Per Share |
Total |
|||||||
Public offering price |
$ |
11.1000 |
$ |
47,175,000 |
||||
Sales load (underwriting discounts and commissions) (1) |
$ |
— |
$ |
— |
||||
Additional supplemental payment to the underwriters by PennantPark Investment Advisers, LLC (2) |
$ |
0.0998 |
$ |
424,150 |
||||
Proceeds to us (before expenses) (3) |
$ |
11.1998 |
$ |
47,599,150 |
(1) |
PennantPark Investment Advisers, LLC, our investment adviser, has agreed to pay all of the sales load (underwriting discounts and commissions) in the amount of approximately $1.4 million, or $0.3330 per share (or approximately $1.6 million or $0.3330 per share if the underwriters’ option to purchase additional shares is fully exercised), in connection with the shares of common stock offered by us in this offering, which is not reflected in the above table. We are not obligated to repay the sales load paid by PennantPark Investment Advisers, LLC. See “Underwriting” for additional information regarding underwriting compensation. |
(2) |
PennantPark Investment Advisers, LLC has agreed to pay the underwriters an additional supplemental payment of $424,150, or $0.0998 per share (or $487,773, or $0.0998 per share if the option to purchase additional shares is fully exercised), which reflects the difference between the offering price and the proceeds per share received by us in this offering. We are not obligated to repay the additional supplemental payment made by PennantPark Investment Advisers, LLC. |
(3) |
The estimated expenses of this offering are expected to be approximately $250,000. |
Morgan Stanley |
UBS Investment Bank |
Goldman Sachs & Co. LLC |
J.P. Morgan |
Keefe, Bruyette & Woods A Stifel Company |
JMP Securities A CITIZENS COMPANY |
Oppenheimer & Co. |
Maxim Group LLC |
Ladenburg Thalmann |
S-i |
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S-ii |
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S-1 |
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S-5 |
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S-8 |
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S-11 |
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S-15 |
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S-16 |
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S-17 |
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S-22 |
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S-22 |
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S-22 |
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S-23 |
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76 |
• | GAAP net asset value per share is estimated to be between $11.25 and $11.33 per share as of December 31, 2022. This compares to GAAP net asset value per share of $11.62 as of September 30, 2022. |
• | Adjusted net asset value per share is estimated to be between $11.17 and $11.25 per share as of December 31, 2022. This compares to adjusted net asset value per share of $11.59 as of September 30, 2022. Adjusted net asset value per share is a non-GAAP financial measure. We believe that this |
number provides useful information to investors and management because it reflects our financial performance, excluding the impact of the $3.9 million, or $0.09 per share, and $1.5 million, or $0.03 per share, unrealized loss on the Credit Facility and the 2023 Notes, as of December 31, 2022 and September 30, 2022, respectively. The presentation of this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance with GAAP. |
• | Net investment income is estimated to be between $0.29 and $0.31 per share for the quarter ended December 31, 2022. This compares to net investment income of $0.29 per share for the quarter ended September 30, 2022. |
• | Three loans were on non-accrual status as of December 31, 2022. |
• | As of December 31, 2022, at cost, we had approximately $199.7 million of borrowings outstanding under our Credit Facility, approximately $76.2 million in aggregate principal amount of 2023 Notes outstanding, $185.0 million in aggregate principal amount of 2026 Notes outstanding and $228.0 million in aggregate principal amount of 2031 Asset-Backed Debt. |
• | As of December 31, 2022, we had approximately $52.9 million in cash and cash equivalents. |
Common stock offered by the Company |
4,250,000 shares (or 4,887,500 shares if the underwriters exercise their option to purchase additional shares in full) |
Common stock outstanding prior to this offering |
45,431,815 shares |
Common stock outstanding following this offering |
49,681,815 shares |
The number of shares outstanding after the offering assumes the underwriters’ option to purchase additional shares is not exercised. If the option to purchase additional shares is exercised in full, we will issue an additional 637,500 shares and will have 50,319,315 shares outstanding after the offering. |
NYSE symbol |
“PFLT” |
Common stock issued in this offering will be dual listed on the NYSE and the TASE under the symbol “PFLT”. |
Use of Proceeds |
We estimate that the net proceeds we receive from this offering will be approximately $47.3 million (or approximately $54.5 million if the underwriters fully exercise their option to purchase additional shares), in each case based on proceeds to us of approximately $11.20 per share, representing a public offering price of $11.10 per share, including the additional supplemental payment of approximately $0.0998 per share that the Investment Adviser has agreed to pay the underwriters which reflects the difference between the public offering price and the proceeds per share received by us in this offering, and also including estimated offering expenses of $250,000 payable by us, but excluding the underwriting commissions of $424,150 (or $487,773 if the underwriters fully exercise their option to purchase additional shares). The Investment Adviser has agreed to pay all of the underwriting discounts and commissions in connection with this offering. |
We expect to use the net proceeds from this offering to reduce outstanding obligations under our existing indebtedness, to invest in new or existing portfolio companies, to capitalize a subsidiary or joint venture or for other general corporate or strategic purposes. |
See “Use of Proceeds” for more information. |
Investment Adviser payment of Sales Load and Additional Supplemental Payment |
Our Investment Adviser has agreed to pay all of the sales load (underwriting discounts and commissions) in the amount of |
approximately $1.4 million, or $0.3330 per share (or approximately $1.6 million, or $0.3330 per share if the underwriters’ option to purchase additional shares is fully exercised), in connection with the shares of common stock offered by us in this offering. We are not obligated to repay the sales load paid by our Investment Adviser. Our Investment Adviser has also agreed to pay the underwriters an additional supplemental payment of $424,150, or $0.0998 per share (or $487,773, or $0.0998 per share if the option to purchase additional shares is fully exercised), which reflects the difference between the offering price and the proceeds per share received by us in this offering. We are not obligated to repay the additional supplemental payment made by our Investment Adviser. |
Trading at a Discount |
Shares of closed-end investment companies, including BDCs, frequently trade at a discount to their NAV. The risk that our shares may trade at a discount to our NAV is separate and distinct from the risk that our NAV per share may decline. We cannot predict whether our shares will trade above, at or below NAV. |
Distributions on Common Stock |
The timing and amount of our monthly distributions to stockholders, if any, are determined by our board of directors. While we intend to make distributions on a monthly basis to our stockholders out of assets legally available for distribution, we may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of our distributions from time to time. In addition, we may be limited in our ability to make distributions due to the asset coverage requirements applicable to us as a BDC under the 1940 Act. If we do not distribute a certain percentage of our income annually, we will suffer adverse tax consequences, including the possible loss of our ability to be subject to tax as a RIC. We cannot assure stockholders that they will receive any distributions. |
Taxation |
We have elected to be treated, and intend to qualify annually to maintain our election to be treated, as a RIC under Subchapter M of the Code. To maintain our RIC tax election, we must, among other requirements, meet certain annual source-of-income |
Lock Up Arrangements |
We have agreed, with exceptions, not to sell or transfer any shares for 60 days after the date of this prospectus supplement without first obtaining the written consent of Morgan Stanley & Co. LLC. In addition, our executive officers and directors, PennantPark Investment Advisers, and the Administrator have agreed to certain restrictions on sales of our common stock for a period of 60 days from the date of this prospectus supplement. See “Underwriting – No Sales of Similar Securities.” |
Risk Factors |
Investing in our common stock involves risks. See “Risk Factors” in this prospectus supplement and the accompanying prospectus, our most recent Annual Report on Form 10-K, which is incorporated by reference to this prospectus supplement, and in any free writing prospectuses we have authorized for use in connection with this offering, and under similar headings in the documents that are filed with the SEC on or after the date hereof and are incorporated by reference into this prospectus supplement and the accompanying prospectus. |
Stockholder transaction expenses |
||||
Sales load ( |
% (1) | |||
Offering expenses ( |
% (2) | |||
|
|
|||
Total stockholder expenses ( |
% |
Estimated annual expenses to common shares (3) |
||||
Management fees |
% (4) | |||
Incentive fees |
% (5) | |||
Interest on borrowed funds |
% (6) | |||
Acquired fund fees and expenses |
% (7) | |||
Other expenses |
% (8) | |||
|
|
|||
Total estimated annual expenses |
% (9) |
(1) | Our Investment Adviser has agreed to pay all of the underwriting discounts and commissions (sales load), which is not reflected in the above table. We are not obligated to repay the sales load paid by our Investment Adviser. |
(2) |
The percentage reflects estimated offering expenses payable by us of approximately $250,000 and is based on the offering of 4,250,000 shares in this offering at the offering price of $11.10 per share. |
(3) | Net assets attributable to common shares equal average net assets of September 30, 2022, plus net proceeds anticipated from this offering but excluding the underwriters’ option to purchase additional shares. There is no guarantee that there will be any sales of our common stock pursuant to this prospectus supplement and the accompanying prospectus. |
(4) | |
(5) | The portion of incentive fees paid with respect to net investment income and capital gains, if any, is based on actual amounts incurred during the fiscal year ended September 30, 2022. Such incentive fees are based on performance, vary from period to period and are not paid unless our performance exceeds specified thresholds. Incentive fees in respect of net investment income do not include incentive fees in respect of net capital gains. The portion of our incentive fee paid in respect of net capital gains is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Management Agreement, as of the termination date) and equals 20.0% of our realized capital gains, if any, on a cumulative basis from inception through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees. For purposes of this chart and our Consolidated Financial Statements, our incentive fees on capital gains are calculated in accordance with the U.S. generally accepted accounting principles. As we cannot predict our future net investment income or capital gains, the incentive fee paid in future periods, if any, may be substantially different than the fee earned during the fiscal year ended September 30, 2022. For more detailed information about the incentive fee, please see “Item 1. Business-Investment Management Agreement” and “Item 1. Business-Investment Advisory Fees” in our most recent Annual Report on Form 10-K. |
(6) |
As of September 30, 2022, we had $168.8 million in borrowings outstanding under our Credit Facility, $97.0 million outstanding under our 2023 Notes, $185.0 million outstanding under our 2026 Notes and |
$228.0 million outstanding under the 2031 Asset-Backed Debt. We may use proceeds of this offering to repay outstanding obligations under our existing financing arrangements or other indebtedness. After completing this offering, we may continue to borrow under our existing financing arrangements to finance our investment objectives. We have estimated the annual interest expense on borrowed funds and we caution you that our actual interest expense in the future will depend on prevailing interest rates and our rate of borrowing, which may be substantially higher than the amount provided in this table. |
(7) | Our stockholders indirectly bear 87.5% of the expenses of our investment in PSSL. No management fee is charged by PennantPark Investment Advisers in connection with PSSL. PSSL pays the Administrator an annual fee of 0.25% of average gross assets under management. For this chart, PSSL fees and operating expenses are based on our share of the actual fees and operating expenses of PSSL for the fiscal year ended September 30, 2022. Expenses for PSSL may fluctuate over time and may be substantially higher or lower in the future. |
(8) | |
(9) | |
You would pay the following expenses on a $1,000 common stock investment |
1 Year |
3 Years |
5 Years |
10 Years |
||||||||||||
Assuming a 5% annual return (assumes no return from net realized capital gains or net unrealized capital appreciation) |
$ | $ | $ | $ | ||||||||||||
Assuming a 5% annual return (assumes return only from realized capital gains and thus subject to the capital gains incentive fee) |
$ | $ | $ | $ |
• | our future operating results; |
• | our business prospects and the prospects of our prospective portfolio companies, including as a result of the current pandemic caused by COVID-19 or any future worsening thereof; |
• | changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets that could result in changes to the value of our assets, including changes from the impact of the current COVID-19 pandemic or any future worsening thereof; |
• | the dependence of our future success on the general economy and its impact on the industries in which we invest; |
• | the impact of a protracted decline in the liquidity of credit markets on our business; |
• | the impact of investments that we expect to make; |
• | the impact of fluctuations in interest rates and foreign exchange rates on our business and our portfolio companies; |
• | our contractual arrangements and relationships with third parties; |
• | the valuation of our investments in portfolio companies, particularly those having no liquid trading market; |
• | the ability of our prospective portfolio companies to achieve their objectives; |
• | our expected financings and investments and ability to fund capital commitments to PSSL; |
• | the adequacy of our cash resources and working capital; |
• | the timing of cash flows, if any, from the operations of our prospective portfolio companies; |
• | the impact of price and volume fluctuations in the stock market; |
• | increasing levels of inflation, and its impact on us and our portfolio companies; |
• | the ability of our Investment Adviser to locate suitable investments for us and to monitor and administer our investments; |
• | the impact of future legislation and regulation on our business and our portfolio companies; and |
• | the impact of the ongoing invasion of Ukraine by Russia, United Kingdom’s withdrawal from the European Union (commonly known as “Brexit”) and other world economic and political issues. |
Closing Sales Price |
Premium (Discount) of High Sales |
Premium (Discount) of Low Sales |
Distributions Declared |
|||||||||||||||||||||
Period |
NAV (1) |
High |
Low |
Price to NAV (2) |
Price to NAV (2) |
|||||||||||||||||||
Year Ending September 30, 2023 |
||||||||||||||||||||||||
Second quarter (as of January 2 3 , 2023) |
$ | N/A | $ | $ | N/A | % | N/A | % | $ | 0.095 | (3) | |||||||||||||
First quarter |
N/A | N/A | N/A | 0.285 | ||||||||||||||||||||
Year Ended September 30, 2022 |
||||||||||||||||||||||||
Fourth quarter |
( |
) | 0.285 | |||||||||||||||||||||
Third quarter |
( |
) | 0.285 | |||||||||||||||||||||
Second quarter |
( |
) | 0.285 | |||||||||||||||||||||
First quarter |
( |
) | 0.285 | |||||||||||||||||||||
Year Ended September 30, 2021 |
||||||||||||||||||||||||
Fourth quarter |
( |
) | 0.285 | |||||||||||||||||||||
Third quarter |
( |
) | 0.285 | |||||||||||||||||||||
Second quarter |
( |
) | ( |
) | 0.285 | |||||||||||||||||||
First quarter |
( |
) | ( |
) | 0.285 |
(1) | NAV per share is determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of the high and low sales prices. The NAVs shown are based on outstanding shares at the end of each period. |
(2) | Calculated as of the respective high or low closing sales price less NAV per share, divided by the quarter-end NAV per share. |
(3) | Includes a distribution of $0.095 per share payable on February 1, 2023 to stockholders of record as of January 19, 2023. Investors in this offering will not be entitled to this distribution. |
• |
our actual capitalization as of September 30, 2022; and |
• |
our pro forma capitalization to give effect to the sale of shares of our common stock in this offering (assuming no exercise of the underwriters’ option to purchase additional shares) based on proceeds to us of approximately $11.20 per share, representing the public offering price of $11.10 per share, including the additional supplemental payment of approximately $0.10 per share that the Investment Adviser has agreed to pay to the underwriters which reflects the difference between the public offering price and the proceeds per share received by us in this offering, and also including estimated offering expenses of approximately $250,000 payable by us, but excluding the underwriting discounts and commissions of approximately $1.4 million. |
As of September 30, 2022 (dollars in thousands, except data per share) |
||||||||
Actual |
(unaudited) Pro Forma (1) |
|||||||
Assets: |
||||||||
Investments at fair value |
$ | 1,164,254 | $ | 1,164,254 |
||||
Cash and cash equivalents |
47,880 | 95,229 |
||||||
Other assets |
11,732 | 11,732 |
||||||
Total assets |
$ | 1,223,866 | $ | 1,271,215 |
||||
Liabilities: |
||||||||
Credit Facility |
$ | $ | ||||||
2023 Notes payable |
||||||||
2026 Notes payable |
||||||||
2031 Asset-Backed Debt |
||||||||
Other liabilities |
23,995 | 23,995 |
||||||
Total liabilities |
$ | 696,774 | $ | 696,774 |
||||
Net assets: |
||||||||
Common stock, par value $0.001 per share, 45,345,638 shares issued and outstanding as of September 30, 2022, 49, 595,638 shares issued and outstanding pro forma |
45 | 50 |
||||||
Paid-in capital in excess of par value |
618,028 | 665,372 |
||||||
Accumulated deficit |
(90,981 | ) | (90,981 |
) | ||||
Total net assets |
$ | 527,092 | $ | 574,441 |
||||
Net asset value per share |
$ | 11.62 | $ | 11.58 |
(1) | Excludes up to 637,500 shares of our common stock issuable by us upon exercise of the underwriters’ option to purchase additional shares (assuming the net proceeds from this offering are invested in cash and cash equivalents). |
Underwriter Names |
Number of Shares |
|||
Morgan Stanley & Co. LLC |
2,040,000 |
|||
UBS Securities LLC |
637,500 |
|||
Goldman Sachs & Co. LLC |
425,000 |
|||
J.P. Morgan Securities LLC |
425,000 |
|||
Keefe, Bruyette & Woods, Inc. |
425,000 |
|||
JMP Securities LLC |
85,000 |
|||
Oppenheimer & Co. Inc. |
85,000 |
|||
Maxim Group LLC |
85,000 |
|||
Ladenburg Thalmann & Co. Inc. |
42,500 |
|||
|
|
|||
Total |
4,250,000 |
|||
|
|
Per Share |
Without Option |
With Option |
||||||||||
Public offering price |
$ |
11.1000 |
$ |
47,175,000 |
$ |
54,251,250 |
||||||
Underwriting discounts and commissions (sales load) (1) |
$ |
— |
$ |
— |
$ |
— |
||||||
Additional supplemental payment to the underwriters by the Investment Adviser (2) |
$ |
0.0998 |
$ |
424,150 |
$ |
487,773 |
||||||
Proceeds to PennantPark Floating Rate Capital Ltd. (before offering expenses of $250,000) |
$ |
11.1998 |
$ |
47,599,150 |
$ |
54,739,023 |
(1) |
Our Investment Adviser has agreed to pay all of the underwriting commissions to the underwriters of approximately $1.4 million, or $0.3330 per share (or approximately $1.6 million, or $0.3330 per share if the option to purchase additional shares is fully exercised) in connection with this offering, which amount is not reflected in the above table. All other expenses of the offering will be borne by us. We are not obligated to repay the sales load paid by our Investment Adviser. |
(2) |
Our Investment Adviser has agreed to pay the underwriters an additional supplemental payment of $424,150, or $0.0998 per share (or $487,773, or $0.0998 per share if the option to purchase additional shares is fully exercised), which reflects the difference between the offering price and the proceeds per share received by us in this offering. We are not obligated to repay the additional supplemental payment paid by our Investment Adviser. |
• |
offer, pledge, sell or contract to sell any common stock; |
• |
sell any option or contract to purchase any common stock; |
• |
purchase any option or contract to sell any common stock; |
• |
grant any option, right or warrant for the sale of any common stock; |
• |
lend or otherwise dispose of or transfer any common stock; |
• |
request or demand that we file a registration statement related to the common stock; or |
• |
enter into any swap or other agreement that transfers, in whole or in part, the economic consequence of ownership of any common stock whether any such swap or transaction is to be settled by delivery of common stock or other securities, in cash or otherwise. |
• | Our Annual Report on Form 10-K for the fiscal year ended September 30, 2022, filed with the SEC on November 17, 2022, including the information specifically incorporated by reference to the Form 10-K from our Definitive Proxy Statement on Schedule 14A filed with the SEC on December 8, 2022; and |
• | The description of our common stock contained in Exhibit 4.4 of our Annual Report on Form 10-K for the fiscal year ended September 30, 2019 (File No. 814-00891), as filed with the SEC on November 20, 2019. |
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45 | ||||
47 | ||||
60 | ||||
61 | ||||
72 | ||||
74 | ||||
74 | ||||
74 | ||||
74 | ||||
75 | ||||
76 |
• | We believe middle-market companies have faced difficulty raising debt in private markets. |
• | We believe middle-market companies have faced difficulty in raising debt through the capital markets. |
• | We believe that credit market dislocation for middle-market companies improves the risk-reward on our investments. non-investment grade borrowers. As a result, we believe there is less competition in our market, more conservative capital structures, higher yields and stronger covenants. |
• | We believe there is a large pool of uninvested private equity capital likely to seek to combine their capital with sources of debt capital to complete private investments. |
• | We believe there is substantial supply of opportunities resulting from maturing loans that seek refinancing. |
2022 |
2021 |
2020 |
2019 |
2018 |
2017 |
2016 |
2015 |
2014 |
2013 (7) |
|||||||||||||||||||||||||||||||
Per Share Data: |
||||||||||||||||||||||||||||||||||||||||
Net asset value, beginning of period |
$ | 12.62 | $ | 12.31 | $ | 12.97 | $ | 13.82 | $ | 14.10 | $ | 14.06 | $ | 13.95 | $ | 14.40 | $ | 14.10 | $ | 13.98 | ||||||||||||||||||||
Net investment income (1) |
1.18 | 1.02 | 1.12 | 1.17 | 0.81 | 1.10 | 1.02 | 1.08 | 1.12 | 1.10 | ||||||||||||||||||||||||||||||
Net realized and unrealized (loss) gain (1) |
(1.10 | ) | 0.44 | (0.65 | ) | (0.88 | ) | 0.06 | 0.10 | 0.23 | (0.31 | ) | 0.26 | 0.15 | ||||||||||||||||||||||||||
Net increase in net assets resulting from operations (1) |
0.08 | 1.46 | 0.47 | 0.29 | 0.87 | 1.20 | 1.25 | 0.77 | 1.38 | 1.25 | ||||||||||||||||||||||||||||||
Distributions to stockholders (1),(2) |
||||||||||||||||||||||||||||||||||||||||
Distribution of net investment income |
(1.14 | ) | (1.14 | ) | (1.14 | ) | (1.14 | ) | (1.03 | ) | (1.15 | ) | (1.13 | ) | (0.98 | ) | (0.84 | ) | (0.95 | ) | ||||||||||||||||||||
Distribution of realized gains |
— | — | — | — | (0.11 | ) | — | (0.01 | ) | (0.18 | ) | (0.24 | ) | (0.10 | ) | |||||||||||||||||||||||||
Total distributions to stockholders (1),(2) |
(1.14 | ) | (1.14 | ) | (1.14 | ) | (1.14 | ) | (1.14 | ) | (1.15 | ) | (1.14 | ) | (1.16 | ) | (1.08 | ) | (1.05 | ) | ||||||||||||||||||||
Accretive (dilutive) effect of common stock issuance and acquisition of MCG (1) |
0.06 | — | — | — | (0.01 | ) | (0.01 | ) | — | (0.06 | ) | — | (0.08 | ) | ||||||||||||||||||||||||||
Net asset value, end of period |
$ | 11.62 | $ | 12.62 | $ | 12.31 | $ | 12.97 | $ | 13.82 | $ | 14.10 | $ | 14.06 | $ | 13.95 | $ | 14.40 | $ | 14.10 | ||||||||||||||||||||
Per share market value, end of period |
$ | 9.60 | $ | 12.79 | $ | 8.44 | $ | 11.60 | $ | 13.15 | $ | 14.48 | $ | 13.23 | $ | 11.94 | $ | 13.78 | $ | 13.78 | ||||||||||||||||||||
Total return(3) |
(17.76 | )% | 66.47 | % | (17.15 | )% | (3.20 | )% | (1.29 | )% | 18.71 | % | 21.77 | % | (6.01 | )% | 8.05 | % | 17.17 | % | ||||||||||||||||||||
Shares outstanding at end of period |
45,345,638 | 38,880,728 | 38,772,074 | 38,772,074 | 38,772,074 | 32,480,074 | 26,730,074 | 26,730,074 | 14,898,056 | 14,898,056 | ||||||||||||||||||||||||||||||
Ratios/ Supplemental Data: |
||||||||||||||||||||||||||||||||||||||||
Ratio of operating expenses to average net assets (4) |
5.34 | % | 3.77 | % | 5.19 | % | 3.94 | % | 3.01 | % | 4.13 | % | 3.56 | % | 3.01 | % | 4.45 | % | 4.43 | % | ||||||||||||||||||||
Ratio of debt related expenses to average net assets (5) |
5.85 | % | 5.00 | % | 5.63 | % | 5.21 | % | 4.73 | % | 1.98 | % | 1.58 | % | 2.34 | % | 1.95 | % | 1.66 | % | ||||||||||||||||||||
Ratio of total expenses to average net assets (5) |
11.19 | % | 8.77 | % | 10.82 | % | 9.15 | % | 7.74 | % | 6.11 | % | 5.14 | % | 5.35 | % | 6.40 | % | 6.09 | % | ||||||||||||||||||||
Ratio of net investment income to average net assets (5) |
9.55 | % | 8.07 | % | 9.00 | % | 8.76 | % | 5.81 | % | 7.85 | % | 7.42 | % | 7.43 | % | 7.77 | % | 7.68 | % | ||||||||||||||||||||
Net assets at end of period (in thousands) |
$ | 527,092 | $ | 490,611 | $ | 477,270 | $ | 503,057 | $ | 535,842 | $ | 457,906 | $ | 375,907 | $ | 372,890 | $ | 214,528 | $ | 210,066 | ||||||||||||||||||||
Weighted average debt outstanding (in thousands) |
$ | 698,765 | $ | 622,739 | $ | 737,209 | $ | 512,135 | $ | 354,322 | $ | 269,320 | $ | 140,218 | $ | 123,924 | $ | 147,599 | $ | 71,679 | ||||||||||||||||||||
Weighted average debt per share (1) |
$ | 17.06 | $ | 16.06 | $ | 19.01 | $ | 13.21 | $ | 9.25 | $ | 8.90 | $ | 5.25 | $ | 7.61 | $ | 9.91 | $ | 7.48 | ||||||||||||||||||||
Asset coverage per unit (6) |
$ | 1,776 | $ | 1,746 | $ | 1,677 | $ | 1,786 | $ | 2,122 | $ | 2,780 | $ | 2,601 | $ | 13,598 | $ | 2,469 | $ | 3,109 | ||||||||||||||||||||
Portfolio turnover ratio |
45.03 | % | 62.58 | % | 35.08 | % | 52.64 | % | 47.15 | % | 59.70 | % | 32.16 | % | 51.02 | % | 62.74 | % | 81.89 | % |
(1) | Based on the weighted average shares outstanding for the respective periods. |
(2) | The tax status of distributions is calculated in accordance with income tax regulations, which may differ from amounts determined under GAAP, and reported on Form 1099-DIV each calendar year. |
(3) | Based on the change in market price per share during the period and assumes distributions, if any, are reinvested. |
(4) | Excludes debt related costs. |
(5) | Includes interest and expenses on debt as well as Credit Facility amendment and debt issuance costs, if any. |
(6) | The asset coverage ratio for a class of senior securities representing indebtedness is calculated on our consolidated total assets, less all liabilities and indebtedness not represented by senior securities, divided by the senior securities representing indebtedness at par (changed from fair value). This asset ratio coverage is multiplied by $1,000 to determine the asset coverage per unit. |
(7) | Audited by predecessor auditors. |
• | our future operating results; |
• | our business prospects and the prospects of our prospective portfolio companies, including as a result of the current pandemic caused by COVID-19 or any future worsening thereof; |
• | changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets that could result in changes to the value of our assets, including changes from the impact of the current COVID-19 pandemic or any future worsening thereof; |
• | the dependence of our future success on the general economy and its impact on the industries in which we invest; |
• | the impact of a protracted decline in the liquidity of credit markets on our business; |
• | the impact of investments that we expect to make; |
• | the impact of fluctuations in interest rates and foreign exchange rates on our business and our portfolio companies; |
• | our contractual arrangements and relationships with third parties; |
• | the valuation of our investments in portfolio companies, particularly those having no liquid trading market; |
• | the ability of our prospective portfolio companies to achieve their objectives; |
• | our expected financings and investments and ability to fund capital commitments to PSSL; |
• | the adequacy of our cash resources and working capital; |
• | the timing of cash flows, if any, from the operations of our prospective portfolio companies; |
• | the impact of price and volume fluctuations in the stock market; |
• | increasing levels of inflation, and its impact on us and our portfolio companies; |
• | the ability of our Investment Adviser to locate suitable investments for us and to monitor and administer our investments; |
• | the impact of future legislation and regulation on our business and our portfolio companies; and |
• | the impact of the ongoing invasion of Ukraine by Russia, United Kingdom’s withdrawal from the European Union (commonly known as “Brexit”) and other world economic and political issues. |
• | The effect that an offering below NAV per share would have on our stockholders, including the potential dilution they would experience as a result of the offering; |
• | The amount per share by which the offering price per share and the net proceeds per share are less than the most recently determined NAV per share; |
• | The relationship of recent market prices of our common stock to NAV per share and the potential impact of the offering on the market price per share of our common stock; |
• | Whether the estimated offering price would closely approximate the market value of our shares, less distributing commissions or discounts, and would not be below current market price; |
• | The potential market impact of being able to raise capital in the current financial market; |
• | The nature of any new investors anticipated to acquire shares in the offering; |
• | The anticipated rate of return on and quality, type and availability of investments; |
• | The leverage available to us, both before and after the offering and other borrowing terms; and |
• | The potential investment opportunities available relative to the potential dilutive effect of additional capital at the time of the offering. |
• | existing stockholders who do not purchase any shares in the offering; |
• | existing stockholders who purchase a relatively small amount of shares in the offering or a relatively large amount of shares in the offering; and |
• | new investors who become stockholders by purchasing shares in the offering. |
Prior to Sale Below NAV |
Example 1 5% Offering at 5% Discount |
Example 2 10% Offering at 10% Discount |
Example 3 25% Offering at 25% Discount |
|||||||||||||||||||||||||
Following Sale |
% Change |
Following Sale |
% Change |
Following Sale |
% Change |
|||||||||||||||||||||||
Offering Price |
||||||||||||||||||||||||||||
Price per share to public |
— | $ | 10.00 | — | $ | 9.47 | — | $ | 7.89 | — | ||||||||||||||||||
Net offering proceeds per share to issuer |
— | $ | 9.50 | — | $ | 9.00 | — | $ | 7.50 | — | ||||||||||||||||||
Decrease to NAV |
||||||||||||||||||||||||||||
Total shares outstanding |
1,000,000 | 1,050,000 | 5.00 | % | 1,100,000 | 10.00 | % | 1,250,000 | 25.00 | % | ||||||||||||||||||
NAV per share |
$ | 10.00 | $ | 9.98 | (0.20 | )% | $ | 9.91 | (0.90 | )% | $ | 9.50 | (5.00 | )% | ||||||||||||||
Dilution to Stockholder A |
||||||||||||||||||||||||||||
Shares held by stockholder A |
10,000 | 10,000 | — | 10,000 | — | 10,000 | — | |||||||||||||||||||||
Percentage held by stockholder A |
1.00 | % | 0.95 | % | (5.00 | )% | 0.91 | % | (9.00 | )% | 0.80 | % | (20.00 | )% | ||||||||||||||
Total Asset Values |
||||||||||||||||||||||||||||
Total NAV held by stockholder A |
$ | 100,000 | $ | 99,800 | (0.20 | )% | $ | 99,100 | (0.90 | )% | $ | 95,000 | (5.00 | )% | ||||||||||||||
Total investment by stockholder A (assumed to be $10.00 per share) |
$ | 100,000 | $ | 100,000 | — | $ | 100,000 | — | $ | 100,000 | — | |||||||||||||||||
Total dilution to stockholder A (total NAV less total investment) |
— | $ | (200 | ) | — | $ | (900 | ) | — | $ | (5,000 | ) | — | |||||||||||||||
Per Share Amounts |
||||||||||||||||||||||||||||
NAV per share held by stockholder A |
— | $ | 9.98 | — | $ | 9.91 | — | $ | 9.50 | — | ||||||||||||||||||
Investment per share held by stockholder A (assumed to be $10.00 per share on shares held prior to sale) |
$ | 10.00 | $ | 10.00 | — | $ | 10.00 | — | $ | 10.00 | — | |||||||||||||||||
Dilution per share held by stockholder A (NAV per share less investment per share) |
— | $ | (0.02 | ) | — | $ | (0.09 | ) | — | $ | (0.50 | ) | — | |||||||||||||||
Percentage dilution to stockholder A (dilution per share divided by investment per share) |
— | — | (0.20 | )% | — | (0.90 | )% | — | (5.00 | )% |
Prior to Sale Below NAV |
50% Participation |
150% Participation |
||||||||||||||||||
Following Sale |
% Change |
Following Sale |
% Change |
|||||||||||||||||
Offering Price |
||||||||||||||||||||
Price per share to public |
— | $ | 7.89 | — | $ | 7.89 | — | |||||||||||||
Net proceeds per share to issuer |
— | $ | 7.50 | — | $ | 7.50 | — | |||||||||||||
Increases in Shares and Decrease to NAV |
||||||||||||||||||||
Total shares outstanding |
1,000,000 | 1,250,000 | 25.00 | % | 1,250,000 | 25.00 | % | |||||||||||||
NAV per share |
$ | 10.00 | $ | 9.50 | (5.00 | )% | $ | 9.50 | (5.00 | )% | ||||||||||
(Dilution)/Accretion to Participating Stockholder A |
||||||||||||||||||||
Shares held by stockholder A |
10,000 | 11,250 | 12.50 | % | 13,750 | 37.50 | % | |||||||||||||
Percentage held by stockholder A |
1.00 | % | 0.90 | % | (10.00 | )% | 1.10 | % | 10.00 | % | ||||||||||
Total Asset Values |
||||||||||||||||||||
Total NAV held by stockholder A |
$ | 100,000 | $ | 106,875 | 6.88 | % | $ | 130,625 | 30.63 | % | ||||||||||
Total investment by stockholder A (assumed to be $10.00 per share on shares held prior to sale) |
$ | 100,000 | $ | 109,863 | 9.86 | % | $ | 129,588 | 29.59 | % | ||||||||||
Total (dilution)/accretion to stockholder A (total NAV less total investment) |
— | (2,988 | ) | — | $ | 1,037 | — |
Prior to Sale Below NAV |
50% Participation |
150% Participation |
||||||||||||||||||
Following Sale |
% Change |
Following Sale |
% Change |
|||||||||||||||||
Per Share Amounts |
||||||||||||||||||||
NAV per share held by stockholder A |
— |
$ |
9.50 |
— |
$ |
9.50 |
— |
|||||||||||||
Investment per share held by stockholder A (assumed to be $10.00 per share on shares held prior to sale) |
$ |
10.00 |
$ |
9.77 |
(2.30 |
)% |
$ |
9.42 |
(5.80 |
)% | ||||||||||
(Dilution)/accretion per share held by stockholder A (NAV per share less investment per share) |
— |
$ |
(0.27 |
) |
— |
$ |
0.08 |
— |
||||||||||||
Percentage (dilution)/accretion to stockholder A (dilution)/accretion per share divided by investment per share |
— |
— |
(2.76 |
)% |
— |
0.85 |
% |
Prior to Sale Below NAV |
Example 1 5% Offering at 5% Discount |
Example 2 10% Offering at 10% Discount |
Example 3 25% Offering at 25% Discount |
|||||||||||||||||||||||||
Following Sale |
% Change |
Following Sale |
% Change |
Following Sale |
% Change |
|||||||||||||||||||||||
Offering Price |
||||||||||||||||||||||||||||
Price per share to public |
— | $ | 10.00 | — | $ | 9.47 | — | $ | 7.89 | — | ||||||||||||||||||
Net offering proceeds per share to issuer |
— | $ | 9.50 | — | $ | 9.00 | — | $ | 7.50 | — | ||||||||||||||||||
Decrease to NAV |
||||||||||||||||||||||||||||
Total shares outstanding |
— | 1,050,000 | 5.00 | % | 1,100,000 | 10.00 | % | 1,250,000 | 25.00 | % | ||||||||||||||||||
NAV per share |
— | $ | 9.98 | (0.20 | )% | $ | 9.91 | (0.90 | )% | $ | 9.50 | (5.00 | )% | |||||||||||||||
Dilution to Stockholder A |
||||||||||||||||||||||||||||
Shares held by stockholder A |
— | 500 | — | 1,000 | — | 2,500 | — | |||||||||||||||||||||
Percentage held by stockholder A |
— | 0.05 | % | — | 0.09 | % | — | 0.20 | % | — | ||||||||||||||||||
Total Asset Values |
||||||||||||||||||||||||||||
Total NAV held by stockholder A |
— | $ | 4,990 | — | $ | 9,910 | — | $ | 23,750 | — | ||||||||||||||||||
Total investment by stockholder A |
— | $ | 5,000 | — | $ | 9,470 | — | $ | 19,725 | — | ||||||||||||||||||
Total (dilution)/accretion to stockholder A (total NAV less total investment) |
— | $ | (10 | ) | — | $ | 440 | — | $ | 4,025 | — | |||||||||||||||||
Per Share Amounts |
||||||||||||||||||||||||||||
NAV per share held by stockholder A |
— | $ | 9.98 | — | $ | 9.91 | — | $ | 9.50 | — | ||||||||||||||||||
Investment per share held by stockholder A |
— | $ | 10.00 | — | $ | 9.47 | — | $ | 7.89 | — | ||||||||||||||||||
(Dilution)/accretion per share held by stockholder A (NAV per share less investment per share) |
— | $ | (0.02 | ) | — | $ | 0.44 | — | $ | 1.61 | — | |||||||||||||||||
Percentage (dilution)/accretion to stockholder A (dilution)/ accretion per share divided by investment per share |
— | — | (0.20 | )% | — | 4.65 | % | — | 20.41 | % |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
Companies Less than 5% Owned |
||||||||||||||
Ad.net Acquisition, LLC (Ad.net Holdings, Inc.(5)) 1100 Glendon Avenue, Suite 1200 Los Angeles, CA 90024 |
Media | First Lien Secured Debt(4), 3M L+600, 05/06/2026 Preferred Equity Common Equity |
0.9 | % | $ | 5,737 | ||||||||
Affinion Group Holdings, Inc. 100 Connecticut Avenue Norwalk, CT 06850 |
Consumer Goods: Durable | Warrants | — | — | ||||||||||
AG Investco LP(5) 251 Little Falls Drive Herndon, VA 19808 |
Software | Common Equity(4) | 2.6 | % | 1,127 | |||||||||
Altamira Technologies, LLC (Altamira Intermediate Company II, Inc.) 8201 Greensboro Drive, Suite 800 McLean, VA 22102 |
IT Services | First Lien Secured Debt(4), 3M L+800, 07/24/2025 Common Equity |
2.9 | % | 6,032 | |||||||||
American Insulated Glass, LLC (Go Dawgs Capital III, LP(5)) 3965 E. Conley Road Conley, GA 30288 |
Building Products | First Lien Secured Debt, 3M L+550, 12/21/2023 Common Equity |
0.7 | % | 7,978 | |||||||||
American Teleconferencing Services, Ltd. 2300 Lakeview Parkway Suite 300 Alpharetta, GA 30009 |
Telecommunications | First Lien Secured Debt(4), —, 06/08/2023 |
— | 107 | ||||||||||
Amsive Holding Corporation (f/k/a Vision Purchaser Corporation) 605 Territorial Drive Suite A, B & C Bolingbrook, IL 60440 |
Media | First Lien Secured Debt, 3M L+625, 06/10/2025 |
— | 13,892 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
Anteriad, LLC (f/k/a MeritDirect, LLC) (Anterida Holdings, LP (5)) 2 International Drive Rye Brook, New York 10573 |
Media | First Lien Secured Debt(4), 3M L+550, 05/23/2024 Preferred Equity Common Equity |
— | $ | 17,584 | |||||||||
Any Hour Services (KL Stockton Co-Invest LP (5))1374 130 S Orem, UT 84058 |
Energy Equipment and Services | First Lien Secured Debt(4), 3M L+525, 07/21/2027 Common Equity |
0.2 | % | 10,946 | |||||||||
Apex Service Partners, LLC 401 E Jackson, Ste #3300 Tampa, FL 33602 |
Diversified Consumer Services | First Lien Secured Debt(4), 1M L+525, 07/31/2025 |
— | 19,304 | ||||||||||
API Holdings III Corp. 400 Nickerson Road Marlborough, MA 01752 |
Electronic Equipment, Instruments, and Components | First Lien Secured Debt, 1M L+425, 05/11/2026 |
— | 5,050 | ||||||||||
Applied Technical Services, LLC (Ironclad Holdco, LLC (5)) 1049 Triad Ct Marietta, GA 30062 |
Commercial Services & Supplies | First Lien Secured Debt(4), 3M L+575, 12/29/2026 Common Equity |
0.5 | % | 7,913 | |||||||||
Arcfield Acquisition Corp. 14295 Park Meadow Drive Chantilly, VA 20151 |
Aerospace and Defense | First Lien Secured Debt(4), —, 03/07/2028 |
— | (18 | ) | |||||||||
Athletico Holdings, LLC 2122 York Road, Ste. 300 Oak Brook, IL 60523 |
Healthcare Providers and Services | Common Equity | 1.6 | % | 4,758 | |||||||||
Beta Plus Technologies, Inc. 7 World Trade Center, 47th Floor New York, NY 10007 |
Internet Software and Services | First Lien Secured Debt, 1M L+525, 07/01/2029 |
— | 4,900 | ||||||||||
Blackhawk Industrial Distribution, Inc. 1501 SW Expressway Drive Broken Arrow, OK 74012 |
Distributors | First Lien Secured Debt(4), 3ML+500, 09/17/2024 |
— | 456 | ||||||||||
Broder Bros., Co. Six Neshaminy Interplex, 6 Floor Trevose, PA 19053 |
Textiles, Apparel and Luxury Goods | First Lien Secured Debt, 3M L+600, 12/02/2022 |
— | 3,405 | ||||||||||
Burgess Point Holdings, LP 29627 Renaissance Blvd Daphne, Alabama 26526 |
Auto Components | Common Equity | 0.2 | % | 101 | |||||||||
By Light Professional IT Services, LLC (By Light Investco, LP(5)) 8484 Westpark Drive Suite 600 McLean, VA 22102 |
High Tech Industries | First Lien Secured Debt(4), 3M L+625, 05/16/2024 Common Equity(4) |
2.5 | % | 46,179 | |||||||||
Cadence Aerospace, LLC 3150 East Miraloma Avenue Anaheim, CA 92806 |
Aerospace and Defense | First Lien Secured Debt, 3M L+850 (PIK 9.50%), 11/14/2023 |
— | 3,003 | ||||||||||
Cartessa Aesthetics, LLC 175 Broadhollow Road Melville, NY 11747 |
Distributors | First Lien Secured Debt(4), 1M L+600, 05/13/2028 Common Equity |
0.8 | % | 18,200 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
CF512, Inc. (StellPen Holdings, LLC) 960B Harvest Drive Blue Bell, PA 19422 |
Media | First Lien Secured Debt(4), 3M L+600, 08/20/2026 Common Equity |
0.8 | % | $ | 8,121 | ||||||||
CHA Holdings, Inc. 575 Broadway Albany, NY 12207 |
Environmental Industries | First Lien Secured Debt, 3M L+450, 04/10/2025 |
— | 1,581 | ||||||||||
Challenger Performance Optimization, Inc. 1201 Wilson Blvd Arlington, VA 22209 |
Business Services | First Lien Secured Debt(4), 1M L+675, 08/31/2023 |
— | 335 | ||||||||||
Compex Legal Services, Inc. 325 Maple Avenue Torrance, CA 90503 |
Professional Services | First Lien Secured Debt(4), 3M L+525, 02/09/2026 |
— | 8,811 | ||||||||||
Connatix Buyer, Inc. (Connatix Parent, LLC) 666 Broadway, Floor 10 New York, NY 10012 |
Media | First Lien Secured Debt(4), 3M L+550, 07/13/2027 Common Equity |
0.3 | % | 4,206 | |||||||||
Crane 1 Services, Inc. (Crane 1 Acquisition Parent Holdings, L.P.) 1027 Byers Rd Miamisburg, OH 45342 |
Commercial Services & Supplies | First Lien Secured Debt(4), 3M L+575, 08/16/2027 Common Equity |
0.5 | % | 1,244 | |||||||||
Douglas Products and Packaging Company, LLC (Douglas Sewer Intermediate, LLC) (Plant Health Intermediate, Inc.) 1550 E. Old 210 Highway Liberty, MO 64068 |
Chemicals, Plastics and Rubber | First Lien Secured Debt(4), 3M L+575, 10/19/2022 |
— | 13,662 | ||||||||||
Dr. Squatch, LLC 2355 Westwood Blvd. #1834 Los Angeles, CA 90064 |
Personal Products | First Lien Secured Debt(4), 3M L+600, 08/31/2027 |
— | 5,429 | ||||||||||
DRS Holdings III, Inc. 225 State Street Boston MA 02109 |
Personal Products | First Lien Secured Debt(4), 3M L+575, 11/03/2025 |
— | 16,518 | ||||||||||
Duraco Specialty Tapes LLC 7400 Industrial Dr. Forest Park, IL 60130 |
Containers and Packaging | First Lien Secured Debt, 3M L+550, 06/30/2024 |
— | 3,169 | ||||||||||
ECL Entertainment, LLC (Kentucky Racing Holdco, LLC(5)) 5629 Nashville Road Franklin, KY 42134 |
Hotels, Restaurants and Leisure | First Lien Secured Debt, 1M L+750, 05/01/2028 Warrants |
— | 6,086 | ||||||||||
ECM Industries, LLC (ECM Investors, LLC (5)) 16250 W Woods Edge Rd New Berlin, WI 53151 |
Electronic Equipment, Instruments, and Components | First Lien Secured Debt(4), 1M L+475, 12/23/2025 Common Equity |
0.1 | % | 1,104 | |||||||||
eCommission Financial Services, Inc. (6) (eCommission Holding Corporation(6)) 11612 Bee Caves Road, Building II, Suite 200 Austin, TX, 78738 |
Banking, Finance, Insurance & Real Estate | First Lien Secured Debt(4), 1M L+500, 10/05/2023 Common Equity |
1.3 | % | 8,685 | |||||||||
Efficient Collaborative Retail Marketing Company, LLC 27070 Miles Road Solon, OH 44139 |
Media: Diversified and Production | First Lien Secured Debt, 3M L+675, 06/15/2024 |
— | 6,936 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
Exigo Intermediate II, LLC (Exigo, LLC) 1256 Main Street, Suite 256 Southlake, TX 76092 |
Software | First Lien Secured Debt(4), 3M L+575, 03/15/2027 Common Equity |
— | $ | 559 | |||||||||
Express Wash Topco, LLC 5821 Fairview Road Charlotte, North Carolina 28209 |
Automobiles | Common Equity | 1.3 | % | 102 | |||||||||
FedHC InvestCo LP(5) 3100 Clarendon Blvd Arlington, VA 22201 |
Aerospace and Defense | Common Equity(4) | 1.0 | % | 2,142 | |||||||||
Findex Group Limited(6) 1 O’Connell Street Sydney NSW 2000, Australia |
Diversified Financial Services | First Lien Secured Debt, 3M L+450, 05/31/2024 |
— | 6,430 | ||||||||||
Gantech Acquisition Corp. (GCOM InvestCo LP (5)) 9175 Guilford Road, Suite 101 Columbia, MD 21046 |
IT Services | First Lien Secured Debt(4), 1M L+625, 05/14/2026 Common Equity |
3.9 | % | 26,085 | |||||||||
Global Holdings InterCo LLC 4343 South 118 th East Ave Suite 220Tulsa, OK 74146 |
Diversified Financial Services | First Lien Secured Debt, 3M L+600, 03/16/2026 |
— | 3,273 | ||||||||||
Graffiti Buyer, Inc. 25195 Brest Road Taylor, MI 48180 |
Trading Companies & Distributors | First Lien Secured Debt(4), 3M L+575, 08/10/2027 |
— | 359 | ||||||||||
Hancock Roofing and Construction L.L.C. (Hancock Claims Consultants Investors, LLC (5)) 6875 Shiloh Rd. East Alpharetta, GA 30005 |
Insurance | First Lien Secured Debt(4), 3M L+500, 12/31/2026 Common Equity |
0.4 | % | 5,104 | |||||||||
Holdco Sands Intermediate, LLC (OceanSound Discovery Equity, LP (5)) 44150 Smartronix Way, STE 200 Hollywood, MD 20636 |
Aerospace and Defense | First Lien Secured Debt(4), 3M L+600, 11/23/2028 Common Equity |
2.1 | % | 7,744 | |||||||||
HV Watterson Holdings, LLC 1821 Walden Office Square Unit 111 Schaumburg, IL 60173 |
Professional Services | Common Equity | 0.1 | % | 87 | |||||||||
HW Holdco, LLC 4000 MacArthur, Suite 400 Newport Beach, CA 92660 |
Media | First Lien Secured Debt(4), 1M L+500, 12/10/2024 |
— | 8,329 | ||||||||||
Icon Partners V C, L.P. 315 Capitol St Suite 100 Houston, TX 77002 |
Internet Software and Services | Common Equity(4) | 0.1 | % | 1,989 | |||||||||
IDC Infusion Services, Inc. (ITC Infusion Co-Invest, LP)3609 Park East Drive Beachwood, OH 44122 |
Healthcare Equipment and Supplies | First Lien Secured Debt(4), 3M L+700, 12/30/2026 |
3.4 | % | 6,175 | |||||||||
IG Investments Holdings, LLC 1224 Hammond Drive, Suite 1500 Atlanta, GA 30346 |
Professional Services | First Lien Secured Debt(4), 3M L+600, 09/22/2028 |
— | 4,424 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
Imagine Acquisitionco, LLC (Imagine Topco, LP) 8757 Red Oak Blvd, Charlotte, NC 28217 |
Software | First Lien Secured Debt(4), 3M L+550, 11/15/2027 Preferred Equity Common Equity |
0.3 | % | $ | 4,994 | ||||||||
Inception Fertility Ventures, LLC 650 Madison Avenue, 21st Floor New York, NY 10022 |
Healthcare Providers and Services | First Lien Secured Debt, 3M L+715, 12/07/2023 |
— | 14,804 | ||||||||||
Infolinks Media Buyco, LLC (Tower Arch Infolinks Media, LP (5)) 45 North Broad Street Ridgewood, NJ 07450 |
Media | First Lien Secured Debt(4), 3M L+575, 11/01/2026 Common Equity(4) |
0.4 | % | 3,000 | |||||||||
Integrative Nutrition, LLC (IIN Group Holdings, LLC(5)) 245 5 th AvenueNew York, New York 10016 |
Consumer Services | First Lien Secured Debt(4), 3M L+450, 09/29/2023 Common Equity |
1.4 | % | 15,378 | |||||||||
Integrity Marketing Acquisition, LLC 1445 Ross Avenue, 22nd Floor Dallas, TX 75202 |
Insurance | First Lien Secured Debt, SOFR+550, 08/27/2025 |
— | 15,667 | ||||||||||
ITC Rumba, LLC(5) 9725 NW 117th Ave #200, Miami, FL 33178 |
Healthcare and Pharmaceuticals | Common Equity | 0.3 | % | 5,232 | |||||||||
ITI Holdings, Inc. 2980 E. Coliseum Blvd. Fort Wayne, IN 46805 |
IT Services | First Lien Secured Debt(4), 3M L+550, 03/03/2028 |
— | 120 | ||||||||||
K2 Pure Solutions NoCal, L.P. 3515 Massillion Road, Ste. 290 Uniontown, OH 44685 |
Chemicals, Plastics and Rubber |
First Lien Secured Debt(4), —, 12/20/2023 |
— | — | ||||||||||
Kinetic Purchaser, LLC 12552 S. 125 West Draper, UT 84020 |
Personal Products | First Lien Secured Debt(4), 3M L+600, 11/10/2027 Common Equity |
— | 22,903 | ||||||||||
Lash OpCo, LLC (Gauge Lash Coinvest LLC) 1256 Main Street, Suite 256 Southlake, TX 76092 |
Personal Products | First Lien Secured Debt(4), 1M L+700, 02/18/2027 Common Equity |
1.3 | % | 17,891 | |||||||||
LAV Gear Holdings, Inc. 3165 W Sunset Rd, Las Vegas, NV 89118 |
Capital Equipment | First Lien Secured Debt(4), 1M L+750 (PIK 5.50%), 10/31/2024 |
— | 11,027 | ||||||||||
Ledge Lounger, Inc. (SP L2 Holdings, LLC) 616 Cane Island Pkwy Suite 200 Katy, TX 77494 |
Leisure Products | First Lien Secured Debt(4), 3M L+625, 11/09/2026 Common Equity |
1.2 | % | 4,052 | |||||||||
Lightspeed Buyer Inc. (Lightspeed Investment Holdco LLC) 1457 East 40th Street Cleveland, OH 44103 |
Healthcare Technology | First Lien Secured Debt(4), 1M L+575, 02/03/2026 Common Equity |
0.2 | % | 25,367 | |||||||||
Lucky Bucks, LLC 5820 Live Oak Parkway #300 Norcross, GA 30093 |
Hotels, Restaurants and Leisure | First Lien Secured Debt, 3M L+550, 07/20/2027 |
— | 3,183 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
MailSouth, Inc. (MSpark, LLC) 5901 Highway 52 East Helena, AL 35080 |
Media: Advertising, Printing and Publishing | Second Lien Secured Debt, —(PIK 15.0%), 04/23/2025 Common Equity |
4.0 | %(3) | $ | — | ||||||||
MAG DS Corp. 12730 Fair Lakes Cir Suite 600 Fairfax, VA 22033 |
Aerospace and Defense | First Lien Secured Debt, 1M L+550, 04/01/2027 |
— | 3,379 | ||||||||||
Mars Acquisition Holdings Corp. (Mars Intermediate Holdings II, Inc.) 25200 Telegraph Rd., 5th Floor Southfield, MI 48033 |
Media | First Lien Secured Debt(4), 3M L+550, 05/14/2026 Preferred Equity Common Equity |
— | 7,244 | ||||||||||
MBS Holdings, Inc. 880 Montclair Road Suite 400 Birmingham, AL 35213 |
Internet Software and Services | First Lien Secured Debt(4), —, 04/16/2027 |
— | (12 | ) | |||||||||
MDI Buyer, Inc. (MDI Aggregator, LP) 740 W Knox Road Tempe, AZ 85284 |
Commodity Chemicals | First Lien Secured Debt(4), —, 07/25/2028 Common Equity |
0.6 | % | 643 | |||||||||
Meadowlark Acquirer, LLC (Meadowlark Title, LLC) 888 Boylston, Ste. 1600, Boston, MA, 02199 |
Professional Services | First Lien Secured Debt(4), 3M L+550, 12/10/2027 Common Equity |
0.8 | %(3) | 2,190 | |||||||||
Mission Critical Electronics, Inc. 15272 Newsboy Circle Huntington, CA 92649 |
Capital Equipment | First Lien Secured Debt(4), SOFR+500, 03/28/2024 |
— | 3,922 | ||||||||||
Municipal Emergency Services, Inc. 12 Turnberry Ln Sandy Hook, CT 06482 |
Distributors | First Lien Secured Debt(4), 3M L+500, 09/28/2027 Common Equity |
2.1 | % | 1,897 | |||||||||
NBH Group LLC 3035 S Maryland Pkwy #110 Las Vegas, NV 89109 |
Healthcare Equipment and Supplies | First Lien Secured Debt(4), —, 08/19/2026 |
— | — | ||||||||||
OHCP V BC COI, L.P.(5) 525 West Monroe Street Chicago, IL 60661 |
Distributors | Common Equity(4) | — (7) | 563 | ||||||||||
OIS Management Services, LLC (Oral Surgery (ITC) Holdings, LLC (5)) 2600 S 56th Street A Lincoln, NE 68506 |
Healthcare Equipment and Supplies | First Lien Secured Debt(4), SOFR+575, 07/09/2026 Common Equity |
0.1 | % | 2,206 | |||||||||
One Stop Mailing, LLC 601 Regency Drive Glendale Heights, IL 60139 |
Air Freight and Logistics | First Lien Secured Debt, 3M L+625, 05/07/2027 |
— | 8,496 | ||||||||||
ORL Acquisition, Inc. (ORL Holdco, Inc.) 5555 N Beach St #4100, Fort Worth, TX 76137 |
Consumer Finance | First Lien Secured Debt(4), 3M L+525, 09/03/2027 Preferred Equity Common Equity |
0.3 | % | 7,600 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
Output Services Group, Inc. 775 Washington Ave Carlstadt, NJ 07072 |
Business Services | First Lien Secured Debt, 1M L+675, 03/27/2024 |
— | $ | 3,704 | |||||||||
Owl Acquisition, LLC 47 Old Webster Road Oxford, MA 01540 |
Professional Services | First Lien Secured Debt, 3M L+575, 02/04/2028 |
— | 3,890 | ||||||||||
Ox Two, LLC 22260 Haggerty Road #365 Northville, MI 48167 |
Construction and Building | First Lien Secured Debt(4), 1M L+700, 05/18/2026 |
— | 27,673 | ||||||||||
PennantPark-TSO Senior Loan Fund, LP1691 Michigan Avenue Miami, FL 33139 |
Financial Services | Common Equity | 4.99 | %(3) | 9,892 | |||||||||
PL Acquisitionco, LLC (Pink Lily Holdco, LLC) 323 Mitch McConnell Way Bowling Green KY 42101 |
Textiles, Apparel and Luxury Goods | First Lien Secured Debt(4), 3M L+650, 11/09/2027 Common Equity |
0.4 | % | 6,814 | |||||||||
PlayPower, Inc. 13310 James E. Casey Ave. Englewood, CO 80112 |
Leisure Products | First Lien Secured Debt, 1M L+550, 05/08/2026 |
— | 3,078 | ||||||||||
PRA Events, Inc. (CI (Allied) Investment Holdings, LLC(5)) One North LaSalle Street Chicago, IL 60602 |
Business Services | First Lien Secured Debt, 1M L+1,050 (PIK 10.5%), 08/07/2025 Common Equity |
1.5 | % | 4,974 | |||||||||
Pragmatic Institute, LLC 8910 East Raintree Drive Scottsdale, AZ 85620 |
Professional Services | First Lien Secured Debt(4), 3M L+575, 07/06/2028 Common Equity |
0.5 | % | 901 | |||||||||
Quantic Electronics, LLC Four Embarcadero Center, Suite 3460 San Francisco, CA 94111 |
Electronic Equipment, Instruments, and Components | First Lien Secured Debt(4), 1M L+600, 11/19/2026 |
— | 4,867 | ||||||||||
QuantiTech LLC (QuantiTech Investco LP(5)) (QuantiTech InvestCo II LP(5)) 360A-360D Quality Circle, Suite 100/430 Huntsville, AL 35806 |
Aerospace and Defense | Second Lien Secured Debt, 3M L+1,000, 02/04/2027 Common Equity(4) |
0.2 | % | 524 | |||||||||
Questex, LLC 275 Grove Street, Suite 2-130 Newton, MA 02466 |
Media: Diversified and Production | First Lien Secured Debt(4), 3M L+500, 09/07/2024 |
— | 7,032 | ||||||||||
Rancho Health MSO, Inc. (RFMG Parent, LP) 31720 Temecula Pkwy Suite 100 Temecula, CA 92592 |
Healthcare Equipment and Supplies | First Lien Secured Debt(4), 3M L+550, 12/18/2025 Common Equity |
2.05 | % | 2,130 | |||||||||
Recteq, LLC (NEPRT Parent Holdings, LLC (5)) 1061 Triad Ct., Ste. 3 Marietta, GA 30062 |
Leisure Products | First Lien Secured Debt(4), 3M L+600, 01/29/2026 Common Equity |
0.6 | % | 2,020 | |||||||||
Research Now Group, Inc. and Dynata, LLC 5800 Tennyson Parkway, Suite 600 Plano, TX 75024 |
Business Services | First Lien Secured Debt, 3M L+550, 12/20/2024 |
— | 15,406 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
Riverpoint Medical, LLC 825 NE 25th Avenue Portland, OR 97232 |
Healthcare Equipment and Supplies | First Lien Secured Debt(4), 3M L+575, 06/20/2025 |
— | $ | 7,758 | |||||||||
Riverside Assessments, LLC One Pierce Pl, Suite 900W Itasca, IL 60143 |
Professional Services | First Lien Secured Debt, 3M L+625, 03/10/2025 |
— | 15,049 | ||||||||||
Sales Benchmark Index LLC (SBI Holdings Investments LLC(5)) 2021 McKinney Avenue Suite 550 Dallas, TX 75201 |
Professional Services | First Lien Secured Debt(4), 3M L+600, 01/03/2025 Common Equity |
0.4 | % | 7,655 | |||||||||
Sargent & Greenleaf Inc. One Security Drive Nicholasville, KY 40356 |
Electronic Equipment, Instruments, and Components | First Lien Secured Debt(4), 1M L+550, 12/20/2024 |
— | 4,489 | ||||||||||
Schlesinger Global, Inc. (Gauge Schlesinger Coinvest, LLC) 101 Wood Avenue South, Suite 501 Iselin, NJ 08830 |
Professional Services | First Lien Secured Debt(4), SOFR+700, 07/14/2025 Common Equity |
1.4 | % | 16,131 | |||||||||
Seaway Buyer, LLC (Seaway Topco, LP) 6006 Siesta Lane Port Richey, FL 34668 |
Chemicals, Plastics and Rubber | First Lien Secured Debt, 3M L+575, 06/13/2029 Common Equity |
0.3 | % | 7,132 | |||||||||
Sigma Defense Systems, LLC (Delta InvestCo LP (5)) 1812 Macon Rd, Perry, GA 31069 |
IT Services | First Lien Secured Debt(4), 3M L+850, 12/18/2025 Common Equity(4) |
1.3 | % | 12,948 | |||||||||
Signature Systems Holding Company (Signature CR Intermediate Holdco, Inc.) 1201 Lakeside Parkway, Suite 150 Flower Mound, TX 75028 |
Commercial Services & Supplies | First Lien Secured Debt(4), 1M L+650, 05/03/2024 Preferred Equity Common Equity |
3.9 | % | 11,941 | |||||||||
Smile Brands Inc. 100 Spectrum Center Drive, Suite 100 Irvine, CA 92618 |
Healthcare and Pharmaceuticals | First Lien Secured Debt(4), 1M L+450, 10/14/2025 |
— | 2,309 | ||||||||||
Solutionreach, Inc. 2600 N. Ashton Blvd. Lehi, UT 84043 |
Healthcare Technology | First Lien Secured Debt(4), 3M L+575, 01/17/2024 |
— | 5,562 | ||||||||||
Spear Education, LLC 7201 E Princess Boulevard Scottsdale, AZ 85255 |
Professional Services | First Lien Secured Debt, 3M L+575, 02/26/2025 |
— | 14,747 | ||||||||||
Spendmend Holdings LLC (North Haven Saints Equity Holdings, LP) 2680 Horizon Dr SE, Grand Rapids, MI 49546 |
Healthcare Technology | First Lien Secured Debt(4), SOFR+575, 03/01/2028, Common Equity |
0.4 | % | 3,421 | |||||||||
STV Group Incorporated 225 Park Avenue South New York, NY 10003 |
Construction & Engineering | First Lien Secured Debt, 1M L+525, 12/11/2026 |
— | 4,704 | ||||||||||
SSC Dominion Holdings, LLC 215 Spadina Avenue, Suite 200 Toronto, ON MST 2C7 |
Capital Equipment | Common Equity | 2.9 | % | 2,143 |
Name and Address of Portfolio Company |
Nature of Business |
Type of Investment, Interest(1), Maturity |
Voting Percentage Ownership(2) |
Fair Value (in thousands) |
||||||||||
System Planning and Analysis, Inc. (f/k/a Management Consulting & Research, LLC) 1220 12 th Street SEWashington DC, 20003 |
Aerospace and Defense | First Lien Secured Debt(4), SOFR+600, 08/16/2027 |
— | $ | 18,180 | |||||||||
TAC LifePort Holdings, LLC (5) 1610 Heritage St Woodland, WA 98674 |
Aerospace and Defense | Common Equity |
0.8 | % | 621 | |||||||||
Teneo Holdings LLC 280 Park Avenue, 4 th FloorNew York, NY 10017 |
Diversified Financial Services | First Lien Secured Debt, 1M L+525, 07/18/2025 |
— | 5,455 | ||||||||||
The Aegis Technologies Group, LLC 4601 N. Fairfax Drive, Suite 900 Arlington, VA, 22203 |
Aerospace and Defense | First Lien Secured Debt, 3M L+600, 10/31/2025 |
— | 4,872 | ||||||||||
The Bluebird Group LLC 81 South Ninth Street, Suite 420, Minneapolis, MN, 55402 |
Professional Services | First Lien Secured Debt(4), 3M L+700, 07/27/2026 |
— | 6,337 | ||||||||||
The Infosoft Group, LLC (Gauge InfosoftCoInvest, LLC) 1000 North Water Street, Suite 1200 Milwaukee, WI 53202 |
Media: Broadcasting and Subscription | First Lien Secured Debt, 3M L+575, 09/16/2024 Common Equity |
— | 17,586 | ||||||||||
The Vertex Companies, LLC (TWD Parent Holdings, LLC) 398 Libbey Industrial Pkwy, Weymouth, MA 02189 |
Construction & Engineering | First Lien Secured Debt(4), 1M L+550, 08/30/2027 Preferred Equity Common Equity |
0.2 | % |