On February 28, 2017, the Company declared a dividend of $0.46 per share, which was paid on March 28, 2017, to common stockholders of record as of March 15, 2017. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $2.0 million in cash and 29,096 newly issued shares of common stock, or 0.5% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $21.38 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on March 15, 16, 17, 20, 21, 22, 23, 24, 27 and 28, 2017. On January 12, 2017, the Company declared a dividend of $0.45 per share, which was paid on February 9, 2017, to common stockholders of record as of January 31, 2017. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $1.6 million in cash and 50,453 newly issued shares of common stock, or 0.9% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $20.25 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on January 27, 30, 31 and February 1, 2, 3, 6, 7, 8 and 9, 2017. On October 5, 2016, the Company declared a dividend of $0.44 per share, which was paid on November 9, 2016, to common stockholders of record as of October 31, 2016. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $1.5 million in cash and 58,548 newly issued shares of common stock, or 1.0% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $17.12 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on October 27, 28, 31 and November 1, 2, 3, 4, 7, 8 and 9, 2016. On August 8, 2016, the Company declared a special dividend of $0.20 per share, which was paid on September 5, 2016, to common stockholders of record as of August 24, 2016. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $0.7 million in cash and 24,786 newly issued shares of common stock, or 0.4% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $17.06 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on August 22, 23, 24, 25, 26, 29, 30, 31 and September 1 and 2, 2016. On July 7, 2016, the Company declared a dividend of $0.43 per share, which was paid on August 9, 2016, to common stockholders of record as of July 29, 2016. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $1.5 million in cash and 58,167 newly issued shares of common stock, or 1.0% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $16.32 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on July 27, 28, 29 and August 1, 2, 3, 4, 5, 8 and 9, 2016. On March 31, 2016, the Company declared a dividend of $0.41 per share, which was paid on April 27, 2016, to common stockholders of record as of April 15, 2016. Shareholders had the option to receive payment of the dividend in cash, or receive shares of common stock, pursuant to our DRIP. Based on shareholder elections, the dividend consisted of approximately $1.5 million in cash and 56,728 newly issued shares of common stock, or 1.0% of our outstanding common stock prior to the dividend payment. The number of shares of common stock comprising the stock portion was calculated based on a price of $15.43 per share, which equaled 95.0% of the volume weighted average trading price per share of the common stock on April 14, 15, 18, 19, 20, 21, 22, 25, 26 and 27, 2016. F- 67 The following tables summarize dividends declared for the years ended February 28, 2022, February 28, 2021, February 29, 2020, February 28, 2019 and February 28, 2018 (dollars in thousands except for share amounts): Date Declared Record Date Payment Date Amount per Share Total Amount* February 24, 2022 March 14, 2022 March 28, 2022 0.53 6,434 August 26, 2021 September 14, 2021 September 28, 2021 0.52 5,889 May 27, 2021 June 15, 2021 June 29, 2021 0.44 4,910 March 22, 2021 April 8, 2021 April 22, 2021 0.43 4,799 Total dividends declared $ 1.92 $ 22,032 Date Declared Record Date Payment Date Amount per Share Total Amount* January 5, 2021 January 26, 2021 February 10, 2021 0.42 4,679 October 7, 2020 October 26, 2020 November 10, 2020 0.41 4,581 July 7, 2020 July 27, 2020 August 12, 2020 0.40 4,487 Total dividends declared $ 1.23 $ 13,747 Date Declared Record Date Payment Date Amount per Share Total Amount* January 7, 2020 January 24, 2020 February 6, 2020 $ 0.56 $ 6,262 August 27, 2019 September 13, 2019 September 26, 2019 0.56 5,323 May 28, 2019 June 13, 2019 June 27, 2019 0.55 4,336 February 26, 2019 March 14, 2019 March 28, 2019 0.54 4,176 Total dividends declared $ 2.21 $ 20,097 Date Declared Record Date Payment Date Amount per Share Total Amount* November 27, 2018 December 17, 2018 January 2, 2019 $ 0.53 $ 3,980 August 28, 2018 September 17, 2018 September 27, 2018 0.52 3,876 May 30, 2018 June 15, 2018 June 27, 2018 0.51 3,204 February 26, 2018 March 14, 2018 March 26, 2018 0.50 3,129 Total dividends declared $ 2.06 $ 14,189 Date Declared Record Date Payment Date Amount per Share Total Amount* November 29, 2017 December 15, 2017 December 27, 2017 $ 0.49 $ 3,052 August 28, 2017 September 15, 2017 September 26, 2017 0.48 2,866 May 30, 2017 June 15, 2017 June 27, 2017 0.47 2,792 February 28, 2017 March 15, 2017 March 28, 2017 0.46 2,666 Total dividends declared $ 1.90 $ 11,376 *Total amount is calculated based on the number of shares outstanding at the date of record. F- 68 Note 14. Financial Highlights The following is a schedule of financial highlights as of and for the years ended February 28, 2022, February 28, 2021, February 29, 2020, February 28, 2019 and February 28, 2018: Per share data February 28, 2022 February 28, 2021 February 29, 2020 February 28, 2019 February 28, 2018 Net asset value at beginning of period $ 27.25 $ 27.13 $ 23.62 $ 22.96 $ 21.97 Adoption of ASC 606 - - (0.01 ) - Net asset value at beginning of period, as adjusted 27.25 27.13 23.62 22.95 21.97 Net investment income (1) 1.74 2.07 1.59 2.60 2.11 Net realized and unrealized gains (losses) on investments (1) 2.46 (0.74 ) 4.56 0.03 0.82 Realized losses on extinguishment of debt* (0.21 ) (0.01 ) (0.17 ) - - Net increase in net assets resulting from operations 3.99 1.32 5.98 2.63 2.93 Distributions declared from net investment income (1.93 ) (1.23 ) (2.21 ) (2.06 ) (1.90 ) Total distributions to stockholders (1.93 ) (1.23 ) (2.21 ) (2.06 ) (1.90 ) Issuance of common stock above net asset value (2) - - - 0.15 - Repurchases of common stock (3) 0.01 0.13 - - - Dilution (4) - (0.10 ) (0.26 ) (0.05 ) (0.04 ) Net asset value at end of period $ 29.33 $ 27.25 $ 27.13 $ 23.62 $ 22.96 Net assets at end of period $ 355,780,523 $ 304,185,770 $ 304,286,853 $ 180,875,187 $ 143,691,367 Shares outstanding at end of period 12,131,350 11,161,416 11,217,545 7,657,156 6,257,029 Per share market value at end of period $ 27.47 $ 23.08 $ 22.91 $ 23.04 $ 21.86 Total return based on market value (5) 28.19 % 7.63 % 9.28 % 16.11 % 5.28 % Total return based on net asset value (6) 15.88 % 7.31 % 26.22 % 13.33 % 14.45 % Ratio/Supplemental data: Ratio of net investment income to average net assets (7)* 6.05 % 7.77 % 6.31 % 11.22 % 9.37 % Ratio of loss on extinguishment of debt to average net assets (7) 0.74 % 0.04 % 0.67 % - - Expenses: Ratio of operating expenses to average net assets (7) 5.81 % 5.39 % 6.25 % 6.98 % 7.81 % Ratio of incentive management fees to average net assets (7) 3.58 % 1.65 % 6.01 % 3.00 % 3.19 % Ratio of interest and debt financing expenses to average net assets (7) 6.03 % 4.56 % 6.23 % 8.05 % 8.05 % Ratio of total expenses to average net assets (7)* 15.42 % 11.60 % 18.49 % 18.03 % 19.05 % Portfolio turnover rate (8) 33.59 % 25.26 % 36.82 % 35.26 % 19.73 % Asset coverage ratio per unit (9) 2,092 3,471 6,071 2,345 2,930 Average market value per unit Revolving Credit Facility (10) N/A N/A N/A N/A N/A SBA Debentures Payable (10) N/A N/A N/A N/A N/A 7.50% Notes Payable 2020 N/A N/A N/A N/A N/A 6.75% Notes Payable 2023 (11) N/A N/A N/A $ 25.74 $ 26.05 6.25% Notes Payable 2025 (12) N/A $ 24.24 $ 25.75 $ 24.97 N/A 7.25% Notes Payable 2025 $ 26.18 $ 25.77 N/A N/A N/A 7.75% Notes Payable 2025 (10) N/A N/A N/A N/A N/A 4.275% Notes Payable (10) N/A N/A N/A N/A N/A 4.35% Notes Payable (10) N/A N/A N/A N/A N/A 6.25% Notes Payable 2027 (10) N/A N/A N/A N/A N/A * Certain prior period amounts have been reclassified to conform to current period presentation. (1) Per share amounts are calculated using the weighted average shares outstanding during the period. (2) The continuous issuance of common stock may cause an incremental increase in net asset value per share due to the sale of shares at the then prevailing public offering price and the receipt of net proceeds per share by the Company in excess of net asset value per share on each subscription closing date. The per share data was derived by computing (i) the sum of (A) the number of shares issued in connection with subscriptions and/or distribution reinvestment on each share transaction date multiplied by (B) the differences between the net proceeds per share and the net asset value per share on each share transaction date, divided by (ii) the total shares outstanding during the period. (3) Represents the anti-dilutive impact on the net asset value per share (“NAV”) of the Company due to the repurchase of common shares. See Note 11, Stockholders’ Equity. See Note 13, Dividend. (4) Represents the dilutive effect of issuing common stock below net asset value per share during the period in connection with the satisfaction of the Company’s annual RIC distribution requirement and may include the impact of the different share amounts used for different items (weighted average basic common shares outstanding for the corresponding year and actual common shares outstanding at the end of the year) in the per common share data calculation and rounding impacts. See Note 12, Dividend. (5) Total investment return is calculated assuming a purchase of common shares at the current market value on the first day and a sale at the current market value on the last day of the periods reported. Dividends and distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Company’s DRIP. Total investment return does not reflect brokerage commissions. F- 69 (6) Total investment return is calculated assuming a purchase of common shares at the current net asset value on the first day and a sale at the current net asset value on the last day of the periods reported. Dividends and distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Company’s DRIP. Total investment return does not reflect brokerage commissions. (7) Ratios are not annualized. (8) Portfolio turnover rate is calculated using the lesser of year-to-date sales or year-to-date purchases over the average of the invested assets at fair value. (9) Asset coverage ratio per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage ratio per unit is expressed in terms of dollar amounts per $1,000 of indebtedness. Asset coverage ratio per unit does not include unfunded commitments. The inclusion of unfunded commitments in the calculation of the asset coverage ratio per unit would not cause us to be below the required amount of regulatory coverage. (10) The Revolving Credit Facility, SBA Debentures, 7.75% Notes Payable 2025 and 6.25% Notes Payable 2027 are not registered for public trading. (11) On December 21, 2019 and February 7, 2020, the Company redeemed $50.0 million and $24.5 million, respectively, in aggregate principal amount of the $74.5 million in aggregate principal amount of issued and outstanding 2023 Notes and are no longer listed on the NYSE. (12) On August 31, 2021, the Company redeemed $60.0 million in aggregate principal amount of the issued and outstanding 6.25% 2025 Notes and, as a result of the full redemption, the 6.25% 2025 Notes are no longer listed on the NYSE. Note 15. Selected Quarterly Data (Unaudited) 2022 ($ in thousands, except per share numbers) Qtr 4 Qtr 3 Qtr 2 Qtr 1 Total investment income $ 18,980 $ 16,502 $ 18,442 $ 16,816 Net investment income 5,796 5,197 6,393 2,556 Net realized and unrealized gain (loss) 2,725 3,908 3,101 18,493 Realized losses on extinguishment of debt* (2,434 ) (118 ) (1,552 ) - Net increase in net assets resulting from operations 8,404 8,340 7,942 21,049 Net investment income per common share $ 0.48 $ 0.45 $ 0.57 $ 0.23 Net realized and unrealized gain (loss) per common share $ 0.23 $ 0.34 $ 0.29 $ 1.66 Dividends declared per common share $ 0.53 $ 0.52 $ 0.44 $ 0.43 Net asset value per common share $ 29.33 $ 29.17 $ 28.97 $ 28.70 2021 ($ in thousands, except per share numbers) Qtr 4 Qtr 3 Qtr 2 Qtr 1 Total investment income $ 16,214 $ 14,283 $ 13,856 $ 13,297 Net investment income 4,289 4,471 5,335 9,018 Net realized and unrealized gain (loss) 5,096 1,895 16,476 (31,674 ) Realized losses on extinguishment of debt* (129 ) - - - Net increase in net assets resulting from operations 9,256 6,366 21,811 (22,656 ) Net investment income per common share $ 0.38 $ 0.40 $ 0.48 $ 0.80 Net realized and unrealized gain (loss) per common share $ 0.46 $ 0.17 $ 1.48 $ (2.82 ) Dividends declared per common share $ 0.42 $ 0.41 $ 0.40 $ - Net asset value per common share $ 27.25 $ 26.84 $ 26.68 $ 25.11 2020 ($ in thousands, except per share numbers) Qtr 4 Qtr 3 Qtr 2 Qtr 1 Total investment income $ 17,613 $ 14,196 $ 13,888 $ 12,751 Net investment income 1,649 4,575 4,956 3,681 Net realized and unrealized gain (loss) 26,727 9,142 2,624 3,968 Realized losses on extinguishment of debt* (1,583 ) - - - Net increase in net assets resulting from operations 26,793 13,717 7,580 7,649 Net investment income per common share $ 0.15 $ 0.46 $ 0.59 $ 0.48 Net realized and unrealized gain (loss) per common share $ 2.39 $ 0.91 $ 0.31 $ 0.51 Dividends declared per common share $ 0.56 $ 0.56 $ 0.55 $ 0.54 Net asset value per common share $ 27.13 $ 25.30 $ 24.47 $ 24.06 * Certain prior period amounts have been reclassified to conform to current period presentation. F- 70 Note 16. Subsequent Events The Company has evaluated subsequent events through the filing of this Form 10-K and determined that there have been no events that have occurred that would require adjustments to the Company’s consolidated financial statements and disclosures in the consolidated financial statements except for the following: Subsequent to February 28, 2022, the global outbreak of the coronavirus pandemic has adversely affected some of the Company’s investments and continues to have adverse consequences on the U.S. and global economies. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual portfolio companies, remains uncertain. At the time of this filing, there is no indication of a reportable subsequent event impacting the Company’s financial statements for the year ended February 28, 2022. The Company cannot predict the extent to which its financial condition and results of operations will be adversely affected at this time. The potential impact to our results will depend to a large extent on future developments and new information that may emerge regarding the duration and severity of COVID-19. The Company continues to observe and respond to the evolving COVID-19 environment and its potential impact on areas across its business. On April 27, 2022, the Company issued $87.5 million in aggregate principal amount of 6.00% fixed-rate notes due 2027 (the “6.00% 2027 Notes”) for net proceeds of $84.5 million after deducting underwriting commissions of $2.7 million and offering costs of approximately $0.3 million. The issuance included the underwriters’ option to purchase an additional $12.5 million aggregate principal amount of 6.00% 2027 Notes within 30 days. The 6.00% 2027 Notes will be listed on the NYSE under the trading symbol “SAT” with a par value of $25.00 per share. Interest on the 6.00% 2027 Notes is paid quarterly in arrears on February 28, May 31, August 31 and November 30, at a rate of 6.00% per year, beginning August 31, 2022. The 6.00% 2027 Notes mature on April 30, 2027 and commencing April 27, 2024, may be redeemed in whole or in part at any time or from time to time at our option. The net proceeds from the offering were used for general corporate purposes in accordance with our investment objective and strategies. The Company may use the net proceeds from this offering to redeem all of the outstanding 7.25% fixed-rate notes due 2025, which are callable by the Company commencing June 24, 2022. F- 71 INDEX TO OTHER FINANCIAL STATEMENTS Saratoga Investment Corp. CLO 2013-1, Ltd. PAGE Independent Auditor’s Report S-2 Statements of Assets and Liabilities as of February 28, 2022 and February 28, 2021 S-3 Statements of Operations for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 S-4 Schedules of Investments as of February 28, 2022 and February 28, 2021 S-7 Statements of Changes in Net Assets for the years ended February 28, 2022, February 28, 2021 and February 29, 2020 S-5 Statements of Cash Flows for the years ended February 28, 2021, February 29, 2020 and February 28, 2019 S-6 Notes to Financial Statements S-38 IMPORTANT NOTE In accordance with certain SEC rules, Saratoga Investment Corp. (the “Company”) is providing additional information regarding one of its portfolio companies, Saratoga Investment Corp. CLO 2013-1, Ltd. (“Saratoga CLO”). The Company owns 100% of the subordinated notes of the Saratoga CLO. The additional financial information regarding the Saratoga CLO does not directly impact the Company’s financial position, results of operations or cash flows. S- 1 Independent Auditor’s Report To the Board of Directors Saratoga Investment Corp. CLO 2013-1, Ltd. Opinion We have audited the financial statements of Saratoga Investment Corp. CLO 2013-1, Ltd. (the “Fund”), which comprise the statements of assets and liabilities, including the schedules of investments, as of February 28, 2022 and 2021, and the related statements of operations, changes in net assets, and cash flows for the years then ended, and the related notes to the financial statements. In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of Saratoga Investment Corp. CLO 2013-1, Ltd. as of February 28, 2022 and 2021, and the results of its operations, changes in its net assets, and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Basis for Opinion We conducted our audits in accordance with auditing standards generally accepted in the United States of America (“GAAS”). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Fund and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Other Matter - 2020 Financial Statements Audited by Another Auditor The financial statements of the Fund for the year ended February 29, 2020, were audited by another auditor who expressed an unmodified opinion on those statements dated May 6, 2020. Responsibilities of Management for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Fund’s ability to continue as a going concern for one year after the date that the financial statements are available to be issued. Auditor’s Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements. In performing an audit in accordance with GAAS, we: ● Exercise professional judgment and maintain professional skepticism throughout the audit. ● Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. ● Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control. Accordingly, no such opinion is expressed. ● Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements. ● Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Fund’s ability to continue as a going concern for a reasonable period of time. We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit. /s/ CohnReznick LLP Chicago, Illinois May 4, 2022 S- 2 Saratoga Investment Corp. CLO 2013-1, Ltd. Statements of Assets and Liabilities February 28, 2022 February 28, 2021 ASSETS Investments at fair value Loans at fair value (amortized cost of $653,022,265 and $594,722,350, respectively) $ 638,929,660 $ 591,518,866 Equities at fair value (amortized cost of $0 and $527,124, respectively) 33,690 501,175 Total investments at fair value (amortized cost of $653,022,265 and $595,249,474, respectively) 638,963,350 592,020,041 Cash and cash equivalents 6,171,793 114,145,406 Receivable from open trades 9,152,660 1,901,754 Interest receivable (net of reserve of $0 and $35,000, respectively) 2,062,856 1,497,333 Prepaid expenses and other assets 100,067 118,868 Total assets $ 656,450,726 $ 709,683,402 LIABILITIES Interest payable $ 1,659,776 $ 124,233 Payable from open trades 18,794,627 66,298,568 Accrued base management fee 72,510 6,930 Accrued subordinated management fee 290,040 27,715 Accounts payable and accrued expenses 58,716 809,760 Due to Affiliate - 2,600,000 Saratoga Investment Corp. CLO 2013-1, Ltd. Notes: Class A-1-R-3 Senior Secured Floating Rate Notes 357,500,000 357,500,000 Class A-2-R-3 Senior Secured Floating Rate Notes 65,000,000 65,000,000 Class B-FL-R-3 Senior Secured Floating Rate Notes 60,500,000 60,500,000 Class B-FXD-R-3 Senior Secured Fixed Rate Notes 11,000,000 11,000,000 Class C-FL-R-3 Deferrable Mezzanine Floating Rate Notes 26,000,000 26,000,000 Class C-FXD-R-3 Deferrable Mezzanine Fixed Rate Notes 6,500,000 6,500,000 Class D-R-3 Deferrable Mezzanine Floating Rate Notes 39,000,000 39,000,000 Discount on Class D-R-3 Notes (268,301 ) (292,368 ) Class E-R-3 Deferrable Mezzanine Floating Rate Notes 27,625,000 27,625,000 Discount on Class E-R-3 Notes (2,787,348 ) (3,037,380 ) Class F-1-R-3 Notes Deferrable Junior Floating Rate Notes 8,500,000 17,875,000 Class F-2-R-3 Notes Deferrable Junior Floating Rate Notes 9,375,000 - Deferred debt financing costs (2,086,928 ) (2,276,780 ) Subordinated Notes 111,000,000 111,000,000 Discount on Subordinated Notes (44,084,883 ) (48,039,412 ) Total liabilities $ 693,648,209 $ 738,221,266 NET ASSETS Ordinary equity, par value $1.00, 250 ordinary shares authorized, 250 and 250 common shares issued and outstanding, respectively $ 250 $ 250 Total distributable earnings (loss) (37,197,733 ) (28,538,114 ) Total net assets (37,197,483 ) (28,537,864 ) Total liabilities and net assets $ 656,450,726 $ 709,683,402 See accompanying notes to financial statements. S- 3 Saratoga Investment Corp. CLO 2013-1, Ltd. Statements of Operations For the year ended February 28, 2022 February 28, 2021 February 29, 2020 INVESTMENT INCOME Total interest from investments 30,767,008 27,100,908 32,413,402 Interest from cash and cash equivalents 691 3,835 98,964 Other income 710,708 729,235 416,089 Total investment income 31,478,407 27,833,978 32,928,455 EXPENSES Interest and debt financing expenses 24,220,477 25,903,182 28,511,147 Base management fee 652,517 501,526 500,761 Subordinated management fee 2,610,073 2,006,101 2,003,043 Professional fees 255,521 454,136 322,170 Trustee expenses 262,632 213,212 194,169 Other expense 243,511 55,702 71,096 Total expenses 28,244,731 29,133,859 31,602,386 NET INVESTMENT INCOME (LOSS) 3,233,676 (1,299,881 ) 1,326,069 REALIZED AND UNREALIZED LOSS ON INVESTMENTS Net realized loss from investments (1,063,813 ) (10,922,627 ) (4,795,185 ) Net change in unrealized appreciation (depreciation) on investments (10,829,482 ) 21,775,577 (13,733,384 ) Net realized and unrealized gain (loss) on investments (11,893,295 ) 10,852,950 (18,528,569 ) Realized losses on extinguishment of debt - (2,988,764 ) - NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ (8,659,619 ) $ 6,564,305 $ (17,202,500 ) See accompanying notes to financial statements. S- 4 Saratoga Investment Corp. CLO 2013-1, Ltd. Statements of Changes in Net Assets For the year ended February 28, 2022 February 28, 2021 February 29, 2020 INCREASE (DECREASE) FROM OPERATIONS: Net investment income (loss) $ 3,233,676 $ (1,299,881 ) $ 1,326,069 Net realized gain (loss) from investments (1,063,813 ) (10,922,627 ) (4,795,185 ) Realized losses on extinguishment of debt - (2,988,764 ) - Net change in unrealized appreciation (depreciation) on investments (10,829,482 ) 21,775,577 (13,733,384 ) Net increase (decrease) in net assets resulting from operations (8,659,619 ) 6,564,305 (17,202,500 ) Total increase (decrease) in net assets (8,659,619 ) 6,564,305 (17,202,500 ) Net assets at beginning of period (28,537,864 ) (35,102,169 ) (17,899,669 ) Net assets at end of period $ (37,197,483 ) $ (28,537,864 ) $ (35,102,169 ) See accompanying notes to financial statements. S- 5 Saratoga Investment Corp. CLO 2013-1, Ltd. Statements of Cash Flows For the year ended February 28, 2022 February 28, 2021 February 29, 2020 Operating activities NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ (8,659,619 ) $ 6,564,305 $ (17,202,500 ) ADJUSTMENTS TO RECONCILE NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS TO NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES: Payment-in-kind and other adjustments to cost (609,083 ) 261,032 386,212 Net accretion of discount on investments (3,151,234 ) (2,346,642 ) (1,623,059 ) Amortization of discount and deferred debt financing costs 4,418,481 3,211,790 2,751,310 Realized Loss on extinguishment of debt - 2,988,764 - Net realized (gain) loss from investments 1,063,813 10,922,627 4,795,185 Net change in unrealized (appreciation) depreciation on investments 10,829,482 (21,775,577 ) 13,733,384 Proceeds from sales and repayments of investments 247,233,353 142,702,281 210,110,101 Purchases of investments (302,309,641 ) (220,783,828 ) (229,996,697 ) (Increase) decrease in operating assets: Interest receivable (565,523 ) (202,810 ) 809,972 Receivable from open trades (7,250,906 ) 8,517,946 (2,564,391 ) Other assets 18,801 (34,342 ) (84,526 ) Increase (decrease) in operating liabilities: Interest and debt fees payable 1,535,543 (1,965,955 ) (2,873,284 ) Payable for open trades (47,503,941 ) 29,625,097 10,441,224 Accrued base management fee 65,580 (47,511 ) (53,978 ) Accrued subordinated management fee 262,325 (190,051 ) (215,909 ) Accounts payable and accrued expenses (751,044 ) 727,938 (1,139,288 ) Directors fees payable - - - Due to affiliate (2,600,000 ) 2,600,000 (1,673,747 ) NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (107,973,613 ) (39,224,936 ) (14,399,991 ) Financing activities Borrowings on debt - 627,359,912 5,100,000 Paydowns on debt - (475,100,000 ) - Deferred debt financing costs paid - (7,970,611 ) (114,621 ) NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES - 144,289,301 4,985,379 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (107,973,613 ) 105,064,365 (9,414,612 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 114,145,406 9,081,041 18,495,653 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6,171,793 $ 114,145,406 $ 9,081,041 Supplemental Information: Interest paid during the period $ 18,266,452 $ 24,657,347 $ 28,633,121 See accompanying notes to financial statements. S- 6 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Fusion Connect Warrant Telecommunications Warrants Equity - - - - - 32,832 - - J Jill Common Stock Retail Common stock Equity - - - - - 2,107 - 33,691 19TH HOLDINGS GOLF, LLC Consumer goods: Durable Term Loan Loan 3M USD SOFR+ 3.25 % 0.50 % 3.75 % 2/7/2029 500,000 497,530 493,750 ADMI Corp. Healthcare & Pharmaceuticals Term Loan B Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.96 % 4/30/2025 1,930,276 1,925,558 1,892,886 Adtalem Global Education Inc. Services: Business Term Loan B (02/21) Loan 1M USD LIBOR+ 4.50 % 0.75 % 5.25 % 8/11/2028 2,000,000 1,981,559 1,977,920 Aegis Sciences Corporation Healthcare & Pharmaceuticals Term Loan Loan 3M USD LIBOR+ 5.50 % 1.00 % 6.50 % 5/9/2025 2,737,038 2,723,587 2,686,403 Agiliti Health Inc. Healthcare & Pharmaceuticals Term Loan (1/19) Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.88 % 1/4/2026 1,483,686 1,476,852 1,470,704 Agiliti Health Inc. Healthcare & Pharmaceuticals Term Loan (09/20) Loan 1M USD LIBOR+ 2.75 % 0.75 % 3.50 % 1/4/2026 285,714 283,586 283,571 AHEAD DB Holdings, LLC Services: Business Term Loan (04/21) Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 10/18/2027 2,985,000 2,885,411 2,962,135 AI Convoy (Luxembourg) S.a.r.l. Aerospace & Defense Term Loan B (USD) Loan 6M USD LIBOR+ 3.50 % 1.00 % 4.50 % 1/18/2027 1,469,671 1,464,591 1,460,485 AIS HoldCo, LLC Services: Business Term Loan Loan 3M USD LIBOR+ 5.00 % 0.00 % 5.30 % 8/15/2025 4,789,642 4,670,148 4,705,823 Alchemy Copyrights, LLC Media: Diversified & Production Term Loan B Loan 1M USD LIBOR+ 3.00 % 0.50 % 3.50 % 3/10/2028 493,763 490,886 489,442 Alchemy US Holdco 1, LLC Metals & Mining Term Loan Loan 1M USD LIBOR+ 5.50 % 0.00 % 5.60 % 10/10/2025 1,654,803 1,640,863 1,644,874 AlixPartners, LLP Banking, Finance, Insurance & Real Estate Term Loan B (01/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 2/4/2028 248,125 247,608 245,217 Alkermes, Inc. Healthcare & Pharmaceuticals Term Loan B (3/21) Loan 3M USD LIBOR+ 2.50 % 0.50 % 3.00 % 3/12/2026 2,147,859 2,130,749 2,110,271 Allen Media, LLC Media: Diversified & Production Term Loan (7/21) Loan 3M USD LIBOR+ 5.50 % 0.00 % 5.72 % 2/10/2027 4,439,454 4,407,744 4,412,639 Alliant Holdings I, Inc. Banking, Finance, Insurance & Real Estate Term Loan B4 Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 11/5/2027 997,500 996,393 987,944 Allied Universal Holdco LLC Services: Business Term Loan 4/21 Loan 3M USD LIBOR+ 3.75 % 0.50 % 4.25 % 5/12/2028 1,995,000 1,985,516 1,966,412 Altisource Solutions S.a r.l. Banking, Finance, Insurance & Real Estate Term Loan B (03/18) Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 4/3/2024 1,223,297 1,220,031 1,102,497 Altium Packaging LLC Containers, Packaging & Glass Term Loan (01/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 1/29/2028 496,250 494,097 485,084 American Greetings Corporation Media: Advertising, Printing & Publishing Term Loan Loan 1M USD LIBOR+ 4.50 % 1.00 % 5.50 % 4/6/2024 3,012,861 3,011,323 3,011,355 American Trailer World Corp Automotive Term Loan Loan 1M USD LIBOR+ 3.75 % 0.75 % 4.50 % 3/3/2028 1,990,000 1,984,442 1,954,558 AmeriLife Holdings LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.11 % 3/18/2027 1,976,415 1,967,087 1,956,651 S- 7 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value AmWINS Group, LLC Banking, Finance, Insurance & Real Estate Term Loan 2/21 Loan 1M USD LIBOR+ 2.25 % 0.75 % 3.00 % 2/17/2028 1,980,006 1,957,163 1,946,900 Anastasia Parent LLC Consumer goods: Non-durable Term Loan Loan 3M USD LIBOR+ 3.75 % 0.00 % 3.97 % 8/11/2025 967,500 964,919 832,253 Anchor Glass Container Corporation Containers, Packaging & Glass Term Loan (07/17) Loan 3M USD LIBOR+ 2.75 % 1.00 % 3.75 % 12/7/2023 475,113 474,420 406,882 Anchor Packaging, LLC Containers, Packaging & Glass Term Loan B Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.21 % 7/18/2026 987,342 979,469 972,532 ANI Pharmaceuticals, Inc. Healthcare & Pharmaceuticals Term Loan B Loan 1M USD LIBOR+ 6.00 % 0.75 % 6.75 % 11/19/2027 3,000,000 2,943,100 3,000,000 AP Core Holdings II LLC High Tech Industries Term Loan B1 Loan 1M USD LIBOR+ 5.50 % 0.75 % 6.25 % 9/1/2027 1,975,000 1,947,406 1,965,125 AP Core Holdings II LLC High Tech Industries Term Loan B2 Loan 1M USD LIBOR+ 5.50 % 0.75 % 6.25 % 9/1/2027 500,000 493,024 498,125 APi Group DE, Inc. (J2 Acquisition) Services: Business Term Loan B Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 10/1/2026 1,950,000 1,942,029 1,927,575 APLP Holdings Limited Partnership Energy: Electricity Term Loan B (3/21) Loan 1M USD LIBOR+ 3.75 % 1.00 % 4.75 % 5/14/2027 828,378 821,051 826,655 Apollo Commercial Real Estate Finance, Inc. Banking, Finance, Insurance & Real Estate Term Loan B Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.86 % 5/15/2026 2,969,543 2,937,176 2,887,881 Apollo Commercial Real Estate Finance, Inc. Banking, Finance, Insurance & Real Estate Term Loan B1 (2/21) Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 3/6/2028 992,500 983,643 982,575 AppLovin Corporation High Tech Industries Term Loan B Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 8/15/2025 989,796 989,796 982,066 AppLovin Corporation High Tech Industries Term Loan (10/21) Loan 1M USD LIBOR+ 3.00 % 0.50 % 3.50 % 10/21/2028 1,496,250 1,492,669 1,481,288 Aramark Corporation Services: Consumer Term Loan Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 1/15/2027 2,331,250 2,268,549 2,279,776 Aramark Corporation Services: Consumer Term Loan B (4/21) Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 4/1/2028 1,753,715 1,746,008 1,743,491 ARC FALCON I INC. Chemicals, Plastics, & Rubber Term Loan Loan 1M USD LIBOR+ 3.75 % 0.50 % 4.25 % 9/23/2028 872,611 868,610 855,526 ARC FALCON I INC. (a) Chemicals, Plastics, & Rubber Delayed Draw Term Loan Loan N/A N/A N/A N/A 9/22/2028 - (601 ) (2,494 ) Arches Buyer Inc. Services: Consumer Term Loan B Loan 1M USD LIBOR+ 3.25 % 0.50 % 3.75 % 12/6/2027 1,500,000 1,490,625 1,473,570 S- 8 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Arctic Glacier U.S.A., Inc. Beverage, Food & Tobacco Term Loan (3/18) Loan 3M USD LIBOR+ 3.50 % 1.00 % 4.50 % 3/20/2024 3,350,967 3,341,474 3,103,833 Aretec Group, Inc. Banking, Finance, Insurance & Real Estate Term Loan (10/18) Loan 1M USD LIBOR+ 4.25 % 0.00 % 4.46 % 10/1/2025 2,436,164 2,430,830 2,425,518 ASP BLADE HOLDINGS, INC. Capital Equipment Term Loan Loan 1M USD LIBOR+ 4.00 % 0.50 % 4.50 % 10/7/2028 100,000 99,530 99,542 Asplundh Tree Expert, LLC Services: Business Term Loan 2/21 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 9/7/2027 987,500 983,579 973,458 AssuredPartners Capital, Inc. Banking, Finance, Insurance & Real Estate Term Loan B (2/20) Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.71 % 2/12/2027 1,000,000 996,250 984,580 Assuredpartners Inc. Banking, Finance, Insurance & Real Estate Incremental Term Loan (7/21) Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 2/12/2027 995,006 995,006 978,837 Assuredpartners Inc. Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD SOFR+ 3.50 % 0.50 % 4.00 % 2/12/2027 500,000 498,811 491,875 ASTRO ONE ACQUISITION CORPORATION Consumer goods: Durable Term Loan Loan 1M USD LIBOR+ 5.50 % 0.75 % 6.25 % 9/15/2028 3,000,000 2,971,643 2,968,140 Asurion, LLC Banking, Finance, Insurance & Real Estate Term Loan B6 Loan 1M USD LIBOR+ 3.13 % 0.00 % 3.33 % 11/3/2023 266,824 266,095 264,767 Asurion, LLC Banking, Finance, Insurance & Real Estate Term Loan B8 Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 12/18/2026 2,995,112 2,984,120 2,939,882 ATHENAHEALTH GROUP INC. Healthcare & Pharmaceuticals Term Loan B (2/22) Loan 1M USD SOFR+ 3.50 % 0.50 % 4.00 % 2/15/2029 1,282,609 1,276,322 1,269,462 ATHENAHEALTH GROUP INC. (a) Healthcare & Pharmaceuticals Delayed Draw Term Loan (02/22) Loan N/A N/A N/A N/A 2/15/2029 - - (2,228 ) Avast Software S.R.O. (Sybil Finance) High Tech Industries Term Loan (Sybil Software) Loan 3M USD LIBOR+ 2.00 % 0.00 % 2.22 % 3/22/2028 1,925,000 1,920,766 1,916,819 Avaya, Inc. Telecommunications Term Loan B1 Loan 1M USD LIBOR+ 4.25 % 0.00 % 4.44 % 12/15/2027 1,755,766 1,747,367 1,739,859 Avaya, Inc. Telecommunications Term Loan B-2 (2/21) Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.19 % 12/15/2027 1,000,000 1,000,000 988,590 Avison Young (Canada) Inc Services: Business Term Loan Loan 3M USD LIBOR+ 5.75 % 0.00 % 5.97 % 1/31/2026 3,405,995 3,370,219 3,371,935 S- 9 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Avolon TLB Borrower 1 (US) LLC Capital Equipment Term Loan B3 Loan 1M USD LIBOR+ 1.75 % 0.75 % 2.50 % 1/15/2025 1,000,000 900,020 990,630 Avolon TLB Borrower 1 (US) LLC Capital Equipment Term Loan B5 (7/21) Loan 1M USD LIBOR+ 2.25 % 0.50 % 2.75 % 12/1/2027 495,000 490,860 491,466 AZURITY PHARMACEUTICALS, INC. Healthcare & Pharmaceuticals Term Loan B Loan 3M USD LIBOR+ 6.00 % 0.75 % 6.75 % 9/20/2027 500,000 485,751 495,000 B&G Foods, Inc. Beverage, Food & Tobacco Term Loan Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 10/10/2026 706,458 701,732 701,605 B.C. Unlimited Liability Co (Burger King) Beverage, Food & Tobacco Term Loan B4 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 11/19/2026 1,470,000 1,438,969 1,440,968 BAKELITE UK INTERMEDIATE LTD. Chemicals, Plastics, & Rubber Term Loan Loan 3M USD SOFR+ 4.25 % 0.00 % 4.75 % 2/1/2029 1,000,000 995,000 992,500 Baldwin Risk Partners, LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 10/14/2027 1,238,775 1,225,981 1,222,522 Belfor Holdings Inc. Services: Consumer Term Loan Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 4/6/2026 248,092 247,897 246,851 Belron Finance US LLC Automotive Term Loan B (3/21) Loan 3M USD LIBOR+ 2.75 % 0.50 % 3.25 % 4/13/2028 1,985,000 1,967,341 1,968,247 Bengal Debt Merger Sub LLC Beverage, Food & Tobacco Term Loan Loan 3M USD SOFR+ 3.25 % 0.50 % 3.75 % 1/24/2029 1,890,909 1,889,030 1,873,191 Bengal Debt Merger Sub LLC Beverage, Food & Tobacco Delayed Draw Term Loan Loan 3M USD SOFR+ 3.25 % 0.50 % 3.75 % 1/24/2029 109,091 109,048 108,069 Blackstone Mortgage Trust, Inc. Banking, Finance, Insurance & Real Estate Term Loan B Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 4/23/2026 989,873 983,805 967,601 Blackstone Mortgage Trust, Inc. Banking, Finance, Insurance & Real Estate Term Loan (6/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 4/23/2026 1,480,053 1,470,897 1,464,335 Blucora, Inc. Services: Consumer Term Loan (11/17) Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 5/22/2024 2,443,339 2,437,898 2,437,230 Blue Tree Holdings, Inc. Chemicals, Plastics, & Rubber Term Loan (2/21) Loan 3M USD LIBOR+ 2.50 % 0.00 % 2.72 % 3/4/2028 992,500 990,307 983,200 Bombardier Recreational Products, Inc. Consumer goods: Durable Term Loan (1/20) Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.21 % 5/24/2027 1,470,049 1,461,460 1,442,486 S- 10 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Boxer Parent Company, Inc. High Tech Industries Term Loan (2/21) Loan 3M USD LIBOR+ 3.75 % 0.00 % 3.97 % 10/2/2025 522,846 522,846 516,310 Bracket Intermediate Holding Corp Healthcare & Pharmaceuticals Term Loan Loan 3M USD LIBOR+ 4.25 % 0.00 % 4.47 % 9/5/2025 967,500 964,897 959,034 BrightSpring Health Services (Phoenix Guarantor) Healthcare & Pharmaceuticals Term Loan B-3 Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.66 % 3/5/2026 992,500 992,500 980,342 BroadStreet Partners, Inc. Banking, Finance, Insurance & Real Estate Term Loan B3 Loan 1M USD LIBOR+ 3.00 % 0.00 % 3.21 % 1/22/2027 2,979,108 2,973,591 2,930,697 Brookfield WEC Holdings Inc. Energy: Electricity Term Loan (1/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 8/1/2025 1,477,538 1,479,743 1,453,528 Buckeye Partners, L.P. Utilities: Oil & Gas Term Loan (1/21) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.36 % 11/1/2026 1,970,088 1,958,262 1,946,565 BW Gas & Convenience Holdings LLC Beverage, Food & Tobacco Term Loan B Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 3/31/2028 2,487,500 2,465,358 2,475,063 Callaway Golf Company Retail Term Loan B Loan 1M USD LIBOR+ 4.50 % 0.00 % 4.71 % 1/4/2026 682,500 673,958 681,005 CareerBuilder, LLC Services: Business Term Loan Loan 3M USD LIBOR+ 6.75 % 1.00 % 7.75 % 7/31/2023 5,393,388 5,246,921 4,159,650 CareStream Health, Inc. Healthcare & Pharmaceuticals Term Loan Loan 6M USD LIBOR+ 6.75 % 1.00 % 7.75 % 5/8/2023 2,184,163 2,181,757 2,184,163 Casa Systems, Inc Telecommunications Term Loan Loan 1M USD LIBOR+ 4.00 % 1.00 % 5.00 % 12/20/2023 1,391,125 1,387,217 1,349,391 Castle US Holding Corporation Media: Advertising, Printing & Publishing Term Loan B (USD) Loan 3M USD LIBOR+ 3.75 % 0.00 % 3.97 % 1/27/2027 1,980,130 1,968,915 1,934,864 CBI BUYER, INC. Consumer goods: Durable Term Loan Loan 3M USD LIBOR+ 3.25 % 0.50 % 3.75 % 1/6/2028 995,000 992,948 963,906 CCC Intelligent Solutions Inc. Services: Business Term Loan B Loan 3M USD LIBOR+ 2.50 % 0.50 % 3.00 % 9/16/2028 250,000 249,432 246,875 CCI Buyer, Inc Telecommunications Term Loan Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 12/17/2027 248,125 246,017 245,257 CCRR Parent, Inc. Healthcare & Pharmaceuticals Term Loan B Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 3/5/2028 992,500 988,070 986,297 CCS-CMGC Holdings, Inc. Healthcare & Pharmaceuticals Term Loan Loan 1M USD LIBOR+ 5.50 % 0.00 % 5.71 % 9/25/2025 2,425,000 2,412,003 2,371,456 Cengage Learning, Inc. Media: Advertising, Printing & Publishing Term Loan B (6/21) Loan 6M USD LIBOR+ 4.75 % 1.00 % 5.75 % 7/14/2026 2,992,500 2,966,179 2,985,019 S- 11 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value CENTURI GROUP, INC. Construction & Building Term Loan B Loan 1M USD LIBOR+ 2.50 % 0.50 % 3.00 % 8/27/2028 931,998 923,210 923,647 CenturyLink, Inc. Telecommunications Term Loan B (1/20) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 3/15/2027 3,929,899 3,924,411 3,823,045 Chemours Company, (The) Chemicals, Plastics, & Rubber Term Loan Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 4/3/2025 915,661 880,331 896,780 Churchill Downs Incorporated Hotel, Gaming & Leisure Term Loan B1 (3/21) Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.21 % 3/17/2028 496,250 495,147 489,427 CIMPRESS PUBLIC LIMITED COMPANY Media: Advertising, Printing & Publishing USD Term Loan Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 5/17/2028 995,000 986,097 987,538 CITADEL SECURITIES LP Banking, Finance, Insurance & Real Estate Term Loan B (01/21) Loan 1M USD SOFR+ 2.50 % 0.00 % 2.69 % 2/2/2028 4,962,500 4,957,863 4,911,089 Clarios Global LP Automotive Term Loan B1 Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 4/30/2026 1,267,812 1,259,559 1,253,549 Claros Mortgage Trust, Inc Banking, Finance, Insurance & Real Estate Term Loan B-1 (11/21) Loan 1M USD SOFR+ 4.50 % 0.50 % 5.00 % 8/9/2026 3,474,709 3,452,852 3,457,336 Cole Haan Consumer goods: Non-durable Term Loan B Loan 3M USD LIBOR+ 5.50 % 0.00 % 6.01 % 2/7/2025 925,000 919,273 811,688 Columbus McKinnon Corporation Capital Equipment Term Loan (4/21) Loan 3M USD LIBOR+ 2.75 % 0.50 % 3.25 % 5/14/2028 487,192 486,099 482,929 Compass Power Generation, LLC Utilities: Electric Term Loan B (08/18) Loan 1M USD LIBOR+ 3.50 % 1.00 % 4.50 % 12/20/2024 1,707,152 1,704,898 1,686,120 Conduent, Inc. Services: Business Term Loan B Loan 1M USD LIBOR+ 4.25 % 0.50 % 4.75 % 10/16/2028 1,000,000 990,409 990,310 Connect Finco SARL Telecommunications Term Loan (1/21) Loan 1M USD LIBOR+ 3.50 % 1.00 % 4.50 % 12/11/2026 2,947,500 2,823,770 2,906,972 Consolidated Communications, Inc. Telecommunications Term Loan B Loan 1M USD LIBOR+ 3.50 % 0.75 % 4.25 % 10/2/2027 714,005 705,262 704,187 CORAL-US CO-BORROWER LLC Telecommunications Term Loan B-5 Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.44 % 1/31/2028 4,000,000 3,986,739 3,914,280 S- 12 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value CoreCivic, Inc. Banking, Finance, Insurance & Real Estate Term Loan (12/19) Loan 1M USD LIBOR+ 4.50 % 1.00 % 5.50 % 12/18/2024 1,872,727 1,852,319 1,857,127 Corelogic, Inc. Services: Business Term Loan (4/21) Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 6/2/2028 2,493,750 2,482,238 2,459,461 Cortes NP Acquisition Corp (Vertiv) Capital Equipment Term Loan 2/21 Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.86 % 3/2/2027 1,980,000 1,980,000 1,913,175 COWEN INC. Banking, Finance, Insurance & Real Estate Term Loan Loan 6M USD LIBOR+ 3.25 % 0.00 % 4.00 % 3/24/2028 3,967,481 3,944,804 3,898,050 CROCS INC Consumer goods: Durable Term Loan Loan 3M USD SOFR+ 3.50 % 0.50 % 4.03 % 1/26/2029 1,000,000 995,000 987,500 Cross Financial Corp Banking, Finance, Insurance & Real Estate Term Loan B (3/21) Loan 6M USD LIBOR+ 4.00 % 0.75 % 4.81 % 9/15/2027 497,500 497,013 495,634 Crown Subsea Communications Holding, Inc. Construction & Building Term Loan (4/21) Loan 1M USD LIBOR+ 4.75 % 0.75 % 5.50 % 4/27/2027 2,404,110 2,382,506 2,402,114 CSC Holdings LLC (Neptune Finco Corp.) Media: Broadcasting & Subscription Term Loan B (03/17) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.44 % 7/15/2025 1,934,010 1,919,923 1,873,263 CSC Holdings LLC (Neptune Finco Corp.) Media: Broadcasting & Subscription Term Loan B Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.44 % 1/15/2026 485,000 484,359 469,946 CSC Holdings LLC (Neptune Finco Corp.) Media: Broadcasting & Subscription Term Loan B-5 Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.69 % 4/15/2027 490,000 490,000 475,035 CTS Midco, LLC High Tech Industries Term Loan B Loan 3M USD LIBOR+ 6.00 % 1.00 % 7.00 % 11/2/2027 1,980,000 1,929,799 1,952,775 Daseke Inc Transportation: Cargo Term Loan 2/21 Loan 1M USD LIBOR+ 4.00 % 0.75 % 4.75 % 3/5/2028 1,488,750 1,482,131 1,473,863 DCert Buyer, Inc. High Tech Industries Term Loan Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.21 % 10/16/2026 1,484,887 1,484,887 1,477,046 Dealer Tire, LLC Automotive Term Loan B-1 Loan 1M USD LIBOR+ 4.25 % 0.00 % 4.46 % 12/12/2025 2,940,000 2,935,370 2,926,211 Delek US Holdings, Inc. Utilities: Oil & Gas Term Loan B Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 3/31/2025 6,315,361 6,274,862 6,148,699 DexKo Global, Inc. (Dragon Merger) Automotive Term Loan (9/21) Loan 3M USD LIBOR+ 3.75 % 0.50 % 4.25 % 10/4/2028 840,000 836,119 828,450 DexKo Global, Inc. (Dragon Merger) (a) Automotive Delayed Draw Term Loan (9/21) Loan 3M USD LIBOR+ 3.75 % 0.50 % 4.25 % 10/4/2028 130,905 134,906 132,706 Diamond Sports Group, LLC (b) Media: Broadcasting & Subscription Term Loan Loan Prime+ 2.25 % 0.00 % 5.50 % 8/24/2026 3,408,970 2,964,398 1,264,728 S- 13 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value DIRECTV FINANCING, LLC Media: Broadcasting & Subscription Term Loan Loan 3M USD LIBOR+ 5.00 % 0.75 % 5.75 % 8/2/2027 3,910,000 3,874,543 3,896,823 Dispatch Acquisition Holdings, LLC Environmental Industries Term Loan B (3/21) Loan 3M USD LIBOR+ 4.25 % 0.75 % 5.00 % 3/25/2028 497,500 493,121 493,769 DOMTAR CORPORATION Forest Products & Paper Term Loan 9/21 Loan 1M USD LIBOR+ 5.50 % 0.75 % 6.25 % 11/30/2028 840,645 832,557 837,140 DRI HOLDING INC. Media: Advertising, Printing & Publishing Term Loan (12/21) Loan 1M USD LIBOR+ 5.25 % 0.50 % 5.75 % 12/15/2028 3,000,000 2,970,701 2,944,500 DRW Holdings, LLC Banking, Finance, Insurance & Real Estate Term Loan (2/21) Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 3/1/2028 6,500,000 6,454,552 6,467,500 DTZ U.S. Borrower, LLC Construction & Building Term Loan Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.96 % 8/21/2025 3,876,012 3,865,362 3,838,880 EAB Global, Inc. Services: Business Term Loan (08/21) Loan 6M USD LIBOR+ 3.50 % 0.50 % 4.00 % 8/16/2028 1,000,000 995,320 989,250 Echo Global Logistics, Inc. Services: Business Term Loan Loan 1M USD LIBOR+ 3.75 % 0.50 % 4.25 % 11/23/2028 2,000,000 1,995,444 1,978,500 Edelman Financial Group Inc., The Banking, Finance, Insurance & Real Estate Term Loan B (3/21) Loan 1M USD LIBOR+ 3.50 % 0.75 % 4.25 % 4/7/2028 2,210,766 2,203,181 2,190,603 Electrical Components Inter., Inc. Capital Equipment Term Loan (6/18) Loan 1M USD LIBOR+ 4.25 % 0.00 % 4.46 % 6/26/2025 1,903,934 1,903,934 1,874,575 ELECTRON BIDCO INC. Healthcare & Pharmaceuticals Term Loan Loan 1M USD LIBOR+ 3.25 % 0.50 % 3.75 % 11/1/2028 500,000 497,610 494,455 ELO Touch Solutions, Inc. Media: Diversified & Production Term Loan (12/18) Loan 1M USD LIBOR+ 6.50 % 0.00 % 6.71 % 12/14/2025 2,341,935 2,266,272 2,334,137 Embecta Corp Healthcare & Pharmaceuticals Term Loan B Loan 3M USD SOFR+ 3.00 % 0.50 % 3.50 % 1/26/2029 750,000 746,250 742,688 Endo Luxembourg Finance Company I S.a.r.l. Healthcare & Pharmaceuticals Term Loan (3/21) Loan 3M USD LIBOR+ 5.00 % 0.75 % 5.75 % 3/27/2028 2,347,110 2,338,792 2,264,421 Endure Digital, Inc. High Tech Industries Term Loan B Loan 6M USD LIBOR+ 3.50 % 0.75 % 4.25 % 2/10/2028 2,487,500 2,476,721 2,394,219 Enterprise Merger Sub Inc. Healthcare & Pharmaceuticals Term Loan B (06/18) Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 10/10/2025 4,850,000 4,844,205 3,516,638 Equiniti Group PLC Services: Business Term Loan B Loan 3M USD LIBOR+ 4.50 % 0.50 % 5.00 % 12/11/2028 500,000 495,392 497,085 EyeCare Partners, LLC Healthcare & Pharmaceuticals Term Loan Loan 3M USD LIBOR+ 3.75 % 0.00 % 3.97 % 2/18/2027 1,967,959 1,967,595 1,945,820 S- 14 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Finco I LLC Banking, Finance, Insurance & Real Estate Term Loan B (9/20) Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 6/27/2025 3,793,978 3,787,136 3,743,708 First Brands Group, LLC Automotive 1st Lien Term Loan (3/21) Loan 3M USD LIBOR+ 5.00 % 1.00 % 6.00 % 3/30/2027 4,962,500 4,891,260 4,925,281 First Eagle Investment Management Banking, Finance, Insurance & Real Estate Refinancing Term Loan Loan 3M USD LIBOR+ 2.50 % 0.00 % 2.72 % 2/1/2027 5,200,639 5,184,839 5,109,628 First Student Bidco Inc. Transportation: Consumer Term Loan B Loan 3M USD LIBOR+ 3.00 % 0.50 % 3.50 % 7/21/2028 730,392 725,495 719,663 First Student Bidco Inc. Transportation: Consumer Term Loan C Loan 3M USD LIBOR+ 3.00 % 0.50 % 3.50 % 7/21/2028 269,608 267,800 265,647 Fitness International, LLC (LA Fitness) Services: Consumer Term Loan B (4/18) Loan 3M USD LIBOR+ 3.25 % 1.00 % 4.25 % 4/18/2025 1,330,058 1,325,610 1,235,292 FOCUS FINANCIAL PARTNERS, LLC Banking, Finance, Insurance & Real Estate Term Loan (1/20) Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.21 % 7/3/2024 494,872 494,493 488,122 Franchise Group, Inc. Services: Consumer First Out Term Loan Loan 3M USD LIBOR+ 4.75 % 0.75 % 5.50 % 3/10/2026 815,445 808,696 813,406 Franklin Square Holdings, L.P. Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.50 % 8/1/2025 4,353,736 4,335,125 4,310,199 Froneri International (R&R Ice Cream) Beverage, Food & Tobacco Term Loan B-2 Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 1/29/2027 1,970,000 1,966,736 1,927,428 Garrett LX III S.a r.l. Automotive Dollar Term Loan Loan 3M USD LIBOR+ 3.25 % 0.50 % 3.75 % 4/28/2028 1,496,250 1,489,649 1,470,066 Gemini HDPE LLC Chemicals, Plastics, & Rubber Term Loan B (12/20) Loan 3M USD LIBOR+ 3.00 % 0.50 % 3.50 % 12/31/2027 2,392,656 2,376,261 2,370,715 General Nutrition Centers, Inc. (d) Retail Second Lien Term Loan Loan 1M USD LIBOR+ 6.00 % 0.00 % 6.11 % 10/7/2026 376,605 376,605 351,342 Genesee & Wyoming, Inc. Transportation: Cargo Term Loan (11/19) Loan 3M USD LIBOR+ 2.00 % 0.00 % 2.22 % 12/30/2026 1,473,750 1,468,685 1,451,305 GEO Group, Inc., The Banking, Finance, Insurance & Real Estate Term Loan Refinance Loan 1M USD LIBOR+ 2.00 % 0.75 % 2.75 % 3/22/2024 3,922,786 3,717,418 3,615,828 GGP Inc. Banking, Finance, Insurance & Real Estate Term Loan B Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 8/27/2025 3,775,280 3,197,869 3,684,031 S- 15 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Gigamon Inc. Services: Business Term Loan B Loan 6M USD LIBOR+ 3.50 % 0.75 % 4.25 % 12/27/2024 2,900,607 2,887,935 2,889,730 Global Business Travel (GBT) III Inc. Hotel, Gaming & Leisure Term Loan Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 8/13/2025 4,353,750 4,353,165 4,065,314 Global Tel*Link Corporation Telecommunications Term Loan B Loan 1M USD LIBOR+ 4.25 % 0.00 % 4.46 % 11/29/2025 4,938,649 4,748,435 4,788,959 Go Daddy Operating Company, LLC High Tech Industries Term Loan 2/21 Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.21 % 8/10/2027 1,979,899 1,979,899 1,948,657 Go Wireless Holdings, Inc. Telecommunications Term Loan Loan 1M USD LIBOR+ 6.50 % 1.00 % 7.50 % 12/22/2024 2,846,753 2,824,354 2,828,961 GOLDEN WEST PACKAGING GROUP LLC Forest Products & Paper Term Loan (11/21) Loan 1M USD LIBOR+ 5.25 % 0.75 % 6.00 % 11/23/2027 2,000,000 1,980,672 1,980,000 Graham Packaging Co Inc Containers, Packaging & Glass Term Loan (2/21) Loan 1M USD LIBOR+ 3.00 % 0.75 % 3.75 % 8/7/2027 972,314 966,607 961,647 Great Outdoors Group, LLC Retail Term Loan B2 Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 3/6/2028 990,019 985,574 984,079 Greenhill & Co., Inc. Banking, Finance, Insurance & Real Estate Term Loan B Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 4/12/2024 2,844,231 2,829,223 2,826,454 Griffon Corporation Consumer goods: Durable Term Loan B Loan 3M USD SOFR+ 2.75 % 0.50 % 3.27 % 1/24/2029 250,000 249,378 248,063 Grosvenor Capital Management Holdings, LLLP Banking, Finance, Insurance & Real Estate Amendment 5 Term Loan Loan 1M USD LIBOR+ 2.50 % 0.50 % 3.00 % 2/24/2028 3,870,741 3,867,368 3,845,581 Harbor Freight Tools USA, Inc. Retail Term Loan B (06/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 10/19/2027 3,473,618 3,452,200 3,414,393 Harland Clarke Holdings Corp. Media: Advertising, Printing & Publishing Term Loan (08/21) Loan 3M USD LIBOR+ 7.75 % 1.00 % 8.75 % 6/16/2026 1,262,555 1,260,655 1,121,149 Helix Gen Funding, LLc Energy: Electricity Term Loan B (02/17) Loan 1M USD LIBOR+ 3.75 % 1.00 % 4.75 % 6/3/2024 226,716 226,626 218,895 Hillman Group Inc. (The) (New) Consumer goods: Durable Term Loan B-1 (2/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 7/14/2028 3,514,399 3,506,291 3,471,101 Hillman Group Inc. (The) (New) (a) Consumer goods: Durable Delayed Draw Term Loan (2/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 7/14/2028 67,342 67,342 56,947 HLF Financing SARL (Herbalife) Consumer goods: Non-durable Term Loan B (08/18) Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 8/18/2025 3,550,000 3,541,488 3,505,625 Holley Purchaser, Inc Automotive Term Loan (11/21) Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 11/17/2028 2,137,500 2,127,187 2,117,899 S- 16 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Holley Purchaser, Inc (a) Automotive Delayed Draw Term Loan Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 11/17/2028 106,875 106,875 103,602 Howden Group Holdings Banking, Finance, Insurance & Real Estate Term Loan (1/21) Loan 1M USD LIBOR+ 3.25 % 0.75 % 4.00 % 11/12/2027 2,174,152 2,164,312 2,148,192 Hudson River Trading LLC Banking, Finance, Insurance & Real Estate Term Loan (3/21) Loan 1M USD SOFR+ 3.00 % 0.00 % 3.30 % 3/17/2028 5,955,000 5,902,173 5,843,344 Idera, Inc. High Tech Industries Term Loan (02/21) Loan 6M USD LIBOR+ 3.75 % 0.75 % 4.50 % 3/2/2028 4,860,079 4,848,914 4,811,478 IMA Financial Group, Inc. Banking, Finance, Insurance & Real Estate Term Loan (10/21) Loan 1M USD LIBOR+ 3.75 % 0.50 % 4.25 % 11/1/2028 2,000,000 1,990,546 1,973,760 INDY US BIDCO, LLC Services: Business Term Loan (11/21) Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 3/6/2028 2,238,141 2,237,925 2,221,355 INEOS US PETROCHEM LLC Chemicals, Plastics, & Rubber Term Loan (1/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 1/29/2026 995,000 991,113 983,189 Informatica Inc. High Tech Industries Term Loan B (10/21) Loan 1M USD LIBOR+ 2.75 % 0.00 % 3.00 % 10/27/2028 500,000 499,441 493,440 Ingram Micro Inc. High Tech Industries Term Loan Loan 3M USD LIBOR+ 3.50 % 0.50 % 4.00 % 6/30/2028 1,492,500 1,478,709 1,483,172 Inmar Acquisition Sub, Inc. Services: Business Term Loan B Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 5/1/2024 3,386,129 3,343,519 3,356,501 Innophos, Inc. Chemicals, Plastics, & Rubber Term Loan B Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 2/4/2027 491,250 489,509 487,973 INSTANT BRANDS HOLDINGS INC. Consumer goods: Durable Term Loan 4/21 Loan 3M USD LIBOR+ 5.00 % 0.75 % 5.75 % 4/7/2028 4,368,033 4,346,269 4,018,591 INSTRUCTURE HOLDINGS, INC. High Tech Industries Term Loan B Loan 3M USD LIBOR+ 2.75 % 0.50 % 3.27 % 10/21/2028 500,000 498,797 492,500 Isagenix International, LLC Beverage, Food & Tobacco Term Loan Loan 3M USD LIBOR+ 5.75 % 1.00 % 6.75 % 6/14/2025 2,427,552 2,401,608 1,775,900 Ivory Merger Sub, Inc. Healthcare & Pharmaceuticals Term Loan Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.67 % 3/14/2025 2,949,539 2,931,462 2,870,285 J Jill Group, Inc Retail Priming Term Loan Loan 3M USD LIBOR+ 5.00 % 1.00 % 6.00 % 5/8/2024 1,574,907 1,573,650 1,409,542 Jane Street Group Banking, Finance, Insurance & Real Estate Term Loan (1/21) Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.96 % 1/31/2028 3,960,000 3,954,873 3,906,778 Journey Personal Care Corp. Consumer goods: Non-durable Term Loan B Loan 3M USD LIBOR+ 4.25 % 0.75 % 5.00 % 3/1/2028 995,000 990,570 945,250 S- 17 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value JP Intermediate B, LLC Consumer goods: Non-durable Term Loan Loan 3M USD LIBOR+ 5.50 % 1.00 % 6.50 % 11/15/2025 4,154,019 4,125,538 3,620,933 KAR Auction Services, Inc. Automotive Term Loan B (09/19) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.50 % 9/19/2026 244,375 243,989 241,931 Klockner-Pentaplast of America, Inc. Containers, Packaging & Glass Term Loan (1/21) (USD) Loan 6M USD LIBOR+ 4.75 % 0.50 % 5.55 % 2/12/2026 1,488,750 1,482,629 1,391,981 Kodiak BP, LLC Construction & Building Term Loan Loan 3M USD LIBOR+ 3.25 % 0.75 % 4.00 % 3/13/2028 496,250 494,732 489,054 KREF Holdings X LLC Banking, Finance, Insurance & Real Estate Term Loan (11/21) Loan 3M USD LIBOR+ 3.50 % 0.50 % 4.00 % 9/1/2027 496,250 486,145 491,288 Lakeland Tours, LLC (d) Hotel, Gaming & Leisure Priority Exit PIK Term Loan (9/20) Loan 3M USD LIBOR+ 6.00 % 1.25 % 7.25 % 9/25/2023 299,904 288,132 300,054 Lakeland Tours, LLC (d) Hotel, Gaming & Leisure 2nd Out Take Back PIK Term Loan Loan 3M USD LIBOR+ 1.50 % 1.25 % 2.75 % 9/25/2025 616,465 528,040 592,115 Lakeland Tours, LLC (d) Hotel, Gaming & Leisure Third Out PIK Term Loan Loan 3M USD LIBOR+ 1.50 % 1.25 % 2.75 % 9/25/2025 818,373 540,076 720,987 Lakeland Tours, LLC (d) Hotel, Gaming & Leisure Holdco Fixed Term Loan Loan Fixed 0.00 % 0.00 % 13.25 % 9/27/2027 869,977 228,303 594,847 Lealand Finance Company B.V. (d) Energy: Oil & Gas Exit Term Loan Loan 1M USD LIBOR+ 1.00 % 0.00 % 1.21 % 6/30/2025 334,753 334,753 155,422 Learfield Communications, Inc Media: Advertising, Printing & Publishing Initial Term Loan (A-L Parent) Loan 1M USD LIBOR+ 3.25 % 1.00 % 4.25 % 12/1/2023 475,000 474,352 449,616 Lifetime Brands, Inc Consumer goods: Non-durable Term Loan B Loan 1M USD LIBOR+ 3.50 % 1.00 % 4.50 % 2/28/2025 2,694,077 2,673,038 2,667,136 Lightstone Generation LLC Energy: Electricity Term Loan B Loan 3M USD LIBOR+ 3.75 % 1.00 % 4.75 % 1/30/2024 1,322,520 1,321,594 1,099,212 Lightstone Generation LLC Energy: Electricity Term Loan C Loan 3M USD LIBOR+ 3.75 % 1.00 % 4.75 % 1/30/2024 74,592 74,542 61,997 Liquid Tech Solutions Holdings, LLC Services: Business Term Loan Loan 12M USD LIBOR+ 4.75 % 0.00 % 5.50 % 3/17/2028 995,000 991,612 991,269 LogMeIn, Inc. High Tech Industries Term Loan (8/20) Loan 1M USD LIBOR+ 4.75 % 0.00 % 4.89 % 8/31/2027 3,960,000 3,897,792 3,888,482 S- 18 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value LOYALTY VENTURES INC. Services: Business Term Loan B Loan 1M USD LIBOR+ 4.50 % 0.50 % 5.00 % 11/3/2027 3,340,141 3,320,925 3,294,214 LPL Holdings, Inc. Banking, Finance, Insurance & Real Estate Term Loan B1 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.86 % 11/11/2026 1,220,308 1,218,289 1,200,857 LSF11 A5 HOLDCO LLC Chemicals, Plastics, & Rubber Term Loan Loan 1M USD SOFR+ 3.75 % 0.50 % 4.25 % 10/16/2028 250,000 248,837 246,875 MA FinanceCo LLC High Tech Industries Term Loan B4 Loan 3M USD LIBOR+ 4.25 % 1.00 % 5.25 % 6/5/2025 2,234,660 2,228,836 2,208,582 MAGNITE, INC. Services: Business Term Loan Loan 6M USD LIBOR+ 5.00 % 0.75 % 5.75 % 4/28/2028 1,990,000 1,935,905 1,980,050 Marriott Ownership Resorts, Inc. Hotel, Gaming & Leisure Term Loan (11/19) Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 8/29/2025 1,317,074 1,317,074 1,290,403 Match Group, Inc, The Services: Consumer Term Loan (1/20) Loan 3M USD LIBOR+ 1.75 % 0.00 % 2.22 % 2/15/2027 250,000 249,562 244,895 Mayfield Agency Borrower Inc. (FeeCo) Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 4.50 % 0.00 % 4.71 % 2/28/2025 3,392,071 3,369,794 3,375,823 McAfee, LLC Services: Business Term Loan B Loan Prime+ 2.75 % 0.00 % 6.00 % 9/30/2024 1,642,423 1,638,322 1,638,054 McGraw-Hill Education, Inc. Media: Advertising, Printing & Publishing Term Loan (07/21) Loan 3M USD LIBOR+ 4.75 % 0.50 % 5.26 % 7/28/2028 1,995,000 1,976,108 1,975,050 MedAssets Software Inter Hldg, Inc. High Tech Industries Term Loan (11/21) (USD) Loan 3M USD LIBOR+ 4.00 % 0.50 % 4.50 % 11/17/2028 500,000 492,500 496,250 Mermaid Bidco Inc. High Tech Industries Term Loan B2 Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 12/22/2027 993,756 990,577 976,366 Messer Industries, LLC Chemicals, Plastics, & Rubber Term Loan B Loan 3M USD LIBOR+ 2.50 % 0.00 % 2.72 % 3/1/2026 3,381,477 3,366,633 3,341,677 Michaels Companies Inc Retail Term Loan B (Magic Mergeco) Loan 3M USD LIBOR+ 4.25 % 0.75 % 5.00 % 4/8/2028 2,492,500 2,474,302 2,312,492 Milk Specialties Company Beverage, Food & Tobacco Term Loan (6/21) Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 8/15/2025 3,801,560 3,774,075 3,782,552 MJH Healthcare Holdings, LLC Healthcare & Pharmaceuticals Term Loan B (01/22) Loan 1M USD SOFR+ 3.50 % 0.50 % 4.00 % 1/28/2029 250,000 248,782 247,500 MKS Instruments, Inc. High Tech Industries Term Loan B6 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 2/2/2026 868,529 863,296 862,562 MRC Global Inc. Metals & Mining Term Loan B2 Loan 1M USD LIBOR+ 3.00 % 0.00 % 3.21 % 9/20/2024 351,484 351,116 348,848 MW Industries, Inc. (Helix Acquisition Holdings) Capital Equipment Term Loan (2019 Incremental) Loan 3M USD LIBOR+ 3.75 % 0.00 % 3.97 % 9/30/2024 2,842,097 2,812,930 2,765,730 NAB Holdings, LLC (North American Bancard) Banking, Finance, Insurance & Real Estate Term Loan (11/21) Loan 1M USD SOFR+ 3.00 % 0.50 % 3.50 % 11/17/2028 3,000,000 2,992,613 2,950,710 Natgasoline LLC Chemicals, Plastics, & Rubber Term Loan Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.75 % 11/14/2025 3,472,277 3,448,686 3,411,513 National Mentor Holdings, Inc. Healthcare & Pharmaceuticals Term Loan 2/21 Loan 1M USD LIBOR+ 3.75 % 0.75 % 4.50 % 3/2/2028 2,763,891 2,753,599 2,704,771 National Mentor Holdings, Inc. Healthcare & Pharmaceuticals Term Loan C 2/21 Loan 3M USD LIBOR+ 3.75 % 0.75 % 4.50 % 3/2/2028 87,464 87,078 85,593 National Mentor Holdings, Inc. (a) Healthcare & Pharmaceuticals Delayed Draw Term Loan 2/21 Loan N/A N/A N/A N/A 3/2/2028 - - (2,758 ) Neenah, Inc. Forest Products & Paper Term Loan B (03/21) Loan 3M USD LIBOR+ 3.00 % 0.50 % 3.50 % 4/6/2028 1,990,000 1,981,133 1,960,150 NEW ERA CAP, LLC Consumer goods: Durable Term Loan (01/22) Loan 6M USD LIBOR+ 6.00 % 0.75 % 6.75 % 7/13/2027 1,000,000 998,828 997,500 Nexstar Broadcasting, Inc. (Mission Broadcasting) Media: Broadcasting & Subscription Term Loan Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.61 % 9/18/2026 1,113,795 1,103,364 1,107,146 Next Level Apparel, Inc. Retail Term Loan Loan 3M USD WIBOR+ 5.50 % 1.00 % 6.50 % 8/9/2024 1,725,340 1,717,025 1,690,834 NM Z Parent Inc (Zep Inc) Chemicals, Plastics, & Rubber Term Loan Loan 12M USD LIBOR+ 4.00 % 1.00 % 5.00 % 8/9/2024 871,151 869,399 842,838 NorthPole Newco S.a.r.l (b), (d) Aerospace & Defense Term Loan Loan 3M USD LIBOR+ 7.00 % 0.00 % 7.22 % 3/3/2025 5,348,887 5,028,659 1,537,805 NortonLifeLock Inc. High Tech Industries Term Loan B Loan 3M USD SOFR+ 2.00 % 0.50 % 2.50 % 1/28/2029 1,500,000 1,492,500 1,480,620 Novae LLC Automotive Term Loan B Loan 1M USD SOFR+ 5.00 % 0.75 % 5.75 % 12/22/2028 1,555,556 1,540,210 1,540,000 S- 19 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Novae LLC (a) Automotive Delayed Draw Term Loan Loan N/A N/A N/A N/A 12/22/2028 - - (4,444 ) Novolex Holdings, Inc (Flex Acquisition) Containers, Packaging & Glass Term Loan (02/21) Loan 3M USD LIBOR+ 3.50 % 0.50 % 4.00 % 3/2/2028 987,555 983,296 983,437 Nuvei Technologies Corp. High Tech Industries US Term Loan Loan 1M USD LIBOR+ 2.50 % 0.50 % 3.00 % 9/29/2025 2,238,750 2,234,198 2,210,766 Olaplex, Inc. Consumer goods: Non-durable Term Loan (2/22) Loan 1M USD SOFR+ 3.75 % 0.50 % 4.25 % 2/23/2029 1,000,000 997,500 996,250 Organon & Co. Healthcare & Pharmaceuticals Term Loan USD Loan 6M USD LIBOR+ 3.00 % 0.50 % 3.50 % 6/2/2028 2,410,417 2,399,629 2,397,617 Pacific Gas and Electric Company Utilities: Electric Term Loan Loan 3M USD LIBOR+ 3.00 % 0.50 % 3.50 % 6/18/2025 1,479,969 1,474,197 1,449,999 PACTIV EVERGREEN GROUP HOLDINGS INC. Containers, Packaging & Glass Term Loan B Loan 1M USD LIBOR+ 3.50 % 0.50 % 4.00 % 9/20/2028 997,500 992,792 984,473 Padagis LLC Healthcare & Pharmaceuticals Term Loan Loan 3M USD LIBOR+ 4.75 % 0.50 % 5.25 % 7/6/2028 941,176 932,470 934,118 Panther Guarantor II, L.P. (Forcepoint) High Tech Industries Term Loan 1/21 Loan 3M USD LIBOR+ 4.50 % 0.50 % 5.00 % 1/7/2028 497,500 494,346 493,520 Pathway Partners Vet Management Company LLC Services: Business Term Loan Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 3/30/2027 491,473 482,640 486,804 PCI Gaming Authority Hotel, Gaming & Leisure Term Loan Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 5/29/2026 809,038 806,361 800,188 PEARLS (Netherlands) Bidco B.V. Chemicals, Plastics, & Rubber USD Term Loan (02/22) Loan 3M USD SOFR+ 4.00 % 0.50 % 4.50 % 2/4/2029 1,000,000 997,500 989,580 PECF USS INTERMEDIATE HOLDING III CORPORATION Environmental Industries Term Loan B Loan 1M USD LIBOR+ 4.25 % 0.50 % 4.75 % 12/15/2028 100,000 99,777 99,391 PEDIATRIC ASSOCIATES HOLDING COMPANY, LLC Healthcare & Pharmaceuticals Term Loan (12/22) Loan 3M USD LIBOR+ 3.50 % 0.00 % 3.84 % 12/28/2028 1,302,632 1,296,159 1,291,234 PEDIATRIC ASSOCIATES HOLDING COMPANY, LLC (a) Healthcare & Pharmaceuticals Delayed Draw Term Loan (12/21) Loan N/A N/A N/A N/A 12/28/2028 - - (1,727 ) Penn National Gaming Hotel, Gaming & Leisure Term Loan B-1 Loan 1M USD LIBOR+ 2.25 % 0.75 % 3.00 % 10/15/2025 1,762,675 1,715,292 1,746,370 Peraton Corp. Aerospace & Defense Term Loan B Loan 1M USD LIBOR+ 3.75 % 0.75 % 4.50 % 2/1/2028 5,459,994 5,439,162 5,425,869 PHYSICIAN PARTNERS, LLC Healthcare & Pharmaceuticals Term Loan Loan 1M USD SOFR+ 4.00 % 0.50 % 4.50 % 12/23/2028 2,000,000 1,980,245 1,985,000 Ping Identity Corporation High Tech Industries Term Loan B (11/21) Loan 6M USD SOFR+ 3.75 % 0.50 % 4.45 % 11/22/2028 1,000,000 995,074 990,000 Pitney Bowes Inc Services: Business Term Loan B Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.21 % 3/17/2028 2,977,500 2,960,793 2,944,003 Pixelle Specialty Solutions LLC Forest Products & Paper Term Loan Loan 1M USD LIBOR+ 6.50 % 1.00 % 7.50 % 10/31/2024 3,535,026 3,515,981 3,504,837 Plastipak Holdings Inc. Containers, Packaging & Glass Term Loan B (11/21) Loan 1M USD LIBOR+ 2.50 % 0.50 % 3.00 % 11/17/2028 2,000,000 1,990,299 1,974,380 Playtika Holding Corp. High Tech Industries Term Loan B (3/21) Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.96 % 3/13/2028 4,466,250 4,457,371 4,415,513 PMHC II, INC. Chemicals, Plastics, & Rubber Term Loan (02/22) Loan 3M USD SOFR+ 4.25 % 0.50 % 4.75 % 2/2/2029 2,000,000 1,990,000 1,968,340 S- 20 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value PointClickCare Technologies, Inc. High Tech Industries Term Loan B Loan 6M USD LIBOR+ 3.00 % 0.75 % 3.75 % 12/29/2027 496,250 494,183 486,945 Polymer Process Holdings, Inc. Containers, Packaging & Glass Term Loan Loan 1M USD LIBOR+ 4.75 % 0.75 % 5.50 % 2/12/2028 5,458,750 5,404,639 5,333,635 Pre-Paid Legal Services, Inc. Services: Consumer Term Loan (12/21) Loan 3M USD LIBOR+ 3.75 % 0.50 % 4.25 % 12/15/2028 3,000,000 2,975,633 2,973,000 Presidio, Inc. Services: Business Term Loan B (1/20) Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.71 % 1/22/2027 492,500 491,700 488,038 Prime Security Services Borrower, LLC (ADT) Services: Consumer Term Loan (1/21) Loan 6M USD LIBOR+ 2.75 % 0.75 % 3.50 % 9/23/2026 3,556,300 3,553,818 3,513,837 PRIORITY HOLDINGS, LLC Services: Consumer Term Loan Loan 1M USD LIBOR+ 5.75 % 1.00 % 6.75 % 4/27/2027 2,985,000 2,957,411 2,973,806 PriSo Acquisition Corporation Construction & Building Term Loan (01/21) Loan 3M USD LIBOR+ 3.25 % 0.75 % 4.00 % 12/28/2027 496,248 494,100 487,832 Project Leopard Holdings Inc High Tech Industries Term Loan Loan 6M USD LIBOR+ 4.75 % 1.00 % 5.75 % 7/5/2024 495,000 494,242 492,678 Prometric Inc. (Sarbacane Bidco) Services: Consumer Term Loan Loan 1M USD LIBOR+ 3.00 % 1.00 % 4.00 % 1/29/2025 481,388 480,315 474,017 PUG LLC Services: Consumer Term Loan B (02/20) Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.71 % 2/12/2027 485,075 483,298 475,374 QUEST BORROWER LIMITED High Tech Industries Term Loan (1/22) Loan 3M USD SOFR+ 4.25 % 0.50 % 4.75 % 1/19/2029 2,000,000 1,980,237 1,968,760 Rackspace Technology Global, Inc. High Tech Industries Term Loan (1/21) Loan 1M USD LIBOR+ 2.75 % 0.75 % 3.50 % 2/15/2028 496,250 494,141 480,519 RealPage, Inc. High Tech Industries Term Loan (04/21) Loan 1M USD LIBOR+ 3.25 % 0.50 % 3.75 % 4/24/2028 997,500 995,328 985,720 Renaissance Learning, Inc. Services: Consumer Term Loan (5/18) Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 5/30/2025 2,969,141 2,946,381 2,922,496 Rent-A-Center, Inc. Retail Term Loan B2 (9/21) Loan 1M USD LIBOR+ 3.25 % 0.50 % 3.81 % 2/17/2028 993,744 991,647 973,869 Research Now Group, Inc Media: Advertising, Printing & Publishing Term Loan Loan 6M USD LIBOR+ 5.50 % 1.00 % 6.50 % 12/20/2024 4,343,378 4,268,021 4,251,082 Resideo Funding Inc. Services: Consumer Term Loan (1/21) Loan 1M USD LIBOR+ 2.25 % 0.50 % 2.75 % 2/11/2028 1,488,750 1,486,251 1,481,306 Resolute Investment Managers (American Beacon), Inc. Banking, Finance, Insurance & Real Estate Term Loan (10/20) Loan 3M USD LIBOR+ 4.25 % 1.00 % 5.25 % 4/30/2024 3,084,702 3,078,180 3,067,366 Restoration Hardware, Inc. Retail Term Loan (9/21) Loan 3M USD LIBOR+ 2.50 % 0.50 % 3.00 % 10/20/2028 3,497,500 3,489,704 3,456,509 Reynolds Consumer Products LLC Containers, Packaging & Glass Term Loan Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 1/29/2027 1,291,932 1,290,988 1,271,829 Reynolds Group Holdings Inc. Metals & Mining Term Loan B2 Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 2/5/2026 3,465,000 3,449,546 3,406,545 Robertshaw US Holding Corp. Consumer goods: Durable Term Loan B Loan 6M USD LIBOR+ 3.50 % 1.00 % 4.50 % 2/28/2025 962,500 961,492 877,800 Rocket Software, Inc. High Tech Industries Term Loan (11/18) Loan 1M USD LIBOR+ 4.25 % 0.00 % 4.46 % 11/28/2025 2,905,190 2,897,593 2,876,138 Russell Investments US Inst'l Holdco, Inc. Banking, Finance, Insurance & Real Estate Term Loan (10/20) Loan 6M USD LIBOR+ 3.50 % 1.00 % 4.50 % 6/2/2025 5,637,965 5,601,072 5,592,185 S- 21 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value RV Retailer LLC Automotive Term Loan Loan 3M USD SOFR+ 3.75 % 0.75 % 4.50 % 2/8/2028 1,985,000 1,967,852 1,951,513 Ryan Specialty Group LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 3.00 % 0.75 % 3.75 % 9/1/2027 493,750 487,862 489,583 S&S HOLDINGS LLC Services: Business Term Loan Loan 3M USD LIBOR+ 5.00 % 0.50 % 5.50 % 3/10/2028 2,483,744 2,427,454 2,458,906 Sally Holdings LLC Retail Term Loan B Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 7/5/2024 748,409 746,932 740,925 Samsonite International S.A. Consumer goods: Non-durable Term Loan B2 Loan 1M USD LIBOR+ 3.00 % 0.75 % 3.75 % 4/25/2025 987,538 967,436 979,519 Schweitzer-Mauduit International, Inc. High Tech Industries Term Loan B Loan 1M USD LIBOR+ 3.75 % 0.75 % 4.50 % 4/20/2028 2,985,000 2,969,212 2,895,450 Scientific Games Holdings LP Hotel, Gaming & Leisure Term Loan B Loan 3M USD SOFR+ 3.50 % 0.50 % 4.00 % 2/3/2029 500,000 498,750 496,460 SETANTA AIRCRAFT LEASING DAC Aerospace & Defense Term Loan Loan 3M USD LIBOR+ 2.00 % 0.00 % 2.14 % 11/2/2028 1,000,000 997,653 993,440 Signify Health, LLC Healthcare & Pharmaceuticals Term Loan B (6/21) Loan 3M USD LIBOR+ 3.25 % 0.50 % 3.75 % 6/16/2028 498,750 496,482 492,206 Sitel Worldwide Corporation Services: Business USD Term Loan (7/21) Loan 3M USD LIBOR+ 3.75 % 0.50 % 4.25 % 8/28/2028 1,995,000 1,985,688 1,981,294 SiteOne Landscape Supply, LLC Services: Business Term Loan (3/21) Loan 3M USD LIBOR+ 2.00 % 0.50 % 2.50 % 3/18/2028 785,769 784,048 780,528 SMG US Midco 2, Inc. Services: Business Term Loan (01/20) Loan 3M USD LIBOR+ 2.50 % 0.00 % 2.80 % 1/23/2025 490,000 490,000 472,238 Sotheby's Services: Business Term Loan (7/21) Loan 3M USD LIBOR+ 4.50 % 0.50 % 5.00 % 1/15/2027 3,256,472 3,207,096 3,240,190 Sparta U.S. HoldCo LLC Chemicals, Plastics, & Rubber Term Loan (04/21) Loan 1M USD LIBOR+ 3.50 % 0.75 % 4.25 % 8/2/2028 2,000,000 1,990,687 1,985,000 Specialty Pharma III Inc. Services: Business Term Loan Loan 1M USD LIBOR+ 4.50 % 0.75 % 5.25 % 3/31/2028 1,995,000 1,977,135 1,975,050 Spectrum Brands, Inc. Consumer goods: Durable Term Loan (2/21) Loan 3M USD LIBOR+ 2.00 % 0.50 % 2.50 % 3/3/2028 496,250 495,145 494,389 Spin Holdco, Inc. Services: Consumer Term Loan 3/21 Loan 3M USD LIBOR+ 4.00 % 0.75 % 4.75 % 3/4/2028 2,977,500 2,962,439 2,958,474 SRAM, LLC Consumer goods: Durable Term Loan (05/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.26 % 5/12/2028 3,600,000 3,594,517 3,571,488 SS&C Technologies, Inc. Services: Business Term Loan B3 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 4/16/2025 190,170 189,956 186,819 SS&C Technologies, Inc. Services: Business Term Loan B4 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 4/16/2025 154,375 154,203 151,655 SS&C Technologies, Inc. Services: Business Term Loan B-5 Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.96 % 4/16/2025 477,615 477,001 469,376 STANDARD INDUSTRIES INC. Construction & Building Term Loan B Loan 3M USD LIBOR+ 2.50 % 0.50 % 3.00 % 9/22/2028 640,250 634,225 637,503 Staples, Inc. Wholesale Term Loan (03/19) Loan 3M USD LIBOR+ 5.00 % 0.00 % 5.13 % 4/16/2026 4,386,462 4,265,782 4,154,813 Stars Group Inc. (The) Hotel, Gaming & Leisure Term Loan Loan 3M USD LIBOR+ 2.25 % 0.00 % 2.47 % 7/21/2026 1,995,000 1,990,864 1,972,776 S- 22 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Storable, Inc High Tech Industries Term Loan B Loan 6M USD LIBOR+ 3.25 % 0.50 % 3.75 % 4/17/2028 500,000 498,861 494,375 Superannuation & Investments US LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 3.75 % 0.50 % 4.25 % 12/1/2028 1,000,000 990,274 995,940 Sylvamo Corporation Forest Products & Paper Term Loan Loan 1M USD LIBOR+ 4.50 % 0.50 % 5.00 % 8/18/2028 1,093,333 1,082,992 1,085,133 Syncsort Incorporated High Tech Industries Term Loan B (10/21) Loan 3M USD LIBOR+ 4.00 % 0.75 % 4.75 % 4/24/2028 2,495,000 2,493,770 2,465,684 Syniverse Holdings, Inc. Telecommunications Term Loan Loan 3M USD SOFR+ 4.25 % 0.50 % 4.75 % 2/1/2029 500,000 495,000 499,375 Tenable Holdings, Inc. Services: Business Term Loan B (6/21) Loan 6M USD LIBOR+ 2.75 % 0.50 % 3.27 % 7/7/2028 1,000,000 997,633 986,250 Teneo Holdings LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD SOFR+ 5.25 % 1.00 % 6.25 % 7/15/2025 4,428,522 4,355,261 4,383,129 Tenneco Inc Capital Equipment Term Loan B Loan 1M USD LIBOR+ 3.00 % 0.00 % 3.21 % 10/1/2025 1,455,000 1,447,215 1,444,088 Ten-X, LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 4.00 % 1.00 % 5.00 % 9/27/2024 1,920,000 1,918,652 1,881,600 The Dun & Bradstreet Corporation Services: Business Term Loan Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 2/6/2026 1,000,000 998,750 988,330 The Dun & Bradstreet Corporation Services: Business Term Loan B Loan 1M USD SOFR+ 3.25 % 0.00 % 3.44 % 1/5/2029 250,000 248,180 246,668 THE KNOT WORLDWIDE INC. Services: Consumer Term Loan (1/22) Loan 1M USD SOFR+ 4.50 % 0.00 % 4.67 % 12/19/2025 4,869,796 4,863,346 4,829,231 The Octave Music Group, Inc (Touchtunes) Services: Business Term Loan B Loan 1M USD LIBOR+ 6.00 % 1.00 % 7.00 % 5/29/2025 2,893,526 2,872,208 2,871,824 Thor Industries, Inc. Automotive USD Term Loan (3/21) Loan 1M USD LIBOR+ 3.00 % 0.00 % 3.25 % 2/1/2026 2,810,435 2,763,310 2,797,563 Tosca Services, LLC Containers, Packaging & Glass Term Loan (2/21) Loan 1M USD LIBOR+ 3.50 % 0.75 % 4.25 % 8/18/2027 495,000 489,079 487,575 Trans Union LLC Banking, Finance, Insurance & Real Estate Term Loan Loan 1M USD LIBOR+ 2.00 % 0.50 % 2.50 % 12/1/2028 870,968 868,877 860,804 Transdigm, Inc. Aerospace & Defense Term Loan G (02/20) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 8/22/2024 4,024,167 4,026,414 3,959,700 Travel Leaders Group, LLC Hotel, Gaming & Leisure Term Loan B (08/18) Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.21 % 1/25/2024 2,412,500 2,411,191 2,268,353 TRITON WATER HOLDINGS, INC. Beverage, Food & Tobacco Term Loan (03/21) Loan 3M USD LIBOR+ 3.50 % 0.50 % 4.00 % 3/31/2028 1,492,500 1,485,884 1,454,352 Tronox Pigments (Netherlands) B.V. Chemicals, Plastics, & Rubber Term Loan Loan 3M USD LIBOR+ 2.25 % 0.00 % 2.47 % 3/10/2028 346,923 346,183 341,719 TruGreen Limited Partnership Services: Consumer Term Loan Loan 1M USD LIBOR+ 4.00 % 0.75 % 4.75 % 10/29/2027 964,241 957,748 961,830 Uber Technologies, Inc. Transportation: Consumer Term Loan B (2/21) Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.71 % 2/25/2027 3,947,943 3,909,627 3,905,740 Ultra Clean Holdings, Inc. High Tech Industries Incremental Term Loan 3/21 Loan 1M USD LIBOR+ 3.75 % 0.00 % 3.96 % 8/27/2025 884,205 880,505 882,366 Unimin Corporation Metals & Mining Term Loan (12/20) Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 7/31/2026 496,815 471,432 490,853 S- 23 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value United Natural Foods, Inc Beverage, Food & Tobacco Term Loan B Loan 1M USD LIBOR+ 3.25 % 0.00 % 3.46 % 10/22/2025 1,624,974 1,562,482 1,616,166 United Road Services Inc. Transportation: Cargo Term Loan (10/17) Loan 6M USD LIBOR+ 5.75 % 1.00 % 6.75 % 9/1/2024 920,843 915,490 826,457 Univar Inc. Chemicals, Plastics, & Rubber Term Loan B6 Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.21 % 6/2/2028 1,990,000 1,980,782 1,974,458 Univision Communications Inc. Media: Broadcasting & Subscription Term Loan B (6/21) Loan 1M USD LIBOR+ 3.25 % 0.75 % 4.00 % 3/15/2026 2,471,487 2,464,765 2,451,913 US Ecology, Inc. Environmental Industries Term Loan B Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.71 % 11/2/2026 490,000 489,302 488,040 Utz Quality Foods, LLC Beverage, Food & Tobacco Term Loan B Loan 1M USD LIBOR+ 3.00 % 0.00 % 3.21 % 1/20/2028 1,847,121 1,844,606 1,827,264 Vaco Holdings, LLC Services: Business Term Loan (01/22) Loan 1M USD SOFR+ 5.00 % 0.75 % 5.75 % 1/19/2029 250,000 248,777 248,124 Verifone Systems, Inc. Banking, Finance, Insurance & Real Estate Term Loan (7/18) Loan 3M USD LIBOR+ 4.00 % 0.00 % 4.50 % 8/20/2025 1,382,319 1,377,042 1,354,672 Vertex Aerospace Services Corp Aerospace & Defense Term Loan (10/21) Loan 1M USD LIBOR+ 4.00 % 0.75 % 4.75 % 12/6/2028 1,000,000 995,345 992,080 VFH Parent LLC Banking, Finance, Insurance & Real Estate Term Loan (01/22) Loan Daily SOFR+ 3.00 % 0.50 % 3.50 % 1/12/2029 3,100,888 3,092,414 3,071,833 Virtus Investment Partners, Inc. Banking, Finance, Insurance & Real Estate Term Loan B (9/21) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.36 % 9/28/2028 2,992,500 2,982,995 2,971,942 Vistra Energy Corp Utilities: Electric 2018 Incremental Term Loan Loan 1M USD LIBOR+ 1.75 % 0.00 % 1.87 % 12/31/2025 907,176 906,677 890,075 Vizient, Inc Healthcare & Pharmaceuticals Term Loan B-6 Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.21 % 5/6/2026 486,250 485,567 480,779 VM Consolidated, Inc. Construction & Building Term Loan B (3/21) Loan 6M USD LIBOR+ 3.25 % 0.00 % 3.60 % 3/19/2028 2,339,327 2,336,223 2,322,951 Vouvray US Finance LLC High Tech Industries Term Loan Loan 1M USD LIBOR+ 3.00 % 1.00 % 4.00 % 3/11/2024 476,250 476,250 411,837 Warner Music Group Corp. (WMG Acquisition Corp.) Hotel, Gaming & Leisure Term Loan G Loan 1M USD LIBOR+ 2.13 % 0.00 % 2.33 % 1/20/2028 1,250,000 1,249,760 1,234,763 Wastequip, LLC (HPCC Merger/Patriot Container) Environmental Industries Term Loan (3/18) Loan 1M USD LIBOR+ 3.75 % 1.00 % 4.75 % 3/15/2025 489,822 488,550 469,004 Watlow Electric Manufacturing Company High Tech Industries Term Loan B Loan 3M USD LIBOR+ 3.75 % 0.50 % 4.25 % 3/2/2028 2,481,250 2,470,270 2,452,294 S- 24 Saratoga Investment Corp. CLO 2013-1 Ltd. Schedule of Investments February 28, 2022 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value West Corporation Telecommunications Term Loan B (Olympus Merger) Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 10/10/2024 1,086,078 1,047,433 967,424 West Corporation Telecommunications Term Loan B Loan 3M USD LIBOR+ 3.50 % 1.00 % 4.50 % 10/10/2024 2,599,274 2,562,059 2,301,449 WEX Inc. Services: Business Term Loan B (3/21) Loan 1M USD LIBOR+ 2.25 % 0.00 % 2.46 % 3/31/2028 2,985,000 2,974,005 2,937,419 WildBrain Ltd. Media: Diversified & Production Term Loan Loan 1M USD LIBOR+ 4.25 % 0.75 % 5.00 % 3/27/2028 1,985,000 1,949,907 1,966,401 WP CITYMD BIDCO LLC Services: Consumer Term Loan B Loan 6M USD LIBOR+ 3.25 % 0.50 % 3.75 % 12/22/2028 7,424,013 7,399,065 7,355,340 Xperi Corporation High Tech Industries Term Loan Loan 1M USD LIBOR+ 3.50 % 0.00 % 3.71 % 6/8/2028 2,741,617 2,730,066 2,719,355 ZEBRA BUYER LLC Banking, Finance, Insurance & Real Estate Term Loan 4/21 Loan 3M USD LIBOR+ 3.25 % 0.50 % 3.75 % 11/1/2028 887,097 883,013 882,661 Zekelman Industries, Inc. Metals & Mining Term Loan (01/20) Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.14 % 1/25/2027 968,914 968,914 954,622 Zodiac Pool Solutions Consumer goods: Durable Term Loan (1/22) Loan 1M USD SOFR+ 2.00 % 0.50 % 2.50 % 1/19/2029 500,000 498,783 493,440 $ 653,022,265 $ 638,963,350 Number of Shares Cost Fair Value Cash and cash equivalents U.S. Bank Money Market (c) 6,171,793 $ 6,171,793 $ 6,171,793 Total cash and cash equivalents 6,171,793 $ 6,171,793 $ 6,171,793 (a) All or a portion of this investment has an unfunded commitment as of February 28, 2022 (b) As of February 28, 2022, the investment was in default and on non-accrual status. (c) Included within cash and cash equivalents in Saratoga CLO's Statements of Assets and Liabilities as of February 28, 2022. (d) Investments include Payment-in-Kind Interest. LIBOR—London Interbank Offered Rate SOFR - Secured Overnight Financing Rate WIBOR - Warsaw Interbank Offered Rate 1M USD LIBOR—The 1 month USD LIBOR rate as of February 28, 2022 was 0.23%. 2M USD LIBOR—The 2 month USD LIBOR rate as of February 28, 2022 was 0.50%. 3M USD LIBOR—The 3 month USD LIBOR rate as of February 28, 2022 was 0.51%. 6M USD LIBOR—The 6 month USD LIBOR rate as of February 28, 2022 was 0.80%. 12M USD LIBOR - The 12 month USD LIBOR rate as of February 28, 2022 was 1.28%. 3 PL WIBOR - The 3 month PL WIBOR rate as of February 28, 2022 was 3.65%. Daily SOFR- The daily SOFR rate as of February 28, 2022 was 0.05%. 1M SOFR - The 1 month SOFR rate as of February 28, 2022 was 0.05%. 3M SOFR - The 3 month SOFR rate as of February 28, 2022 was 0.04%. Prime—The Prime Rate as of February 28, 2022 was 3.25%. S- 25 Saratoga Investment Corp. CLO 2013 -1 Ltd. Schedule of Investments February 28, 2021 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value Covia Holdings C/S (Unimin) Metals & Mining Common Stock Equity - - - - - 49,312 385,327 $ 362,443 Fusion Connect Warrant Telecommunications Warrants Equity - - - - - 32,832 - 328 J Jill Common Stock Retail Common Stock Equity - - - - - 5,085 - 24,966 McDermott International (Americas), Inc. Energy: Oil & Gas Lealand Finance (McDermott International) C/S - Cl Equity - - - - - 141,797 141,797 113,438 ABB Con-Cise Optical Group LLC Consumer goods: Non-durable Term Loan B Loan 6M USD LIBOR+ 5.00 % 1.00 % 6.00 % 6/15/2023 2,060,408 $ 2,046,779 1,952,875 Adtalem Global Education Inc. Services: Business Adtalem Global Education T/L B (02/21) Loan 1M USD LIBOR+ 4.50 % 0.75 % 5.25 % 2/12/2028 2,000,000 1,980,000 1,980,000 Advisor Group, Inc. Banking, Finance, Insurance & Real Estate Advisor Group Holdings T/L B1 Loan 1M USD LIBOR+ 4.50 % 0.00 % 4.61 % 7/31/2026 995,000 994,026 996,383 Aegis Sciences Corporation Healthcare & Pharmaceuticals Term Loan Loan 3M USD LIBOR+ 5.50 % 1.00 % 6.50 % 5/9/2025 3,867,445 3,842,999 3,527,419 Agiliti Health Inc. Healthcare & Pharmaceuticals Term Loan (09/20) Loan 1M USD LIBOR+ 2.75 % 0.75 % 3.50 % 1/4/2026 500,000 495,337 497,500 Agiliti Health Inc. Healthcare & Pharmaceuticals Term Loan (1/19) Loan 1M USD LIBOR+ 2.75 % 0.00 % 2.88 % 1/4/2026 491,250 491,250 487,566 Ahead Data Blue, LLC Services: Business Term Loan (10/20) Loan 6M USD LIBOR+ 5.00 % 1.00 % 6.00 % 9/18/2027 3,000,000 2,885,073 3,017,250 AI Convoy (Luxembourg) S.a.r.l. Aerospace & Defense AI Convoy (Luxembourg) USD T/L B Loan 6M USD LIBOR+ 3.50 % 1.00 % 4.50 % 1/18/2027 1,488,750 1,482,360 1,486,353 AIS HoldCo, LLC Services: Business Term Loan Loan 3M USD LIBOR+ 5.00 % 0.00 % 5.21 % 8/15/2025 5,246,875 5,082,782 5,089,469 Alchemy Copyrights, LLC Media: Diversified & Production Term Loan B Loan 1M USD LIBOR+ 3.25 % 0.75 % 4.00 % 8/16/2027 498,750 495,356 498,750 Alchemy US Holdco 1, LLC Metals & Mining Term Loan Loan 1M USD LIBOR+ 5.50 % 0.00 % 5.61 % 10/10/2025 1,900,000 1,879,839 1,850,923 Alion Science and Technology Corporation Aerospace & Defense Term Loan (2/21) Loan 1M USD LIBOR+ 2.75 % 0.75 % 3.50 % 7/23/2024 3,990,000 3,974,081 3,998,299 AlixPartners, LLP Banking, Finance, Insurance & Real Estate AlixPartners T/L B (01/21) Loan 1M USD LIBOR+ 2.75 % 0.50 % 3.25 % 1/27/2028 250,000 249,375 249,888 Allen Media, LLC Media: Diversified & Production Allen Media T/L B (1/20) Loan 3M USD LIBOR+ 5.50 % 0.00 % 5.75 % 2/10/2027 2,977,027 2,964,383 2,971,460 Altisource Solutions S.a r.l. Banking, Finance, Insurance & Real Estate Term Loan B (03/18) Loan 3M USD LIBOR+ 4.00 % 1.00 % 5.00 % 4/3/2024 1,223,297 1,218,530 1,040,940 Altium Packaging LLC Containers, Packaging & Glass Altium Packaging (Consolidated Container) T/L (01/ Loan 3M USD LIBOR+ 2.75 % 0.50 % 3.25 % 1/29/2028 500,000 497,500 499,000 Altra Industrial Motion Corp. Capital Equipment Term Loan Loan 1M USD LIBOR+ 2.00 % 0.00 % 2.11 % 10/1/2025 1,522,387 1,519,700 1,520,012 American Greetings Corporation Media: Advertising, Printing & Publishing Term Loan Loan 1M USD LIBOR+ 4.50 % 1.00 % 5.50 % 4/6/2024 4,230,503 4,228,066 4,239,302 American Trailer World Corp Automotive American Trailer World T/L Loan 1M USD LIBOR+ 3.75 % 0.75 % 4.50 % 2/17/2028 2,000,000 1,990,000 1,990,000 AmeriLife Holdings LLC Banking, Finance, Insurance & Real Estate AmeriLife T/L Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.12 % 3/18/2027 1,492,642 1,484,080 1,490,149 AmWINS Group, LLC Banking, Finance, Insurance & Real Estate AmWINS Group (2/21) T/L Loan 1M USD LIBOR+ 2.25 % 0.75 % 3.00 % 2/17/2028 2,000,000 1,995,000 1,999,160 Anastasia Parent LLC Consumer goods: Non-durable Term Loan Loan 3M USD LIBOR+ 3.75 % 0.00 % 4.00 % 8/11/2025 977,500 974,191 669,891 Anchor Glass Container Corporation Containers, Packaging & Glass Term Loan (07/17) Loan 3M USD LIBOR+ 2.75 % 1.00 % 3.75 % 12/7/2023 480,088 478,981 407,076 Anchor Packaging, LLC Containers, Packaging & Glass Term Loan B Loan 1M USD LIBOR+ 4.00 % 0.00 % 4.11 % 7/10/2026 997,468 987,853 999,962 APi Group DE, Inc. (J2 Acquisition) Services: Business Term Loan B Loan 1M USD LIBOR+ 2.50 % 0.00 % 2.61 % 10/1/2026 990,000 985,758 990,000 S- 26 Saratoga Investment Corp. CLO 2013 -1 Ltd. Schedule of Investments February 28, 2021 Issuer Name Industry Asset Name Asset Type Reference Rate/Spread LIBOR Floor Current Rate (All In) Maturity Date Principal/ Number of Shares Cost Fair Value APLP Holdings Limited Partnership Energy: Electricity APLP Holdings T/L B (01/20) Loan 1M USD LIBOR+ 2.50 % 1.00 % 3.50 % 4/14/2025 1,61