What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-05-08 compared with 2023-11-07 · 241 added, 206 removed, 582 unchanged (43% of the section changed)

15 unchanged sentences

the timing of cash flows, if any, from the operations of our portfolio companies;

the ability of our investment adviser to locate suitable investments for us and to monitor and administer our investments;

the ability of the Investment Adviser to locate suitable investments for us and to monitor and administer our investments;

the ability of the Investment Adviser to attract and retain highly talented professionals;

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any conflicts of interest posed by the structure of the management fee and incentive fee to be paid to the Investment Adviser;

changes in political, economic or industry conditions, relations between the United States, Russia, Ukraine and other nations, the interest rate environment or conditions affecting the financial and capital markets;

changes in political, economic or industry conditions, relations between the United States, Russia, Ukraine and other nations, the interest rate environment, certain regional bank failures or conditions affecting the financial and capital markets;

the escalating conflict in the Middle East;

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for the year ended December 31, 2023, elsewhere in this Quarterly Report on Form 10-Q

and in our other filings with the SEC.

and in our other filings with the Securities and Exchange Commission (the “SEC”).

We generally use words such as “anticipates,” “believes,” “expects,” “intends” and similar expressions to identify forward-looking statements.

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Our investments generally range between $5 million and $100 million each, although we expect that this investment size will vary proportionately with the size of our capital base and/or with strategic initiatives.

Our investment activities are managed by SLR Capital Partners, LLC (the “Investment Adviser”) and supervised by the board of directors (the “Board)”, a majority of whom are non-interested,

Our investment activities are managed by SLR Capital Partners, LLC (the “Investment Adviser”) and supervised by our board of directors (the “Board”), a majority of whom are non-interested,

as such term is defined in the 1940 Act.

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Recent Developments

On November 7, 2023, the Board declared a quarterly distribution of $0.41 per share payable on December 28, 2023 to holders of record as of December 14, 2023.

On May 7, 2024, the Board authorized an extension of a program for the purpose of repurchasing up to $50 million of the Company’s outstanding shares of common stock.

Under the repurchase program, the Company may, but is not obligated to, repurchase shares of the Company’s outstanding common stock in the open market from time to time provided that the Company complies with the Company’s code of ethics and the guidelines specified in Rule 10b-18

of the 1934 Act, including certain price, market volume and timing constraints.

In addition, any repurchases will be conducted in accordance with the 1940 Act.

Unless further amended or extended by the Board, the Company expects the repurchase program to be in place until the earlier of May 7, 2025 or until $50 million of the Company’s outstanding shares of common stock have been repurchased.

The timing and number of additional shares to be repurchased will depend on a number of factors, including market conditions.

There are no assurances that the Company will engage in any repurchases.

On May 8, 2024, the Board declared a quarterly distribution of $0.41 per share payable on June 27, 2024 to holders of record as of June 13, 2024.

Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity for such companies, the general economic environment and the competitive environment for the types of investments we make.

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We generate revenue primarily in the form of interest and dividend income from the securities we hold and capital gains, if any, on investment securities that we may sell.

Our debt investments generally have a stated term of three to seven years and typically bear interest at a floating rate usually determined on the basis of a benchmark London interbank offered rate (“LIBOR”), the Secured Overnight Financing Rate (“SOFR”), commercial paper rate, or the prime rate.

Our debt investments generally have a stated term of three to seven years and typically bear interest at a floating rate usually determined on the basis of a benchmark Secured Overnight Financing Rate (“SOFR”), commercial paper rate, or the prime rate.

Interest on our debt investments is generally payable monthly or quarterly but may be bi-monthly

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Portfolio and Investment Activity

During the three months ended September 30, 2023, we invested approximately $187.4 million across 35 portfolio companies.

This compares to investing approximately $245.4 million in 44 portfolio companies for the three months ended September 30, 2022.

Investments sold, prepaid or repaid during the three months ended September 30, 2023 totaled approximately $205.6 million versus approximately $81.1 million for the three months ended September 30, 2022.

At September 30, 2023, our portfolio consisted of 154 portfolio companies and was invested 37.1% in cash flow senior secured loans, 25.2% in asset-based senior secured loans / SLR Credit Solutions (“SLR Credit”) / SLR Healthcare ABL / SLR Business Credit, 22.6% in equipment senior secured financings / SLR Equipment Finance (“SLR Equipment”) / Kingsbridge Holdings, LLC (“KBH”) and 15.1% in life science senior secured loans, in each case, measured at fair value, versus 135 portfolio companies invested 30.2% in cash flow senior secured loans, 31.9% in asset-based senior secured loans / SLR Credit, 21.6% in equipment senior secured financings / SLR Equipment / KBH, and 16.3% in life science senior secured loans, in each case, measured at fair value, at September 30, 2022.

At September 30, 2023, 78.4% or $1.68 billion of our income producing investment portfolio *

During the three months ended March 31, 2024, we invested approximately $100.2 million across 24 portfolio companies.

This compares to investing approximately $156.0 million in 40 portfolio companies for the three months ended March 31, 2023.

Investments sold, prepaid or repaid during the three months ended March 31, 2024 totaled approximately $131.0 million versus approximately $144.2 million for the three months ended March 31, 2023.

At March 31, 2024, our portfolio consisted of 145 portfolio companies and was invested 33.3% in cash flow senior secured loans, 28.2% in asset-based senior secured loans / SLR Credit Solutions (“SLR Credit”) / SLR Healthcare ABL / SLR Business Credit, 22.6% in equipment senior secured financings / SLR Equipment Finance (“SLR Equipment”) / Kingsbridge Holdings, LLC (“KBH”) and 15.9% in life science senior secured loans, in each case, measured at fair value, versus 145 portfolio companies invested 31.9% in cash flow senior secured loans, 29.3% in asset-based senior secured loans / SLR Credit / SLR Healthcare ABL / SLR Business Credit, 23.3% in equipment senior secured financings / SLR Equipment / KBH, and 15.5% in life science senior secured loans, in each case, measured at fair value, at March 31, 2023.

At March 31, 2024, 81.3% or $1.71 billion of our income producing investment portfolio *

is floating rate and 18.7% or $393.6 million is fixed rate, measured at fair value.

At September 30, 2022, 79.7% or $1.71 billion of our income producing investment portfolio *

At March 31, 2023, 77.7% or $1.61 billion of our income producing investment portfolio *

is floating rate and 22.3% or $460.4 million is fixed rate, measured at fair value.

As of September 30, 2023 and 2022, we had two and two issuers, respectively, on non-accrual

As of March 31, 2024 and 2023, we had two and two issuers, respectively, on non-accrual

We have included SLR Credit Solutions, SLR Equipment Finance, SLR Healthcare ABL, SLR Business Credit and Kingsbridge Holdings, LLC within our income producing investment portfolio.

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On September 30, 2016, Crystal Capital Financial Holdings LLC was dissolved.

As of September 30, 2023, total commitments to the revolving credit facility are $300 million.

As of September 30, 2023, SLR Credit had 32 funded commitments to 28 different issuers with total funded loans of approximately $469.5 million on total assets of $506.1 million.

As of March 31, 2024, total commitments to the revolving credit facility are $300 million.

As of March 31, 2024, SLR Credit had 29 funded commitments to 25 different issuers with total funded loans of approximately $394.9 million on total assets of $432.9 million.

As of December 31, 2023, SLR Credit had 31 funded commitments to 26 different issuers with total funded loans of approximately $406.6 million on total assets of $438.4 million.

As of September 30, 2023 and December 31, 2022, the largest loan outstanding totaled $40.7 million and $33.4 million, respectively.

As of March 31, 2024 and December 31, 2023, the largest loan outstanding totaled $30.0 million and $30.0 million, respectively.

For the same periods, the average exposure per issuer was $15.8 million and $15.6 million, respectively.

SLR Credit’s credit facility, which is non-recourse

to the Company, had approximately $284.5 million and $224.3 million of borrowings outstanding at September 30, 2023 and December 31, 2022, respectively.

For the three months ended September 30, 2023 and 2022, SLR Credit had net income of $4.3 million and $3.9 million, respectively, on gross income of $13.9 million and $8.6 million, respectively.

For the nine months ended September 30, 2023 and 2022, SLR Credit had net income of $1.4 million and $8.6 million, respectively, on gross income of $42.4 million and $22.2 million, respectively.

to the Company, had approximately $207.5 million and $218.9 million of borrowings outstanding at March 31, 2024 and December 31, 2023, respectively.

For the three months ended March 31, 2024 and 2023, SLR Credit had net income (loss) of $5.7 million and ($9.7) million, respectively, on gross income of $13.1 million and $14.6 million, respectively.

Due to timing and non-cash

items, there may be material differences between GAAP net income and cash available for distributions.

items, there may be material differences between U.S.

generally accepted accounting principles (“GAAP”) net income and cash available for distributions.

As such, and subject to fluctuations in SLR Credit’s funded commitments, the timing of originations, and the repayments of financings, the Company cannot guarantee that SLR Credit will be able to maintain consistent dividend payments to us.

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We invested $209.9 million in cash to effect the transaction, of which $145.0 million was invested in the equity of SLR Equipment through our wholly-owned consolidated taxable subsidiary NEFCORP LLC and our wholly-owned consolidated subsidiary NEFPASS LLC and $64.9 million was used to purchase certain leases and loans held by SLR Equipment through NEFPASS LLC.

Concurrent with the transaction, SLR Equipment refinanced its existing senior secured credit facility into a $150.0 million non-recourse

facility with an accordion feature to expand up to $250.0 million.

In September 2019, SLR Equipment amended the facility, increasing commitments to $214.0 million with an accordion feature to expand up to $314.0, million and extended the maturity date of the facility to July 31, 2023.

In June 2023, the facility was amended to extend the maturity date to January 31, 2024, with updated commitments totaling $152.1 million, effective August 1, 2023.

As of September 30, 2023, SLR Equipment had 141 funded equipment-backed leases and loans to 56 different customers with a total net investment in leases and loans of approximately $199.8 million on total assets of $251.0 million.

On January 31, 2024, SLR Equipment entered into a $225,000 senior secured credit facility with a maturity date of January 31, 2027.

On March 1, 2024, the credit facility was expanded to $350,000 of commitments.

As of March 31, 2024, SLR Equipment had 174 funded equipment-backed leases and loans to 79 different customers with a total net investment in leases and loans of approximately $212.6 million on total assets of $265.0 million.

As of December 31, 2023, SLR Equipment had 150 funded equipment-backed leases and loans to 62 different customers with a total net investment in leases and loans of approximately $203.7 million on total assets of $254.7 million.

As of September 30, 2023 and December 31, 2022, the largest position outstanding totaled $18.3 million and $19.3 million, respectively.

As of March 31, 2024 and December 31, 2023, the largest position outstanding totaled $17.9 million and $17.9 million, respectively.

For the same periods, the average exposure per customer was $2.7 million and $3.3 million, respectively.

SLR Equipment’s credit facility, which is non-recourse

to the Company, had approximately $130.6 million and $115.0 million of borrowings outstanding at September 30, 2023 and December 31, 2022,

respectively.

For the three months ended September 30, 2023 and 2022, SLR Equipment had net income (loss) of ($1.2) million and $1.0 million, respectively, on gross income of $4.8 million and $6.5 million, respectively.

For the nine months ended September 30, 2023 and 2022, SLR Equipment had net loss of $2.2 million and $0.1 million, respectively, on gross income of $15.2 million and $15.7 million, respectively.

to the Company, had approximately $157.0 million and $137.2 million of borrowings outstanding at March 31, 2024 and December 31, 2023, respectively.

For the three months ended March 31, 2024 and 2023, SLR Equipment had net income (loss) of ($2.0) million and $1.0 million, respectively, on gross income of $4.2 million and $6.3 million, respectively.

Due to timing and non-cash

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Following the transaction, the Company owns 87.5% of KBHT equity and the KBH management team owns the remaining 12.5% of KBHT’s equity.

As of September 30, 2023 and December 31, 2022, KBHT had total assets of $783.1 million and $777.2 million, respectively.

On March 13, 2024, as per the terms of the original purchase agreement, the Company acquired 3.125% of KBHT’s equity from the management team.

Effective with this purchase, the Company owns 90.625% of KBHT’s equity and the management team owns the remaining 9.375%.

As of March 31, 2024 and December 31, 2023, KBHT had total assets of $848.2 million and $857.3 million, respectively.

For the same periods, debt recourse to KBHT totaled $252.2 million and $249.8 million, respectively, and non-recourse

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None of the debt is recourse to the Company.

For the three months ended September 30, 2023 and 2022, KBHT had net income of $2.1 million and $3.3 million, respectively, on gross income of $85.5 million and $71.3 million, respectively.

For the nine months ended September 30, 2023 and 2022, KBHT had net income of $7.2 million and $10.4 million, respectively, on gross income of $229.1 million and $215.1 million, respectively.

For the three months ended March 31, 2024 and 2023, KBHT had net income of $1.9 million and $2.6 million, respectively, on gross income of $80.0 million and $68.0 million, respectively.

Due to timing and non-cash

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companies operating in the healthcare industry.

SUNS initial investment in SLR Healthcare ABL was $32.8 million.

SUNS initial investment in SLR Healthcare ABL was approximately $32.8 million.

The management team of SLR Healthcare co-invested

in the transaction and continues to lead SLR Healthcare.

As of September 30, 2023, SLR Healthcare’s management team and the Company own approximately 7% and 93% of the equity in SLR Healthcare, respectively.

As of March 31, 2024, SLR Healthcare’s management team and the Company own approximately 7% and 93% of the equity in SLR Healthcare, respectively.

SLRC acquired SLR Healthcare in connection with the Mergers on April 1, 2022.

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SLR Healthcare currently manages a highly diverse portfolio of directly-originated and underwritten senior-secured commitments.

As of September 30, 2023, the portfolio totaled approximately $237.0 million of commitments with a total net investment in loans of $106.5 million on total assets of $113.8 million.

As of March 31, 2024, the portfolio totaled approximately $274.0 million of commitments with a total net investment in loans of $118.0 million on total assets of $125.7 million.

As of December 31, 2023, the portfolio totaled approximately $255.0 million of commitments with a total net investment in loans of $111.3 million on total assets of $118.6 million.

At September 30, 2023, the portfolio consisted of 38 issuers with an average balance of approximately $2.8 million versus 41 issuers with an average balance of approximately $2.3 million at December 31, 2022.

At March 31, 2024, the portfolio consisted of 44 issuers with an average balance of approximately $2.7 million versus 42 issuers with an average balance of approximately $2.6 million at December 31, 2023.

All of the commitments in SLR Healthcare’s portfolio are floating-rate, senior-secured, cash-pay

SLR Healthcare’s credit facility, which is non-recourse

to us, had approximately $81.0 million and $77.0 million of borrowings outstanding at September 30, 2023 and December 31, 2022, respectively.

For the three months ended September 30, 2023 and 2022, SLR Healthcare had net income of $1.5 million and $0.8 million, respectively, on gross income of $4.8 million and $3.0 million, respectively.

For the nine months ended September 30, 2023 and 2022, SLR Healthcare had net income of $3.9 million and $2.5 million, respectively, on gross income of $13.1 million and $7.9 million, respectively.

to us, had approximately $93.3 million and $84.7 million of borrowings outstanding at March 31, 2024 and December 31, 2023, respectively.

For the three months ended March 31, 2024 and 2023, SLR Healthcare had net income of $1.3 million and $1.1 million, respectively, on gross income of $4.8 million and $3.8 million, respectively.

Due to timing and non-cash

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NMC is a leading asset-backed lending commercial finance company that provides senior secured asset-backed financings to U.S.

based small-to-medium-sized businesses primarily in the manufacturing, services and distribution industries.

based small-to-medium-sized

businesses primarily in the manufacturing, services and distribution industries.

SUNS invested approximately $51.0 million to effect the transaction.

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The transaction purchase price of $66.7 million was financed with equity from SUNS of $19.0 million and borrowings on NMC’s credit facility of $47.7 million.

SLRC acquired SLR Business Credit in connection with the Mergers on April 1, 2022.

SLR Business Credit currently manages a highly diverse portfolio of directly-originated and underwritten senior-secured commitments.

As of September 30, 2023, the portfolio totaled approximately $612.4 million of commitments, of which $257.8 million were funded, on total assets of $302.9 million.

As of March 31, 2024, the portfolio totaled approximately $564.4 million of commitments, of which $226.6 million were funded, on total assets of $257.7 million.

As of December 31, 2023, the portfolio totaled approximately $610.9 million of commitments, of which $273.5 million were funded, on total assets of $315.3 million.

At September 30, 2023, the portfolio consisted of 98 issuers with an average balance of approximately $2.6 million versus 108 issuers with an average balance of approximately $2.6 million at December 31, 2022.

At March 31, 2024, the portfolio consisted of 99 issuers with an average balance of approximately $2.3 million versus 102 issuers with an average balance of approximately $2.7 million at December 31, 2023.

NMC has a senior credit facility with a bank lending group for $285.3 million, which expires on November 13, 2025.

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NMC’s credit facility, which is non-recourse

to us, had approximately $199.4 million and $214.4 million of borrowings outstanding at September 30, 2023 and December 31, 2022, respectively.

For the three months ended September 30, 2023 and 2022, SLR Business Credit had net income of $1.8 million and $2.0 million, respectively, on gross income of $9.7 million and $7.6 million, respectively.

For the nine months ended September 30, 2023 and 2022, SLR Business Credit had net income of $5.2 million and $5.7 million, respectively, on gross income of $27.9 million and $20.4 million, respectively.

to us, had approximately $175.4 million and $222.9 million of borrowings outstanding at March 31, 2024 and December 31, 2023, respectively.

For the three months ended March 31, 2024 and 2023, SLR Business Credit had net income of $3.2 million and $2.0 million, respectively, on gross income of $11.2 million and $9.3 million, respectively.

Due to timing and non-cash

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Under the repurchase program, we may, but are not obligated to, repurchase shares of our outstanding common stock in the open market from time to time provided that we comply with our code of ethics and the guidelines specified in Rule 10b-18

of the Exchange Act, including certain price, market volume and timing constraints.

of the Securities Exchange Act of 1934, as amended (the “1934 Act”), including certain price, market volume and timing constraints.

In addition, any repurchases will be conducted in accordance with the 1940 Act.

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There are no assurances that we will engage in any repurchases beyond what is reported herein.

For the nine months ended September 30, 2023, the Company repurchased 746 shares at an average price of approximately $14.02 per share, inclusive of commissions.

The total dollar amount of shares repurchased for the nine months ended September 30, 2023 was $0.01 million.

During the fiscal year ended December 31, 2022, the Company repurchased 217,271 shares at an average price of approximately $13.98 per share, inclusive of commissions.

There were no share repurchases during the three months ended March 31, 2024.

For the fiscal year ended December 31, 2023, the Company repurchased 746 shares at an average price of approximately $14.02 per share, inclusive of commissions.

The total dollar amount of shares repurchased for the fiscal year ended December 31, 2023 was $0.01 million.

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On December 12, 2022, SSLP as servicer and SLR Senior Lending Program SPV LLC (“SSLP SPV”), a newly formed wholly owned subsidiary of SSLP, as borrower entered into a $100 million senior secured revolving credit facility (the “SSLP Facility”) with Goldman Sachs Bank USA acting as administrative agent.

The SSLP Facility is scheduled to mature on December 12, 2027.

The SSLP Facility generally bears interest at a rate of SOFR plus 3.25%.

On October 20, 2023, the SSLP Facility was expanded to $150 million.

Effective with an amendment on March 25, 2024, the SSLP Facility is scheduled to mature on December 12, 2028 and generally bears interest at a rate of SOFR plus 2.90%.

SSLP and SSLP SPV, as applicable, have made certain customary representations and warranties and are required to comply with various covenants, including leverage restrictions, reporting requirements and other customary requirements for similar credit facilities.

The SSLP Facility also includes usual and customary events of default for credit facilities of this nature.

At September 30, 2023, there were $79.2 million of borrowings outstanding on the SSLP Facility.

As of September 30, 2023 the Company and the Investor had contributed combined equity capital in the amount of $57.5 million.

As of September 30, 2023, the Company and the Investor’s remaining commitments to SSLP totaled $21.25 million and $21.25 million, respectively.

The Company, along with the Investor, controls the funding of SSLP, and SSLP may not call the unfunded commitments of the Company or the Investor without approval of both the Company and the Investor.

As of September 30, 2023 and December 31, 2022, SSLP had total assets of $137.4 million and $19.1 million, respectively.

At March 31, 2024, there were $124.5 million of borrowings outstanding on the SSLP Facility.

As of March 31, 2024 and December 31, 2023, the Company and the Investor had contributed combined equity capital in the amount of $95.75 million and $85.75 million, respectively.

As of March 31, 2024 and December 31, 2023, the Company and the Investors’ combined remaining commitments to SSLP totaled $4.25 million and $14.25 million, respectively.

The Company, along with the Investor, controls the funding of SSLP and SSLP may not call the unfunded commitments of the Company or the Investor without the approval of both the Company and the Investor.

As of March 31, 2024 and December 31, 2023, SSLP had total assets of $225.1 million and $195.9 million, respectively.

For the same periods, SSLP’s portfolio consisted of floating rate senior secured loans to 39 and 32 different borrowers, respectively.

For the three months ended September 30, 2023, SSLP invested $57.5 million in 16 portfolio companies.

Investments prepaid totaled $1.7 million for the three months ended September 30, 2023.

For the period December 1, 2022 (commencement of operations) through December 31, 2022, SSLP invested $18.1 million in 7 portfolio companies.

Investments prepaid totaled $0.1 million for the period December 1, 2022 (commencement of operations) through December 31, 2022.

SSLP Portfolio as of September 30, 2023 (dollar amounts in thousands)

For the three months ended March 31, 2024, SSLP invested $29.8 million in 11 portfolio companies.

Investments prepaid totaled $0.8 million for the three months ended March 31, 2024.

For the three months ended March 31, 2023, SSLP invested $29.8 million in 12 portfolio companies.

Investments prepaid totaled $3.2 million for the three months ended March 31, 2023.

SSLP Portfolio as of March 31, 2024 (dollar amounts in thousands)

Accession Risk Management Group, Inc.

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Trading Companies & Distributors

Apex Service Partners, LLC

Diversified Consumer Services

Atria Wealth Solutions, Inc.

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Diversified Consumer Services

CVAUSA Management, LLC (4)

Health Care Providers & Services

ENS Holdings III Corp.

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Trading Companies & Distributors

Erie Construction Mid-west,

Building Products

Exactcare Parent, Inc.

Health Care Providers & Services

Fertility (ITC) Investment Holdco, LLC (4)

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Personal Products

GSM Acquisition Corp.

Leisure Equipment & Products

Higginbotham Insurance Agency, Inc.

High Street Buyer, Inc.

iCIMS, Inc.(4)

Kaseya, Inc.(4)

Kid Distro Holdings, LLC(4)

ONS MSO, LLC (4)

Legacy Service Partners, LLC

Diversified Consumer Services

Maxor Acquisition, Inc.(4)

Health Care Providers & Services

PhyNet Dermatology LLC (4)

Health Care Providers & Services

ONS MSO, LLC(4)

Health Care Providers & Services

Pinnacle Treatment Centers, Inc.(4)

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Health Care Providers & Services

Retina Midco, Inc.(4)

Health Care Providers & Services

RQM+ Corp.(4)

Life Sciences Tools & Services

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SunMed Group Holdings, LLC(4)

Health Care Equipment &

Health Care Equipment & Supplies

The Townsend Company, LLC(4)

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Packaged Foods & Meats

United Digestive MSO Parent, LLC(4)

Health Care Providers & Services

Urology Management Holdings, Inc.(4)

Health Care Providers & Services

UVP Management, LLC(4)

Health Care Providers & Services

Vessco Midco Holdings, LLC(4)

Water Utilities

Purchaser, LLC

Parent, Inc.(4)

Floating rate instruments accrue interest at a predetermined spread relative to an index, typically the SOFR.

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Floating rate debt investments typically bear interest at a rate determined by reference to the SOFR (“S”), and which typically reset monthly, quarterly or semi-annually.

For each debt investment we have provided the current interest rate in effect as of September 30, 2023.

For each debt investment we have provided the current interest rate in effect as of March 31, 2024.

Represents the fair value in accordance with ASC Topic 820.

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SSLP Portfolio as of December 31, 2023 (dollar amounts in thousands)

Aegis Toxicology Sciences Corporation (4)

Health Care Providers & Services

Alkeme Intermediary Holdings, LLC (4)

All States Ag Parts, LLC (4)

Trading Companies & Distributors

Apex Service Partners, LLC

Diversified Consumer Services

Atria Wealth Solutions, Inc.

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Health Care Providers & Services

CC SAG Holdings Corp.

Diversified Consumer Services

CVAUSA Management, LLC (4)

Health Care Providers & Services

ENS Holdings III Corp.

& ES Opco USA LLC (4)

Trading Companies &

Trading Companies & Distributors

Erie Construction Mid-west,

Building Products

Fertility (ITC) Investment Holdco, LLC (4)

Health Care Providers & Services

Foundation Consumer Brands, LLC (4)

Personal Products

GSM Acquisition Corp.

Leisure Equipment & Products

Higginbotham Insurance Agency, Inc.

High Street Buyer, Inc.

Ivy Fertility Services, LLC (4)

Health Care Providers & Services

iCIMS, Inc.(4)

Kaseya, Inc.(4)

Kid Distro Holdings, LLC(4)

Floating rate instruments accrue interest at a predetermined spread relative to an index, typically the LIBOR or SOFR.

These instruments are typically subject to a LIBOR or SOFR floor.

Floating rate debt investments typically bear interest at a rate determined by reference to either the LIBOR (“L”) or SOFR (“S”), and which typically reset monthly, quarterly or semi-annually.

Maxor Acquisition, Inc.(4)

Health Care Providers & Services

ONS MSO, LLC(4)

Health Care Providers & Services

Pinnacle Treatment Centers, Inc.(4)

Health Care Providers & Services

Plastics Management, LLC(4)

Health Care Providers & Services

RQM+ Corp.(4)

Life Sciences Tools & Services

RxSense Holdings LLC(4)

Diversified Consumer Services

SunMed Group Holdings, LLC(4)

Health Care Equipment & Supplies

The Townsend Company, LLC(4)

Commercial Services & Supplies

Tilley Distribution, Inc.(4)

Trading Companies & Distributors

Ultimate Baked Goods Midco LLC(4)

Packaged Foods & Meats

United Digestive MSO Parent, LLC(4)

Health Care Providers & Services

Urology Management Holdings, Inc.(4)

Health Care Providers & Services

Vessco Midco Holdings, LLC(4)

Water Utilities

Parent, Inc.(4)

Floating rate instruments accrue interest at a predetermined spread relative to an index, typically the SOFR.

These instruments are typically subject to a SOFR floor.

Floating rate debt investments typically bear interest at a rate determined by reference to the SOFR (“S”), and which typically reset monthly, quarterly or semi-annually.

For each debt investment we have provided the current interest rate in effect as of December 31, 2023.

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The Company also holds this security on its Consolidated Statements of Assets and Liabilities.

Below is certain summarized financial information for SSLP as of September 30, 2023 and December 31, 2022 and for the three and nine months ended September 30, 2023 and for the period December 1, 2022 (commencement of operations) through December 31, 2022:

September 30,

Below is certain summarized financial information for SSLP as of March 31, 2024 and December 31, 2023 and for the three months ended March 31, 2024 and the three months ended March 31, 2023:

March 31, 2024

Selected Balance Sheet Information for SSLP (in thousands):

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Cash and other assets

Debt outstanding

Debt outstanding ($124,520 and $106,900 face amounts, respectively, reported net of unamortized debt issuance costs of $1,914 and $1,697, respectively)

Distributions payable

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For the three

September 30, 2023

For the period

December 1, 2022

(commencement of

operations) to

December 31, 2022

March 31, 2024

For the three

March 31, 2023

Selected Income Statement Information for SSLP (in thousands):

2 unchanged sentences

Interest and other credit facility expenses

Organizational costs

Other general and administrative expenses

Total expenses

Net investment income (loss)

Net investment income

Realized gain on investments

1 unchanged sentence

Net realized and unrealized gain on investments

Net income (loss)

Service fees are included within the Company’s Consolidated Statements of Operations as other income.

5 unchanged sentences

Valuation of Portfolio Investments

In December 2020, the SEC adopted new Rule 2a-5

In December 2020, the SEC adopted Rule 2a-5

under the 1940 Act addressing fair valuation of fund investments.

The new rule sets forth requirements for good faith determinations of fair value, as well as for the performance of fair value determinations, including related oversight and reporting obligations.

The new rule also defines “readily available market quotations” for purposes of the definition of “value” under the 1940 Act, and the SEC noted that this definition will apply in all contexts under the 1940 Act.

The rule sets forth requirements for good faith determinations of fair value, as well as for the performance of fair value determinations, including related oversight and reporting obligations.

The rule also defines “readily available market quotations” for purposes of the definition of “value” under the 1940 Act, and the SEC noted that this definition will apply in all contexts under the 1940 Act.

The Company complies with Rule 2a-5’s

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accruals that ultimately may not be realized, but the Investment Adviser will be under no obligation to reimburse the Company for these fees.

For the three and nine months ended September 30, 2023, capitalized PIK income totaled $2.7 million and $8.9 million, respectively.

For the three and nine months ended September 30, 2022, capitalized PIK income totaled $0.7 million and $1.7 million, respectively.

For the three months ended March 31, 2024 and 2023, capitalized PIK income totaled $2.8 million and $3.2 million, respectively.

Net Realized Gain or Loss and Net Change in Unrealized Gain or Loss

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Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board.

ASUs not listed were assessed and either determined to be not applicable or expected to have minimal impact on its consolidated financial statements.

RESULTS OF OPERATIONS

Results comparisons are for the three and nine months ended September 30, 2023 and September 30, 2022:

Results comparisons are for the three months ended March 31, 2024 and March 31, 2023:

Investment Income

For the three and nine months ended September 30, 2023, gross investment income totaled $59.6 million and $169.5 million, respectively.

For the three and nine months ended September 30, 2022, gross investment income totaled $47.6 million and $123.4 million, respectively.

The increase in gross investment income for the year over year three month periods was primarily due to net growth of the income producing portfolio as well as an increase in index rates.

Net expenses totaled $36.3 million and $101.3 million, respectively, for the three and nine months ended September 30, 2023, of which $13.8 million and $40.6 million, respectively, were base management fees and performance-based incentive fees and $19.9 million and $53.0 million, respectively, were interest and other credit facility expenses.

For the three months ended March 31, 2024 and 2023, gross investment income totaled $58.1 million and $53.5 million, respectively.

The increase in gross investment income for the year over year three month periods was primarily due to average portfolio growth as well as an increase in index rates.

Net expenses totaled $34.2 million and $31.4 million, respectively, for the three months ended March 31, 2024 and 2023, of which $13.8 million and $13.2 million, respectively, were base management fees and performance-based incentive fees and $18.2 million and $15.3 million, respectively, were interest and other credit facility expenses.

Other general and administrative expenses totaled $2.3 million and $3.0 million, respectively, for the three months ended March 31, 2024 and 2023.

Over the same periods, $0.05 million and $0.1 million of performance-based incentive fees were waived.

Administrative services and other general and administrative expenses totaled $2.7 million and $8.2 million, respectively, for the three and nine months ended September 30, 2023.

Net expenses totaled $27.5 million and $69.5 million, respectively, for the three and nine months ended September 30, 2022, of which $12.9 million and $31.7 million, respectively, were base management fees and gross performance-based incentive fees and $12.8 million and $31.5 million, respectively, were interest and other credit facility expenses.

Over the same periods, $0.2 million and $1.6 million, respectively, of performance-based incentive fees were waived.

Administrative services and other general and administrative expenses totaled $2.1 million and $7.9 million, respectively, for the three and nine months ended September 30, 2022.

Expenses generally consist of management and performance-based incentive fees, interest and other credit facility expenses, administrative services fees, insurance expenses, legal fees, directors’ fees, transfer agency fees, printing and proxy expenses, audit and tax services expenses, and other general and administrative expenses.

Interest and other credit facility expenses generally consist of interest, unused fees, agency fees and loan origination fees, if any, among others.

The increase in expenses for the three and nine months ended September 30, 2023 versus the three and nine months ended September 30, 2022 was primarily due to higher management fees, incentive fees and interest expense on a larger portfolio.

The increase in expenses for the three months ended March 31, 2024 versus the three months ended March 31, 2023 was primarily due to higher management fees, incentive fees and interest expense on a larger average portfolio.

Additionally, there was an increase in index rates on borrowings.

Net Investment Income

The Company’s net investment income totaled $23.4 million and $68.2 million, or $0.43 and $1.25, per average share, respectively, for the three and nine months ended September 30, 2023.

The Company’s net investment income totaled $20.1 million and $53.8 million, or $0.37 and $1.06, per average share, respectively, for the three and nine months ended September 30, 2022.

Net Realized Loss

The Company had investment sales and prepayments totaling approximately $206 million and $473 million, respectively, for the three and nine months ended September 30, 2023.

Net realized losses over the same periods were $31.0 million and $29.8 million, respectively.

The Company had investment sales and prepayments totaling approximately $81 million and $261 million, respectively, for the three and nine months ended September 30, 2022.

Net realized losses over the same periods were $37.3 million and $37.4 million, respectively.

Net realized losses for the three and nine months ended September 30, 2023 were primarily related to our investment in American Teleconferencing Services, Ltd.

Net realized losses for the three and nine months ended September 30, 2022 were primarily related to our investment in PhyMed Management, LLC.

The Company’s net investment income totaled $23.9 million and $22.1 million, or $0.44 and $0.41, per average share, respectively, for the three months ended March 31, 2024 and 2023.

Net Realized Gain

The Company had investment sales and prepayments totaling approximately $131 million and $144 million, respectively, for the three months ended March 31, 2024 and 2023.

Net realized gains over the same periods were $0.1 million and $0.7 million, respectively.

Net realized gain for the three months ended March 31, 2024 and 2023 was primarily due to dispositions of selected assets.

Net Change in Unrealized Gain (Loss)

For the three and nine months ended September 30, 2023, net change in unrealized gain on the Company’s assets totaled $34.5 million and $14.4 million, respectively.

Net unrealized gain for the three months ended September 30, 2023 is primarily due to the reversal of previously recognized unrealized depreciation on our investment in American Teleconferencing Services, Ltd.

as well as appreciation in the value of our investments in Alimera Sciences, Inc.

and SLR Credit Solutions, among others, partially offset by depreciation in the value of our investments in KBH Topco, LLC, among others.

Net unrealized gain for the nine months ended September 30, 2023 is primarily due to the reversal of previously recognized unrealized depreciation on our investment in American Teleconferencing Services, Ltd.

as well as appreciation in the value of our investments in Alimera Sciences, Inc., among others, partially offset by depreciation in the value of our investments in Oldco AI, LLC (f/k/a AmeriMark), SLR Credit Solutions and KBT Topco, LLC, among others.

For the three and nine months ended September 30, 2022, net change in unrealized gain (loss) on the Company’s assets and liabilities totaled $30.8 million and ($17.1) million, respectively.

Net unrealized gain for the three months ended September 30, 2022 is primarily due to the reversal of previously recognized unrealized depreciation on our investment in PhyMed Management LLC, as well as appreciation in the value of our investments in SLR Business Credit, Alimera Sciences, Inc.

and Kingsbridge Holdings, LLC, among others, partially offset by depreciation in the value of our investments in SLR Equipment Finance, PPT Management Holdings, LLC, KBH Topco, LLC, SLR Healthcare ABL and SLR Credit Solutions, among others.

Net unrealized loss for the nine months ended September 30, 2022 is primarily due to depreciation in the value of our investments in RD Holdco, Inc., American Teleconferencing Services, Ltd., SLR Credit Solutions and SLR Equipment Finance, among others, partially offset by the reversal of previously recognized unrealized depreciation on our investment in PhyMed Management LLC as well as appreciation on the value of our investments in SLR Business Credit and Alimera Sciences, Inc.

in addition to unrealized appreciation on assets acquired in the Mergers due to the accounting treatment of the purchase discount.

Net Increase (Decrease) in Net Assets From Operations

For the three and nine months ended September 30, 2023, the Company had a net increase in net assets resulting from operations of $26.9 million and $52.8 million, respectively.

For the three months ended March 31, 2024 and 2023, net change in unrealized gain (loss) on the Company’s assets totaled $3.9 million and ($16.0) million, respectively.

Net unrealized gain for the three months ended March 31, 2024 is primarily due to appreciation in the value of our investments in Arcutis Biotherapeutics, Inc., Neuronetics, Inc., Cerapedics, Inc., SLR Credit Solutions and SLR Healthcare ABL, among others, partially offset by depreciation in the value of our investments in SLR Equipment Finance and SOINT, LLC, among others.

Net unrealized loss for the three months ended March 31, 2023 is primarily due to depreciation in the value of our investments in AmeriMark Intermediate Holdings, LLC and SLR Credit Solutions, among others, partially offset by appreciation in the value of our investments in Spectrum Pharmaceuticals, Inc., SLR Business Credit and Pinnacle Treatment Centers, Inc., among others.

Net Increase in Net Assets From Operations

For the three months ended March 31, 2024 and 2023, the Company had a net increase in net assets resulting from operations of $27.9 million and $6.8 million, respectively.

For the same periods, earnings per average share were $0.51 and $0.13, respectively.

For the three and nine months ended September 30, 2022, the Company had a net increase (decrease) in net assets resulting from operations of $13.5 million and ($0.7) million, respectively.

For the same periods, earnings (losses) per average share were $0.25 and ($0.01), respectively.

LIQUIDITY AND CAPITAL RESOURCES

1 unchanged sentence

equity and/or debt offerings.

As of September 30, 2023, we had a total of $200.8 million of unused borrowing capacity under the Credit Facility and SPV Credit Facility, subject to borrowing base limits.

As of March 31, 2024, we had a total of $267.8 million of unused borrowing capacity under the Credit Facility and SPV Credit Facility, subject to borrowing base limits.

We may from time to time issue equity and/or debt securities in either public or private offerings.

10 unchanged sentences

The SPV Credit Facility also includes usual and customary events of default for credit facilities of this nature.

At September 30, 2023, outstanding USD equivalent borrowings under the SPV Credit Facility totaled $206.3 million.

At March 31, 2024, outstanding USD equivalent borrowings under the SPV Credit Facility totaled $206.3 million.

On April 1, 2022, we entered into an assumption agreement (the “Note Assumption Agreement”), effective as of the closing of the Mergers.

The Note Assumption Agreement relates to our assumption of $85 million in aggregate principal amount of five-year, 3.90% senior unsecured notes, due March 31, 2025 (the “2025 Unsecured Notes”) and other obligations of SUNS under the Note Purchase Agreement, dated as of March 31, 2020 (the “Note Purchase Agreement”), among SUNS and certain institutional investors.

The Note Assumption Agreement relates to our assumption of $85 million in aggregate principal amount of five-year, 3.90% senior unsecured notes, due March 31, 2025 and other obligations of SUNS under the Note Purchase Agreement, dated as of March 31, 2020 (the “Note Purchase Agreement”), among SUNS and certain institutional investors.

Interest on the 2025 Unsecured Notes is due semi-annually on March 31 and September 30.

8 unchanged sentences

or the alternate base rate plus 0.75%-1.00%.

Credit Facility has a 0% floor and matures in December 2026 and includes ratable amortization in the final year.

The Credit Facility has a 0% floor and matures in December 2026 and includes ratable amortization in the final year.

The Credit Facility may be increased up to $800 million with additional new lenders or an increase in commitments from current lenders.

The Credit Facility contains certain customary affirmative and negative covenants and events of default.

In addition, the Credit Facility contains certain financial covenants that among other things, require the Company to maintain a minimum shareholder’s equity and a minimum asset coverage ratio.

At September 30, 2023, outstanding USD equivalent borrowings under the Credit Facility totaled $521.5 million, composed of $421.5 million of revolving credit and $100.0 million of term loans.

In addition, the Credit Facility contains certain financial covenants that among other things, require the Company to maintain a minimum stockholder’s equity and a minimum asset coverage ratio.

At March 31, 2024, outstanding USD equivalent borrowings under the Credit Facility totaled $486.0 million, composed of $386.0 million of revolving credit and $100.0 million of term loans.

On September 14, 2021, the Company closed a private offering of $50 million of the 2027 Unsecured Notes with a fixed interest rate of 2.95% and a maturity date of March 14, 2027.

7 unchanged sentences

The 2026 Unsecured Notes were issued in a private placement only to qualified institutional buyers.

On November 22, 2017, we issued $75 million in aggregate principal amount of publicly registered 2023 Unsecured Notes for net proceeds of $73.8 million.

Interest on the 2023 Unsecured Notes is paid semi-annually on January 20 and July 20, at a fixed rate of 4.50% per year, commencing on January 20, 2018.

The 2023 Unsecured Notes were repaid in full at maturity on January 20, 2023.

Certain covenants on our issued debt may restrict our business activities, including limitations that could hinder our ability to finance additional loans and investments or to make the distributions required to maintain our status as a RIC under Subchapter M of the Code.

At September 30, 2023, the Company was in compliance with all financial and operational covenants required by the Debt Instruments.

At March 31, 2024, the Company was in compliance with all financial and operational covenants required by the Debt Instruments.

Cash Equivalents

8 unchanged sentences

The amount of these transactions or such drawn cash for this purpose is excluded from total assets for purposes of computing the asset base upon which the management fee is determined.

We held a face amount of $335 million in cash equivalents as of September 30, 2023.

We held a face amount of $295 million in cash equivalents as of March 31, 2024.

Contractual Obligations

A summary of our significant contractual payment obligations is as follows as of September 30, 2023:

A summary of our significant contractual payment obligations is as follows as of March 31, 2024:

Payments Due by Period (in millions)

1 unchanged sentence

Unsecured senior notes

As of September 30, 2023, we had a total of $232.3 million of unused borrowing capacity under our revolving credit facilities, subject to borrowing base limits.

As of March 31, 2024, we had a total of $267.8 million of unused borrowing capacity under our revolving credit facilities, subject to borrowing base limits.

Under the provisions of the 1940 Act, we are permitted, as a BDC, to issue senior securities in amounts such that our asset coverage ratio, as defined in the 1940 Act, equals at least 150% of gross assets less all liabilities and indebtedness not represented by senior securities, after each issuance of senior securities.

4 unchanged sentences

We have also entered into two contracts under which we have future commitments:

the Advisory Agreement, pursuant to which the Investment Adviser has agreed to serve as our investment adviser, and the Administration Agreement, pursuant to which the Administrator has agreed to furnish us with the facilities and administrative services necessary to conduct our day-to-day

the Advisory Agreement, pursuant to which the Investment Adviser has agreed to serve as our investment adviser, and the administration agreement (“Administration Agreement”), pursuant to which the Administrator has agreed to furnish us with the facilities and administrative services necessary to conduct our day-to-day

operations and provide on our behalf managerial assistance to those portfolio companies to which we are required to provide such assistance.

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Senior Securities

Information about our senior securities is shown in the following table (in thousands) as of the quarter ended September 30, 2023 and each year ended December 31 for the past ten years, unless otherwise noted.

Information about our senior securities is shown in the following table (in thousands) as of the quarter ended March 31, 2024 and each year ended December 31 for the past ten years, unless otherwise noted.

The “—” indicates information which the SEC expressly does not require to be disclosed for certain types of senior securities.

2 unchanged sentences

Credit Facility

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

SPV Credit Facility

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

2022 Unsecured Notes

1 unchanged sentence

2023 Unsecured Notes

Fiscal 2023 (through September 30, 2023)

Class and Year

1 unchanged sentence

2024 Unsecured Notes

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

2025 Unsecured Notes

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

2026 Unsecured Notes

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

2027 Unsecured Notes

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

2027 Series F Unsecured Notes

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

2042 Unsecured Notes

Senior Secured Notes

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

NEFPASS Facility

1 unchanged sentence

Total Senior Securities

Fiscal 2023 (through September 30, 2023)

Fiscal 2024 (through March 31, 2024)

Total amount of each class of senior securities outstanding (in thousands) at the end of the period presented.

2 unchanged sentences

In order to determine the specific Asset Coverage Per Unit for each class of debt, the total Asset Coverage Per Unit is allocated based on the amount outstanding in each class of debt at the end of the period.

As of September 30, 2023, asset coverage was 182.3%.

As of March 31, 2024, asset coverage was 185.4%.

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.

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These unfunded capital commitments always take into account the Company’s liquidity and cash available for investment, portfolio and issuer diversification, and other considerations.

Accordingly, the Company had the following unfunded capital commitments at September 30, 2023 and December 31, 2022, respectively:

September 30,

December 31, 2022

Accordingly, the Company had the following unfunded capital commitments at March 31, 2024 and December 31, 2023, respectively:

(in millions)

SLR Credit Solutions*

Outset Medical, Inc.

Apeel Technology, Inc.

BDG Media, Inc.

Southern Orthodontic Partners Management, LLC

SLR Senior Lending Program LLC*

Orthopedic Care Partners Management, LLC

Human Interest, Inc.

CVAUSA Management, LLC

BDG Media, Inc.

Neuronetics, Inc.

Cerapedics, Inc.

Alkeme Intermediate Holdings, LLC

Arcutis Biotherapeutics, Inc.

Ardelyx, Inc.

United Digestive MSO Parent, LLC

Western Veterinary Partners LLC

Copper River Seafoods, Inc.

SPAR Marketing Force, Inc.

Alkeme Intermedia ry

Holdings, LLC

DeepIntent, Inc.

Retina Midco, Inc.

One Touch Direct, LLC

Orthopedic Care Partners Management, LLC

SPR Therapeutics, Inc.

Foy & Associates Insurance Services, LLC

33 Across Inc.

Luxury Asset Capital, LLC

UVP Management, LLC

Urology Management Holdings, Inc.

United Digestive MSO Parent, LLC

The Townsend Company, LLC

SLR Equipment Finance

Vertos Medical, Inc.

1 unchanged sentence

Kid Distro Holdings, LLC

Maurices, Incorporated

Erie Construction Mid-west,

Ultimate Baked Goods Midco LLC

Brainjolt LLC

Basic Fun, Inc.

SLR Senior Lending Program LLC*

Bayside Opco, LLC

(in millions)

SunMed Group Holdings, LLC

SCP Eye Care, LLC

AMF Levered II, LLC

Urology Management Holdings, Inc.

Sightly Enterprises, Inc.

SLR Healthcare ABL*

RxSense Holdings LLC

Enverus Holdings, Inc.

Tilley Distribution, Inc.

SCP Eye Care, LLC

GSM Acquisition Corp

Composite Technology Acquisition Corp.

UVP Management, LLC

Vapotherm, Inc.

Pinnacle Treatment Centers, Inc.

High Street Buyer, Inc.

1 unchanged sentence

(Spectrum Automotive)

Crewline Buyer, Inc.

ENS Holdings III Corp, LLC

Pinnacle Treatment Centers, Inc.

Vessco Midco Holdings, LLC

1 unchanged sentence

All States Ag Parts, LLC

World Insurance Associates, LLC

Spectrum Pharmaceuticals, Inc.

Atria Wealth Solutions, Inc.

Accession Risk Management Group, Inc.

Copper River Seafoods, Inc.

Meditrina, Inc.

One Touch Direct, LLC

DeepIntent, Inc.

Plastics Management, LLC

Pediatric Home Respiratory Services, LLC

Ivy Fertility Services, LLC

NAC Holdings Corporation

SPAR Marketing Force, Inc.

Montefiore Nyack Hospital

American Teleconferencing Services, Ltd.

BayMark Health Services, Inc.

Ardelyx, Inc.

Legacy Service Partners, LLC

SLR Equipment Finance*

Exactcare Parent, Inc.

Purchaser, LLC

Total Commitments

2 unchanged sentences

Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company.

As of September 30, 2023 and December 31, 2022, the Company had sufficient cash available and/or liquid securities available to fund its commitments and had reviewed them for any appropriate fair value adjustment.

As of March 31, 2024 and December 31, 2023, the Company had sufficient cash available and/or liquid securities available to fund its commitments and had reviewed them for any appropriate fair value adjustment.

In the normal course of business, we invest or trade in various financial instruments and may enter into various investment activities with off-balance

6 unchanged sentences

Date Declared

June 13, 2024

June 27, 2024

February 27, 2024

March 14, 2024

March 28, 2024

November 7, 2023

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February 2, 2023

Date Declared

December 6, 2022

21 unchanged sentences

April 1, 2022

November 3, 2021

December 16, 2021

January 5, 2022

August 3, 2021

September 23, 2021

October 5, 2021

June 23, 2021

February 24, 2021.

March 18, 2021

April 2, 2021

Tax characteristics of all distributions will be reported to stockholders on Form 1099 after the end of the calendar year.

Future monthly distributions, if any, will be determined by the Board.

Future quarterly distributions, if any, will be determined by the Board.

We expect that our distributions to stockholders will generally be from accumulated net investment income, from net realized capital gains or non-taxable

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In addition, Mr.

Kajee, our Chief Financial Officer and Treasurer serves as the Chief Financial Officer for the Investment Adviser.

Kajee, our Chief Financial Officer and Treasurer, serves as the Chief Financial Officer for the Investment Adviser and Mr.

Talarico, our Chief Compliance Officer and Secretary, serves as Partner, General Counsel and Chief Compliance Officer for the Investment Adviser.

The Administrator provides us with the office facilities and administrative services necessary to conduct day-to-day

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Executive Officer and President, Bruce Spohler, our Co-Chief

Executive Officer and Chief Operating Officer, and Shiraz Kajee, our Chief Financial Officer and Treasurer, serve in similar capacities for SCP Private Credit Income BDC LLC, SLR HC BDC LLC and SLR Private Credit BDC II LLC.

Executive Officer and Chief Operating Officer, Shiraz Kajee, our Chief Financial Officer and Treasurer, and Guy F.

Talarico, our Chief Compliance Officer and Secretary, serve in similar capacities for SCP Private Credit Income BDC LLC, SLR HC BDC LLC and SLR Private Credit BDC II LLC.

The Investment Adviser and certain investment advisory affiliates may determine that an investment is appropriate for us and for one or more of those other funds.

2 unchanged sentences

Any such investments will be made only to the extent permitted by applicable law and interpretive positions of the SEC and its staff, and consistent with the Investment Adviser’s allocation procedures.

On June 13, 2017, the Investment Adviser received an exemptive order that permits the Company to participate in negotiated co-investment transactions

with certain affiliates, in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors, and pursuant to various conditions (the “Order”).

If the Company is unable to rely on the Order for a particular opportunity, such opportunity will be allocated first to the entity whose investment strategy is the most consistent with the opportunity being allocated, and second, if the terms of the opportunity are consistent with more than one entity’s investment strategy, on an alternating basis.

On June 13, 2017, the Investment Adviser received an exemptive order that permits the Company to participate in negotiated co-investment

transactions with certain affiliates, in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors, and pursuant to various conditions (the “Exemptive Order”).

If the Company is unable to rely on the Exemptive Order for a particular opportunity, such opportunity will be allocated first to the entity whose investment strategy is the most consistent with the opportunity being allocated, and second, if the terms of the opportunity are consistent with more than one entity’s investment strategy, on an alternating basis.

Although the Investment Adviser’s investment professionals will endeavor to allocate investment opportunities in a fair and equitable manner, the Company and its stockholders could be adversely affected to the extent investment opportunities are allocated among us and other investment vehicles managed or sponsored by, or affiliated with, our executive officers, directors and members of the Investment Adviser.

5 unchanged sentences

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis