CRESCENT CAPITAL BDC, INC., 10-K filed on 2/21/2024
Annual Report
v3.24.0.1
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Feb. 21, 2024
Jun. 30, 2023
Document Information [Line Items]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2023    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
Document Annual Report true    
Document Transition Report false    
Entity Registrant Name Crescent Capital BDC, Inc.    
Entity Central Index Key 0001633336    
Current Fiscal Year End Date --12-31    
Entity File Number 814-01132    
Entity Incorporation State Country Code MD    
Entity Tax Identification Number 47-3162282    
Entity Address Address Line1 11100 Santa Monica Blvd    
Entity Address, Address Line Two Suite 2000    
Entity Address City Or Town Los Angeles    
Entity Address State Or Province CA    
Entity Address Postal Zip Code 90025    
City Area Code 310    
Local Phone Number 235-5900    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company true    
Entity Ex Transition Period false    
ICFR Auditor Attestation Flag false    
Entity Shell Company false    
Entity Common Stock, Shares Outstanding   37,061,547  
Entity Public Float     $ 292.7
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Document Financial Statement Error Correction [Flag] false    
Documents Incorporated by Reference

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s proxy statement for the 2024 annual meeting of stockholders to be filed not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference in Part III.

    
Auditor Name Ernst & Young LLP    
Auditor Firm ID 42    
Auditor Location Los Angeles, California    
Common Stock      
Document Information [Line Items]      
Trading Symbol CCAP    
Security12b Title Common Stock, $0.001 par value per share    
Security Exchange Name NASDAQ    
5.00% Notes due 2026      
Document Information [Line Items]      
Trading Symbol FCRX    
Security12b Title 5.00% Notes due 2026    
Security Exchange Name NYSE    
v3.24.0.1
Consolidated Statements of Assets and Liabilities - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Investments, at fair value    
Investments, at fair value $ 1,582,075 $ 1,262,956
Cash and cash equivalents 7,780 6,397
Restricted cash and cash equivalents 16,690 10,670
Interest and dividend receivable 14,000 9,945
Receivable from unsettled transactions 251 5
Unrealized appreciation on foreign currency forward contracts 5,128 8,154
Deferred tax assets 114 91
Other assets 1,341 4,660
Total assets 1,627,379 1,302,878
Liabilities    
Debt (net of deferred financing costs of $7,138 and $5,380) 844,783 654,456
Distributions payable 15,195 12,664
Interest and other debt financing costs payable 10,900 8,471
Management fees payable 5,026 4,056
Incentive fees payable 4,770 3,112
Deferred tax liabilities 578 899
Payable for investment purchased   514
Directors’ fees payable   151
Unrealized depreciation on foreign currency forward contracts 84 157
Accrued expenses and other liabilities 3,449 5,857
Total liabilities 884,785 690,337
Commitments and Contingencies (Note 8)
Net assets    
Common stock, par value $0.001 per share (200,000,000 shares authorized, 37,061,547 and 30,887,360 shares issued and outstanding, respectively) 37 31
Paid-in capital in excess of par value 965,895 675,008
Accumulated earnings (loss) (223,338) (62,498)
Total net assets 742,594 612,541
Total liabilities and net assets $ 1,627,379 $ 1,302,878
Net asset value per share $ 20.04 $ 19.83
Non-controlled non-affiliated    
Investments, at fair value    
Investments, at fair value $ 1,465,537 $ 1,208,501
Non-controlled affiliated    
Investments, at fair value    
Investments, at fair value 52,619 43,080
Controlled    
Investments, at fair value    
Investments, at fair value $ 63,919 $ 11,375
v3.24.0.1
Consolidated Statements of Assets and Liabilities (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Investments, at cost $ 1,592,688 $ 1,291,456
Deferred financing costs, net $ 7,138 $ 5,380
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, authorized 10,000 10,000
Preferred stock, outstanding 0 0
Common stock, par value $ 0.001 $ 0.001
Common stock, authorized 200,000,000 200,000,000
Common stock, issued 37,061,547 30,887,360
Common stock, outstanding 37,061,547 30,887,360
Non-controlled non-affiliated    
Non-controlled non-affiliated investments at cost $ 1,469,251 $ 1,235,778
Non-controlled affiliated    
Non-controlled affiliated investment at cost 56,084 42,040
Controlled    
Controlled investments at cost $ 67,353 $ 13,638
v3.24.0.1
Consolidated Statements of Operations - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Investment Income:      
Paid-in-kind interest $ 3,868 $ 4,455 $ 3,148
Total investment income 184,134 116,717 93,986
Expenses:      
Interest and other debt financing costs 58,742 31,880 19,766
Management fees 19,613 16,344 14,118
Income based incentive fees 17,451 11,214 9,849
Capital gains based incentive fees   (6,324) 6,324
Professional fees 1,593 1,302 1,769
Directors’ fees 600 524 475
Other general and administrative expenses 2,753 2,660 2,628
Total expenses 100,752 57,600 54,929
Management fees waiver (190) (229) (3,302)
Income based incentive fees waiver (276) (538) (7,517)
Net expenses 100,286 56,833 44,110
Net investment income before taxes 83,848 59,884 49,876
(Benefit) provision for income and excise taxes 1,307 155 2,250
Net investment income 82,541 59,729 47,626
Net realized gain (loss) on:      
Foreign currency transactions (1,435) (33) (311)
Net change in unrealized appreciation (depreciation) on:      
Net realized and unrealized gains (losses) on investments 263 (43,379) 37,404
Benefit (provision) for taxes on realized gain on investments 132 (911) (1,177)
Benefit (provision) for taxes on unrealized appreciation (depreciation) on investments 901 105 (220)
Net increase (decrease) in net assets resulting from operations $ 83,837 $ 15,544 $ 83,633
Per common share data:      
Net increase (decrease) in net assets resulting from operations per share (basic and diluted): $ 2.33 $ 0.5 $ 2.94
Net investment income per share (basic): 2.3 1.93 1.67
Net investment income per share (diluted): $ 2.3 $ 1.93 $ 1.67
Weighted average shares outstanding (basic): 35,928,203 30,887,360 28,477,771
Weighted average shares outstanding (diluted): 35,928,203 30,887,360 28,477,771
Foreign Currency Forward Contracts      
Net realized gain (loss) on:      
Foreign currency transactions $ 1,021 $ 24 $ (193)
Foreign currency forward contracts 1,021 24 (193)
Net change in unrealized appreciation (depreciation) on:      
Foreign currency forward contracts (2,954) 6,513 2,116
Non-controlled Non-affiliated Investments      
Investment Income:      
Interest income 162,089 101,751 81,371
Paid-in-kind interest 3,191 1,564 1,881
Dividend income 438 127 1,919
Other income 658 540 791
Net realized gain (loss) on:      
Net realized gain (loss) on investments (12,465) 1,157 3,687
Net change in unrealized appreciation (depreciation) on:      
Net change in unrealized appreciation (depreciation) on investments and foreign currency translation 21,772 (43,818) 12,535
Non-controlled Affiliated Investments      
Investment Income:      
Interest income 2,974 1,625 1,170
Paid-in-kind interest 816 2,106 1,235
Dividend income 2,058 5,169 2,414
Other income 309   3
Net realized gain (loss) on:      
Net realized gain (loss) on investments   7,098 28,810
Net change in unrealized appreciation (depreciation) on:      
Net change in unrealized appreciation (depreciation) on investments and foreign currency translation (4,505) (9,419) (10,464)
Controlled Investments      
Investment Income:      
Interest income 609 745 2
Paid-in-kind interest 192 732  
Dividend income 10,800 2,358 3,200
Net realized gain (loss) on:      
Net realized gain (loss) on investments   (3,301)  
Net change in unrealized appreciation (depreciation) on:      
Net change in unrealized appreciation (depreciation) on investments and foreign currency translation $ (1,171) $ (1,600) $ 602
v3.24.0.1
Consolidated Statements of Changes in Net Assets - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Balance $ 612,541 $ 652,285 $ 560,000  
Balance, shares 30,887,360      
Net increase (decrease) in net assets resulting from operations:        
Net investment income $ 82,541 59,729 47,626  
Net realized gain (loss) on investments, foreign currency transactions and foreign currency forwards (12,879) 4,945 32,615  
Net change in unrealized appreciation (depreciation) on investments, foreign currency forward contracts and foreign currency translation 13,142 (48,324) 4,789  
Benefit (provision) for taxes on realized gain on investments 132 (911) (1,177)  
Benefit (provision) for taxes on unrealized appreciation (depreciation) on investments 901 $ 105 (220)  
Issuance in connection with asset acquisition (Note 13), value $ 91,257      
Issuance of common stock     $ 52,632  
Issuance of common stock, par amount $ 1.81 $ 1.79 $ 1.69 $ 1.64
Deemed contribution from the Adviser $ 22,040   $ 5,386  
Distributions from distributable earnings (67,081) $ (55,288) (48,843)  
Equity offering costs     (523)  
Total increase (decrease) 130,053 39,744 92,285  
Balance $ 742,594 $ 612,541 652,285 $ 560,000
Balance, shares 37,061,547 30,887,360    
Common Stock        
Balance $ 31 $ 31 $ 28  
Balance, shares 30,887,360 30,887,360 28,167,360  
Net increase (decrease) in net assets resulting from operations:        
Issuance in connection with asset acquisition (Note 13), share 6,174,187      
Issuance in connection with asset acquisition (Note 13), par amount $ 6      
Issuance of common stock, share     2,720,000  
Issuance of common stock, par amount     $ 3  
Total increase (decrease), share 6,174,187   2,720,000  
Total increase (decrease) $ 6   $ 3  
Balance $ 37 $ 31 $ 31 $ 28
Balance, shares 37,061,547 30,887,360 30,887,360 28,167,360
Paid in Capital in Excess of Par Value        
Balance $ 675,008 $ 666,162 $ 594,658  
Net increase (decrease) in net assets resulting from operations:        
Issuance in connection with asset acquisition (Note 13), value 91,251      
Issuance of common stock     52,629  
Deemed contribution from the Adviser 22,040   5,386  
Equity offering costs     (523)  
Total increase (decrease) 113,291   57,492  
Tax reclassification of stockholders' equity in accordance with GAAP (Note 11) 177,596 8,846 14,012  
Balance 965,895 675,008 666,162 $ 594,658
Accumulated Earnings (Loss)        
Balance (62,498) (13,908) (34,686)  
Net increase (decrease) in net assets resulting from operations:        
Net investment income 82,541 59,729 47,626  
Net realized gain (loss) on investments, foreign currency transactions and foreign currency forwards (12,879) 4,945 32,615  
Net change in unrealized appreciation (depreciation) on investments, foreign currency forward contracts and foreign currency translation 13,142 (48,324) 4,789  
Benefit (provision) for taxes on realized gain on investments 132 (911) (1,177)  
Benefit (provision) for taxes on unrealized appreciation (depreciation) on investments 901 105 (220)  
Distributions from distributable earnings (67,081) (55,288) (48,843)  
Total increase (decrease) 16,756 (39,744) 34,790  
Tax reclassification of stockholders' equity in accordance with GAAP (Note 11) (177,596) (8,846) (14,012)  
Balance $ (223,338) $ (62,498) $ (13,908) $ (34,686)
v3.24.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Cash flows from operating activities:      
Net Income (Loss) $ 83,837 $ 15,544 $ 83,633
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used for) operating activities:      
Purchases of investments (200,695) (307,998) (647,376)
Paid-in-kind interest income (3,868) (4,455) (3,148)
Proceeds from sales of investments and principal repayments 231,179 277,566 461,268
Net realized (gain) loss on investments, foreign currency transactions and foreign currency forward contracts 14,479 (4,886) (33,162)
Acquisition of First Eagle Alternative Capital BDC, Inc., net of cash acquired [1] (14,981)    
Net change in unrealized (appreciation) depreciation on investments and foreign currency translation (16,096) 54,837 (2,673)
Net change in unrealized (appreciation) depreciation on foreign currency forward contracts 2,954 (6,513) (2,116)
Amortization of premium and accretion of discount, net (7,269) (6,854) (11,284)
Amortization of deferred financing costs 2,100 1,738 2,554
Change in operating assets and liabilities:      
(Increase) decrease in receivable for unsettled transactions (246) 14,866 (14,865)
(Increase) decrease in interest receivable (4,055) (3,182) (2,904)
(Increase) decrease in deferred tax asset (23) (49) 588
(Increase) decrease in other assets 3,319 (4,534) 417
Increase (decrease) in management fees payable 970 226 1,963
Increase (decrease) in incentive fees payable 1,658 (3,812) 6,924
Increase (decrease) in directors’ fees payable (151) 37 16
Increase (decrease) in interest and other debt financing costs payable 2,429 2,958 1,590
Increase (decrease) in deferred tax liability (321) (57) (368)
Increase (Decrease) in Payable for Investment Purchased (514) 514  
Increase (decrease) in accrued expenses and other liabilities (2,408) 2,005 1,289
Net cash provided by (used for) operating activities 92,298 27,951 (157,654)
Cash flows from financing activities:      
Issuance of unsecured debt 50,000   135,000
Repayment of unsecured debt (50,000)    
Repayments on InterNotes     (16,418)
Deferred financing and debt issuance costs paid (3,859) (221) (4,851)
Distributions paid (64,550) (55,288) (47,728)
Borrowings on credit facilities 498,469 339,215 654,974
Repayments on credit facilities (515,047) (318,111) (612,151)
Issuance of common stock     52,632
Equity offering cost     (523)
Deemed contribution from the Adviser (Note 3)     5,386
Net cash provided by (used for) financing activities (84,987) (34,405) 166,321
Effect of exchange rate changes on cash denominated in foreign currency 92 (5) 10
Net increase (decrease) in cash, cash equivalents, restricted cash and foreign currency 7,403 (6,459) 8,677
Cash, cash equivalents, restricted cash and foreign currency, beginning of period 17,067 [2] 23,526 [2] 14,849
Cash, cash equivalents, restricted cash and foreign currency, end of period [2] 24,470 17,067 23,526
Supplemental and non-cash financing activities:      
Cash paid during the period for interest 55,498 26,903 15,474
Cash paid during the period for taxes 665 1,974 2,176
Accrued but unpaid distributions 15,195 $ 12,664 $ 12,664
Issuance of shares in connection with asset acquisition (Note 13) 91,257    
Deemed contribution from the Adviser (non-cash) (Note 13) $ 22,040    
[1] On March 9, 2023, in connection with the FCRD Acquisition (as defined in Note 1 and further discussed in Note 13), the Company acquired net assets of $129,511 which included $335,035 of investments, $1,233 cash and cash equivalents and $4,513 of other assets, net of $211,270 of assumed liabilities, for the total cash and stock consideration of $129,511, inclusive of $7,565 of the transaction costs.
[2] As of December 31, 2023, the balance included cash and cash equivalents of $7,780 (including cash denominated in foreign currency of $1,728) and restricted cash and cash equivalents of $16,690 (including cash denominated in foreign currency of $692). As of December 31, 2022, the balance included cash and cash equivalents of $6,397 (including cash denominated in foreign currency of $125) and restricted cash and cash equivalents of $10,670.
v3.24.0.1
Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Thousands
Mar. 09, 2023
Dec. 31, 2023
Dec. 31, 2022
Cash and cash equivalents   $ 7,780 $ 6,397
Cash and cash equivalents including cash denominated in foreign currency   1,728 125
Restricted cash and cash equivalents   16,690 $ 10,670
Restricted cash and cash equivalents including cash denominated in foreign currency   $ 692  
FCRD Acquisition      
Net assets acquired $ 129,511    
Investment portfolio 335,035    
Cash and cash equivalents 1,233    
Other assets 4,513    
Assumed liabilities net 211,270    
Total cash and stock consideration 129,511    
Alcentra acquisition expenses $ 7,565    
NOT TODAY FRIEND
v3.24.0.1
Consolidated Schedule of Investments (Parenthetical 1) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Schedule of Investments [Line Items]    
Net assets $ 742,594 $ 612,541
Percentage of qualifying assets to total assets 70.00% 70.00%
Percentage of non-qualifying assets on fair value 17.60% 17.10%
Controlled Investments    
Schedule of Investments [Line Items]    
Percentage of outstanding voting securities owned 25.00% 25.00%
Non-controlled Affiliated Investments    
Schedule of Investments [Line Items]    
Percentage of outstanding voting securities owned 5.00% 5.00%
v3.24.0.1
Consolidated Schedule of Investments - Summary of Reference Rates for Variable Rate Loans (Parenthetical)
Dec. 31, 2023
Dec. 31, 2022
Schedule of Investments [Line Items]    
Interest Rate, Spread [1],[2],[3],[4],[5],[6],[7] 6.50%  
Overnight | LIBOR ("L")    
Schedule of Investments [Line Items]    
Interest Rate, Spread   4.32%
Overnight | Prime ("P")    
Schedule of Investments [Line Items]    
Interest Rate, Spread 8.50% 7.50%
Overnight | SONIA (“SN”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread 5.19% 3.43%
1 month | LIBOR ("L")    
Schedule of Investments [Line Items]    
Interest Rate, Spread   4.39%
1 month | SOFR (“S”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread 5.35% 4.36%
1 month | CDOR (“C”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread   4.74%
1 month | EURIBOR ("E")    
Schedule of Investments [Line Items]    
Interest Rate, Spread 3.85% 1.87%
3 month | LIBOR ("L")    
Schedule of Investments [Line Items]    
Interest Rate, Spread   4.77%
3 month | SOFR (“S”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread 5.33% 4.59%
3 month | CDOR (“C”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread   4.82%
3 month | EURIBOR ("E")    
Schedule of Investments [Line Items]    
Interest Rate, Spread 3.91% 2.13%
3 month | BBSY ("B")    
Schedule of Investments [Line Items]    
Interest Rate, Spread 4.41% 3.31%
6 Month | LIBOR ("L")    
Schedule of Investments [Line Items]    
Interest Rate, Spread   5.14%
6 Month | SOFR (“S”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread 5.16% 4.78%
6 Month | CDOR (“C”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread   4.94%
6 Month | EURIBOR ("E")    
Schedule of Investments [Line Items]    
Interest Rate, Spread 3.86% 2.69%
12 Month | LIBOR ("L")    
Schedule of Investments [Line Items]    
Interest Rate, Spread   5.48%
12 Month | SOFR (“S”)    
Schedule of Investments [Line Items]    
Interest Rate, Spread 4.77% 4.87%
12 Month | EURIBOR ("E")    
Schedule of Investments [Line Items]    
Interest Rate, Spread 3.51% 3.29%
[1] The majority of the investments bear interest at a rate that may be determined by reference to Secured Overnight Financing Rate (“SOFR” or “S”), Prime (“P”), EURIBOR (“E”), SONIA (“SN”), or BBSY ("B") and which reset monthly, quarterly, semiannually or annually. For each, the Company has provided the spread over the reference rate and the current interest rate in effect at the reporting date. The impact of a credit spread adjustment, if applicable, is included within the stated all-in interest rate. As of December 31, 2023, the reference rates for the Company's variable rate loans are represented in the below table. Certain investments are subject to an interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable.
[2] All debt investments are income-producing, unless otherwise noted. Equity and member interests are non-income-producing unless otherwise noted. The Company generally acquires its investments in private transactions exempt from registration under the Securities Act. Its investments are therefore generally subject to certain limitations on resale, and may be deemed to be “restricted securities” under the Securities Act.
[3] All positions held are non-controlled/non-affiliated investments, unless otherwise noted, as defined by the 1940 Act. Non-controlled/non-affiliated investments are investments that are neither controlled nor affiliated.
[4] Investment is not a qualifying investment as defined under Section 55 (a) of the 1940 Act. Qualifying assets must represent at least 70% of total assets at the time of acquisition. The Company’s percentage of non-qualifying assets based on fair value was 17.6% as of December 31, 2023.
[5] Position or portion thereof is an unfunded loan commitment and no interest is being earned on the unfunded portion. The investment may be subject to an unused/letter of credit facility fee. See Note 8 “Commitments and Contingencies”.
[6] The fair value of the investment was determined using significant unobservable inputs unless otherwise noted, as defined by the 1940 Act. See Note 2 “Summary of Significant Accounting Policies”.
[7] These loans are unitranche first lien/last-out term loans. In addition to the interest earned based on the effective interest rate of this loan, which is the amount reflected in this schedule, the Company is entitled to receive additional interest as a result of an agreement among lenders whereby the loan has been allocated to “first-out” and “last-out” tranches, whereby the “first-out” tranche will have priority as to the “last-out” tranche with respect to payments of principal, interest and any amounts due thereunder. The Company holds the “last-out” tranche.
v3.24.0.1
Consolidated Schedule of Investments - Summary of Foreign Currency Exchange Contracts (Parenthetical)
 12 Months Ended
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2023
EUR (€)
Dec. 31, 2023
GBP (£)
Dec. 31, 2023
SEK (kr)
Dec. 31, 2023
AUD ($)
Dec. 31, 2022
EUR (€)
Dec. 31, 2022
GBP (£)
Dec. 31, 2022
SEK (kr)
Dec. 31, 2022
AUD ($)
Dec. 31, 2022
CAD ($)
Schedule of Investments [Line Items]                      
Total Foreign Currency Exchange Contracts $ 5,128,000 $ 8,154,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract                      
Schedule of Investments [Line Items]                      
Total Foreign Currency Exchange Contracts 5,044,000 7,997,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 12/1/2023                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 395,000                  
Currency Sold | £               £ 294,000      
Settlement   Dec. 01, 2023                  
Unrealized Appreciation   $ 37,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 2/20/2024                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 992,000 $ 209,000                  
Currency Sold | €     € 809,000       € 187,000        
Settlement Feb. 20, 2024 Feb. 20, 2024                  
Unrealized Appreciation $ 96,000 $ 5,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 2/20/2026                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 768,000 $ 768,000                  
Currency Sold | €     623,000       623,000        
Settlement Feb. 20, 2026 Feb. 20, 2026                  
Unrealized Appreciation $ 52,000 $ 71,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 2/28/2031                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 1,795,000                  
Currency Sold                     $ 2,370,000
Settlement   Feb. 28, 2031                  
Unrealized Appreciation   $ 11,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 3/22/2028                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 20,607,000 $ 20,607,000                  
Currency Sold           $ 29,250,000       $ 29,250,000  
Settlement Mar. 22, 2028 Mar. 22, 2028                  
Unrealized Appreciation $ 728,000 $ 987,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 4/10/2024                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 11,682,000 $ 11,682,000                  
Currency Sold | €     9,222,000       9,222,000        
Settlement Apr. 10, 2024 Apr. 10, 2024                  
Unrealized Appreciation $ 1,440,000 $ 1,529,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 6/3/2026                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 3,074,000 $ 1,944,000                  
Currency Sold | £       £ 2,237,000       1,362,000      
Settlement Jun. 03, 2026 Jun. 03, 2026                  
Unrealized Appreciation $ 192,000 $ 272,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 7/15/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 1,049,000                  
Currency Sold                     1,348,000
Settlement   Jul. 15, 2025                  
Unrealized Appreciation   $ 42,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 612,000                  
Currency Sold                     801,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 15,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 8/20/2027                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 1,107,000 $ 1,107,000                  
Currency Sold | kr         kr 11,583,000       kr 11,583,000    
Settlement Aug. 20, 2027 Aug. 20, 2027                  
Unrealized Depreciation $ (84,000) $ (32,000)                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Counterparty Wells Fargo Bank, N.A. Settlement Date 8/24/2026                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 17,790,000 $ 17,790,000                  
Currency Sold | £       12,870,000       12,870,000      
Settlement Aug. 24, 2026 Aug. 24, 2026                  
Unrealized Appreciation $ 1,187,000 $ 2,048,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Eight Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 775,000                  
Currency Sold                     994,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 33,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Eleven Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 325,000                  
Currency Sold                     422,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 10,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Fifteen Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 622,000                  
Currency Sold                     839,000
Settlement   Jul. 31, 2025                  
Unrealized Depreciation   $ (1,000)                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Five Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 1,035,000                  
Currency Sold                     1,336,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 38,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Four Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 933,000                  
Currency Sold                     1,192,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 42,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Fourteen Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 1,914,000                  
Currency Sold                     2,432,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 95,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Nine Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 193,000                  
Currency Sold                     244,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 10,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract One Counterparty Wells Fargo Bank, N.A. Settlement Date 12/1/2023                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 7,975,000                  
Currency Sold | £               5,885,000      
Settlement   Dec. 01, 2023                  
Unrealized Appreciation   $ 809,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract One Counterparty Wells Fargo Bank, N.A. Settlement Date 2/20/2024                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 8,603,000 $ 308,000                  
Currency Sold | €     6,703,000       249,000        
Settlement Feb. 20, 2024 Feb. 20, 2024                  
Unrealized Appreciation $ 1,181,000 $ 35,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract One Counterparty Wells Fargo Bank, N.A. Settlement Date 6/3/2026                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 1,944,000 $ 170,000                  
Currency Sold | £       1,362,000       121,000      
Settlement Jun. 03, 2026 Jun. 03, 2026                  
Unrealized Appreciation $ 183,000 $ 22,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract One Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 17,000                  
Currency Sold                     22,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 1,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Seven Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 7,089,000                  
Currency Sold                     9,712,000
Settlement   Jul. 31, 2025                  
Unrealized Depreciation   $ (117,000)                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Six Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 2,214,000                  
Currency Sold                     2,792,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 125,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Sixteen Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 493,000                  
Currency Sold                     632,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 21,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Ten Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 789,000                  
Currency Sold                     1,005,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 37,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Thirteen Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 1,306,000                  
Currency Sold                     1,703,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 36,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Three Counterparty Wells Fargo Bank, N.A. Settlement Date 2/20/2024                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 209,000 $ 992,000                  
Currency Sold | €     187,000       809,000        
Settlement Feb. 20, 2024 Feb. 20, 2024                  
Unrealized Appreciation $ 2,000 $ 105,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Three Counterparty Wells Fargo Bank, N.A. Settlement Date 6/3/2026                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 371,000 $ 371,000                  
Currency Sold | £       272,000       272,000      
Settlement Jun. 03, 2026 Jun. 03, 2026                  
Unrealized Appreciation $ 21,000 $ 39,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Three Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 1,033,000                  
Currency Sold                     1,274,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 77,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Twelve Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 635,000                  
Currency Sold                     864,000
Settlement   Jul. 31, 2025                  
Unrealized Depreciation   $ (7,000)                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Two Counterparty Wells Fargo Bank, N.A. Settlement Date 2/20/2024                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 308,000 $ 8,603,000                  
Currency Sold | €     € 249,000       € 6,703,000        
Settlement Feb. 20, 2024 Feb. 20, 2024                  
Unrealized Appreciation $ 32,000 $ 1,236,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Two Counterparty Wells Fargo Bank, N.A. Settlement Date 6/3/2026                      
Schedule of Investments [Line Items]                      
Currency Purchased $ 170,000 $ 3,074,000                  
Currency Sold | £       £ 121,000       £ 2,237,000      
Settlement Jun. 03, 2026 Jun. 03, 2026                  
Unrealized Appreciation $ 14,000 $ 342,000                  
Open Forward Foreign Currency Contract, Identifier [Axis]: Foreign Currency Exchange Contract Two Counterparty Wells Fargo Bank, N.A. Settlement Date 7/31/2025                      
Schedule of Investments [Line Items]                      
Currency Purchased   $ 576,000                  
Currency Sold                     $ 738,000
Settlement   Jul. 31, 2025                  
Unrealized Appreciation   $ 24,000                  
v3.24.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure      
Net Income (Loss) $ 83,837 $ 15,544 $ 83,633
v3.24.0.1
Insider Trading Arrangements
 12 Months Ended
Dec. 31, 2023
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

During the three months ended December 31, 2023, no director or Section 16 officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408 of Regulation S-K.
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.0.1
N-2 - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended 12 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2022
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Dec. 31, 2021
Sep. 30, 2021
Jun. 30, 2021
Mar. 31, 2021
Dec. 31, 2023
Feb. 20, 2024
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Cover [Abstract]                                  
Entity Central Index Key                         0001633336        
Amendment Flag                         false        
Securities Act File Number                         814-01132        
Document Type                         10-K        
Entity Registrant Name                         Crescent Capital BDC, Inc.        
Entity Address, Address Line One                         11100 Santa Monica Blvd        
Entity Address, Address Line Two                         Suite 2000        
Entity Address, City or Town                         Los Angeles        
Entity Address, State or Province                         CA        
Entity Address, Postal Zip Code                         90025        
City Area Code                         310        
Local Phone Number                         235-5900        
Entity Well-known Seasoned Issuer                         No        
Entity Emerging Growth Company                         true        
Entity Ex Transition Period                         false        
General Description of Registrant [Abstract]                                  
Risk Factors [Table Text Block]                        

Item 1A. Risk Factors

Investing in our common stock involves a number of significant risks. Before an investor invests in our common stock, the investor should be aware of various risks, including those described below. The investor should carefully consider these risk factors, together with all of the other information included in this Annual Report, before the investor decides whether to make an investment in our securities. The risks set out below are not the only risks we face. Additional risks and uncertainties not presently known to us or not presently deemed material by us may also impair business, financial condition, and/or operating results. If any of the following events occur, our business, financial condition, and results of operations could be materially and adversely affected. In such case, the net asset value of our common stock and the trading price, if any, of our securities could decline, and an investor may lose all or part of his or her investment.

Risks Relating to Our Business and Structure

Our Board may change our investment objectives, operating policies and strategies without prior notice or stockholder approval.

Our Board has the authority, except as otherwise provided in the 1940 Act or state law, as described below, to modify or waive certain of our investment objectives, operating policies and strategies without prior notice and without stockholder approval. Pursuant to Rule 35d-1 under the 1940 Act, we may not change our investment strategy with respect to 80% of our total assets without 60 days’ prior notice to stockholders. If we operate as a diversified management investment company for a period of three or more years, we will not resume operation as a non-diversified management investment company without prior stockholder approval. Additionally, absent stockholder approval, we may not change the nature of our business so as to cease to be, or withdraw our election as, a BDC. Under Maryland law, we also cannot be dissolved without prior stockholder approval. We cannot predict the effect any changes to our operating policies and strategies would have on our business, operating results and the market price of our Common Shares. Nevertheless, any such changes could adversely affect our business and impair our ability to make distributions to our common stockholders.

A failure on our part to maintain our status as a BDC may significantly reduce our operating flexibility.

If we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company that is required to register under the 1940 Act, which would subject us to additional regulatory restrictions and significantly decrease our operating flexibility. In addition, any such failure could cause an event of default under our outstanding indebtedness, which could have a material adverse effect on our business, financial condition or results of operations.

 

We and the Adviser are subject to regulations and SEC oversight. If we or the Adviser fail to comply with applicable requirements, it may adversely impact our results relative to companies that are not subject to such regulations.

As a BDC, we are subject to a portion of the 1940 Act. In addition, we have elected to be treated, and intend to operate in a manner so as to continuously qualify, as a RIC in accordance with the requirements of Subchapter M of the Code. The 1940 Act and the Code impose various restrictions on the management of a BDC, including related to portfolio construction, asset selection, and tax. These restrictions may reduce the chances that we will achieve the same results as other vehicles managed by Crescent and/or the Adviser.

However, if we do not maintain our status as a BDC, we would be subject to regulation as a registered closed-end investment company under the 1940 Act. As a registered closed-end investment company, we would be subject to substantially more regulatory restrictions under the 1940 Act which would significantly decrease our operating flexibility. In addition to these and other requirements applicable to us, our investment adviser is subject to regulatory oversight by the SEC. To the extent the SEC raises concerns or has negative findings concerning the manner in which we or our investment adviser operates, it could adversely affect our business.

 

We are dependent upon key personnel of Crescent and the Adviser.

We do not have any internal management capacity or employees. Our ability to achieve our investment objectives will depend on our ability to manage our business and to grow our investments and earnings. This will depend, in turn, on the diligence, skill and network of business contacts of Crescent’s senior professionals. We expect that these senior professionals will evaluate, negotiate, structure, close and monitor our investments in accordance with the terms of our Investment Advisory Agreement. We can offer no assurance, however, that Crescent’s senior professionals will continue to provide investment advice to us. If these individuals do not maintain their employment or other relationships with Crescent and do not develop new relationships with other sources of investment opportunities available to us, we may not be able to grow our investment portfolio. In addition, individuals with whom Crescent’s investment professionals have relationships are not obligated to provide us with investment opportunities. Therefore, we can offer no assurance that such relationships will generate investment opportunities for us. The departure or misconduct of any of these individuals, or of a significant number of the investment professionals of Crescent, could have a material adverse effect on our business, financial condition or results of operations.

The Adviser is an affiliate of Crescent and depends upon access to the investment professionals and Crescent’s other resources to fulfill its obligations to us under the Investment Advisory Agreement. The Adviser will also depend upon such investment professionals to obtain access to deal flow generated by Crescent. In addition, we cannot assure you that an affiliate of Crescent will remain our investment adviser or that we will continue to have access to Crescent’s investment professionals or its information and deal flow.

Crescent’s and the Adviser’s investment professionals, which are currently composed of the same personnel, have substantial responsibilities in connection with the management of other Crescent clients. Crescent’s personnel may be called upon to provide managerial assistance to our portfolio companies. These demands on their time, which may increase as the number of investments grow, may distract them or slow our rate of investment.

The Adviser’s investment committee, which provides oversight over our investment activities, is provided to us by our investment adviser under the Investment Advisory Agreement. The loss of any member of the Adviser’s investment committee or of Crescent’s other senior professionals would limit our ability to achieve our investment objectives and operate as we anticipate. This could have a material adverse effect on our financial condition, results of operations and cash flows.

We will not provide key person life insurance for any of our key personnel. Further, we depend upon Crescent to maintain its relationships with private equity sponsors, placement agents, investment banks, management groups and other financial institutions, and we expect to rely to a significant extent upon these relationships to provide us with potential investment opportunities. If Crescent fails to maintain such relationships, or to develop new relationships with other sources of investment opportunities, we will not be able to grow our investment portfolio. In addition, individuals with whom Crescent’s senior professionals have relationships are not obligated to provide us with investment opportunities, and we can offer no assurance that these relationships will generate investment opportunities in the future. There can be no assurance that Crescent will replicate its historical ability to generate investment opportunities, and we caution you that our investment returns could be substantially lower than the returns achieved by other Crescent-managed funds.

 

We may not replicate the historical performance achieved by Crescent.

Our primary focus in making investments may differ from those of existing investment funds, accounts or other investment vehicles that are or have been managed by members of our investment adviser’s investment committee or by Crescent. Past performance should not be relied upon as an indication of future results. There can be no guarantee that we will replicate the historical performance of Crescent or the historical performance of investment funds, accounts or other investment vehicles that are or have been managed by members of the Adviser’s investment committee or by Crescent or its employees, and we caution investors that our investment returns could be substantially lower than the returns achieved by them in prior periods. We cannot assure you that we will be profitable in the future or that the Adviser will be able to continue to implement our investment objectives with the same degree of success that it has had in the past. Additionally, all or a portion of the prior results may have been achieved in particular market conditions which may never be repeated. Moreover, current or future market volatility and regulatory uncertainty may have an adverse impact on our future performance.

We depend on Crescent to manage our business effectively.

Our ability to achieve our investment objectives will depend on our ability to manage our business and to grow our investments and earnings. This will depend, in turn, on Crescent’s ability to identify, invest in and monitor portfolio companies that meet our investment criteria. The achievement of our investment objectives on a cost-effective basis will depend upon Crescent’s execution of our investment process, its ability to provide competent, attentive and efficient services to us and, to a lesser extent, our access to financing on acceptable terms. Crescent’s investment professionals will have substantial responsibilities in connection with the management of other investment funds, accounts and investment vehicles. Crescent’s personnel may be called upon to provide managerial assistance to our portfolio companies. These activities may distract them from servicing new investment opportunities for us or slow our rate of investment. Any failure to manage our business and our future growth effectively could have a material adverse effect on our business, financial condition, results of operations and cash flows.

The Adviser, the investment committee of the Adviser, Crescent and their affiliates, officers, directors and employees may face certain conflicts of interest.

As a result of our arrangements with Crescent, the Adviser and the Adviser’s investment committee, there may be times when the Adviser or such persons have interests that differ from those of our stockholders, giving rise to a conflict of interest.

The members of the Adviser’s investment committee serve, or may serve, as officers, directors, members, or principals of entities that operate in the same or a related line of business as we do, or of investment funds, accounts, or investment vehicles managed by Crescent and/or its affiliates. Similarly, Crescent and its affiliates may have other clients with similar, different or competing investment objectives.

In serving in these multiple capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the best interests of, or which may be adverse to the interests of, us or our stockholders. For example, Crescent has, and will continue to have management responsibilities for other investment funds, accounts and investment vehicles. There is a potential that we will compete with these funds, and other entities managed by Crescent and its affiliates, for capital and investment opportunities. As a result, members of the Adviser’s investment committee who are affiliated with Crescent will face conflicts in the allocation of investment opportunities among us, and other investment funds, accounts and investment vehicles managed by Crescent and its affiliates and may make certain investments that are appropriate for us but for which we receive a relatively small allocation or no allocation at all. Crescent intends to allocate investment opportunities among eligible investment funds, accounts and investment vehicles in a manner that is fair and equitable over time and consistent with its allocation policy. However, we can offer no assurance that such opportunities will be allocated to us fairly or equitably in the short-term or over time and we may not be given the opportunity to participate in investments made by investment funds managed by Crescent or its affiliates and there can be no assurance that we will be able to participate in all investment opportunities that are suitable to us.

Further, to the extent permitted by applicable law, we and our affiliates may own investments at different levels of a portfolio company’s capital structure or otherwise own different classes of a portfolio company’s securities, which may give rise to conflicts of interest or perceived conflicts of interest. Conflicts may also arise because decisions regarding our portfolio may benefit our affiliates. Our affiliates may pursue or enforce rights with respect to one of its portfolio companies, and those activities may have an adverse effect on us.

 

Conflicts may arise related to other arrangements with Crescent and the Adviser and other affiliates.

We have entered into a license agreement with Crescent under which Crescent has agreed to grant us a non-exclusive, royalty-free license to use the name “Crescent Capital.” In addition, the Administration Agreement with the Administrator, an affiliate of Crescent, requires we pay to the Administrator our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement, such as rent and our allocable portion of the cost of our chief financial officer and chief compliance officer and their respective staffs. In addition, the Adviser has entered into a Resource Sharing Agreement with Crescent pursuant to which Crescent provides the Adviser with the resources necessary to fulfill its obligations under the Investment Advisory Agreement. These agreements create conflicts of interest that the independent members of our Board will monitor. For example, under the terms of the license agreement, we will be unable to preclude Crescent from licensing or transferring the ownership of the “Crescent Capital” name to third parties, some of whom may compete against us. Consequently, it will be unable to prevent any damage to goodwill that may occur as a result of the activities of Crescent or others. Furthermore, in the event the license agreement is terminated, we will be required to change our name and cease using “Crescent Capital” as part of our name. Any of these events could disrupt our recognition in the market place, damage any goodwill it may have generated and otherwise harm its business.

The Investment Advisory Agreement, and the Administration Agreement were negotiated between related parties. Consequently, their terms, including fees payable to the Adviser, may not be as favorable to us as if they had been negotiated exclusively with an unaffiliated third party. In addition, we may desire not to enforce, or to enforce less vigorously, its rights and remedies under these agreements because of our desire to maintain our ongoing relationship with the Adviser, the Administrator and their respective affiliates. Any such decision, however, could breach our fiduciary obligations to its stockholders.

 

Crescent’s principals and employees, the Adviser or their affiliates may, from time to time, possess material non-public information, limiting our investment discretion.

Crescent’s executive officers and directors, principals and other employees, including members of the Adviser’s investment committee, may serve as directors of, or in a similar capacity with, portfolio companies in which we invest, the securities of which are purchased or sold on our behalf and may come into possession of material non-public information with respect to issuers in which we may be considering making an investment. In the event that material non-public information is obtained with respect to such companies, or we become subject to trading restrictions under the internal trading policies of those companies, Crescent’s policies or as a result of applicable law or regulations, we could be prohibited for a period of time or indefinitely from purchasing or selling the securities of such companies, or we may be precluded from providing such information or other ideas to other funds affiliated with Crescent that might benefit from such information, and this prohibition may have an adverse effect on us.

 

Our management and incentive fee structure may create incentives for the Adviser that are not fully aligned with our stockholders’ interests and may induce the Adviser to make speculative investments.

In the course of our investing activities, we will pay management and incentive fees to the Adviser. We have entered into the Investment Advisory Agreement with the Adviser that provides that these fees are based on the value of our gross assets (which includes assets purchased with borrowed amounts or other forms of leverage but excludes cash and cash equivalents), instead of net assets (defined as total assets less indebtedness and before taking into account any incentive fees payable). As a result, investors in our common stock will invest on a “gross” basis and receive distributions on a “net” basis after expenses, including the costs of leverage, resulting in a lower rate of return than one might achieve if distributions were made on a gross basis. Because our management fees are based on the value of our gross assets, incurrence of debt or the use of leverage will increase the management fees due to the Adviser. As such, the Adviser may have an incentive to use leverage to make additional investments. In addition, as additional leverage would magnify positive returns, if any, on our portfolio, the incentive fee would become payable to the Adviser (i.e., exceed the Hurdle Amount (as defined herein under the heading “Incentive Fee”)) at a lower average return on our portfolio. Thus, if we incur additional leverage, the Adviser may receive additional incentive fees without any corresponding increase (and potentially with a decrease) in the performance of our portfolio.

Additionally, under the incentive fee structure, the Adviser may benefit when capital gains are recognized and, because the Adviser will determine when to sell a holding, the Adviser will control the timing of the recognition of such capital gains. As a result of these arrangements, there may be times when the management team of the Adviser has interests that differ from those of our stockholders, giving rise to a conflict. Furthermore, there is a risk the Adviser will make more speculative investments in an effort to receive this payment. PIK interest and OID would increase our pre-incentive fee net investment income by increasing the size of the loan balance of underlying loans and increasing our assets under management and would make it easier for the Adviser to surpass the Hurdle Amount and increase the amount of incentive fees payable to the Adviser.

 

The part of the incentive fee payable to the Adviser relating to our net investment income is computed and paid on income that may include interest income that has been accrued but not yet received in cash. This fee structure may give rise to a conflict of interest for the Adviser to the extent that it encourages the Adviser to favor debt financings that provide for deferred interest, rather than current cash payments of interest. The Adviser may have an incentive to invest in deferred interest securities in circumstances where it would not have done so but for the opportunity to continue to earn the incentive fee even when the issuers of the deferred interest securities would not be able to make actual cash payments to us on such securities. This risk could be increased because, under the Investment Advisory Agreement, the Adviser is not obligated to reimburse us for incentive fees it receives even if we subsequently incur losses or never receives in cash the deferred income that was previously accrued.

Our Board is charged with protecting our interests by monitoring how the Adviser addresses these and other conflicts of interest associated with its services and compensation. While our Board is not expected to review or approve each investment decision or incurrence of leverage, our independent directors will periodically review the Adviser’s services and fees as well as its portfolio management decisions and portfolio performance. In connection with these reviews, our independent directors will consider whether the Adviser’s fees and expenses (including those related to leverage) remain appropriate.

We may invest, to the extent permitted by law, in the securities and instruments of other investment companies, including private funds, and, to the extent it so invests, bear its ratable share of any such investment company’s expenses, including management and performance fees. We also remain obligated to pay management and incentive fees to the Adviser with respect to the assets invested in the securities and instruments of other investment companies. With respect to each of these investments, each of our stockholders bears his or her share of the management and incentive fees of the Adviser as well as indirectly bearing the management and performance fees and other expenses of any investment companies in which we invest.

 

The Adviser has limited liability and is entitled to indemnification under the Investment Advisory Agreement.

Under the Investment Advisory Agreement, the Adviser has not assumed any responsibility to us other than to render the services called for under that agreement. The Adviser will not be responsible for any action of our Board in following or declining to follow the Adviser’s advice or recommendations. Under the Investment Advisory Agreement the Adviser, its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser, including, without limitation, its general partner and the Administrator, and any person controlling or controlled by the Adviser will not be liable to us, any of our subsidiaries, our directors, our stockholders or any subsidiary’s stockholders or partners for acts or omissions performed in accordance with and pursuant to the Investment Advisory Agreement, except those resulting from acts constituting gross negligence, willful misfeasance, bad faith or reckless disregard of the duties that the Adviser owes to us under the Investment Advisory Agreement. In addition, as part of the Investment Advisory Agreement, we have agreed to indemnify the Adviser and each of its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser, including, without limitation, its general partner and the Administrator, and hold them harmless from and against all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by such party in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of us or our security holders) arising out of or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Investment Advisory Agreement or otherwise as an investment adviser of us, except in respect of any liability to us or our security holders to which such party would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties or by reason of the reckless disregard of the Adviser’s duties and obligations under the Investment Advisory Agreement. These protections may lead the Adviser to act in a riskier manner when acting on our behalf than the Adviser would when acting for its own account.

 

Our ability to enter into transactions with our affiliates is restricted.

We are prohibited under the 1940 Act from participating in certain transactions with our affiliates without the prior approval of our independent directors and, in some cases, the SEC. We consider the Adviser and its affiliates, including Crescent, to be our affiliates for such purposes. In addition, any person that is an affiliate of ours for purposes of the 1940 Act generally is prohibited from participating in certain transactions such as co-investing with, or buying or selling any security from or to us, absent the prior approval of our independent directors and, in some cases, of the SEC. We consider the Adviser and its affiliates, including Crescent, to be our affiliates for such purposes. The 1940 Act also prohibits certain “joint” transactions with certain of our affiliates, which could include investments in the same portfolio company, without prior approval of our independent directors and, in some cases, of the SEC. We are prohibited from buying or selling any security from or to any person who owns more than 25% of our voting securities or certain of that person’s affiliates, or entering into prohibited joint transactions with such persons, absent the prior approval of the SEC. If we are prohibited by applicable law from investing alongside Crescent’s investment funds, accounts and investment vehicles with respect to an investment opportunity, we may not be able to participate in such investment opportunity.

 

We may, however, invest alongside Crescent’s investment funds, accounts and investment vehicles in certain circumstances where doing so is consistent with our investment strategy as well as applicable law and SEC staff interpretations or exemptive orders. For example, we may invest alongside such investment funds, accounts and investment vehicles consistent with guidance promulgated by the SEC staff to purchase interests in a single class of privately placed securities so long as certain conditions are met, including that Crescent, acting on our behalf and on behalf of such investment funds, accounts and investment vehicles, negotiates no term other than price.

In situations where co-investment with investment funds, accounts and investment vehicles managed by Crescent is not permitted or appropriate, such as when there is an opportunity to invest in different securities of the same issuer or where the different investments could be expected to result in a conflict between our interests and those of Crescent’s clients, subject to the limitations described in the preceding paragraph, Crescent will need to decide which client will proceed with the investment. Similar restrictions limit our ability to transact business with our officers or directors or their affiliates. These restrictions will limit the scope of investment opportunities that would otherwise be available to us.

Crescent has been granted exemptive relief from the SEC, upon which we and the Adviser may rely, which permits greater flexibility to negotiate the terms of co-investments if our Board determines that it would be advantageous for us to co-invest with investment funds, accounts and investment vehicles managed by Crescent in a manner consistent with our investment objectives, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. We believe that co-investment by us and investment funds, accounts and investment vehicles managed by Crescent may afford us additional investment opportunities and an ability to achieve a more varied portfolio. Accordingly, our exemptive order permits us to invest with investment funds, accounts and investment vehicles managed by Crescent in the same portfolio companies under circumstances in which such investments would otherwise not be permitted by the 1940 Act. The exemptive relief permitting co-investment transactions generally applies only if our independent directors and directors who have no financial interest in such transaction review and approve in advance each co-investment transaction. The exemptive relief provides that, if the size of a co-investment opportunity is insufficient to meet our and the other Crescent funds’ desired level of participation in full, allocations will generally be made pro rata based on capital available for investment, as determined, in our case, by our Board as well as the terms of our governing documents and those of such investment funds, accounts and investment vehicles. It is our policy to base our determinations on such factors as: the amount of cash on-hand, existing commitments and reserves, if any, our targeted leverage level, our targeted asset mix and diversification requirements and other investment policies and restrictions set by our Board or imposed by applicable laws, rules, regulations or interpretations. We expect that these determinations will be made similarly for investment funds, accounts and investment vehicles managed by Crescent. However, we can offer no assurance that investment opportunities will be allocated to us fairly or equitably in the short-term or over time.

 

Our ability to sell or otherwise exit investments also invested in by other Crescent investment vehicles is restricted.

We may be considered affiliates with respect to certain of our portfolio companies because our affiliates, which may include certain investment funds, accounts or investment vehicles managed by Crescent, also hold interests in these portfolio companies and as such these interests may be considered a joint enterprise under the 1940 Act. To the extent that our interests in these portfolio companies may need to be restructured in the future or to the extent that we choose to exit certain of these transactions, our ability to do so will be limited. Crescent has obtained exemptive relief from the SEC in relation to certain joint transactions upon which we and the Adviser may rely; however, there is no assurance that we will obtain relief that would permit us to negotiate future restructurings or other transactions that may be considered a joint enterprise.

 

Conflicts of interest may be created by the valuation process for certain portfolio holdings.

We make many of our portfolio investments in the form of loans and securities that are not publicly traded and for which no market-based price quotation is available. As a result, our investment adviser, as the Board of Directors’ valuation designee, will determine the fair value of these loans and securities as described above in “—Risks Relating to our Business and Structure—Most of our portfolio investments will not be publicly traded and, as a result, the fair value of these investments may not be readily determinable.” Each of the interested members of our Board has an indirect pecuniary interest in our investment adviser. The participation of our investment adviser’s investment professionals in our valuation process, and the pecuniary interest in our investment adviser by certain members of our Board, could result in a conflict of interest as our investment adviser’s management fee is based, in part, on the value of our net assets, and our incentive fees will be based, in part, on realized gains and realized and unrealized losses.

 

We operate in an increasingly competitive market for investment opportunities, which could make it difficult for us to identify and make investments that are consistent with our investment objectives.

A number of entities compete with us to make the types of investments that we make and plan to make. We compete with other BDCs, public and private funds, commercial and investment banks, commercial financing companies and, to the extent they provide an alternative form of financing, private equity and hedge funds. Many of our competitors are substantially larger and have considerably greater financial, technical and marketing resources than we do. For example, we believe some of our competitors may have access to funding sources that are not available to us. In addition, some of our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of investments and establish more relationships than us. Furthermore, many of our competitors are not subject to the regulatory restrictions that the 1940 Act imposes on us as a BDC or the source-of-income, asset diversification and distribution requirements we must satisfy to maintain our RIC qualification. The competitive pressures we face may have a material adverse effect on our business, financial condition, results of operations and cash flows. As a result of this competition, we may not be able to take advantage of attractive investment opportunities from time to time, and we may not be able to identify and make investments that are consistent with our investment objectives.

With respect to the investments we make, we will not seek to compete based primarily on the interest rates we will offer, and we believe that some of our competitors may make loans with interest rates that will be lower than the rates we offer. In the secondary market for acquiring existing loans, we expect to compete generally on the basis of pricing terms. With respect to all investments, we may lose some investment opportunities if we do not match our competitors’ pricing, terms and structure. However, if we match our competitors’ pricing, terms and structure, we may experience decreased net interest income, lower yields and increased risk of credit loss. We may also compete for investment opportunities with investment funds, accounts and investment vehicles managed by Crescent. Although Crescent will allocate opportunities in accordance with its policies and procedures, allocations to such investment funds, accounts and investment vehicles will reduce the amount and frequency of opportunities available to us and may not be in the best interests of us and our stockholders. Moreover, the performance of investments will not be known at the time of allocation. See —“The Adviser, the investment committee of the Adviser, Crescent and their affiliates, officers, directors and employees may face certain conflicts of interest.”

 

Our ability to grow depends on our ability to raise capital.

We will need to periodically access the capital markets to raise cash to fund new investments in excess of our repayments, and we may also need to access the capital markets to refinance any future debt obligations to the extent such maturing obligations are not repaid with availability under our revolving credit facilities or cash flows from operations. We intend to be treated as a RIC and operate in a manner so as to qualify for the U.S. federal income tax treatment applicable to RICs. Among other things, in order to maintain our RIC status, we must distribute to our common stockholders on a timely basis generally an amount equal to at least 90% of our investment company taxable income, and, as a result, such distributions will not be available to fund investment originations or repay maturing debt. We must borrow from financial institutions and issue additional securities to fund our growth. Unfavorable economic or capital market conditions may increase our funding costs, limit our access to the capital markets or could result in a decision by lenders not to extend credit to us. An inability to successfully access the capital markets may limit our ability to refinance our debt obligations as they come due and/or to fully execute our business strategy and could limit our ability to grow or cause us to have to shrink the size of our business, which could decrease our earnings, if any.

 

In addition, we may borrow amounts or issue debt securities or preferred stock, which we refer to collectively as “senior securities,” such that our asset coverage, as calculated pursuant to the Investment Company Act, equals at least 150% immediately after such borrowing (i.e., we are able to borrow up to two dollars for every dollar we have in assets less all liabilities and indebtedness not represented by senior securities issued by us). Such requirement, in certain circumstances, may restrict our ability to borrow or issue debt securities or preferred stock. The amount of leverage that we employ will depend on our investment adviser’s and our Board’s assessments of market and other factors at the time of any proposed borrowing or issuance of senior securities. We cannot assure you that we will be able to obtain lines of credit or issue senior securities at all or on terms acceptable to us.

Further, we may pursue growth through acquisitions or strategic investments in new businesses. Completion and timing of any such acquisitions or strategic investments may be subject to a number of contingencies and risks. There can be no assurance that the integration of an acquired business will be successful or that an acquired business will prove to be profitable or sustainable.

 

Regulations governing our operation as a BDC affect our ability to, and the way in which we may, raise additional capital.

We may issue debt securities or preferred stock and/or borrow money from banks or other financial institutions, which we refer to collectively as “senior securities,” up to the maximum amount permitted by the 1940 Act. Under the provisions of the 1940 Act, we will be permitted as a BDC to issue senior securities in amounts such that our asset coverage ratio, as defined in the 1940 Act, as amended, equals at least 150% of our gross assets less all liabilities and indebtedness not represented by senior securities, after each issuance of senior securities. If the value of our assets declines, we may be unable to satisfy this test. If that happens, we may be required to sell a portion of our investments at a time when such sales may be disadvantageous to us in order to repay a portion of its indebtedness. If we issue senior securities, we will be exposed to typical risks associated with leverage, including an increased risk of loss.

 

Furthermore, equity capital may be difficult to raise because, subject to some limited exceptions we are not generally able to issue and sell our common stock at a price below NAV per share. We may, however, sell our common stock, or warrants, options or rights to acquire shares of our common stock, at a price below the then-current NAV per share of our common stock if our Board determines that such sale is in our best interests, and if our stockholders, including a majority of those stockholders that are not affiliated with us, approve such sale. In any such case, the price at which our securities are to be issued and sold may not be less than a price that, in the determination of our Board, closely approximates the market value of such securities (less any distributing commission or discount). We do not currently have authorization from our stockholders to issue our common stock at a price below the then-current NAV per share.

 

If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy.

To maintain our status as a BDC, we are not permitted to acquire any assets other than “qualifying assets” specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). Subject to certain exceptions for follow-on investments and distressed companies, an investment in an issuer that has outstanding securities listed on a national securities exchange may be treated as a qualifying asset only if such issuer has a common equity market capitalization that is less than $250 million at the time of such investment.

We may be precluded from investing in what we believe are attractive investments if such investments are not qualifying assets for purposes of the 1940 Act. If we do not invest a sufficient portion of our assets in qualifying assets, we could violate the 1940 Act provisions applicable to BDCs. As a result of such violation, specific rules under the 1940 Act could prevent us, for example, from making follow-on investments in existing portfolio companies (which could result in the dilution of our position) or could require us to dispose of investments at inappropriate times in order to come into compliance with the 1940 Act. If we need to dispose of such investments quickly, it could be difficult to dispose of such investments on favorable terms. We may not be able to find a buyer for such investments and, even if we do find a buyer, we may have to sell the investments at a substantial loss. Any such outcomes would have a material adverse effect on our business, financial condition, results of operations and cash flows.

 

Our failure to make follow-on investments in our portfolio companies could impair the value of our portfolio.

 

Following an initial investment in a portfolio company, we may make additional investments in that portfolio company as “follow-on” investments, in seeking to:

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increase or maintain in whole or in part our position as a creditor or equity ownership percentage in a portfolio company;
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exercise warrants, options or convertible securities that were acquired in the original or subsequent financing; or
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preserve or enhance the value of our investment.

 

We have discretion to make follow-on investments, subject to the availability of capital resources. Failure on our part to make follow-on investments may, in some circumstances, jeopardize the continued viability of a portfolio company and our initial investment, or may result in a missed opportunity for us to increase our participation in a successful operation.

Even if we have sufficient capital to make a desired follow-on investment, we may elect not to make a follow-on investment because we may not want to increase its level of risk, because we prefer other opportunities or because we are inhibited by compliance with BDC requirements of the 1940 Act or the desire to maintain our qualification as a RIC.

Additionally, certain loans that we may make to portfolio companies may be secured on a second priority basis by the same collateral securing senior secured debt of such companies. The first priority liens on the collateral will secure the portfolio company’s obligations under any outstanding senior debt and may secure certain other future debt that may be permitted to be incurred by the portfolio company under the agreements governing the loans. The holders of obligations secured by first priority liens on the collateral will generally control the liquidation of, and be entitled to receive proceeds from, any realization of the collateral to repay their obligations in full before us. In addition, the value of the collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of all of the collateral would be sufficient to satisfy the loan obligations secured by the second priority liens after payment in full of all obligations secured by the first priority liens on the collateral. If such proceeds were not sufficient to repay amounts outstanding under the loan obligations secured by the second priority liens, then we, to the extent not repaid from the proceeds of the sale of the collateral, will only have an unsecured claim against the portfolio company’s remaining assets, if any.

 

We may also make unsecured loans to portfolio companies, meaning that such loans will not benefit from any interest in collateral of such companies. Liens on such portfolio companies’ collateral, if any, will secure the portfolio company’s obligations under its outstanding secured debt and may secure certain future debt that is permitted to be incurred by the portfolio company under its secured loan agreements. The holders of obligations secured by such liens will generally control the liquidation of, and be entitled to receive proceeds from, any realization of such collateral to repay their obligations in full before us. In addition, the value of such collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of such collateral would be sufficient to satisfy our unsecured loan obligations after payment in full of all secured loan obligations. If such proceeds were not sufficient to repay the outstanding secured loan obligations, then our unsecured claims would rank equally with the unpaid portion of such secured creditors’ claims against the portfolio company’s remaining assets, if any. Additionally, we invest in unitranche loans (loans that combine both senior and subordinated debt, generally in a first lien position), which may provide for a waterfall of cash flow priority between different lenders in the unitranche loan. In certain instances, we may find another lender to provide the “first out” portion of such loan and retain the “last out” portion of such loan, in which case the “first out” portion of the loan would generally receive priority with respect to repayment of principal, interest and any other amounts due thereunder over the “last out” portion of the loan that we would continue to hold.

 

The rights we may have with respect to the collateral securing the loans we make to our portfolio companies with senior debt outstanding may also be limited pursuant to the terms of one or more intercreditor agreements that we enter into with the holders of such senior debt. Under a typical intercreditor agreement, at any time that obligations that have the benefit of the first priority liens are outstanding, any of the following actions that may be taken in respect of the collateral will be at the direction of the holders of the obligations secured by the first priority liens:

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the ability to cause the commencement of enforcement proceedings against the collateral;
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the ability to control the conduct of such proceedings;
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the approval of amendments to collateral documents;
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releases of liens on the collateral; and
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waivers of past defaults under collateral documents.
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We may not have the ability to control or direct such actions, even if its rights are adversely affected.

 

We will be subject to corporate level income tax if we are unable to qualify as a RIC.

We have elected to be treated as a RIC under the Code and intend to operate in a manner so as to qualify for the U.S. federal income tax treatment applicable to RICs. As a RIC, we generally will not pay U.S. federal corporate-level income taxes on our income and net capital gains that we distribute (or are deemed to distribute) to our common stockholders as dividends on a timely basis. We will be subject to U.S. federal corporate-level income tax on any undistributed income and/or gains. To maintain our status as a RIC, we must meet certain source of income, asset diversification and annual distribution requirements. We may also be subject to certain U.S. federal excise taxes, as well as state, local and foreign taxes.

To qualify as a RIC under the Code, we must meet certain source-of-income, asset diversification and distribution requirements. The distribution requirement for a RIC is satisfied if we timely distribute an amount equal to at least 90% of our investment company taxable income (as defined by the Code, which generally includes net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any) to our common stockholders on an annual basis (the “Annual Distribution Requirement”). We have the ability to pay a large portion of our distributions in shares of our stock, and as long as a portion of such distribution is paid in cash and other requirements are met, such distributions will be taxable as a dividend for U.S. federal income tax purposes. This may result in our U.S. stockholders having to pay tax on such dividends, even if no cash is received, and may result in our non-U.S. stockholders being subject to withholding tax in respect of amounts distributed in our stock. We will be subject, to the extent we use debt financing, to certain asset coverage ratio requirements under the Investment Company Act and financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to qualify as a RIC. If we are unable to obtain cash from other sources, we may fail to qualify as a RIC and, thus, may be subject to corporate-level income tax.

The Annual Distribution Requirement will be satisfied if we distribute dividends to our common stockholders in respect of each taxable year of an amount generally at least equal to 90% of its investment company taxable income, determined without regard to any deduction for distributions paid. In this regard, a RIC may, in certain cases, satisfy the Annual Distribution Requirement by distributing dividends relating to a taxable year after the close of such taxable year under the “spillback dividend” provisions of Subchapter M of the Code. We will be subject to tax, at regular corporate rates, on any retained income and/or gains, including any short-term capital gains or long-term capital gains. We will be subject to a 4% nondeductible U.S. federal excise tax on certain undistributed income unless we distribute in a timely manner an amount at least equal to the sum of (1) 98% of our ordinary income for each calendar year, (2) 98.2% of our capital gain net income for each calendar year and (3) any income realized, but not distributed, in preceding years (to the extent that U.S. federal income tax was not imposed on such amounts) less certain over-distributions in the prior year (collectively, the “Excise Tax”). Because we use debt financing, we are subject to (i) an asset coverage ratio requirement under the

Investment Company Act and are subject to (ii) certain financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to satisfy the distribution requirements. If we are unable to obtain cash from other sources, or choose or are required to retain a portion of our taxable income or gains, we could (i) be required to pay the Excise Tax and (ii) fail to qualify for RIC tax treatment, and thus become subject to corporate-level income tax on our taxable income (including gains).

To qualify as a RIC, in addition to the Annual Distribution Requirement, we must also meet certain annual source of income requirements at the end of each taxable year (the “90% Income Test”) and asset diversification requirements at the end of each calendar quarter (the “Diversification Tests”). Failure to meet these tests may result in our having to (a) dispose of certain investments quickly or (b) raise additional capital in order to prevent the loss of our qualifications as a RIC. Because most of our investments will be in private or thinly traded public companies and are generally illiquid, any such dispositions could be made at disadvantageous prices and may result in substantial losses. If we fail to qualify as a RIC for any reason and become subject to corporate income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distributions to our common stockholders and the amount of funds available for new investments. Such a failure would have a material adverse effect on us and our common stockholders.

The 90% Income Test will be satisfied if we earn at least 90% of our gross income each taxable year from distributions, interest, gains from the sale of stock or securities, or other income derived from the business of investing in stock or securities. The Diversification Tests will be satisfied if we meet certain asset diversification requirements at the end of each quarter of our taxable year. To satisfy the Diversification Tests, at least 50% of the value of our assets at the close of each quarter of each taxable year must consist of cash, cash equivalents (including receivables), U.S. government securities, securities of other RICs, and other acceptable securities, and no more than 25% of the value of our assets can be invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses or of certain “qualified publicly traded partnerships.” Failure to meet these requirements may result in us having to dispose of certain investments quickly in order to prevent the loss of RIC status. Because most of our investments will be in private companies, and therefore will be relatively illiquid, any such dispositions could be made at disadvantageous prices and could result in substantial losses.

 

We may invest in certain debt and equity investments through taxable subsidiaries and the net taxable income of these taxable subsidiaries will be subject to federal and state corporate income taxes. We also may invest in certain foreign debt and equity investments that could be subject to foreign taxes (such as income tax, withholding, and value added taxes). If we fail to maintain RIC tax treatment for any reason and are subject to corporate income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distribution, and the amount of our distributions.

 

Certain investors are limited in their ability to make significant investments in us.

Private funds that are excluded from the definition of “investment company” either pursuant to Section 3(c)(1) or 3(c)(7) of the 1940 Act are restricted from acquiring directly or through a controlled entity more than 3% of our total outstanding voting stock (measured at the time of the acquisition). Investment companies registered under the 1940 Act and BDCs, such as us, are also currently subject to this restriction as well as other limitations under the 1940 Act that would restrict the amount that they are able to invest in our securities. As a result, certain investors will be limited in their ability to make significant investments in us at a time that they might desire to do so. The SEC has adopted Rule 12d1-4 under the 1940 Act. Subject to certain conditions, Rule 12d1-4 provides an exemption to permit registered investment companies and BDCs to invest in the securities of other registered investment companies and BDCs in excess of the limits currently prescribed by the 1940 Act.

 

We may be subject to withholding of U. S. Federal income tax on distributions for non-U.S. stockholders.

Distributions by a RIC generally are treated as dividends for U.S. tax purposes, and will be subject to U.S. income or withholding tax unless the stockholder receiving the dividend qualifies for an exemption from U.S. tax, or the distribution is subject to one of the special look-through rules described below. Distributions paid out of net capital gains can qualify for a reduced rate of taxation in the hands of an individual U.S. stockholder, and an exemption from U.S. tax in the hands of a non-U.S. stockholder.

Properly reported dividend distributions by RICs paid out of certain interest income (such distributions, “interest-related dividends”) are generally exempt from U.S. withholding tax for non-U.S. stockholders. Under such exemption, a non-U.S. stockholder generally may receive interest-related dividends free of U.S. withholding tax if the stockholder would not have been subject to U.S. withholding tax if it had received the underlying interest income directly. No assurance can be given as to whether any of our distributions will be eligible for this exemption from U.S. withholding tax or, if eligible, will be designated as such by us. In particular, the exemption does apply to distributions paid in respect of a RIC’s non-U.S. source interest income, its dividend income or its foreign currency gains. In the case shares of our common stock held through an intermediary, the intermediary may withhold U.S. federal income tax even if we designate the payment as a dividend eligible for the exemption. Also, because our common stock will be subject to significant transfer restrictions, and an investment in our common stock will generally be illiquid, non-U.S. stockholders whose distributions on our common stock are subject to U.S. withholding tax may not be able to transfer their shares of our common stock easily or quickly or at all.

 

We may retain income and capital gains in excess of what is permissible for excise tax purposes and such amounts will be subject to 4% U.S. federal excise tax, reducing the amount available for distribution to stockholders.

We may retain some income and capital gains in the future, including for purposes of providing additional liquidity, which amounts would be subject to a 4% U.S. federal excise tax to the extent we do not distribute during the calendar year the amount of distributions required to avoid the excise tax.. In that event, we will be liable for the tax on the amount by which it does not meet the foregoing distribution requirement. See Item 1(c). Description of Business—Regulation as a Business Development Company—Taxation as a RIC.”

 

We may have difficulty paying our required distributions if we recognize income before, or without, receiving cash representing such income.

For U.S. federal income tax purposes, we generally are required to include in income certain amounts that we have not yet received in cash, such as the accretion of OID. This may arise if we receive warrants in connection with the making of a loan and in other circumstances, or through contracted PIK interest, which represents contractual interest added to the loan principal balance and due at the end of the loan term. Such OID, which could be significant relative to our overall investment activities, or increases in loan balances as a result of contracted PIK arrangements, will be included in income before we receive any corresponding cash payments. We also may be required to include in income certain other amounts that we will not receive in cash, including, for example, amounts attributable to hedging and foreign currency transactions.

Since in certain cases we may recognize income before or without receiving cash in respect of such income, we may have difficulty meeting the requirement to distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to maintain our qualification as a RIC. In such a case, we may have to sell some of our investments at times we would not consider advantageous, raise additional debt or equity capital or reduce new investment originations to meet these distribution requirements. If we are not able to obtain such cash from other sources, we may fail to qualify as a RIC and thus be subject to corporate-level income tax. Such a failure could have a material adverse effect on us and on any investment in us.

 

Our investments in OID and PIK interest income may expose us to risks associated with such income being required to be included in accounting income and taxable income prior to receipt of cash.

Our investments may include OID and PIK instruments. To the extent OID and PIK interest income constitute a portion of our income, we will be exposed to risks associated with such income being required to be included in an accounting income and taxable income prior to receipt of cash, including the following:

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OID instruments and PIK securities may have unreliable valuations because the accretion of OID as interest income and the continuing accruals of PIK securities require judgments about their collectability and the collectability of deferred payments and the value of any associated collateral;
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OID income may also create uncertainty about the source of our cash dividends;
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OID instruments may create heightened credit risks because the inducement to the borrower to accept higher interest rates in exchange for the deferral of cash payments typically represents, to some extent, speculation on the part of the borrower;
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for accounting purposes, cash distributions to stockholders that include a component of accreted OID income do not come from paid-in capital, although they may be paid from the offering proceeds. Thus, although a distribution of accreted OID income may come from the cash invested by the stockholders, the 1940 Act does not require that stockholders be given notice of this fact;
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generally, we must recognize income for income tax purposes no later than when it recognizes such income for accounting purposes;
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the higher interest rates on PIK securities reflects the payment deferral and increased credit risk associated with such instruments and PIK securities generally represent a significantly higher credit risk than coupon loans;
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the presence of accreted OID income and PIK interest income create the risk of non-refundable cash payments to the Adviser in the form of incentive fees on income based on non-cash accreted OID income and PIK interest income accruals that may never be realized;
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even if accounting conditions are met, borrowers on such securities could still default when our actual collection is expected to occur at the maturity of the obligation;
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OID and PIK create the risk that incentive fees will be paid to the Adviser based on
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non-cash accruals that ultimately may not be realized, which the Adviser will be under no obligation to reimburse us or these fees; and

PIK interest has the effect of generating investment income and increasing the incentive fees payable at a compounding rate. In addition, the deferral of PIK interest also reduces the loan-to-value ratio at a compounding rate.

Stockholders may be required to pay tax in excess of the cash they receive.

Under our dividend reinvestment plan, if a stockholder owns shares of our common stock, the stockholder will have all cash distributions automatically reinvested in additional shares of our common stock unless such stockholder, or his, her or its nominee on such stockholder’s behalf, specifically “opts out” of the dividend reinvestment plan by delivering a written notice to the plan administrator prior to the record date of the next distribution. If a stockholder does not “opt out” of the dividend reinvestment plan, that stockholder will be deemed to have received, and for U.S. federal income tax purposes will be taxed on, the amount reinvested in our common stock to the extent the amount reinvested was not a tax-free return of capital. As a result, a stockholder may have to use funds from other sources to pay U.S. federal income tax liability on the value of the common stock received. Even if a stockholder chooses to “opt out” of the dividend reinvestment plan, we will have the ability to declare a large portion of a dividend in shares of our common stock instead of in cash in order to satisfy the Annual Distribution Requirement (as defined herein under the heading “Item 1(c). Description of Business—Regulation as a Business Development Company—Election to Be Taxed as a RIC”). As long as a sufficient portion of this dividend is available to be paid in cash (generally 20%) and certain requirements are met, the entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally will be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though most of the dividend was paid in shares of common stock.

 

Our business could be adversely affected in the event we default under our existing credit facilities or any future credit or other borrowing facility.

We have entered, and in the future may enter into, one or more credit facilities. The closing of any additional credit facility is contingent on a number of conditions including, without limitation, the negotiation and execution of definitive documents relating to such credit facility. If we obtain any additional credit facilities, we intend to use borrowings under such credit facilities to make additional investments and for other general corporate purposes. However, there can be no assurance that we will be able to close such additional credit facilities or obtain other financing.

In the event we default under one of our credit facilities or any other future borrowing facility, our business could be adversely affected as we may be forced to sell a portion of our investments quickly and prematurely at what may be disadvantageous prices to us in order to meet our outstanding payment obligations and/or support working capital requirements under the relevant credit facility or such future borrowing facility, any of which would have a material adverse effect on our business, financial condition, results of operations and cash flows. In addition, following any such default, the agent for the lenders under any future borrowing facility could assume control of the disposition of any or all of our assets, including the selection of such assets to be disposed and the timing of such disposition, which would have a material adverse effect on our business, ability to pay dividends, financial condition, results of operations and cash flows. If we were unable to obtain a waiver of a default from the lenders or holders of that indebtedness, as applicable, those lenders or holders could accelerate repayment under that indebtedness, which might result in cross-acceleration of other indebtedness. An acceleration could have a material adverse impact on our business, financial condition and results of operations.

In addition, following any such default, the agent for the lenders under the relevant credit facility or such future credit or other borrowing facility could assume control of the disposition of any or all of our assets, including the selection of such assets to be disposed and the timing of such disposition, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.

Lastly, as a result of any such default, we may be unable to obtain additional leverage, which could, in turn, affect our return on capital.

 

We are and may be subject to restrictions under our credit facilities and any future credit or other borrowing facility that could adversely impact our business.

Our credit facilities, and any future borrowing facility, may be backed by all or a portion of our loans and securities on which the lenders may have a security interest. We currently pledge and may pledge up to 100% of our assets and may grant a security interest in all of our assets under the terms of any debt instrument we enter into with lenders. Like with its current credit facilities, we expect that any future security interests we grant will be set forth in a pledge and security agreement and evidenced by the filing of financing statements by the agent for the lenders, and we expect that the custodian for our securities serving as collateral for such loan would include in the custodian’s electronic systems notices indicating the existence of such security interests and, following notice of occurrence of an event of default, if any, and during its continuance, will only accept transfer instructions with respect to any such securities from the lender or its designee. Under our current credit facilities, we are subject to customary events of default. If we were to default under the terms of our current credit facilities and any future borrowing facility, the agent for the applicable lenders would be able to assume control of the timing of disposition of the assets pledged under the facility, which could include any or all of our assets securing such debt. Such remedial action would have a material adverse effect on our business, financial condition, results of operations and cash flows.

 

In addition, the security interests as well as negative covenants under its credit facilities, or any other future borrowing facility, may limit our ability to create liens on assets to secure additional debt and may make it difficult for us to restructure or refinance indebtedness at or prior to maturity or obtain additional debt or equity financing. In addition, if our borrowing base under our credit facilities or any other borrowing facility were to decrease, we would be required to secure additional assets in an amount equal to any borrowing base deficiency. In the event that all of our assets are secured at the time of such a borrowing base deficiency, we could be required to repay advances under the relevant credit facility or any other borrowing facility or make deposits to a collection account, either of which could have a material adverse impact on our ability to fund future investments and to pay dividends.

In addition, under our credit facilities, or any other future borrowing facility, we may be limited as to how borrowed funds may be used, which may include restrictions on geographic and industry concentrations, loan size, payment frequency and status, average life, collateral interests and investment ratings, as well as regulatory restrictions on leverage which may affect the amount of funding that may be obtained.

There may also be certain requirements relating to portfolio performance, including required minimum portfolio yield and limitations on delinquencies and charge-offs, a violation of which could limit further advances and, in some cases, result in an event of default. An event of default under our credit facilities or any other borrowing facility could result in an accelerated maturity date for all amounts outstanding thereunder, which could have a material adverse effect on our business and financial condition. This could reduce our revenues and, by delaying any cash payment allowed to us under the relevant credit facility or any other borrowing facility until the lenders have been paid in full, reduce our liquidity and cash flow and impair our ability to grow our business and maintain our qualification as a RIC.

In addition to regulatory or existing credit facility requirements that restrict our ability to raise capital, any future debt facilities may contain various covenants that, if not complied with, could accelerate repayment under such debt facilities, thereby materially and adversely affecting our liquidity, financial condition and results of operations.

Agreements covering our current credit facility require and future governing any debt facilities may require us to comply with certain financial and operational covenants. These covenants may include, among other things:

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restrictions on the level of indebtedness that we are permitted to incur in relation to the value of our assets;
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restrictions on our ability to incur liens; and
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maintenance of a minimum level of stockholders’ equity.

Our compliance with these covenants depends on many factors, some of which are beyond our control. For example, depending on the condition of the public debt and equity markets and pricing levels, unrealized depreciation in our portfolio may increase in the future. Any such increase could result in our inability to comply with an obligation to restrict the level of indebtedness that we are able to incur in relation to the value of our assets or to maintain a minimum level of stockholders’ equity.

Accordingly, there are no assurances that we will be able to comply with the covenants in our credit facilities or any debt facilities we enter into. Failure to comply with these covenants could result in a default under these debt facilities, that, if we were unable to obtain a waiver from the lenders or holders of such indebtedness, as applicable, such lenders or holders could accelerate repayment under such indebtedness and thereby have a material adverse impact on our business, financial condition and results of operations.

 

Our strategy involves a high degree of leverage. We intend to continue to finance our investments with borrowed money, which will magnify the potential for gain or loss on amounts invested and increase the risk of investing in us. The risks of investment in a highly leveraged fund include volatility and possible distribution restrictions.

The use of leverage magnifies the potential for gain or loss on amounts invested. The use of leverage is generally considered a speculative investment technique and increases the risks associated with investing in our securities. However, we have borrowed from, and may in the future issue debt securities to, banks, insurance companies and other lenders. Lenders of these funds have fixed dollar claims on our assets that are superior to the claims of our common stockholders, and we would expect such lenders to seek recovery against our assets in the event of a default. We have and may pledge up to 100% of our assets and may grant a security interest in all of our assets under the terms of any debt instruments we may enter into with lenders. In addition, under the terms of our credit facilities and any borrowing facility or other debt instrument we may enter into, we are likely to be required to use the net proceeds of any investments that we sell to repay a portion of the amount borrowed under such facility or instrument before applying such net proceeds to any other uses. If the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged, thereby magnifying losses or eliminating our stake in a leveraged investment. Similarly, any decrease in our revenue or income will cause our net income to decline more sharply than it would have had we not borrowed. Such a decline would also negatively affect our ability to make dividend payments on our common stock or preferred stock. Our ability to service any debt will depend largely on our financial performance and will be subject to prevailing economic conditions and competitive pressures. In addition, our common stockholders will bear the burden of any increase in our expenses as a result of our use of leverage, including interest expenses and any increase in the base management fee payable to the Adviser.

There can be no assurance that our business will generate sufficient cash flow from operations or that future borrowings will be available to us under our credit facilities or otherwise in an amount sufficient to enable us to repay our indebtedness or to fund our

other liquidity needs. We may need to refinance all or a portion of our indebtedness on or before it matures. There can be no assurance that we will be able to refinance any of our indebtedness on commercially reasonable terms or at all. If we cannot service our indebtedness, we may have to take actions such as selling assets or seeking additional equity. There can be no assurance that any such actions, if necessary, could be effected on commercially reasonable terms or at all, or on terms that would not be disadvantageous to stockholders or on terms that would not require us to breach the terms and conditions of our future debt agreements.

As a BDC, we are generally required to meet a coverage ratio of total assets to total borrowings and other senior securities, which include all of our borrowings and any preferred stock that we may issue in the future, of at least 150%. If this ratio declines below 150%, we will not be able to incur additional debt and could be required to sell a portion of our investments to repay some debt when we are otherwise disadvantageous for us to do so. This could have a material adverse effect on our operations, and we may not be able to make distributions. The amount of leverage that we employ will depend on the Adviser’s assessment of market and other factors at the time of any proposed borrowing. We cannot assure stockholders that we will be able to obtain credit at all or on terms acceptable to it.

 

Changes in interest rates may adversely affect the value of our portfolio investments which could have an adverse effect on our business, financial condition and results of operations.

Our debt investments are generally based on floating rates, such as Secured Overnight Financing Rate (“SOFR”), EURIBOR, the Federal Funds Rate or the Prime Rate. General interest rate fluctuations may have a substantial negative impact on our investments, the value of our common stock and our rate of return on invested capital. In December 2023, the Federal Reserve voted to pause interest rate hikes. Federal Reserve officials indicated that interest rate reductions may be warranted in 2024. There is no guarantee that the Federal Reserve will reduce rates in 2024, especially if inflation increases again.

If the Federal Reserve resumes increases to interest rates, the cost of borrowing for the companies in which we invest will increase and may make them less profitable, which generally would decrease the value of our investments in them. In addition, although we generally expect to invest a limited percentage of our assets in instruments with a fixed interest rate, including subordinated loans, senior and junior secured and unsecured debt securities and loans in high yield bonds, an increase in interest rates could decrease the value of those fixed rate investments. Rising interest rates may also increase the cost of debt for our underlying portfolio companies, which could adversely impact their financial performance and ability to meet ongoing obligations to the Company. Also, an increase in interest rates available to investors could make investment in our common stock less attractive if we are not able to increase our dividend rate, which could reduce the value of our common stock.

Because we have borrowed money, and may issue preferred stock to finance investments, our net investment income depends, in part, upon the difference between the rate at which we borrow funds or pay dividends on preferred stock and the rate that our investments yield. As a result, we can offer no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. In this period of high interest rates, our cost of funds may increase except to the extent we have issued fixed rate debt or preferred stock, which could reduce our net investment income.

You should also be aware that a change in the general level of interest rates can be expected to lead to a change in the interest rate we receive on many of our debt investments. Accordingly, a change in the interest rate could make it easier for us to meet or exceed the performance threshold and may result in a substantial increase in the amount of Incentive Fees payable to our Adviser with respect to the portion of the Incentive Fee based on income.

 

We may be the target of litigation.

We may be the target of securities litigation in the future, particularly if the value of shares of our common stock fluctuates significantly. We could also generally be subject to litigation, including derivative actions by stockholders. In addition, our investment activities subject it to litigation relating to the bankruptcy process and the normal risks of becoming involved in litigation by third parties. This risk is somewhat greater where we exercise control or significant influence over a portfolio company’s direction. Any litigation could result in substantial costs and divert management’s attention and resources from our business and cause a material adverse effect on our business, financial condition and results of operations.

 

There is a risk that investors in our common stock may not receive dividends or that our dividends may not grow over time and that investors in our debt securities may not receive all of the interest income to which they are entitled.

We intend to make distributions on a quarterly basis to our stockholders out of assets legally available for distribution. We cannot assure you that we will achieve investment results that will allow us to make a specified level of cash distributions or year-to-year increases in cash distributions. If we declare a dividend and if more stockholders opt to receive cash distributions rather than participate in its reinvestment plan, we may be forced to sell some of its investments in order to make cash dividend payments.

In addition, due to the asset coverage test applicable to us as a BDC, we may be limited in our ability to make distributions. Certain of our credit facilities may also limit our ability to declare dividends if we default under certain provisions. Further, if we invest a greater amount of assets in equity securities that do not pay current dividends, it could reduce the amount available for distribution.

The above-referenced restrictions on distributions may also inhibit our ability to make required interest payments to holders of our debt, which may cause a default under the terms of its debt agreements. Such a default could materially increase our cost of raising capital, as well as cause us to incur penalties under the terms of its debt agreements.

 

The majority of our portfolio investments are recorded at fair value as determined in good faith by Adviser as Valuation Designee with approval from our Board and, as a result, there may be uncertainty as to the value of our portfolio investments.

 

Many of our portfolio investments are in the form of loans and securities that are not publicly traded. The fair value of loans, securities and other investments that are not publicly traded may not be readily determinable, and we will value these investments at fair value as determined by the Adviser as Valuation Designee in good faith in accordance with Rule 2a-5 and with the approval of our Board, including to reflect significant events affecting the value of our investments. Most, if not all, of our investments (other than cash and cash equivalents) will be classified as Level 3 under the FASB Accounting Standards Codification, Fair Value Measurements and Disclosures (ASC Topic 820). This means that our portfolio valuations will be based on unobservable inputs and our own assumptions about how market participants would price the asset or liability in question. We expect that inputs into the determination of fair value of our portfolio investments will require significant management judgment or estimation. Even if observable market data are available, such information may be the result of consensus pricing information or broker quotes, which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by disclaimers materially reduces the reliability of such information. We retain the services of one or more independent service providers to review the valuation of these loans and securities. However, the ultimate determination of fair value will be made by the Adviser as Valuation Designee with approval by our Board and not by such third-party valuation firm. The types of factors that the Valuation Designee may take into account in determining the fair value of our investments generally include, as appropriate, comparison to publicly-traded securities including such factors as yield, maturity and measures of credit quality, the enterprise value of a portfolio company, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flow, the markets in which the portfolio company does business, changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made in the future, comparisons to publicly traded companies, relevant credit market indices and other relevant factors.

Because such valuations, and particularly valuations of private securities and private companies, are inherently uncertain, may fluctuate over short periods of time and may be based on estimates, our determinations of fair value may differ materially from the values that would have been used if a ready market for these loans and securities existed. Also, since these valuations are, to a large extent, based on estimates, comparisons and qualitative evaluations of private information, our fair valuation process could make it more difficult for investors to accurately value our investments and could lead to undervaluation or overvaluation of our securities. In addition, the valuation of these types of securities may result in substantial write-downs and earnings volatility. Also, privately held companies frequently have less diverse product lines and smaller market presence than larger public competitors.

Our NAV could be adversely affected if our determinations regarding the fair value of our investments were materially higher than the values that we ultimately realize upon the disposal of such loans and securities. Further, our NAV as of a particular date may be materially greater than or less than the value that would be realized if our assets were to be liquidated as of such date. For example, if we were required to sell a certain asset or all or a substantial portion of our assets on a particular date, the actual price that we would realize upon the disposition of such asset or assets could be materially less than the value of such asset or assets as reflected in our NAV. Volatile market conditions could also cause reduced liquidity in the market for certain assets, which could result in liquidation values that are materially less than the values of such assets as reflected in the NAV.

We will adjust quarterly the valuation of our portfolio to reflect the fair value of each investment in our portfolio. Any changes in fair value are recorded in our statement of operations as net change in unrealized appreciation or depreciation.

In addition, the participation of the Adviser in the valuation process could result in a conflict of interest as the management fee payable is based on our gross assets and the incentive fees earned by the Adviser will be based, in part, on unrealized gains and losses.

 

New or modified laws or regulations governing our operations may adversely affect our business.

We and our portfolio companies are subject to regulation by laws at the U.S. federal, state and local levels. These laws and regulations, as well as their interpretation, may change from time to time, including as the result of interpretive guidance or other directives from the U.S. President and others in the executive branch, and new laws, regulations and interpretations may also come into effect. Any such new or changed laws or regulations could have a material adverse effect on our business. In addition, if we do not comply with applicable laws and regulations, we could lose any licenses that we then hold for the conduct of its business and may be subject to civil fines and criminal penalties.

Additionally, changes to the laws and regulations governing our operations, including those associated with RICs, may cause us to alter our investment strategy in order to avail our self of new or different opportunities or result in the imposition of corporate-level taxes on us. Such changes could result in material differences to the strategies and plans set forth therein and may shift our investment focus from the areas of Crescent’s expertise to other types of investments in which Crescent may have little or no expertise or experience. Any such changes, if they occur, could have a material adverse effect on our results of operations and the value of an

investor’s investment. If we invest in commodity interests in the future, the Adviser may determine not to use investment strategies that trigger additional regulation by the U.S. Commodity Futures Trading Commission (“CFTC”) or may determine to operate subject to CFTC regulation, if applicable. If we or the Adviser were to operate subject to CFTC regulation, we may incur additional expenses and would be subject to additional regulation.

On January 20, 2021, Mr. Joseph R. Biden was inaugurated as President of the United States. As a candidate, President Biden called for significant policy changes and the reversal of several of the prior presidential administration’s policies, including significant changes to U.S. fiscal, tax, trade, healthcare, immigration, foreign, and government regulatory policy. To the extent the U.S. Congress or the current presidential administration implements changes to U.S. policy, those changes may impact, among other things, the U.S. and global economy, international trade and relations, unemployment, immigration, corporate taxes, healthcare, the U.S. regulatory environment, inflation, interest rates, fiscal or monetary policy and other areas in ways that adversely impact us or our portfolio companies.

Further, there has been increasing commentary amongst regulators and intergovernmental institutions, including the Financial Stability Board and International Monetary Fund, on the topic of so called “shadow banking” (a term generally taken to refer to credit intermediation involving entities and activities outside the regulated banking system). We are an entity outside the regulated banking system and certain of our activities may be argued to fall within this definition and, in consequence, may be subject to regulatory developments. As a result, we and the Adviser could be subject to increased levels of oversight and regulation. This could increase costs and limit operations. In an extreme eventuality, it is possible that such regulations could render our continued operation unviable and lead to our premature termination or restructuring.

We are subject to risks related to corporate social responsibility.

Our business (including that of our portfolio companies) faces increasing public scrutiny related to environmental, social and governance (“ESG”) activities, which are increasingly considered to contribute to the long-term sustainability of a company’s performance. A variety of organizations measure the performance of companies on ESG topics, and the results of these assessments are widely publicized. In addition, investment in funds that specialize in companies that perform well in such assessments are increasingly popular, and major institutional investors have publicly emphasized the importance of such ESG measures to their investment decisions. Crescent also recognizes the importance of considering ESG factors in the investment-decision making process in accordance with its ESG policy.

We risk damage to our brand and reputation if we fail to act responsibly in a number of areas, such as diversity, equity and inclusion, environmental stewardship, support for local communities, corporate governance and transparency and considering ESG factors in our investment processes. Adverse incidents with respect to ESG activities could impact the value of our brand, our relationship with future portfolio companies, the cost of our operations and relationships with investors, all of which could adversely affect our business and results of operations.

Additionally, new regulatory initiatives related to ESG that are applicable to us and our portfolio companies could adversely affect our business. In May 2018, the European Commission adopted an “action plan on financing sustainable growth.” The action plan is, among other things, designed to define and reorient investment toward sustainability. The action plan contemplates: establishing European Union (“EU”) labels for green financial products; increasing disclosure requirements in the financial services sector around ESG and strengthening the transparency of companies on their ESG policies and introducing a ‘green supporting factor’ in the EU prudential rules for banks and insurance companies to incorporate climate risks into banks’ and insurance companies’ risk management policies. There is a risk that a significant reorientation in the market following the implementation of these and further measures could be adverse to our portfolio companies if they are perceived to be less valuable as a consequence of, e.g., their carbon footprint or “greenwashing” (i.e., the holding out of a product as having green or sustainable characteristics where this is not, in fact, the case). We and our portfolio companies are subject to the risk that similar measures might be introduced in other jurisdictions in the future. In addition, the SEC has proposed rules that would require additional disclosures about ESG investment practices by investment advisers and certain funds, including BDCs. The SEC has also proposed rules that, among other matters, would establish a framework for reporting of climate-related risks. At this time, there is uncertainty regarding the scope of these proposed rules and when they would become effective (if at all). Compliance with these proposed rules may be onerous and expensive. Further, compliance with any new laws, regulations or disclosure obligations increases our regulatory burden and could make compliance more difficult and expensive, affect the manner in which we or our portfolio companies conduct our businesses and adversely affect our profitability.

Compliance with any new laws or regulations increases our regulatory burden and could make compliance more difficult and expensive, affect the manner in which we or our portfolio companies conduct our businesses and adversely affect our profitability.

We are subject to risks associated with artificial intelligence and machine learning technology.

Recent technological advances in artificial intelligence and machine learning technology pose risks to our Company and our portfolio investments. Our Company and our portfolio investments could be exposed to the risks of artificial intelligence and machine learning technology if third-party service providers or any counterparties, whether or not known to our Company, also use artificial intelligence and machine learning technology in their business activities. We and our portfolio companies may not be in a position to control the use of artificial intelligence and machine learning technology in third-party products or services.

Use of artificial intelligence and machine learning technology could include the input of confidential information in contravention of applicable policies, contractual or other obligations or restrictions, resulting in such confidential information becoming part accessible by other third-party artificial intelligence and machine learning technology applications and users.

Independent of its context of use, artificial intelligence and machine learning technology is generally highly reliant on the collection and analysis of large amounts of data, and it is not possible or practicable to incorporate all relevant data into the model that artificial intelligence and machine learning technology utilizes to operate. Certain data in such models will inevitably contain a degree of inaccuracy and error—potentially materially so—and could otherwise be inadequate or flawed, which would be likely to degrade the effectiveness of artificial intelligence and machine learning technology. To the extent that we or our portfolio investments are exposed to the risks of artificial intelligence and machine learning technology use, any such inaccuracies or errors could have adverse impacts on our Company or our investments.

Artificial intelligence and machine learning technology and its applications, including in the private investment and financial sectors, continue to develop rapidly, and it is impossible to predict the future risks that may arise from such developments.

 

Additionally, legislative or other actions relating to taxes could have a negative effect on us.

The rules dealing with U.S. federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Treasury Department. We cannot predict with certainty how any changes in the tax laws might affect us, our common stockholders, or our portfolio companies. New legislation and any U.S. Treasury regulations, administrative interpretations or court decisions interpreting such legislation could significantly and negatively affect our ability to qualify for tax treatment as a RIC or the U.S. federal income tax consequences to us and our common stockholders of such qualification or could have other adverse consequences. Stockholders are urged to consult with their tax advisor regarding tax legislative, regulatory, or administrative developments and proposals and their potential effect on an investment in our securities.

Changes to United States tariff and import/export regulations may have a negative effect on our portfolio companies and, in turn, harm us.

There has been ongoing discussion and commentary regarding potential significant changes to U.S. trade policies, treaties and tariffs. There continues to exist significant uncertainty about the future relationship between the U.S. and other countries with respect to such trade policies, treaties and tariffs. These developments, or the perception that any of them could occur, may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the U.S. Any of these factors could depress economic activity and restrict our portfolio companies’ access to suppliers or customers and have a material adverse effect on their business, financial condition and results of operations, which in turn would negatively impact us.

 

The lack of liquidity in our investments may adversely affect our business.

All of our assets may be invested in illiquid loans and securities, and a substantial portion of our investments in leveraged companies will be subject to legal and other restrictions on resale or will otherwise be less liquid than more broadly traded public securities. The illiquidity of these investments may make it difficult for us to sell such investments if the need arises. In addition, if we are required to liquidate all or a portion of its portfolio quickly, we may realize significantly less than the value at which it has previously recorded its investments. Some of our debt investments may contain interest rate reset provisions that may make it more difficult for the borrowers to make periodic interest payments to us. In addition, some of our debt investments may not pay down principal until the end of their lifetimes, which could result in a substantial loss to us if the portfolio companies are unable to refinance or repay their debts at maturity.

 

 

We may be obligated to pay the Adviser certain fees even if we incur a loss.

The Adviser is entitled to incentive fees for each fiscal quarter in an amount equal to a percentage of the excess of our pre-incentive fee net investment income for that quarter (before deducting any incentive fees and certain other items) above a threshold return for that quarter. Our pre-incentive fee net investment income for incentive fee purposes excludes realized and unrealized capital losses or depreciation and income taxes related to realized gains that we may incur in the fiscal quarter, even if such capital losses or depreciation and income taxes related to realized gains result in a net loss on our statement of operations for that quarter. Thus, we may be required to pay the Adviser incentive fees for a fiscal quarter even if there is a decline in the value of our portfolio or the net asset value of our Common Shares or we incur a net loss for that quarter.

If a portfolio company defaults on a loan that is structured to provide interest, it is possible that accrued and unpaid interest previously used in the calculation of incentive fees will become uncollectible. The Adviser is not under any obligation to reimburse us for any part of incentive fees it received that was based on accrued income that we never receive.

There is a risk that investors in our Common Shares may not receive distributions or that our distributions may not grow over time and that investors in our debt securities may not receive all of the interest income to which they are entitled.

We make distributions to our common stockholders out of assets legally available for distribution. There is no assurance we will pay distributions in any particular amount, if at all. We may fund any distributions from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital to stockholders or offering proceeds, and we have no limits on the amounts we may pay from such sources. In addition, distributions may also be funded in significant part, directly or indirectly, from temporary waivers or expense reimbursements borne by our investment adviser or its affiliates, that may be subject to reimbursement to our investment adviser or its affiliates. The repayment of any amounts owed to the Adviser or our affiliates will reduce future distributions to which you would otherwise be entitled. We cannot assure you that we will achieve investment results that will allow us to make a specified level of cash distributions or year-to-year increases in cash distributions. If we declare a dividend and if more stockholders opt to receive cash distributions rather than participate in its reinvestment plan, we may be forced to sell some of our investments in order to make cash dividend payments.

In addition, due to the asset coverage test applicable to us as a BDC, we may be limited in our ability to make distributions. Certain of our credit facilities may also limit our ability to declare dividends if we default under certain provisions. Further, if we invest a greater amount of assets in equity securities that do not pay current dividends, it could reduce the amount available for distribution.

The above-referenced restrictions on distributions may also inhibit our ability to make required interest payments to holders of our debt, which may cause a default under the terms of its debt agreements. Such a default could materially increase our cost of raising capital, as well as cause us to incur penalties under the terms of its debt agreements.

The amount of any distributions we may make is uncertain. Our distributions may exceed our earnings, particularly during the period before we have substantially invested the net proceeds from our offerings. Therefore, portions of the distributions that we make may represent a return of capital to you that will lower your tax basis in your Common Shares and thereby increase the amount of capital gain (or decrease the amount of capital loss) realized upon a subsequent sale or redemption of such shares and reduce the amount of funds we have for investment in targeted assets.

We may fund our cash distributions to stockholders from any sources of funds available to us, including offering proceeds, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, dividends or other distributions paid to us on account of preferred and common equity investments in portfolio companies and expense reimbursement waivers from the investment adviser or the administrator, if any. Our ability to pay distributions might be adversely affected by, among other things, the impact of one or more of the risk factors described in this registration statement. In addition, the inability to satisfy the asset coverage test applicable to us as a BDC may limit our ability to pay distributions. All distributions are and will be paid at the sole discretion of our Board and will depend on our earnings, our financial condition, maintenance of our RIC status, compliance with applicable BDC regulations and such other factors as our Board may deem relevant from time to time. We cannot assure you that we will continue to pay distributions to our common stockholders in the future. A return of capital is a return of your investment, rather than a return of earnings or gains derived from our investment activities.

 

We have not established any limit on the amount of funds we may use from available sources, such as borrowings, if any, to fund distributions (which may reduce the amount of capital we ultimately invest in assets).

Stockholders should understand that any distributions made from sources other than cash flow from operations or relying on expense reimbursement waivers, if any, from the Adviser or our administrator are not based on our investment performance, and can only be sustained if we achieve positive investment performance in future periods and/or the Adviser or our administrator continues to makes such expense reimbursements, if any. The extent to which we pay distributions from sources other than cash flow from operations will depend on various factors, including the level of participation in our distribution reinvestment plan, how quickly we invest the proceeds from this and any future offering and the performance of our investments. Stockholders should also understand that our future repayments to the Adviser will reduce the distributions that they would otherwise receive. There can be no assurance that we will achieve such performance in order to sustain these distributions, or be able to pay distributions at all. The Adviser and our administrator have no obligation to waive fees or receipt of expense reimbursements, if any.

Our Adviser and administrator each have the ability to resign on 120 days’ and 60 days’ notice, respectively, and we may not be able to find a suitable replacement within that time, resulting in a disruption in operations that could adversely affect our financial condition, business and results of operations.

Our Adviser has the right under the Investment Advisory Agreement to resign as our investment adviser at any time upon not less than 120 days’ written notice, whether we have found a replacement or not. Similarly, our administrator has the right under the Administration Agreement to resign at any time upon not less than 60 days’ written notice, whether we have found a replacement or not. If the Adviser or administrator were to resign, we may not be able to find a new investment adviser or administrator, as applicable, or hire internal management with similar expertise and ability to provide the same or equivalent services on acceptable terms within 120 days or 60 days, respectively, or at all. If we are unable to do so quickly, our operations are likely to experience a disruption, our financial condition, business and results of operations as well as our ability to pay distributions to our common stockholders are likely to be adversely affected and the market price of our shares may decline. In addition, the coordination of our internal management and investment or administrative activities, as applicable, is likely to suffer if we are unable to identify and reach an agreement with a single institution or group of executives having the expertise possessed by our investment adviser and administrator, as applicable. Even if we are able to retain a comparable service provider or individuals performing such services are retained, whether internal or external, their integration and lack of familiarity with our investment objectives may result in additional costs and time delays that may adversely affect our business, financial condition, results of operations and cash flows.

In addition, if the Adviser resigns or is terminated, we would lose the benefits of our relationship with Crescent, including the use of its communication and information systems, market expertise, sector and macroeconomic views and due diligence capabilities, as well as any investment opportunities referred to us by Crescent, and we would be required to change our name, which may have a material adverse impact on our operations.

As a public company, we are subject to regulations not applicable to private companies, such as provisions of the Sarbanes-Oxley Act. Efforts to comply with such regulations will involve significant expenditures, and such regulations may adversely affect us.

As a public company, we are subject to the Sarbanes-Oxley Act, and the related rules and regulations promulgated by the SEC. We are required to review on an annual basis our internal control over financial reporting, and on a quarterly and annual basis to evaluate and disclose changes in our internal control over financial reporting. This process also will result in a diversion of our management’s time and attention. We cannot be certain of when our evaluation, testing and remediation actions will be completed or the impact of the same on our operations. In addition, we may be unable to ensure that the process is effective or that our internal controls over financial reporting are or will be effective in a timely manner. In the event that we are unable to develop or maintain an effective system of internal controls and maintain or achieve compliance with the Sarbanes-Oxley Act and related rules, we may be adversely affected.

 

We are an “emerging growth company” under the JOBS Act, and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our Common Shares less attractive to investors.

We are and we will remain an “emerging growth company” as defined in the JOBS Act until the earlier of (a) the last day of the fiscal year (i) in which we have total annual gross revenue of at least $1 billion, or (ii) in which we are deemed to be a large accelerated filer, which means the market value of our Common Shares that is held by non-affiliates exceeds $700 million as of the date of our most recently completed second fiscal quarter, and (b) the date on which we have issued more than $1.0 billion in non-convertible debt during the prior three-year period. For so long as we remain an “emerging growth company,” we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. We cannot predict if investors will find our Common Shares less attractive because we will rely on some or all of these exemptions. If some investors find our Common Shares less attractive as a result, there may be a less active trading market for our Common Shares and our share price may be more volatile.

In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1993, as amended (the “Securities Act”) the for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We will take advantage of the extended transition period for complying with new or revised accounting standards, which may make it more difficult for investors and securities analysts to evaluate us since our financial statements may not be comparable to companies that comply with public company effective dates and may result in less investor confidence.

We may not be able to obtain all required state licenses.

We may be required to obtain various state licenses in order to, among other things, originate commercial loans. Applying for and obtaining required licenses can be costly and take several months. There is no assurance that we will obtain all of the licenses that we need on a timely basis. Furthermore, we will be subject to various information and other requirements in order to obtain and maintain these licenses, and there is no assurance that we will satisfy those requirements. Our failure to obtain or maintain licenses might restrict investment options and have other adverse consequences.

 

Risks Relating to Our Investments

 

Price declines and illiquidity in the corporate debt markets may adversely affect the fair value of our portfolio investments, reducing NAV through increased net unrealized depreciation.

As a BDC, we are required to carry its investments at market value or, if no market value is ascertainable, at fair value as determined in good faith by the our Board, as described above in “ —Risks Relating to our Business and Structure—The majority of our portfolio investments are recorded at fair value as determined in good faith by Adviser as Valuation Designee with approval from our Board and, as a result, there may be uncertainty as to the value of our portfolio investments.”

When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, we use the pricing indicated by the external event to corroborate our valuation. While most of our investments are not publicly traded, applicable accounting standards require us to assume as part of its valuation process that its investments are sold in a principal market to market participants (even if we plan on holding an investment through its maturity). As a result, volatility in the capital markets can also adversely affect our investment valuations. We record decreases in the market values or fair values of our investments as unrealized depreciation. Declines in prices and liquidity in the corporate debt markets may result in significant net unrealized depreciation in our portfolio. The effect of all of these factors on our portfolio may reduce our NAV by increasing net unrealized depreciation in our portfolio. Depending on market conditions, we could incur substantial realized losses and may suffer additional unrealized losses in future periods, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.

 

Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity, and rising interests rates may make it more difficult for portfolio companies to make periodic payments on their loans.

Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity. This risk and the risk of default is increased to the extent that the loan documents do not require the portfolio companies to pay down the outstanding principal of such debt prior to maturity. In addition, if general interest rates rise, there is a risk that our portfolio companies will be unable to pay escalating interest amounts, which could result in a default under their loan documents with us. Any failure of one or more portfolio companies to repay or refinance its debt at or prior to maturity or the inability of one or more portfolio companies to make ongoing payments following an increase in contractual interest rates could have a material adverse effect on our business, financial condition, results of operations and cash flows.

 

We will be subject to the risk that the debt investments we make in our portfolio companies may be repaid prior to maturity.

We expect that our investments will generally allow for repayment at any time subject to certain penalties. When such prepayment occurs, we intend to generally reinvest these proceeds in temporary investments, pending their future investment in accordance with our investment strategy. These temporary investments will typically have substantially lower yields than the debt being prepaid, and we could experience significant delays in reinvesting these amounts. Any future investment may also be at lower yields than the debt that was repaid. As a result, our results of operations could be materially adversely affected if one or more of our portfolio companies elects to prepay amounts owed to us. Additionally, prepayments could negatively impact our ability to pay, or the amount of, dividends on our common stock, which could result in a decline in the market price of our shares.

Inflation has adversely affected and may continue to adversely affect the business, results of operations and financial condition of our portfolio companies.

Certain of our portfolio companies may be in industries that have been, or are expected to be, impacted by inflation. Recent inflationary pressures have increased the costs of labor, energy and raw materials and have adversely affected consumer spending, economic growth and our portfolio companies’ operations. If such portfolio companies are unable to pass any increases in their costs of operations along to their customers, it could adversely affect their operating results and impact their ability to pay interest and principal on our loans, particularly if interest rates rise in response to inflation. In addition, any projected future decreases in our portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our investments could result in future realized or unrealized losses and therefore reduce our net assets resulting from operations. Additionally, the U.S. Federal Reserve has raised, and has indicated its intent to continue raising, certain benchmark interest rates in an effort to combat inflation. See “—We are exposed to risks associated with changes in interest rates.”

 

We typically invest in middle-market companies, which involves higher risk than investments in large companies.

Investment in private and middle-market companies involves a number of significant risks. Generally, limited public information exists about these companies, and we will rely on the ability of Crescent’s investment professionals to obtain adequate information to evaluate the potential returns from investing in these companies. If we are unable to uncover all material information about these companies, we may not make a fully informed investment decision and may lose money on its investments. Middle-market companies may have limited financial resources and may be unable to meet their obligations under their loans and debt securities that we hold, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of our realizing any guarantees that it may have obtained in connection with its investment. In addition, such companies typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns. Additionally, middle-market companies are more likely to depend on the management talents and efforts of a small group of persons. Therefore, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on one or more of the portfolio companies we invest in and, in turn, on us. Middle-market companies also may be parties to litigation and may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence. In addition, our executive officers, directors and the Adviser may, in the ordinary course of business, be named as defendants in litigation arising from our investments in portfolio companies.

 

In addition, investment in middle-market companies involves a number of other significant risks, including:

•
they typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns;
•
they generally have less predictable operating results, may from time to time be parties to litigation, may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence, and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position;
•
changes in laws and regulations, as well as their interpretations, may adversely affect their business, financial structure or prospects; and
•
they may have difficulty accessing the capital markets to meet future capital needs, which may limit their ability to grow or to repay their outstanding indebtedness upon maturity.

 

Our investments may be risky and we could lose all or part of our investment.

The debt that we invest in is typically not initially rated by any rating agency, but we believe that if such investments were rated, they would be below investment grade (rated lower than “Baa3” by Moody’s Investors Service, lower than “BBB-” by Fitch Ratings or lower than “BBB-” by Standard & Poor’s Ratings Services). Below investment grade securities have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. Bonds that are rated below investment grade are sometimes referred to as “high yield bonds” or “junk bonds.” Therefore, our investments may result in an above average amount of risk and volatility or loss of principal. While the debt we invest in is often secured, such security does not guarantee that we will receive principal and interest payments according to the terms of the loan, or that the value of any collateral will be sufficient to allow us to recover all or a portion of the outstanding amount of the loan should we be forced to enforce our remedies.

Some of the loans in which we may invest directly or indirectly through investments in CDOs, CLOs or other types of structured entities may be “covenant-lite” loans, which means the loans contain fewer covenants than other loans (in some cases, none) and may not include terms which allow the lender to monitor the performance of the borrower and declare a default if certain criteria are breached. An investment by us in a covenant-lite loan may potentially hinder the ability to reprice credit risk associated with the issuer and reduce the ability to restructure a problematic loan and mitigate potential loss. We may also experience delays in enforcing our rights under covenant-lite loans. Furthermore, we will generally not have direct rights against the underlying borrowers or entities that sponsor CLOs, which means we will not be able to directly enforce any rights and remedies in the event of a default of a loan held by a CLO vehicle. As a result of these risks, our exposure to losses may be increased, which could result in an adverse impact on our net income and net asset value.

We also may invest in assets other than first and second lien and subordinated debt investments, including high-yield securities, U.S. government securities, credit derivatives and other structured securities and certain direct equity investments. These investments entail additional risks that could adversely affect our investment returns.

We may invest in high yield debt, or below investment grade securities, which has greater credit and liquidity risk than more highly rated debt obligations.

We may also invest in debt securities which will not be rated by any rating agency and, if they were rated, would be rated as below investment grade quality. Bonds that are rated below investment grade are sometimes referred as “high yield bonds” or “junk bonds.” Below investment grade securities have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. They may also be illiquid and difficult to value.

Investments in equity securities, many of which are illiquid with no readily available market, involve a substantial degree of risk.

We may purchase common and other equity securities. Although common stock has historically generated higher average total returns than fixed income securities over the long-term, common stock also has experienced significantly more volatility in those returns. The equity securities we acquire may fail to appreciate and may decline in value or become worthless and our ability to recover our investment will depend on the underlying portfolio company’s success. Investments in equity securities involve a number of significant risks, including:

•
any equity investment we make in a portfolio company could be subject to further dilution as a result of the issuance of additional equity interests and to serious risks as a junior security that will be subordinate to all indebtedness (including trade creditors) or senior securities in the event that the issuer is unable to meet its obligations or becomes subject to a bankruptcy process;
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to the extent that the portfolio company requires additional capital and is unable to obtain it, we may not recover our investment; and
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in some cases, equity securities in which we invest will not pay current dividends, and our ability to realize a return on our investment, as well as to recover our investment, will be dependent on the success of the portfolio company. Even if the portfolio company is successful, our ability to realize the value of our investment may be dependent on the occurrence of a liquidity event, such as a public offering or the sale of the portfolio company. It is likely to take a significant amount of time before a liquidity event occurs or we can otherwise sell our investment. In addition, the equity securities we receive or invest in may be subject to restrictions on resale during periods in which it could be advantageous to sell them.

There are special risks associated with investing in preferred securities, including:

•
preferred securities may include provisions that permit the issuer, at its discretion, to defer distributions for a stated period without any adverse consequences to the issuer. If we own a preferred security that is deferring its distributions, we may be required to report income for tax purposes before we receive such distributions;
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preferred securities are subordinated to debt in terms of priority to income and liquidation payments, and therefore will be subject to greater credit risk than debt;
•
preferred securities may be substantially less liquid than many other securities, such as common stock or U.S. government securities; and
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generally, preferred security holders have no voting rights with respect to the issuing company, subject to limited exceptions.

Additionally, when we invest in first lien senior secured loans (including “unitranche” loans, which are loans that combine both senior and subordinated debt, generally in a first lien position), second lien senior secured loans or subordinated debt, we may acquire warrants or other equity securities as well. Our goal is ultimately to dispose of such equity interests and realize gains upon our disposition of such interests. However, the equity interests we receive may not appreciate in value and, in fact, may decline in value. Accordingly, we may not be able to realize gains from our equity interests and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience.

We may invest, to the extent permitted by law, in the equity securities of investment funds that are operating pursuant to certain exceptions to the 1940 Act and in advisers to similar investment funds and, to the extent we so invest, will bear our ratable share of any such company’s expenses, including management and performance fees. We will also remain obligated to pay the management fee and incentive fees to our investment adviser with respect to the assets invested in the securities and instruments of such companies. With respect to each of these investments, each of our common stockholders will bear his or her share of the management fee and incentive fees due to our investment adviser as well as indirectly bearing the management and performance fees and other expenses of any such investment funds or advisers.

We may be subject to risks associated with syndicated loans.

From time to time, our investments may consist of syndicated loans that were not originated by us or our investment adviser. Under the documentation for such loans, a financial institution or other entity typically is designated as the administrative agent and/or collateral agent. This agent is granted a lien on any collateral on behalf of the other lenders and distributed payments on the indebtedness as they are received. The agent is the party responsible for administering and enforcing the loan and generally may take actions only in accordance with the instructions of a majority or two-thirds in commitments and/or principal amount of the associated indebtedness. Accordingly, we may be precluded from directing such actions unless we or our investment adviser is the designated administrative agent or collateral agent or we act together with other holders of the indebtedness. If we are unable to direct such actions, we cannot assure you that the actions taken will be in our best interests.

There is a risk that a loan agent may become bankrupt or insolvent. Such an event would delay, and possibly impair, any enforcement actions undertaken by holders of the associated indebtedness, including attempts to realize upon the collateral securing the associated indebtedness and/or direct the agent to take actions against the related obligor or the collateral securing the associated indebtedness and actions to realize on proceeds of payments made by obligors that are in the possession or control of any other financial institution. In addition, we may be unable to remove the agent in circumstances in which removal would be in our best interests. Moreover, agented loans typically allow for the agent to resign with certain advance notice.

The disposition of our investments may result in contingent liabilities.

We currently expect that substantially all of our investments will involve loans and private securities. In connection with the disposition of an investment in loans and private securities, we may be required to make representations about the business and financial affairs of the portfolio company typical of those made in connection with the sale of a business. We may also be required to indemnify the purchasers of such investment to the extent that any such representations turn out to be inaccurate or with respect to potential liabilities. These arrangements may result in contingent liabilities that ultimately result in funding obligations that we must satisfy through its return of distributions previously made to us.

Our subordinated investments may be subject to greater risk than investments that are not similarly subordinated.

We may make subordinated investments that rank below other obligations of the borrower in right of payment. Subordinated investments are subject to greater risk of default than senior obligations as a result of adverse changes in the financial condition of the borrower or in general economic conditions. If we make a subordinated investment in a portfolio company, the portfolio company may be highly leveraged, and its relatively high debt-to-equity ratio may create increased risks that its operations might not generate sufficient cash flow to service all of its debt obligations.

 

There may be circumstances in which our debt investments could be subordinated to claims of other creditors or we could be subject to lender liability claims.

If one of our portfolio companies were to go bankrupt, even though we may have structured our interest as senior debt, depending on the facts and circumstances, a bankruptcy court might recharacterize our debt holding as an equity investment and subordinate all or a portion of our claim to that of other creditors. In addition, lenders can be subject to lender liability claims for actions taken by them where they become too involved in the borrower’s business or exercise control over the borrower. For example, we could become subject to a lender’s liability claim, if, among other things, we actually render significant managerial assistance.

We may hold the debt securities of leveraged companies.

Investment in leveraged companies involves a number of significant risks. Leveraged companies in which we invest may have limited financial resources and may be unable to meet their obligations under their loans and debt securities that we hold. Such developments may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of our realizing any guarantees that it may have obtained in connection with its investment. Smaller leveraged companies also may have less predictable operating results and may require substantial additional capital to support their operations, finance their expansion or maintain their competitive position.

Leveraged companies may experience bankruptcy or similar financial distress. The bankruptcy process has a number of significant inherent risks. Many events in a bankruptcy proceeding are the product of contested matters and adversary proceedings and are beyond the control of the creditors. A bankruptcy filing by a portfolio company may adversely and permanently affect the portfolio company. If the proceeding is converted to a liquidation, the value of the portfolio company may not equal the liquidation value that was believed to exist at the time of the investment. The duration of a bankruptcy proceeding is also difficult to predict, and a creditor’s return on investment can be adversely affected by delays until the plan of reorganization or liquidation ultimately becomes effective.

The administrative costs in connection with a bankruptcy proceeding are frequently high and would be paid out of the debtor’s estate prior to any return to creditors. Because the standards for classification of claims under bankruptcy law are vague, our influence with respect to the class of securities or other obligations that we own may be lost by increases in the number and amount of claims in the same class or by different classification and treatment. In the early stages of the bankruptcy process, it is often difficult to estimate the extent of, or even to identify, any contingent claims that might be made. In addition, certain claims that have priority by law (for example, claims for taxes) may be substantial.

Our portfolio companies may incur debt or issue equity securities that rank equally with, or senior to, our investments in such companies.

Our portfolio companies may have, or may be permitted to incur, other debt, or issue other equity securities, that rank equally with, or senior to, our investments. By their terms, such instruments may provide that the holders are entitled to receive payment of dividends, interest or principal on or before the dates on which we are entitled to receive payments in respect of our investments. These debt investments would usually prohibit the portfolio companies from paying interest on or repaying our investments in the event and during the continuance of a default under such debt. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio company, holders of securities ranking senior to our investment in that portfolio company typically are entitled to receive payment in full before we receive any distribution in respect of our investment. After repaying such holders, the portfolio company may not have any remaining assets to use for repaying its obligation to us. In the case of securities ranking equally with our investments, we would have to share on an equal basis any distributions with other security holders in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant portfolio company.

The rights we may have with respect to the collateral securing any junior priority loans we make to our portfolio companies may also be limited pursuant to the terms of one or more intercreditor agreements (including agreements governing “first out” and “last out” structures) that we enter into with the holders of senior debt. Under such an intercreditor agreement, at any time that senior obligations are outstanding, we may forfeit certain rights with respect to the collateral to the holders of the senior obligations. These rights may include the right to commence enforcement proceedings against the collateral, the right to control the conduct of such enforcement proceedings, the right to approve amendments to collateral documents, the right to release liens on the collateral and the right to waive past defaults under collateral documents. We may not have the ability to control or direct such actions, even if as a result our rights as junior lenders are adversely affected.

When we are a debt or minority equity investor in a portfolio company, we are often not in a position to exert influence on the entity, and other equity holders and management of the company may make decisions that could decrease the value of our investment in such portfolio company.

When we make debt or minority equity investments, we are subject to the risk that a portfolio company may make business decisions with which we disagree and the other equity holders and management of such company may take risks or otherwise act in ways that do not serve our interests. As a result, a portfolio company may make decisions that could decrease the value of our investment.

 

Our portfolio companies may be highly leveraged.

Some of our portfolio companies may be highly leveraged, which may have adverse consequences to these companies and to us as an investor. These companies may be subject to restrictive financial and operating covenants and the leverage may impair these companies’ ability to finance their future operations and capital needs. As a result, these companies’ flexibility to respond to changing business and economic conditions and to take advantage of business opportunities may be limited. Further, a leveraged company’s income and net assets will tend to increase or decrease at a greater rate than if borrowed money were not used.

Our investments in foreign companies may involve significant risks in addition to the risks inherent in U.S. investments.

Our investment strategy contemplates potential investments in foreign companies. Investing in foreign companies may expose us to additional risks not typically associated with investing in U.S. companies. These risks include changes in exchange control regulations, political and social instability, expropriation, imposition of foreign taxes (potentially at confiscatory levels), less liquid markets, less available information than is generally the case in the U.S., higher transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations, lack of uniform accounting and auditing standards and greater price volatility.

Although we expect most of our investments will be U.S. dollar denominated, our investments that are denominated in a foreign currency will be subject to the risk that the value of a particular currency will change in relation to one or more other currencies. Among the factors that may affect currency values are trade balances, the level of short-term interest rates, differences in relative values of similar assets in different currencies, long-term opportunities for investment and capital appreciation and political developments. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us.

The due diligence process that the Adviser undertakes in connection with our investments may not reveal all the facts that may be relevant in connection with an investment.

The Adviser’s due diligence may not reveal all of a company’s liabilities and may not reveal other weaknesses in its business. There can be no assurance that our due diligence process will uncover all relevant facts that would be material to an investment decision. Before making an investment in, or a loan to, a company, the Adviser will assess the strength and skills of the company’s management team and other factors that it believes are material to the performance of the investment. In making the assessment and otherwise conducting customary due diligence, the Adviser will rely on the resources available to it and, in some cases, an investigation by third parties. This process is particularly important and highly subjective with respect to newly organized entities because there may be little or no information publicly available about the entities. We may make investments in, or loans to, companies, including middle market companies, which are not subject to public company reporting requirements, including requirements regarding preparation of financial statements, and will, therefore, depend upon the compliance by investment companies with their contractual reporting obligations and the ability of the Adviser’ investment professionals to obtain adequate information to evaluate the potential returns from investing in these companies. If we and the Adviser are unable to uncover all material information about these companies, we may not make a fully informed investment decision and may lose money on our investments. As a result, the evaluation of potential investments and the ability to perform due diligence on and effective monitoring of investments may be impeded, and we may not realize the returns that it expects on any particular investment. In the event of fraud by any company in which we invest or with respect to which we make a loan, we may suffer a partial or total loss of the amounts invested in that company.

 

We may be subject to risks under hedging transactions and may become subject to risk if it invests in non-U.S. securities.

The 1940 Act generally requires that 70% of our investments be in issuers each of whom is organized under the laws of, and has its principal place of business in, any state of the United States, the District of Columbia, Puerto Rico, the Virgin Islands or any other possession of the United States. However, our portfolio may include debt securities of non-U.S. companies, including emerging market issuers, to the limited extent such transactions and investments would not cause us to violate the 1940 Act. We expect that these investments would focus on the same secured debt, unsecured debt and related equity security investments that we make in U.S. middle-market companies and, accordingly, would be complementary to our overall strategy and enhance the diversity of our holdings. Investing in loans and securities of emerging market issuers involves many risks including economic, social, political, financial, tax and security conditions in the emerging market, potential inflationary economic environments, regulation by foreign governments, different accounting standards and political uncertainties. Economic, social, political, financial, tax and security conditions also could negatively affect the value of emerging market companies. These factors could include changes in exchange control regulations, political and social instability, expropriation, imposition of foreign taxes, less liquid markets and less available information than is generally the case in the United States, higher transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations or judgments or foreclosing on collateral, lack of uniform accounting and auditing standards and greater price volatility.

 

Engaging in either hedging transactions or investing in foreign loans and securities would entail additional risks to our stockholders. We could, for example, use instruments such as interest rate swaps, caps, collars and floors and, if we were to invest in foreign loans and securities, we could use instruments such as forward contracts or currency options and borrow under a credit facility in currencies selected to minimize our foreign currency exposure. In each such case, we generally would seek to hedge against fluctuations of the relative values of our portfolio positions from changes in market interest rates or currency exchange rates. Hedging against a decline in the values of our portfolio positions would not eliminate the possibility of fluctuations in the values of such positions or prevent losses if the values of the positions declined. However, such hedging could establish other positions designed to gain from those same developments, thereby offsetting the decline in the value of such portfolio positions. Such hedging transactions could also limit the opportunity for gain if the values of the underlying portfolio positions increased. Moreover, it might not be possible to hedge against an exchange rate or interest rate fluctuation that was so generally anticipated that we would not be able to enter into a hedging transaction at an acceptable price.

While we may enter into such transactions to seek to reduce currency exchange rate and interest rate risks, unanticipated changes in currency exchange rates or interest rates could result in poorer overall investment performance than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments used in a hedging strategy and price movements in the portfolio positions being hedged could vary. Moreover, for a variety of reasons, we might not seek to establish a perfect correlation between the hedging instruments and the portfolio holdings being hedged. Any such imperfect correlation could prevent us from achieving the intended hedge and expose us to risk of loss. In addition, it might not be possible for us to hedge fully or perfectly against currency fluctuations affecting the value of securities denominated in non-U.S. currencies because the value of those loans and securities would likely fluctuate as a result of factors not related to currency fluctuations.

 

We may not realize anticipated gains on the equity interests in which we invest.

When we invest in loans and debt securities, we may acquire warrants or other equity securities of portfolio companies as well. We may also invest in equity securities directly. To the extent we hold equity investments, we will attempt to dispose of them and realize gains upon such disposition. However, the equity interests we receive may not appreciate in value and, may decline in value. As a result, we may not be able to realize gains from our equity interests, and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience.

Changes in healthcare laws and other regulations applicable to some of our portfolio companies businesses may constrain their ability to offer their products and services.

Changes in healthcare or other laws and regulations applicable to the businesses of some of our portfolio companies may occur that could increase their compliance and other costs of doing business, require significant systems enhancements, or render their products or services less profitable or obsolete, any of which could have a material adverse effect on their results of operations. There has also been an increased political and regulatory focus on healthcare laws in recent years, and new legislation could have a material effect on the business and operations of some of our portfolio companies.

 

Our investments in the consumer products and services sector are subject to various risks including cyclical risks associated with the overall economy.

General risks of companies in the consumer products and services sector include cyclicality of revenues and earnings, economic recession, currency fluctuations, changing consumer tastes, extensive competition, product liability litigation and increased government regulation. Generally, spending on consumer products and services is affected by the health of consumers. Companies in the consumer products and services sectors are subject to government regulation affecting the permissibility of using various food additives and production methods, which regulations could affect company profitability. A weak economy and its effect on consumer spending would adversely affect companies in the consumer products and services sector.

 

Our investments in the financial services sector are subject to various risks including volatility and extensive government regulation.

These risks include the effects of changes in interest rates on the profitability of financial services companies, the rate of corporate and consumer debt defaults, price competition, governmental limitations on a company’s loans, other financial commitments, product lines and other operations and recent ongoing changes in the financial services industry (including consolidations, development of new products and changes to the industry’s regulatory framework). There is continued instability and volatility in the financial markets. Insurance companies have additional risks, such as heavy price competition, claims activity and marketing competition, and can be particularly sensitive to specific events such as man-made and natural disasters (including weather catastrophes), climate change, terrorism, mortality risks and morbidity rates.

 

Our investments in technology companies are subject to many risks, including volatility, intense competition, shortened product life cycles, litigation risk and periodic downturn.

We have invested and will continue investing in technology companies, many of which may have narrow product lines and small market shares, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as to general economic downturns. The revenues, income (or losses), and valuations of technology-related companies can and often do fluctuate suddenly and dramatically. In addition, technology related markets are generally characterized by abrupt business cycles and intense competition, where the leading companies in any particular category may hold a highly concentrated percentage of the overall market share.

Therefore, our portfolio companies may face considerably more risk of loss than do companies in other industry sectors.

 

The effect of global climate change may impact the operations of our portfolio companies.

Climate change creates physical and financial risk and some of our portfolio companies may be adversely affected by climate change. For example, the needs of customers of energy companies vary with weather conditions, primarily temperature and humidity. To the extent weather conditions are affected by climate change, energy use could increase or decrease depending on the duration and magnitude of any changes. Increases in the cost of energy could adversely affect the cost of operations of our portfolio companies if the use of energy products or services is material to their business. A decrease in energy use due to weather changes may affect some of our portfolio companies' financial condition, through decreased revenues. Extreme weather conditions in general require more system backup, adding to costs, and can contribute to increased system stresses, including service interruptions. Other risks associated with climate change include risks related to the impact of climate-related legislation and regulation (both domestically and internationally), as well as risks related to climate-related business trends.

 

Risks Relating to Our Common Stock

Investing in our common shares may involve an above average degree of risk.

The investments we make in accordance with our investment objectives may result in a higher amount of risk than alternative investment options and volatility or loss of principal, including the risk that the investor may lose their entire investment. Our investments in portfolio companies may be highly speculative and aggressive and, therefore, an investment in our securities may not be suitable for someone with lower risk tolerance.

Certain investors will be subject to Exchange Act filing requirements.

Because our Common Shares will be registered under the Exchange Act, ownership information for any person who beneficially owns 5% or more of our Common Shares will have to be disclosed in a Schedule 13G or other filings with the SEC. Beneficial ownership for these purposes is determined in accordance with the rules of the SEC, and includes having voting or investment power over the securities. In some circumstances, our common stockholders who choose to reinvest their dividends may see their percentage stake in us increased to more than 5%, thus triggering this filing requirement. Each stockholder is responsible for determining its filing obligations and preparing the filings. In addition, our common stockholders who hold more than 10% of a class of our Common Shares may be subject to Section 16(b) of the Exchange Act, which recaptures for the benefit of our profits from the purchase and sale of registered stock (and securities convertible or exchangeable into such registered stock) within a six-month period.

You may receive dividends in the form of common stock instead of cash, which could result in adverse tax consequences to you.

In order to satisfy the Annual Distribution Requirement applicable to RICs, we have the ability to declare a large portion of a dividend in shares of our common stock instead of in cash. As long as a sufficient portion of such dividend is available to be paid in cash (generally 20%) and certain requirements are met, the entire distribution would be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder would be taxed on 100% of the dividend in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.

No stockholder approval is required for certain mergers.

Our Board may undertake to approve mergers between us and certain other funds or vehicles. Subject to the requirements of the Investment Company Act and Maryland law, such mergers will not require stockholder approval so you will not be given an opportunity to vote on these matters unless such mergers are reasonably anticipated to result in a material dilution of our NAV per share of the Fund or are otherwise required to be approved under Maryland law. These mergers may involve funds managed by affiliates of our investment adviser. Subject to stockholder approval, the Board may also seek to convert the form and/or jurisdiction of organization, including to take advantage of laws that are more favorable to maintaining board control in the face of dissident stockholders.

 

Our shares of common stock have traded at a discount from net asset value and may do so again, which could limit our ability to raise additional equity capital.

Shares of closed-end investment companies frequently trade at a market price that is less than the net asset value that is attributable to those shares. This characteristic of closed-end investment companies is separate and distinct from the risk that our net asset value per share may decline. It is not possible to accurately predict whether any shares of our common stock will trade at, above, or below net asset value. In the recent past, the stocks of BDCs as an industry, including at times shares of our common stock, have traded below net asset value. See “Item 1a. Risk Factors-Risks Relating to Macroeconomic Factors: Market disruptions and other geopolitical or macroeconomic events could create market volatility that negatively impacts our business, financial condition and earnings.” When our common stock is trading below its net asset value per share, we will generally not be able to issue additional shares of our common stock at its market price without first obtaining approval for such issuance from our stockholders and our independent directors.

 

The market price of our common stock may fluctuate significantly.

The market price and liquidity of the market for our common stock may be significantly affected by numerous factors, some of which may be beyond our control and may not be directly related to our operating performance. These factors include:

•
significant volatility in the market price and trading volume of securities of publicly traded RICs, BDCs or other companies in our sector, which are not necessarily related to the operating performance of these companies;
•
price and volume fluctuations in the overall stock market from time to time;
•
the inclusion or exclusion of our common stock from certain indices;
•
changes in law, regulatory policies or tax guidelines, or interpretations thereof, particularly with respect to RICs or BDCs;
•
loss of RIC status;
•
changes in earnings or variations in operating results;
•
changes in the value of our portfolio of investments;
•
announcements with respect to significant transactions;
•
any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;
•
departure of key personnel of ours or the Adviser;
•
operating performance of companies comparable to us;
•
short-selling pressure with respect to shares of our common stock or BDCs generally;
•
general economic trends and other external factors; and
•
loss of a major funding source.

 

In the past, securities class action litigation has been brought against numerous public companies resulting from volatility in the market price of their securities. Because of the potential volatility in the price of our common stock, we may become the target of securities litigation in the future. If we were to become involved in securities litigation, it could result in substantial costs, divert management’s attention and resources from the business and adversely affect the business.

 

Common stockholders who participate in the distribution reinvestment plan may increase their risk of overconcentration.

Common stockholders who opt in to our distribution reinvestment plan will have any cash distributions otherwise payable to them automatically reinvested in additional shares of our common stock. This may increase such stockholder’s ownership percentage in us and could increase such stockholder’s risk of overconcentration.

 

 

Our stockholders will experience dilution in their ownership percentage if they opt out of our dividend reinvestment plan.

We have adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash distributions authorized by the Board on behalf of stockholders who do not elect to receive their distributions in cash. As a result, if the Board authorizes and we declare a cash distribution, then stockholders who have not opted out of the dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares of Common stock, rather than receiving the cash distribution. See “Item 1—Business—Dividend Reinvestment Plan” for a description of the dividend reinvestment plan. The number of shares to be issued to a plan participant will be determined by dividing the total dollar amount of the distribution payable to such stockholder by the market price per share of our common stock at the close of regular trading on NASDAQ on the date of such distribution. The market price per share of our common stock on a particular date will be the closing price for such shares on NASDAQ on such date, or, if no sale is reported for such date, at the average of their reported bid and asked prices. However, if the market price per share exceeds the most recently computed net asset value per share, we will issue shares at the greater of (i) the most recently computed net asset value per share and (ii) 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeds the most recently computed net asset value per share). Accordingly, participants in the dividend reinvestment plan may receive a greater number shares of our common stock than the number of shares associated with the market price of our common stock, resulting in dilution for other stockholders. Stockholders that opt out of the dividend reinvestment plan will experience dilution in their ownership percentage of our common stock over time.

Our future credit ratings may not reflect all risks of an investment in our debt securities.

Our credit ratings are an assessment by third parties of our ability to pay our obligations. Consequently, real or anticipated changes in our credit ratings will generally affect the market value of our debt securities. Our future credit ratings, however, may not reflect the potential impact of risks related to market conditions generally or other factors discussed above on the market value of or trading market for the publicly issued debt securities.

 

Provisions of the Maryland General Corporation Law and of the Charter and the Bylaws could deter takeover attempts and have an adverse effect on the price of our common stock.

Certain provisions of the Maryland General Corporation Law (the “MGCL”) may discourage, delay or make more difficult a change in control of the Company, including (i) the Maryland Business Combination Act (the “Business Combination Act”), which, subject to any applicable requirements of the 1940 Act and certain other limitations, will prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns, directly or indirectly, 10% or more of the voting power of our outstanding shares of voting stock or an affiliate or associate of us who, at any time within the two-year period prior to the date in question, was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding shares of stock) or an affiliate thereof for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter will impose special appraisal rights and supermajority voting requirements on these combinations and (ii) the Maryland Control Share Acquisition Act (the “Control Share Acquisition Act”), which, subject to any applicable requirements of the 1940 Act, will provide that our “control shares” (defined as shares which, when aggregated with other shares controlled by the stockholder (except solely by virtue of a revocable proxy), entitle the stockholder to exercise one of three increasing ranges of voting power in electing directors) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of issued and outstanding “control shares”) have no voting rights except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares. The Board has adopted a resolution exempting from the Business Combination Act any business combination between us and any other person, provided that the business combination is first approved by the Board, including a majority of the independent directors, and the Bylaws exempt from the Control Share Acquisition Act acquisitions of our stock by any person. However, if the resolution exempting business combinations is repealed or the Board or independent directors do not approve a business combination or we amend the Bylaws to repeal the exemption from the Control Share Acquisition Act, subject to any applicable requirements of the 1940 Act, the Business Combination Act or Control Share Acquisition Act, as the case may be, may discourage third parties from trying to acquire control of us and may increase the difficulty of consummating such an offer.

 

We are also subject to other measures that may make it difficult for a third party to obtain control of us, including provisions of the Charter that (i) classify the Board into three classes serving staggered three-year terms and require that any vacancies be filled by a majority of directors remaining in office, (ii) require a two-thirds vote and cause for director removal, (iii) authorize the Board to classify any unissued shares of stock and reclassify any previously classified but unissued shares of stock into other classes or series of stock, including preferred stock, and to cause the issuance of additional shares of our common stock and (iv) authorize the Board to amend the Charter, without stockholder approval, to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that we have the authority to issue. These provisions, as well as other provisions in the Charter and the Bylaws, may delay, defer or prevent a transaction or a change in control that might otherwise be in the best interests of our stockholders.

 

Our Charter designates the Circuit Court for Baltimore City, Maryland as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or other employees.

Our Charter provides that, unless we consent in writing to the selection of an alternative forum, the Circuit Court for Baltimore City, Maryland, or, if that Court does not have jurisdiction, the U.S. District Court for the District of Maryland, Baltimore Division, will be the sole and exclusive forum for: (i) any derivative action or proceeding brought on our behalf; (ii) any Internal Corporate Claim, as such term is defined in Section 1-101(p) of the MGCL, including, without limitation, (a) any action asserting a claim of breach of any duty owed by any of our directors or officers or other employees to us or to our stockholders or (b) any action asserting a claim against us or any of our directors or officers or other employees arising pursuant to any provision of the MGCL or the Charter or the Bylaws; or (iii) any action asserting a claim against us or any of our directors or officers or other employees that is governed by the internal affairs doctrine. Any person or entity purchasing or otherwise acquiring or holding any interest in shares of our common stock will be deemed to have notice of and to have consented and waived any objection to this exclusive forum provision of the Charter, as the same may be amended from time to time. The Charter includes this provision so that we can respond to litigation more efficiently, reduce the costs associated with our responses to such litigation, particularly litigation that might otherwise be brought in multiple forums, and make it less likely that plaintiffs’ attorneys will be able to employ such litigation to coerce us into otherwise unjustified settlements. However, this exclusive forum provision may limit a stockholder’s ability to bring a claim in a judicial forum that such stockholder believes is favorable for disputes with us or our directors, officers or other employees, if any, and may discourage lawsuits against us and our directors, officers or other employees, if any. We believe the risk of a court declining to enforce this exclusive forum provision is remote, as the General Assembly of Maryland has specifically amended the MGCL to authorize the adoption of such provision. However, if a court were to find such provision inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings notwithstanding that the MGCL expressly provides that the charter or bylaws of a Maryland corporation may require that any Internal Corporate Claim be brought only in courts sitting in one or more specified jurisdictions, we may incur additional costs that it does not currently anticipate associated with resolving such matters in other jurisdictions, which could adversely affect our business, financial condition and results of operations.

 

We incur significant costs as a result of being a publicly traded company.

As a publicly-traded company, we incur legal, accounting and other expenses, including costs associated with the periodic reporting requirements applicable to a company whose securities are registered under the Exchange Act, as well as additional corporate governance requirements, including certain requirements under the Sarbanes-Oxley Act, and other rules implemented by the SEC and the listing standards of the Nasdaq Global Select Market. For example, the listing standards of the national securities exchanges require us to implement and disclose "clawback" policies mandating the recovery of incentive compensation paid to executive officers in connection with accounting restatements.

As long as we remain an emerging growth company, we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. We will remain an emerging growth company for up to five years following an IPO or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues equal or exceeds $1.07 billion, (ii) December 31 of the fiscal year that we become a "large accelerated filer” as defined in Rule 12b-2 under the 1934 Act which would occur if the market value of our shares that is held by non-affiliates exceeds $700.0 million as of the last business day of our most recently completed second fiscal quarter and we have been publicly reporting for at least 12 months and have filed an annual report on Form 10-K, (iii) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the preceding three-year period or (iv) December 31 of the fiscal year following the fifth anniversary of the date of our first sale of common equity securities pursuant to an effective registration statement under the 1933 Act.

General Risk Factors

Economic recessions or downturns could impair our portfolio companies, and defaults by our portfolio companies will harm our operating results.

Many of the portfolio companies in which we expect to make investments are likely to be susceptible to economic slowdowns or recessions and may be unable to repay their loans during such periods. Therefore, the number of our non-performing assets is likely to increase and the value of our portfolio is likely to decrease during such periods. Macroeconomic factors such as real GDP growth, consumer confidence, the COVID-19 pandemic, supply chain disruptions, inflation, employment levels, oil prices, interest rates, tax rates, foreign currency exchange rate fluctuations and other macroeconomic trends can adversely affect customer demand for the products and services that our portfolio companies offer and may adversely impact their businesses or financial results. In addition, although we invest primarily in companies located in the United States, our portfolio companies may rely on parts or supplies manufactured outside the United States. As a result, any event causing a disruption of imports, including natural disasters, public health crises, or the imposition of import or trade restrictions in the form of tariffs or quotas could increase the cost and reduce the supply of products available to our portfolio companies, which may negatively impact their businesses or financial results.

Adverse economic conditions may also decrease the value of collateral securing some of our loans and debt securities and the value of our equity investments. If the value of collateral underlying our loan declines during the term of the loan, a portfolio company may not be able to obtain the necessary funds to repay the loan at maturity through refinancing. Decreasing collateral value may hinder a portfolio company’s ability to refinance our loan because the underlying collateral cannot satisfy the debt service coverage requirements necessary to obtain new financing. Thus, economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. Unfavorable economic conditions also could increase our funding costs, limit its access to the capital markets or result in a decision by lenders not to extend credit to us. We consider a number of factors in making our investment decisions, including, but not limited to, the financial condition and prospects of a portfolio company and its ability to repay our loan. Unfavorable economic conditions could negatively affect the valuations of our portfolio companies and, as a result, make it more difficult for such portfolio companies to repay or refinance our loan. Therefore, these events could prevent us from increasing our investments and harm our operating results. A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due, termination of the portfolio company’s loans and foreclosure on its assets, which could trigger cross-defaults under other agreements and jeopardize its ability to meet its obligations under the loans and debt securities that we hold. We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company, which may include the waiver of certain financial covenants. Furthermore, if one of our portfolio companies were to file for bankruptcy protection, depending on the facts and circumstances, including the extent to which we actually provide significant managerial assistance to that portfolio company, a bankruptcy court might re-characterize our debt holding and subordinate all or a portion of our claim to claims of other creditors, even though we may have structured our investment as senior secured debt.

 

In addition, the failure of certain financial institutions, namely banks, may increase the possibility of a sustained deterioration of financial market liquidity, or illiquidity at clearing, cash management and/or custodial financial institutions. The failure of a bank (or banks) with which we and/or our portfolio companies have a commercial relationship could adversely affect, among other things, our and/or our portfolio companies’ ability to pursue key strategic initiatives, including by affecting our or our portfolio company’s ability to access deposits or borrow from financial institutions on favorable terms. Additionally, if a portfolio company or its sponsor has a commercial relationship with a bank that has failed or is otherwise distressed, the portfolio company may experience issues receiving financial support from a sponsor to support its operations or consummate transactions, to the detriment of their business, financial condition and/or results of operations. In addition, such bank failure(s) could affect, in certain circumstances, the ability of both affiliated and unaffiliated co-lenders, including syndicate banks or other fund vehicles, to undertake and/or execute co-investment transactions with us, which in turn may result in fewer co-investment opportunities being made available to us or impact our ability to provide additional follow-on support to portfolio companies. Our ability and our portfolio companies to spread banking relationships among multiple institutions may be limited by certain contractual arrangements, including liens placed on our respective assets as a result of a bank agreeing to provide financing.

 

Downgrades by rating agencies to the U.S. government’s credit rating or concerns about its credit and deficit levels in general, could cause interest rates and borrowing costs to rise, which may negatively impact both the perception of credit risk associated with our debt portfolio and our ability to access the debt markets on favorable terms. In addition, a decreased U.S. government credit rating could create broader financial turmoil and uncertainty, which may weigh heavily on our financial performance and the value of our Common Shares.

 

The current global financial market situation, as well as various social and political circumstances in the U.S. and around the world, including wars and other forms of conflict, terrorist acts, security operations and catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes, adverse effects of climate crisis and global health epidemics, may contribute to increased market volatility and economic uncertainties or deterioration in the U.S. and worldwide. Additionally, the U.S. government’s credit and deficit concerns, the European sovereign debt crisis, and the potential trade war with China, could cause interest rates to be volatile, which may negatively impact our ability to access the debt markets on favorable terms.

The impact of events described above on our portfolio companies could impact their ability to make payments on their loans on a timely basis and may impact their ability to continue making their loan payments on a timely basis or meeting their loan covenants. The inability of portfolio companies to make timely payments or meet loan covenants may in the future require us to undertake amendment actions with respect to our investments or to restructure our investments, which may include the need for us to make additional investments in our portfolio companies (including debt or equity investments) beyond any existing commitments, exchange debt for equity, or change the payment terms of our investments to permit a portfolio company to pay a portion of its interest through payment-in-kind, which would defer the cash collection of such interest and add it to the principal balance, which would generally be due upon repayment of the outstanding principal.

 

Adverse developments in the credit markets may impair our ability to enter into new debt financing arrangements.

During the economic downturn in the United States that began in mid-2007, many commercial banks and other financial institutions stopped lending or significantly curtailed their lending activity. In addition, in an effort to stem losses and reduce their exposure to segments of the economy deemed to be high risk, some financial institutions limited refinancing and loan modification transactions and reviewed the terms of existing facilities to identify bases for accelerating the maturity of existing lending facilities. If these conditions recur, it may be difficult for us to enter into a new credit or other borrowing facility, obtain other financing to finance the growth of our investments, or refinance any outstanding indebtedness on acceptable economic terms, or at all.

We may experience fluctuations in our quarterly operating results.

We could experience fluctuations in our quarterly operating results due to a number of factors, including the interest rate payable on the loans and debt securities we acquire, the default rate on such loans and securities, the level of our expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which we encounter competition in our markets and general economic conditions. In light of these factors, results for any period should not be relied upon as being indicative of performance in future periods.

We are dependent on information systems and systems failures could significantly disrupt our business, which may, in turn, negatively affect our liquidity, financial condition or results of operations.

Our business is dependent on our and third parties’ communications and information systems. Further, in the ordinary course of our business we or our investment adviser may engage certain third party service providers to provide us with services necessary for our business. Any failure or interruption of those systems or services, including as a result of the termination or suspension of an agreement with any third-party service providers, could cause delays or other problems in our business activities. Our financial, accounting, data processing, backup or other operating systems and facilities may fail to operate properly or become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control and adversely affect our business. There could be:

•
sudden electrical or telecommunications outages;
•
natural disasters such as earthquakes, tornadoes and hurricanes;
•
disease pandemics;
•
events arising from local or larger scale political or social matters, including terrorist acts; and
•
cyber-attacks.

These events, in turn, could have a material adverse effect on our business, financial condition and operating results and negatively affect the NAV of our Common Shares and our ability to pay dividends to our common stockholders.

Cybersecurity risks and cyber incidents may adversely affect our business by causing a disruption to our operations, a compromise or corruption of its confidential information and/or damage to its business relationships.

A cyber incident is considered to be any adverse event that threatens the confidentiality, integrity or availability of our information resources. These incidents may be an intentional attack or an unintentional event and could involve gaining unauthorized access to our information systems for purposes of misappropriating assets, stealing confidential information, corrupting data or causing operational disruption. The result of these incidents may include disrupted operations, misstated or unreliable financial data, liability for stolen information, misappropriation of assets, increased cybersecurity protection and insurance costs, litigation and damage to our business relationships. This could result in significant losses, reputational damage, litigation, regulatory fines or penalties, or otherwise adversely affect our business, financial condition or results of operations. In addition, we may be required to expend significant additional resources to modify its protective measures and to investigate and remediate vulnerabilities or other exposures arising from operational and security risks. We face risks posed to our information systems, both internal and those provided to it by third-party service providers. We, our investment adviser and its affiliates have implemented processes, procedures and internal controls to help mitigate cybersecurity risks and cyber intrusions, but these measures, as well as our increased awareness of the nature and extent of a risk of a cyber-incident, may be ineffective and do not guarantee that a cyber-incident will not occur or that our financial results, operations or confidential information will not be negatively impacted by such an incident.

Third parties with which we do business (including those that provide services to us) may also be sources or targets of cybersecurity or other technological risks. We outsource certain functions and these relationships allow for the storage and processing of our information and assets, as well as certain investor, counterparty, employee and borrower information.

While we engage in actions to reduce our exposure resulting from outsourcing, ongoing threats may result in unauthorized access, loss, exposure or destruction of data, or other cybersecurity incidents, with increased costs and other consequences, including those described above. Privacy and information security laws and regulation changes, and compliance with those changes, may also result in cost increases due to system changes and the development of new administrative processes.

Valuation Risk

We have invested, and plan to continue to invest, in illiquid debt and equity securities of private companies. These investments will generally not have a readily available market price, and we will value these investments at fair value as determined in good faith by our Adviser, as the Board's valuation designee, in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material. See Note 2. Summary of Significant Account Policies to our consolidated financial statements for more details on estimates and judgments made by us in connection with the valuation of our investments.

Interest Rate Risk

Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We also fund a portion of our investments with borrowings and our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.

We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate-sensitive assets to our interest rate-sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.

As of December 31, 2023, 98.7% of the investments at fair value in our portfolio were at variable rates, subject to interest rate floors. The SPV Asset Facility and SMBC Corporate Revolving Facility also bear interest at variable rates.

Assuming that our Consolidated Statement of Assets and Liabilities as of December 31, 2023 were to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (considering interest rate floors for floating rate instruments):

($ in millions)

Basis Point Change

 

Interest Income

 

 

Interest Expense

 

 

Net Interest Income (1)

 

Up 100 basis points

 

 

16.1

 

 

 

5.6

 

 

 

10.5

 

Up 75 basis points

 

 

12.1

 

 

 

4.2

 

 

 

7.9

 

Up 50 basis points

 

 

8.1

 

 

 

2.8

 

 

 

5.3

 

Up 25 basis points

 

 

4.0

 

 

 

1.4

 

 

 

2.6

 

Down 25 basis points

 

 

(4.0

)

 

 

(1.4

)

 

 

(2.6

)

Down 50 basis points

 

 

(8.1

)

 

 

(2.8

)

 

 

(5.3

)

Down 75 basis points

 

 

(12.1

)

 

 

(4.2

)

 

 

(7.9

)

Down 100 basis points

 

 

(16.1

)

 

 

(5.6

)

 

 

(10.5

)
(1)
Excludes the impact of income incentive fees. See Note 3 to our consolidated financial statements for more information on the income incentive fees.

Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments that could affect our net income. Accordingly, we cannot assure you that actual results would not differ materially from the analysis above.

We may in the future hedge against interest rate fluctuations by using hedging instruments such as interest rate swaps, futures, options and forward contracts. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio investments.

Currency Risk

From time to time, we may make investments that are denominated in a foreign currency. These investments are converted into U.S. dollars at the balance sheet date, exposing us to movements in foreign exchange rates. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us. We may seek to utilize instruments such as, but not limited to, forward contracts to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates. To the extent the loan or investment is based on a floating rate, we may seek to utilize interest rate derivatives to hedge our exposure to changes in the associated rate. As of December 31, 2023, we had £16.9 million, €17.8 million, AUD $29.3, and SEK 11.6 notional exposure to foreign currency forward contracts related to investments totaling £17.2 million, €18.3 million, AUD $29.5, and SEK 11.6 at par.

       
Share Price [Table Text Block]                        

The following table sets forth, for each fiscal quarter during the last three most recently completed fiscal years, the range of high and low sales prices of the common stock as reported on NASDAQ, the premium (discount) of sales price to our net asset value, or NAV, and the distributions declared by us for each fiscal quarter.

 

 

 

Net Asset

 

 

Price Range

 

 

High Sales Price Premium (Discount) to Net

 

 

Low Sales Price Premium (Discount) to Net

 

 

Cash Dividend

 

 

Period

 

Value (1)

 

 

High

 

 

Low

 

 

Asset Value (2)

 

 

Asset Value (2)

 

 

Per Share (3)

 

 

Year ended December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First Quarter

 

$

20.24

 

 

$

18.17

 

 

$

14.72

 

 

 

(10.2

)%

 

 

(27.3

)%

 

$

0.41

 

 

Second Quarter

 

$

20.98

 

 

$

19.95

 

 

$

17.05

 

 

 

(4.9

)%

 

 

(18.7

)%

 

$

0.41

 

 

Third Quarter

 

$

21.16

 

 

$

19.33

 

 

$

18.40

 

 

 

(8.6

)%

 

 

(13.0

)%

 

$

0.41

 

 

Fourth Quarter

 

$

21.12

 

 

$

20.90

 

 

$

17.60

 

 

 

(1.0

)%

 

 

(16.7

)%

 

$

0.61

 

(4)

Year ended December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First Quarter

 

$

21.18

 

 

$

18.47

 

 

$

17.16

 

 

 

(12.8

)%

 

 

(19.0

)%

 

$

0.41

 

 

Second Quarter

 

$

20.69

 

 

$

18.05

 

 

$

15.28

 

 

 

(12.8

)%

 

 

(26.1

)%

 

$

0.41

 

 

Third Quarter

 

$

20.16

 

 

$

18.10

 

 

$

15.02

 

 

 

(10.2

)%

 

 

(25.5

)%

 

$

0.41

 

 

Fourth Quarter

 

$

19.83

 

 

$

14.92

 

 

$

12.77

 

 

 

(24.8

)%

 

 

(35.6

)%

 

$

0.41

 

 

Year ended December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First Quarter

 

$

19.38

 

 

$

15.79

 

 

$

13.26

 

 

 

(18.5

)%

 

 

(31.6

)%

 

$

0.41

 

 

Second Quarter

 

$

19.58

 

 

$

15.14

 

 

$

13.23

 

 

 

(22.7

)%

 

 

(32.4

)%

 

$

0.41

 

 

Third Quarter

 

$

19.70

 

 

$

17.43

 

 

$

15.59

 

 

 

(11.5

)%

 

 

(20.9

)%

 

$

0.49

 

(5)

Fourth Quarter

 

$

20.04

 

 

$

17.95

 

 

$

15.45

 

 

 

(10.4

)%

 

 

(22.9

)%

 

$

0.50

 

(6)
(1)
Net asset value per share is determined as of the last day in the relevant quarter and therefore does not reflect the net asset value per share disclosed to the market on the date of the high and low closing sales prices. The net asset values shown are based on outstanding shares at the end of the relevant quarter.
(2)
Calculated as the respective high or low closing sales price less net asset value, divided by net asset value (in each case, as of the applicable quarter).
(3)
Represents the dividend or distribution declared in the relevant quarter.
(4)
Consists of a regular quarterly dividend of $0.41 per share and four special dividends of $0.05 per share (totaling $0.20 per share) all of which were declared on November 5, 2021. The first special dividend was paid on December 5, 2021 to stockholders of record as of December 3, 2021. The remaining special dividends are payable on March 15, 2022, June 15, 2022 and September 15, 2022 to stockholders of record as of March 4, 2022, June 3, 2022 and September 2, 2022, respectively.
(5)
Consists of a regular quarterly dividend of $0.41 per share and supplemental dividend of $0.08 per share which was declared on August 3, 2023 and payable on September 15, 2023 to stockholders of record as of August 31, 2023.
(6)
Consists of a regular quarterly dividend of $0.41 per share and supplemental dividend of $0.09 per share which was declared on November 2, 2023 and payable on December 15, 2023 to stockholders of record as of November 30, 2023.

The last reported price for our common stock on February 20, 2024 was $16.39 per share, which represented a (18.2)% discount to our NAV as of December 31, 2023.
 

        
Lowest Price or Bid $ 15.45 $ 15.59 $ 13.23 $ 13.26 $ 12.77 $ 15.02 $ 15.28 $ 17.16 $ 17.6 $ 18.4 $ 17.05 $ 14.72          
Highest Price or Bid $ 17.95 $ 17.43 $ 15.14 $ 15.79 $ 14.92 $ 18.1 $ 18.05 $ 18.47 $ 20.9 $ 19.33 $ 19.95 $ 18.17          
Highest Price or Bid, Premium (Discount) to NAV [Percent] (10.40%) (11.50%) (22.70%) (18.50%) (24.80%) (10.20%) (12.80%) (12.80%) (1.00%) (8.60%) (4.90%) (10.20%)          
Lowest Price or Bid, Premium (Discount) to NAV [Percent] (22.90%) (20.90%) (32.40%) (31.60%) (35.60%) (25.50%) (26.10%) (19.00%) (16.70%) (13.00%) (18.70%) (27.30%)          
Share Price $ 17.38       $ 12.78       $ 17.6       $ 17.38 $ 16.39 $ 14.57    
NAV Per Share $ 20.04 $ 19.7 $ 19.58 $ 19.38 $ 19.83 $ 20.16 $ 20.69 $ 21.18 $ 21.12 $ 21.16 $ 20.98 $ 20.24 $ 20.04   $ 19.88 $ 19.5 $ 19.43
Latest Premium (Discount) to NAV [Percent]                         (18.20%)        
Capital Stock, Long-Term Debt, and Other Securities [Abstract]                                  
Long Term Debt [Table Text Block]                        

Debt

 

($ in millions)

December 31, 2023

 

 

December 31, 2022

 

 

Aggregate Principal
Amount Committed

 

 

Drawn
Amount

 

 

Amount Available (1)

 

 

Carrying
Value(2)

 

 

Aggregate Principal
Amount Committed

 

 

Drawn
Amount

 

 

Amount Available (1)

 

 

Carrying
Value(2)(3)

 

SPV Asset Facility

$

500.0

 

 

$

329.8

 

 

$

170.2

 

 

$

329.8

 

 

$

350.0

 

 

$

233.0

 

 

$

117.0

 

 

$

233.0

 

SMBC Corporate Revolving Facility

 

385.0

 

 

 

225.5

 

 

 

159.5

 

 

 

225.5

 

 

 

350.0

 

 

 

241.8

 

 

 

108.2

 

 

 

241.8

 

Series 2020A Unsecured Notes

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

50.0

 

 

 

50.0

 

 

 

—

 

 

 

50.0

 

Series 2021A Unsecured Notes

 

135.0

 

 

 

135.0

 

 

 

—

 

 

 

135.0

 

 

 

135.0

 

 

 

135.0

 

 

 

—

 

 

 

135.0

 

FCRX Unsecured Notes

 

111.6

 

 

 

111.6

 

 

 

—

 

 

 

111.6

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Series 2023A Unsecured Notes

 

50.0

 

 

 

50.0

 

 

 

—

 

 

 

50.0

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Total Debt

$

1,181.6

 

 

$

851.9

 

 

$

329.7

 

 

$

851.9

 

 

$

885.0

 

 

$

659.8

 

 

$

225.2

 

 

$

659.8

 

 

(1)
The amount available is subject to any limitations related to the respective debt facilities’ borrowing bases and foreign currency translation adjustments.
Amount presented excludes netting of deferred financing costs.Unsecured Notes

On July 30, 2020, we completed a private offering of $50.0 million aggregate principal amount of 5.95% senior unsecured notes due July 30, 2023 (the “Series 2020A Unsecured Notes”). The Series 2020A Unsecured Notes were issued in two $25.0 million issuances on July 30, 2020 and October 28, 2020. On July 28, 2023, Series 2020A Unsecured Notes were repaid upon the issuance of the Series 2023A Unsecured Notes, as defined below.

Series 2021A Unsecured Notes

On February 17, 2021, we completed a private offering of $135.0 million aggregate principal amount of 4.00% senior unsecured notes due February 17, 2026 (the “Series 2021A Unsecured Notes”). The initial issuance of $50.0 million of Series 2021A Unsecured Notes closed February 17, 2021. The issuance of the remaining $85.0 million of 2026 Unsecured Notes closed on May 5, 2021.

       
Change In Investment Objectives, Operating Policies And Strategies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our Board may change our investment objectives, operating policies and strategies without prior notice or stockholder approval.

Our Board has the authority, except as otherwise provided in the 1940 Act or state law, as described below, to modify or waive certain of our investment objectives, operating policies and strategies without prior notice and without stockholder approval. Pursuant to Rule 35d-1 under the 1940 Act, we may not change our investment strategy with respect to 80% of our total assets without 60 days’ prior notice to stockholders. If we operate as a diversified management investment company for a period of three or more years, we will not resume operation as a non-diversified management investment company without prior stockholder approval. Additionally, absent stockholder approval, we may not change the nature of our business so as to cease to be, or withdraw our election as, a BDC. Under Maryland law, we also cannot be dissolved without prior stockholder approval. We cannot predict the effect any changes to our operating policies and strategies would have on our business, operating results and the market price of our Common Shares. Nevertheless, any such changes could adversely affect our business and impair our ability to make distributions to our common stockholders.

        
Significantly Reduce Our Operating Flexibility                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

A failure on our part to maintain our status as a BDC may significantly reduce our operating flexibility.

If we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company that is required to register under the 1940 Act, which would subject us to additional regulatory restrictions and significantly decrease our operating flexibility. In addition, any such failure could cause an event of default under our outstanding indebtedness, which could have a material adverse effect on our business, financial condition or results of operations.

        
Regulations And Sec Oversight                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We and the Adviser are subject to regulations and SEC oversight. If we or the Adviser fail to comply with applicable requirements, it may adversely impact our results relative to companies that are not subject to such regulations.

As a BDC, we are subject to a portion of the 1940 Act. In addition, we have elected to be treated, and intend to operate in a manner so as to continuously qualify, as a RIC in accordance with the requirements of Subchapter M of the Code. The 1940 Act and the Code impose various restrictions on the management of a BDC, including related to portfolio construction, asset selection, and tax. These restrictions may reduce the chances that we will achieve the same results as other vehicles managed by Crescent and/or the Adviser.

However, if we do not maintain our status as a BDC, we would be subject to regulation as a registered closed-end investment company under the 1940 Act. As a registered closed-end investment company, we would be subject to substantially more regulatory restrictions under the 1940 Act which would significantly decrease our operating flexibility. In addition to these and other requirements applicable to us, our investment adviser is subject to regulatory oversight by the SEC. To the extent the SEC raises concerns or has negative findings concerning the manner in which we or our investment adviser operates, it could adversely affect our business.

        
Key Personnel Of Crescent and the Advise                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We are dependent upon key personnel of Crescent and the Adviser.

We do not have any internal management capacity or employees. Our ability to achieve our investment objectives will depend on our ability to manage our business and to grow our investments and earnings. This will depend, in turn, on the diligence, skill and network of business contacts of Crescent’s senior professionals. We expect that these senior professionals will evaluate, negotiate, structure, close and monitor our investments in accordance with the terms of our Investment Advisory Agreement. We can offer no assurance, however, that Crescent’s senior professionals will continue to provide investment advice to us. If these individuals do not maintain their employment or other relationships with Crescent and do not develop new relationships with other sources of investment opportunities available to us, we may not be able to grow our investment portfolio. In addition, individuals with whom Crescent’s investment professionals have relationships are not obligated to provide us with investment opportunities. Therefore, we can offer no assurance that such relationships will generate investment opportunities for us. The departure or misconduct of any of these individuals, or of a significant number of the investment professionals of Crescent, could have a material adverse effect on our business, financial condition or results of operations.

The Adviser is an affiliate of Crescent and depends upon access to the investment professionals and Crescent’s other resources to fulfill its obligations to us under the Investment Advisory Agreement. The Adviser will also depend upon such investment professionals to obtain access to deal flow generated by Crescent. In addition, we cannot assure you that an affiliate of Crescent will remain our investment adviser or that we will continue to have access to Crescent’s investment professionals or its information and deal flow.

Crescent’s and the Adviser’s investment professionals, which are currently composed of the same personnel, have substantial responsibilities in connection with the management of other Crescent clients. Crescent’s personnel may be called upon to provide managerial assistance to our portfolio companies. These demands on their time, which may increase as the number of investments grow, may distract them or slow our rate of investment.

The Adviser’s investment committee, which provides oversight over our investment activities, is provided to us by our investment adviser under the Investment Advisory Agreement. The loss of any member of the Adviser’s investment committee or of Crescent’s other senior professionals would limit our ability to achieve our investment objectives and operate as we anticipate. This could have a material adverse effect on our financial condition, results of operations and cash flows.

We will not provide key person life insurance for any of our key personnel. Further, we depend upon Crescent to maintain its relationships with private equity sponsors, placement agents, investment banks, management groups and other financial institutions, and we expect to rely to a significant extent upon these relationships to provide us with potential investment opportunities. If Crescent fails to maintain such relationships, or to develop new relationships with other sources of investment opportunities, we will not be able to grow our investment portfolio. In addition, individuals with whom Crescent’s senior professionals have relationships are not obligated to provide us with investment opportunities, and we can offer no assurance that these relationships will generate investment opportunities in the future. There can be no assurance that Crescent will replicate its historical ability to generate investment opportunities, and we caution you that our investment returns could be substantially lower than the returns achieved by other Crescent-managed funds.

        
Historical Performance Achieved                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may not replicate the historical performance achieved by Crescent.

Our primary focus in making investments may differ from those of existing investment funds, accounts or other investment vehicles that are or have been managed by members of our investment adviser’s investment committee or by Crescent. Past performance should not be relied upon as an indication of future results. There can be no guarantee that we will replicate the historical performance of Crescent or the historical performance of investment funds, accounts or other investment vehicles that are or have been managed by members of the Adviser’s investment committee or by Crescent or its employees, and we caution investors that our investment returns could be substantially lower than the returns achieved by them in prior periods. We cannot assure you that we will be profitable in the future or that the Adviser will be able to continue to implement our investment objectives with the same degree of success that it has had in the past. Additionally, all or a portion of the prior results may have been achieved in particular market conditions which may never be repeated. Moreover, current or future market volatility and regulatory uncertainty may have an adverse impact on our future performance.

        
Crescent To Manage Our Business Effectively                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We depend on Crescent to manage our business effectively.

Our ability to achieve our investment objectives will depend on our ability to manage our business and to grow our investments and earnings. This will depend, in turn, on Crescent’s ability to identify, invest in and monitor portfolio companies that meet our investment criteria. The achievement of our investment objectives on a cost-effective basis will depend upon Crescent’s execution of our investment process, its ability to provide competent, attentive and efficient services to us and, to a lesser extent, our access to financing on acceptable terms. Crescent’s investment professionals will have substantial responsibilities in connection with the management of other investment funds, accounts and investment vehicles. Crescent’s personnel may be called upon to provide managerial assistance to our portfolio companies. These activities may distract them from servicing new investment opportunities for us or slow our rate of investment. Any failure to manage our business and our future growth effectively could have a material adverse effect on our business, financial condition, results of operations and cash flows.

        
Face Certain Conflicts Of Interest From Adviser, Crescent And Their Affiliates, Officers, Directors And Employees                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The Adviser, the investment committee of the Adviser, Crescent and their affiliates, officers, directors and employees may face certain conflicts of interest.

As a result of our arrangements with Crescent, the Adviser and the Adviser’s investment committee, there may be times when the Adviser or such persons have interests that differ from those of our stockholders, giving rise to a conflict of interest.

The members of the Adviser’s investment committee serve, or may serve, as officers, directors, members, or principals of entities that operate in the same or a related line of business as we do, or of investment funds, accounts, or investment vehicles managed by Crescent and/or its affiliates. Similarly, Crescent and its affiliates may have other clients with similar, different or competing investment objectives.

In serving in these multiple capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the best interests of, or which may be adverse to the interests of, us or our stockholders. For example, Crescent has, and will continue to have management responsibilities for other investment funds, accounts and investment vehicles. There is a potential that we will compete with these funds, and other entities managed by Crescent and its affiliates, for capital and investment opportunities. As a result, members of the Adviser’s investment committee who are affiliated with Crescent will face conflicts in the allocation of investment opportunities among us, and other investment funds, accounts and investment vehicles managed by Crescent and its affiliates and may make certain investments that are appropriate for us but for which we receive a relatively small allocation or no allocation at all. Crescent intends to allocate investment opportunities among eligible investment funds, accounts and investment vehicles in a manner that is fair and equitable over time and consistent with its allocation policy. However, we can offer no assurance that such opportunities will be allocated to us fairly or equitably in the short-term or over time and we may not be given the opportunity to participate in investments made by investment funds managed by Crescent or its affiliates and there can be no assurance that we will be able to participate in all investment opportunities that are suitable to us.

Further, to the extent permitted by applicable law, we and our affiliates may own investments at different levels of a portfolio company’s capital structure or otherwise own different classes of a portfolio company’s securities, which may give rise to conflicts of interest or perceived conflicts of interest. Conflicts may also arise because decisions regarding our portfolio may benefit our affiliates. Our affiliates may pursue or enforce rights with respect to one of its portfolio companies, and those activities may have an adverse effect on us.

       
Conflicts May Arise Related To Other Arrangements                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Conflicts may arise related to other arrangements with Crescent and the Adviser and other affiliates.

We have entered into a license agreement with Crescent under which Crescent has agreed to grant us a non-exclusive, royalty-free license to use the name “Crescent Capital.” In addition, the Administration Agreement with the Administrator, an affiliate of Crescent, requires we pay to the Administrator our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement, such as rent and our allocable portion of the cost of our chief financial officer and chief compliance officer and their respective staffs. In addition, the Adviser has entered into a Resource Sharing Agreement with Crescent pursuant to which Crescent provides the Adviser with the resources necessary to fulfill its obligations under the Investment Advisory Agreement. These agreements create conflicts of interest that the independent members of our Board will monitor. For example, under the terms of the license agreement, we will be unable to preclude Crescent from licensing or transferring the ownership of the “Crescent Capital” name to third parties, some of whom may compete against us. Consequently, it will be unable to prevent any damage to goodwill that may occur as a result of the activities of Crescent or others. Furthermore, in the event the license agreement is terminated, we will be required to change our name and cease using “Crescent Capital” as part of our name. Any of these events could disrupt our recognition in the market place, damage any goodwill it may have generated and otherwise harm its business.

The Investment Advisory Agreement, and the Administration Agreement were negotiated between related parties. Consequently, their terms, including fees payable to the Adviser, may not be as favorable to us as if they had been negotiated exclusively with an unaffiliated third party. In addition, we may desire not to enforce, or to enforce less vigorously, its rights and remedies under these agreements because of our desire to maintain our ongoing relationship with the Adviser, the Administrator and their respective affiliates. Any such decision, however, could breach our fiduciary obligations to its stockholders.

        
Crescent's Principals And Employees, Adviser                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Crescent’s principals and employees, the Adviser or their affiliates may, from time to time, possess material non-public information, limiting our investment discretion.

Crescent’s executive officers and directors, principals and other employees, including members of the Adviser’s investment committee, may serve as directors of, or in a similar capacity with, portfolio companies in which we invest, the securities of which are purchased or sold on our behalf and may come into possession of material non-public information with respect to issuers in which we may be considering making an investment. In the event that material non-public information is obtained with respect to such companies, or we become subject to trading restrictions under the internal trading policies of those companies, Crescent’s policies or as a result of applicable law or regulations, we could be prohibited for a period of time or indefinitely from purchasing or selling the securities of such companies, or we may be precluded from providing such information or other ideas to other funds affiliated with Crescent that might benefit from such information, and this prohibition may have an adverse effect on us. 		       
Management And Incentive Fee Structure                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our management and incentive fee structure may create incentives for the Adviser that are not fully aligned with our stockholders’ interests and may induce the Adviser to make speculative investments.

In the course of our investing activities, we will pay management and incentive fees to the Adviser. We have entered into the Investment Advisory Agreement with the Adviser that provides that these fees are based on the value of our gross assets (which includes assets purchased with borrowed amounts or other forms of leverage but excludes cash and cash equivalents), instead of net assets (defined as total assets less indebtedness and before taking into account any incentive fees payable). As a result, investors in our common stock will invest on a “gross” basis and receive distributions on a “net” basis after expenses, including the costs of leverage, resulting in a lower rate of return than one might achieve if distributions were made on a gross basis. Because our management fees are based on the value of our gross assets, incurrence of debt or the use of leverage will increase the management fees due to the Adviser. As such, the Adviser may have an incentive to use leverage to make additional investments. In addition, as additional leverage would magnify positive returns, if any, on our portfolio, the incentive fee would become payable to the Adviser (i.e., exceed the Hurdle Amount (as defined herein under the heading “Incentive Fee”)) at a lower average return on our portfolio. Thus, if we incur additional leverage, the Adviser may receive additional incentive fees without any corresponding increase (and potentially with a decrease) in the performance of our portfolio.

Additionally, under the incentive fee structure, the Adviser may benefit when capital gains are recognized and, because the Adviser will determine when to sell a holding, the Adviser will control the timing of the recognition of such capital gains. As a result of these arrangements, there may be times when the management team of the Adviser has interests that differ from those of our stockholders, giving rise to a conflict. Furthermore, there is a risk the Adviser will make more speculative investments in an effort to receive this payment. PIK interest and OID would increase our pre-incentive fee net investment income by increasing the size of the loan balance of underlying loans and increasing our assets under management and would make it easier for the Adviser to surpass the Hurdle Amount and increase the amount of incentive fees payable to the Adviser.

 

The part of the incentive fee payable to the Adviser relating to our net investment income is computed and paid on income that may include interest income that has been accrued but not yet received in cash. This fee structure may give rise to a conflict of interest for the Adviser to the extent that it encourages the Adviser to favor debt financings that provide for deferred interest, rather than current cash payments of interest. The Adviser may have an incentive to invest in deferred interest securities in circumstances where it would not have done so but for the opportunity to continue to earn the incentive fee even when the issuers of the deferred interest securities would not be able to make actual cash payments to us on such securities. This risk could be increased because, under the Investment Advisory Agreement, the Adviser is not obligated to reimburse us for incentive fees it receives even if we subsequently incur losses or never receives in cash the deferred income that was previously accrued.

Our Board is charged with protecting our interests by monitoring how the Adviser addresses these and other conflicts of interest associated with its services and compensation. While our Board is not expected to review or approve each investment decision or incurrence of leverage, our independent directors will periodically review the Adviser’s services and fees as well as its portfolio management decisions and portfolio performance. In connection with these reviews, our independent directors will consider whether the Adviser’s fees and expenses (including those related to leverage) remain appropriate.

We may invest, to the extent permitted by law, in the securities and instruments of other investment companies, including private funds, and, to the extent it so invests, bear its ratable share of any such investment company’s expenses, including management and performance fees. We also remain obligated to pay management and incentive fees to the Adviser with respect to the assets invested in the securities and instruments of other investment companies. With respect to each of these investments, each of our stockholders bears his or her share of the management and incentive fees of the Adviser as well as indirectly bearing the management and performance fees and other expenses of any investment companies in which we invest.

        
Investment Advisory Agreement                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The Adviser has limited liability and is entitled to indemnification under the Investment Advisory Agreement.

Under the Investment Advisory Agreement, the Adviser has not assumed any responsibility to us other than to render the services called for under that agreement. The Adviser will not be responsible for any action of our Board in following or declining to follow the Adviser’s advice or recommendations. Under the Investment Advisory Agreement the Adviser, its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser, including, without limitation, its general partner and the Administrator, and any person controlling or controlled by the Adviser will not be liable to us, any of our subsidiaries, our directors, our stockholders or any subsidiary’s stockholders or partners for acts or omissions performed in accordance with and pursuant to the Investment Advisory Agreement, except those resulting from acts constituting gross negligence, willful misfeasance, bad faith or reckless disregard of the duties that the Adviser owes to us under the Investment Advisory Agreement. In addition, as part of the Investment Advisory Agreement, we have agreed to indemnify the Adviser and each of its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser, including, without limitation, its general partner and the Administrator, and hold them harmless from and against all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by such party in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of us or our security holders) arising out of or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Investment Advisory Agreement or otherwise as an investment adviser of us, except in respect of any liability to us or our security holders to which such party would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties or by reason of the reckless disregard of the Adviser’s duties and obligations under the Investment Advisory Agreement. These protections may lead the Adviser to act in a riskier manner when acting on our behalf than the Adviser would when acting for its own account. 		       
Ability To Enter Into Transactions With Affiliates Is Restricted                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our ability to enter into transactions with our affiliates is restricted.

We are prohibited under the 1940 Act from participating in certain transactions with our affiliates without the prior approval of our independent directors and, in some cases, the SEC. We consider the Adviser and its affiliates, including Crescent, to be our affiliates for such purposes. In addition, any person that is an affiliate of ours for purposes of the 1940 Act generally is prohibited from participating in certain transactions such as co-investing with, or buying or selling any security from or to us, absent the prior approval of our independent directors and, in some cases, of the SEC. We consider the Adviser and its affiliates, including Crescent, to be our affiliates for such purposes. The 1940 Act also prohibits certain “joint” transactions with certain of our affiliates, which could include investments in the same portfolio company, without prior approval of our independent directors and, in some cases, of the SEC. We are prohibited from buying or selling any security from or to any person who owns more than 25% of our voting securities or certain of that person’s affiliates, or entering into prohibited joint transactions with such persons, absent the prior approval of the SEC. If we are prohibited by applicable law from investing alongside Crescent’s investment funds, accounts and investment vehicles with respect to an investment opportunity, we may not be able to participate in such investment opportunity.

 

We may, however, invest alongside Crescent’s investment funds, accounts and investment vehicles in certain circumstances where doing so is consistent with our investment strategy as well as applicable law and SEC staff interpretations or exemptive orders. For example, we may invest alongside such investment funds, accounts and investment vehicles consistent with guidance promulgated by the SEC staff to purchase interests in a single class of privately placed securities so long as certain conditions are met, including that Crescent, acting on our behalf and on behalf of such investment funds, accounts and investment vehicles, negotiates no term other than price.

In situations where co-investment with investment funds, accounts and investment vehicles managed by Crescent is not permitted or appropriate, such as when there is an opportunity to invest in different securities of the same issuer or where the different investments could be expected to result in a conflict between our interests and those of Crescent’s clients, subject to the limitations described in the preceding paragraph, Crescent will need to decide which client will proceed with the investment. Similar restrictions limit our ability to transact business with our officers or directors or their affiliates. These restrictions will limit the scope of investment opportunities that would otherwise be available to us.

Crescent has been granted exemptive relief from the SEC, upon which we and the Adviser may rely, which permits greater flexibility to negotiate the terms of co-investments if our Board determines that it would be advantageous for us to co-invest with investment funds, accounts and investment vehicles managed by Crescent in a manner consistent with our investment objectives, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. We believe that co-investment by us and investment funds, accounts and investment vehicles managed by Crescent may afford us additional investment opportunities and an ability to achieve a more varied portfolio. Accordingly, our exemptive order permits us to invest with investment funds, accounts and investment vehicles managed by Crescent in the same portfolio companies under circumstances in which such investments would otherwise not be permitted by the 1940 Act. The exemptive relief permitting co-investment transactions generally applies only if our independent directors and directors who have no financial interest in such transaction review and approve in advance each co-investment transaction. The exemptive relief provides that, if the size of a co-investment opportunity is insufficient to meet our and the other Crescent funds’ desired level of participation in full, allocations will generally be made pro rata based on capital available for investment, as determined, in our case, by our Board as well as the terms of our governing documents and those of such investment funds, accounts and investment vehicles. It is our policy to base our determinations on such factors as: the amount of cash on-hand, existing commitments and reserves, if any, our targeted leverage level, our targeted asset mix and diversification requirements and other investment policies and restrictions set by our Board or imposed by applicable laws, rules, regulations or interpretations. We expect that these determinations will be made similarly for investment funds, accounts and investment vehicles managed by Crescent. However, we can offer no assurance that investment opportunities will be allocated to us fairly or equitably in the short-term or over time.

        
Ability To Sell or Otherwise Exit Investments                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our ability to sell or otherwise exit investments also invested in by other Crescent investment vehicles is restricted.

We may be considered affiliates with respect to certain of our portfolio companies because our affiliates, which may include certain investment funds, accounts or investment vehicles managed by Crescent, also hold interests in these portfolio companies and as such these interests may be considered a joint enterprise under the 1940 Act. To the extent that our interests in these portfolio companies may need to be restructured in the future or to the extent that we choose to exit certain of these transactions, our ability to do so will be limited. Crescent has obtained exemptive relief from the SEC in relation to certain joint transactions upon which we and the Adviser may rely; however, there is no assurance that we will obtain relief that would permit us to negotiate future restructurings or other transactions that may be considered a joint enterprise. 		       
Conflicts of Interest                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Conflicts of interest may be created by the valuation process for certain portfolio holdings.

We make many of our portfolio investments in the form of loans and securities that are not publicly traded and for which no market-based price quotation is available. As a result, our investment adviser, as the Board of Directors’ valuation designee, will determine the fair value of these loans and securities as described above in “—Risks Relating to our Business and Structure—Most of our portfolio investments will not be publicly traded and, as a result, the fair value of these investments may not be readily determinable.” Each of the interested members of our Board has an indirect pecuniary interest in our investment adviser. The participation of our investment adviser’s investment professionals in our valuation process, and the pecuniary interest in our investment adviser by certain members of our Board, could result in a conflict of interest as our investment adviser’s management fee is based, in part, on the value of our net assets, and our incentive fees will be based, in part, on realized gains and realized and unrealized losses. 		       
Increasingly Competitive Market For Investment Opportunities                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We operate in an increasingly competitive market for investment opportunities, which could make it difficult for us to identify and make investments that are consistent with our investment objectives.

A number of entities compete with us to make the types of investments that we make and plan to make. We compete with other BDCs, public and private funds, commercial and investment banks, commercial financing companies and, to the extent they provide an alternative form of financing, private equity and hedge funds. Many of our competitors are substantially larger and have considerably greater financial, technical and marketing resources than we do. For example, we believe some of our competitors may have access to funding sources that are not available to us. In addition, some of our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of investments and establish more relationships than us. Furthermore, many of our competitors are not subject to the regulatory restrictions that the 1940 Act imposes on us as a BDC or the source-of-income, asset diversification and distribution requirements we must satisfy to maintain our RIC qualification. The competitive pressures we face may have a material adverse effect on our business, financial condition, results of operations and cash flows. As a result of this competition, we may not be able to take advantage of attractive investment opportunities from time to time, and we may not be able to identify and make investments that are consistent with our investment objectives.

With respect to the investments we make, we will not seek to compete based primarily on the interest rates we will offer, and we believe that some of our competitors may make loans with interest rates that will be lower than the rates we offer. In the secondary market for acquiring existing loans, we expect to compete generally on the basis of pricing terms. With respect to all investments, we may lose some investment opportunities if we do not match our competitors’ pricing, terms and structure. However, if we match our competitors’ pricing, terms and structure, we may experience decreased net interest income, lower yields and increased risk of credit loss. We may also compete for investment opportunities with investment funds, accounts and investment vehicles managed by Crescent. Although Crescent will allocate opportunities in accordance with its policies and procedures, allocations to such investment funds, accounts and investment vehicles will reduce the amount and frequency of opportunities available to us and may not be in the best interests of us and our stockholders. Moreover, the performance of investments will not be known at the time of allocation. See —“The Adviser, the investment committee of the Adviser, Crescent and their affiliates, officers, directors and employees may face certain conflicts of interest.”

       
Ability To Grow Depends On Our Ability To Raise Capital                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our ability to grow depends on our ability to raise capital.

We will need to periodically access the capital markets to raise cash to fund new investments in excess of our repayments, and we may also need to access the capital markets to refinance any future debt obligations to the extent such maturing obligations are not repaid with availability under our revolving credit facilities or cash flows from operations. We intend to be treated as a RIC and operate in a manner so as to qualify for the U.S. federal income tax treatment applicable to RICs. Among other things, in order to maintain our RIC status, we must distribute to our common stockholders on a timely basis generally an amount equal to at least 90% of our investment company taxable income, and, as a result, such distributions will not be available to fund investment originations or repay maturing debt. We must borrow from financial institutions and issue additional securities to fund our growth. Unfavorable economic or capital market conditions may increase our funding costs, limit our access to the capital markets or could result in a decision by lenders not to extend credit to us. An inability to successfully access the capital markets may limit our ability to refinance our debt obligations as they come due and/or to fully execute our business strategy and could limit our ability to grow or cause us to have to shrink the size of our business, which could decrease our earnings, if any.

 

In addition, we may borrow amounts or issue debt securities or preferred stock, which we refer to collectively as “senior securities,” such that our asset coverage, as calculated pursuant to the Investment Company Act, equals at least 150% immediately after such borrowing (i.e., we are able to borrow up to two dollars for every dollar we have in assets less all liabilities and indebtedness not represented by senior securities issued by us). Such requirement, in certain circumstances, may restrict our ability to borrow or issue debt securities or preferred stock. The amount of leverage that we employ will depend on our investment adviser’s and our Board’s assessments of market and other factors at the time of any proposed borrowing or issuance of senior securities. We cannot assure you that we will be able to obtain lines of credit or issue senior securities at all or on terms acceptable to us.

Further, we may pursue growth through acquisitions or strategic investments in new businesses. Completion and timing of any such acquisitions or strategic investments may be subject to a number of contingencies and risks. There can be no assurance that the integration of an acquired business will be successful or that an acquired business will prove to be profitable or sustainable.

        
Regulations Governing Our Operation                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Regulations governing our operation as a BDC affect our ability to, and the way in which we may, raise additional capital.

We may issue debt securities or preferred stock and/or borrow money from banks or other financial institutions, which we refer to collectively as “senior securities,” up to the maximum amount permitted by the 1940 Act. Under the provisions of the 1940 Act, we will be permitted as a BDC to issue senior securities in amounts such that our asset coverage ratio, as defined in the 1940 Act, as amended, equals at least 150% of our gross assets less all liabilities and indebtedness not represented by senior securities, after each issuance of senior securities. If the value of our assets declines, we may be unable to satisfy this test. If that happens, we may be required to sell a portion of our investments at a time when such sales may be disadvantageous to us in order to repay a portion of its indebtedness. If we issue senior securities, we will be exposed to typical risks associated with leverage, including an increased risk of loss.

 

Furthermore, equity capital may be difficult to raise because, subject to some limited exceptions we are not generally able to issue and sell our common stock at a price below NAV per share. We may, however, sell our common stock, or warrants, options or rights to acquire shares of our common stock, at a price below the then-current NAV per share of our common stock if our Board determines that such sale is in our best interests, and if our stockholders, including a majority of those stockholders that are not affiliated with us, approve such sale. In any such case, the price at which our securities are to be issued and sold may not be less than a price that, in the determination of our Board, closely approximates the market value of such securities (less any distributing commission or discount). We do not currently have authorization from our stockholders to issue our common stock at a price below the then-current NAV per share.

        
Investing According To Our Current Business Strategy                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy.

To maintain our status as a BDC, we are not permitted to acquire any assets other than “qualifying assets” specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). Subject to certain exceptions for follow-on investments and distressed companies, an investment in an issuer that has outstanding securities listed on a national securities exchange may be treated as a qualifying asset only if such issuer has a common equity market capitalization that is less than $250 million at the time of such investment.

We may be precluded from investing in what we believe are attractive investments if such investments are not qualifying assets for purposes of the 1940 Act. If we do not invest a sufficient portion of our assets in qualifying assets, we could violate the 1940 Act provisions applicable to BDCs. As a result of such violation, specific rules under the 1940 Act could prevent us, for example, from making follow-on investments in existing portfolio companies (which could result in the dilution of our position) or could require us to dispose of investments at inappropriate times in order to come into compliance with the 1940 Act. If we need to dispose of such investments quickly, it could be difficult to dispose of such investments on favorable terms. We may not be able to find a buyer for such investments and, even if we do find a buyer, we may have to sell the investments at a substantial loss. Any such outcomes would have a material adverse effect on our business, financial condition, results of operations and cash flows.

       
Failure To Make Follow-on Investments In Our Portfolio Companies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our failure to make follow-on investments in our portfolio companies could impair the value of our portfolio.

 

Following an initial investment in a portfolio company, we may make additional investments in that portfolio company as “follow-on” investments, in seeking to:

•
increase or maintain in whole or in part our position as a creditor or equity ownership percentage in a portfolio company;
•
exercise warrants, options or convertible securities that were acquired in the original or subsequent financing; or
•
preserve or enhance the value of our investment.

 

We have discretion to make follow-on investments, subject to the availability of capital resources. Failure on our part to make follow-on investments may, in some circumstances, jeopardize the continued viability of a portfolio company and our initial investment, or may result in a missed opportunity for us to increase our participation in a successful operation.

Even if we have sufficient capital to make a desired follow-on investment, we may elect not to make a follow-on investment because we may not want to increase its level of risk, because we prefer other opportunities or because we are inhibited by compliance with BDC requirements of the 1940 Act or the desire to maintain our qualification as a RIC.

Additionally, certain loans that we may make to portfolio companies may be secured on a second priority basis by the same collateral securing senior secured debt of such companies. The first priority liens on the collateral will secure the portfolio company’s obligations under any outstanding senior debt and may secure certain other future debt that may be permitted to be incurred by the portfolio company under the agreements governing the loans. The holders of obligations secured by first priority liens on the collateral will generally control the liquidation of, and be entitled to receive proceeds from, any realization of the collateral to repay their obligations in full before us. In addition, the value of the collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of all of the collateral would be sufficient to satisfy the loan obligations secured by the second priority liens after payment in full of all obligations secured by the first priority liens on the collateral. If such proceeds were not sufficient to repay amounts outstanding under the loan obligations secured by the second priority liens, then we, to the extent not repaid from the proceeds of the sale of the collateral, will only have an unsecured claim against the portfolio company’s remaining assets, if any.

 

We may also make unsecured loans to portfolio companies, meaning that such loans will not benefit from any interest in collateral of such companies. Liens on such portfolio companies’ collateral, if any, will secure the portfolio company’s obligations under its outstanding secured debt and may secure certain future debt that is permitted to be incurred by the portfolio company under its secured loan agreements. The holders of obligations secured by such liens will generally control the liquidation of, and be entitled to receive proceeds from, any realization of such collateral to repay their obligations in full before us. In addition, the value of such collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of such collateral would be sufficient to satisfy our unsecured loan obligations after payment in full of all secured loan obligations. If such proceeds were not sufficient to repay the outstanding secured loan obligations, then our unsecured claims would rank equally with the unpaid portion of such secured creditors’ claims against the portfolio company’s remaining assets, if any. Additionally, we invest in unitranche loans (loans that combine both senior and subordinated debt, generally in a first lien position), which may provide for a waterfall of cash flow priority between different lenders in the unitranche loan. In certain instances, we may find another lender to provide the “first out” portion of such loan and retain the “last out” portion of such loan, in which case the “first out” portion of the loan would generally receive priority with respect to repayment of principal, interest and any other amounts due thereunder over the “last out” portion of the loan that we would continue to hold.

 

The rights we may have with respect to the collateral securing the loans we make to our portfolio companies with senior debt outstanding may also be limited pursuant to the terms of one or more intercreditor agreements that we enter into with the holders of such senior debt. Under a typical intercreditor agreement, at any time that obligations that have the benefit of the first priority liens are outstanding, any of the following actions that may be taken in respect of the collateral will be at the direction of the holders of the obligations secured by the first priority liens:

•
the ability to cause the commencement of enforcement proceedings against the collateral;
•
the ability to control the conduct of such proceedings;
•
the approval of amendments to collateral documents;
•
releases of liens on the collateral; and
•
waivers of past defaults under collateral documents.
•
We may not have the ability to control or direct such actions, even if its rights are adversely affected.
       
Subject To Corporate Level Income Tax                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We will be subject to corporate level income tax if we are unable to qualify as a RIC.

We have elected to be treated as a RIC under the Code and intend to operate in a manner so as to qualify for the U.S. federal income tax treatment applicable to RICs. As a RIC, we generally will not pay U.S. federal corporate-level income taxes on our income and net capital gains that we distribute (or are deemed to distribute) to our common stockholders as dividends on a timely basis. We will be subject to U.S. federal corporate-level income tax on any undistributed income and/or gains. To maintain our status as a RIC, we must meet certain source of income, asset diversification and annual distribution requirements. We may also be subject to certain U.S. federal excise taxes, as well as state, local and foreign taxes.

To qualify as a RIC under the Code, we must meet certain source-of-income, asset diversification and distribution requirements. The distribution requirement for a RIC is satisfied if we timely distribute an amount equal to at least 90% of our investment company taxable income (as defined by the Code, which generally includes net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any) to our common stockholders on an annual basis (the “Annual Distribution Requirement”). We have the ability to pay a large portion of our distributions in shares of our stock, and as long as a portion of such distribution is paid in cash and other requirements are met, such distributions will be taxable as a dividend for U.S. federal income tax purposes. This may result in our U.S. stockholders having to pay tax on such dividends, even if no cash is received, and may result in our non-U.S. stockholders being subject to withholding tax in respect of amounts distributed in our stock. We will be subject, to the extent we use debt financing, to certain asset coverage ratio requirements under the Investment Company Act and financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to qualify as a RIC. If we are unable to obtain cash from other sources, we may fail to qualify as a RIC and, thus, may be subject to corporate-level income tax.

The Annual Distribution Requirement will be satisfied if we distribute dividends to our common stockholders in respect of each taxable year of an amount generally at least equal to 90% of its investment company taxable income, determined without regard to any deduction for distributions paid. In this regard, a RIC may, in certain cases, satisfy the Annual Distribution Requirement by distributing dividends relating to a taxable year after the close of such taxable year under the “spillback dividend” provisions of Subchapter M of the Code. We will be subject to tax, at regular corporate rates, on any retained income and/or gains, including any short-term capital gains or long-term capital gains. We will be subject to a 4% nondeductible U.S. federal excise tax on certain undistributed income unless we distribute in a timely manner an amount at least equal to the sum of (1) 98% of our ordinary income for each calendar year, (2) 98.2% of our capital gain net income for each calendar year and (3) any income realized, but not distributed, in preceding years (to the extent that U.S. federal income tax was not imposed on such amounts) less certain over-distributions in the prior year (collectively, the “Excise Tax”). Because we use debt financing, we are subject to (i) an asset coverage ratio requirement under the

Investment Company Act and are subject to (ii) certain financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to satisfy the distribution requirements. If we are unable to obtain cash from other sources, or choose or are required to retain a portion of our taxable income or gains, we could (i) be required to pay the Excise Tax and (ii) fail to qualify for RIC tax treatment, and thus become subject to corporate-level income tax on our taxable income (including gains).

To qualify as a RIC, in addition to the Annual Distribution Requirement, we must also meet certain annual source of income requirements at the end of each taxable year (the “90% Income Test”) and asset diversification requirements at the end of each calendar quarter (the “Diversification Tests”). Failure to meet these tests may result in our having to (a) dispose of certain investments quickly or (b) raise additional capital in order to prevent the loss of our qualifications as a RIC. Because most of our investments will be in private or thinly traded public companies and are generally illiquid, any such dispositions could be made at disadvantageous prices and may result in substantial losses. If we fail to qualify as a RIC for any reason and become subject to corporate income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distributions to our common stockholders and the amount of funds available for new investments. Such a failure would have a material adverse effect on us and our common stockholders.

The 90% Income Test will be satisfied if we earn at least 90% of our gross income each taxable year from distributions, interest, gains from the sale of stock or securities, or other income derived from the business of investing in stock or securities. The Diversification Tests will be satisfied if we meet certain asset diversification requirements at the end of each quarter of our taxable year. To satisfy the Diversification Tests, at least 50% of the value of our assets at the close of each quarter of each taxable year must consist of cash, cash equivalents (including receivables), U.S. government securities, securities of other RICs, and other acceptable securities, and no more than 25% of the value of our assets can be invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses or of certain “qualified publicly traded partnerships.” Failure to meet these requirements may result in us having to dispose of certain investments quickly in order to prevent the loss of RIC status. Because most of our investments will be in private companies, and therefore will be relatively illiquid, any such dispositions could be made at disadvantageous prices and could result in substantial losses.

 

We may invest in certain debt and equity investments through taxable subsidiaries and the net taxable income of these taxable subsidiaries will be subject to federal and state corporate income taxes. We also may invest in certain foreign debt and equity investments that could be subject to foreign taxes (such as income tax, withholding, and value added taxes). If we fail to maintain RIC tax treatment for any reason and are subject to corporate income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distribution, and the amount of our distributions.

        
Limited Ability To Make Significant Investments In Us                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Certain investors are limited in their ability to make significant investments in us.

Private funds that are excluded from the definition of “investment company” either pursuant to Section 3(c)(1) or 3(c)(7) of the 1940 Act are restricted from acquiring directly or through a controlled entity more than 3% of our total outstanding voting stock (measured at the time of the acquisition). Investment companies registered under the 1940 Act and BDCs, such as us, are also currently subject to this restriction as well as other limitations under the 1940 Act that would restrict the amount that they are able to invest in our securities. As a result, certain investors will be limited in their ability to make significant investments in us at a time that they might desire to do so. The SEC has adopted Rule 12d1-4 under the 1940 Act. Subject to certain conditions, Rule 12d1-4 provides an exemption to permit registered investment companies and BDCs to invest in the securities of other registered investment companies and BDCs in excess of the limits currently prescribed by the 1940 Act.

        
Amount Available For Distribution To Stockholders                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may retain income and capital gains in excess of what is permissible for excise tax purposes and such amounts will be subject to 4% U.S. federal excise tax, reducing the amount available for distribution to stockholders.

We may retain some income and capital gains in the future, including for purposes of providing additional liquidity, which amounts would be subject to a 4% U.S. federal excise tax to the extent we do not distribute during the calendar year the amount of distributions required to avoid the excise tax.. In that event, we will be liable for the tax on the amount by which it does not meet the foregoing distribution requirement. See Item 1(c). Description of Business—Regulation as a Business Development Company—Taxation as a RIC.”

        
Difficulty Paying Our Required Distributions                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may have difficulty paying our required distributions if we recognize income before, or without, receiving cash representing such income.

For U.S. federal income tax purposes, we generally are required to include in income certain amounts that we have not yet received in cash, such as the accretion of OID. This may arise if we receive warrants in connection with the making of a loan and in other circumstances, or through contracted PIK interest, which represents contractual interest added to the loan principal balance and due at the end of the loan term. Such OID, which could be significant relative to our overall investment activities, or increases in loan balances as a result of contracted PIK arrangements, will be included in income before we receive any corresponding cash payments. We also may be required to include in income certain other amounts that we will not receive in cash, including, for example, amounts attributable to hedging and foreign currency transactions.

Since in certain cases we may recognize income before or without receiving cash in respect of such income, we may have difficulty meeting the requirement to distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to maintain our qualification as a RIC. In such a case, we may have to sell some of our investments at times we would not consider advantageous, raise additional debt or equity capital or reduce new investment originations to meet these distribution requirements. If we are not able to obtain such cash from other sources, we may fail to qualify as a RIC and thus be subject to corporate-level income tax. Such a failure could have a material adverse effect on us and on any investment in us.

        
Investments In OID And PIK Interest Income                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our investments in OID and PIK interest income may expose us to risks associated with such income being required to be included in accounting income and taxable income prior to receipt of cash.

Our investments may include OID and PIK instruments. To the extent OID and PIK interest income constitute a portion of our income, we will be exposed to risks associated with such income being required to be included in an accounting income and taxable income prior to receipt of cash, including the following:

•
OID instruments and PIK securities may have unreliable valuations because the accretion of OID as interest income and the continuing accruals of PIK securities require judgments about their collectability and the collectability of deferred payments and the value of any associated collateral;
•
OID income may also create uncertainty about the source of our cash dividends;
•
OID instruments may create heightened credit risks because the inducement to the borrower to accept higher interest rates in exchange for the deferral of cash payments typically represents, to some extent, speculation on the part of the borrower;
•
for accounting purposes, cash distributions to stockholders that include a component of accreted OID income do not come from paid-in capital, although they may be paid from the offering proceeds. Thus, although a distribution of accreted OID income may come from the cash invested by the stockholders, the 1940 Act does not require that stockholders be given notice of this fact;
•
generally, we must recognize income for income tax purposes no later than when it recognizes such income for accounting purposes;
•
the higher interest rates on PIK securities reflects the payment deferral and increased credit risk associated with such instruments and PIK securities generally represent a significantly higher credit risk than coupon loans;
•
the presence of accreted OID income and PIK interest income create the risk of non-refundable cash payments to the Adviser in the form of incentive fees on income based on non-cash accreted OID income and PIK interest income accruals that may never be realized;
•
even if accounting conditions are met, borrowers on such securities could still default when our actual collection is expected to occur at the maturity of the obligation;
•
OID and PIK create the risk that incentive fees will be paid to the Adviser based on
•
non-cash accruals that ultimately may not be realized, which the Adviser will be under no obligation to reimburse us or these fees; and

PIK interest has the effect of generating investment income and increasing the incentive fees payable at a compounding rate. In addition, the deferral of PIK interest also reduces the loan-to-value ratio at a compounding rate.

        
Stockholders May Be Required To Pay Tax                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Stockholders may be required to pay tax in excess of the cash they receive.

Under our dividend reinvestment plan, if a stockholder owns shares of our common stock, the stockholder will have all cash distributions automatically reinvested in additional shares of our common stock unless such stockholder, or his, her or its nominee on such stockholder’s behalf, specifically “opts out” of the dividend reinvestment plan by delivering a written notice to the plan administrator prior to the record date of the next distribution. If a stockholder does not “opt out” of the dividend reinvestment plan, that stockholder will be deemed to have received, and for U.S. federal income tax purposes will be taxed on, the amount reinvested in our common stock to the extent the amount reinvested was not a tax-free return of capital. As a result, a stockholder may have to use funds from other sources to pay U.S. federal income tax liability on the value of the common stock received. Even if a stockholder chooses to “opt out” of the dividend reinvestment plan, we will have the ability to declare a large portion of a dividend in shares of our common stock instead of in cash in order to satisfy the Annual Distribution Requirement (as defined herein under the heading “Item 1(c). Description of Business—Regulation as a Business Development Company—Election to Be Taxed as a RIC”). As long as a sufficient portion of this dividend is available to be paid in cash (generally 20%) and certain requirements are met, the entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally will be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though most of the dividend was paid in shares of common stock.

       
Existing and Future Facilities or Other Borrowing Facilities Affect Business                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our business could be adversely affected in the event we default under our existing credit facilities or any future credit or other borrowing facility.

We have entered, and in the future may enter into, one or more credit facilities. The closing of any additional credit facility is contingent on a number of conditions including, without limitation, the negotiation and execution of definitive documents relating to such credit facility. If we obtain any additional credit facilities, we intend to use borrowings under such credit facilities to make additional investments and for other general corporate purposes. However, there can be no assurance that we will be able to close such additional credit facilities or obtain other financing.

In the event we default under one of our credit facilities or any other future borrowing facility, our business could be adversely affected as we may be forced to sell a portion of our investments quickly and prematurely at what may be disadvantageous prices to us in order to meet our outstanding payment obligations and/or support working capital requirements under the relevant credit facility or such future borrowing facility, any of which would have a material adverse effect on our business, financial condition, results of operations and cash flows. In addition, following any such default, the agent for the lenders under any future borrowing facility could assume control of the disposition of any or all of our assets, including the selection of such assets to be disposed and the timing of such disposition, which would have a material adverse effect on our business, ability to pay dividends, financial condition, results of operations and cash flows. If we were unable to obtain a waiver of a default from the lenders or holders of that indebtedness, as applicable, those lenders or holders could accelerate repayment under that indebtedness, which might result in cross-acceleration of other indebtedness. An acceleration could have a material adverse impact on our business, financial condition and results of operations.

In addition, following any such default, the agent for the lenders under the relevant credit facility or such future credit or other borrowing facility could assume control of the disposition of any or all of our assets, including the selection of such assets to be disposed and the timing of such disposition, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.

Lastly, as a result of any such default, we may be unable to obtain additional leverage, which could, in turn, affect our return on capital.

        
Restrictions Under Existing and Future Facilities or Other Borrowing Facilities Affect Business                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We are and may be subject to restrictions under our credit facilities and any future credit or other borrowing facility that could adversely impact our business.

Our credit facilities, and any future borrowing facility, may be backed by all or a portion of our loans and securities on which the lenders may have a security interest. We currently pledge and may pledge up to 100% of our assets and may grant a security interest in all of our assets under the terms of any debt instrument we enter into with lenders. Like with its current credit facilities, we expect that any future security interests we grant will be set forth in a pledge and security agreement and evidenced by the filing of financing statements by the agent for the lenders, and we expect that the custodian for our securities serving as collateral for such loan would include in the custodian’s electronic systems notices indicating the existence of such security interests and, following notice of occurrence of an event of default, if any, and during its continuance, will only accept transfer instructions with respect to any such securities from the lender or its designee. Under our current credit facilities, we are subject to customary events of default. If we were to default under the terms of our current credit facilities and any future borrowing facility, the agent for the applicable lenders would be able to assume control of the timing of disposition of the assets pledged under the facility, which could include any or all of our assets securing such debt. Such remedial action would have a material adverse effect on our business, financial condition, results of operations and cash flows.

 

In addition, the security interests as well as negative covenants under its credit facilities, or any other future borrowing facility, may limit our ability to create liens on assets to secure additional debt and may make it difficult for us to restructure or refinance indebtedness at or prior to maturity or obtain additional debt or equity financing. In addition, if our borrowing base under our credit facilities or any other borrowing facility were to decrease, we would be required to secure additional assets in an amount equal to any borrowing base deficiency. In the event that all of our assets are secured at the time of such a borrowing base deficiency, we could be required to repay advances under the relevant credit facility or any other borrowing facility or make deposits to a collection account, either of which could have a material adverse impact on our ability to fund future investments and to pay dividends.

In addition, under our credit facilities, or any other future borrowing facility, we may be limited as to how borrowed funds may be used, which may include restrictions on geographic and industry concentrations, loan size, payment frequency and status, average life, collateral interests and investment ratings, as well as regulatory restrictions on leverage which may affect the amount of funding that may be obtained.

There may also be certain requirements relating to portfolio performance, including required minimum portfolio yield and limitations on delinquencies and charge-offs, a violation of which could limit further advances and, in some cases, result in an event of default. An event of default under our credit facilities or any other borrowing facility could result in an accelerated maturity date for all amounts outstanding thereunder, which could have a material adverse effect on our business and financial condition. This could reduce our revenues and, by delaying any cash payment allowed to us under the relevant credit facility or any other borrowing facility until the lenders have been paid in full, reduce our liquidity and cash flow and impair our ability to grow our business and maintain our qualification as a RIC.

        
Credit Facility and Debt Facilities Comply With Certain Financial and Operational Covenants                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

In addition to regulatory or existing credit facility requirements that restrict our ability to raise capital, any future debt facilities may contain various covenants that, if not complied with, could accelerate repayment under such debt facilities, thereby materially and adversely affecting our liquidity, financial condition and results of operations.

Agreements covering our current credit facility require and future governing any debt facilities may require us to comply with certain financial and operational covenants. These covenants may include, among other things:

•
restrictions on the level of indebtedness that we are permitted to incur in relation to the value of our assets;
•
restrictions on our ability to incur liens; and
•
maintenance of a minimum level of stockholders’ equity.

Our compliance with these covenants depends on many factors, some of which are beyond our control. For example, depending on the condition of the public debt and equity markets and pricing levels, unrealized depreciation in our portfolio may increase in the future. Any such increase could result in our inability to comply with an obligation to restrict the level of indebtedness that we are able to incur in relation to the value of our assets or to maintain a minimum level of stockholders’ equity.

Accordingly, there are no assurances that we will be able to comply with the covenants in our credit facilities or any debt facilities we enter into. Failure to comply with these covenants could result in a default under these debt facilities, that, if we were unable to obtain a waiver from the lenders or holders of such indebtedness, as applicable, such lenders or holders could accelerate repayment under such indebtedness and thereby have a material adverse impact on our business, financial condition and results of operations.

        
Risks of Investment in Highly Leveraged Funds                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our strategy involves a high degree of leverage. We intend to continue to finance our investments with borrowed money, which will magnify the potential for gain or loss on amounts invested and increase the risk of investing in us. The risks of investment in a highly leveraged fund include volatility and possible distribution restrictions.

The use of leverage magnifies the potential for gain or loss on amounts invested. The use of leverage is generally considered a speculative investment technique and increases the risks associated with investing in our securities. However, we have borrowed from, and may in the future issue debt securities to, banks, insurance companies and other lenders. Lenders of these funds have fixed dollar claims on our assets that are superior to the claims of our common stockholders, and we would expect such lenders to seek recovery against our assets in the event of a default. We have and may pledge up to 100% of our assets and may grant a security interest in all of our assets under the terms of any debt instruments we may enter into with lenders. In addition, under the terms of our credit facilities and any borrowing facility or other debt instrument we may enter into, we are likely to be required to use the net proceeds of any investments that we sell to repay a portion of the amount borrowed under such facility or instrument before applying such net proceeds to any other uses. If the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged, thereby magnifying losses or eliminating our stake in a leveraged investment. Similarly, any decrease in our revenue or income will cause our net income to decline more sharply than it would have had we not borrowed. Such a decline would also negatively affect our ability to make dividend payments on our common stock or preferred stock. Our ability to service any debt will depend largely on our financial performance and will be subject to prevailing economic conditions and competitive pressures. In addition, our common stockholders will bear the burden of any increase in our expenses as a result of our use of leverage, including interest expenses and any increase in the base management fee payable to the Adviser.

There can be no assurance that our business will generate sufficient cash flow from operations or that future borrowings will be available to us under our credit facilities or otherwise in an amount sufficient to enable us to repay our indebtedness or to fund our

other liquidity needs. We may need to refinance all or a portion of our indebtedness on or before it matures. There can be no assurance that we will be able to refinance any of our indebtedness on commercially reasonable terms or at all. If we cannot service our indebtedness, we may have to take actions such as selling assets or seeking additional equity. There can be no assurance that any such actions, if necessary, could be effected on commercially reasonable terms or at all, or on terms that would not be disadvantageous to stockholders or on terms that would not require us to breach the terms and conditions of our future debt agreements.

As a BDC, we are generally required to meet a coverage ratio of total assets to total borrowings and other senior securities, which include all of our borrowings and any preferred stock that we may issue in the future, of at least 150%. If this ratio declines below 150%, we will not be able to incur additional debt and could be required to sell a portion of our investments to repay some debt when we are otherwise disadvantageous for us to do so. This could have a material adverse effect on our operations, and we may not be able to make distributions. The amount of leverage that we employ will depend on the Adviser’s assessment of market and other factors at the time of any proposed borrowing. We cannot assure stockholders that we will be able to obtain credit at all or on terms acceptable to it.

       
Changes in Interest Rates Affect Business and Financial Condition                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Changes in interest rates may adversely affect the value of our portfolio investments which could have an adverse effect on our business, financial condition and results of operations.

Our debt investments are generally based on floating rates, such as Secured Overnight Financing Rate (“SOFR”), EURIBOR, the Federal Funds Rate or the Prime Rate. General interest rate fluctuations may have a substantial negative impact on our investments, the value of our common stock and our rate of return on invested capital. In December 2023, the Federal Reserve voted to pause interest rate hikes. Federal Reserve officials indicated that interest rate reductions may be warranted in 2024. There is no guarantee that the Federal Reserve will reduce rates in 2024, especially if inflation increases again.

If the Federal Reserve resumes increases to interest rates, the cost of borrowing for the companies in which we invest will increase and may make them less profitable, which generally would decrease the value of our investments in them. In addition, although we generally expect to invest a limited percentage of our assets in instruments with a fixed interest rate, including subordinated loans, senior and junior secured and unsecured debt securities and loans in high yield bonds, an increase in interest rates could decrease the value of those fixed rate investments. Rising interest rates may also increase the cost of debt for our underlying portfolio companies, which could adversely impact their financial performance and ability to meet ongoing obligations to the Company. Also, an increase in interest rates available to investors could make investment in our common stock less attractive if we are not able to increase our dividend rate, which could reduce the value of our common stock.

Because we have borrowed money, and may issue preferred stock to finance investments, our net investment income depends, in part, upon the difference between the rate at which we borrow funds or pay dividends on preferred stock and the rate that our investments yield. As a result, we can offer no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. In this period of high interest rates, our cost of funds may increase except to the extent we have issued fixed rate debt or preferred stock, which could reduce our net investment income.

You should also be aware that a change in the general level of interest rates can be expected to lead to a change in the interest rate we receive on many of our debt investments. Accordingly, a change in the interest rate could make it easier for us to meet or exceed the performance threshold and may result in a substantial increase in the amount of Incentive Fees payable to our Adviser with respect to the portion of the Incentive Fee based on income.

       
Target of Litigation                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may be the target of litigation.

We may be the target of securities litigation in the future, particularly if the value of shares of our common stock fluctuates significantly. We could also generally be subject to litigation, including derivative actions by stockholders. In addition, our investment activities subject it to litigation relating to the bankruptcy process and the normal risks of becoming involved in litigation by third parties. This risk is somewhat greater where we exercise control or significant influence over a portfolio company’s direction. Any litigation could result in substantial costs and divert management’s attention and resources from our business and cause a material adverse effect on our business, financial condition and results of operations.

       
Risk of Investors Investing in Common Stock and Debt Securities                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

There is a risk that investors in our common stock may not receive dividends or that our dividends may not grow over time and that investors in our debt securities may not receive all of the interest income to which they are entitled.

We intend to make distributions on a quarterly basis to our stockholders out of assets legally available for distribution. We cannot assure you that we will achieve investment results that will allow us to make a specified level of cash distributions or year-to-year increases in cash distributions. If we declare a dividend and if more stockholders opt to receive cash distributions rather than participate in its reinvestment plan, we may be forced to sell some of its investments in order to make cash dividend payments.

In addition, due to the asset coverage test applicable to us as a BDC, we may be limited in our ability to make distributions. Certain of our credit facilities may also limit our ability to declare dividends if we default under certain provisions. Further, if we invest a greater amount of assets in equity securities that do not pay current dividends, it could reduce the amount available for distribution.

The above-referenced restrictions on distributions may also inhibit our ability to make required interest payments to holders of our debt, which may cause a default under the terms of its debt agreements. Such a default could materially increase our cost of raising capital, as well as cause us to incur penalties under the terms of its debt agreements.

       
Uncertainty to Fair Value of Portfolio Investments                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The majority of our portfolio investments are recorded at fair value as determined in good faith by Adviser as Valuation Designee with approval from our Board and, as a result, there may be uncertainty as to the value of our portfolio investments.

 

Many of our portfolio investments are in the form of loans and securities that are not publicly traded. The fair value of loans, securities and other investments that are not publicly traded may not be readily determinable, and we will value these investments at fair value as determined by the Adviser as Valuation Designee in good faith in accordance with Rule 2a-5 and with the approval of our Board, including to reflect significant events affecting the value of our investments. Most, if not all, of our investments (other than cash and cash equivalents) will be classified as Level 3 under the FASB Accounting Standards Codification, Fair Value Measurements and Disclosures (ASC Topic 820). This means that our portfolio valuations will be based on unobservable inputs and our own assumptions about how market participants would price the asset or liability in question. We expect that inputs into the determination of fair value of our portfolio investments will require significant management judgment or estimation. Even if observable market data are available, such information may be the result of consensus pricing information or broker quotes, which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by disclaimers materially reduces the reliability of such information. We retain the services of one or more independent service providers to review the valuation of these loans and securities. However, the ultimate determination of fair value will be made by the Adviser as Valuation Designee with approval by our Board and not by such third-party valuation firm. The types of factors that the Valuation Designee may take into account in determining the fair value of our investments generally include, as appropriate, comparison to publicly-traded securities including such factors as yield, maturity and measures of credit quality, the enterprise value of a portfolio company, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flow, the markets in which the portfolio company does business, changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made in the future, comparisons to publicly traded companies, relevant credit market indices and other relevant factors.

Because such valuations, and particularly valuations of private securities and private companies, are inherently uncertain, may fluctuate over short periods of time and may be based on estimates, our determinations of fair value may differ materially from the values that would have been used if a ready market for these loans and securities existed. Also, since these valuations are, to a large extent, based on estimates, comparisons and qualitative evaluations of private information, our fair valuation process could make it more difficult for investors to accurately value our investments and could lead to undervaluation or overvaluation of our securities. In addition, the valuation of these types of securities may result in substantial write-downs and earnings volatility. Also, privately held companies frequently have less diverse product lines and smaller market presence than larger public competitors.

Our NAV could be adversely affected if our determinations regarding the fair value of our investments were materially higher than the values that we ultimately realize upon the disposal of such loans and securities. Further, our NAV as of a particular date may be materially greater than or less than the value that would be realized if our assets were to be liquidated as of such date. For example, if we were required to sell a certain asset or all or a substantial portion of our assets on a particular date, the actual price that we would realize upon the disposition of such asset or assets could be materially less than the value of such asset or assets as reflected in our NAV. Volatile market conditions could also cause reduced liquidity in the market for certain assets, which could result in liquidation values that are materially less than the values of such assets as reflected in the NAV.

We will adjust quarterly the valuation of our portfolio to reflect the fair value of each investment in our portfolio. Any changes in fair value are recorded in our statement of operations as net change in unrealized appreciation or depreciation.

In addition, the participation of the Adviser in the valuation process could result in a conflict of interest as the management fee payable is based on our gross assets and the incentive fees earned by the Adviser will be based, in part, on unrealized gains and losses.

        
Laws or Regulations Adversely Affect Business                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

New or modified laws or regulations governing our operations may adversely affect our business.

We and our portfolio companies are subject to regulation by laws at the U.S. federal, state and local levels. These laws and regulations, as well as their interpretation, may change from time to time, including as the result of interpretive guidance or other directives from the U.S. President and others in the executive branch, and new laws, regulations and interpretations may also come into effect. Any such new or changed laws or regulations could have a material adverse effect on our business. In addition, if we do not comply with applicable laws and regulations, we could lose any licenses that we then hold for the conduct of its business and may be subject to civil fines and criminal penalties.

Additionally, changes to the laws and regulations governing our operations, including those associated with RICs, may cause us to alter our investment strategy in order to avail our self of new or different opportunities or result in the imposition of corporate-level taxes on us. Such changes could result in material differences to the strategies and plans set forth therein and may shift our investment focus from the areas of Crescent’s expertise to other types of investments in which Crescent may have little or no expertise or experience. Any such changes, if they occur, could have a material adverse effect on our results of operations and the value of an

investor’s investment. If we invest in commodity interests in the future, the Adviser may determine not to use investment strategies that trigger additional regulation by the U.S. Commodity Futures Trading Commission (“CFTC”) or may determine to operate subject to CFTC regulation, if applicable. If we or the Adviser were to operate subject to CFTC regulation, we may incur additional expenses and would be subject to additional regulation.

On January 20, 2021, Mr. Joseph R. Biden was inaugurated as President of the United States. As a candidate, President Biden called for significant policy changes and the reversal of several of the prior presidential administration’s policies, including significant changes to U.S. fiscal, tax, trade, healthcare, immigration, foreign, and government regulatory policy. To the extent the U.S. Congress or the current presidential administration implements changes to U.S. policy, those changes may impact, among other things, the U.S. and global economy, international trade and relations, unemployment, immigration, corporate taxes, healthcare, the U.S. regulatory environment, inflation, interest rates, fiscal or monetary policy and other areas in ways that adversely impact us or our portfolio companies.

Further, there has been increasing commentary amongst regulators and intergovernmental institutions, including the Financial Stability Board and International Monetary Fund, on the topic of so called “shadow banking” (a term generally taken to refer to credit intermediation involving entities and activities outside the regulated banking system). We are an entity outside the regulated banking system and certain of our activities may be argued to fall within this definition and, in consequence, may be subject to regulatory developments. As a result, we and the Adviser could be subject to increased levels of oversight and regulation. This could increase costs and limit operations. In an extreme eventuality, it is possible that such regulations could render our continued operation unviable and lead to our premature termination or restructuring.

       
Risks Related to Corporate Social Responsibility                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We are subject to risks related to corporate social responsibility.

Our business (including that of our portfolio companies) faces increasing public scrutiny related to environmental, social and governance (“ESG”) activities, which are increasingly considered to contribute to the long-term sustainability of a company’s performance. A variety of organizations measure the performance of companies on ESG topics, and the results of these assessments are widely publicized. In addition, investment in funds that specialize in companies that perform well in such assessments are increasingly popular, and major institutional investors have publicly emphasized the importance of such ESG measures to their investment decisions. Crescent also recognizes the importance of considering ESG factors in the investment-decision making process in accordance with its ESG policy.

We risk damage to our brand and reputation if we fail to act responsibly in a number of areas, such as diversity, equity and inclusion, environmental stewardship, support for local communities, corporate governance and transparency and considering ESG factors in our investment processes. Adverse incidents with respect to ESG activities could impact the value of our brand, our relationship with future portfolio companies, the cost of our operations and relationships with investors, all of which could adversely affect our business and results of operations.

Additionally, new regulatory initiatives related to ESG that are applicable to us and our portfolio companies could adversely affect our business. In May 2018, the European Commission adopted an “action plan on financing sustainable growth.” The action plan is, among other things, designed to define and reorient investment toward sustainability. The action plan contemplates: establishing European Union (“EU”) labels for green financial products; increasing disclosure requirements in the financial services sector around ESG and strengthening the transparency of companies on their ESG policies and introducing a ‘green supporting factor’ in the EU prudential rules for banks and insurance companies to incorporate climate risks into banks’ and insurance companies’ risk management policies. There is a risk that a significant reorientation in the market following the implementation of these and further measures could be adverse to our portfolio companies if they are perceived to be less valuable as a consequence of, e.g., their carbon footprint or “greenwashing” (i.e., the holding out of a product as having green or sustainable characteristics where this is not, in fact, the case). We and our portfolio companies are subject to the risk that similar measures might be introduced in other jurisdictions in the future. In addition, the SEC has proposed rules that would require additional disclosures about ESG investment practices by investment advisers and certain funds, including BDCs. The SEC has also proposed rules that, among other matters, would establish a framework for reporting of climate-related risks. At this time, there is uncertainty regarding the scope of these proposed rules and when they would become effective (if at all). Compliance with these proposed rules may be onerous and expensive. Further, compliance with any new laws, regulations or disclosure obligations increases our regulatory burden and could make compliance more difficult and expensive, affect the manner in which we or our portfolio companies conduct our businesses and adversely affect our profitability.

Compliance with any new laws or regulations increases our regulatory burden and could make compliance more difficult and expensive, affect the manner in which we or our portfolio companies conduct our businesses and adversely affect our profitability.

        
Risks Associated With Technological Advances                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We are subject to risks associated with artificial intelligence and machine learning technology.

Recent technological advances in artificial intelligence and machine learning technology pose risks to our Company and our portfolio investments. Our Company and our portfolio investments could be exposed to the risks of artificial intelligence and machine learning technology if third-party service providers or any counterparties, whether or not known to our Company, also use artificial intelligence and machine learning technology in their business activities. We and our portfolio companies may not be in a position to control the use of artificial intelligence and machine learning technology in third-party products or services.

Use of artificial intelligence and machine learning technology could include the input of confidential information in contravention of applicable policies, contractual or other obligations or restrictions, resulting in such confidential information becoming part accessible by other third-party artificial intelligence and machine learning technology applications and users.

Independent of its context of use, artificial intelligence and machine learning technology is generally highly reliant on the collection and analysis of large amounts of data, and it is not possible or practicable to incorporate all relevant data into the model that artificial intelligence and machine learning technology utilizes to operate. Certain data in such models will inevitably contain a degree of inaccuracy and error—potentially materially so—and could otherwise be inadequate or flawed, which would be likely to degrade the effectiveness of artificial intelligence and machine learning technology. To the extent that we or our portfolio investments are exposed to the risks of artificial intelligence and machine learning technology use, any such inaccuracies or errors could have adverse impacts on our Company or our investments.

Artificial intelligence and machine learning technology and its applications, including in the private investment and financial sectors, continue to develop rapidly, and it is impossible to predict the future risks that may arise from such developments.

        
Changes in Tax Laws Affect Business                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Additionally, legislative or other actions relating to taxes could have a negative effect on us.

The rules dealing with U.S. federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Treasury Department. We cannot predict with certainty how any changes in the tax laws might affect us, our common stockholders, or our portfolio companies. New legislation and any U.S. Treasury regulations, administrative interpretations or court decisions interpreting such legislation could significantly and negatively affect our ability to qualify for tax treatment as a RIC or the U.S. federal income tax consequences to us and our common stockholders of such qualification or could have other adverse consequences. Stockholders are urged to consult with their tax advisor regarding tax legislative, regulatory, or administrative developments and proposals and their potential effect on an investment in our securities.

        
Changes to U.S. Trade Policies, Treaties and Tariffs Negative Affect Business                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Changes to United States tariff and import/export regulations may have a negative effect on our portfolio companies and, in turn, harm us.

There has been ongoing discussion and commentary regarding potential significant changes to U.S. trade policies, treaties and tariffs. There continues to exist significant uncertainty about the future relationship between the U.S. and other countries with respect to such trade policies, treaties and tariffs. These developments, or the perception that any of them could occur, may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the U.S. Any of these factors could depress economic activity and restrict our portfolio companies’ access to suppliers or customers and have a material adverse effect on their business, financial condition and results of operations, which in turn would negatively impact us.

        
Lack of Liquidity in Investments Affect Business                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The lack of liquidity in our investments may adversely affect our business.

All of our assets may be invested in illiquid loans and securities, and a substantial portion of our investments in leveraged companies will be subject to legal and other restrictions on resale or will otherwise be less liquid than more broadly traded public securities. The illiquidity of these investments may make it difficult for us to sell such investments if the need arises. In addition, if we are required to liquidate all or a portion of its portfolio quickly, we may realize significantly less than the value at which it has previously recorded its investments. Some of our debt investments may contain interest rate reset provisions that may make it more difficult for the borrowers to make periodic interest payments to us. In addition, some of our debt investments may not pay down principal until the end of their lifetimes, which could result in a substantial loss to us if the portfolio companies are unable to refinance or repay their debts at maturity.

        
Risk in Payment of Adviser Fees                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may be obligated to pay the Adviser certain fees even if we incur a loss.

The Adviser is entitled to incentive fees for each fiscal quarter in an amount equal to a percentage of the excess of our pre-incentive fee net investment income for that quarter (before deducting any incentive fees and certain other items) above a threshold return for that quarter. Our pre-incentive fee net investment income for incentive fee purposes excludes realized and unrealized capital losses or depreciation and income taxes related to realized gains that we may incur in the fiscal quarter, even if such capital losses or depreciation and income taxes related to realized gains result in a net loss on our statement of operations for that quarter. Thus, we may be required to pay the Adviser incentive fees for a fiscal quarter even if there is a decline in the value of our portfolio or the net asset value of our Common Shares or we incur a net loss for that quarter.

If a portfolio company defaults on a loan that is structured to provide interest, it is possible that accrued and unpaid interest previously used in the calculation of incentive fees will become uncollectible. The Adviser is not under any obligation to reimburse us for any part of incentive fees it received that was based on accrued income that we never receive.

        
Risk of Investors Investing in Common Shares and Debt Securities                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

There is a risk that investors in our Common Shares may not receive distributions or that our distributions may not grow over time and that investors in our debt securities may not receive all of the interest income to which they are entitled.

We make distributions to our common stockholders out of assets legally available for distribution. There is no assurance we will pay distributions in any particular amount, if at all. We may fund any distributions from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital to stockholders or offering proceeds, and we have no limits on the amounts we may pay from such sources. In addition, distributions may also be funded in significant part, directly or indirectly, from temporary waivers or expense reimbursements borne by our investment adviser or its affiliates, that may be subject to reimbursement to our investment adviser or its affiliates. The repayment of any amounts owed to the Adviser or our affiliates will reduce future distributions to which you would otherwise be entitled. We cannot assure you that we will achieve investment results that will allow us to make a specified level of cash distributions or year-to-year increases in cash distributions. If we declare a dividend and if more stockholders opt to receive cash distributions rather than participate in its reinvestment plan, we may be forced to sell some of our investments in order to make cash dividend payments.

In addition, due to the asset coverage test applicable to us as a BDC, we may be limited in our ability to make distributions. Certain of our credit facilities may also limit our ability to declare dividends if we default under certain provisions. Further, if we invest a greater amount of assets in equity securities that do not pay current dividends, it could reduce the amount available for distribution.

The above-referenced restrictions on distributions may also inhibit our ability to make required interest payments to holders of our debt, which may cause a default under the terms of its debt agreements. Such a default could materially increase our cost of raising capital, as well as cause us to incur penalties under the terms of its debt agreements.

        
Risk of Distributions                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The amount of any distributions we may make is uncertain. Our distributions may exceed our earnings, particularly during the period before we have substantially invested the net proceeds from our offerings. Therefore, portions of the distributions that we make may represent a return of capital to you that will lower your tax basis in your Common Shares and thereby increase the amount of capital gain (or decrease the amount of capital loss) realized upon a subsequent sale or redemption of such shares and reduce the amount of funds we have for investment in targeted assets.

We may fund our cash distributions to stockholders from any sources of funds available to us, including offering proceeds, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, dividends or other distributions paid to us on account of preferred and common equity investments in portfolio companies and expense reimbursement waivers from the investment adviser or the administrator, if any. Our ability to pay distributions might be adversely affected by, among other things, the impact of one or more of the risk factors described in this registration statement. In addition, the inability to satisfy the asset coverage test applicable to us as a BDC may limit our ability to pay distributions. All distributions are and will be paid at the sole discretion of our Board and will depend on our earnings, our financial condition, maintenance of our RIC status, compliance with applicable BDC regulations and such other factors as our Board may deem relevant from time to time. We cannot assure you that we will continue to pay distributions to our common stockholders in the future. A return of capital is a return of your investment, rather than a return of earnings or gains derived from our investment activities.

        
Risk of Limit on Amount of Funds Use from Available Sources                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We have not established any limit on the amount of funds we may use from available sources, such as borrowings, if any, to fund distributions (which may reduce the amount of capital we ultimately invest in assets).

Stockholders should understand that any distributions made from sources other than cash flow from operations or relying on expense reimbursement waivers, if any, from the Adviser or our administrator are not based on our investment performance, and can only be sustained if we achieve positive investment performance in future periods and/or the Adviser or our administrator continues to makes such expense reimbursements, if any. The extent to which we pay distributions from sources other than cash flow from operations will depend on various factors, including the level of participation in our distribution reinvestment plan, how quickly we invest the proceeds from this and any future offering and the performance of our investments. Stockholders should also understand that our future repayments to the Adviser will reduce the distributions that they would otherwise receive. There can be no assurance that we will achieve such performance in order to sustain these distributions, or be able to pay distributions at all. The Adviser and our administrator have no obligation to waive fees or receipt of expense reimbursements, if any.

        
Risk of Find in Suitable Replacement of Adviser and Administrator                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our Adviser and administrator each have the ability to resign on 120 days’ and 60 days’ notice, respectively, and we may not be able to find a suitable replacement within that time, resulting in a disruption in operations that could adversely affect our financial condition, business and results of operations.

Our Adviser has the right under the Investment Advisory Agreement to resign as our investment adviser at any time upon not less than 120 days’ written notice, whether we have found a replacement or not. Similarly, our administrator has the right under the Administration Agreement to resign at any time upon not less than 60 days’ written notice, whether we have found a replacement or not. If the Adviser or administrator were to resign, we may not be able to find a new investment adviser or administrator, as applicable, or hire internal management with similar expertise and ability to provide the same or equivalent services on acceptable terms within 120 days or 60 days, respectively, or at all. If we are unable to do so quickly, our operations are likely to experience a disruption, our financial condition, business and results of operations as well as our ability to pay distributions to our common stockholders are likely to be adversely affected and the market price of our shares may decline. In addition, the coordination of our internal management and investment or administrative activities, as applicable, is likely to suffer if we are unable to identify and reach an agreement with a single institution or group of executives having the expertise possessed by our investment adviser and administrator, as applicable. Even if we are able to retain a comparable service provider or individuals performing such services are retained, whether internal or external, their integration and lack of familiarity with our investment objectives may result in additional costs and time delays that may adversely affect our business, financial condition, results of operations and cash flows.

In addition, if the Adviser resigns or is terminated, we would lose the benefits of our relationship with Crescent, including the use of its communication and information systems, market expertise, sector and macroeconomic views and due diligence capabilities, as well as any investment opportunities referred to us by Crescent, and we would be required to change our name, which may have a material adverse impact on our operations.

       
Sarbanes-oxley Act, and the Related Rules for Public Company                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

As a public company, we are subject to regulations not applicable to private companies, such as provisions of the Sarbanes-Oxley Act. Efforts to comply with such regulations will involve significant expenditures, and such regulations may adversely affect us.

As a public company, we are subject to the Sarbanes-Oxley Act, and the related rules and regulations promulgated by the SEC. We are required to review on an annual basis our internal control over financial reporting, and on a quarterly and annual basis to evaluate and disclose changes in our internal control over financial reporting. This process also will result in a diversion of our management’s time and attention. We cannot be certain of when our evaluation, testing and remediation actions will be completed or the impact of the same on our operations. In addition, we may be unable to ensure that the process is effective or that our internal controls over financial reporting are or will be effective in a timely manner. In the event that we are unable to develop or maintain an effective system of internal controls and maintain or achieve compliance with the Sarbanes-Oxley Act and related rules, we may be adversely affected.

        
Risk of Emerging Growth Company under JOBS Act                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We are an “emerging growth company” under the JOBS Act, and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our Common Shares less attractive to investors.

We are and we will remain an “emerging growth company” as defined in the JOBS Act until the earlier of (a) the last day of the fiscal year (i) in which we have total annual gross revenue of at least $1 billion, or (ii) in which we are deemed to be a large accelerated filer, which means the market value of our Common Shares that is held by non-affiliates exceeds $700 million as of the date of our most recently completed second fiscal quarter, and (b) the date on which we have issued more than $1.0 billion in non-convertible debt during the prior three-year period. For so long as we remain an “emerging growth company,” we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. We cannot predict if investors will find our Common Shares less attractive because we will rely on some or all of these exemptions. If some investors find our Common Shares less attractive as a result, there may be a less active trading market for our Common Shares and our share price may be more volatile.

In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1993, as amended (the “Securities Act”) the for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We will take advantage of the extended transition period for complying with new or revised accounting standards, which may make it more difficult for investors and securities analysts to evaluate us since our financial statements may not be comparable to companies that comply with public company effective dates and may result in less investor confidence.

        
Risk of Obtain All Required State Licenses                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may not be able to obtain all required state licenses.

We may be required to obtain various state licenses in order to, among other things, originate commercial loans. Applying for and obtaining required licenses can be costly and take several months. There is no assurance that we will obtain all of the licenses that we need on a timely basis. Furthermore, we will be subject to various information and other requirements in order to obtain and maintain these licenses, and there is no assurance that we will satisfy those requirements. Our failure to obtain or maintain licenses might restrict investment options and have other adverse consequences.

        
Risks Relating to Ascertainable Market Conditions                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Price declines and illiquidity in the corporate debt markets may adversely affect the fair value of our portfolio investments, reducing NAV through increased net unrealized depreciation.

As a BDC, we are required to carry its investments at market value or, if no market value is ascertainable, at fair value as determined in good faith by the our Board, as described above in “ —Risks Relating to our Business and Structure—The majority of our portfolio investments are recorded at fair value as determined in good faith by Adviser as Valuation Designee with approval from our Board and, as a result, there may be uncertainty as to the value of our portfolio investments.”

When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, we use the pricing indicated by the external event to corroborate our valuation. While most of our investments are not publicly traded, applicable accounting standards require us to assume as part of its valuation process that its investments are sold in a principal market to market participants (even if we plan on holding an investment through its maturity). As a result, volatility in the capital markets can also adversely affect our investment valuations. We record decreases in the market values or fair values of our investments as unrealized depreciation. Declines in prices and liquidity in the corporate debt markets may result in significant net unrealized depreciation in our portfolio. The effect of all of these factors on our portfolio may reduce our NAV by increasing net unrealized depreciation in our portfolio. Depending on market conditions, we could incur substantial realized losses and may suffer additional unrealized losses in future periods, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.

       
Risks Relating to Portfolio Companies Unable to Repay or Refinance Outstanding Principal                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity, and rising interests rates may make it more difficult for portfolio companies to make periodic payments on their loans.

Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity. This risk and the risk of default is increased to the extent that the loan documents do not require the portfolio companies to pay down the outstanding principal of such debt prior to maturity. In addition, if general interest rates rise, there is a risk that our portfolio companies will be unable to pay escalating interest amounts, which could result in a default under their loan documents with us. Any failure of one or more portfolio companies to repay or refinance its debt at or prior to maturity or the inability of one or more portfolio companies to make ongoing payments following an increase in contractual interest rates could have a material adverse effect on our business, financial condition, results of operations and cash flows.

       
Risks Relating to Repayment of Prior to Maturity                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We will be subject to the risk that the debt investments we make in our portfolio companies may be repaid prior to maturity.

We expect that our investments will generally allow for repayment at any time subject to certain penalties. When such prepayment occurs, we intend to generally reinvest these proceeds in temporary investments, pending their future investment in accordance with our investment strategy. These temporary investments will typically have substantially lower yields than the debt being prepaid, and we could experience significant delays in reinvesting these amounts. Any future investment may also be at lower yields than the debt that was repaid. As a result, our results of operations could be materially adversely affected if one or more of our portfolio companies elects to prepay amounts owed to us. Additionally, prepayments could negatively impact our ability to pay, or the amount of, dividends on our common stock, which could result in a decline in the market price of our shares.

        
Risks of Inflation                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Inflation has adversely affected and may continue to adversely affect the business, results of operations and financial condition of our portfolio companies.

Certain of our portfolio companies may be in industries that have been, or are expected to be, impacted by inflation. Recent inflationary pressures have increased the costs of labor, energy and raw materials and have adversely affected consumer spending, economic growth and our portfolio companies’ operations. If such portfolio companies are unable to pass any increases in their costs of operations along to their customers, it could adversely affect their operating results and impact their ability to pay interest and principal on our loans, particularly if interest rates rise in response to inflation. In addition, any projected future decreases in our portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our investments could result in future realized or unrealized losses and therefore reduce our net assets resulting from operations. Additionally, the U.S. Federal Reserve has raised, and has indicated its intent to continue raising, certain benchmark interest rates in an effort to combat inflation. See “—We are exposed to risks associated with changes in interest rates.”

        
Risks Related to Invest in Middle-Market Companies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We typically invest in middle-market companies, which involves higher risk than investments in large companies.

Investment in private and middle-market companies involves a number of significant risks. Generally, limited public information exists about these companies, and we will rely on the ability of Crescent’s investment professionals to obtain adequate information to evaluate the potential returns from investing in these companies. If we are unable to uncover all material information about these companies, we may not make a fully informed investment decision and may lose money on its investments. Middle-market companies may have limited financial resources and may be unable to meet their obligations under their loans and debt securities that we hold, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of our realizing any guarantees that it may have obtained in connection with its investment. In addition, such companies typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns. Additionally, middle-market companies are more likely to depend on the management talents and efforts of a small group of persons. Therefore, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on one or more of the portfolio companies we invest in and, in turn, on us. Middle-market companies also may be parties to litigation and may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence. In addition, our executive officers, directors and the Adviser may, in the ordinary course of business, be named as defendants in litigation arising from our investments in portfolio companies.

 

In addition, investment in middle-market companies involves a number of other significant risks, including:

•
they typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns;
•
they generally have less predictable operating results, may from time to time be parties to litigation, may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence, and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position;
•
changes in laws and regulations, as well as their interpretations, may adversely affect their business, financial structure or prospects; and
•
they may have difficulty accessing the capital markets to meet future capital needs, which may limit their ability to grow or to repay their outstanding indebtedness upon maturity.
        
Risks Related to Investment                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our investments may be risky and we could lose all or part of our investment.

The debt that we invest in is typically not initially rated by any rating agency, but we believe that if such investments were rated, they would be below investment grade (rated lower than “Baa3” by Moody’s Investors Service, lower than “BBB-” by Fitch Ratings or lower than “BBB-” by Standard & Poor’s Ratings Services). Below investment grade securities have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. Bonds that are rated below investment grade are sometimes referred to as “high yield bonds” or “junk bonds.” Therefore, our investments may result in an above average amount of risk and volatility or loss of principal. While the debt we invest in is often secured, such security does not guarantee that we will receive principal and interest payments according to the terms of the loan, or that the value of any collateral will be sufficient to allow us to recover all or a portion of the outstanding amount of the loan should we be forced to enforce our remedies.

Some of the loans in which we may invest directly or indirectly through investments in CDOs, CLOs or other types of structured entities may be “covenant-lite” loans, which means the loans contain fewer covenants than other loans (in some cases, none) and may not include terms which allow the lender to monitor the performance of the borrower and declare a default if certain criteria are breached. An investment by us in a covenant-lite loan may potentially hinder the ability to reprice credit risk associated with the issuer and reduce the ability to restructure a problematic loan and mitigate potential loss. We may also experience delays in enforcing our rights under covenant-lite loans. Furthermore, we will generally not have direct rights against the underlying borrowers or entities that sponsor CLOs, which means we will not be able to directly enforce any rights and remedies in the event of a default of a loan held by a CLO vehicle. As a result of these risks, our exposure to losses may be increased, which could result in an adverse impact on our net income and net asset value.

We also may invest in assets other than first and second lien and subordinated debt investments, including high-yield securities, U.S. government securities, credit derivatives and other structured securities and certain direct equity investments. These investments entail additional risks that could adversely affect our investment returns.

        
Risks Related to Invest in High Yield Debt or Below Investment Grade Securities                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may invest in high yield debt, or below investment grade securities, which has greater credit and liquidity risk than more highly rated debt obligations.

We may also invest in debt securities which will not be rated by any rating agency and, if they were rated, would be rated as below investment grade quality. Bonds that are rated below investment grade are sometimes referred as “high yield bonds” or “junk bonds.” Below investment grade securities have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. They may also be illiquid and difficult to value.

        
Risks Related to Investments in Equity Securities                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Investments in equity securities, many of which are illiquid with no readily available market, involve a substantial degree of risk.

We may purchase common and other equity securities. Although common stock has historically generated higher average total returns than fixed income securities over the long-term, common stock also has experienced significantly more volatility in those returns. The equity securities we acquire may fail to appreciate and may decline in value or become worthless and our ability to recover our investment will depend on the underlying portfolio company’s success. Investments in equity securities involve a number of significant risks, including:

•
any equity investment we make in a portfolio company could be subject to further dilution as a result of the issuance of additional equity interests and to serious risks as a junior security that will be subordinate to all indebtedness (including trade creditors) or senior securities in the event that the issuer is unable to meet its obligations or becomes subject to a bankruptcy process;
•
to the extent that the portfolio company requires additional capital and is unable to obtain it, we may not recover our investment; and
•
in some cases, equity securities in which we invest will not pay current dividends, and our ability to realize a return on our investment, as well as to recover our investment, will be dependent on the success of the portfolio company. Even if the portfolio company is successful, our ability to realize the value of our investment may be dependent on the occurrence of a liquidity event, such as a public offering or the sale of the portfolio company. It is likely to take a significant amount of time before a liquidity event occurs or we can otherwise sell our investment. In addition, the equity securities we receive or invest in may be subject to restrictions on resale during periods in which it could be advantageous to sell them.

There are special risks associated with investing in preferred securities, including:

•
preferred securities may include provisions that permit the issuer, at its discretion, to defer distributions for a stated period without any adverse consequences to the issuer. If we own a preferred security that is deferring its distributions, we may be required to report income for tax purposes before we receive such distributions;
•
preferred securities are subordinated to debt in terms of priority to income and liquidation payments, and therefore will be subject to greater credit risk than debt;
•
preferred securities may be substantially less liquid than many other securities, such as common stock or U.S. government securities; and
•
generally, preferred security holders have no voting rights with respect to the issuing company, subject to limited exceptions.

Additionally, when we invest in first lien senior secured loans (including “unitranche” loans, which are loans that combine both senior and subordinated debt, generally in a first lien position), second lien senior secured loans or subordinated debt, we may acquire warrants or other equity securities as well. Our goal is ultimately to dispose of such equity interests and realize gains upon our disposition of such interests. However, the equity interests we receive may not appreciate in value and, in fact, may decline in value. Accordingly, we may not be able to realize gains from our equity interests and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience.

We may invest, to the extent permitted by law, in the equity securities of investment funds that are operating pursuant to certain exceptions to the 1940 Act and in advisers to similar investment funds and, to the extent we so invest, will bear our ratable share of any such company’s expenses, including management and performance fees. We will also remain obligated to pay the management fee and incentive fees to our investment adviser with respect to the assets invested in the securities and instruments of such companies. With respect to each of these investments, each of our common stockholders will bear his or her share of the management fee and incentive fees due to our investment adviser as well as indirectly bearing the management and performance fees and other expenses of any such investment funds or advisers.

        
Risks Related to Syndicated Loans                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may be subject to risks associated with syndicated loans.

From time to time, our investments may consist of syndicated loans that were not originated by us or our investment adviser. Under the documentation for such loans, a financial institution or other entity typically is designated as the administrative agent and/or collateral agent. This agent is granted a lien on any collateral on behalf of the other lenders and distributed payments on the indebtedness as they are received. The agent is the party responsible for administering and enforcing the loan and generally may take actions only in accordance with the instructions of a majority or two-thirds in commitments and/or principal amount of the associated indebtedness. Accordingly, we may be precluded from directing such actions unless we or our investment adviser is the designated administrative agent or collateral agent or we act together with other holders of the indebtedness. If we are unable to direct such actions, we cannot assure you that the actions taken will be in our best interests.

There is a risk that a loan agent may become bankrupt or insolvent. Such an event would delay, and possibly impair, any enforcement actions undertaken by holders of the associated indebtedness, including attempts to realize upon the collateral securing the associated indebtedness and/or direct the agent to take actions against the related obligor or the collateral securing the associated indebtedness and actions to realize on proceeds of payments made by obligors that are in the possession or control of any other financial institution. In addition, we may be unable to remove the agent in circumstances in which removal would be in our best interests. Moreover, agented loans typically allow for the agent to resign with certain advance notice.

        
Risks of Disposition of Investments Result in Contingent Liabilities                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The disposition of our investments may result in contingent liabilities.

We currently expect that substantially all of our investments will involve loans and private securities. In connection with the disposition of an investment in loans and private securities, we may be required to make representations about the business and financial affairs of the portfolio company typical of those made in connection with the sale of a business. We may also be required to indemnify the purchasers of such investment to the extent that any such representations turn out to be inaccurate or with respect to potential liabilities. These arrangements may result in contingent liabilities that ultimately result in funding obligations that we must satisfy through its return of distributions previously made to us.

        
Risks of Subordinated Investments                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our subordinated investments may be subject to greater risk than investments that are not similarly subordinated.

We may make subordinated investments that rank below other obligations of the borrower in right of payment. Subordinated investments are subject to greater risk of default than senior obligations as a result of adverse changes in the financial condition of the borrower or in general economic conditions. If we make a subordinated investment in a portfolio company, the portfolio company may be highly leveraged, and its relatively high debt-to-equity ratio may create increased risks that its operations might not generate sufficient cash flow to service all of its debt obligations.

       
Risks Related to Debt Investments to Claims of Other Creditor or Lender Liability Claims                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

There may be circumstances in which our debt investments could be subordinated to claims of other creditors or we could be subject to lender liability claims.

If one of our portfolio companies were to go bankrupt, even though we may have structured our interest as senior debt, depending on the facts and circumstances, a bankruptcy court might recharacterize our debt holding as an equity investment and subordinate all or a portion of our claim to that of other creditors. In addition, lenders can be subject to lender liability claims for actions taken by them where they become too involved in the borrower’s business or exercise control over the borrower. For example, we could become subject to a lender’s liability claim, if, among other things, we actually render significant managerial assistance.

        
Risks Related to Hold the Debt Securities of Leveraged Companies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may hold the debt securities of leveraged companies.

Investment in leveraged companies involves a number of significant risks. Leveraged companies in which we invest may have limited financial resources and may be unable to meet their obligations under their loans and debt securities that we hold. Such developments may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of our realizing any guarantees that it may have obtained in connection with its investment. Smaller leveraged companies also may have less predictable operating results and may require substantial additional capital to support their operations, finance their expansion or maintain their competitive position.

Leveraged companies may experience bankruptcy or similar financial distress. The bankruptcy process has a number of significant inherent risks. Many events in a bankruptcy proceeding are the product of contested matters and adversary proceedings and are beyond the control of the creditors. A bankruptcy filing by a portfolio company may adversely and permanently affect the portfolio company. If the proceeding is converted to a liquidation, the value of the portfolio company may not equal the liquidation value that was believed to exist at the time of the investment. The duration of a bankruptcy proceeding is also difficult to predict, and a creditor’s return on investment can be adversely affected by delays until the plan of reorganization or liquidation ultimately becomes effective.

The administrative costs in connection with a bankruptcy proceeding are frequently high and would be paid out of the debtor’s estate prior to any return to creditors. Because the standards for classification of claims under bankruptcy law are vague, our influence with respect to the class of securities or other obligations that we own may be lost by increases in the number and amount of claims in the same class or by different classification and treatment. In the early stages of the bankruptcy process, it is often difficult to estimate the extent of, or even to identify, any contingent claims that might be made. In addition, certain claims that have priority by law (for example, claims for taxes) may be substantial.

       
Portfolio Companies May Incur Debt or Issue Equity Securities Rank Equally With, or Senior to, Investments in Such Companies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our portfolio companies may incur debt or issue equity securities that rank equally with, or senior to, our investments in such companies.

Our portfolio companies may have, or may be permitted to incur, other debt, or issue other equity securities, that rank equally with, or senior to, our investments. By their terms, such instruments may provide that the holders are entitled to receive payment of dividends, interest or principal on or before the dates on which we are entitled to receive payments in respect of our investments. These debt investments would usually prohibit the portfolio companies from paying interest on or repaying our investments in the event and during the continuance of a default under such debt. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio company, holders of securities ranking senior to our investment in that portfolio company typically are entitled to receive payment in full before we receive any distribution in respect of our investment. After repaying such holders, the portfolio company may not have any remaining assets to use for repaying its obligation to us. In the case of securities ranking equally with our investments, we would have to share on an equal basis any distributions with other security holders in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant portfolio company.

The rights we may have with respect to the collateral securing any junior priority loans we make to our portfolio companies may also be limited pursuant to the terms of one or more intercreditor agreements (including agreements governing “first out” and “last out” structures) that we enter into with the holders of senior debt. Under such an intercreditor agreement, at any time that senior obligations are outstanding, we may forfeit certain rights with respect to the collateral to the holders of the senior obligations. These rights may include the right to commence enforcement proceedings against the collateral, the right to control the conduct of such enforcement proceedings, the right to approve amendments to collateral documents, the right to release liens on the collateral and the right to waive past defaults under collateral documents. We may not have the ability to control or direct such actions, even if as a result our rights as junior lenders are adversely affected.

        
Debt or Minority Equity Investor in a Portfolio Company, Not in a Position to Exert Influence on Entity, Other Equity Holders and Management                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

When we are a debt or minority equity investor in a portfolio company, we are often not in a position to exert influence on the entity, and other equity holders and management of the company may make decisions that could decrease the value of our investment in such portfolio company.

When we make debt or minority equity investments, we are subject to the risk that a portfolio company may make business decisions with which we disagree and the other equity holders and management of such company may take risks or otherwise act in ways that do not serve our interests. As a result, a portfolio company may make decisions that could decrease the value of our investment.

        
Portfolio Companies May Be Highly Leveraged                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our portfolio companies may be highly leveraged.

Some of our portfolio companies may be highly leveraged, which may have adverse consequences to these companies and to us as an investor. These companies may be subject to restrictive financial and operating covenants and the leverage may impair these companies’ ability to finance their future operations and capital needs. As a result, these companies’ flexibility to respond to changing business and economic conditions and to take advantage of business opportunities may be limited. Further, a leveraged company’s income and net assets will tend to increase or decrease at a greater rate than if borrowed money were not used.

        
Investments in Foreign Companies May Involve Significant Risks in Addition to the Risks Inherent in U.S. Investments                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our investments in foreign companies may involve significant risks in addition to the risks inherent in U.S. investments.

Our investment strategy contemplates potential investments in foreign companies. Investing in foreign companies may expose us to additional risks not typically associated with investing in U.S. companies. These risks include changes in exchange control regulations, political and social instability, expropriation, imposition of foreign taxes (potentially at confiscatory levels), less liquid markets, less available information than is generally the case in the U.S., higher transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations, lack of uniform accounting and auditing standards and greater price volatility.

Although we expect most of our investments will be U.S. dollar denominated, our investments that are denominated in a foreign currency will be subject to the risk that the value of a particular currency will change in relation to one or more other currencies. Among the factors that may affect currency values are trade balances, the level of short-term interest rates, differences in relative values of similar assets in different currencies, long-term opportunities for investment and capital appreciation and political developments. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us.

        
Diligence Process Adviser Undertakes in Investments May Not Reveal All the Facts Relevant in an Investment                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The due diligence process that the Adviser undertakes in connection with our investments may not reveal all the facts that may be relevant in connection with an investment.

The Adviser’s due diligence may not reveal all of a company’s liabilities and may not reveal other weaknesses in its business. There can be no assurance that our due diligence process will uncover all relevant facts that would be material to an investment decision. Before making an investment in, or a loan to, a company, the Adviser will assess the strength and skills of the company’s management team and other factors that it believes are material to the performance of the investment. In making the assessment and otherwise conducting customary due diligence, the Adviser will rely on the resources available to it and, in some cases, an investigation by third parties. This process is particularly important and highly subjective with respect to newly organized entities because there may be little or no information publicly available about the entities. We may make investments in, or loans to, companies, including middle market companies, which are not subject to public company reporting requirements, including requirements regarding preparation of financial statements, and will, therefore, depend upon the compliance by investment companies with their contractual reporting obligations and the ability of the Adviser’ investment professionals to obtain adequate information to evaluate the potential returns from investing in these companies. If we and the Adviser are unable to uncover all material information about these companies, we may not make a fully informed investment decision and may lose money on our investments. As a result, the evaluation of potential investments and the ability to perform due diligence on and effective monitoring of investments may be impeded, and we may not realize the returns that it expects on any particular investment. In the event of fraud by any company in which we invest or with respect to which we make a loan, we may suffer a partial or total loss of the amounts invested in that company. 		       
Risk Under Hedging Transactions                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may be subject to risks under hedging transactions and may become subject to risk if it invests in non-U.S. securities.

The 1940 Act generally requires that 70% of our investments be in issuers each of whom is organized under the laws of, and has its principal place of business in, any state of the United States, the District of Columbia, Puerto Rico, the Virgin Islands or any other possession of the United States. However, our portfolio may include debt securities of non-U.S. companies, including emerging market issuers, to the limited extent such transactions and investments would not cause us to violate the 1940 Act. We expect that these investments would focus on the same secured debt, unsecured debt and related equity security investments that we make in U.S. middle-market companies and, accordingly, would be complementary to our overall strategy and enhance the diversity of our holdings. Investing in loans and securities of emerging market issuers involves many risks including economic, social, political, financial, tax and security conditions in the emerging market, potential inflationary economic environments, regulation by foreign governments, different accounting standards and political uncertainties. Economic, social, political, financial, tax and security conditions also could negatively affect the value of emerging market companies. These factors could include changes in exchange control regulations, political and social instability, expropriation, imposition of foreign taxes, less liquid markets and less available information than is generally the case in the United States, higher transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations or judgments or foreclosing on collateral, lack of uniform accounting and auditing standards and greater price volatility.

 

Engaging in either hedging transactions or investing in foreign loans and securities would entail additional risks to our stockholders. We could, for example, use instruments such as interest rate swaps, caps, collars and floors and, if we were to invest in foreign loans and securities, we could use instruments such as forward contracts or currency options and borrow under a credit facility in currencies selected to minimize our foreign currency exposure. In each such case, we generally would seek to hedge against fluctuations of the relative values of our portfolio positions from changes in market interest rates or currency exchange rates. Hedging against a decline in the values of our portfolio positions would not eliminate the possibility of fluctuations in the values of such positions or prevent losses if the values of the positions declined. However, such hedging could establish other positions designed to gain from those same developments, thereby offsetting the decline in the value of such portfolio positions. Such hedging transactions could also limit the opportunity for gain if the values of the underlying portfolio positions increased. Moreover, it might not be possible to hedge against an exchange rate or interest rate fluctuation that was so generally anticipated that we would not be able to enter into a hedging transaction at an acceptable price.

While we may enter into such transactions to seek to reduce currency exchange rate and interest rate risks, unanticipated changes in currency exchange rates or interest rates could result in poorer overall investment performance than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments used in a hedging strategy and price movements in the portfolio positions being hedged could vary. Moreover, for a variety of reasons, we might not seek to establish a perfect correlation between the hedging instruments and the portfolio holdings being hedged. Any such imperfect correlation could prevent us from achieving the intended hedge and expose us to risk of loss. In addition, it might not be possible for us to hedge fully or perfectly against currency fluctuations affecting the value of securities denominated in non-U.S. currencies because the value of those loans and securities would likely fluctuate as a result of factors not related to currency fluctuations. 		       
Anticipated Gains on Equity Interests                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may not realize anticipated gains on the equity interests in which we invest.

When we invest in loans and debt securities, we may acquire warrants or other equity securities of portfolio companies as well. We may also invest in equity securities directly. To the extent we hold equity investments, we will attempt to dispose of them and realize gains upon such disposition. However, the equity interests we receive may not appreciate in value and, may decline in value. As a result, we may not be able to realize gains from our equity interests, and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience. 		       
Healthcare Laws and Regulations to Portfolio Companies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Changes in healthcare laws and other regulations applicable to some of our portfolio companies businesses may constrain their ability to offer their products and services.

Changes in healthcare or other laws and regulations applicable to the businesses of some of our portfolio companies may occur that could increase their compliance and other costs of doing business, require significant systems enhancements, or render their products or services less profitable or obsolete, any of which could have a material adverse effect on their results of operations. There has also been an increased political and regulatory focus on healthcare laws in recent years, and new legislation could have a material effect on the business and operations of some of our portfolio companies. 		       
Investments in Consumer Products and Services Sector                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our investments in the consumer products and services sector are subject to various risks including cyclical risks associated with the overall economy.

General risks of companies in the consumer products and services sector include cyclicality of revenues and earnings, economic recession, currency fluctuations, changing consumer tastes, extensive competition, product liability litigation and increased government regulation. Generally, spending on consumer products and services is affected by the health of consumers. Companies in the consumer products and services sectors are subject to government regulation affecting the permissibility of using various food additives and production methods, which regulations could affect company profitability. A weak economy and its effect on consumer spending would adversely affect companies in the consumer products and services sector. 		       
Investments in Financial Services                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our investments in the financial services sector are subject to various risks including volatility and extensive government regulation.

These risks include the effects of changes in interest rates on the profitability of financial services companies, the rate of corporate and consumer debt defaults, price competition, governmental limitations on a company’s loans, other financial commitments, product lines and other operations and recent ongoing changes in the financial services industry (including consolidations, development of new products and changes to the industry’s regulatory framework). There is continued instability and volatility in the financial markets. Insurance companies have additional risks, such as heavy price competition, claims activity and marketing competition, and can be particularly sensitive to specific events such as man-made and natural disasters (including weather catastrophes), climate change, terrorism, mortality risks and morbidity rates. 		       
Investment in Technology Companies                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our investments in technology companies are subject to many risks, including volatility, intense competition, shortened product life cycles, litigation risk and periodic downturn.

We have invested and will continue investing in technology companies, many of which may have narrow product lines and small market shares, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as to general economic downturns. The revenues, income (or losses), and valuations of technology-related companies can and often do fluctuate suddenly and dramatically. In addition, technology related markets are generally characterized by abrupt business cycles and intense competition, where the leading companies in any particular category may hold a highly concentrated percentage of the overall market share.

Therefore, our portfolio companies may face considerably more risk of loss than do companies in other industry sectors. 		       
Effect of Global Climate Change                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The effect of global climate change may impact the operations of our portfolio companies.

Climate change creates physical and financial risk and some of our portfolio companies may be adversely affected by climate change. For example, the needs of customers of energy companies vary with weather conditions, primarily temperature and humidity. To the extent weather conditions are affected by climate change, energy use could increase or decrease depending on the duration and magnitude of any changes. Increases in the cost of energy could adversely affect the cost of operations of our portfolio companies if the use of energy products or services is material to their business. A decrease in energy use due to weather changes may affect some of our portfolio companies' financial condition, through decreased revenues. Extreme weather conditions in general require more system backup, adding to costs, and can contribute to increased system stresses, including service interruptions. Other risks associated with climate change include risks related to the impact of climate-related legislation and regulation (both domestically and internationally), as well as risks related to climate-related business trends.

        
Investment in Common Shares                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Investing in our common shares may involve an above average degree of risk.

The investments we make in accordance with our investment objectives may result in a higher amount of risk than alternative investment options and volatility or loss of principal, including the risk that the investor may lose their entire investment. Our investments in portfolio companies may be highly speculative and aggressive and, therefore, an investment in our securities may not be suitable for someone with lower risk tolerance.

        
Investors Subject to Exchange Act Filing Requirements                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Certain investors will be subject to Exchange Act filing requirements.

Because our Common Shares will be registered under the Exchange Act, ownership information for any person who beneficially owns 5% or more of our Common Shares will have to be disclosed in a Schedule 13G or other filings with the SEC. Beneficial ownership for these purposes is determined in accordance with the rules of the SEC, and includes having voting or investment power over the securities. In some circumstances, our common stockholders who choose to reinvest their dividends may see their percentage stake in us increased to more than 5%, thus triggering this filing requirement. Each stockholder is responsible for determining its filing obligations and preparing the filings. In addition, our common stockholders who hold more than 10% of a class of our Common Shares may be subject to Section 16(b) of the Exchange Act, which recaptures for the benefit of our profits from the purchase and sale of registered stock (and securities convertible or exchangeable into such registered stock) within a six-month period.

        
Dividends Received in Form of Common Stock Instead of Cash                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

You may receive dividends in the form of common stock instead of cash, which could result in adverse tax consequences to you.

In order to satisfy the Annual Distribution Requirement applicable to RICs, we have the ability to declare a large portion of a dividend in shares of our common stock instead of in cash. As long as a sufficient portion of such dividend is available to be paid in cash (generally 20%) and certain requirements are met, the entire distribution would be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder would be taxed on 100% of the dividend in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.

        
Stockholder Approval is not Required for Certain Mergers                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

No stockholder approval is required for certain mergers.

Our Board may undertake to approve mergers between us and certain other funds or vehicles. Subject to the requirements of the Investment Company Act and Maryland law, such mergers will not require stockholder approval so you will not be given an opportunity to vote on these matters unless such mergers are reasonably anticipated to result in a material dilution of our NAV per share of the Fund or are otherwise required to be approved under Maryland law. These mergers may involve funds managed by affiliates of our investment adviser. Subject to stockholder approval, the Board may also seek to convert the form and/or jurisdiction of organization, including to take advantage of laws that are more favorable to maintaining board control in the face of dissident stockholders.

        
Shares of Common Stock Traded at Discount from Net Asset Value                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our shares of common stock have traded at a discount from net asset value and may do so again, which could limit our ability to raise additional equity capital.

Shares of closed-end investment companies frequently trade at a market price that is less than the net asset value that is attributable to those shares. This characteristic of closed-end investment companies is separate and distinct from the risk that our net asset value per share may decline. It is not possible to accurately predict whether any shares of our common stock will trade at, above, or below net asset value. In the recent past, the stocks of BDCs as an industry, including at times shares of our common stock, have traded below net asset value. See “Item 1a. Risk Factors-Risks Relating to Macroeconomic Factors: Market disruptions and other geopolitical or macroeconomic events could create market volatility that negatively impacts our business, financial condition and earnings.” When our common stock is trading below its net asset value per share, we will generally not be able to issue additional shares of our common stock at its market price without first obtaining approval for such issuance from our stockholders and our independent directors. 		       
Market Price of Common Stock may Fluctuate Significantly                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

The market price of our common stock may fluctuate significantly.

The market price and liquidity of the market for our common stock may be significantly affected by numerous factors, some of which may be beyond our control and may not be directly related to our operating performance. These factors include:

•
significant volatility in the market price and trading volume of securities of publicly traded RICs, BDCs or other companies in our sector, which are not necessarily related to the operating performance of these companies;
•
price and volume fluctuations in the overall stock market from time to time;
•
the inclusion or exclusion of our common stock from certain indices;
•
changes in law, regulatory policies or tax guidelines, or interpretations thereof, particularly with respect to RICs or BDCs;
•
loss of RIC status;
•
changes in earnings or variations in operating results;
•
changes in the value of our portfolio of investments;
•
announcements with respect to significant transactions;
•
any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;
•
departure of key personnel of ours or the Adviser;
•
operating performance of companies comparable to us;
•
short-selling pressure with respect to shares of our common stock or BDCs generally;
•
general economic trends and other external factors; and
•
loss of a major funding source.

 

In the past, securities class action litigation has been brought against numerous public companies resulting from volatility in the market price of their securities. Because of the potential volatility in the price of our common stock, we may become the target of securities litigation in the future. If we were to become involved in securities litigation, it could result in substantial costs, divert management’s attention and resources from the business and adversely affect the business. 		       
Common Stockholders Participate in Distribution Reinvestment Increase Risk of Overconcentration                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Common stockholders who participate in the distribution reinvestment plan may increase their risk of overconcentration.

Common stockholders who opt in to our distribution reinvestment plan will have any cash distributions otherwise payable to them automatically reinvested in additional shares of our common stock. This may increase such stockholder’s ownership percentage in us and could increase such stockholder’s risk of overconcentration.

        
Dilution of Ownership Percentage if Opt out of Dividend Reinvestment Plan                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our stockholders will experience dilution in their ownership percentage if they opt out of our dividend reinvestment plan.

We have adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash distributions authorized by the Board on behalf of stockholders who do not elect to receive their distributions in cash. As a result, if the Board authorizes and we declare a cash distribution, then stockholders who have not opted out of the dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares of Common stock, rather than receiving the cash distribution. See “Item 1—Business—Dividend Reinvestment Plan” for a description of the dividend reinvestment plan. The number of shares to be issued to a plan participant will be determined by dividing the total dollar amount of the distribution payable to such stockholder by the market price per share of our common stock at the close of regular trading on NASDAQ on the date of such distribution. The market price per share of our common stock on a particular date will be the closing price for such shares on NASDAQ on such date, or, if no sale is reported for such date, at the average of their reported bid and asked prices. However, if the market price per share exceeds the most recently computed net asset value per share, we will issue shares at the greater of (i) the most recently computed net asset value per share and (ii) 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeds the most recently computed net asset value per share). Accordingly, participants in the dividend reinvestment plan may receive a greater number shares of our common stock than the number of shares associated with the market price of our common stock, resulting in dilution for other stockholders. Stockholders that opt out of the dividend reinvestment plan will experience dilution in their ownership percentage of our common stock over time. 		       
Future Credit Ratings                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our future credit ratings may not reflect all risks of an investment in our debt securities.

Our credit ratings are an assessment by third parties of our ability to pay our obligations. Consequently, real or anticipated changes in our credit ratings will generally affect the market value of our debt securities. Our future credit ratings, however, may not reflect the potential impact of risks related to market conditions generally or other factors discussed above on the market value of or trading market for the publicly issued debt securities.

        
Provisions of Maryland General Corporation Law and of Charter and Bylaws                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Provisions of the Maryland General Corporation Law and of the Charter and the Bylaws could deter takeover attempts and have an adverse effect on the price of our common stock.

Certain provisions of the Maryland General Corporation Law (the “MGCL”) may discourage, delay or make more difficult a change in control of the Company, including (i) the Maryland Business Combination Act (the “Business Combination Act”), which, subject to any applicable requirements of the 1940 Act and certain other limitations, will prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns, directly or indirectly, 10% or more of the voting power of our outstanding shares of voting stock or an affiliate or associate of us who, at any time within the two-year period prior to the date in question, was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding shares of stock) or an affiliate thereof for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter will impose special appraisal rights and supermajority voting requirements on these combinations and (ii) the Maryland Control Share Acquisition Act (the “Control Share Acquisition Act”), which, subject to any applicable requirements of the 1940 Act, will provide that our “control shares” (defined as shares which, when aggregated with other shares controlled by the stockholder (except solely by virtue of a revocable proxy), entitle the stockholder to exercise one of three increasing ranges of voting power in electing directors) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of issued and outstanding “control shares”) have no voting rights except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares. The Board has adopted a resolution exempting from the Business Combination Act any business combination between us and any other person, provided that the business combination is first approved by the Board, including a majority of the independent directors, and the Bylaws exempt from the Control Share Acquisition Act acquisitions of our stock by any person. However, if the resolution exempting business combinations is repealed or the Board or independent directors do not approve a business combination or we amend the Bylaws to repeal the exemption from the Control Share Acquisition Act, subject to any applicable requirements of the 1940 Act, the Business Combination Act or Control Share Acquisition Act, as the case may be, may discourage third parties from trying to acquire control of us and may increase the difficulty of consummating such an offer.

 

We are also subject to other measures that may make it difficult for a third party to obtain control of us, including provisions of the Charter that (i) classify the Board into three classes serving staggered three-year terms and require that any vacancies be filled by a majority of directors remaining in office, (ii) require a two-thirds vote and cause for director removal, (iii) authorize the Board to classify any unissued shares of stock and reclassify any previously classified but unissued shares of stock into other classes or series of stock, including preferred stock, and to cause the issuance of additional shares of our common stock and (iv) authorize the Board to amend the Charter, without stockholder approval, to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that we have the authority to issue. These provisions, as well as other provisions in the Charter and the Bylaws, may delay, defer or prevent a transaction or a change in control that might otherwise be in the best interests of our stockholders.

        
Charter Designates Circuit Court for Baltimore City, Maryland as Sole and Exclusive Forum for Certain Types of Actions and Proceedings                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Our Charter designates the Circuit Court for Baltimore City, Maryland as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or other employees.

Our Charter provides that, unless we consent in writing to the selection of an alternative forum, the Circuit Court for Baltimore City, Maryland, or, if that Court does not have jurisdiction, the U.S. District Court for the District of Maryland, Baltimore Division, will be the sole and exclusive forum for: (i) any derivative action or proceeding brought on our behalf; (ii) any Internal Corporate Claim, as such term is defined in Section 1-101(p) of the MGCL, including, without limitation, (a) any action asserting a claim of breach of any duty owed by any of our directors or officers or other employees to us or to our stockholders or (b) any action asserting a claim against us or any of our directors or officers or other employees arising pursuant to any provision of the MGCL or the Charter or the Bylaws; or (iii) any action asserting a claim against us or any of our directors or officers or other employees that is governed by the internal affairs doctrine. Any person or entity purchasing or otherwise acquiring or holding any interest in shares of our common stock will be deemed to have notice of and to have consented and waived any objection to this exclusive forum provision of the Charter, as the same may be amended from time to time. The Charter includes this provision so that we can respond to litigation more efficiently, reduce the costs associated with our responses to such litigation, particularly litigation that might otherwise be brought in multiple forums, and make it less likely that plaintiffs’ attorneys will be able to employ such litigation to coerce us into otherwise unjustified settlements. However, this exclusive forum provision may limit a stockholder’s ability to bring a claim in a judicial forum that such stockholder believes is favorable for disputes with us or our directors, officers or other employees, if any, and may discourage lawsuits against us and our directors, officers or other employees, if any. We believe the risk of a court declining to enforce this exclusive forum provision is remote, as the General Assembly of Maryland has specifically amended the MGCL to authorize the adoption of such provision. However, if a court were to find such provision inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings notwithstanding that the MGCL expressly provides that the charter or bylaws of a Maryland corporation may require that any Internal Corporate Claim be brought only in courts sitting in one or more specified jurisdictions, we may incur additional costs that it does not currently anticipate associated with resolving such matters in other jurisdictions, which could adversely affect our business, financial condition and results of operations. 		       
Significant Costs as a Result of being a Publicly Traded Company                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We incur significant costs as a result of being a publicly traded company.

As a publicly-traded company, we incur legal, accounting and other expenses, including costs associated with the periodic reporting requirements applicable to a company whose securities are registered under the Exchange Act, as well as additional corporate governance requirements, including certain requirements under the Sarbanes-Oxley Act, and other rules implemented by the SEC and the listing standards of the Nasdaq Global Select Market. For example, the listing standards of the national securities exchanges require us to implement and disclose "clawback" policies mandating the recovery of incentive compensation paid to executive officers in connection with accounting restatements.

As long as we remain an emerging growth company, we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. We will remain an emerging growth company for up to five years following an IPO or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues equal or exceeds $1.07 billion, (ii) December 31 of the fiscal year that we become a "large accelerated filer” as defined in Rule 12b-2 under the 1934 Act which would occur if the market value of our shares that is held by non-affiliates exceeds $700.0 million as of the last business day of our most recently completed second fiscal quarter and we have been publicly reporting for at least 12 months and have filed an annual report on Form 10-K, (iii) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the preceding three-year period or (iv) December 31 of the fiscal year following the fifth anniversary of the date of our first sale of common equity securities pursuant to an effective registration statement under the 1933 Act.

        
Economic Recessions Or Downturns                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Economic recessions or downturns could impair our portfolio companies, and defaults by our portfolio companies will harm our operating results.

Many of the portfolio companies in which we expect to make investments are likely to be susceptible to economic slowdowns or recessions and may be unable to repay their loans during such periods. Therefore, the number of our non-performing assets is likely to increase and the value of our portfolio is likely to decrease during such periods. Macroeconomic factors such as real GDP growth, consumer confidence, the COVID-19 pandemic, supply chain disruptions, inflation, employment levels, oil prices, interest rates, tax rates, foreign currency exchange rate fluctuations and other macroeconomic trends can adversely affect customer demand for the products and services that our portfolio companies offer and may adversely impact their businesses or financial results. In addition, although we invest primarily in companies located in the United States, our portfolio companies may rely on parts or supplies manufactured outside the United States. As a result, any event causing a disruption of imports, including natural disasters, public health crises, or the imposition of import or trade restrictions in the form of tariffs or quotas could increase the cost and reduce the supply of products available to our portfolio companies, which may negatively impact their businesses or financial results.

Adverse economic conditions may also decrease the value of collateral securing some of our loans and debt securities and the value of our equity investments. If the value of collateral underlying our loan declines during the term of the loan, a portfolio company may not be able to obtain the necessary funds to repay the loan at maturity through refinancing. Decreasing collateral value may hinder a portfolio company’s ability to refinance our loan because the underlying collateral cannot satisfy the debt service coverage requirements necessary to obtain new financing. Thus, economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. Unfavorable economic conditions also could increase our funding costs, limit its access to the capital markets or result in a decision by lenders not to extend credit to us. We consider a number of factors in making our investment decisions, including, but not limited to, the financial condition and prospects of a portfolio company and its ability to repay our loan. Unfavorable economic conditions could negatively affect the valuations of our portfolio companies and, as a result, make it more difficult for such portfolio companies to repay or refinance our loan. Therefore, these events could prevent us from increasing our investments and harm our operating results. A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due, termination of the portfolio company’s loans and foreclosure on its assets, which could trigger cross-defaults under other agreements and jeopardize its ability to meet its obligations under the loans and debt securities that we hold. We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company, which may include the waiver of certain financial covenants. Furthermore, if one of our portfolio companies were to file for bankruptcy protection, depending on the facts and circumstances, including the extent to which we actually provide significant managerial assistance to that portfolio company, a bankruptcy court might re-characterize our debt holding and subordinate all or a portion of our claim to claims of other creditors, even though we may have structured our investment as senior secured debt.

 

In addition, the failure of certain financial institutions, namely banks, may increase the possibility of a sustained deterioration of financial market liquidity, or illiquidity at clearing, cash management and/or custodial financial institutions. The failure of a bank (or banks) with which we and/or our portfolio companies have a commercial relationship could adversely affect, among other things, our and/or our portfolio companies’ ability to pursue key strategic initiatives, including by affecting our or our portfolio company’s ability to access deposits or borrow from financial institutions on favorable terms. Additionally, if a portfolio company or its sponsor has a commercial relationship with a bank that has failed or is otherwise distressed, the portfolio company may experience issues receiving financial support from a sponsor to support its operations or consummate transactions, to the detriment of their business, financial condition and/or results of operations. In addition, such bank failure(s) could affect, in certain circumstances, the ability of both affiliated and unaffiliated co-lenders, including syndicate banks or other fund vehicles, to undertake and/or execute co-investment transactions with us, which in turn may result in fewer co-investment opportunities being made available to us or impact our ability to provide additional follow-on support to portfolio companies. Our ability and our portfolio companies to spread banking relationships among multiple institutions may be limited by certain contractual arrangements, including liens placed on our respective assets as a result of a bank agreeing to provide financing.

 

Downgrades by rating agencies to the U.S. government’s credit rating or concerns about its credit and deficit levels in general, could cause interest rates and borrowing costs to rise, which may negatively impact both the perception of credit risk associated with our debt portfolio and our ability to access the debt markets on favorable terms. In addition, a decreased U.S. government credit rating could create broader financial turmoil and uncertainty, which may weigh heavily on our financial performance and the value of our Common Shares.

 

The current global financial market situation, as well as various social and political circumstances in the U.S. and around the world, including wars and other forms of conflict, terrorist acts, security operations and catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes, adverse effects of climate crisis and global health epidemics, may contribute to increased market volatility and economic uncertainties or deterioration in the U.S. and worldwide. Additionally, the U.S. government’s credit and deficit concerns, the European sovereign debt crisis, and the potential trade war with China, could cause interest rates to be volatile, which may negatively impact our ability to access the debt markets on favorable terms.

The impact of events described above on our portfolio companies could impact their ability to make payments on their loans on a timely basis and may impact their ability to continue making their loan payments on a timely basis or meeting their loan covenants. The inability of portfolio companies to make timely payments or meet loan covenants may in the future require us to undertake amendment actions with respect to our investments or to restructure our investments, which may include the need for us to make additional investments in our portfolio companies (including debt or equity investments) beyond any existing commitments, exchange debt for equity, or change the payment terms of our investments to permit a portfolio company to pay a portion of its interest through payment-in-kind, which would defer the cash collection of such interest and add it to the principal balance, which would generally be due upon repayment of the outstanding principal.

        
Adverse Developments In The Credit Markets                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Adverse developments in the credit markets may impair our ability to enter into new debt financing arrangements.

During the economic downturn in the United States that began in mid-2007, many commercial banks and other financial institutions stopped lending or significantly curtailed their lending activity. In addition, in an effort to stem losses and reduce their exposure to segments of the economy deemed to be high risk, some financial institutions limited refinancing and loan modification transactions and reviewed the terms of existing facilities to identify bases for accelerating the maturity of existing lending facilities. If these conditions recur, it may be difficult for us to enter into a new credit or other borrowing facility, obtain other financing to finance the growth of our investments, or refinance any outstanding indebtedness on acceptable economic terms, or at all.

        
Fluctuations In Quarterly Operating Results                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We may experience fluctuations in our quarterly operating results.

We could experience fluctuations in our quarterly operating results due to a number of factors, including the interest rate payable on the loans and debt securities we acquire, the default rate on such loans and securities, the level of our expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which we encounter competition in our markets and general economic conditions. In light of these factors, results for any period should not be relied upon as being indicative of performance in future periods.

        
Information Systems And Systems Failures Could Significantly Disrupt                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

We are dependent on information systems and systems failures could significantly disrupt our business, which may, in turn, negatively affect our liquidity, financial condition or results of operations.

Our business is dependent on our and third parties’ communications and information systems. Further, in the ordinary course of our business we or our investment adviser may engage certain third party service providers to provide us with services necessary for our business. Any failure or interruption of those systems or services, including as a result of the termination or suspension of an agreement with any third-party service providers, could cause delays or other problems in our business activities. Our financial, accounting, data processing, backup or other operating systems and facilities may fail to operate properly or become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control and adversely affect our business. There could be:

•
sudden electrical or telecommunications outages;
•
natural disasters such as earthquakes, tornadoes and hurricanes;
•
disease pandemics;
•
events arising from local or larger scale political or social matters, including terrorist acts; and
•
cyber-attacks.

These events, in turn, could have a material adverse effect on our business, financial condition and operating results and negatively affect the NAV of our Common Shares and our ability to pay dividends to our common stockholders.

        
Cybersecurity Risks And Cyber Incidents                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Cybersecurity risks and cyber incidents may adversely affect our business by causing a disruption to our operations, a compromise or corruption of its confidential information and/or damage to its business relationships.

A cyber incident is considered to be any adverse event that threatens the confidentiality, integrity or availability of our information resources. These incidents may be an intentional attack or an unintentional event and could involve gaining unauthorized access to our information systems for purposes of misappropriating assets, stealing confidential information, corrupting data or causing operational disruption. The result of these incidents may include disrupted operations, misstated or unreliable financial data, liability for stolen information, misappropriation of assets, increased cybersecurity protection and insurance costs, litigation and damage to our business relationships. This could result in significant losses, reputational damage, litigation, regulatory fines or penalties, or otherwise adversely affect our business, financial condition or results of operations. In addition, we may be required to expend significant additional resources to modify its protective measures and to investigate and remediate vulnerabilities or other exposures arising from operational and security risks. We face risks posed to our information systems, both internal and those provided to it by third-party service providers. We, our investment adviser and its affiliates have implemented processes, procedures and internal controls to help mitigate cybersecurity risks and cyber intrusions, but these measures, as well as our increased awareness of the nature and extent of a risk of a cyber-incident, may be ineffective and do not guarantee that a cyber-incident will not occur or that our financial results, operations or confidential information will not be negatively impacted by such an incident.

Third parties with which we do business (including those that provide services to us) may also be sources or targets of cybersecurity or other technological risks. We outsource certain functions and these relationships allow for the storage and processing of our information and assets, as well as certain investor, counterparty, employee and borrower information.

While we engage in actions to reduce our exposure resulting from outsourcing, ongoing threats may result in unauthorized access, loss, exposure or destruction of data, or other cybersecurity incidents, with increased costs and other consequences, including those described above. Privacy and information security laws and regulation changes, and compliance with those changes, may also result in cost increases due to system changes and the development of new administrative processes.

        
Valuation Risk                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                         Valuation Risk

We have invested, and plan to continue to invest, in illiquid debt and equity securities of private companies. These investments will generally not have a readily available market price, and we will value these investments at fair value as determined in good faith by our Adviser, as the Board's valuation designee, in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material. See Note 2. Summary of Significant Account Policies to our consolidated financial statements for more details on estimates and judgments made by us in connection with the valuation of our investments.

       
Currency Risk                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Currency Risk

From time to time, we may make investments that are denominated in a foreign currency. These investments are converted into U.S. dollars at the balance sheet date, exposing us to movements in foreign exchange rates. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us. We may seek to utilize instruments such as, but not limited to, forward contracts to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates. To the extent the loan or investment is based on a floating rate, we may seek to utilize interest rate derivatives to hedge our exposure to changes in the associated rate. As of December 31, 2023, we had £16.9 million, €17.8 million, AUD $29.3, and SEK 11.6 notional exposure to foreign currency forward contracts related to investments totaling £17.2 million, €18.3 million, AUD $29.5, and SEK 11.6 at par.

       
Interest Rate Risk [Member]                                  
General Description of Registrant [Abstract]                                  
Risk [Text Block]                        

Interest Rate Risk

Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We also fund a portion of our investments with borrowings and our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.

We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate-sensitive assets to our interest rate-sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.

As of December 31, 2023, 98.7% of the investments at fair value in our portfolio were at variable rates, subject to interest rate floors. The SPV Asset Facility and SMBC Corporate Revolving Facility also bear interest at variable rates.

Assuming that our Consolidated Statement of Assets and Liabilities as of December 31, 2023 were to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (considering interest rate floors for floating rate instruments):

($ in millions)

Basis Point Change

 

Interest Income

 

 

Interest Expense

 

 

Net Interest Income (1)

 

Up 100 basis points

 

 

16.1

 

 

 

5.6

 

 

 

10.5

 

Up 75 basis points

 

 

12.1

 

 

 

4.2

 

 

 

7.9

 

Up 50 basis points

 

 

8.1

 

 

 

2.8

 

 

 

5.3

 

Up 25 basis points

 

 

4.0

 

 

 

1.4

 

 

 

2.6

 

Down 25 basis points

 

 

(4.0

)

 

 

(1.4

)

 

 

(2.6

)

Down 50 basis points

 

 

(8.1

)

 

 

(2.8

)

 

 

(5.3

)

Down 75 basis points

 

 

(12.1

)

 

 

(4.2

)

 

 

(7.9

)

Down 100 basis points

 

 

(16.1

)

 

 

(5.6

)

 

 

(10.5

)
(1)
Excludes the impact of income incentive fees. See Note 3 to our consolidated financial statements for more information on the income incentive fees.

Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments that could affect our net income. Accordingly, we cannot assure you that actual results would not differ materially from the analysis above.

We may in the future hedge against interest rate fluctuations by using hedging instruments such as interest rate swaps, futures, options and forward contracts. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio investments.

        
Series 2020A Unsecured Notes                                  
Capital Stock, Long-Term Debt, and Other Securities [Abstract]                                  
Long Term Debt, Title [Text Block]                        

Series 2020A Unsecured Notes

       
Long Term Debt, Principal                         $ 50.0        
Long Term Debt, Structuring [Text Block]                         5.95% senior unsecured notes due July 30, 2023        
Series 2021A Unsecured Notes                                  
Capital Stock, Long-Term Debt, and Other Securities [Abstract]                                  
Long Term Debt, Title [Text Block]                        

Series 2021A Unsecured Notes

       
Long Term Debt, Principal                         $ 135.0        
Long Term Debt, Structuring [Text Block]                         4.00% senior unsecured notes due February 17, 2026The Series 2021A Unsecured Notes will mature on February 17, 2026 and may be redeemed in whole or in part, at our option, at any time or from time to time at par plus a “make-whole” premium, if applicable. Interest on the Series 2021A Unsecured Notes is due and payable semiannually in arrears on February 17 and August 17 of each year.        
FCRX Unsecured Notes                                  
Capital Stock, Long-Term Debt, and Other Securities [Abstract]                                  
Long Term Debt, Title [Text Block]                         FCRX Unsecured Notes        
Long Term Debt, Principal                         $ 111.6        
Long Term Debt, Structuring [Text Block]                         The FCRX Unsecured Notes mature on May 25, 2026 and may be redeemed in whole or in part at any time or from time to time at the Company’s option at a redemption price of 100% of the outstanding principal amount thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to but not including the date fixed for redemption. The FCRX Unsecured Notes bear interest at a rate of 5.00% per year payable quarterly on March 30, June 30, September 30 and December 30 of each year.        
Series 2023A Unsecured Notes                                  
Capital Stock, Long-Term Debt, and Other Securities [Abstract]                                  
Long Term Debt, Title [Text Block]                        

Series 2023A Unsecured Notes

        
Long Term Debt, Principal                         $ 50.0        
Long Term Debt, Structuring [Text Block]                         7.54% senior unsecured notes due July 28, 2026The Series 2023A Unsecured Notes will mature on July 28, 2026 and may be redeemed in whole or in part, at our option, at any time or from time to time at par plus a “make-whole” premium, if applicable. Interest on the Series 2023A Unsecured Notes is due and payable semiannually in arrears on January 28 and July 28 of each year.        
v3.24.0.1
Organization and Basis of Presentation
 12 Months Ended
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Basis of Presentation

Note 1. Organization and Basis of Presentation

Crescent Capital BDC, Inc. (the “Company”) was formed on February 5, 2015 as a Delaware corporation structured as an externally managed, closed-end management investment company. The Company commenced investment operations on June 26, 2015. On January 30, 2020, the Company changed its state of incorporation from the State of Delaware to the State of Maryland. The Company was listed and began trading on the NASDAQ stock exchange on February 3, 2020. The Company has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”) and currently operates as a diversified investment company. In addition, the Company has elected to be treated for U.S. federal income tax purposes as a regulated investment company (a “RIC”) under Subchapter M of the Internal Revenue Code of 1986 (the “Code”). As a RIC, the Company will not be taxed on its income to the extent that it distributes such income each year and satisfies other applicable income tax requirements.

The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation through debt and related equity investments. The Company invests primarily in secured debt (including first lien, unitranche first lien and second lien debt) and unsecured debt (including mezzanine and subordinated debt), as well as related equity securities of private U.S. middle-market companies. Although the Company’s focus is to invest in private credit transactions, in certain circumstances it may also invest in broadly syndicated loans and bonds.

The Company is managed by Crescent Cap Advisors, LLC (the “Adviser”), an investment adviser that is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940. CCAP Administration LLC (the “Administrator”) provides the administrative services necessary for the Company to operate. Company management consists of investment and administrative professionals from the Adviser and Administrator, along with the Company’s Board of Directors (the “Board”). The Adviser directs and executes the investment operations and capital raising activities of the Company subject to oversight from the Board, which sets the broad policies of the Company. The Board has delegated investment management of the Company’s portfolio assets to the Adviser. The Board consists of six directors, five of whom are independent.

From time to time, the Company may form wholly owned subsidiaries to facilitate the normal course of business if the Adviser determines that for legal, tax, regulatory, accounting or other similar reasons it is in the best interest of the Company to do so. The Company has formed or acquired wholly owned subsidiaries that are structured as tax blockers, to hold equity or equity-like investments in portfolio companies organized as limited liability companies or other forms of pass-through entities. These corporate subsidiaries are not consolidated for income tax purposes and may incur income tax expenses as a result of its ownership of portfolio companies. The Company has also formed a special purpose vehicle that holds certain debt investments in connection with a credit facility.

On January 5, 2021, Sun Life Financial Inc. (together with its subsidiaries and joint ventures, “Sun Life”) acquired a majority interest in Crescent Capital Group LP (“Crescent”), the majority member of the Adviser (the “Sun Life Transaction”). Consummation of the Sun Life Transaction resulted in a change of control of Crescent.

On March 9, 2023, the Company completed a transaction to acquire First Eagle Alternative Capital BDC, Inc. ("FCRD") in a cash and stock transaction (the “FCRD Acquisition”). See “Note 13. First Eagle Alternative Capital BDC, Inc. Acquisition” for more information.

Basis of Presentation

The Company’s functional currency is the United States dollar and these consolidated financial statements have been prepared in that currency. The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to Regulation S-X. The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) 946, Financial Services – Investment Companies.

The accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-K and Regulation S-X. In the opinion of management, the consolidated financial statements reflect all adjustments and reclassifications consisting solely of normal accruals that are necessary for the fair presentation of financial results as of and for the periods presented. All intercompany balances and transactions have been eliminated. Certain prior period amounts have been reclassified to conform to the current period presentation.

v3.24.0.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that may affect the amounts reported in the consolidated financial statements and accompanying notes. These consolidated financial statements reflect adjustments that in the opinion of management are necessary for the fair statement of the results for the periods presented. Although management believes that the estimates and assumptions are reasonable, changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ materially.

Cash and Cash Equivalents

Cash and cash equivalents consist of demand deposits and may include highly liquid investments (e.g., money market funds, U.S. Treasury notes, and similar type instruments) with original maturities of three months or less. Cash and cash equivalents other than money market mutual funds, are carried at cost plus accrued interest, which approximates fair value. Money market mutual funds are carried at their net asset value, which approximates fair value. Cash equivalents held by the Company are deemed to be a Level 1 asset per ASC 820 Fair Value hierarchy, as defined below. Restricted cash and cash equivalents consists of deposits and cash collateral held at Wells Fargo Bank N.A. related to the Company’s credit facility. The Company holds cash and cash equivalents denominated in foreign currencies. The Company deposits its cash, cash equivalents and restricted cash with highly rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law.

Investment Transactions

Loan originations are recorded on the date of the binding commitment. Investments purchased on a secondary market are recorded on the trade date. Realized gains or losses are recorded using the specific identification method as the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized, and include investments written off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment fair values as of the last day of the reporting period and also includes the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.

Investment Valuation

The Company applies Financial Accounting Standards Board ASC 820, Fair Value Measurement (ASC 820), which establishes a framework for measuring fair value in accordance with GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in the determination of fair value. In accordance with ASC 820, these levels are summarized below:

Level 1—Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.

Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

Investments for which market quotations are readily available are typically valued at those market quotations. To validate market quotations, the Adviser utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the Adviser, as the Board’s valuation designee, determines the fair value of the investments in good faith, based on, among other things, the fair valuation recommendations from investment professionals, the input of the Company’s Audit Committee and independent third-party valuation firms.

The SEC has adopted Rule 2a-5 (the “Rule”) under the 1940 Act. The Rule establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Pursuant to the Rule, the Board has designated the Adviser as valuation designee (the “Valuation Designee”) to perform certain fair value functions, including performing fair value determinations. As required by the Rule, the Valuation Designee provides periodic fair valuation reporting and notifications on behalf of the Company to the Board to facilitate the Board’s oversight duties.

The Adviser, as the Valuation Designee, undertakes a multi-step valuation process under the supervision of the Board, which includes, among other procedures, the following:

•
Each investment is initially valued by the investment professionals responsible for monitoring that investment.
•
The Adviser has established pricing and valuation committees, which are responsible for reviewing and approving the fair valuation recommendations from the investment professionals.
•
The valuations of certain portfolio investments are independently corroborated by third-party valuation firms based on certain criteria including investment size and risk profile.
•
Final valuation determinations and supporting materials are provided to the Board quarterly as part of the Board's oversight of the Adviser as the valuation designee.

Investments in investment companies are valued at fair value. Fair values are generally determined utilizing the net asset value (“NAV”) supplied by, or on behalf of, management of each investment company, which is net of management and incentive fees or allocations charged by the investment company and is in accordance with the “practical expedient”, as defined by ASC 820. NAVs received by, or on behalf of, management of each investment company are based on the fair value of the investment company’s underlying investments in accordance with policies established by management of each investment company, as described in each of their financial statements and offering memorandum. Investments which are valued using NAV as a practical expedient are excluded from the above hierarchy.

The Company applies the valuation policy approved by the Board that is consistent with ASC 820. Consistent with the valuation policy, the Adviser, in its capacity as the Valuation Designee, evaluates the source of inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When a security is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for classification as a Level 2 or Level 3 investment. For example, the Company reviews pricing methodologies provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs. Some additional factors considered include the number of prices obtained as well as an assessment as to their quality. Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different from the unrealized gains or losses reflected herein.

Foreign Currency

Foreign currency amounts are translated into U.S. dollars on the following basis:

•
cash and cash equivalents, fair value of investments, outstanding debt on revolving credit facilities, other assets and liabilities: at the spot exchange rate on the last business day of the period; and
•
purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions.

Although net assets and fair values are presented based on the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held. Gains or losses on foreign currency transactions are included with net realized gain (loss) on foreign currency transactions on the Consolidated Statements of Operations. Fluctuations arising from the translation of foreign currency on cash, investments and borrowings are included with net change in unrealized appreciation (depreciation) on investments and foreign currency translation on the Consolidated Statements of Operations.

The Company’s approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is to borrow local currency under the Company’s credit facilities or to enter into foreign currency forward contracts.

Foreign currency forward contracts

The Company may enter into foreign currency forward contracts to reduce the Company’s exposure to foreign currency exchange rate fluctuations in the value of foreign currencies. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Forward foreign currency contracts are marked-to-market at the applicable forward rate. Unrealized appreciation (depreciation) on foreign currency forward contracts are recorded on the Consolidated Statements of Assets and Liabilities on a gross basis, not taking into account collateral posted which is recorded separately, if applicable. All foreign currency forward contracts are currently held with a single counterparty. Notional amounts and the gross fair value of foreign currency forward contract assets and liabilities are presented separately on the Consolidated Schedules of Investments. Purchases and sales of foreign currency forward contracts having the same notional value, settlement date and counterparty are generally settled net (which results in a net foreign currency position of zero with the counterparty) and any realized gains or losses are recognized on the settlement date.

The Company does not utilize hedge accounting and as such, the Company recognizes its derivatives at fair value with changes in the net unrealized appreciation (depreciation) on foreign currency forward contracts recorded on the Consolidated Statements of Operations.

Debt Issuance Costs

The Company records costs related to the issuance of debt obligations as deferred financing costs. These costs are amortized over the life of the related debt instrument using the straight-line method or the effective yield method, depending on the type of debt instrument. See Note 6 for details.

Equity Offering Expenses

Deferred offering costs consist of fees paid in relation to legal, accounting, regulatory and printing work completed in preparation of equity offerings and are included in other assets on the Consolidated Statements of Assets and Liabilities. These costs are charged as a reduction of paid-in-capital upon the closing of the related offering.

Interest and Dividend Income Recognition

Interest income is recorded on an accrual basis and includes the amortization of purchase discounts and premiums. Discounts and premiums to par value are accreted or amortized into interest income over the contractual life of the respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion and amortization of discounts and premiums, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income.

Dividend income from common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. Dividend income from preferred equity securities is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Each distribution received from an equity investment is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments as dividend income unless there is sufficient current or accumulated earnings prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Certain investments have contractual payment-in-kind (“PIK”) interest or dividends. PIK represents accrued interest or accumulated dividends that are added to the loan principal or cost basis of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or upon being called by the issuer. PIK is recorded as interest income, as applicable. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. Accrued PIK interest or dividends are generally reversed through interest or dividend income, respectively, when an investment is placed on non-accrual status.

 

Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2023, we had seventeen investments across nine portfolio companies on non-accrual status, which represented 2.0% and 1.9% of the total debt investments at cost and fair value, respectively. As of December 31, 2022, we had six investments across four portfolio companies on non-accrual status, which represented 2.0% and 1.2% of the total debt investments at cost and fair value, respectively. The remaining debt investments were performing and current on their interest payments as of December 31, 2023 and 2022.

Other Income

Other income may include income such as consent, waiver, amendment, agency, underwriting and arranger fees associated with the Company’s investment activities. Such fees are recognized as income when earned or the services are rendered.

Income Taxes

The Company has elected to be treated as a BDC under the 1940 Act. The Company also has elected to be treated as a RIC under the Internal Revenue Code. So long as the Company maintains its status as a RIC, it will generally not pay corporate-level U.S. federal income or excise taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends. As a result, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s stockholders and will not be reflected in the consolidated financial statements of the Company.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reversed and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. The Company accounts for income taxes in conformity with ASC 740 — Income Taxes (“ASC 740”). ASC 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements.

The Company intends to comply with the applicable provisions of the Code, pertaining to regulated investment companies and to make distributions of taxable income sufficient to relieve it from substantially all federal income taxes. As of December 31, 2023 the Company is subject to examination by U.S. federal tax authorities for returns filed for the three most recent calendar years and by state tax authorities for returns filed for the four most recent calendar years.

In order for the Company not to be subject to federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its ordinary income (taking into account certain deferrals and elections), (ii) 98.2% of its net capital gains from the current year and (iii) any undistributed ordinary income and net capital gains from preceding years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% excise tax on this income. If the Company chooses to do so, this generally would increase expenses and reduce the amount available to be distributed to stockholders. The Company accrues excise tax on estimated undistributed taxable income as required on a quarterly basis.

CBDC Universal Equity, Inc. and First Eagle OEMG Investor, Inc., are wholly-owned subsidiaries of the Company, and taxable entities (“Taxable Subsidiaries”). The Taxable Subsidiaries permit the Company to hold equity investments in portfolio companies which are “pass through” entities for tax purposes and continues to comply with the “source income” requirements contained in RIC tax provisions of the Code. The Taxable Subsidiaries are not consolidated with the Company for income tax purposes and may generate income tax expense, benefit, and the related tax assets and liabilities, as a result of its ownership of certain portfolio investments. The income tax expense, or benefit, if any, and related tax assets and liabilities are reflected in the Company’s consolidated financial statements.

Dividends and Distributions to Stockholders

Dividends and distributions to common stockholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Board each quarter. Net realized capital gains, if any, are distributed at least annually, although the Company may decide to retain such capital gains for investment.

The Company adopted a dividend reinvestment plan that provides for reinvestment of the Company’s dividends and other distributions on behalf of the stockholders unless a stockholder elects to receive cash. As a result, if the Company’s Board authorizes, and the Company declares, a cash dividend, or other distribution then stockholders who are participating in the dividend reinvestment plan will have their cash dividends and distributions automatically reinvested in additional shares of common stock, rather than receiving cash dividends and distributions.

Acquisitions

The Company evaluates each purchase transaction to determine whether the set of acquired assets meet the definition of a business. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the set of transferred assets and activities is not a business. If the “substantially all” threshold is not met, the set of acquired assets has to include an input and a substantive process that together significantly contribute to the ability to create outputs to be considered a business. A substantive process, which is typically comprised of an organized workforce with the necessary skills, knowledge and experience, is not ancillary or minor, cannot be replaced without significant costs, effort or delay or is otherwise considered unique or scarce. For acquisitions that are not deemed to be businesses, total consideration paid, which, under certain circumstances, may also include consideration paid by affiliates on behalf of the Company, is allocated to individual assets acquired and liabilities assumed based on their relative fair values at the acquisition date and does not give rise to goodwill. Transaction costs related to acquisition of assets are included in the cost basis of the assets acquired.

New Accounting Standards

In November 2023, the FASB issued Accounting Standard Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280), which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023 and interim period within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact of the adoption of ASU 2023-07 on its consolidated financial statements.
v3.24.0.1
Agreements and Related Party Transactions
 12 Months Ended
Dec. 31, 2023
Related Party Transactions [Abstract]  
Agreements and Related Party Transactions

Note 3. Agreements and Related Party Transactions

Administration Agreement

On June 2, 2015, the Company entered into the administration agreement with the Administrator, as amended and restated on February 1, 2020 (the “Administration Agreement”). Under the terms of the Administration Agreement, the Administrator provides administrative services to the Company. These services include providing office space, equipment and office services, maintaining financial records, preparing reports to stockholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others. Certain of these services are reimbursable to the Administrator under the terms of the Administration Agreement. In addition, the Administrator is permitted to delegate its duties under the Administration Agreement to affiliates or third parties. To the extent the Administrator outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis, without incremental profit to the Administrator. The Administration Agreement may be terminated by either party without penalty on 60 days’ written notice to the other party.

For the years ended December 31, 2023, 2022 and 2021, the Company incurred administrative services expenses of $1,454, $1,316 and $1,028 respectively, which are included in other general and administrative expenses on the Consolidated Statements of Operations. As of December 31, 2023 and 2022, $493 and $511, respectively, was payable to the Administrator. In addition to administrative services expenses, the payable balances may include other operating expenses paid by the Administrator on behalf of the Company.

No person who is an officer, director or employee of the Administrator or its affiliates and who serves as a director of the Company receives any compensation from the Company for his or her services as a director. However, the Company reimburses the Administrator (or its affiliates) for an allocable portion of the compensation paid by the Administrator or its affiliates to the Company’s accounting professionals, legal counsel, and compliance professionals who spend time on such related activities (based on the percentage of time those individuals devote, on an estimated basis, to the business and affairs of the Company). The allocable portion of the compensation for these officers and other professionals are included in the administration expenses paid to the Administrator. Directors who are not affiliated with the Administrator or its affiliates receive compensation for their services and reimbursement of expenses incurred to attend meetings, which are included as directors’ fees on the Consolidated Statements of Operations.

 

Investment Advisory Agreement

On June 2, 2015, the Company entered into an investment advisory agreement with the Adviser which was most recently amended and restated on January 5, 2021 (the “Investment Advisory Agreement”). Under the terms of the Investment Advisory Agreement, the Adviser provides investment advisory services to the Company and its portfolio investments. The Adviser’s services under the Investment Advisory Agreement are not exclusive, and the Adviser is free to furnish similar or other services to others so long as its services to the Company are not impaired. Under the terms of the Investment Advisory Agreement, the Adviser is entitled to receive a base management fee and may also receive incentive fees, as discussed below.

Base Management Fee

The base management fee is calculated and payable quarterly in arrears at an annual rate of 1.25% of the Company’s gross assets, including assets acquired through the incurrence of debt but excluding any cash, cash equivalents and restricted cash. The base management fee is calculated based on the average value of gross assets at the end of the two most recently completed calendar quarters, and appropriately adjusted for any share issuances or repurchases during the current calendar quarter. For purposes of the Investment Advisory Agreement, cash equivalents means U.S. government securities and commercial paper maturing within one year of purchase. Under the terms of the Investment Advisory Agreement, the Adviser has voluntarily waived its right to receive management fees on the Company’s investments in GACP II LP, WhiteHawk III Onshore Fund LP and Freeport Financial SBIC Fund LP for any period in which these investments remain in the investment portfolio. Previously, the Adviser also agreed to waive a portion of the management fee from February 1, 2020 through July 31, 2021 so that only 0.75% was charged for such time period.

For the years ended December 31, 2023, 2022 and 2021, the Company incurred management fees of $19,613, $16,344 and $14,118 of which $190, $229 and $3,302, respectively, were waived. As of December 31, 2023 and 2022, management fees of $5,026 and $4,056, respectively, were unpaid.

Incentive Fee per Investment Advisory Agreement

Under the Investment Advisory Agreement, the incentive fee consists of two parts:

The first part, the income incentive fee, is calculated and payable quarterly in arrears and (a) equals 100% of the excess of the pre-incentive fee net investment income for the immediately preceding calendar quarter, over a preferred return of 1.75% per quarter (7.0% annualized) (the “Hurdle”), and a catch-up feature until the Adviser has received 17.5% of the pre-incentive fee net investment income for the current quarter up to 2.1212% (the “Catch-up”), and (b) 17.5% of all remaining pre-incentive fee net investment income above the “Catch-up.”

The second part, the capital gains incentive fee, is determined and payable in arrears as of the end of each fiscal year at a rate of 17.5% of the Company’s realized capital gains, if any, on a cumulative basis from the Company’s inception through the end of the fiscal 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. In the event that the Investment Advisory Agreement shall terminate as of a date that is not a fiscal year end, the termination date shall be treated as though it were a fiscal year end for purposes of calculating and paying a capital gains incentive fee.

On February 22, 2021, the Adviser notified the Board of Directors of its intent to voluntarily waive income incentive fees to the extent net investment income, excluding the effect of the GAAP incentive fee, falls short of the regular declared dividend on a full dollar basis. The waiver became effective on July 31, 2021 and, pursuant to an extension of the waiver announced on October 4, 2022, continued through December 31, 2023. The Adviser has also voluntarily waived its right to receive the income incentive fees attributable to the investment income accrued by the Company as a result of its investments in GACP II LP, WhiteHawk III Onshore Fund LP and Freeport Financial SBIC Fund LP. Previously, the Adviser also agreed to waive the income based portion of the incentive fee from February 1, 2020 through July 31, 2021.

 

Pre-incentive fee net investment income means interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during each calendar quarter, minus operating expenses for such quarter (including the base management fee, expenses payable under the Administration Agreement and any interest expense and distributions paid on any issued and outstanding debt or preferred stock, but excluding the incentive fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as market discount, original issue discount, debt instruments with PIK interest, preferred stock with PIK dividends and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Pre-incentive fee net investment income will be compared to a “Hurdle Amount” equal to the product of (i) the Hurdle rate of 1.75% per quarter, or 7.0% annualized, and (ii) our net assets (defined as total assets less indebtedness, before taking into account any incentive fees payable during the period), at the end of the immediately preceding calendar quarter, subject to a “catch-up” provision incurred at the end of each calendar quarter.

For the years ended December 31, 2023, 2022 and 2021, the Company incurred income incentive fees of $17,451, $11,214 and $9,849, of which $276, $538 and $7,517, respectively, were waived. As of December 31, 2023 and 2022, income incentive fees of $4,770 and $3,112, respectively, were unpaid.

GAAP Incentive Fee on Cumulative Unrealized Capital Appreciation

The Company accrues, but does not pay, a portion of the incentive fee based on capital gains with respect to net unrealized appreciation. Under GAAP, the Company is required to accrue an incentive fee based on capital gains that includes net realized capital gains and losses and net unrealized capital appreciation and depreciation on investments held at the end of each period. In calculating the accrual for the incentive fee based on capital gains, the Company considers the cumulative aggregate unrealized capital appreciation in the calculation, since an incentive fee based on capital gains would be payable if such unrealized capital appreciation were realized, even though such unrealized capital appreciation is not permitted to be considered in calculating the fee payable under the Investment Advisory Agreement. This accrual is calculated using the aggregate cumulative realized capital gains and losses and aggregate cumulative unrealized capital appreciation or depreciation. If such amount is positive at the end of a period, then the Company records a capital gains incentive fee equal to 17.5% of such amount, minus the aggregate amount of actual incentive fees based on capital gains paid in all prior periods. If such amount is negative, then there is no accrual for such period. There can be no assurance that such unrealized capital appreciation will be realized in the future.

For the years ended December 31, 2023, 2022 and 2021, the Company recorded an accrual (reversal) of capital gains incentive fees on unrealized capital appreciation of $0, ($6,324) and $6,324, respectively. As of December 31, 2023 and 2022, no capital gains incentive fees remain outstanding.

Other Related Party Transactions

From time to time, the Administrator may pay amounts owed by the Company to third-party providers of goods or services, including the Board, and the Company will subsequently reimburse the Administrator for such amounts paid on its behalf. Amounts payable to the Administrator are settled in the normal course of business without formal payment terms.

A portion of the outstanding shares of the Company’s common stock is owned by Crescent, its employees and certain officers and directors of the Company. As of December 31, 2023 and 2022, Crescent, its employees and certain officers and directors of the Company owned 2.65% and 3.10%, respectively, of the Company’s outstanding common stock. Crescent is also the majority member of the Adviser and sole member of the Administrator. The Company has entered into a license agreement with Crescent under which Crescent granted the Company a non-exclusive, royalty-free license to use the name “Crescent Capital”. The Adviser has entered into a resource sharing agreement with Crescent. Crescent will provide the Adviser with the resources necessary for the Adviser to fulfill its obligations under the Investment Advisory Agreement.

On January 5, 2021, Sun Life acquired a majority interest in Crescent. Consummation of the Sun Life Transaction resulted in a change of control of Crescent. There were no changes to the Company’s investment objective, strategies and process or to the Crescent team responsible for the investment operations of the Company as a result of the Sun Life Transaction. As of December 31, 2023 and 2022, Sun Life owned 4.60% and 3.49%, respectively, of the Company’s outstanding common stock. Sun Life is the sole lender of the Company’s Series 2023A Unsecured Notes and a $10,000 participating lender in the Company’s Series 2021A Unsecured Notes, both described further in Note 6.

In connection with the November 18, 2021 common equity offering totaling $58,018, the Adviser provided transaction support of $5,386, which is reflective of the difference between the actual public offering price and the net proceeds per share received by the Company in this offering and represents payments to the underwriters. In addition, the Adviser paid the sales load payable to the underwriters totaling $2,105. The Company is not obligated to repay the transaction support and sales load paid by the Adviser.

As further described in Note 13 "FCRD Acquisition", the Adviser paid $35,000 of cash consideration to FCRD stockholders as part of the FCRD Acquisition, a portion of which has been included in consideration paid for the net assets acquired as a deemed capital contribution to the Company.

Investments in affiliated and controlled companies

Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns, either directly or indirectly, 5% or more of a portfolio company’s outstanding voting securities and/or has the power to exercise control over the management or policies of such portfolio company as investments in “affiliated” companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns, either directly or indirectly, more than 25% of a portfolio company’s outstanding voting securities and/or has the power to exercise control over the management or policies of such portfolio company as investments in “controlled” companies. Detailed information with respect to the Company’s non-controlled, non-affiliated; non-controlled, affiliated; and controlled affiliated investments is contained in the accompanying consolidated financial statements, including the Consolidated Schedule of Investments and the summary tables below.

The Company’s investments in non-controlled affiliates for the year ended December 31, 2023 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2022

 

Gross
Additions (1)

 

Gross
Reductions (2)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2023

 

Dividend,
Interest, PIK
and Other
Income

 

Non-Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AX VI INV2 Holding AB

$

12,117

 

$

1,596

 

$

—

 

$

—

 

$

439

 

$

14,152

 

$

1,299

 

ASP MCS Acquisition

 

826

 

 

226

 

 

(3

)

 

—

 

 

(250

)

 

799

 

 

37

 

Bayside Opco, LLC

 

—

 

 

6,615

 

 

(262

)

 

—

 

 

351

 

 

6,704

 

 

437

 

GACP II, LP

 

4,889

 

 

—

 

 

(1,091

)

 

—

 

 

129

 

 

3,927

 

 

672

 

Isagenix International, LLC

 

—

 

 

2,642

 

 

—

 

 

—

 

 

(96

)

 

2,546

 

 

413

 

Slickdeals Holdings, LLC

 

15,433

 

 

88

 

 

(148

)

 

—

 

 

(181

)

 

15,192

 

 

1,866

 

smarTours, LLC

 

—

 

 

4,805

 

 

—

 

 

—

 

 

(4,805

)

 

—

 

 

47

 

Vivid Seats Ltd.

 

944

 

 

—

 

 

—

 

 

—

 

 

77

 

 

1,021

 

 

—

 

WhiteHawk III Onshore Fund L.P.

 

8,871

 

 

847

 

 

(1,271

)

 

—

 

 

(169

)

 

8,278

 

 

1,386

 

Total Non-Controlled Affiliates

$

43,080

 

$

16,819

 

$

(2,775

)

$

—

 

$

(4,505

)

$

52,619

 

$

6,157

 

 

The Company’s investments in non-controlled affiliates for the year ended December 31, 2022 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2021

 

Gross
Additions (1)

 

Gross
Reductions (2)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2022

 

Dividend,
Interest, PIK
and Other
Income

 

Non-Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AX VI INV2 Holding AB

$

—

 

$

11,436

 

$

—

 

$

—

 

$

681

 

$

12,117

 

$

321

 

ASP MCS Acquisition

 

1,616

 

 

263

 

 

(3

)

 

—

 

 

(1,050

)

 

826

 

 

28

 

Battery Solutions, Inc.

 

7,031

 

 

2,129

 

 

(14,712

)

 

7,098

 

 

(1,546

)

 

-

 

 

2,113

 

GACP II, LP

 

12,619

 

 

—

 

 

(7,804

)

 

—

 

 

74

 

 

4,889

 

 

1,593

 

Slickdeals Holdings, LLC

 

15,847

 

 

93

 

 

(148

)

 

—

 

 

(359

)

 

15,433

 

 

1,268

 

Southern Technical Institute, Inc.

 

7,686

 

 

—

 

 

—

 

 

—

 

 

(7,686

)

 

—

 

 

2,932

 

Vivid Seats Ltd.

 

922

 

 

—

 

 

—

 

 

—

 

 

22

 

 

944

 

 

—

 

WhiteHawk III Onshore Fund L.P.

 

5,980

 

 

4,710

 

 

(2,265

)

 

—

 

 

446

 

 

8,871

 

 

645

 

Total Non-Controlled Affiliates

$

51,701

 

$

18,631

 

$

(24,932

)

$

7,098

 

$

(9,418

)

$

43,080

 

$

8,900

 

 

(1)
Gross additions may include increases in the cost basis of investments resulting from new portfolio investments, PIK interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
(2)
Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

 

The Company’s investments in controlled affiliates for the year ended December 31, 2023 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2022

 

Gross
Additions (3)

 

Gross
Reductions (4)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2023

 

Dividend,
Interest, PIK
and Other
Income

 

Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Envocore LLC

$

11,375

 

$

248

 

$

(69

)

$

—

 

$

(1,179

)

$

10,375

 

$

801

 

First Eagle Logan JV, LLC(2)

 

—

 

 

44,768

 

 

(796

)

 

—

 

 

(4,968

)

 

39,004

 

 

10,800

 

Loadmaster Derrick & Equipment, Inc.

 

—

 

 

1,807

 

 

(250

)

 

—

 

 

4,730

 

 

6,287

 

 

—

 

OEM Group, LLC

 

—

 

 

9,031

 

 

(1,024

)

 

—

 

 

246

 

 

8,253

 

 

—

 

Total Controlled Affiliates

$

11,375

 

$

55,854

 

$

(2,139

)

$

—

 

$

(1,171

)

$

63,919

 

$

11,601

 

 

The Company’s investments in controlled affiliates for the year ended December 31, 2022 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2021

 

Gross
Additions (3)

 

Gross
Reductions (4)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2022

 

Dividend,
Interest, PIK
and Other
Income

 

Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CBDC Senior Loan Fund LLC(1)

$

39,360

 

$

—

 

$

(36,698

)

$

(3,301

)

$

639

 

$

—

 

$

2,358

 

Envocore LLC

 

13,408

 

 

1,999

 

 

(1,793

)

 

—

 

 

(2,239

)

 

11,375

 

 

1,477

 

Total Controlled Affiliates

$

52,768

 

$

1,999

 

$

(38,491

)

$

(3,301

)

$

(1,600

)

$

11,375

 

$

3,835

 

 

(1)
Prior to the dissolution of the CBDC Senior Loan Fund LLC (the “Senior Loan Fund”) during the fourth quarter of 2022, the Company owned more than 25% of the voting securities of the Senior Loan Fund, but the Company did not have control over the Senior Loan Fund (other than for purposes of the 1940 Act) given the shared power/voting rights with its investing partner. Additionally, the Company’s investment strategy focuses primarily on directly originated middle market lending in senior secured first lien, second lien and equity investments, while the Senior Loan Fund focused on senior secured syndicated loans to larger issuers.
(2)
Together with Perspecta Trident LLC (“Perspecta”), the Company invests through First Eagle Logan JV, LLC, which holds 100% of the subordinated notes and 100% of the Class E Notes issued by LJV I MM CLO LLC, its consolidated subsidiary (together, "Logan JV"). Logan JV is not an extension of the Company’s investment operations given shared power/voting rights with Perspecta. The Company owns more than 25% of the voting securities of the Logan JV, but the Company does not have control over the Logan JV (other than for purposes of the 1940 Act) given the shared power/voting rights with its investing partner. Additionally, the Company’s investment strategy focuses primarily on directly originated middle market lending in senior secured first lien, second lien and equity investments, while the Logan JV focuses primarily on senior secured syndicated loans to larger issuers.
(3)
Gross additions may include increases in the cost basis of investments resulting from new portfolio investments, PIK interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
(4)
Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
v3.24.0.1
Investments
 12 Months Ended
Dec. 31, 2023
Schedule of Investments [Abstract]  
Investments

Note 4. Investments

The information in the following tables is presented on an aggregate portfolio basis, without regard to whether they are non-controlled, non-affiliated; non-controlled, affiliated; or controlled affiliated, investments.

Investments at fair value consisted of the following (in thousands):

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Investment Type

 

Cost

 

 

Fair Value

 

 

Unrealized Appreciation/ (Depreciation)

 

 

Cost

 

 

Fair Value

 

 

Unrealized Appreciation/ (Depreciation)

 

Senior Secured First Lien

 

$

436,249

 

 

$

429,210

 

 

$

(7,039

)

 

$

312,345

 

 

$

301,001

 

 

$

(11,344

)

Unitranche First Lien

 

 

976,366

 

 

 

973,864

 

 

 

(2,502

)

 

 

842,867

 

 

 

824,107

 

 

 

(18,760

)

Unitranche First Lien - Last Out

 

 

15,627

 

 

 

13,544

 

 

 

(2,083

)

 

 

14,879

 

 

 

13,827

 

 

 

(1,052

)

Senior Secured Second Lien

 

 

62,659

 

 

 

58,212

 

 

 

(4,447

)

 

 

67,001

 

 

 

60,877

 

 

 

(6,124

)

Unsecured Debt

 

 

3,915

 

 

 

4,061

 

 

 

146

 

 

 

4,984

 

 

 

4,533

 

 

 

(451

)

Equity & Other

 

 

40,165

 

 

 

50,050

 

 

 

9,885

 

 

 

35,993

 

 

 

44,851

 

 

 

8,858

 

LLC/LP Equity Interests

 

 

57,707

 

 

 

53,134

 

 

 

(4,573

)

 

 

13,387

 

 

 

13,760

 

 

 

373

 

Total investments

 

$

1,592,688

 

 

$

1,582,075

 

 

$

(10,613

)

 

$

1,291,456

 

 

$

1,262,956

 

 

$

(28,500

)

 

The industry composition of investments at fair value is as follows (in thousands):

 

Industry

 

Fair Value as of
December 31, 2023

 

 

Percentage of Fair Value

 

 

 

Fair Value as of
December 31, 2022

 

 

Percentage of Fair Value

 

 

Health Care Equipment & Services

 

$

409,925

 

 

 

25.9

 

%

 

$

361,940

 

 

 

28.7

 

%

Software & Services

 

 

335,803

 

 

 

21.2

 

 

 

 

268,305

 

 

 

21.3

 

 

Commercial & Professional Services

 

 

219,937

 

 

 

14.0

 

 

 

 

201,213

 

 

 

15.9

 

 

Consumer Services

 

 

150,719

 

 

 

9.5

 

 

 

 

118,898

 

 

 

9.4

 

 

Diversified Financials

 

 

88,169

 

 

 

5.6

 

 

 

 

28,975

 

 

 

2.3

 

 

Insurance

 

 

74,421

 

 

 

4.7

 

 

 

 

58,032

 

 

 

4.6

 

 

Pharmaceuticals, Biotechnology & Life Sciences

 

 

60,866

 

 

 

3.8

 

 

 

 

55,020

 

 

 

4.4

 

 

Retailing

 

 

56,340

 

 

 

3.6

 

 

 

 

54,832

 

 

 

4.3

 

 

Capital Goods

 

 

41,441

 

 

 

2.6

 

 

 

 

40,838

 

 

 

3.2

 

 

Automobiles & Components

 

 

38,076

 

 

 

2.4

 

 

 

 

38,004

 

 

 

3.0

 

 

Materials

 

 

25,706

 

 

 

1.6

 

 

 

 

-

 

 

 

-

 

 

Consumer Durables & Apparel

 

 

19,244

 

 

 

1.2

 

 

 

 

19,244

 

 

 

1.5

 

 

Food, Beverage & Tobacco

 

 

15,562

 

 

 

1.0

 

 

 

 

8,491

 

 

 

0.7

 

 

Energy

 

 

11,264

 

 

 

0.7

 

 

 

 

2,185

 

 

 

0.2

 

 

Technology, Hardware & Equipment

 

 

9,349

 

 

 

0.6

 

 

 

 

-

 

 

 

-

 

 

Semiconductor and Semiconductor Equipment

 

 

8,253

 

 

 

0.5

 

 

 

 

-

 

 

 

-

 

 

Household & Personal Products

 

 

7,186

 

 

 

0.5

 

 

 

 

-

 

 

 

-

 

 

Transportation

 

 

3,938

 

 

 

0.2

 

 

 

 

1,254

 

 

 

0.1

 

 

Telecommunication Services

 

 

3,330

 

 

 

0.2

 

 

 

 

4,061

 

 

 

0.3

 

 

Food & Staples Retailing

 

 

2,546

 

 

 

0.2

 

 

 

 

1,664

 

 

 

0.1

 

 

Total investments

 

$

1,582,075

 

 

 

100.0

 

%

 

$

1,262,956

 

 

 

100.0

 

%

 

 

The geographic composition of investments at fair value is as follows (in thousands):

 

Geographic Region

 

Fair Value as of
December 31, 2023

 

 

Percentage of Fair Value

 

 

 

Fair Value as of
December 31, 2022

 

 

Percentage of Fair Value

 

 

United States

 

$

1,410,306

 

 

 

89.0

 

%

 

$

1,111,350

 

 

 

88.1

 

%

United Kingdom

 

 

70,797

 

 

 

4.5

 

 

 

 

58,591

 

 

 

4.6

 

 

Australia

 

 

20,079

 

 

 

1.3

 

 

 

 

19,490

 

 

 

1.5

 

 

New Zealand

 

 

19,081

 

 

 

1.2

 

 

 

 

-

 

 

 

-

 

 

Netherlands

 

 

18,340

 

 

 

1.2

 

 

 

 

15,352

 

 

 

1.2

 

 

Belgium

 

 

14,759

 

 

 

0.9

 

 

 

 

14,166

 

 

 

1.1

 

 

Sweden

 

 

14,152

 

 

 

0.9

 

 

 

 

12,117

 

 

 

1.0

 

 

Canada

 

 

10,378

 

 

 

0.7

 

 

 

 

31,890

 

 

 

2.5

 

 

France

 

 

4,183

 

 

 

0.3

 

 

 

 

-

 

 

 

-

 

 

Total investments

 

$

1,582,075

 

 

 

100.0

 

%

 

$

1,262,956

 

 

 

100.0

 

%
v3.24.0.1
Fair Value of Financial Instruments
 12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments

Note 5. Fair Value of Financial Instruments

Investments

The following table presents fair value measurements of investments as of December 31, 2023 (in thousands):

 

Fair Value Hierarchy

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Senior Secured First Lien

$

—

 

 

$

19,265

 

 

$

409,945

 

 

$

429,210

 

Unitranche First Lien

 

—

 

 

 

25,083

 

 

 

948,781

 

 

 

973,864

 

Unitranche First Lien – Last Out

 

—

 

 

 

—

 

 

 

13,544

 

 

 

13,544

 

Senior Secured Second Lien

 

—

 

 

 

13,305

 

 

 

44,907

 

 

 

58,212

 

Unsecured Debt

 

—

 

 

 

—

 

 

 

4,061

 

 

 

4,061

 

Equity & Other

 

—

 

 

 

1,141

 

 

 

48,909

 

 

 

50,050

 

Subtotal

$

—

 

 

$

58,794

 

 

$

1,470,147

 

 

$

1,528,941

 

Investments Measured at NAV (1)

 

 

 

 

 

 

 

 

 

 

53,134

 

Total Investments

 

 

 

 

 

 

 

 

 

$

1,582,075

 

 

 

 

 

 

 

 

 

 

 

 

Foreign Currency Forward Contracts - Assets

 

—

 

 

 

5,128

 

 

 

—

 

 

 

5,128

 

Foreign Currency Forward Contracts - Liabilities

 

—

 

 

 

(84

)

 

 

—

 

 

 

(84

)

 

The following table presents fair value measurements of investments as of December 31, 2022 (in thousands):

 

Fair Value Hierarchy

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Senior Secured First Lien

$

—

 

 

$

23,214

 

 

$

277,786

 

 

$

301,000

 

Unitranche First Lien

 

—

 

 

 

52,760

 

 

 

771,348

 

 

 

824,108

 

Unitranche First Lien – Last Out

 

—

 

 

 

—

 

 

 

13,827

 

 

 

13,827

 

Senior Secured Second Lien

 

—

 

 

 

4,291

 

 

 

56,586

 

 

 

60,877

 

Unsecured Debt

 

—

 

 

 

—

 

 

 

4,533

 

 

 

4,533

 

Equity & Other

 

—

 

 

 

944

 

 

 

43,907

 

 

 

44,851

 

Subtotal

$

—

 

 

$

81,209

 

 

$

1,167,987

 

 

$

1,249,196

 

Investments Measured at NAV (1)

 

 

 

 

 

 

 

 

 

 

13,760

 

Total Investments

 

 

 

 

 

 

 

 

 

$

1,262,956

 

 

 

 

 

 

 

 

 

 

 

 

Foreign Currency Forward Contracts - Assets

 

—

 

 

 

8,154

 

 

 

—

 

 

 

8,154

 

Foreign Currency Forward Contracts - Liabilities

 

—

 

 

 

(157

)

 

 

—

 

 

 

(157

)

 

(1)
In accordance with ASC 820-10, certain investments that are measured using the net asset value per shares (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not redeemable. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the year ended December 31, 2023, based off of the fair value hierarchy as of December 31, 2023 (in thousands):

 

 

Senior Secured
First Lien

 

 

Unitranche
First Lien

 

 

Unitranche
First -
Last Out

 

 

Senior
Secured
Second Lien

 

 

Unsecured
Debt

 

 

Equity
&
Other

 

 

Total

 

Balance as of January 1, 2023

$

277,786

 

 

$

771,348

 

 

$

13,827

 

 

$

56,586

 

 

$

4,533

 

 

$

43,907

 

 

$

1,167,987

 

Amortized discounts/premiums

 

1,883

 

 

 

5,102

 

 

 

36

 

 

 

159

 

 

 

57

 

 

 

—

 

 

 

7,237

 

Paid in-kind interest

 

1,249

 

 

 

554

 

 

 

709

 

 

 

469

 

 

 

770

 

 

 

—

 

 

 

3,751

 

Net realized gain (loss)

 

(5,459

)

 

 

(8,566

)

 

 

—

 

 

 

(470

)

 

 

(165

)

 

 

651

 

 

 

(14,009

)

Net change in unrealized appreciation (depreciation)

 

3,889

 

 

 

15,911

 

 

 

(1,031

)

 

 

1,867

 

 

 

597

 

 

 

1,235

 

 

 

22,468

 

Purchases

 

263,869

 

 

 

247,512

 

 

 

3

 

 

 

3,240

 

 

 

919

 

 

 

5,067

 

 

 

520,610

 

Sales/return of capital/principal repayments/paydowns

 

(134,936

)

 

 

(111,140

)

 

 

—

 

 

 

(7,775

)

 

 

(2,650

)

 

 

(1,583

)

 

 

(258,084

)

Transfers in

 

1,664

 

 

 

28,060

 

 

 

—

 

 

 

4,061

 

 

 

—

 

 

 

—

 

 

 

33,785

 

Transfers out

 

—

 

 

 

—

 

 

 

—

 

 

 

(13,230

)

 

 

—

 

 

 

(368

)

 

 

(13,598

)

Balance as of December 31, 2023

$

409,945

 

 

$

948,781

 

 

$

13,544

 

 

$

44,907

 

 

$

4,061

 

 

$

48,909

 

 

$

1,470,147

 

Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2023

$

(2,813

)

 

$

10,833

 

 

$

(1,031

)

 

$

976

 

 

$

509

 

 

$

2,275

 

 

$

10,750

 

 

During the year ended December 31, 2023, the Company recorded $13,598 in transfers from Level 3 to Level 2 due to an increase in observable inputs in market data and $33,785 in transfers from Level 2 to Level 3 due to a decrease in observable inputs in market data.

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the year ended December 31, 2022, based off of the fair value hierarchy as of December 31, 2022 (in thousands):

 

 

Senior
Secured
First Lien

 

 

Unitranche
First Lien

 

 

Unitranche
First -
Last Out

 

 

Senior
Secured
Second Lien

 

 

Unsecured
Debt

 

 

Equity
&
Other

 

 

Total

 

Balance as of January 1, 2022

$

268,851

 

 

$

711,296

 

 

$

13,723

 

 

$

47,584

 

 

$

5,620

 

 

$

58,606

 

 

$

1,105,680

 

Amortized discounts/premiums

 

1,281

 

 

 

4,818

 

 

 

30

 

 

 

347

 

 

 

85

 

 

 

—

 

 

 

6,561

 

Paid in-kind interest

 

707

 

 

 

56

 

 

 

334

 

 

 

785

 

 

 

575

 

 

 

1,998

 

 

 

4,455

 

Net realized gain (loss)

 

(304

)

 

 

(30

)

 

 

—

 

 

 

—

 

 

 

—

 

 

 

8,558

 

 

 

8,224

 

Net change in unrealized appreciation (depreciation)

 

(2,092

)

 

 

(28,701

)

 

 

924

 

 

 

(5,946

)

 

 

(496

)

 

 

(13,083

)

 

 

(49,394

)

Purchases

 

70,925

 

 

 

215,410

 

 

 

3,964

 

 

 

2,703

 

 

 

681

 

 

 

4,532

 

 

 

298,215

 

Sales/return of capital/principal repayments/paydowns

 

(81,880

)

 

 

(101,591

)

 

 

(5,148

)

 

 

(4,307

)

 

 

(1,932

)

 

 

(16,704

)

 

 

(211,562

)

Transfers in

 

20,298

 

 

 

—

 

 

 

—

 

 

 

15,709

 

 

 

—

 

 

 

—

 

 

 

36,007

 

Transfers out

 

—

 

 

 

(29,910

)

 

 

—

 

 

 

(289

)

 

 

—

 

 

 

—

 

 

 

(30,199

)

Balance as of December 31, 2022

$

277,786

 

 

$

771,348

 

 

$

13,827

 

 

$

56,586

 

 

$

4,533

 

 

$

43,907

 

 

$

1,167,987

 

Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2022

$

(2,815

)

 

$

(27,063

)

 

$

924

 

 

$

(5,894

)

 

$

(535

)

 

$

(11,509

)

 

$

(46,892

)

 

During the year ended December 31, 2022, the Company recorded $30,199 in transfers from Level 3 to Level 2 due to an increase in observable inputs in market data and $36,007 in transfers from Level 2 to Level 3 due to a decrease in observable inputs in market data.

 

The following tables present the fair value of Level 3 investments and the ranges of significant unobservable inputs used to value the Company’s Level 3 investments as of December 31, 2023 and 2022. These ranges represent the significant unobservable inputs that were used in the valuation of each type of investment. These inputs are not representative of the inputs that could have been used in the valuation of any one investment. For example, the highest market yield presented in the table for senior secured first lien investments is appropriate for valuing a specific investment but may not be appropriate for valuing any other investment. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the Company’s Level 3 investments.

 

Security Type

 

Fair Value as of
December 31, 2023
(in thousands)

 

 

Valuation Technique

 

Unobservable Input

 

Range (Weighted Avg)

Senior Secured First Lien

 

$

337,406

 

 

Discounted Cash Flows

 

Discount Rate

 

10.4%

-

19.3%

(12.0%)

 

 

30,299

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

0.9x

-

11.3x

(6.5x)

 

 

176

 

 

Collateral Analysis

 

Recovery Rate

 

 

 

1.3%

 

 

 

8,253

 

 

Discounted Cash Flows

 

Royalty Payment Discount Rate

 

 

 

15.5%

 

 

 

33,811

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

409,945

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien

 

$

898,108

 

 

Discounted Cash Flows

 

Discount Rate

 

9.1%

-

18.6%

(11.8%)

 

 

4,248

 

 

Enterprise Value

 

Comparable Revenue Multiple

 

 

 

0.6x

 

 

 

46,425

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

948,781

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien - Last Out

 

$

12,490

 

 

Discounted Cash Flows

 

Discount Rate

 

10.1%

-

17.4%

(12.8%)

 

 

1,054

 

 

Collateral Analysis

 

Recovery Rate

 

 

 

20.7%

 

 

$

13,544

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Secured Second Lien

 

$

32,051

 

 

Discounted Cash Flows

 

Discount Rate

 

13.2%

-

14.6%

(13.7%)

 

 

7,878

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

3.4x

-

8.9x

(5.9x)

 

 

4,978

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

44,907

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Debt

 

$

3,235

 

 

Discounted Cash Flows

 

Discount Rate

 

14.4%

-

18.1%

(15.9%)

 

 

826

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

 

 

11.3x

 

 

$

4,061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity & Other

 

$

435

 

 

Discounted Cash Flows

 

Discount Rate

 

 

 

18.2%

 

 

 

48,474

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

1.8x

-

28.4x

(16.4x)

 

$

48,909

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,470,147

 

 

 

 

 

 

 

 

 

 

 

Security Type

 

Fair Value as of
December 31, 2022
(in thousands)

 

 

Valuation Technique

 

Unobservable Input

 

Range (Weighted Avg)

Senior Secured First Lien

 

$

201,043

 

 

Discounted Cash Flows

 

Discount Rate

 

9.4%

-

19.4%

(10.9%)

 

 

13,593

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

8.3x

-

14.8x

(9.1x)

 

 

63,150

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

277,786

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien

 

$

620,221

 

 

Discounted Cash Flows

 

Discount Rate

 

6.8%

-

15.7%

(10.8%)

 

 

15,576

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

13.1x

-

6.8x

(11.5x)

 

 

135,551

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

771,348

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien - Last Out

 

$

11,642

 

 

Discounted Cash Flows

 

Discount Rate

 

8.4%

-

16.5%

(10.9%)

 

 

2,185

 

 

Collateral Analysis

 

Recovery Rate

 

 

 

42.9%

 

 

$

13,827

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Secured Second Lien

 

$

29,749

 

 

Discounted Cash Flows

 

Discount Rate

 

11.5%

-

26.0%

(15.6%)

 

 

7,397

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

8.3x

-

14.8x

(10.8x)

 

 

19,440

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

56,586

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Debt

 

$

4,533

 

 

Discounted Cash Flows

 

Discount Rate

 

15.2%

-

17.3%

(16.1%)

 

 

 

 

 

 

 

 

 

 

 

 

Equity & Other

 

$

200

 

 

Discounted Cash Flows

 

Discount Rate

 

22.1%

-

22.1%

(22.1%)

 

 

43,311

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

10.9x

-

27.8x

(15.7x)

 

 

396

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

43,907

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,167,987

 

 

 

 

 

 

 

 

 

 

 

The significant unobservable inputs used in the fair value measurement of the Company’s debt and equity securities are primarily earnings before interest, taxes, depreciation and amortization (“EBITDA”), revenue, comparable multiples and market discount rates. The Company typically uses comparable EBITDA or revenue multiples on its equity securities to determine the fair value of investments. The Company uses discount rates for debt securities to determine if the effective yield on a debt security is commensurate with the market yields for that type of debt security.

•
The significant unobservable inputs used in the discounted cash flow approach is the discount rate used to discount the estimated future cash flows expected to be received from the underlying investment, which include both future principal and interest payments. Increases and decreases in the discount rate would result in a decrease and increase in the fair value, respectively. Included in the consideration and selection of discount rates is risk of default, rating of the investment, call provisions and comparable company investments.
•
The significant unobservable inputs used in the market multiple approach are the multiples of similar companies’ EBITDA, revenue and comparable market transactions. Increases and decreases in market EBITDA multiples and revenue would result in an increase or decrease in the fair value, respectively.
•
The recovery rate represents the extent to which proceeds can be recovered. An increase/decrease in the recovery rate would result in an increase/decrease, respectively, in the fair value. The transaction precedent represents an observable transaction or a pending event for the investment.
v3.24.0.1
Debt
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Debt

Note 6. Debt

Debt consisted of the following (in thousands):
 

 

December 31, 2023

 

 

December 31, 2022

 

 

Aggregate Principal
Amount Committed

 

 

Drawn
Amount

 

 

Amount Available (1)

 

 

Carrying
Value(2)(3)

 

 

Aggregate Principal
Amount Committed

 

 

Drawn
Amount

 

 

Amount Available (1)

 

 

Carrying
Value(2)(3)

 

SPV Asset Facility

$

500,000

 

 

$

329,850

 

 

$

170,150

 

 

$

329,850

 

 

$

350,000

 

 

$

233,000

 

 

$

117,000

 

 

$

233,000

 

SMBC Corporate Revolving Facility

 

385,000

 

 

 

225,471

 

 

 

159,529

 

 

 

225,471

 

 

 

350,000

 

 

 

241,836

 

 

 

108,164

 

 

 

241,836

 

Series 2020A Unsecured Notes

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

50,000

 

 

 

50,000

 

 

 

—

 

 

 

50,000

 

Series 2021A Unsecured Notes(4)

 

135,000

 

 

 

135,000

 

 

 

—

 

 

 

135,000

 

 

 

135,000

 

 

 

135,000

 

 

 

—

 

 

 

135,000

 

FCRX Unsecured Notes(5)

 

111,600

 

 

 

111,600

 

 

 

—

 

 

 

111,600

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Series 2023A Unsecured Notes(6)

 

50,000

 

 

 

50,000

 

 

 

—

 

 

 

50,000

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Total Debt

$

1,181,600

 

 

$

851,921

 

 

$

329,679

 

 

$

851,921

 

 

$

885,000

 

 

$

659,836

 

 

$

225,164

 

 

$

659,836

 

 

(1)
The amount available is subject to any limitations related to the respective debt facilities’ borrowing bases and foreign currency translation adjustments.
(2)
The amount presented excludes netting of deferred financing costs.
(3)
As of December 31, 2023 and 2022, the carrying amount of the Company’s outstanding debt approximated fair value unless otherwise noted.
(4)
As of December 31, 2023 and 2022, the fair value of the Series 2021A Unsecured Notes was approximately $128,296 and $123,223, respectively.
(5)
As of December 31, 2023, the fair value of the FCRX Unsecured Notes was approximately $104,458.
(6)
As of December 31, 2023, the fair value of the Series 2023A Unsecured Notes was approximately $51,986.

The combined weighted average interest rate of the aggregate borrowings outstanding for the years ended December 31, 2023, 2022 and 2021 was 7.02%, 4.73% and 3.72% respectively. The combined weighted average debt of the aggregate borrowings outstanding for the years ended December 31, 2023, 2022 and 2021 was $836,999, $673,503 and $530,675 respectively.

The fair values of the Company’s debt are determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Company's debt is calculated by discounting remaining payments using comparable market rates or market quotes for similar instruments at the measurement date. As of December 31, 2023 and 2022, all the debt except for FCRX Unsecured Notes would be deemed to be Level 3 of the fair value hierarchy. FCRX Unsecured Notes FCRX would be deemed to be Level 2 of the fair value hierarchy.

As of December 31, 2023 and 2022, the Company was in compliance with the terms and covenants of its debt arrangements.

SPV Asset Facility

On March 28, 2016, Crescent Capital BDC Funding, LLC (“CCAP SPV”), a wholly owned subsidiary of CCAP, entered into a loan and security agreement, as amended from time to time (the “SPV Asset Facility”), with the Company as the collateral manager, seller and equityholder, CCAP SPV as the borrower, the banks and other financial institutions from time to time party thereto as lenders, and Wells Fargo Bank, National Association (“Wells Fargo”), as administrative agent, collateral agent, and lender. CCAP SPV is consolidated into the Company’s financial statements and no gain or loss is recognized from transfer of assets to and from CCAP SPV.

The maximum commitment amount under the SPV Asset Facility is $500,000 and may be increased with the consent of Wells Fargo or reduced upon request of the Company. Proceeds of the advances under the SPV Asset Facility may be used to acquire portfolio investments, to make distributions to the Company in accordance with the SPV Asset Facility, and to pay related expenses. The maturity date is the earlier of (a) the date the Borrower voluntarily reduces the commitments to zero, (b) March 7, 2028 and (c) the date upon which Wells Fargo declares the obligations due and payable after the occurrence of an Event of Default. Borrowings under the SPV Asset Facility bear interest at daily simple SOFR plus a 2.75% margin with no floor. The Company pays unused facility fees of 0.50% per annum on committed but undrawn amounts under the SPV Asset Facility. The unused facility fee rate may vary based on the utilization. The SPV Asset Facility includes customary covenants, including certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature. The facility size is subject to availability under the borrowing base, which is based on the amount of CCAP SPV’s assets from time to time, and satisfaction of certain conditions, including certain concentration limits.

Costs incurred in connection with obtaining the SPV Asset Facility were recorded as deferred financing costs and are being amortized over the life of the SPV Asset Facility on an effective yield basis. As of December 31, 2023 and 2022, deferred financing costs related to the SPV Asset Facility were $4,614 and $2,110, respectively, and were netted against debt outstanding on the Consolidated Statements of Assets and Liabilities.

SMBC Corporate Revolving Facility

On October 27, 2021, the Company entered into a senior secured revolving credit agreement, as amended from time to time, with Sumitomo Mitsui Banking Corporation, as administrative agent, collateral agent and lender (the “SMBC Corporate Revolving Facility”). The maximum principal amount of the SMBC Corporate Revolving Facility is $385,000, subject to availability under the borrowing base. Borrowings under the SMBC Corporate Revolving Facility bear interest at adjusted SOFR plus 1.875% or 2.000%, subject to certain provisions in the SMBC Corporate Revolving Facility agreement, with no benchmark rate floor. The Company pays unused facility fees of 0.375% per annum on committed but undrawn amounts under the SMBC Corporate Revolving Facility. Any amounts borrowed under the SMBC Corporate Revolving Facility, and all accrued and unpaid interest, will be due and payable, on October 27, 2026.

Costs incurred in connection with obtaining the SMBC Corporate Revolving Facility were recorded as deferred financing costs and are being amortized over the life of the SMBC Corporate Revolving Facility on an effective yield basis. As of December 31, 2023 and 2022, deferred financing costs related to the SMBC Corporate Revolving Facility were $1,721 and $2,217, respectively, and were netted against debt outstanding on the Consolidated Statements of Assets and Liabilities.

Series 2020A Unsecured Notes

On July 30, 2020, the Company completed a private offering of $50,000 aggregate principal amount of 5.95% senior unsecured notes due July 30, 2023 (the “Series 2020A Unsecured Notes”). Series 2020A Unsecured Notes were issued in two $25,000 issuances on July 30, 2020 and October 28, 2020. On July 28, 2023, Series 2020A Unsecured Notes were repaid upon the issuance of the Series 2023A Unsecured Notes, as defined below.

Series 2021A Unsecured Notes

On February 17, 2021, the Company completed a private offering of $135,000 aggregate principal amount of 4.00% senior unsecured notes due February 17, 2026 (the “Series 2021A Unsecured Notes”). The initial issuance of $50,000 of Series 2021A Unsecured Notes closed February 17, 2021. The issuance of the remaining $85,000 of Series 2021A Unsecured Notes closed on May 5, 2021.

The Series 2021A Unsecured Notes will mature on February 17, 2026 and may be redeemed in whole or in part, at the Company’s option, at any time or from time to time at par plus a “make-whole” premium, if applicable. Interest on the 2026 Unsecured Notes is due and payable semiannually in arrears on February 17 and August 17 of each year.

Costs incurred in connection with issuing the Series 2021A Unsecured Notes were recorded as deferred financing costs and are being amortized over the life of the Series 2021A Unsecured Notes on an effective yield basis. As of December 31, 2023 and 2022, deferred financing costs related to the Series 2021A Unsecured Notes were $609 and $895, respectively, and were netted against debt outstanding on the Consolidated Statements of Assets and Liabilities.

 

FCRX Unsecured Notes

On March 9, 2023, in connection with the FCRD Acquisition, the Company assumed $111,600 of unsecured notes (the "FCRX Unsecured Notes"). The FCRX Unsecured Notes mature on May 25, 2026 and may be redeemed in whole or in part at any time or from time to time at the Company’s option, at a redemption price of 100% of the outstanding principal amount thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to but not including the date fixed for redemption. The FCRX Unsecured Notes bear interest at a rate of 5.00% per year payable quarterly on March 30, June 30, September 30 and December 30 of each year. The FCRX Unsecured Notes trade on the New York Stock Exchange under the trading symbol “FCRX”.

Series 2023A Unsecured Notes

On May 9, 2023, the Company completed a private offering of $50,000 aggregate principal amount of 7.54% senior unsecured notes due July 28, 2026 ("Series 2023A Unsecured Notes"). These notes were issued immediately after the repayment of $50,000 of the Series 2020A Unsecured Notes on July 28, 2023.

The Series 2023A Unsecured Notes will mature on July 28, 2026 and may be redeemed in whole or in part, at the Company’s option, at any time or from time to time at par plus a “make-whole” premium, if applicable. Interest on the Series 2023A Unsecured Notes is due and payable semiannually in arrears on January 28 and July 28 of each year.

Costs incurred in connection with issuing the Series 2023A Unsecured Notes were recorded as deferred financing costs and are being amortized over the life of the 2026 Unsecured Notes - Series 2023A on an effective yield basis. As of December 31, 2023, deferred financing costs related to the Series 2023A Unsecured Notes of $193 were netted against debt outstanding on the Consolidated Statements of Assets and Liabilities.

Ally Corporate Revolving Facility

On August 20, 2019, the Company entered into a senior secured revolving credit facility with Ally Bank, as administrative agent and arranger (the “Ally Corporate Revolving Facility”). The maximum principal amount of the Ally Corporate Revolving Facility was $200,000, subject to availability under the borrowing base. Borrowings under the Ally Corporate Revolving Facility bore interest at LIBOR plus a 2.35% margin with no LIBOR floor.

The Company terminated the Ally Corporate Revolving Facility concurrent with the closing of the SMBC Corporate Revolving Facility on October 27, 2021.

InterNotes®

On January 31, 2020, in connection with an acquisition, the Company assumed direct unsecured fixed interest rate obligations or “InterNotes®”. The InterNotes® bore interest at fixed interest rates ranging between 6.25% and 6.75% and offered a variety of maturities ranging between February 15, 2021 and April 15, 2022. The Company redeemed or paid down the remaining $16,418 of InterNotes® during the first quarter of 2021.

Summary of Interest and Credit Facility Expenses

The borrowing expenses incurred by the SPV Asset Facility, SMBC Corporate Revolving Facility, Ally Corporate Revolving Facility, InterNotes®, Series 2020A Unsecured Notes, Series 2021A Unsecured Notes, Series 2023A Unsecured Notes and FCRX Unsecured Notes were as follows (in thousands):

 

 

 

For the years ended December 31,

 

 

2023

 

 

2022

 

 

2021

 

Borrowing interest expense

 

$

54,875

 

 

$

28,930

 

 

$

16,166

 

Unused facility fees

 

 

1,767

 

 

 

1,212

 

 

 

1,046

 

Amortization of financing costs

 

 

2,100

 

 

 

1,738

 

 

 

2,554

 

Total interest and credit facility expenses

 

$

58,742

 

 

$

31,880

 

 

$

19,766

 

Weighted average outstanding balance

 

$

836,999

 

 

$

673,503

 

 

$

530,675

 
v3.24.0.1
Derivatives
 12 Months Ended
Dec. 31, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivatives

Note 7. Derivatives

The Company enters into foreign currency forward contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies.

In order to better define its contractual rights and to secure rights that will help mitigate its counterparty risk, the Company may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or a similar agreement with its derivative counterparties. An ISDA Master Agreement is a bilateral agreement between the Company and a counterparty that governs OTC derivatives, including foreign currency forward contracts, and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of a default (close-out netting) or similar event, including the bankruptcy or insolvency of the counterparty.

For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Company and cash collateral received from the counterparty, if any, is included under restricted cash and cash equivalents on the Consolidated Statement of Assets and Liabilities. There has been no cash collateral received or paid from the counterparty. The Company minimizes counterparty credit risk by only entering into agreements with counterparties that they believe to be of good standing and by monitoring the financial stability of those counterparties. All of the forward contracts qualify as Level 2 financial instruments.

During the years ended December 31, 2023 and 2022 the Company’s average USD notional exposure to foreign currency forward contracts was $97,406 and $94,393, respectively.

The following table sets forth the Company’s net exposure to foreign currency forward contracts that are subject to ISDA Master Agreements or similar agreements (in thousands):

 

Reporting Date

 

Counterparty

 

Gross Amount
of Assets on
the Consolidated
Statements of
Assets and
Liabilities

 

 

Gross Amount
of (Liabilities) on
the Consolidated
Statements of
Assets and
Liabilities

 

 

Net Amount of Assets
or (Liabilities)

 

 

Collateral
(Received)
Pledged (1)

 

 

Net
Amounts (2)

 

December 31, 2023

 

Wells Fargo Bank, N.A.

 

$

5,128

 

 

$

(84

)

 

$

5,044

 

 

$

—

 

 

$

5,044

 

December 31, 2022

 

Wells Fargo Bank, N.A.

 

$

8,154

 

 

$

(157

)

 

$

7,997

 

 

$

—

 

 

$

7,997

 

 

(1)
Amount excludes excess cash collateral paid.
(2)
Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual setoff rights under the agreement. Net amount excludes any over-collateralized amounts.

The effect of transactions in derivative instruments to the Consolidated Statements of Operations was as follows (in thousands):

 

 

 

 

For the years ended December 31,

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gain (loss) on foreign currency forward
   contracts

 

 

$

1,021

 

 

$

24

 

 

$

(193

)

Net change in unrealized appreciation (depreciation) on
   foreign currency forward contracts

 

 

 

(2,954

)

 

 

6,513

 

 

 

2,116

 

Total net realized and unrealized gains (losses) on
   foreign currency forward contracts

 

 

$

(1,933

)

 

$

6,537

 

 

$

1,923

 
v3.24.0.1
Commitments, Contingencies and Indemnifications
 12 Months Ended
Dec. 31, 2023
Commitments Contingencies And Indemnifications [Abstract]  
Commitments, Contingencies and Indemnifications

Note 8. Commitments, Contingencies and Indemnifications

The Company’s investment portfolio may contain investments that are in the form of lines of credit or unfunded commitments, which require the Company to provide funding when requested by portfolio companies in accordance with the terms of the underlying agreements. Unfunded commitments to provide funds to portfolio companies are not reflected on the Company’s Consolidated Statements of Assets and Liabilities. These commitments are subject to the same underwriting and ongoing portfolio maintenance as are the on-balance sheet financial instruments that the Company holds. Since these commitments may expire without being drawn, the total commitment amount does not necessarily represent future cash requirements. As of December 31, 2023 and 2022, the Company had aggregated unfunded commitments totaling $175,048 and $158,905 including foreign denominated commitments converted to USD at the balance sheet date, respectively, under loan and financing agreements.

The Company has the following unfunded commitments to portfolio companies (in thousands):
 

 

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Company

 

Investment Type

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

A&A Global Imports, LLC (5)

 

Revolver

 

6/1/2026

 

 

$

234

 

 

 

—

 

 

$

-

 

ABACUS Holdings I LLC (5)

 

Revolver

 

6/24/2028

 

 

 

300

 

 

6/24/2028

 

 

 

720

 

ABACUS Holdings I LLC (7)

 

Delayed Draw Term Loan

 

6/24/2024

 

 

 

2,530

 

 

6/24/2024

 

 

 

2,800

 

ACI Group Holdings, Inc. (5)

 

Revolver

 

8/2/2027

 

 

 

627

 

 

8/2/2027

 

 

 

657

 

ACI Group Holdings, Inc. (7)

 

Delayed Draw Term Loan

 

8/2/2024

 

 

 

912

 

 

8/2/2023

 

 

 

1,688

 

Action Signature Acquisition, Inc. (5)

 

Revolver

 

6/17/2026

 

 

 

652

 

 

 

—

 

 

 

-

 

Acu-Serve, LLC (5)

 

Revolver

 

10/18/2029

 

 

 

750

 

 

 

—

 

 

 

-

 

Acu-Serve, LLC (7)

 

Delayed Draw Term Loan

 

10/18/2025

 

 

 

2,000

 

 

 

—

 

 

 

-

 

Advanced Diabetes Supply (5)

 

Revolver

 

12/30/2027

 

 

 

350

 

 

12/30/2027

 

 

 

88

 

Advanced Web Technologies (5)

 

Revolver

 

12/17/2026

 

 

 

342

 

 

 

—

 

 

 

-

 

Affinitiv, Inc. (5)

 

Revolver

 

8/26/2024

 

 

 

567

 

 

8/26/2024

 

 

 

567

 

Alcanza Clinical Research (5)

 

Revolver

 

12/15/2027

 

 

 

125

 

 

 

—

 

 

 

-

 

Alera Group Inc. (7)

 

Delayed Draw Term Loan

 

3/2/2024

 

 

 

1,275

 

 

3/2/2024

 

 

 

4,401

 

Alera Group Inc. (7)

 

Delayed Draw Term Loan

 

11/17/2025

 

 

 

3,130

 

 

 

—

 

 

 

-

 

Alpine SG, LLC (5)

 

Revolver

 

11/5/2027

 

 

 

105

 

 

 

—

 

 

 

-

 

Alpine X (5)

 

Revolver

 

12/27/2027

 

 

 

137

 

 

 

—

 

 

 

-

 

Alpine X (5)

 

Revolver

 

12/27/2027

 

 

 

64

 

 

 

—

 

 

 

-

 

Ansira Partners, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/20/2024

 

 

 

254

 

APC Bidco Limited (11)

 

Delayed Draw Term Loan

 

11/10/2027

 

 

 

2,102

 

 

 

—

 

 

 

—

 

APC Bidco Limited (11)

 

Revolver

 

11/4/2030

 

 

 

1,229

 

 

 

—

 

 

 

—

 

Apps Associates LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

7/2/2023

 

 

 

900

 

Apps Associates LLC (5)

 

Revolver

 

7/2/2027

 

 

 

800

 

 

7/2/2027

 

 

 

800

 

Arrow Management Acquisition, LLC (5)

 

Revolver

 

10/14/2027

 

 

 

700

 

 

10/14/2027

 

 

 

700

 

Arrow Management Acquisition, LLC (7)

 

Delayed Draw Term Loan

 

11/28/2025

 

 

 

3,350

 

 

 

—

 

 

 

—

 

Automated Control Concepts, Inc. (5)

 

Revolver

 

10/22/2026

 

 

 

667

 

 

 

—

 

 

 

—

 

Auveco Holdings (5)

 

Revolver

 

5/5/2028

 

 

 

540

 

 

5/5/2028

 

 

 

450

 

Auveco Holdings (7)

 

Delayed Draw Term Loan

 

5/5/2024

 

 

 

850

 

 

5/5/2024

 

 

 

850

 

AX VI INV2 Holding AB (Voff) (9)

 

Revolver

 

8/31/2029

 

 

 

411

 

 

8/31/2029

 

 

 

398

 

AX VI INV2 Holding AB (Voff) (10)

 

Delayed Draw Term Loan

 

8/31/2029

 

 

 

387

 

 

8/31/2029

 

 

 

1,593

 

Bandon Fitness (Texas) Inc. (7)

 

Delayed Draw Term Loan

 

7/27/2028

 

 

 

727

 

 

 

—

 

 

 

—

 

Bandon Fitness (Texas) Inc. (5)

 

Revolver

 

7/27/2028

 

 

 

159

 

 

 

—

 

 

 

—

 

Banker's Toolbox, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

7/27/2023

 

 

 

4,184

 

Banker's Toolbox, Inc. (5)

 

Revolver

 

7/27/2027

 

 

 

2,406

 

 

7/27/2027

 

 

 

2,406

 

Bayside Opco, LLC (5)

 

Revolver

 

5/31/2026

 

 

 

634

 

 

 

—

 

 

 

—

 

BCDI Rodeo Dental Buyer, LLC (5)

 

Revolver

 

5/14/2025

 

 

 

1,583

 

 

 

—

 

 

 

—

 

Belay Inc. (5)

 

Revolver

 

11/15/2025

 

 

 

650

 

 

11/15/2025

 

 

 

650

 

Benesys Inc. (5)

 

Revolver

 

10/5/2024

 

 

 

76

 

 

10/5/2024

 

 

 

66

 

BioAgilytix

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/21/2023

 

 

 

1,865

 

Benesys Inc. (5)

 

Revolver

 

10/5/2024

 

 

 

82

 

 

 

—

 

 

 

—

 

C-4 Analytics, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

8/22/2023

 

 

 

600

 

CC Amulet Management, LLC (5)

 

Revolver

 

8/31/2027

 

 

 

119

 

 

 

—

 

 

 

—

 

CC Amulet Management, LLC (7)

 

Delayed Draw Term Loan

 

8/31/2027

 

 

 

722

 

 

 

—

 

 

 

—

 

Cedar Services Group, LLC

 

Revolver

 

6/11/2027

 

 

 

—

 

 

 

—

 

 

 

—

 

Centria Subsidiary Holdings, LLC (5)

 

Revolver

 

12/9/2025

 

 

 

1,974

 

 

12/9/2025

 

 

 

1,974

 

Claritas, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/30/2023

 

 

 

2,450

 

Claritas, LLC (5)

 

Revolver

 

3/31/2026

 

 

 

780

 

 

3/31/2026

 

 

 

1,950

 

Concord III, LLC (5)

 

Revolver

 

12/20/2028

 

 

 

550

 

 

 

—

 

 

 

—

 

Consolidated Label Co., LLC

 

Revolver

 

7/15/2026

 

 

 

—

 

 

7/15/2026

 

 

 

650

 

ConvenientMD (5)

 

Revolver

 

6/15/2027

 

 

 

138

 

 

 

—

 

 

 

—

 

CRA MSO, LLC (5)

 

Revolver

 

12/17/2024

 

 

 

92

 

 

12/17/2023

 

 

 

92

 

Doxa Insurance Holdings, LLC

 

Revolver

 

12/4/2026

 

 

 

—

 

 

 

—

 

 

 

—

 

Eagle Midco B.V. (Avania) (10)

 

Delayed Draw Term Loan

 

7/5/2029

 

 

 

2,720

 

 

7/5/2029

 

 

 

3,545

 

Eagle Midco B.V. (Avania) (10)

 

Revolver

 

1/5/2029

 

 

 

812

 

 

1/5/2029

 

 

 

788

 

Effective School Solutions LLC (5)

 

Revolver

 

11/30/2027

 

 

 

580

 

 

11/30/2027

 

 

 

1,276

 

Efor Holding (8)

 

Delayed Draw Term Loan

 

10/4/2026

 

 

 

135

 

 

 

—

 

 

 

—

 

EMS Buyer, Inc. (5)

 

Revolver

 

11/23/2027

 

 

 

55

 

 

11/23/2027

 

 

 

550

 

Envocore Holding, LLC (5)

 

Revolver

 

12/31/2025

 

 

 

2,778

 

 

12/31/2025

 

 

 

2,778

 

Eshipping

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

11/5/2023

 

 

 

1,850

 

Eshipping (5)

 

Revolver

 

11/5/2027

 

 

 

1,150

 

 

11/5/2027

 

 

 

1,150

 

Evergreen IX Borrower 2023, LLC (5)

 

Revolver

 

9/29/2029

 

 

 

1,500

 

 

 

—

 

 

 

—

 

Everlast Parent Inc. (5)

 

Revolver

 

10/30/2026

 

 

 

806

 

 

10/30/2026

 

 

 

1,151

 

Evolution BuyerCo, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/23/2023

 

 

 

31

 

Evolution BuyerCo, Inc. (5)

 

Revolver

 

4/30/2027

 

 

 

729

 

 

4/30/2027

 

 

 

729

 

Explorer Investor, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

6/28/2024

 

 

 

2,400

 

First Eagle Logan JV, LLC

 

Parnership Interest

 

 

 

 

 

9,400

 

 

 

—

 

 

 

—

 

Formulations Parent Corporation (5)

 

Revolver

 

11/15/2029

 

 

 

1,651

 

 

 

—

 

 

 

—

 

Freeport Financial SBIC Fund LP

 

Parnership Interest

 

 

 

 

 

2,222

 

 

 

—

 

 

 

—

 

FS Whitewater Borrower, LLC (3)

 

Revolver

 

12/21/2027

 

 

 

534

 

 

12/21/2027

 

 

 

448

 

FS Whitewater Borrower, LLC (7)

 

Delayed Draw Term Loan

 

7/1/2024

 

 

 

399

 

 

7/1/2024

 

 

 

1,662

 

Galway Borrower, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/30/2023

 

 

 

134

 

Galway Borrower, LLC (5)

 

Revolver

 

9/30/2027

 

 

 

926

 

 

9/30/2027

 

 

 

926

 

Gener8, LLC (5)

 

Revolver

 

8/14/2024

 

 

 

300

 

 

 

—

 

 

 

—

 

GH Parent Holdings Inc. (5)

 

Revolver

 

5/4/2027

 

 

 

1,750

 

 

5/4/2027

 

 

 

1,542

 

Granicus, Inc. (5)

 

Revolver

 

1/29/2027

 

 

 

637

 

 

1/29/2027

 

 

 

535

 

GrapeTree Medical Staffing, LLC (5)

 

Revolver

 

5/29/2024

 

 

 

600

 

 

5/29/2024

 

 

 

600

 

Great Lakes Dental Partners, LLC (5)

 

Revolver

 

6/23/2026

 

 

 

100

 

 

6/23/2026

 

 

 

100

 

Guardian Access Solutions (5)

 

Revolver

 

8/1/2029

 

 

 

713

 

 

 

—

 

 

 

—

 

Guardian Access Solutions (7)

 

Delayed Draw Term Loan

 

8/1/2029

 

 

 

2,050

 

 

 

—

 

 

 

—

 

HCOS Group Intermediate III LLC (5)

 

Revolver

 

9/30/2026

 

 

 

639

 

 

9/30/2026

 

 

 

1,150

 

Hepaco, LLC (5)

 

Revolver

 

8/18/2024

 

 

 

916

 

 

8/18/2024

 

 

 

135

 

Hercules Borrower LLC (5)

 

Revolver

 

12/15/2026

 

 

 

2,222

 

 

12/15/2026

 

 

 

1,985

 

 

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Company

 

Investment Type

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

Hercules Borrower LLC (7)

 

Delayed Draw Term Loan

 

 

 

 

 

788

 

 

9/10/2023

 

 

 

1,092

 

HGH Purchaser, Inc. (5)

 

Revolver

 

11/3/2025

 

 

 

15

 

 

11/3/2025

 

 

 

610

 

Homecare Partners Management, LLC (5)

 

Revolver

 

5/25/2027

 

 

 

367

 

 

5/25/2023

 

 

 

953

 

Hospice Care Buyer, Inc. (5)

 

Revolver

 

12/9/2026

 

 

 

1,255

 

 

12/9/2026

 

 

 

508

 

HS Spa Holdings Inc. (Hand & Stone) (5)

 

Revolver

 

6/2/2028

 

 

 

1,396

 

 

6/2/2028

 

 

 

1,511

 

Hsid Acquisition, LLC (5)

 

Revolver

 

1/31/2026

 

 

 

750

 

 

1/31/2026

 

 

 

750

 

iLending LLC (5)

 

Revolver

 

6/21/2026

 

 

 

718

 

 

 

—

 

 

 

—

 

Infobase (5)

 

Revolver

 

6/14/2028

 

 

 

991

 

 

6/14/2028

 

 

 

1,450

 

Infobase (7)

 

Delayed Draw Term Loan

 

6/14/2024

 

 

 

1,850

 

 

6/14/2024

 

 

 

1,850

 

Integrated Pain Management Medical Group, Inc. (5)

 

Revolver

 

6/17/2026

 

 

 

442

 

 

 

—

 

 

 

—

 

Integrity Marketing Acquisition, LLC (5)

 

Revolver

 

8/27/2025

 

 

 

1,409

 

 

8/27/2025

 

 

 

1,409

 

Iris Buyer, LLC (5)

 

Revolver

 

10/2/2029

 

 

 

1,514

 

 

 

—

 

 

 

—

 

Iris Buyer, LLC (7)

 

Delayed Draw Term Loan

 

3/29/2025

 

 

 

1,294

 

 

 

—

 

 

 

—

 

Jordan Bidco, Ltd. (10)

 

Delayed Draw Term Loan

 

8/31/2024

 

 

 

3,569

 

 

8/31/2024

 

 

 

3,692

 

JTM Foods LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

5/14/2027

 

 

 

250

 

JTM Foods LLC (5)

 

Revolver

 

5/14/2027

 

 

 

80

 

 

5/14/2027

 

 

 

347

 

King Mid LLC (5)

 

Revolver

 

12/15/2027

 

 

 

300

 

 

12/15/2027

 

 

 

300

 

King Mid LLC (7)

 

Delayed Draw Term Loan

 

6/17/2024

 

 

 

340

 

 

6/17/2024

 

 

 

2,356

 

Lash Opco LLC (5)

 

Revolver

 

9/18/2025

 

 

 

91

 

 

 

—

 

 

 

—

 

Learn-It Systems, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

5/4/2023

 

 

 

1,451

 

Learn-It Systems, LLC (5)

 

Revolver

 

3/18/2025

 

 

 

900

 

 

3/18/2025

 

 

 

283

 

Lexipol (Ranger Buyer, Inc.) (5)

 

Revolver

 

11/18/2027

 

 

 

1,105

 

 

11/18/2027

 

 

 

1,105

 

Lighthouse Lab Services (5)

 

Revolver

 

10/25/2027

 

 

 

614

 

 

 

—

 

 

 

—

 

Lightspeed Buyer, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/28/2023

 

 

 

5,101

 

Lightspeed Buyer, Inc. (5)

 

Revolver

 

2/3/2026

 

 

 

1,050

 

 

2/3/2026

 

 

 

595

 

Lion Cashmere Bidco Limited (10)

 

Delayed Draw Term Loan

 

9/23/2024

 

 

 

3,044

 

 

9/23/2024

 

 

 

2,952

 

List Partners, Inc. (5)

 

Revolver

 

5/1/2024

 

 

 

270

 

 

1/5/2023

 

 

 

450

 

Loadmaster Derrick & Equipment, Inc. (5)

 

Revolver

 

 

 

 

 

225

 

 

 

—

 

 

 

—

 

Mann Lake Ltd. (5)

 

Revolver

 

10/4/2024

 

 

 

56

 

 

 

—

 

 

 

—

 

Mario Purchaser, LLC (16)

 

Revolver

 

4/26/2028

 

 

 

731

 

 

4/26/2028

 

 

 

1,044

 

Mario Purchaser, LLC (7)

 

Delayed Draw Term Loan

 

4/26/2024

 

 

 

2,819

 

 

4/26/2024

 

 

 

3,690

 

Marlin DTC-LS Midco 2, LLC (5)

 

Revolver

 

7/1/2025

 

 

 

143

 

 

 

—

 

 

 

—

 

MHS Acquisition Holdings, LLC (5)

 

Revolver

 

7/21/2027

 

 

 

150

 

 

7/21/2027

 

 

 

129

 

Minuteman Security Technologies, Inc. (5)

 

Revolver

 

2/1/2029

 

 

 

1,000

 

 

 

—

 

 

 

—

 

Minuteman Security Technologies, Inc. (7)

 

Delayed Draw Term Loan

 

2/2/2025

 

 

 

1,209

 

 

 

—

 

 

 

—

 

MRI Software LLC (7)

 

Delayed Draw Term Loan

 

12/19/2025

 

 

 

1,500

 

 

 

—

 

 

 

—

 

MRI Software LLC (5)

 

Revolver

 

2/10/2026

 

 

 

1,266

 

 

2/10/2026

 

 

 

1,266

 

Multi Specialty Healthcare (AMM LLC)

 

Revolver

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

MWD Management LLC (United Derm) (5)

 

Revolver

 

6/15/2027

 

 

 

640

 

 

6/15/2027

 

 

 

560

 

New Era Technology, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

10/31/2026

 

 

 

504

 

New Era Technology, Inc. (5)

 

Revolver

 

10/31/2026

 

 

 

228

 

 

10/31/2026

 

 

 

265

 

New Era Technology, Inc. (5)

 

Revolver

 

10/31/2026

 

 

 

486

 

 

 

—

 

 

 

—

 

Newcleus, LLC (5)

 

Revolver

 

8/2/2026

 

 

 

435

 

 

 

—

 

 

 

—

 

Newcleus, LLC (5)

 

Delayed Draw Term Loan

 

8/2/2026

 

 

 

458

 

 

 

—

 

 

 

—

 

Nexant Volt MergerSub, Inc. (5)

 

Revolver

 

5/11/2027

 

 

 

229

 

 

5/11/2027

 

 

 

500

 

Nurture Landscapes (12)

 

Delayed Draw Term Loan

 

6/3/2025

 

 

 

2,086

 

 

 

—

 

 

 

—

 

Nurture Landscapes

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

6/2/2028

 

 

 

465

 

Odessa Technologies, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

10/19/2023

 

 

 

1,786

 

Odessa Technologies, Inc. (5)

 

Revolver

 

10/19/2027

 

 

 

2,500

 

 

10/19/2027

 

 

 

2,500

 

Oliver Packaging LLC (5)

 

Revolver

 

7/6/2028

 

 

 

150

 

 

7/6/2028

 

 

 

500

 

Omni Ophthalmic Management Consultants, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

5/31/2023

 

 

 

113

 

Safco Dental Supply, LLC (5)

 

Delayed Draw Term Loan

 

6/14/2025

 

 

 

345

 

 

6/14/2025

 

 

 

480

 

Omni Ophthalmic Management Consultants, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

3/7/2024

 

 

 

1,500

 

Online Labels Group, LLC (7)

 

Delayed Draw Term Loan

 

12/19/2025

 

 

 

525

 

 

 

—

 

 

 

—

 

Online Labels Group, LLC (7)

 

Delayed Draw Term Loan

 

12/19/2025

 

 

 

525

 

 

 

—

 

 

 

—

 

Online Labels Group, LLC (5)

 

Revolver

 

12/19/2029

 

 

 

650

 

 

 

—

 

 

 

—

 

Ontario Systems, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

8/30/2025

 

 

 

256

 

Painters Supply & Equipment Company

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

8/10/2023

 

 

 

724

 

Painters Supply & Equipment Company (5)

 

Revolver

 

8/10/2027

 

 

 

328

 

 

8/10/2027

 

 

 

299

 

Patriot Acquisition Topco S.A.R.L (5)

 

Revolver

 

1/29/2026

 

 

 

1,390

 

 

1/29/2026

 

 

 

1,390

 

Patriot Growth Insurance Services, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

7/8/2024

 

 

 

2,626

 

Patriot Growth Insurance Services, LLC (5)

 

Revolver

 

10/14/2028

 

 

 

660

 

 

10/14/2028

 

 

 

660

 

Patriot Growth Insurance Services, LLC (6)

 

Delayed Draw Term Loan

 

11/16/2025

 

 

 

883

 

 

 

—

 

 

 

—

 

PDFTron Systems Inc. (5)

 

Revolver

 

7/15/2026

 

 

 

149

 

 

 

—

 

 

 

—

 

PharComp Parent B.V.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/18/2023

 

 

 

1,432

 

PharComp Parent B.V.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/18/2023

 

 

 

2,873

 

Pinnacle Purchaser, LLC (5)

 

Revolver

 

12/28/2029

 

 

 

575

 

 

 

—

 

 

 

—

 

Plasma Buyer LLC (PathGroup) (5)

 

Revolver

 

5/12/2029

 

 

 

541

 

 

5/12/2029

 

 

 

811

 

Plasma Buyer LLC (PathGroup) (7)

 

Delayed Draw Term Loan

 

5/12/2024

 

 

 

1,892

 

 

5/12/2024

 

 

 

1,892

 

Point Quest Acquisition, LLC (5)

 

Revolver

 

8/12/2028

 

 

 

429

 

 

 

—

 

 

 

—

 

Potter Electric Signal Company

 

Revolver

 

12/19/2024

 

 

 

—

 

 

12/19/2024

 

 

 

550

 

SuperHero Fire Protection, LLC (5)

 

Delayed Draw Term Loan

 

9/1/2026

 

 

 

65

 

 

 

—

 

 

 

—

 

PPV Intermediate Holdings LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/29/2024

 

 

 

415

 

PPV Intermediate Holdings LLC (Vetcor)

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/29/2024

 

 

 

234

 

PPV Intermediate Holdings LLC (Vetcor) (5)

 

Revolver

 

8/31/2029

 

 

 

228

 

 

8/31/2029

 

 

 

166

 

Premier Dental Care Management, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

8/5/2023

 

 

 

793

 

Premier Dental Care Management, LLC (5)

 

Revolver

 

8/5/2027

 

 

 

1,338

 

 

8/5/2027

 

 

 

1,030

 

Teal Acquisition Co., Inc (5)

 

Revolver

 

9/22/2026

 

 

 

1,277

 

 

9/22/2026

 

 

 

259

 

Professional Physical Therapy

 

Revolver

 

 

—

 

 

 

—

 

 

2/28/2023

 

 

 

188

 

PromptCare Intermediate, LP

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/1/2023

 

 

 

2,778

 

Pushpay USA, INC. (5)

 

Revolver

 

5/10/2030

 

 

 

1,429

 

 

 

—

 

 

 

—

 

 

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Company

 

Investment Type

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

Pye-Barker Fire & Safety, LLC (14)

 

Delayed Draw Term Loan

 

6/15/2024

 

 

 

1,200

 

 

6/15/2024

 

 

 

1,200

 

Pye-Barker Fire & Safety, LLC (15)

 

Delayed Draw Term Loan

 

11/1/2027

 

 

 

873

 

 

 

—

 

 

 

—

 

Pye-Barker Fire & Safety, LLC (5)

 

Revolver

 

11/26/2027

 

 

 

1,531

 

 

11/26/2027

 

 

 

816

 

Pye-Barker Fire & Safety, LLC (5)

 

Revolver

 

10/1/2024

 

 

 

142

 

 

10/1/2024

 

 

 

75

 

Pye-Barker Fire & Safety, LLC (5)

 

Revolver

 

11/26/2026

 

 

 

1,811

 

 

 

—

 

 

 

—

 

Quorum Health Resources (5)

 

Revolver

 

5/26/2027

 

 

 

522

 

 

 

—

 

 

 

—

 

Receivable Solutions, Inc. (5)

 

Revolver

 

10/1/2024

 

 

 

150

 

 

10/1/2024

 

 

 

258

 

Right Networks, LLC (5)

 

Revolver

 

5/21/2026

 

 

 

233

 

 

 

—

 

 

 

—

 

Ruffalo Noel Levitz, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

5/29/2024

 

 

 

75

 

Seko Global Logistics Network, LLC (5)

 

Revolver

 

12/20/2026

 

 

 

943

 

 

12/20/2026

 

 

 

650

 

Seniorlink Incorporated (5)

 

Revolver

 

12/31/2027

 

 

 

458

 

 

 

—

 

 

 

—

 

Seniorlink Incorporated (5)

 

Revolver

 

7/17/2026

 

 

 

1,038

 

 

7/17/2026

 

 

 

1,038

 

Slickdeals Holdings, LLC (4)

 

Revolver

 

6/12/2024

 

 

 

727

 

 

6/12/2023

 

 

 

727

 

Smartronix, LLC (5)

 

Revolver

 

11/23/2027

 

 

 

3,290

 

 

11/23/2027

 

 

 

3,290

 

Vital Care Buyer, LLC (5)

 

Delayed Draw Term Loan

 

10/19/2025

 

 

 

2,222

 

 

10/19/2025

 

 

 

1,852

 

Smile Doctors LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/23/2028

 

 

 

2,010

 

Smile Doctors LLC (5)

 

Revolver

 

12/23/2027

 

 

 

1,262

 

 

12/23/2027

 

 

 

646

 

Smile Doctors LLC (7)

 

Delayed Draw Term Loan

 

2/24/2025

 

 

 

1

 

 

 

—

 

 

 

—

 

SolutionReach, Inc. (5)

 

Revolver

 

1/17/2024

 

 

 

467

 

 

 

—

 

 

 

—

 

SQAD Holdco, Inc. (5)

 

Revolver

 

4/25/2028

 

 

 

1,050

 

 

4/25/2028

 

 

 

840

 

SQAD Holdco, Inc. (7)

 

Delayed Draw Term Loan

 

4/25/2024

 

 

 

2,425

 

 

4/25/2024

 

 

 

2,425

 

Stepping Stones Healthcare Services, LLC (7)

 

Delayed Draw Term Loan

 

1/2/2024

 

 

 

833

 

 

12/30/2023

 

 

 

2,226

 

Stepping Stones Healthcare Services, LLC (7)

 

Revolver

 

12/30/2026

 

 

 

1,887

 

 

12/30/2026

 

 

 

528

 

Summit 7 Systems, LLC (5)

 

Revolver

 

5/23/2028

 

 

 

1,056

 

 

5/23/2028

 

 

 

650

 

Sun Acquirer Corp.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/8/2027

 

 

 

491

 

Sun Acquirer Corp. (5)

 

Revolver

 

9/8/2027

 

 

 

1,449

 

 

9/8/2027

 

 

 

1,812

 

Effective School Solutions LLC

 

Revolver

 

 

—

 

 

 

—

 

 

11/30/2023

 

 

 

2,200

 

Sydney US Buyer Corp.

 

Revolver

 

 

—

 

 

 

—

 

 

7/8/2029

 

 

 

654

 

Sydney US Buyer Corp. (3B Scientific) (10)

 

Delayed Draw Term Loan

 

7/8/2029

 

 

 

98

 

 

7/8/2029

 

 

 

1,961

 

Sydney US Buyer Corp. (3B Scientific) (10)

 

Delayed Draw Term Loan

 

12/14/2026

 

 

 

10,000

 

 

 

—

 

 

 

—

 

Team Select (CSC TS Merger SUB, LLC) (5)

 

Revolver

 

5/4/2029

 

 

 

650

 

 

 

—

 

 

 

—

 

Team Select (CSC TS Merger SUB, LLC) (7)

 

Delayed Draw Term Loan

 

11/4/2024

 

 

 

1,200

 

 

 

—

 

 

 

—

 

Technology Partners, LLC (5)

 

Delayed Draw Term Loan

 

11/16/2027

 

 

 

1,037

 

 

 

—

 

 

 

—

 

Technology Partners, LLC (7)

 

Revolver

 

11/16/2027

 

 

 

747

 

 

 

—

 

 

 

—

 

The Hilb Group, LLC (5)

 

Revolver

 

12/2/2025

 

 

 

265

 

 

12/2/2025

 

 

 

340

 

The Hilb Group, LLC (5)

 

Revolver

 

12/2/2025

 

 

 

111

 

 

12/2/2025

 

 

 

143

 

The Hilb Group, LLC (5)

 

Delayed Draw Term Loan

 

2/10/2024

 

 

 

498

 

 

12/10/2023

 

 

 

1,880

 

The Hilb Group, LLC (5)

 

Revolver

 

12/2/2025

 

 

 

88

 

 

12/2/2025

 

 

 

113

 

The Mulch & Soil Company, LLC (5)

 

Revolver

 

4/30/2026

 

 

 

853

 

 

 

—

 

 

 

—

 

TMA Buyer, LLC (5)

 

Revolver

 

9/30/2027

 

 

 

385

 

 

 

—

 

 

 

—

 

Transportation Insight, LLC (5)

 

Revolver

 

12/3/2024

 

 

 

55

 

 

12/3/2024

 

 

 

750

 

Tricor Borrower, LLC (5)

 

Revolver

 

10/22/2026

 

 

 

58

 

 

 

—

 

 

 

—

 

TriStrux, LLC (5)

 

Revolver

 

12/15/2026

 

 

 

499

 

 

 

—

 

 

 

—

 

TriStrux, LLC (7)

 

Delayed Draw Term Loan

 

12/15/2026

 

 

 

483

 

 

 

—

 

 

 

—

 

Unifeye Vision Partners

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/7/2023

 

 

 

1,199

 

Unifeye Vision Partners (5)

 

Revolver

 

9/13/2025

 

 

 

1,133

 

 

9/13/2025

 

 

 

793

 

United Flow Technologies

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

10/29/2023

 

 

 

82

 

United Flow Technologies (5)

 

Revolver

 

10/29/2027

 

 

 

616

 

 

10/29/2027

 

 

 

1,600

 

UP Acquisition Corp.

 

Revolver

 

5/23/2024

 

 

 

—

 

 

5/23/2024

 

 

 

807

 

USA Hometown Experts, Inc. (5)

 

Revolver

 

11/8/2029

 

 

 

765

 

 

 

—

 

 

 

—

 

USA Hometown Experts, Inc. (7)

 

Delayed Draw Term Loan

 

11/8/2025

 

 

 

1,650

 

 

 

—

 

 

 

—

 

WCT Group Holdings, LLC (5)

 

Revolver

 

12/12/2029

 

 

 

320

 

 

 

—

 

 

 

—

 

WhiteHawk III Onshore Fund L.P.

 

Parnership Interest

 

7/5/2024

 

 

 

2,123

 

 

7/5/2024

 

 

 

1,700

 

Winxnet Holdings LLC

 

Revolver

 

 

—

 

 

 

—

 

 

6/29/2023

 

 

 

163

 

Total

 

 

 

 

 

 

$

175,048

 

 

 

 

 

$

158,905

 

 

(1)
Commitments are generally subject to borrowers meeting certain criteria such as compliance with covenants and certain operational metrics. These amounts may remain outstanding until the commitment period of an applicable loan expires, which may be shorter than its maturity.
(2)
Unfunded commitments denominated in currencies other than USD have been converted to USD using the applicable foreign currency exchange rate as of December 31, 2023 and 2022.
(3)
Investment pays 0.38% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(4)
Investment pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(5)
Investment pays 0.75% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(6)
Investment pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(7)
Investment pays 1.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(8)
Investment pays 1.80% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(9)
Investment pays 1.95% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(10)
Investment pays 2.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(11)
Investment pays 4.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(12)
Investment pays 5.00% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.

Other Commitments and Contingencies

In the normal course of business, the Company enters into contracts which provide a variety of representations and warranties, and that provide general indemnifications. Such contracts include those with certain service providers, brokers and trading counterparties. Any exposure to the Company under these arrangements is unknown as it would involve future claims that may be made against the Company; however, based on the Company’s experience, the risk of loss is remote and no such claims are expected to occur. As such, the Company has not accrued any liability in connection with such indemnifications.

v3.24.0.1
Net Assets
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Net Assets

Note 9. Net Assets

The following table summarizes the Company’s recent distributions declared:

 

Date Declared

 

Record Date

 

Payment Date

 

Dividend Type

 

Amount Per Share

 

November 2, 2023

 

December 29, 2023

 

January 16, 2024

 

Regular

 

$

0.41

 

November 2, 2023

 

November 30, 2023

 

December 15, 2023

 

Supplemental

 

$

0.09

 

August 3, 2023

 

September 29, 2023

 

October 16, 2023

 

Regular

 

$

0.41

 

August 3, 2023

 

August 31, 2023

 

September 15, 2023

 

Supplemental

 

$

0.08

 

May 4, 2023

 

June 30, 2023

 

July 17, 2023

 

Regular

 

$

0.41

 

February 16, 2023

 

March 31, 2023

 

April 17, 2023

 

Regular

 

$

0.41

 

November 4, 2022

 

December 30, 2022

 

January 17, 2023

 

Regular

 

$

0.41

 

August 5, 2022

 

September 30, 2022

 

October 17, 2022

 

Regular

 

$

0.41

 

May 3, 2022

 

June 30, 2022

 

July 15, 2022

 

Regular

 

$

0.41

 

February 18, 2022

 

March 31, 2022

 

April 15, 2022

 

Regular

 

$

0.41

 

November 5, 2021

 

September 2, 2022

 

September 15, 2022

 

Special

 

$

0.05

 

November 5, 2021

 

June 3, 2022

 

June 15, 2022

 

Special

 

$

0.05

 

November 5, 2021

 

March 4, 2022

 

March 15, 2022

 

Special

 

$

0.05

 

November 5, 2021

 

December 3, 2021

 

December 15, 2021

 

Special

 

$

0.05

 

November 5, 2021

 

December 31, 2021

 

January 17, 2022

 

Regular

 

$

0.41

 

August 6, 2021

 

September 30, 2021

 

October 15, 2021

 

Regular

 

$

0.41

 

May 10, 2021

 

June 30, 2021

 

July 15, 2021

 

Regular

 

$

0.41

 

February 22, 2021

 

March 31, 2021

 

April 15, 2021

 

Regular

 

$

0.41

 

 

In connection with the FCRD Acquisition, the Company issued 6,174,187 shares as part of the consideration paid for net assets acquired.

On November 18, 2021, the Company issued 2,720,000 shares of common stock for total cash proceeds of $58,018 in connection with a public equity offering.

 

At December 31, 2023 and 2022, Crescent, Sun Life and other related parties owned 7.25% and 6.59%, respectively, of the outstanding common shares of the Company.

v3.24.0.1
Earnings Per Share
 12 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Earnings Per Share

Note 10. Earnings Per Share

In accordance with the provisions of ASC 260 – Earnings per Share (“ASC 260”), basic earnings per share is computed by dividing earnings available to common stockholders by the weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis. As of December 31, 2023 and 2022, there are no dilutive shares.

The following table sets forth the computation of the weighted average basic and diluted net increase in net assets per share from operations for the following periods (in thousands):

 

 

 

 

For the years ended December 31,

 

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets resulting
   from operations

 

 

$

83,837

 

 

$

15,544

 

 

$

83,633

 

 

Weighted average common shares outstanding

 

 

 

35,928,203

 

 

 

30,887,360

 

 

 

28,477,771

 

 

Net increase (decrease) in net assets resulting from
   operations per common share-basic and diluted

 

 

$

2.33

 

 

$

0.50

 

 

$

2.94

 

 
v3.24.0.1
Income Taxes
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes

Note 11. Income Taxes


The tax character of stockholder distributions attributable to the years ended December 31, 2023, 2022 and 2021, were as follows (in thousands):

 

2023

 

 

2022

 

 

2021

 

Ordinary Income

 

$

67,081

 

 

$

55,288

 

 

$

48,843

 

Capital Gain

 

 

—

 

 

 

—

 

 

 

—

 

Total

 

$

67,081

 

 

$

55,288

 

 

$

48,843

 

 

For years ended December 31, 2023, 2022 and 2021, 84.5%, 83.8%, and 86.7%, respectively, of ordinary income qualified as interest related dividend, which is exempt from U.S. withholding tax applicable to non U.S. stockholders.

 

The components of distributable earnings on a tax basis detailed below differ from the amounts reflected in the Company’s Consolidated Statements of Assets and Liabilities due to temporary and permanent differences. Taxable income generally differs from net increase (decrease) in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized. The following table shows the components of accumulated losses on a tax basis for the years ended December 31, 2023, 2022 and 2021:

 

 

 

2023

 

 

2022

 

 

2021

 

Undistributed net investment income

 

$

34,975

 

 

$

15,656

 

 

$

13,350

 

Other temporary differences

 

 

(428

)

 

 

(437

)

 

 

(447

)

Post October loss deferrals

 

-

 

 

 

—

 

 

 

—

 

Capital loss carryover

 

 

(196,476

)

 

 

(41,134

)

 

 

(34,248

)

Unrealized appreciation (depreciation)

 

 

(61,409

)

 

 

(36,583

)

 

 

7,437

 

Components of tax distributable earnings at year end

 

$

(223,338

)

 

$

(62,498

)

 

$

(13,908

)

Note, taxable income is an estimate and is not fully determined until the Company’s tax return is filed.

The Company makes certain adjustments to the classification of stockholders’ equity as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital, undistributed net investment income or undistributed net realized gains on investments, as appropriate.

The Company did not have any uncertain tax positions that met the recognition or measurement criteria of ASC 740-10-25, Income Taxes, nor did the Company have any unrecognized tax benefits as of the periods presented herein. Although the Company files federal and state tax returns, the Company’s major tax jurisdiction is federal. The Company’s inception-to-date federal tax returns remain subject to examination by the Internal Revenue Service. A portion of losses acquired from Alcentra Capital and First Eagle Alternative Capital BDC may be subject to limitations under the Internal Revenue Code.

Permanent differences between Investment Company Taxable Income (“ICTI”) and net investment income for financial reporting purposes are reclassified among capital accounts in the consolidated financial statements to reflect their tax character. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes, partnership investments, investments in wholly-owned subsidiaries, and incentive fees. For the years ended December 31, 2023, 2022 and 2021, the Company reclassified for book purposes amounts arising from permanent book/tax differences related to the different tax treatment of foreign currency gain/(loss), defaulted bonds and non-deductible-excise tax as follows (in thousands):

 

2023

 

 

2022

 

 

2021

 

Accumulated net realized gain (loss)

 

$

(161,456

)

 

$

(5,482

)

 

$

(16,849

)

Distributions in excess of Investment Company Taxable Income

 

 

(16,140

)

 

 

(3,364

)

 

 

2,837

 

Total

 

$

(177,596

)

 

$

(8,846

)

 

$

(14,012

)

 

The Company’s aggregate investment unrealized appreciation and depreciation for federal income tax purposes was as follows (in thousands):

 

 

 

 

As of
December
31, 2023

 

 

As of
December
31, 2022

 

Tax Cost

 

 

 

$

1,639,709

 

 

$

1,295,847

 

Gross Unrealized Appreciation

 

 

 

$

374

 

 

$

9,274

 

Gross Unrealized Depreciation

 

 

 

 

(57,314

)

 

 

(42,164

)

 

Net Unrealized Investment Appreciation (Depreciation)

 

$

(56,940

)

 

$

(32,890

)

 

The Company recognized the following income taxes related to Taxable Subsidiaries and excise taxes related to the Company’s status as a RIC:

 

 

 

 

For the years ended December 31,

 

 

 

 

 

2023

 

 

 

2022

 

 

 

2021

 

Income tax (benefit) provision

 

 

$

31

 

 

$

-

 

 

$

-

 

Excise tax (benefit) provision

 

 

 

1,276

 

 

 

155

 

 

 

2,250

 

(Benefit) provision for income and excise taxes

 

 

$

1,307

 

 

$

155

 

 

$

2,250

 

 

As of December 31, 2023 and 2022, $1,296 and $657 of accrued income and excise taxes remained payable.

The Company recognized the following benefits (provisions) for taxes on realized and unrealized appreciation and depreciation on investments:

 

 

 

 

For the years ended December 31,

 

 

 

 

 

2023

 

 

 

2022

 

 

 

2021

 

Benefit (provision) for taxes on realized gain on
   investments

 

 

$

132

 

 

$

(911

)

 

$

(1,177

)

Benefit (provision) for taxes on unrealized appreciation
   (depreciation) on investments

 

 

 

901

 

 

 

105

 

 

 

(220

)

Benefit (provision) for taxes on realized and unrealized
   appreciation (depreciation) on investments

 

 

$

1,033

 

 

$

(806

)

 

$

(1,397

)

 

As of December 31, 2023 and 2022, $114 and $91, respectively, was included in deferred tax assets on the Consolidated Statements of Assets and Liabilities relating to net operating loss carryforwards and unrealized losses on investments and other temporary book to tax differences that are expected to be used in future periods. As of December 31, 2023 and 2022, $578 and $899, respectively, was included in deferred tax liabilities on the Consolidated Statements of Assets and Liabilities primarily relating to deferred taxes on unrealized gains on investments held in the Company’s corporate subsidiaries and other temporary book to tax differences of the corporate subsidiaries.
v3.24.0.1
Financial Highlights
 12 Months Ended
Dec. 31, 2023
Investment Company, Financial Highlights [Abstract]  
Financial Highlights

Note 12. Financial Highlights

Below is the schedule of the Company’s financial highlights (in thousands, except share and per share data):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the years ended December 31,

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

2020

 

 

 

2019

 

 

Per Share Data:(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset value, beginning of period

 

$

19.83

 

 

$

21.12

 

 

$

19.88

 

 

 

$

19.50

 

 

 

$

19.43

 

 

Net investment income after tax

 

 

2.30

 

 

 

1.93

 

 

 

1.67

 

 

 

 

1.80

 

 

 

 

1.83

 

 

Net realized and unrealized gains (losses) on investments, asset acquisition and forward contracts, net of taxes

 

 

0.03

 

 

 

(1.43

)

 

 

1.27

 

 

 

 

0.18

 

 

 

 

(0.14

)

 

Net increase (decrease) in net assets resulting from operations

 

 

2.33

 

 

 

0.50

 

 

 

2.94

 

 

 

 

1.98

 

 

 

 

1.69

 

 

Effects of First Eagle Alternative Capital BDC, Inc. acquisition (Note 13)

 

 

(0.30

)

 

 

-

 

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

Distributions declared from net investment income(2)

 

 

(1.81

)

 

 

(1.79

)

 

 

(1.69

)

 

 

 

(1.64

)

 

 

 

(1.64

)

 

Effect of equity issuances, net of share repurchases and rounding

 

 

(0.01

)

 

 

-

 

 

 

0.01

 

 

 

 

0.04

 

 

 

 

0.03

 

 

Offering costs

 

 

-

 

 

 

-

 

 

 

(0.02

)

 

 

 

-

 

 

 

 

(0.01

)

 

Total increase (decrease) in net assets

 

 

0.21

 

 

 

(1.29

)

 

 

1.24

 

 

 

 

0.38

 

 

 

 

0.07

 

 

Net asset value, end of period

 

$

20.04

 

 

$

19.83

 

 

$

21.12

 

 

 

$

19.88

 

 

 

$

19.50

 

 

Shares outstanding, end of period

 

 

37,061,547

 

 

 

30,887,360

 

 

 

30,887,360

 

 

 

 

20,862,314

 

 

 

 

13,358,289

 

 

Market value, end of period

 

$

17.38

 

 

 

12.78

 

 

 

17.60

 

 

 

 

14.57

 

 

 

 

—

 

 

Weighted average shares outstanding

 

 

35,928,203

 

 

 

30,887,360

 

 

 

28,477,771

 

 

 

 

27,681,757

 

 

 

 

17,344,640

 

 

Total return based on market value (3)

 

 

52.37

%

 

 

-18.45

%

 

 

32.46

%

 

 

 

1.47

%

 

 

—

 

 

Total return based on net asset value (4)

 

 

10.19

%

 

 

2.37

%

 

 

14.74

%

 

 

 

10.36

%

 

 

 

8.81

%

 

Ratio/Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets, end of period

 

$

742,594

 

 

$

612,541

 

 

$

652,285

 

 

 

$

560,000

 

 

 

$

406,917

 

 

Ratio of total net expenses to average net assets(5)

 

 

14.39

%

 

 

8.96

%

 

 

7.81

%

 

 

 

5.34

%

 

 

 

6.54

%

 

Ratio of net expenses (without incentive fees and interest and other debt expenses) to average net assets

 

 

3.64

%

 

 

3.26

%

 

 

3.02

%

 

 

 

2.24

%

 

 

 

2.50

%

 

Ratio of net investment income before taxes to average net assets

 

 

11.88

%

 

 

9.41

%

 

 

8.40

%

 

 

 

10.10

%

 

 

 

9.61

%

 

Ratio of interest and credit facility expenses to average net assets

 

 

8.32

%

 

 

5.01

%

 

 

3.33

%

 

 

 

3.10

%

 

 

 

4.03

%

 

Ratio of net incentive fees to average net assets

 

 

2.43

%

 

 

0.68

%

 

 

1.46

%

 

 

 

-

 

 

 

 

-

 

 

Portfolio turnover

 

 

13.31

%

 

 

21.52

%

 

 

41.64

%

 

 

 

28.01

%

 

 

 

23.97

%

 

Asset coverage ratio

 

 

186

%

 

 

192

%

 

 

201

%

 

 

 

217

%

 

 

 

225

%

 

 

(1)
Based on actual number of shares outstanding at the end of the corresponding period or the weighted average shares outstanding for the period, unless otherwise noted, as appropriate.
(2)
The per share data for distributions per share reflects the actual amount of distributions declared per share for the applicable periods.
(3)
Total return based on market value is calculated as the change in market value per share during the period, taking into account dividends, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(4)
Total return based on net asset value is calculated as the change in net asset value per share during the period plus declared dividends per share during the period, divided by the beginning net asset value per share, and not annualized.
(5)
The ratio of total expenses to average net assets in the table above reflects the Adviser’s voluntary waivers of its right to receive a portion of the management fees and income incentive fees with respect to the Company’s ownership in GACP II LP, WhiteHawk III Onshore Fund LP and Freeport Financial SBIC Fund LP and a voluntary waiver of income incentive fees to the extent net investment income, excluding the effect of the GAAP incentive fee, falls short of the regular declared dividend on a full dollar basis. Excluding the effects of the voluntary waivers, the ratio of total expenses to average net assets would have been 14.46%, 9.04%, 7.83%, 5.37% and 6.58% for the years ended December 31, 2023, 2022, 2021, 2020 and 2019, respectively.

 

 

 

Senior Securities

 

Information about our senior securities (including debt securities and other indebtedness) is shown in the following table as of the fiscal years ended December 31 for the years indicated below. We had no senior securities outstanding as of December 31 of any fiscal years prior to those indicated below.

 

Class and Year

 

Total Amount Outstanding Exclusive of Treasury Securities(1)

 

 

Asset Coverage Per Unit(2)

 

 

Involuntary Liquidating Preference Per Unit(3)

 

 

Average Market Value Per Unit(4)

 

SPV Asset Facility

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

329,850

 

 

$

1,860

 

 

 

-

 

 

N/A

 

Fiscal 2022

 

$

233,000

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

249,500

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Fiscal 2020

 

$

260,210

 

 

$

2,166

 

 

 

-

 

 

N/A

 

Fiscal 2019

 

$

220,687

 

 

$

2,250

 

 

 

-

 

 

N/A

 

Fiscal 2018

 

$

159,629

 

 

$

2,085

 

 

 

-

 

 

N/A

 

Fiscal 2017

 

$

86,629

 

 

$

2,135

 

 

 

-

 

 

N/A

 

Fiscal 2016

 

$

47,629

 

 

$

2,347

 

 

 

-

 

 

N/A

 

Revolving Credit Facility(5)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2016

 

$

47,810

 

 

$

2,347

 

 

 

-

 

 

N/A

 

Fiscal 2015

 

$

54,810

 

 

$

2,415

 

 

 

-

 

 

N/A

 

Revolving Credit Facility II(6)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2018

 

$

78,310

 

 

$

2,085

 

 

 

-

 

 

N/A

 

Fiscal 2017

 

$

65,310

 

 

$

2,135

 

 

 

-

 

 

N/A

 

Ally Corporate Revolving Facility(8)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2020

 

$

149,904

 

 

$

2,166

 

 

 

-

 

 

N/A

 

Fiscal 2019

 

$

104,754

 

 

$

2,250

 

 

 

-

 

 

N/A

 

SMBC Corporate Revolving Facility

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

225,471

 

 

$

1,860

 

 

 

-

 

 

N/A

 

Fiscal 2022

 

$

241,836

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

203,437

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Series 2020A Notes (9)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2022

 

$

50,000

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

50,000

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Fiscal 2020

 

$

50,000

 

 

$

2,166

 

 

 

-

 

 

N/A

 

Series 2021A Notes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

135,000

 

 

$

1,860

 

 

 

-

 

 

N/A

 

Fiscal 2022

 

$

135,000

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

135,000

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Series 2023A Notes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

50,000

 

 

$

1,860

 

 

 

-

 

 

N/A

 

FCRX Unsecured Notes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

111,600

 

 

$

1,860

 

 

 

-

 

 

$

941.0

 

InterNotes®(7)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2020

 

$

16,418

 

 

$

2,166

 

 

 

-

 

 

N/A

 

 

(1)
Total amount of each class of senior securities outstanding at principal value at the end of the period presented.
(2)
The asset coverage ratio for a class of senior securities representing indebtedness is calculated as (i) the sum of (A) total assets at end of period and (B) other liabilities excluding total debt outstanding and accrued borrowing expenses at end of period, divided by (ii) the sum of total debt outstanding and accrued borrowing expenses at the end of the period. This asset coverage ratio is multiplied by $1,000 to determine the “Asset Coverage Per Unit”.
(3)
The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it.
(4)
Not applicable, except for FCRX Unsecured Notes. The average market price per unit for FCRX Unsecured Notes is based on the average daily closing prices as reported on the NYSE during the period presented and is expressed per $1,000 of indebtedness.
(5)
Our $50.0 million revolving credit facility with Natixis, New York Branch, as administrative agent and certain of its affiliates as lenders, dated as of June 29, 2015, which has been paid down in full and was terminated on June 29, 2017.
(6)
Our $75.0 million revolving credit facility with Capital One, National Association, as Administrative Agent, Lead Arranger, Managing Agent and Committed Lender, dated as of June 29, 2017, which has been paid down in full and was terminated on August 20, 2019.
(7)
We redeemed or paid down the remaining $16.4 million of InterNotes® during the first quarter of 2021.
(8)
Our $200.0 million revolving credit facility with Ally Bank, as Administrative Agent and Arranger, dated as of August 20, 2019, which has been paid down in full and was terminated on October 27, 2021.
(9)
We redeemed or paid down the $50.0 million of Series 2020A Notes on July 28, 2023.
v3.24.0.1
First Eagle Alternative Capital BDC, Inc. Acquisition
 12 Months Ended
Dec. 31, 2023
FCRD Acquisition [Member]  
Business Acquisition [Line Items]  
First Eagle Alternative Capital BDC, Inc. Acquisition

Note 13. First Eagle Alternative Capital BDC, Inc. Acquisition
 

On March 9, 2023, the Company completed its previously announced acquisition of First Eagle Alternative Capital BDC, Inc., a Delaware corporation, pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of October 3, 2022, by and among the Company, FCRD, Echelon Acquisition Sub, Inc., a Delaware corporation and a direct wholly-owned subsidiary of the Company (“Acquisition Sub”), Echelon Acquisition Sub LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of the Company (“Acquisition Sub 2”), and the Adviser (together “FCRD Acquisition”). Pursuant to the Merger Agreement, Acquisition Sub was merged with and into FCRD (the “First Merger”), with FCRD continuing as the surviving corporation and a direct wholly-owned subsidiary of CCAP. Immediately following the First Merger, FCRD was merged with and into Acquisition Sub 2 (the “Second Merger” and, together with the First Merger, the “Mergers”), with Acquisition Sub 2 continuing as the surviving entity (the “Surviving Company”). As a result of, and as of the effective time of, the Second Merger, FCRD’s separate corporate existence ceased.

 

In accordance with the terms of the Merger Agreement, at the effective time of the First Merger (the “Effective Time”), holders of shares of FCRD’s common stock, par value $0.001 per share (the “FCRD Common Stock”), issued and outstanding immediately prior to the Effective Time (excluding shares held by subsidiaries of FCRD or held, directly or indirectly, by the Company or Acquisition Sub (“Cancelled Shares”)) had their shares of FCRD Common Stock converted to the right to receive, in the aggregate, approximately (1) $8,649 in cash payable by the Company (the “CCAP Cash Consideration”), (2) 6,174,187 validly issued, fully paid and non-assessable shares of the Company’s common stock, par value $0.001 per share (the “Aggregate Share Consideration” and, together with the CCAP Cash Consideration, the “CCAP Aggregate Merger Consideration”) and (3) $35,000 in cash payable by the Adviser (the “CCAP Adviser Cash Consideration”), subject to adjustments for cash payable in lieu of fractional shares.

 

With respect to the CCAP Aggregate Merger Consideration, record holders of shares of FCRD Common Stock were entitled, with respect to all or any portion of the shares of FCRD Common Stock held as of the Effective Time, to make an election to receive payment for their shares of FCRD Common Stock in cash (an “Election”), subject to the conditions of and certain adjustment mechanisms set forth in the Merger Agreement.

 

Any record holder of shares of FCRD Common Stock who did not validly make an Election was deemed to have elected to receive shares of the Company’s common stock with respect to the CCAP Aggregate Merger Consideration as payment for their shares of FCRD Common Stock. Each share of FCRD Common Stock (other than a Cancelled Share) with respect to which an Election was effectively made, subject to the conditions and limitations set forth in the Merger Agreement, and not properly revoked or lost was treated as an “Electing Share” and each share of FCRD Common Stock (other than a Cancelled Share) with respect to which an Election was not properly made or such Election was properly revoked was treated as a “Non-Electing Share.”

 

Applying the adjustment mechanisms in the Merger Agreement among all stockholders who hold Electing Shares, pro rata based on the aggregate number of Electing Shares held by each such stockholder, each Electing Share was converted into the right to receive (1) with respect to its share of the CCAP Aggregate Merger Consideration, approximately $0.509 in cash and approximately 0.195 shares of the Company’s common stock (subject to adjustments for cash payable in lieu of fractional shares) and (2) with respect to its share of the CCAP Adviser Cash Consideration, approximately $1.17 in cash. Each Non-Electing Share was converted into the right to receive (1) with respect to its share of the CCAP Aggregate Merger Consideration, approximately 0.2209 shares of the the Company’s common stock and (2) with respect to its share of the CCAP Adviser Cash Consideration, approximately $1.17 in cash (subject to adjustments for cash payable in lieu of fractional shares).

 

In addition, in connection with the Merger Agreement, Sun Life, which owns a majority interest in the Adviser, has committed to provide secondary market support and will over time purchase up to $20,000 of the combined company’s common stock via a share purchase program. As of December 31, 2023, Sun Life purchased approximately $10,000 of the Company's common stock via a share purchase program.

 

The FCRD Acquisition was accounted as an asset acquisition because the set of acquired assets did not constitute a business. Accordingly, the fair value of the merger consideration paid by the Company was allocated to the assets acquired and liabilities assumed based on their relative fair values as of the date of acquisition and did not give rise to goodwill. Since the fair value of the net assets acquired exceeded the fair value of the merger consideration paid by the Company, the Company recognized a deemed contribution from the Adviser equal to the amount by which the fair value of the net assets acquired exceeded the merger consideration paid directly by the Company.

 

 

The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the FCRD Acquisition (in thousands):

 

Consideration paid by the Company

 

 

Aggregate Share Consideration (1)

$

91,257

 

CCAP Cash Consideration

 

8,649

 

Deemed contribution from the Adviser

 

22,040

 

Transaction costs

 

7,565

 

Total Purchase Price

$

129,511

 

 

 

 

Assets/(Liabilities) acquired by the Company

 

 

Investments, at fair value (2)

$

335,035

 

Cash and cash equivalents

 

1,233

 

Interest and dividend receivable

 

3,995

 

Other assets

 

518

 

Secured credit facility

 

(95,200

)

2026 Unsecured Notes - FCRX

 

(111,600

)

Interest and other debt financing costs payable

 

(1,198

)

Accrued expenses and other liabilities

 

(3,272

)

Net Assets Acquired

$

129,511

 

 

(1) Common stock consideration was issued at the Company’s closing stock price of $14.78 as of March 9, 2023, the closing date of the FCRD Acquisition.

(2) Investments acquired were recorded at fair value at the date of the acquisition, which is also the Company’s initial cost basis.

v3.24.0.1
Subsequent Event
 12 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
Subsequent Events

Note 14. Subsequent Events

The Company’s management evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. Other than the items below, there have been no subsequent events that occurred during such period that would require disclosure in this Form 10-K or would be required to be recognized in the consolidated financial statements as of December 31, 2023 and for the year ended December 31, 2023.

 

On February 15, 2024, the Company's Board of Directors declared a regular first quarter cash dividend of $0.41 per share, which will be paid on April 15, 2024 to stockholders of record as of March 29, 2024. Additionally, the Company's Board declared a supplemental cash dividend of $0.10 per share which will be paid on March 15, 2024 to stockholders of record as of February 29, 2024. The supplemental dividend is calculated as 50% of quarterly net investment income in excess of our regular quarterly dividend, subject to certain measurement tests and rounded to the nearest penny.

v3.24.0.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Use of Estimates

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that may affect the amounts reported in the consolidated financial statements and accompanying notes. These consolidated financial statements reflect adjustments that in the opinion of management are necessary for the fair statement of the results for the periods presented. Although management believes that the estimates and assumptions are reasonable, changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ materially.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents consist of demand deposits and may include highly liquid investments (e.g., money market funds, U.S. Treasury notes, and similar type instruments) with original maturities of three months or less. Cash and cash equivalents other than money market mutual funds, are carried at cost plus accrued interest, which approximates fair value. Money market mutual funds are carried at their net asset value, which approximates fair value. Cash equivalents held by the Company are deemed to be a Level 1 asset per ASC 820 Fair Value hierarchy, as defined below. Restricted cash and cash equivalents consists of deposits and cash collateral held at Wells Fargo Bank N.A. related to the Company’s credit facility. The Company holds cash and cash equivalents denominated in foreign currencies. The Company deposits its cash, cash equivalents and restricted cash with highly rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law.

Investment Transactions

Investment Transactions

Loan originations are recorded on the date of the binding commitment. Investments purchased on a secondary market are recorded on the trade date. Realized gains or losses are recorded using the specific identification method as the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized, and include investments written off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment fair values as of the last day of the reporting period and also includes the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.

Investment Valuation

Investment Valuation

The Company applies Financial Accounting Standards Board ASC 820, Fair Value Measurement (ASC 820), which establishes a framework for measuring fair value in accordance with GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in the determination of fair value. In accordance with ASC 820, these levels are summarized below:

Level 1—Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.

Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

Investments for which market quotations are readily available are typically valued at those market quotations. To validate market quotations, the Adviser utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the Adviser, as the Board’s valuation designee, determines the fair value of the investments in good faith, based on, among other things, the fair valuation recommendations from investment professionals, the input of the Company’s Audit Committee and independent third-party valuation firms.

The SEC has adopted Rule 2a-5 (the “Rule”) under the 1940 Act. The Rule establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Pursuant to the Rule, the Board has designated the Adviser as valuation designee (the “Valuation Designee”) to perform certain fair value functions, including performing fair value determinations. As required by the Rule, the Valuation Designee provides periodic fair valuation reporting and notifications on behalf of the Company to the Board to facilitate the Board’s oversight duties.

The Adviser, as the Valuation Designee, undertakes a multi-step valuation process under the supervision of the Board, which includes, among other procedures, the following:

•
Each investment is initially valued by the investment professionals responsible for monitoring that investment.
•
The Adviser has established pricing and valuation committees, which are responsible for reviewing and approving the fair valuation recommendations from the investment professionals.
•
The valuations of certain portfolio investments are independently corroborated by third-party valuation firms based on certain criteria including investment size and risk profile.
•
Final valuation determinations and supporting materials are provided to the Board quarterly as part of the Board's oversight of the Adviser as the valuation designee.

Investments in investment companies are valued at fair value. Fair values are generally determined utilizing the net asset value (“NAV”) supplied by, or on behalf of, management of each investment company, which is net of management and incentive fees or allocations charged by the investment company and is in accordance with the “practical expedient”, as defined by ASC 820. NAVs received by, or on behalf of, management of each investment company are based on the fair value of the investment company’s underlying investments in accordance with policies established by management of each investment company, as described in each of their financial statements and offering memorandum. Investments which are valued using NAV as a practical expedient are excluded from the above hierarchy.

The Company applies the valuation policy approved by the Board that is consistent with ASC 820. Consistent with the valuation policy, the Adviser, in its capacity as the Valuation Designee, evaluates the source of inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When a security is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for classification as a Level 2 or Level 3 investment. For example, the Company reviews pricing methodologies provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs. Some additional factors considered include the number of prices obtained as well as an assessment as to their quality. Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different from the unrealized gains or losses reflected herein.
Foreign Currency

Foreign Currency

Foreign currency amounts are translated into U.S. dollars on the following basis:

•
cash and cash equivalents, fair value of investments, outstanding debt on revolving credit facilities, other assets and liabilities: at the spot exchange rate on the last business day of the period; and
•
purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions.

Although net assets and fair values are presented based on the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held. Gains or losses on foreign currency transactions are included with net realized gain (loss) on foreign currency transactions on the Consolidated Statements of Operations. Fluctuations arising from the translation of foreign currency on cash, investments and borrowings are included with net change in unrealized appreciation (depreciation) on investments and foreign currency translation on the Consolidated Statements of Operations.

The Company’s approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is to borrow local currency under the Company’s credit facilities or to enter into foreign currency forward contracts.

Foreign currency forward contracts

The Company may enter into foreign currency forward contracts to reduce the Company’s exposure to foreign currency exchange rate fluctuations in the value of foreign currencies. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Forward foreign currency contracts are marked-to-market at the applicable forward rate. Unrealized appreciation (depreciation) on foreign currency forward contracts are recorded on the Consolidated Statements of Assets and Liabilities on a gross basis, not taking into account collateral posted which is recorded separately, if applicable. All foreign currency forward contracts are currently held with a single counterparty. Notional amounts and the gross fair value of foreign currency forward contract assets and liabilities are presented separately on the Consolidated Schedules of Investments. Purchases and sales of foreign currency forward contracts having the same notional value, settlement date and counterparty are generally settled net (which results in a net foreign currency position of zero with the counterparty) and any realized gains or losses are recognized on the settlement date.

The Company does not utilize hedge accounting and as such, the Company recognizes its derivatives at fair value with changes in the net unrealized appreciation (depreciation) on foreign currency forward contracts recorded on the Consolidated Statements of Operations.

Debt Issuance Costs Debt Issuance Costs

The Company records costs related to the issuance of debt obligations as deferred financing costs. These costs are amortized over the life of the related debt instrument using the straight-line method or the effective yield method, depending on the type of debt instrument. See Note 6 for details.

Equity Offering Expenses

Equity Offering Expenses

Deferred offering costs consist of fees paid in relation to legal, accounting, regulatory and printing work completed in preparation of equity offerings and are included in other assets on the Consolidated Statements of Assets and Liabilities. These costs are charged as a reduction of paid-in-capital upon the closing of the related offering.
Interest and Dividend Income Recognition

Interest and Dividend Income Recognition

Interest income is recorded on an accrual basis and includes the amortization of purchase discounts and premiums. Discounts and premiums to par value are accreted or amortized into interest income over the contractual life of the respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion and amortization of discounts and premiums, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income.

Dividend income from common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. Dividend income from preferred equity securities is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Each distribution received from an equity investment is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments as dividend income unless there is sufficient current or accumulated earnings prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Certain investments have contractual payment-in-kind (“PIK”) interest or dividends. PIK represents accrued interest or accumulated dividends that are added to the loan principal or cost basis of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or upon being called by the issuer. PIK is recorded as interest income, as applicable. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. Accrued PIK interest or dividends are generally reversed through interest or dividend income, respectively, when an investment is placed on non-accrual status.

 

Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2023, we had seventeen investments across nine portfolio companies on non-accrual status, which represented 2.0% and 1.9% of the total debt investments at cost and fair value, respectively. As of December 31, 2022, we had six investments across four portfolio companies on non-accrual status, which represented 2.0% and 1.2% of the total debt investments at cost and fair value, respectively. The remaining debt investments were performing and current on their interest payments as of December 31, 2023 and 2022.

Other Income

Other Income

Other income may include income such as consent, waiver, amendment, agency, underwriting and arranger fees associated with the Company’s investment activities. Such fees are recognized as income when earned or the services are rendered.

Income Taxes

Income Taxes

The Company has elected to be treated as a BDC under the 1940 Act. The Company also has elected to be treated as a RIC under the Internal Revenue Code. So long as the Company maintains its status as a RIC, it will generally not pay corporate-level U.S. federal income or excise taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends. As a result, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s stockholders and will not be reflected in the consolidated financial statements of the Company.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reversed and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. The Company accounts for income taxes in conformity with ASC 740 — Income Taxes (“ASC 740”). ASC 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements.

The Company intends to comply with the applicable provisions of the Code, pertaining to regulated investment companies and to make distributions of taxable income sufficient to relieve it from substantially all federal income taxes. As of December 31, 2023 the Company is subject to examination by U.S. federal tax authorities for returns filed for the three most recent calendar years and by state tax authorities for returns filed for the four most recent calendar years.

In order for the Company not to be subject to federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its ordinary income (taking into account certain deferrals and elections), (ii) 98.2% of its net capital gains from the current year and (iii) any undistributed ordinary income and net capital gains from preceding years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% excise tax on this income. If the Company chooses to do so, this generally would increase expenses and reduce the amount available to be distributed to stockholders. The Company accrues excise tax on estimated undistributed taxable income as required on a quarterly basis.

CBDC Universal Equity, Inc. and First Eagle OEMG Investor, Inc., are wholly-owned subsidiaries of the Company, and taxable entities (“Taxable Subsidiaries”). The Taxable Subsidiaries permit the Company to hold equity investments in portfolio companies which are “pass through” entities for tax purposes and continues to comply with the “source income” requirements contained in RIC tax provisions of the Code. The Taxable Subsidiaries are not consolidated with the Company for income tax purposes and may generate income tax expense, benefit, and the related tax assets and liabilities, as a result of its ownership of certain portfolio investments. The income tax expense, or benefit, if any, and related tax assets and liabilities are reflected in the Company’s consolidated financial statements.

Dividends and Distributions to Stockholders

Dividends and Distributions to Stockholders

Dividends and distributions to common stockholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Board each quarter. Net realized capital gains, if any, are distributed at least annually, although the Company may decide to retain such capital gains for investment.

The Company adopted a dividend reinvestment plan that provides for reinvestment of the Company’s dividends and other distributions on behalf of the stockholders unless a stockholder elects to receive cash. As a result, if the Company’s Board authorizes, and the Company declares, a cash dividend, or other distribution then stockholders who are participating in the dividend reinvestment plan will have their cash dividends and distributions automatically reinvested in additional shares of common stock, rather than receiving cash dividends and distributions.

Acquisitions

Acquisitions

The Company evaluates each purchase transaction to determine whether the set of acquired assets meet the definition of a business. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the set of transferred assets and activities is not a business. If the “substantially all” threshold is not met, the set of acquired assets has to include an input and a substantive process that together significantly contribute to the ability to create outputs to be considered a business. A substantive process, which is typically comprised of an organized workforce with the necessary skills, knowledge and experience, is not ancillary or minor, cannot be replaced without significant costs, effort or delay or is otherwise considered unique or scarce. For acquisitions that are not deemed to be businesses, total consideration paid, which, under certain circumstances, may also include consideration paid by affiliates on behalf of the Company, is allocated to individual assets acquired and liabilities assumed based on their relative fair values at the acquisition date and does not give rise to goodwill. Transaction costs related to acquisition of assets are included in the cost basis of the assets acquired.
New Accounting Standards

New Accounting Standards

In November 2023, the FASB issued Accounting Standard Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280), which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023 and interim period within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact of the adoption of ASU 2023-07 on its consolidated financial statements.
v3.24.0.1
Agreements and Related Party Transactions (Tables)
 12 Months Ended
Dec. 31, 2023
Related Party Transactions [Abstract]  
Summary of Investments in Affiliates

The Company’s investments in non-controlled affiliates for the year ended December 31, 2023 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2022

 

Gross
Additions (1)

 

Gross
Reductions (2)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2023

 

Dividend,
Interest, PIK
and Other
Income

 

Non-Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AX VI INV2 Holding AB

$

12,117

 

$

1,596

 

$

—

 

$

—

 

$

439

 

$

14,152

 

$

1,299

 

ASP MCS Acquisition

 

826

 

 

226

 

 

(3

)

 

—

 

 

(250

)

 

799

 

 

37

 

Bayside Opco, LLC

 

—

 

 

6,615

 

 

(262

)

 

—

 

 

351

 

 

6,704

 

 

437

 

GACP II, LP

 

4,889

 

 

—

 

 

(1,091

)

 

—

 

 

129

 

 

3,927

 

 

672

 

Isagenix International, LLC

 

—

 

 

2,642

 

 

—

 

 

—

 

 

(96

)

 

2,546

 

 

413

 

Slickdeals Holdings, LLC

 

15,433

 

 

88

 

 

(148

)

 

—

 

 

(181

)

 

15,192

 

 

1,866

 

smarTours, LLC

 

—

 

 

4,805

 

 

—

 

 

—

 

 

(4,805

)

 

—

 

 

47

 

Vivid Seats Ltd.

 

944

 

 

—

 

 

—

 

 

—

 

 

77

 

 

1,021

 

 

—

 

WhiteHawk III Onshore Fund L.P.

 

8,871

 

 

847

 

 

(1,271

)

 

—

 

 

(169

)

 

8,278

 

 

1,386

 

Total Non-Controlled Affiliates

$

43,080

 

$

16,819

 

$

(2,775

)

$

—

 

$

(4,505

)

$

52,619

 

$

6,157

 

 

The Company’s investments in non-controlled affiliates for the year ended December 31, 2022 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2021

 

Gross
Additions (1)

 

Gross
Reductions (2)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2022

 

Dividend,
Interest, PIK
and Other
Income

 

Non-Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AX VI INV2 Holding AB

$

—

 

$

11,436

 

$

—

 

$

—

 

$

681

 

$

12,117

 

$

321

 

ASP MCS Acquisition

 

1,616

 

 

263

 

 

(3

)

 

—

 

 

(1,050

)

 

826

 

 

28

 

Battery Solutions, Inc.

 

7,031

 

 

2,129

 

 

(14,712

)

 

7,098

 

 

(1,546

)

 

-

 

 

2,113

 

GACP II, LP

 

12,619

 

 

—

 

 

(7,804

)

 

—

 

 

74

 

 

4,889

 

 

1,593

 

Slickdeals Holdings, LLC

 

15,847

 

 

93

 

 

(148

)

 

—

 

 

(359

)

 

15,433

 

 

1,268

 

Southern Technical Institute, Inc.

 

7,686

 

 

—

 

 

—

 

 

—

 

 

(7,686

)

 

—

 

 

2,932

 

Vivid Seats Ltd.

 

922

 

 

—

 

 

—

 

 

—

 

 

22

 

 

944

 

 

—

 

WhiteHawk III Onshore Fund L.P.

 

5,980

 

 

4,710

 

 

(2,265

)

 

—

 

 

446

 

 

8,871

 

 

645

 

Total Non-Controlled Affiliates

$

51,701

 

$

18,631

 

$

(24,932

)

$

7,098

 

$

(9,418

)

$

43,080

 

$

8,900

 

 

(1)
Gross additions may include increases in the cost basis of investments resulting from new portfolio investments, PIK interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
(2)
Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

 

The Company’s investments in controlled affiliates for the year ended December 31, 2023 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2022

 

Gross
Additions (3)

 

Gross
Reductions (4)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2023

 

Dividend,
Interest, PIK
and Other
Income

 

Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Envocore LLC

$

11,375

 

$

248

 

$

(69

)

$

—

 

$

(1,179

)

$

10,375

 

$

801

 

First Eagle Logan JV, LLC(2)

 

—

 

 

44,768

 

 

(796

)

 

—

 

 

(4,968

)

 

39,004

 

 

10,800

 

Loadmaster Derrick & Equipment, Inc.

 

—

 

 

1,807

 

 

(250

)

 

—

 

 

4,730

 

 

6,287

 

 

—

 

OEM Group, LLC

 

—

 

 

9,031

 

 

(1,024

)

 

—

 

 

246

 

 

8,253

 

 

—

 

Total Controlled Affiliates

$

11,375

 

$

55,854

 

$

(2,139

)

$

—

 

$

(1,171

)

$

63,919

 

$

11,601

 

 

The Company’s investments in controlled affiliates for the year ended December 31, 2022 were as follows (in thousands):

 

 

Fair Value as of
December 31, 2021

 

Gross
Additions (3)

 

Gross
Reductions (4)

 

Net Realized
Gains/
(Losses)

 

Change in
Unrealized
Gains/
(Losses)

 

Fair Value as of December 31, 2022

 

Dividend,
Interest, PIK
and Other
Income

 

Controlled Affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CBDC Senior Loan Fund LLC(1)

$

39,360

 

$

—

 

$

(36,698

)

$

(3,301

)

$

639

 

$

—

 

$

2,358

 

Envocore LLC

 

13,408

 

 

1,999

 

 

(1,793

)

 

—

 

 

(2,239

)

 

11,375

 

 

1,477

 

Total Controlled Affiliates

$

52,768

 

$

1,999

 

$

(38,491

)

$

(3,301

)

$

(1,600

)

$

11,375

 

$

3,835

 

 

(1)
Prior to the dissolution of the CBDC Senior Loan Fund LLC (the “Senior Loan Fund”) during the fourth quarter of 2022, the Company owned more than 25% of the voting securities of the Senior Loan Fund, but the Company did not have control over the Senior Loan Fund (other than for purposes of the 1940 Act) given the shared power/voting rights with its investing partner. Additionally, the Company’s investment strategy focuses primarily on directly originated middle market lending in senior secured first lien, second lien and equity investments, while the Senior Loan Fund focused on senior secured syndicated loans to larger issuers.
(2)
Together with Perspecta Trident LLC (“Perspecta”), the Company invests through First Eagle Logan JV, LLC, which holds 100% of the subordinated notes and 100% of the Class E Notes issued by LJV I MM CLO LLC, its consolidated subsidiary (together, "Logan JV"). Logan JV is not an extension of the Company’s investment operations given shared power/voting rights with Perspecta. The Company owns more than 25% of the voting securities of the Logan JV, but the Company does not have control over the Logan JV (other than for purposes of the 1940 Act) given the shared power/voting rights with its investing partner. Additionally, the Company’s investment strategy focuses primarily on directly originated middle market lending in senior secured first lien, second lien and equity investments, while the Logan JV focuses primarily on senior secured syndicated loans to larger issuers.
(3)
Gross additions may include increases in the cost basis of investments resulting from new portfolio investments, PIK interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.
(4)
Gross reductions may include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.
v3.24.0.1
Investments (Tables)
 12 Months Ended
Dec. 31, 2023
Schedule of Investments [Abstract]  
Schedule of Investments

Investments at fair value consisted of the following (in thousands):

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Investment Type

 

Cost

 

 

Fair Value

 

 

Unrealized Appreciation/ (Depreciation)

 

 

Cost

 

 

Fair Value

 

 

Unrealized Appreciation/ (Depreciation)

 

Senior Secured First Lien

 

$

436,249

 

 

$

429,210

 

 

$

(7,039

)

 

$

312,345

 

 

$

301,001

 

 

$

(11,344

)

Unitranche First Lien

 

 

976,366

 

 

 

973,864

 

 

 

(2,502

)

 

 

842,867

 

 

 

824,107

 

 

 

(18,760

)

Unitranche First Lien - Last Out

 

 

15,627

 

 

 

13,544

 

 

 

(2,083

)

 

 

14,879

 

 

 

13,827

 

 

 

(1,052

)

Senior Secured Second Lien

 

 

62,659

 

 

 

58,212

 

 

 

(4,447

)

 

 

67,001

 

 

 

60,877

 

 

 

(6,124

)

Unsecured Debt

 

 

3,915

 

 

 

4,061

 

 

 

146

 

 

 

4,984

 

 

 

4,533

 

 

 

(451

)

Equity & Other

 

 

40,165

 

 

 

50,050

 

 

 

9,885

 

 

 

35,993

 

 

 

44,851

 

 

 

8,858

 

LLC/LP Equity Interests

 

 

57,707

 

 

 

53,134

 

 

 

(4,573

)

 

 

13,387

 

 

 

13,760

 

 

 

373

 

Total investments

 

$

1,592,688

 

 

$

1,582,075

 

 

$

(10,613

)

 

$

1,291,456

 

 

$

1,262,956

 

 

$

(28,500

)

 

The industry composition of investments at fair value is as follows (in thousands):

 

Industry

 

Fair Value as of
December 31, 2023

 

 

Percentage of Fair Value

 

 

 

Fair Value as of
December 31, 2022

 

 

Percentage of Fair Value

 

 

Health Care Equipment & Services

 

$

409,925

 

 

 

25.9

 

%

 

$

361,940

 

 

 

28.7

 

%

Software & Services

 

 

335,803

 

 

 

21.2

 

 

 

 

268,305

 

 

 

21.3

 

 

Commercial & Professional Services

 

 

219,937

 

 

 

14.0

 

 

 

 

201,213

 

 

 

15.9

 

 

Consumer Services

 

 

150,719

 

 

 

9.5

 

 

 

 

118,898

 

 

 

9.4

 

 

Diversified Financials

 

 

88,169

 

 

 

5.6

 

 

 

 

28,975

 

 

 

2.3

 

 

Insurance

 

 

74,421

 

 

 

4.7

 

 

 

 

58,032

 

 

 

4.6

 

 

Pharmaceuticals, Biotechnology & Life Sciences

 

 

60,866

 

 

 

3.8

 

 

 

 

55,020

 

 

 

4.4

 

 

Retailing

 

 

56,340

 

 

 

3.6

 

 

 

 

54,832

 

 

 

4.3

 

 

Capital Goods

 

 

41,441

 

 

 

2.6

 

 

 

 

40,838

 

 

 

3.2

 

 

Automobiles & Components

 

 

38,076

 

 

 

2.4

 

 

 

 

38,004

 

 

 

3.0

 

 

Materials

 

 

25,706

 

 

 

1.6

 

 

 

 

-

 

 

 

-

 

 

Consumer Durables & Apparel

 

 

19,244

 

 

 

1.2

 

 

 

 

19,244

 

 

 

1.5

 

 

Food, Beverage & Tobacco

 

 

15,562

 

 

 

1.0

 

 

 

 

8,491

 

 

 

0.7

 

 

Energy

 

 

11,264

 

 

 

0.7

 

 

 

 

2,185

 

 

 

0.2

 

 

Technology, Hardware & Equipment

 

 

9,349

 

 

 

0.6

 

 

 

 

-

 

 

 

-

 

 

Semiconductor and Semiconductor Equipment

 

 

8,253

 

 

 

0.5

 

 

 

 

-

 

 

 

-

 

 

Household & Personal Products

 

 

7,186

 

 

 

0.5

 

 

 

 

-

 

 

 

-

 

 

Transportation

 

 

3,938

 

 

 

0.2

 

 

 

 

1,254

 

 

 

0.1

 

 

Telecommunication Services

 

 

3,330

 

 

 

0.2

 

 

 

 

4,061

 

 

 

0.3

 

 

Food & Staples Retailing

 

 

2,546

 

 

 

0.2

 

 

 

 

1,664

 

 

 

0.1

 

 

Total investments

 

$

1,582,075

 

 

 

100.0

 

%

 

$

1,262,956

 

 

 

100.0

 

%

 

 

The geographic composition of investments at fair value is as follows (in thousands):

 

Geographic Region

 

Fair Value as of
December 31, 2023

 

 

Percentage of Fair Value

 

 

 

Fair Value as of
December 31, 2022

 

 

Percentage of Fair Value

 

 

United States

 

$

1,410,306

 

 

 

89.0

 

%

 

$

1,111,350

 

 

 

88.1

 

%

United Kingdom

 

 

70,797

 

 

 

4.5

 

 

 

 

58,591

 

 

 

4.6

 

 

Australia

 

 

20,079

 

 

 

1.3

 

 

 

 

19,490

 

 

 

1.5

 

 

New Zealand

 

 

19,081

 

 

 

1.2

 

 

 

 

-

 

 

 

-

 

 

Netherlands

 

 

18,340

 

 

 

1.2

 

 

 

 

15,352

 

 

 

1.2

 

 

Belgium

 

 

14,759

 

 

 

0.9

 

 

 

 

14,166

 

 

 

1.1

 

 

Sweden

 

 

14,152

 

 

 

0.9

 

 

 

 

12,117

 

 

 

1.0

 

 

Canada

 

 

10,378

 

 

 

0.7

 

 

 

 

31,890

 

 

 

2.5

 

 

France

 

 

4,183

 

 

 

0.3

 

 

 

 

-

 

 

 

-

 

 

Total investments

 

$

1,582,075

 

 

 

100.0

 

%

 

$

1,262,956

 

 

 

100.0

 

%
v3.24.0.1
Fair Value of Financial Instruments (Tables)
 12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Summary of Fair Value Measurements of Investments

The following table presents fair value measurements of investments as of December 31, 2023 (in thousands):

 

Fair Value Hierarchy

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Senior Secured First Lien

$

—

 

 

$

19,265

 

 

$

409,945

 

 

$

429,210

 

Unitranche First Lien

 

—

 

 

 

25,083

 

 

 

948,781

 

 

 

973,864

 

Unitranche First Lien – Last Out

 

—

 

 

 

—

 

 

 

13,544

 

 

 

13,544

 

Senior Secured Second Lien

 

—

 

 

 

13,305

 

 

 

44,907

 

 

 

58,212

 

Unsecured Debt

 

—

 

 

 

—

 

 

 

4,061

 

 

 

4,061

 

Equity & Other

 

—

 

 

 

1,141

 

 

 

48,909

 

 

 

50,050

 

Subtotal

$

—

 

 

$

58,794

 

 

$

1,470,147

 

 

$

1,528,941

 

Investments Measured at NAV (1)

 

 

 

 

 

 

 

 

 

 

53,134

 

Total Investments

 

 

 

 

 

 

 

 

 

$

1,582,075

 

 

 

 

 

 

 

 

 

 

 

 

Foreign Currency Forward Contracts - Assets

 

—

 

 

 

5,128

 

 

 

—

 

 

 

5,128

 

Foreign Currency Forward Contracts - Liabilities

 

—

 

 

 

(84

)

 

 

—

 

 

 

(84

)

 

The following table presents fair value measurements of investments as of December 31, 2022 (in thousands):

 

Fair Value Hierarchy

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Senior Secured First Lien

$

—

 

 

$

23,214

 

 

$

277,786

 

 

$

301,000

 

Unitranche First Lien

 

—

 

 

 

52,760

 

 

 

771,348

 

 

 

824,108

 

Unitranche First Lien – Last Out

 

—

 

 

 

—

 

 

 

13,827

 

 

 

13,827

 

Senior Secured Second Lien

 

—

 

 

 

4,291

 

 

 

56,586

 

 

 

60,877

 

Unsecured Debt

 

—

 

 

 

—

 

 

 

4,533

 

 

 

4,533

 

Equity & Other

 

—

 

 

 

944

 

 

 

43,907

 

 

 

44,851

 

Subtotal

$

—

 

 

$

81,209

 

 

$

1,167,987

 

 

$

1,249,196

 

Investments Measured at NAV (1)

 

 

 

 

 

 

 

 

 

 

13,760

 

Total Investments

 

 

 

 

 

 

 

 

 

$

1,262,956

 

 

 

 

 

 

 

 

 

 

 

 

Foreign Currency Forward Contracts - Assets

 

—

 

 

 

8,154

 

 

 

—

 

 

 

8,154

 

Foreign Currency Forward Contracts - Liabilities

 

—

 

 

 

(157

)

 

 

—

 

 

 

(157

)

 

(1)
In accordance with ASC 820-10, certain investments that are measured using the net asset value per shares (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not redeemable. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.
Summary of Reconciliation of Investments that Use Level 3 Inputs

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the year ended December 31, 2023, based off of the fair value hierarchy as of December 31, 2023 (in thousands):

 

 

Senior Secured
First Lien

 

 

Unitranche
First Lien

 

 

Unitranche
First -
Last Out

 

 

Senior
Secured
Second Lien

 

 

Unsecured
Debt

 

 

Equity
&
Other

 

 

Total

 

Balance as of January 1, 2023

$

277,786

 

 

$

771,348

 

 

$

13,827

 

 

$

56,586

 

 

$

4,533

 

 

$

43,907

 

 

$

1,167,987

 

Amortized discounts/premiums

 

1,883

 

 

 

5,102

 

 

 

36

 

 

 

159

 

 

 

57

 

 

 

—

 

 

 

7,237

 

Paid in-kind interest

 

1,249

 

 

 

554

 

 

 

709

 

 

 

469

 

 

 

770

 

 

 

—

 

 

 

3,751

 

Net realized gain (loss)

 

(5,459

)

 

 

(8,566

)

 

 

—

 

 

 

(470

)

 

 

(165

)

 

 

651

 

 

 

(14,009

)

Net change in unrealized appreciation (depreciation)

 

3,889

 

 

 

15,911

 

 

 

(1,031

)

 

 

1,867

 

 

 

597

 

 

 

1,235

 

 

 

22,468

 

Purchases

 

263,869

 

 

 

247,512

 

 

 

3

 

 

 

3,240

 

 

 

919

 

 

 

5,067

 

 

 

520,610

 

Sales/return of capital/principal repayments/paydowns

 

(134,936

)

 

 

(111,140

)

 

 

—

 

 

 

(7,775

)

 

 

(2,650

)

 

 

(1,583

)

 

 

(258,084

)

Transfers in

 

1,664

 

 

 

28,060

 

 

 

—

 

 

 

4,061

 

 

 

—

 

 

 

—

 

 

 

33,785

 

Transfers out

 

—

 

 

 

—

 

 

 

—

 

 

 

(13,230

)

 

 

—

 

 

 

(368

)

 

 

(13,598

)

Balance as of December 31, 2023

$

409,945

 

 

$

948,781

 

 

$

13,544

 

 

$

44,907

 

 

$

4,061

 

 

$

48,909

 

 

$

1,470,147

 

Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2023

$

(2,813

)

 

$

10,833

 

 

$

(1,031

)

 

$

976

 

 

$

509

 

 

$

2,275

 

 

$

10,750

 

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the year ended December 31, 2022, based off of the fair value hierarchy as of December 31, 2022 (in thousands):

 

 

Senior
Secured
First Lien

 

 

Unitranche
First Lien

 

 

Unitranche
First -
Last Out

 

 

Senior
Secured
Second Lien

 

 

Unsecured
Debt

 

 

Equity
&
Other

 

 

Total

 

Balance as of January 1, 2022

$

268,851

 

 

$

711,296

 

 

$

13,723

 

 

$

47,584

 

 

$

5,620

 

 

$

58,606

 

 

$

1,105,680

 

Amortized discounts/premiums

 

1,281

 

 

 

4,818

 

 

 

30

 

 

 

347

 

 

 

85

 

 

 

—

 

 

 

6,561

 

Paid in-kind interest

 

707

 

 

 

56

 

 

 

334

 

 

 

785

 

 

 

575

 

 

 

1,998

 

 

 

4,455

 

Net realized gain (loss)

 

(304

)

 

 

(30

)

 

 

—

 

 

 

—

 

 

 

—

 

 

 

8,558

 

 

 

8,224

 

Net change in unrealized appreciation (depreciation)

 

(2,092

)

 

 

(28,701

)

 

 

924

 

 

 

(5,946

)

 

 

(496

)

 

 

(13,083

)

 

 

(49,394

)

Purchases

 

70,925

 

 

 

215,410

 

 

 

3,964

 

 

 

2,703

 

 

 

681

 

 

 

4,532

 

 

 

298,215

 

Sales/return of capital/principal repayments/paydowns

 

(81,880

)

 

 

(101,591

)

 

 

(5,148

)

 

 

(4,307

)

 

 

(1,932

)

 

 

(16,704

)

 

 

(211,562

)

Transfers in

 

20,298

 

 

 

—

 

 

 

—

 

 

 

15,709

 

 

 

—

 

 

 

—

 

 

 

36,007

 

Transfers out

 

—

 

 

 

(29,910

)

 

 

—

 

 

 

(289

)

 

 

—

 

 

 

—

 

 

 

(30,199

)

Balance as of December 31, 2022

$

277,786

 

 

$

771,348

 

 

$

13,827

 

 

$

56,586

 

 

$

4,533

 

 

$

43,907

 

 

$

1,167,987

 

Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2022

$

(2,815

)

 

$

(27,063

)

 

$

924

 

 

$

(5,894

)

 

$

(535

)

 

$

(11,509

)

 

$

(46,892

)
Summary of Fair Value of Level 3 Investments and Ranges of Significant Unobservable Inputs Used to Value Level 3 Investments

The following tables present the fair value of Level 3 investments and the ranges of significant unobservable inputs used to value the Company’s Level 3 investments as of December 31, 2023 and 2022. These ranges represent the significant unobservable inputs that were used in the valuation of each type of investment. These inputs are not representative of the inputs that could have been used in the valuation of any one investment. For example, the highest market yield presented in the table for senior secured first lien investments is appropriate for valuing a specific investment but may not be appropriate for valuing any other investment. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the Company’s Level 3 investments.

 

Security Type

 

Fair Value as of
December 31, 2023
(in thousands)

 

 

Valuation Technique

 

Unobservable Input

 

Range (Weighted Avg)

Senior Secured First Lien

 

$

337,406

 

 

Discounted Cash Flows

 

Discount Rate

 

10.4%

-

19.3%

(12.0%)

 

 

30,299

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

0.9x

-

11.3x

(6.5x)

 

 

176

 

 

Collateral Analysis

 

Recovery Rate

 

 

 

1.3%

 

 

 

8,253

 

 

Discounted Cash Flows

 

Royalty Payment Discount Rate

 

 

 

15.5%

 

 

 

33,811

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

409,945

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien

 

$

898,108

 

 

Discounted Cash Flows

 

Discount Rate

 

9.1%

-

18.6%

(11.8%)

 

 

4,248

 

 

Enterprise Value

 

Comparable Revenue Multiple

 

 

 

0.6x

 

 

 

46,425

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

948,781

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien - Last Out

 

$

12,490

 

 

Discounted Cash Flows

 

Discount Rate

 

10.1%

-

17.4%

(12.8%)

 

 

1,054

 

 

Collateral Analysis

 

Recovery Rate

 

 

 

20.7%

 

 

$

13,544

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Secured Second Lien

 

$

32,051

 

 

Discounted Cash Flows

 

Discount Rate

 

13.2%

-

14.6%

(13.7%)

 

 

7,878

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

3.4x

-

8.9x

(5.9x)

 

 

4,978

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

44,907

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Debt

 

$

3,235

 

 

Discounted Cash Flows

 

Discount Rate

 

14.4%

-

18.1%

(15.9%)

 

 

826

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

 

 

11.3x

 

 

$

4,061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity & Other

 

$

435

 

 

Discounted Cash Flows

 

Discount Rate

 

 

 

18.2%

 

 

 

48,474

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

1.8x

-

28.4x

(16.4x)

 

$

48,909

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,470,147

 

 

 

 

 

 

 

 

 

 

 

Security Type

 

Fair Value as of
December 31, 2022
(in thousands)

 

 

Valuation Technique

 

Unobservable Input

 

Range (Weighted Avg)

Senior Secured First Lien

 

$

201,043

 

 

Discounted Cash Flows

 

Discount Rate

 

9.4%

-

19.4%

(10.9%)

 

 

13,593

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

8.3x

-

14.8x

(9.1x)

 

 

63,150

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

277,786

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien

 

$

620,221

 

 

Discounted Cash Flows

 

Discount Rate

 

6.8%

-

15.7%

(10.8%)

 

 

15,576

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

13.1x

-

6.8x

(11.5x)

 

 

135,551

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

771,348

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unitranche First Lien - Last Out

 

$

11,642

 

 

Discounted Cash Flows

 

Discount Rate

 

8.4%

-

16.5%

(10.9%)

 

 

2,185

 

 

Collateral Analysis

 

Recovery Rate

 

 

 

42.9%

 

 

$

13,827

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Secured Second Lien

 

$

29,749

 

 

Discounted Cash Flows

 

Discount Rate

 

11.5%

-

26.0%

(15.6%)

 

 

7,397

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

8.3x

-

14.8x

(10.8x)

 

 

19,440

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

56,586

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Debt

 

$

4,533

 

 

Discounted Cash Flows

 

Discount Rate

 

15.2%

-

17.3%

(16.1%)

 

 

 

 

 

 

 

 

 

 

 

 

Equity & Other

 

$

200

 

 

Discounted Cash Flows

 

Discount Rate

 

22.1%

-

22.1%

(22.1%)

 

 

43,311

 

 

Enterprise Value

 

Comparable EBITDA Multiple

 

10.9x

-

27.8x

(15.7x)

 

 

396

 

 

Broker Quoted

 

Broker Quote

 

 

 

N/A

 

 

$

43,907

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,167,987

 

 

 

 

 

 

 

 

 

 
v3.24.0.1
Debt (Tables)
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Schedule of Debt

Debt consisted of the following (in thousands):
 

 

December 31, 2023

 

 

December 31, 2022

 

 

Aggregate Principal
Amount Committed

 

 

Drawn
Amount

 

 

Amount Available (1)

 

 

Carrying
Value(2)(3)

 

 

Aggregate Principal
Amount Committed

 

 

Drawn
Amount

 

 

Amount Available (1)

 

 

Carrying
Value(2)(3)

 

SPV Asset Facility

$

500,000

 

 

$

329,850

 

 

$

170,150

 

 

$

329,850

 

 

$

350,000

 

 

$

233,000

 

 

$

117,000

 

 

$

233,000

 

SMBC Corporate Revolving Facility

 

385,000

 

 

 

225,471

 

 

 

159,529

 

 

 

225,471

 

 

 

350,000

 

 

 

241,836

 

 

 

108,164

 

 

 

241,836

 

Series 2020A Unsecured Notes

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

50,000

 

 

 

50,000

 

 

 

—

 

 

 

50,000

 

Series 2021A Unsecured Notes(4)

 

135,000

 

 

 

135,000

 

 

 

—

 

 

 

135,000

 

 

 

135,000

 

 

 

135,000

 

 

 

—

 

 

 

135,000

 

FCRX Unsecured Notes(5)

 

111,600

 

 

 

111,600

 

 

 

—

 

 

 

111,600

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Series 2023A Unsecured Notes(6)

 

50,000

 

 

 

50,000

 

 

 

—

 

 

 

50,000

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Total Debt

$

1,181,600

 

 

$

851,921

 

 

$

329,679

 

 

$

851,921

 

 

$

885,000

 

 

$

659,836

 

 

$

225,164

 

 

$

659,836

 
(1)
The amount available is subject to any limitations related to the respective debt facilities’ borrowing bases and foreign currency translation adjustments.
(2)
The amount presented excludes netting of deferred financing costs.
(3)
As of December 31, 2023 and 2022, the carrying amount of the Company’s outstanding debt approximated fair value unless otherwise noted.
(4)
As of December 31, 2023 and 2022, the fair value of the Series 2021A Unsecured Notes was approximately $128,296 and $123,223, respectively.
(5)
As of December 31, 2023, the fair value of the FCRX Unsecured Notes was approximately $104,458.
(6)
As of December 31, 2023, the fair value of the Series 2023A Unsecured Notes was approximately $51,986.
Summary of Interest and Credit Facility Expenses

The borrowing expenses incurred by the SPV Asset Facility, SMBC Corporate Revolving Facility, Ally Corporate Revolving Facility, InterNotes®, Series 2020A Unsecured Notes, Series 2021A Unsecured Notes, Series 2023A Unsecured Notes and FCRX Unsecured Notes were as follows (in thousands):

 

 

 

For the years ended December 31,

 

 

2023

 

 

2022

 

 

2021

 

Borrowing interest expense

 

$

54,875

 

 

$

28,930

 

 

$

16,166

 

Unused facility fees

 

 

1,767

 

 

 

1,212

 

 

 

1,046

 

Amortization of financing costs

 

 

2,100

 

 

 

1,738

 

 

 

2,554

 

Total interest and credit facility expenses

 

$

58,742

 

 

$

31,880

 

 

$

19,766

 

Weighted average outstanding balance

 

$

836,999

 

 

$

673,503

 

 

$

530,675

 
v3.24.0.1
Derivatives (Tables)
 12 Months Ended
Dec. 31, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Company's Net Exposure to Foreign Currency Forward Contracts that are Subject to ISDA Master Agreements or Similar Agreements

The following table sets forth the Company’s net exposure to foreign currency forward contracts that are subject to ISDA Master Agreements or similar agreements (in thousands):

 

Reporting Date

 

Counterparty

 

Gross Amount
of Assets on
the Consolidated
Statements of
Assets and
Liabilities

 

 

Gross Amount
of (Liabilities) on
the Consolidated
Statements of
Assets and
Liabilities

 

 

Net Amount of Assets
or (Liabilities)

 

 

Collateral
(Received)
Pledged (1)

 

 

Net
Amounts (2)

 

December 31, 2023

 

Wells Fargo Bank, N.A.

 

$

5,128

 

 

$

(84

)

 

$

5,044

 

 

$

—

 

 

$

5,044

 

December 31, 2022

 

Wells Fargo Bank, N.A.

 

$

8,154

 

 

$

(157

)

 

$

7,997

 

 

$

—

 

 

$

7,997

 

 

(1)
Amount excludes excess cash collateral paid.
(2)
Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual setoff rights under the agreement. Net amount excludes any over-collateralized amounts.
Schedule of Effect of Transactions in Derivative Instruments to the Consolidated Statements of Operations

The effect of transactions in derivative instruments to the Consolidated Statements of Operations was as follows (in thousands):

 

 

 

 

For the years ended December 31,

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gain (loss) on foreign currency forward
   contracts

 

 

$

1,021

 

 

$

24

 

 

$

(193

)

Net change in unrealized appreciation (depreciation) on
   foreign currency forward contracts

 

 

 

(2,954

)

 

 

6,513

 

 

 

2,116

 

Total net realized and unrealized gains (losses) on
   foreign currency forward contracts

 

 

$

(1,933

)

 

$

6,537

 

 

$

1,923

 
v3.24.0.1
Commitments, Contingencies and Indemnifications (Tables)
 12 Months Ended
Dec. 31, 2023
Commitments Contingencies And Indemnifications [Abstract]  
Summary of Unfunded Commitments to Portfolio Companies

The Company has the following unfunded commitments to portfolio companies (in thousands):
 

 

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Company

 

Investment Type

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

A&A Global Imports, LLC (5)

 

Revolver

 

6/1/2026

 

 

$

234

 

 

 

—

 

 

$

-

 

ABACUS Holdings I LLC (5)

 

Revolver

 

6/24/2028

 

 

 

300

 

 

6/24/2028

 

 

 

720

 

ABACUS Holdings I LLC (7)

 

Delayed Draw Term Loan

 

6/24/2024

 

 

 

2,530

 

 

6/24/2024

 

 

 

2,800

 

ACI Group Holdings, Inc. (5)

 

Revolver

 

8/2/2027

 

 

 

627

 

 

8/2/2027

 

 

 

657

 

ACI Group Holdings, Inc. (7)

 

Delayed Draw Term Loan

 

8/2/2024

 

 

 

912

 

 

8/2/2023

 

 

 

1,688

 

Action Signature Acquisition, Inc. (5)

 

Revolver

 

6/17/2026

 

 

 

652

 

 

 

—

 

 

 

-

 

Acu-Serve, LLC (5)

 

Revolver

 

10/18/2029

 

 

 

750

 

 

 

—

 

 

 

-

 

Acu-Serve, LLC (7)

 

Delayed Draw Term Loan

 

10/18/2025

 

 

 

2,000

 

 

 

—

 

 

 

-

 

Advanced Diabetes Supply (5)

 

Revolver

 

12/30/2027

 

 

 

350

 

 

12/30/2027

 

 

 

88

 

Advanced Web Technologies (5)

 

Revolver

 

12/17/2026

 

 

 

342

 

 

 

—

 

 

 

-

 

Affinitiv, Inc. (5)

 

Revolver

 

8/26/2024

 

 

 

567

 

 

8/26/2024

 

 

 

567

 

Alcanza Clinical Research (5)

 

Revolver

 

12/15/2027

 

 

 

125

 

 

 

—

 

 

 

-

 

Alera Group Inc. (7)

 

Delayed Draw Term Loan

 

3/2/2024

 

 

 

1,275

 

 

3/2/2024

 

 

 

4,401

 

Alera Group Inc. (7)

 

Delayed Draw Term Loan

 

11/17/2025

 

 

 

3,130

 

 

 

—

 

 

 

-

 

Alpine SG, LLC (5)

 

Revolver

 

11/5/2027

 

 

 

105

 

 

 

—

 

 

 

-

 

Alpine X (5)

 

Revolver

 

12/27/2027

 

 

 

137

 

 

 

—

 

 

 

-

 

Alpine X (5)

 

Revolver

 

12/27/2027

 

 

 

64

 

 

 

—

 

 

 

-

 

Ansira Partners, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/20/2024

 

 

 

254

 

APC Bidco Limited (11)

 

Delayed Draw Term Loan

 

11/10/2027

 

 

 

2,102

 

 

 

—

 

 

 

—

 

APC Bidco Limited (11)

 

Revolver

 

11/4/2030

 

 

 

1,229

 

 

 

—

 

 

 

—

 

Apps Associates LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

7/2/2023

 

 

 

900

 

Apps Associates LLC (5)

 

Revolver

 

7/2/2027

 

 

 

800

 

 

7/2/2027

 

 

 

800

 

Arrow Management Acquisition, LLC (5)

 

Revolver

 

10/14/2027

 

 

 

700

 

 

10/14/2027

 

 

 

700

 

Arrow Management Acquisition, LLC (7)

 

Delayed Draw Term Loan

 

11/28/2025

 

 

 

3,350

 

 

 

—

 

 

 

—

 

Automated Control Concepts, Inc. (5)

 

Revolver

 

10/22/2026

 

 

 

667

 

 

 

—

 

 

 

—

 

Auveco Holdings (5)

 

Revolver

 

5/5/2028

 

 

 

540

 

 

5/5/2028

 

 

 

450

 

Auveco Holdings (7)

 

Delayed Draw Term Loan

 

5/5/2024

 

 

 

850

 

 

5/5/2024

 

 

 

850

 

AX VI INV2 Holding AB (Voff) (9)

 

Revolver

 

8/31/2029

 

 

 

411

 

 

8/31/2029

 

 

 

398

 

AX VI INV2 Holding AB (Voff) (10)

 

Delayed Draw Term Loan

 

8/31/2029

 

 

 

387

 

 

8/31/2029

 

 

 

1,593

 

Bandon Fitness (Texas) Inc. (7)

 

Delayed Draw Term Loan

 

7/27/2028

 

 

 

727

 

 

 

—

 

 

 

—

 

Bandon Fitness (Texas) Inc. (5)

 

Revolver

 

7/27/2028

 

 

 

159

 

 

 

—

 

 

 

—

 

Banker's Toolbox, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

7/27/2023

 

 

 

4,184

 

Banker's Toolbox, Inc. (5)

 

Revolver

 

7/27/2027

 

 

 

2,406

 

 

7/27/2027

 

 

 

2,406

 

Bayside Opco, LLC (5)

 

Revolver

 

5/31/2026

 

 

 

634

 

 

 

—

 

 

 

—

 

BCDI Rodeo Dental Buyer, LLC (5)

 

Revolver

 

5/14/2025

 

 

 

1,583

 

 

 

—

 

 

 

—

 

Belay Inc. (5)

 

Revolver

 

11/15/2025

 

 

 

650

 

 

11/15/2025

 

 

 

650

 

Benesys Inc. (5)

 

Revolver

 

10/5/2024

 

 

 

76

 

 

10/5/2024

 

 

 

66

 

BioAgilytix

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/21/2023

 

 

 

1,865

 

Benesys Inc. (5)

 

Revolver

 

10/5/2024

 

 

 

82

 

 

 

—

 

 

 

—

 

C-4 Analytics, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

8/22/2023

 

 

 

600

 

CC Amulet Management, LLC (5)

 

Revolver

 

8/31/2027

 

 

 

119

 

 

 

—

 

 

 

—

 

CC Amulet Management, LLC (7)

 

Delayed Draw Term Loan

 

8/31/2027

 

 

 

722

 

 

 

—

 

 

 

—

 

Cedar Services Group, LLC

 

Revolver

 

6/11/2027

 

 

 

—

 

 

 

—

 

 

 

—

 

Centria Subsidiary Holdings, LLC (5)

 

Revolver

 

12/9/2025

 

 

 

1,974

 

 

12/9/2025

 

 

 

1,974

 

Claritas, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/30/2023

 

 

 

2,450

 

Claritas, LLC (5)

 

Revolver

 

3/31/2026

 

 

 

780

 

 

3/31/2026

 

 

 

1,950

 

Concord III, LLC (5)

 

Revolver

 

12/20/2028

 

 

 

550

 

 

 

—

 

 

 

—

 

Consolidated Label Co., LLC

 

Revolver

 

7/15/2026

 

 

 

—

 

 

7/15/2026

 

 

 

650

 

ConvenientMD (5)

 

Revolver

 

6/15/2027

 

 

 

138

 

 

 

—

 

 

 

—

 

CRA MSO, LLC (5)

 

Revolver

 

12/17/2024

 

 

 

92

 

 

12/17/2023

 

 

 

92

 

Doxa Insurance Holdings, LLC

 

Revolver

 

12/4/2026

 

 

 

—

 

 

 

—

 

 

 

—

 

Eagle Midco B.V. (Avania) (10)

 

Delayed Draw Term Loan

 

7/5/2029

 

 

 

2,720

 

 

7/5/2029

 

 

 

3,545

 

Eagle Midco B.V. (Avania) (10)

 

Revolver

 

1/5/2029

 

 

 

812

 

 

1/5/2029

 

 

 

788

 

Effective School Solutions LLC (5)

 

Revolver

 

11/30/2027

 

 

 

580

 

 

11/30/2027

 

 

 

1,276

 

Efor Holding (8)

 

Delayed Draw Term Loan

 

10/4/2026

 

 

 

135

 

 

 

—

 

 

 

—

 

EMS Buyer, Inc. (5)

 

Revolver

 

11/23/2027

 

 

 

55

 

 

11/23/2027

 

 

 

550

 

Envocore Holding, LLC (5)

 

Revolver

 

12/31/2025

 

 

 

2,778

 

 

12/31/2025

 

 

 

2,778

 

Eshipping

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

11/5/2023

 

 

 

1,850

 

Eshipping (5)

 

Revolver

 

11/5/2027

 

 

 

1,150

 

 

11/5/2027

 

 

 

1,150

 

Evergreen IX Borrower 2023, LLC (5)

 

Revolver

 

9/29/2029

 

 

 

1,500

 

 

 

—

 

 

 

—

 

Everlast Parent Inc. (5)

 

Revolver

 

10/30/2026

 

 

 

806

 

 

10/30/2026

 

 

 

1,151

 

Evolution BuyerCo, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/23/2023

 

 

 

31

 

Evolution BuyerCo, Inc. (5)

 

Revolver

 

4/30/2027

 

 

 

729

 

 

4/30/2027

 

 

 

729

 

Explorer Investor, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

6/28/2024

 

 

 

2,400

 

First Eagle Logan JV, LLC

 

Parnership Interest

 

 

 

 

 

9,400

 

 

 

—

 

 

 

—

 

Formulations Parent Corporation (5)

 

Revolver

 

11/15/2029

 

 

 

1,651

 

 

 

—

 

 

 

—

 

Freeport Financial SBIC Fund LP

 

Parnership Interest

 

 

 

 

 

2,222

 

 

 

—

 

 

 

—

 

FS Whitewater Borrower, LLC (3)

 

Revolver

 

12/21/2027

 

 

 

534

 

 

12/21/2027

 

 

 

448

 

FS Whitewater Borrower, LLC (7)

 

Delayed Draw Term Loan

 

7/1/2024

 

 

 

399

 

 

7/1/2024

 

 

 

1,662

 

Galway Borrower, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/30/2023

 

 

 

134

 

Galway Borrower, LLC (5)

 

Revolver

 

9/30/2027

 

 

 

926

 

 

9/30/2027

 

 

 

926

 

Gener8, LLC (5)

 

Revolver

 

8/14/2024

 

 

 

300

 

 

 

—

 

 

 

—

 

GH Parent Holdings Inc. (5)

 

Revolver

 

5/4/2027

 

 

 

1,750

 

 

5/4/2027

 

 

 

1,542

 

Granicus, Inc. (5)

 

Revolver

 

1/29/2027

 

 

 

637

 

 

1/29/2027

 

 

 

535

 

GrapeTree Medical Staffing, LLC (5)

 

Revolver

 

5/29/2024

 

 

 

600

 

 

5/29/2024

 

 

 

600

 

Great Lakes Dental Partners, LLC (5)

 

Revolver

 

6/23/2026

 

 

 

100

 

 

6/23/2026

 

 

 

100

 

Guardian Access Solutions (5)

 

Revolver

 

8/1/2029

 

 

 

713

 

 

 

—

 

 

 

—

 

Guardian Access Solutions (7)

 

Delayed Draw Term Loan

 

8/1/2029

 

 

 

2,050

 

 

 

—

 

 

 

—

 

HCOS Group Intermediate III LLC (5)

 

Revolver

 

9/30/2026

 

 

 

639

 

 

9/30/2026

 

 

 

1,150

 

Hepaco, LLC (5)

 

Revolver

 

8/18/2024

 

 

 

916

 

 

8/18/2024

 

 

 

135

 

Hercules Borrower LLC (5)

 

Revolver

 

12/15/2026

 

 

 

2,222

 

 

12/15/2026

 

 

 

1,985

 

 

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Company

 

Investment Type

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

Hercules Borrower LLC (7)

 

Delayed Draw Term Loan

 

 

 

 

 

788

 

 

9/10/2023

 

 

 

1,092

 

HGH Purchaser, Inc. (5)

 

Revolver

 

11/3/2025

 

 

 

15

 

 

11/3/2025

 

 

 

610

 

Homecare Partners Management, LLC (5)

 

Revolver

 

5/25/2027

 

 

 

367

 

 

5/25/2023

 

 

 

953

 

Hospice Care Buyer, Inc. (5)

 

Revolver

 

12/9/2026

 

 

 

1,255

 

 

12/9/2026

 

 

 

508

 

HS Spa Holdings Inc. (Hand & Stone) (5)

 

Revolver

 

6/2/2028

 

 

 

1,396

 

 

6/2/2028

 

 

 

1,511

 

Hsid Acquisition, LLC (5)

 

Revolver

 

1/31/2026

 

 

 

750

 

 

1/31/2026

 

 

 

750

 

iLending LLC (5)

 

Revolver

 

6/21/2026

 

 

 

718

 

 

 

—

 

 

 

—

 

Infobase (5)

 

Revolver

 

6/14/2028

 

 

 

991

 

 

6/14/2028

 

 

 

1,450

 

Infobase (7)

 

Delayed Draw Term Loan

 

6/14/2024

 

 

 

1,850

 

 

6/14/2024

 

 

 

1,850

 

Integrated Pain Management Medical Group, Inc. (5)

 

Revolver

 

6/17/2026

 

 

 

442

 

 

 

—

 

 

 

—

 

Integrity Marketing Acquisition, LLC (5)

 

Revolver

 

8/27/2025

 

 

 

1,409

 

 

8/27/2025

 

 

 

1,409

 

Iris Buyer, LLC (5)

 

Revolver

 

10/2/2029

 

 

 

1,514

 

 

 

—

 

 

 

—

 

Iris Buyer, LLC (7)

 

Delayed Draw Term Loan

 

3/29/2025

 

 

 

1,294

 

 

 

—

 

 

 

—

 

Jordan Bidco, Ltd. (10)

 

Delayed Draw Term Loan

 

8/31/2024

 

 

 

3,569

 

 

8/31/2024

 

 

 

3,692

 

JTM Foods LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

5/14/2027

 

 

 

250

 

JTM Foods LLC (5)

 

Revolver

 

5/14/2027

 

 

 

80

 

 

5/14/2027

 

 

 

347

 

King Mid LLC (5)

 

Revolver

 

12/15/2027

 

 

 

300

 

 

12/15/2027

 

 

 

300

 

King Mid LLC (7)

 

Delayed Draw Term Loan

 

6/17/2024

 

 

 

340

 

 

6/17/2024

 

 

 

2,356

 

Lash Opco LLC (5)

 

Revolver

 

9/18/2025

 

 

 

91

 

 

 

—

 

 

 

—

 

Learn-It Systems, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

5/4/2023

 

 

 

1,451

 

Learn-It Systems, LLC (5)

 

Revolver

 

3/18/2025

 

 

 

900

 

 

3/18/2025

 

 

 

283

 

Lexipol (Ranger Buyer, Inc.) (5)

 

Revolver

 

11/18/2027

 

 

 

1,105

 

 

11/18/2027

 

 

 

1,105

 

Lighthouse Lab Services (5)

 

Revolver

 

10/25/2027

 

 

 

614

 

 

 

—

 

 

 

—

 

Lightspeed Buyer, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/28/2023

 

 

 

5,101

 

Lightspeed Buyer, Inc. (5)

 

Revolver

 

2/3/2026

 

 

 

1,050

 

 

2/3/2026

 

 

 

595

 

Lion Cashmere Bidco Limited (10)

 

Delayed Draw Term Loan

 

9/23/2024

 

 

 

3,044

 

 

9/23/2024

 

 

 

2,952

 

List Partners, Inc. (5)

 

Revolver

 

5/1/2024

 

 

 

270

 

 

1/5/2023

 

 

 

450

 

Loadmaster Derrick & Equipment, Inc. (5)

 

Revolver

 

 

 

 

 

225

 

 

 

—

 

 

 

—

 

Mann Lake Ltd. (5)

 

Revolver

 

10/4/2024

 

 

 

56

 

 

 

—

 

 

 

—

 

Mario Purchaser, LLC (16)

 

Revolver

 

4/26/2028

 

 

 

731

 

 

4/26/2028

 

 

 

1,044

 

Mario Purchaser, LLC (7)

 

Delayed Draw Term Loan

 

4/26/2024

 

 

 

2,819

 

 

4/26/2024

 

 

 

3,690

 

Marlin DTC-LS Midco 2, LLC (5)

 

Revolver

 

7/1/2025

 

 

 

143

 

 

 

—

 

 

 

—

 

MHS Acquisition Holdings, LLC (5)

 

Revolver

 

7/21/2027

 

 

 

150

 

 

7/21/2027

 

 

 

129

 

Minuteman Security Technologies, Inc. (5)

 

Revolver

 

2/1/2029

 

 

 

1,000

 

 

 

—

 

 

 

—

 

Minuteman Security Technologies, Inc. (7)

 

Delayed Draw Term Loan

 

2/2/2025

 

 

 

1,209

 

 

 

—

 

 

 

—

 

MRI Software LLC (7)

 

Delayed Draw Term Loan

 

12/19/2025

 

 

 

1,500

 

 

 

—

 

 

 

—

 

MRI Software LLC (5)

 

Revolver

 

2/10/2026

 

 

 

1,266

 

 

2/10/2026

 

 

 

1,266

 

Multi Specialty Healthcare (AMM LLC)

 

Revolver

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

MWD Management LLC (United Derm) (5)

 

Revolver

 

6/15/2027

 

 

 

640

 

 

6/15/2027

 

 

 

560

 

New Era Technology, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

10/31/2026

 

 

 

504

 

New Era Technology, Inc. (5)

 

Revolver

 

10/31/2026

 

 

 

228

 

 

10/31/2026

 

 

 

265

 

New Era Technology, Inc. (5)

 

Revolver

 

10/31/2026

 

 

 

486

 

 

 

—

 

 

 

—

 

Newcleus, LLC (5)

 

Revolver

 

8/2/2026

 

 

 

435

 

 

 

—

 

 

 

—

 

Newcleus, LLC (5)

 

Delayed Draw Term Loan

 

8/2/2026

 

 

 

458

 

 

 

—

 

 

 

—

 

Nexant Volt MergerSub, Inc. (5)

 

Revolver

 

5/11/2027

 

 

 

229

 

 

5/11/2027

 

 

 

500

 

Nurture Landscapes (12)

 

Delayed Draw Term Loan

 

6/3/2025

 

 

 

2,086

 

 

 

—

 

 

 

—

 

Nurture Landscapes

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

6/2/2028

 

 

 

465

 

Odessa Technologies, Inc.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

10/19/2023

 

 

 

1,786

 

Odessa Technologies, Inc. (5)

 

Revolver

 

10/19/2027

 

 

 

2,500

 

 

10/19/2027

 

 

 

2,500

 

Oliver Packaging LLC (5)

 

Revolver

 

7/6/2028

 

 

 

150

 

 

7/6/2028

 

 

 

500

 

Omni Ophthalmic Management Consultants, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

5/31/2023

 

 

 

113

 

Safco Dental Supply, LLC (5)

 

Delayed Draw Term Loan

 

6/14/2025

 

 

 

345

 

 

6/14/2025

 

 

 

480

 

Omni Ophthalmic Management Consultants, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

3/7/2024

 

 

 

1,500

 

Online Labels Group, LLC (7)

 

Delayed Draw Term Loan

 

12/19/2025

 

 

 

525

 

 

 

—

 

 

 

—

 

Online Labels Group, LLC (7)

 

Delayed Draw Term Loan

 

12/19/2025

 

 

 

525

 

 

 

—

 

 

 

—

 

Online Labels Group, LLC (5)

 

Revolver

 

12/19/2029

 

 

 

650

 

 

 

—

 

 

 

—

 

Ontario Systems, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

8/30/2025

 

 

 

256

 

Painters Supply & Equipment Company

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

8/10/2023

 

 

 

724

 

Painters Supply & Equipment Company (5)

 

Revolver

 

8/10/2027

 

 

 

328

 

 

8/10/2027

 

 

 

299

 

Patriot Acquisition Topco S.A.R.L (5)

 

Revolver

 

1/29/2026

 

 

 

1,390

 

 

1/29/2026

 

 

 

1,390

 

Patriot Growth Insurance Services, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

7/8/2024

 

 

 

2,626

 

Patriot Growth Insurance Services, LLC (5)

 

Revolver

 

10/14/2028

 

 

 

660

 

 

10/14/2028

 

 

 

660

 

Patriot Growth Insurance Services, LLC (6)

 

Delayed Draw Term Loan

 

11/16/2025

 

 

 

883

 

 

 

—

 

 

 

—

 

PDFTron Systems Inc. (5)

 

Revolver

 

7/15/2026

 

 

 

149

 

 

 

—

 

 

 

—

 

PharComp Parent B.V.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/18/2023

 

 

 

1,432

 

PharComp Parent B.V.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/18/2023

 

 

 

2,873

 

Pinnacle Purchaser, LLC (5)

 

Revolver

 

12/28/2029

 

 

 

575

 

 

 

—

 

 

 

—

 

Plasma Buyer LLC (PathGroup) (5)

 

Revolver

 

5/12/2029

 

 

 

541

 

 

5/12/2029

 

 

 

811

 

Plasma Buyer LLC (PathGroup) (7)

 

Delayed Draw Term Loan

 

5/12/2024

 

 

 

1,892

 

 

5/12/2024

 

 

 

1,892

 

Point Quest Acquisition, LLC (5)

 

Revolver

 

8/12/2028

 

 

 

429

 

 

 

—

 

 

 

—

 

Potter Electric Signal Company

 

Revolver

 

12/19/2024

 

 

 

—

 

 

12/19/2024

 

 

 

550

 

SuperHero Fire Protection, LLC (5)

 

Delayed Draw Term Loan

 

9/1/2026

 

 

 

65

 

 

 

—

 

 

 

—

 

PPV Intermediate Holdings LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/29/2024

 

 

 

415

 

PPV Intermediate Holdings LLC (Vetcor)

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

2/29/2024

 

 

 

234

 

PPV Intermediate Holdings LLC (Vetcor) (5)

 

Revolver

 

8/31/2029

 

 

 

228

 

 

8/31/2029

 

 

 

166

 

Premier Dental Care Management, LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

8/5/2023

 

 

 

793

 

Premier Dental Care Management, LLC (5)

 

Revolver

 

8/5/2027

 

 

 

1,338

 

 

8/5/2027

 

 

 

1,030

 

Teal Acquisition Co., Inc (5)

 

Revolver

 

9/22/2026

 

 

 

1,277

 

 

9/22/2026

 

 

 

259

 

Professional Physical Therapy

 

Revolver

 

 

—

 

 

 

—

 

 

2/28/2023

 

 

 

188

 

PromptCare Intermediate, LP

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/1/2023

 

 

 

2,778

 

Pushpay USA, INC. (5)

 

Revolver

 

5/10/2030

 

 

 

1,429

 

 

 

—

 

 

 

—

 

 

 

 

 

As of December 31, 2023

 

 

As of December 31, 2022

 

Company

 

Investment Type

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

 

Commitment
Expiration Date (1)

 

 

Unfunded
Commitment (2)

 

Pye-Barker Fire & Safety, LLC (14)

 

Delayed Draw Term Loan

 

6/15/2024

 

 

 

1,200

 

 

6/15/2024

 

 

 

1,200

 

Pye-Barker Fire & Safety, LLC (15)

 

Delayed Draw Term Loan

 

11/1/2027

 

 

 

873

 

 

 

—

 

 

 

—

 

Pye-Barker Fire & Safety, LLC (5)

 

Revolver

 

11/26/2027

 

 

 

1,531

 

 

11/26/2027

 

 

 

816

 

Pye-Barker Fire & Safety, LLC (5)

 

Revolver

 

10/1/2024

 

 

 

142

 

 

10/1/2024

 

 

 

75

 

Pye-Barker Fire & Safety, LLC (5)

 

Revolver

 

11/26/2026

 

 

 

1,811

 

 

 

—

 

 

 

—

 

Quorum Health Resources (5)

 

Revolver

 

5/26/2027

 

 

 

522

 

 

 

—

 

 

 

—

 

Receivable Solutions, Inc. (5)

 

Revolver

 

10/1/2024

 

 

 

150

 

 

10/1/2024

 

 

 

258

 

Right Networks, LLC (5)

 

Revolver

 

5/21/2026

 

 

 

233

 

 

 

—

 

 

 

—

 

Ruffalo Noel Levitz, LLC

 

Revolver

 

 

—

 

 

 

—

 

 

5/29/2024

 

 

 

75

 

Seko Global Logistics Network, LLC (5)

 

Revolver

 

12/20/2026

 

 

 

943

 

 

12/20/2026

 

 

 

650

 

Seniorlink Incorporated (5)

 

Revolver

 

12/31/2027

 

 

 

458

 

 

 

—

 

 

 

—

 

Seniorlink Incorporated (5)

 

Revolver

 

7/17/2026

 

 

 

1,038

 

 

7/17/2026

 

 

 

1,038

 

Slickdeals Holdings, LLC (4)

 

Revolver

 

6/12/2024

 

 

 

727

 

 

6/12/2023

 

 

 

727

 

Smartronix, LLC (5)

 

Revolver

 

11/23/2027

 

 

 

3,290

 

 

11/23/2027

 

 

 

3,290

 

Vital Care Buyer, LLC (5)

 

Delayed Draw Term Loan

 

10/19/2025

 

 

 

2,222

 

 

10/19/2025

 

 

 

1,852

 

Smile Doctors LLC

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

12/23/2028

 

 

 

2,010

 

Smile Doctors LLC (5)

 

Revolver

 

12/23/2027

 

 

 

1,262

 

 

12/23/2027

 

 

 

646

 

Smile Doctors LLC (7)

 

Delayed Draw Term Loan

 

2/24/2025

 

 

 

1

 

 

 

—

 

 

 

—

 

SolutionReach, Inc. (5)

 

Revolver

 

1/17/2024

 

 

 

467

 

 

 

—

 

 

 

—

 

SQAD Holdco, Inc. (5)

 

Revolver

 

4/25/2028

 

 

 

1,050

 

 

4/25/2028

 

 

 

840

 

SQAD Holdco, Inc. (7)

 

Delayed Draw Term Loan

 

4/25/2024

 

 

 

2,425

 

 

4/25/2024

 

 

 

2,425

 

Stepping Stones Healthcare Services, LLC (7)

 

Delayed Draw Term Loan

 

1/2/2024

 

 

 

833

 

 

12/30/2023

 

 

 

2,226

 

Stepping Stones Healthcare Services, LLC (7)

 

Revolver

 

12/30/2026

 

 

 

1,887

 

 

12/30/2026

 

 

 

528

 

Summit 7 Systems, LLC (5)

 

Revolver

 

5/23/2028

 

 

 

1,056

 

 

5/23/2028

 

 

 

650

 

Sun Acquirer Corp.

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/8/2027

 

 

 

491

 

Sun Acquirer Corp. (5)

 

Revolver

 

9/8/2027

 

 

 

1,449

 

 

9/8/2027

 

 

 

1,812

 

Effective School Solutions LLC

 

Revolver

 

 

—

 

 

 

—

 

 

11/30/2023

 

 

 

2,200

 

Sydney US Buyer Corp.

 

Revolver

 

 

—

 

 

 

—

 

 

7/8/2029

 

 

 

654

 

Sydney US Buyer Corp. (3B Scientific) (10)

 

Delayed Draw Term Loan

 

7/8/2029

 

 

 

98

 

 

7/8/2029

 

 

 

1,961

 

Sydney US Buyer Corp. (3B Scientific) (10)

 

Delayed Draw Term Loan

 

12/14/2026

 

 

 

10,000

 

 

 

—

 

 

 

—

 

Team Select (CSC TS Merger SUB, LLC) (5)

 

Revolver

 

5/4/2029

 

 

 

650

 

 

 

—

 

 

 

—

 

Team Select (CSC TS Merger SUB, LLC) (7)

 

Delayed Draw Term Loan

 

11/4/2024

 

 

 

1,200

 

 

 

—

 

 

 

—

 

Technology Partners, LLC (5)

 

Delayed Draw Term Loan

 

11/16/2027

 

 

 

1,037

 

 

 

—

 

 

 

—

 

Technology Partners, LLC (7)

 

Revolver

 

11/16/2027

 

 

 

747

 

 

 

—

 

 

 

—

 

The Hilb Group, LLC (5)

 

Revolver

 

12/2/2025

 

 

 

265

 

 

12/2/2025

 

 

 

340

 

The Hilb Group, LLC (5)

 

Revolver

 

12/2/2025

 

 

 

111

 

 

12/2/2025

 

 

 

143

 

The Hilb Group, LLC (5)

 

Delayed Draw Term Loan

 

2/10/2024

 

 

 

498

 

 

12/10/2023

 

 

 

1,880

 

The Hilb Group, LLC (5)

 

Revolver

 

12/2/2025

 

 

 

88

 

 

12/2/2025

 

 

 

113

 

The Mulch & Soil Company, LLC (5)

 

Revolver

 

4/30/2026

 

 

 

853

 

 

 

—

 

 

 

—

 

TMA Buyer, LLC (5)

 

Revolver

 

9/30/2027

 

 

 

385

 

 

 

—

 

 

 

—

 

Transportation Insight, LLC (5)

 

Revolver

 

12/3/2024

 

 

 

55

 

 

12/3/2024

 

 

 

750

 

Tricor Borrower, LLC (5)

 

Revolver

 

10/22/2026

 

 

 

58

 

 

 

—

 

 

 

—

 

TriStrux, LLC (5)

 

Revolver

 

12/15/2026

 

 

 

499

 

 

 

—

 

 

 

—

 

TriStrux, LLC (7)

 

Delayed Draw Term Loan

 

12/15/2026

 

 

 

483

 

 

 

—

 

 

 

—

 

Unifeye Vision Partners

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

9/7/2023

 

 

 

1,199

 

Unifeye Vision Partners (5)

 

Revolver

 

9/13/2025

 

 

 

1,133

 

 

9/13/2025

 

 

 

793

 

United Flow Technologies

 

Delayed Draw Term Loan

 

 

—

 

 

 

—

 

 

10/29/2023

 

 

 

82

 

United Flow Technologies (5)

 

Revolver

 

10/29/2027

 

 

 

616

 

 

10/29/2027

 

 

 

1,600

 

UP Acquisition Corp.

 

Revolver

 

5/23/2024

 

 

 

—

 

 

5/23/2024

 

 

 

807

 

USA Hometown Experts, Inc. (5)

 

Revolver

 

11/8/2029

 

 

 

765

 

 

 

—

 

 

 

—

 

USA Hometown Experts, Inc. (7)

 

Delayed Draw Term Loan

 

11/8/2025

 

 

 

1,650

 

 

 

—

 

 

 

—

 

WCT Group Holdings, LLC (5)

 

Revolver

 

12/12/2029

 

 

 

320

 

 

 

—

 

 

 

—

 

WhiteHawk III Onshore Fund L.P.

 

Parnership Interest

 

7/5/2024

 

 

 

2,123

 

 

7/5/2024

 

 

 

1,700

 

Winxnet Holdings LLC

 

Revolver

 

 

—

 

 

 

—

 

 

6/29/2023

 

 

 

163

 

Total

 

 

 

 

 

 

$

175,048

 

 

 

 

 

$

158,905

 

 

(1)
Commitments are generally subject to borrowers meeting certain criteria such as compliance with covenants and certain operational metrics. These amounts may remain outstanding until the commitment period of an applicable loan expires, which may be shorter than its maturity.
(2)
Unfunded commitments denominated in currencies other than USD have been converted to USD using the applicable foreign currency exchange rate as of December 31, 2023 and 2022.
(3)
Investment pays 0.38% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(4)
Investment pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(5)
Investment pays 0.75% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(6)
Investment pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(7)
Investment pays 1.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(8)
Investment pays 1.80% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(9)
Investment pays 1.95% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(10)
Investment pays 2.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(11)
Investment pays 4.25% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
(12)
Investment pays 5.00% unfunded commitment fee on delayed draw term loan and/or revolving credit facilities.
v3.24.0.1
Net Assets (Tables)
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Summarizes the Company's Recent Distributions Declared

The following table summarizes the Company’s recent distributions declared:

 

Date Declared

 

Record Date

 

Payment Date

 

Dividend Type

 

Amount Per Share

 

November 2, 2023

 

December 29, 2023

 

January 16, 2024

 

Regular

 

$

0.41

 

November 2, 2023

 

November 30, 2023

 

December 15, 2023

 

Supplemental

 

$

0.09

 

August 3, 2023

 

September 29, 2023

 

October 16, 2023

 

Regular

 

$

0.41

 

August 3, 2023

 

August 31, 2023

 

September 15, 2023

 

Supplemental

 

$

0.08

 

May 4, 2023

 

June 30, 2023

 

July 17, 2023

 

Regular

 

$

0.41

 

February 16, 2023

 

March 31, 2023

 

April 17, 2023

 

Regular

 

$

0.41

 

November 4, 2022

 

December 30, 2022

 

January 17, 2023

 

Regular

 

$

0.41

 

August 5, 2022

 

September 30, 2022

 

October 17, 2022

 

Regular

 

$

0.41

 

May 3, 2022

 

June 30, 2022

 

July 15, 2022

 

Regular

 

$

0.41

 

February 18, 2022

 

March 31, 2022

 

April 15, 2022

 

Regular

 

$

0.41

 

November 5, 2021

 

September 2, 2022

 

September 15, 2022

 

Special

 

$

0.05

 

November 5, 2021

 

June 3, 2022

 

June 15, 2022

 

Special

 

$

0.05

 

November 5, 2021

 

March 4, 2022

 

March 15, 2022

 

Special

 

$

0.05

 

November 5, 2021

 

December 3, 2021

 

December 15, 2021

 

Special

 

$

0.05

 

November 5, 2021

 

December 31, 2021

 

January 17, 2022

 

Regular

 

$

0.41

 

August 6, 2021

 

September 30, 2021

 

October 15, 2021

 

Regular

 

$

0.41

 

May 10, 2021

 

June 30, 2021

 

July 15, 2021

 

Regular

 

$

0.41

 

February 22, 2021

 

March 31, 2021

 

April 15, 2021

 

Regular

 

$

0.41

 
v3.24.0.1
Earnings Per Share (Tables)
 12 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Summary of Computation of Weighted Average Basic and Diluted Earnings Per Share

The following table sets forth the computation of the weighted average basic and diluted net increase in net assets per share from operations for the following periods (in thousands):

 

 

 

 

For the years ended December 31,

 

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets resulting
   from operations

 

 

$

83,837

 

 

$

15,544

 

 

$

83,633

 

 

Weighted average common shares outstanding

 

 

 

35,928,203

 

 

 

30,887,360

 

 

 

28,477,771

 

 

Net increase (decrease) in net assets resulting from
   operations per common share-basic and diluted

 

 

$

2.33

 

 

$

0.50

 

 

$

2.94

 

 
v3.24.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Summary of Tax Character of Stockholder Distributions The tax character of stockholder distributions attributable to the years ended December 31, 2023, 2022 and 2021, were as follows (in thousands):

 

2023

 

 

2022

 

 

2021

 

Ordinary Income

 

$

67,081

 

 

$

55,288

 

 

$

48,843

 

Capital Gain

 

 

—

 

 

 

—

 

 

 

—

 

Total

 

$

67,081

 

 

$

55,288

 

 

$

48,843

 

 

For years ended December 31, 2023, 2022 and 2021, 84.5%, 83.8%, and 86.7%, respectively, of ordinary income qualified as interest related dividend, which is exempt from U.S. withholding tax applicable to non U.S. stockholders.
Summary of Components of Accumulated Losses on Tax Basis The following table shows the components of accumulated losses on a tax basis for the years ended December 31, 2023, 2022 and 2021:

 

 

 

2023

 

 

2022

 

 

2021

 

Undistributed net investment income

 

$

34,975

 

 

$

15,656

 

 

$

13,350

 

Other temporary differences

 

 

(428

)

 

 

(437

)

 

 

(447

)

Post October loss deferrals

 

-

 

 

 

—

 

 

 

—

 

Capital loss carryover

 

 

(196,476

)

 

 

(41,134

)

 

 

(34,248

)

Unrealized appreciation (depreciation)

 

 

(61,409

)

 

 

(36,583

)

 

 

7,437

 

Components of tax distributable earnings at year end

 

$

(223,338

)

 

$

(62,498

)

 

$

(13,908

)
Summary of Book Purpose Amounts Arising from Permanent book/Tax Differences Related to Different Tax Treatment of Foreign Currency For the years ended December 31, 2023, 2022 and 2021, the Company reclassified for book purposes amounts arising from permanent book/tax differences related to the different tax treatment of foreign currency gain/(loss), defaulted bonds and non-deductible-excise tax as follows (in thousands):

 

2023

 

 

2022

 

 

2021

 

Accumulated net realized gain (loss)

 

$

(161,456

)

 

$

(5,482

)

 

$

(16,849

)

Distributions in excess of Investment Company Taxable Income

 

 

(16,140

)

 

 

(3,364

)

 

 

2,837

 

Total

 

$

(177,596

)

 

$

(8,846

)

 

$

(14,012

)

 
Summary of Aggregate Investment Unrealized Appreciation and Depreciation

The Company’s aggregate investment unrealized appreciation and depreciation for federal income tax purposes was as follows (in thousands):

 

 

 

 

As of
December
31, 2023

 

 

As of
December
31, 2022

 

Tax Cost

 

 

 

$

1,639,709

 

 

$

1,295,847

 

Gross Unrealized Appreciation

 

 

 

$

374

 

 

$

9,274

 

Gross Unrealized Depreciation

 

 

 

 

(57,314

)

 

 

(42,164

)

 

Net Unrealized Investment Appreciation (Depreciation)

 

$

(56,940

)

 

$

(32,890

)
Schedule of Income Taxes and Excise Taxes

The Company recognized the following income taxes related to Taxable Subsidiaries and excise taxes related to the Company’s status as a RIC:

 

 

 

 

For the years ended December 31,

 

 

 

 

 

2023

 

 

 

2022

 

 

 

2021

 

Income tax (benefit) provision

 

 

$

31

 

 

$

-

 

 

$

-

 

Excise tax (benefit) provision

 

 

 

1,276

 

 

 

155

 

 

 

2,250

 

(Benefit) provision for income and excise taxes

 

 

$

1,307

 

 

$

155

 

 

$

2,250

 
Schedule of Benefits (Provisions) for Taxes on Realized and Unrealized Appreciation and Depreciation on Investments

The Company recognized the following benefits (provisions) for taxes on realized and unrealized appreciation and depreciation on investments:

 

 

 

 

For the years ended December 31,

 

 

 

 

 

2023

 

 

 

2022

 

 

 

2021

 

Benefit (provision) for taxes on realized gain on
   investments

 

 

$

132

 

 

$

(911

)

 

$

(1,177

)

Benefit (provision) for taxes on unrealized appreciation
   (depreciation) on investments

 

 

 

901

 

 

 

105

 

 

 

(220

)

Benefit (provision) for taxes on realized and unrealized
   appreciation (depreciation) on investments

 

 

$

1,033

 

 

$

(806

)

 

$

(1,397

)
v3.24.0.1
Financial Highlights (Tables)
 12 Months Ended
Dec. 31, 2023
Investment Company, Financial Highlights [Abstract]  
Schedule of Financial Highlights

Below is the schedule of the Company’s financial highlights (in thousands, except share and per share data):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the years ended December 31,

 

 

 

 

2023

 

 

2022

 

 

2021

 

 

 

2020

 

 

 

2019

 

 

Per Share Data:(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset value, beginning of period

 

$

19.83

 

 

$

21.12

 

 

$

19.88

 

 

 

$

19.50

 

 

 

$

19.43

 

 

Net investment income after tax

 

 

2.30

 

 

 

1.93

 

 

 

1.67

 

 

 

 

1.80

 

 

 

 

1.83

 

 

Net realized and unrealized gains (losses) on investments, asset acquisition and forward contracts, net of taxes

 

 

0.03

 

 

 

(1.43

)

 

 

1.27

 

 

 

 

0.18

 

 

 

 

(0.14

)

 

Net increase (decrease) in net assets resulting from operations

 

 

2.33

 

 

 

0.50

 

 

 

2.94

 

 

 

 

1.98

 

 

 

 

1.69

 

 

Effects of First Eagle Alternative Capital BDC, Inc. acquisition (Note 13)

 

 

(0.30

)

 

 

-

 

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

Distributions declared from net investment income(2)

 

 

(1.81

)

 

 

(1.79

)

 

 

(1.69

)

 

 

 

(1.64

)

 

 

 

(1.64

)

 

Effect of equity issuances, net of share repurchases and rounding

 

 

(0.01

)

 

 

-

 

 

 

0.01

 

 

 

 

0.04

 

 

 

 

0.03

 

 

Offering costs

 

 

-

 

 

 

-

 

 

 

(0.02

)

 

 

 

-

 

 

 

 

(0.01

)

 

Total increase (decrease) in net assets

 

 

0.21

 

 

 

(1.29

)

 

 

1.24

 

 

 

 

0.38

 

 

 

 

0.07

 

 

Net asset value, end of period

 

$

20.04

 

 

$

19.83

 

 

$

21.12

 

 

 

$

19.88

 

 

 

$

19.50

 

 

Shares outstanding, end of period

 

 

37,061,547

 

 

 

30,887,360

 

 

 

30,887,360

 

 

 

 

20,862,314

 

 

 

 

13,358,289

 

 

Market value, end of period

 

$

17.38

 

 

 

12.78

 

 

 

17.60

 

 

 

 

14.57

 

 

 

 

—

 

 

Weighted average shares outstanding

 

 

35,928,203

 

 

 

30,887,360

 

 

 

28,477,771

 

 

 

 

27,681,757

 

 

 

 

17,344,640

 

 

Total return based on market value (3)

 

 

52.37

%

 

 

-18.45

%

 

 

32.46

%

 

 

 

1.47

%

 

 

—

 

 

Total return based on net asset value (4)

 

 

10.19

%

 

 

2.37

%

 

 

14.74

%

 

 

 

10.36

%

 

 

 

8.81

%

 

Ratio/Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets, end of period

 

$

742,594

 

 

$

612,541

 

 

$

652,285

 

 

 

$

560,000

 

 

 

$

406,917

 

 

Ratio of total net expenses to average net assets(5)

 

 

14.39

%

 

 

8.96

%

 

 

7.81

%

 

 

 

5.34

%

 

 

 

6.54

%

 

Ratio of net expenses (without incentive fees and interest and other debt expenses) to average net assets

 

 

3.64

%

 

 

3.26

%

 

 

3.02

%

 

 

 

2.24

%

 

 

 

2.50

%

 

Ratio of net investment income before taxes to average net assets

 

 

11.88

%

 

 

9.41

%

 

 

8.40

%

 

 

 

10.10

%

 

 

 

9.61

%

 

Ratio of interest and credit facility expenses to average net assets

 

 

8.32

%

 

 

5.01

%

 

 

3.33

%

 

 

 

3.10

%

 

 

 

4.03

%

 

Ratio of net incentive fees to average net assets

 

 

2.43

%

 

 

0.68

%

 

 

1.46

%

 

 

 

-

 

 

 

 

-

 

 

Portfolio turnover

 

 

13.31

%

 

 

21.52

%

 

 

41.64

%

 

 

 

28.01

%

 

 

 

23.97

%

 

Asset coverage ratio

 

 

186

%

 

 

192

%

 

 

201

%

 

 

 

217

%

 

 

 

225

%

 

 

(1)
Based on actual number of shares outstanding at the end of the corresponding period or the weighted average shares outstanding for the period, unless otherwise noted, as appropriate.
(2)
The per share data for distributions per share reflects the actual amount of distributions declared per share for the applicable periods.
(3)
Total return based on market value is calculated as the change in market value per share during the period, taking into account dividends, if any, reinvested in accordance with the Company’s dividend reinvestment plan.
(4)
Total return based on net asset value is calculated as the change in net asset value per share during the period plus declared dividends per share during the period, divided by the beginning net asset value per share, and not annualized.
(5)
The ratio of total expenses to average net assets in the table above reflects the Adviser’s voluntary waivers of its right to receive a portion of the management fees and income incentive fees with respect to the Company’s ownership in GACP II LP, WhiteHawk III Onshore Fund LP and Freeport Financial SBIC Fund LP and a voluntary waiver of income incentive fees to the extent net investment income, excluding the effect of the GAAP incentive fee, falls short of the regular declared dividend on a full dollar basis. Excluding the effects of the voluntary waivers, the ratio of total expenses to average net assets would have been 14.46%, 9.04%, 7.83%, 5.37% and 6.58% for the years ended December 31, 2023, 2022, 2021, 2020 and 2019, respectively.
Schedule of Information about Senior Securities

Information about our senior securities (including debt securities and other indebtedness) is shown in the following table as of the fiscal years ended December 31 for the years indicated below. We had no senior securities outstanding as of December 31 of any fiscal years prior to those indicated below.

 

Class and Year

 

Total Amount Outstanding Exclusive of Treasury Securities(1)

 

 

Asset Coverage Per Unit(2)

 

 

Involuntary Liquidating Preference Per Unit(3)

 

 

Average Market Value Per Unit(4)

 

SPV Asset Facility

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

329,850

 

 

$

1,860

 

 

 

-

 

 

N/A

 

Fiscal 2022

 

$

233,000

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

249,500

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Fiscal 2020

 

$

260,210

 

 

$

2,166

 

 

 

-

 

 

N/A

 

Fiscal 2019

 

$

220,687

 

 

$

2,250

 

 

 

-

 

 

N/A

 

Fiscal 2018

 

$

159,629

 

 

$

2,085

 

 

 

-

 

 

N/A

 

Fiscal 2017

 

$

86,629

 

 

$

2,135

 

 

 

-

 

 

N/A

 

Fiscal 2016

 

$

47,629

 

 

$

2,347

 

 

 

-

 

 

N/A

 

Revolving Credit Facility(5)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2016

 

$

47,810

 

 

$

2,347

 

 

 

-

 

 

N/A

 

Fiscal 2015

 

$

54,810

 

 

$

2,415

 

 

 

-

 

 

N/A

 

Revolving Credit Facility II(6)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2018

 

$

78,310

 

 

$

2,085

 

 

 

-

 

 

N/A

 

Fiscal 2017

 

$

65,310

 

 

$

2,135

 

 

 

-

 

 

N/A

 

Ally Corporate Revolving Facility(8)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2020

 

$

149,904

 

 

$

2,166

 

 

 

-

 

 

N/A

 

Fiscal 2019

 

$

104,754

 

 

$

2,250

 

 

 

-

 

 

N/A

 

SMBC Corporate Revolving Facility

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

225,471

 

 

$

1,860

 

 

 

-

 

 

N/A

 

Fiscal 2022

 

$

241,836

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

203,437

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Series 2020A Notes (9)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2022

 

$

50,000

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

50,000

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Fiscal 2020

 

$

50,000

 

 

$

2,166

 

 

 

-

 

 

N/A

 

Series 2021A Notes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

135,000

 

 

$

1,860

 

 

 

-

 

 

N/A

 

Fiscal 2022

 

$

135,000

 

 

$

1,917

 

 

 

-

 

 

N/A

 

Fiscal 2021

 

$

135,000

 

 

$

2,014

 

 

 

-

 

 

N/A

 

Series 2023A Notes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

50,000

 

 

$

1,860

 

 

 

-

 

 

N/A

 

FCRX Unsecured Notes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2023

 

$

111,600

 

 

$

1,860

 

 

 

-

 

 

$

941.0

 

InterNotes®(7)

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2020

 

$

16,418

 

 

$

2,166

 

 

 

-

 

 

N/A

 

 

(1)
Total amount of each class of senior securities outstanding at principal value at the end of the period presented.
(2)
The asset coverage ratio for a class of senior securities representing indebtedness is calculated as (i) the sum of (A) total assets at end of period and (B) other liabilities excluding total debt outstanding and accrued borrowing expenses at end of period, divided by (ii) the sum of total debt outstanding and accrued borrowing expenses at the end of the period. This asset coverage ratio is multiplied by $1,000 to determine the “Asset Coverage Per Unit”.
(3)
The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it.
(4)
Not applicable, except for FCRX Unsecured Notes. The average market price per unit for FCRX Unsecured Notes is based on the average daily closing prices as reported on the NYSE during the period presented and is expressed per $1,000 of indebtedness.
(5)
Our $50.0 million revolving credit facility with Natixis, New York Branch, as administrative agent and certain of its affiliates as lenders, dated as of June 29, 2015, which has been paid down in full and was terminated on June 29, 2017.
(6)
Our $75.0 million revolving credit facility with Capital One, National Association, as Administrative Agent, Lead Arranger, Managing Agent and Committed Lender, dated as of June 29, 2017, which has been paid down in full and was terminated on August 20, 2019.
(7)
We redeemed or paid down the remaining $16.4 million of InterNotes® during the first quarter of 2021.
(8)
Our $200.0 million revolving credit facility with Ally Bank, as Administrative Agent and Arranger, dated as of August 20, 2019, which has been paid down in full and was terminated on October 27, 2021.
(9)
We redeemed or paid down the $50.0 million of Series 2020A Notes on July 28, 2023.
v3.24.0.1
First Eagle Alternative Capital BDC, Inc. Acquisition (Tables)
 12 Months Ended
Dec. 31, 2023
FCRD Acquisition  
Business Acquisition [Line Items]  
Summary of Allocation of Purchase Price to Assets Acquired and Liabilities Assumed The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the FCRD Acquisition (in thousands):

 

Consideration paid by the Company

 

 

Aggregate Share Consideration (1)

$

91,257

 

CCAP Cash Consideration

 

8,649

 

Deemed contribution from the Adviser

 

22,040

 

Transaction costs

 

7,565

 

Total Purchase Price

$

129,511

 

 

 

 

Assets/(Liabilities) acquired by the Company

 

 

Investments, at fair value (2)

$

335,035

 

Cash and cash equivalents

 

1,233

 

Interest and dividend receivable

 

3,995

 

Other assets

 

518

 

Secured credit facility

 

(95,200

)

2026 Unsecured Notes - FCRX

 

(111,600

)

Interest and other debt financing costs payable

 

(1,198

)

Accrued expenses and other liabilities

 

(3,272

)

Net Assets Acquired

$

129,511

 

 

(1) Common stock consideration was issued at the Company’s closing stock price of $14.78 as of March 9, 2023, the closing date of the FCRD Acquisition.

(2) Investments acquired were recorded at fair value at the date of the acquisition, which is also the Company’s initial cost basis.

v3.24.0.1
Summary of Significant Accounting Policies - Additional Information (Details)
 12 Months Ended
Dec. 31, 2023
Portfolio
Dec. 31, 2022
Investment
Portfolio
Accounting Policies [Abstract]    
Number of portfolio   4
Number of investments on non accrual status | Investment   6
Number of investment positions on non accrual status 9  
Percentage of net debt instrument at cost 2.00% 2.00%
Percentage of net debt instrument at fair value 1.90% 1.20%
Income tax examination description In order for the Company not to be subject to federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its ordinary income (taking into account certain deferrals and elections), (ii) 98.2% of its net capital gains from the current year and (iii) any undistributed ordinary income and net capital gains from preceding years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay a 4% excise tax on this income.  
v3.24.0.1
Agreements and Related Party Transactions - Additional Information (Details) - USD ($)
 12 Months Ended
Mar. 09, 2023
Nov. 18, 2021
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Related Party Transaction [Line Items]          
Administrative services expenses     $ 1,454,000 $ 1,316,000 $ 1,028,000
Other payable to administrator     $ 493,000 511,000  
Annual base management fee calculation in percentage of gross assets     1.25%    
Percentage of management fee     0.75%    
Management fee, description     Under the terms of the Investment Advisory Agreement, the Adviser has voluntarily waived its right to receive management fees on the Company’s investments in GACP II LP, WhiteHawk III Onshore Fund LP and Freeport Financial SBIC Fund LP for any period in which these investments remain in the investment portfolio. Previously, the Adviser also agreed to waive a portion of the management fee from February 1, 2020 through July 31, 2021 so that only 0.75% was charged for such time period.    
Management fee     $ 19,613,000 16,344,000 14,118,000
Management fees waiver     190,000 229,000 3,302,000
Management fees payable     $ 5,026,000 4,056,000  
Income incentive fee percent payable quarterly in excess of pre-incentive fee net investment income     100.00%    
Income incentive fee quarterly return on investment income percent     1.75%    
Income incentive fee annual return on investment income percent     7.00%    
Percent of pre-incentive fee net investment income received to obtain catch-up feature     17.50%    
Pre-incentive fee net investment income percent catch-up     2.1212%    
Pre-incentive fee net investment income percent in excess of catch-up     17.50%    
Capital gains incentive fee percent payable annually     17.50%    
Income incentive fee incurred     $ 17,451,000 11,214,000 9,849,000
Income incentive fee waived     276,000 538,000 7,517,000
Income incentive fees unpaid     $ 4,770,000 3,112,000  
Incentive fee on cumulative unrealized capital appreciation description.     This accrual is calculated using the aggregate cumulative realized capital gains and losses and aggregate cumulative unrealized capital appreciation or depreciation. If such amount is positive at the end of a period, then the Company records a capital gains incentive fee equal to 17.5% of such amount, minus the aggregate amount of actual incentive fees based on capital gains paid in all prior periods. If such amount is negative, then there is no accrual for such period. There can be no assurance that such unrealized capital appreciation will be realized in the future    
Reversal of capital gains incentive fees on unrealized capital appreciation     $ 0 $ (6,324,000) 6,324,000
Percentage of outstanding common stock owned     2.65% 3.10%  
Common equity offering   $ 58,018,000     $ 52,632,000
Transaction support provided by adviser   5,386,000      
Sales load payable to underwriters   $ 2,105,000      
Capital gains incentive fees remain outstanding     $ 0 $ 0  
Minimum | Non-controlled Affiliated Investments          
Related Party Transaction [Line Items]          
Percentage of outstanding voting securities owned     5.00%    
Minimum | Controlled Investments          
Related Party Transaction [Line Items]          
Percentage of outstanding voting securities owned     25.00%    
Sun Life Financial Inc          
Related Party Transaction [Line Items]          
Percentage of outstanding common stock owned     4.60% 3.49%  
Sun Life Financial Inc | 2026 Unsecured Notes          
Related Party Transaction [Line Items]          
Participating lender amount     $ 10,000,000    
FCRD Acquisition          
Related Party Transaction [Line Items]          
Cash consideration $ 35,000,000        
v3.24.0.1
Agreements and Related Party Transactions - Summary of Investments in Non-controlled Affiliates (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance $ 1,262,956    
Net Realized Gains/ (Losses) (161,456) $ (5,482) $ (16,849)
Fair Value, Ending balance 1,582,075 1,262,956  
Non-controlled Affiliated Investments      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 43,080 51,701  
Gross Additions 16,819 18,631  
Gross Reductions (2,775) (24,932)  
Net Realized Gains/ (Losses)   7,098  
Change in Unrealized Gains/ (Losses) (4,505) (9,418)  
Fair Value, Ending balance 52,619 43,080 51,701
Dividend, Interest, PIK and Other Income 6,157 8,900  
Non-controlled Affiliated Investments | AX VI INV2 Holding AB      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 12,117    
Gross Additions 1,596 11,436  
Change in Unrealized Gains/ (Losses) 439 681  
Fair Value, Ending balance 14,152 12,117  
Dividend, Interest, PIK and Other Income 1,299 321  
Non-controlled Affiliated Investments | ASP MCS Acquisition Corp.      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 826 1,616  
Gross Additions 226 263  
Gross Reductions (3) (3)  
Change in Unrealized Gains/ (Losses) (250) (1,050)  
Fair Value, Ending balance 799 826 1,616
Dividend, Interest, PIK and Other Income 37 28  
Non-controlled Affiliated Investments | Bayside Opco, LLC      
Investments In And Advances To Affiliates [Line Items]      
Gross Additions 6,615    
Gross Reductions (262)    
Change in Unrealized Gains/ (Losses) 351    
Fair Value, Ending balance 6,704    
Dividend, Interest, PIK and Other Income 437    
Non-controlled Affiliated Investments | Battery Solutions, Inc.      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance   7,031  
Gross Additions   2,129  
Gross Reductions   (14,712)  
Net Realized Gains/ (Losses)   7,098  
Change in Unrealized Gains/ (Losses)   (1,546)  
Fair Value, Ending balance     7,031
Dividend, Interest, PIK and Other Income   2,113  
Non-controlled Affiliated Investments | GACP II LP      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 4,889 12,619  
Gross Reductions (1,091) (7,804)  
Change in Unrealized Gains/ (Losses) 129 74  
Fair Value, Ending balance 3,927 4,889 12,619
Dividend, Interest, PIK and Other Income 672 1,593  
Non-controlled Affiliated Investments | Isagenix International, LLC      
Investments In And Advances To Affiliates [Line Items]      
Gross Additions 2,642    
Change in Unrealized Gains/ (Losses) (96)    
Fair Value, Ending balance 2,546    
Dividend, Interest, PIK and Other Income 413    
Non-controlled Affiliated Investments | Slickdeals Holdings, LLC      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 15,433 15,847  
Gross Additions 88 93  
Gross Reductions (148) (148)  
Change in Unrealized Gains/ (Losses) (181) (359)  
Fair Value, Ending balance 15,192 15,433 15,847
Dividend, Interest, PIK and Other Income 1,866 1,268  
Non-controlled Affiliated Investments | smarTours, LLC      
Investments In And Advances To Affiliates [Line Items]      
Gross Additions 4,805    
Change in Unrealized Gains/ (Losses) (4,805)    
Dividend, Interest, PIK and Other Income 47    
Non-controlled Affiliated Investments | Southern Technical Institute, Inc.      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance   7,686  
Change in Unrealized Gains/ (Losses)   (7,686)  
Fair Value, Ending balance     7,686
Dividend, Interest, PIK and Other Income   2,932  
Non-controlled Affiliated Investments | Vivid Seats Ltd      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 944 922  
Change in Unrealized Gains/ (Losses) 77 22  
Fair Value, Ending balance 1,021 944 922
Non-controlled Affiliated Investments | WhiteHawk III Onshore Fund L.P.      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 8,871 5,980  
Gross Additions 847 4,710  
Gross Reductions (1,271) (2,265)  
Change in Unrealized Gains/ (Losses) (169) 446  
Fair Value, Ending balance 8,278 8,871 $ 5,980
Dividend, Interest, PIK and Other Income $ 1,386 $ 645  
v3.24.0.1
Agreements and Related Party Transactions - Summary of Investments in Controlled Affiliates (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance $ 1,262,956    
Net Realized Gains/ (Losses) (161,456) $ (5,482) $ (16,849)
Fair Value, Ending balance 1,582,075 1,262,956  
Controlled Affiliated      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 11,375 52,768  
Gross Additions 55,854 1,999  
Gross Reductions (2,139) (38,491)  
Net Realized Gains/ (Losses)   (3,301)  
Change in Unrealized Gains/ (Losses) (1,171) (1,600)  
Fair Value, Ending balance 63,919 11,375 52,768
Dividend, Interest, PIK and Other Income 11,601 3,835  
Controlled Affiliated | CBDC Senior Loan Fund LLC      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance   39,360  
Gross Reductions   (36,698)  
Net Realized Gains/ (Losses)   (3,301)  
Change in Unrealized Gains/ (Losses)   639  
Fair Value, Ending balance     39,360
Dividend, Interest, PIK and Other Income   2,358  
Controlled Affiliated | Envocore LLC      
Investments In And Advances To Affiliates [Line Items]      
Fair Value, Beginning balance 11,375 13,408  
Gross Additions 248 1,999  
Gross Reductions (69) (1,793)  
Change in Unrealized Gains/ (Losses) (1,179) (2,239)  
Fair Value, Ending balance 10,375 11,375 $ 13,408
Dividend, Interest, PIK and Other Income 801 $ 1,477  
Controlled Affiliated | First Eagle Logan JV, LLC      
Investments In And Advances To Affiliates [Line Items]      
Gross Additions 44,768    
Gross Reductions (796)    
Change in Unrealized Gains/ (Losses) (4,968)    
Fair Value, Ending balance 39,004    
Dividend, Interest, PIK and Other Income 10,800    
Controlled Affiliated | Loadmaster Derrick & Equipment, Inc.      
Investments In And Advances To Affiliates [Line Items]      
Gross Additions 1,807    
Gross Reductions (250)    
Change in Unrealized Gains/ (Losses) 4,730    
Fair Value, Ending balance 6,287    
Controlled Affiliated | OEM Group, LLC      
Investments In And Advances To Affiliates [Line Items]      
Gross Additions 9,031    
Gross Reductions (1,024)    
Change in Unrealized Gains/ (Losses) 246    
Fair Value, Ending balance $ 8,253    
v3.24.0.1
Agreements and Related Party Transactions - Summary of Investments in Affiliates (Parenthetical) (Details) - Controlled Affiliated
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2021
First Eagle Logan JV, LLC    
Investments In And Advances To Affiliates [Line Items]    
Percentage of subordinated notes hold 100.00%  
Percentage of class E notes hold 100.00%  
Minimum | C B D C Senior Loan Fund L L C    
Investments In And Advances To Affiliates [Line Items]    
Percentage of outstanding voting securities owned   25.00%
Minimum | First Eagle Logan JV, LLC    
Investments In And Advances To Affiliates [Line Items]    
Percentage of outstanding voting securities owned 25.00%  
v3.24.0.1
Investments - Summary of Investments at Fair Value (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Summary Of Investment Holdings [Line Items]    
Cost $ 1,592,688 $ 1,291,456
Fair Value 1,582,075 1,262,956
Unrealized Appreciation/ (Depreciation) (10,613) (28,500)
Senior Secured First Lien    
Summary Of Investment Holdings [Line Items]    
Cost 436,249 312,345
Fair Value 429,210 301,001
Unrealized Appreciation/ (Depreciation) (7,039) (11,344)
Unitranche First Lien    
Summary Of Investment Holdings [Line Items]    
Cost 976,366 842,867
Fair Value 973,864 824,107
Unrealized Appreciation/ (Depreciation) (2,502) (18,760)
Unitranche First Lien Last Out    
Summary Of Investment Holdings [Line Items]    
Cost 15,627 14,879
Fair Value 13,544 13,827
Unrealized Appreciation/ (Depreciation) (2,083) (1,052)
Senior Secured Second Lien    
Summary Of Investment Holdings [Line Items]    
Cost 62,659 67,001
Fair Value 58,212 60,877
Unrealized Appreciation/ (Depreciation) (4,447) (6,124)
Unsecured Debt One    
Summary Of Investment Holdings [Line Items]    
Cost 3,915 4,984
Fair Value 4,061 4,533
Unrealized Appreciation/ (Depreciation) 146 (451)
Equity & Other    
Summary Of Investment Holdings [Line Items]    
Cost 40,165 35,993
Fair Value 50,050 44,851
Unrealized Appreciation/ (Depreciation) 9,885 8,858
LLC/LP Equity Interests    
Summary Of Investment Holdings [Line Items]    
Cost 57,707 13,387
Fair Value 53,134 13,760
Unrealized Appreciation/ (Depreciation) $ (4,573) $ 373
v3.24.0.1
Investments - Summary of Industry Composition of Investments at Fair Value (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Summary Of Investment Holdings [Line Items]    
Fair Value $ 1,582,075 $ 1,262,956
Percentage of Fair Value 100.00% 100.00%
Health Care Equipment & Services    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 409,925 $ 361,940
Percentage of Fair Value 25.90% 28.70%
Software And Services    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 335,803 $ 268,305
Percentage of Fair Value 21.20% 21.30%
Commercial & Professional Services    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 219,937 $ 201,213
Percentage of Fair Value 14.00% 15.90%
Consumer Services    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 150,719 $ 118,898
Percentage of Fair Value 9.50% 9.40%
Diversified Financials    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 88,169 $ 28,975
Percentage of Fair Value 5.60% 2.30%
Insurance    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 74,421 $ 58,032
Percentage of Fair Value 4.70% 4.60%
Pharmaceuticals Biotechnology And Life Sciences    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 60,866 $ 55,020
Percentage of Fair Value 3.80% 4.40%
Retailing    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 56,340 $ 54,832
Percentage of Fair Value 3.60% 4.30%
Capital Goods    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 41,441 $ 40,838
Percentage of Fair Value 2.60% 3.20%
Automobiles and Components    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 38,076 $ 38,004
Percentage of Fair Value 2.40% 3.00%
Materials    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 25,706  
Percentage of Fair Value 1.60%  
Consumer Durables And Apparel    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 19,244 $ 19,244
Percentage of Fair Value 1.20% 1.50%
Food, Beverage & Tobacco    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 15,562 $ 8,491
Percentage of Fair Value 1.00% 0.70%
Energy    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 11,264 $ 2,185
Percentage of Fair Value 0.70% 0.20%
Technology, Hardware & Equipment    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 9,349  
Percentage of Fair Value 0.60%  
Semiconductor and Semiconductor Equipment    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 8,253  
Percentage of Fair Value 0.50%  
Household And Personal Products    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 7,186  
Percentage of Fair Value 0.50%  
Transportation    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 3,938 $ 1,254
Percentage of Fair Value 0.20% 0.10%
Telecommunication Services    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 3,330 $ 4,061
Percentage of Fair Value 0.20% 0.30%
Food & Staples Retailing    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 2,546 $ 1,664
Percentage of Fair Value 0.20% 0.10%
v3.24.0.1
Investments - Summary of Geographic Composition of Investments at Fair Value (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Summary Of Investment Holdings [Line Items]    
Fair Value $ 1,582,075 $ 1,262,956
Percentage of Fair Value 100.00% 100.00%
United States    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 1,410,306 $ 1,111,350
Percentage of Fair Value 89.00% 88.10%
UNITED KINGDOM    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 70,797 $ 58,591
Percentage of Fair Value 4.50% 4.60%
Australia    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 20,079 $ 19,490
Percentage of Fair Value 1.30% 1.50%
New Zealand    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 19,081  
Percentage of Fair Value 1.20%  
Netherlands    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 18,340 $ 15,352
Percentage of Fair Value 1.20% 1.20%
Belgium    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 14,759 $ 14,166
Percentage of Fair Value 0.90% 1.10%
SWEDEN    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 14,152 $ 12,117
Percentage of Fair Value 0.90% 1.00%
CANADA    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 10,378 $ 31,890
Percentage of Fair Value 0.70% 2.50%
France    
Summary Of Investment Holdings [Line Items]    
Fair Value $ 4,183  
Percentage of Fair Value 0.30%  
v3.24.0.1
Fair Value of Financial Instruments - Summary of Fair Value Measurements of Investments (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Fair Value Disclosures [Line Items]    
Subtotal $ 1,528,941 $ 1,249,196
Investments Measured at NAV 53,134 13,760
Total Investments 1,582,075 1,262,956
Foreign Currency Forward Contracts - Assets 5,128 8,154
Foreign Currency Forward Contracts - Liabilities (84) (157)
Level 2    
Fair Value Disclosures [Line Items]    
Subtotal 58,794 81,209
Foreign Currency Forward Contracts - Assets 5,128 8,154
Foreign Currency Forward Contracts - Liabilities (84) (157)
Level 3    
Fair Value Disclosures [Line Items]    
Subtotal 1,470,147 1,167,987
Investments Measured at NAV 1,470,147 1,167,987
Senior Secured First Lien    
Fair Value Disclosures [Line Items]    
Subtotal 429,210 301,000
Senior Secured First Lien | Level 2    
Fair Value Disclosures [Line Items]    
Subtotal 19,265 23,214
Senior Secured First Lien | Level 3    
Fair Value Disclosures [Line Items]    
Subtotal 409,945 277,786
Unitranche First Lien    
Fair Value Disclosures [Line Items]    
Subtotal 973,864 824,108
Unitranche First Lien | Level 2    
Fair Value Disclosures [Line Items]    
Subtotal 25,083 52,760
Unitranche First Lien | Level 3    
Fair Value Disclosures [Line Items]    
Subtotal 948,781 771,348
Unitranche First Lien Last Out    
Fair Value Disclosures [Line Items]    
Subtotal 13,544 13,827
Unitranche First Lien Last Out | Level 3    
Fair Value Disclosures [Line Items]    
Subtotal 13,544 13,827
Senior Secured Second Lien    
Fair Value Disclosures [Line Items]    
Subtotal 58,212 60,877
Senior Secured Second Lien | Level 2    
Fair Value Disclosures [Line Items]    
Subtotal 13,305 4,291
Senior Secured Second Lien | Level 3    
Fair Value Disclosures [Line Items]    
Subtotal 44,907 56,586
Unsecured Debt    
Fair Value Disclosures [Line Items]    
Subtotal 4,061 4,533
Unsecured Debt | Level 3    
Fair Value Disclosures [Line Items]    
Subtotal 4,061 4,533
Equity & Other    
Fair Value Disclosures [Line Items]    
Subtotal 50,050 44,851
Equity & Other | Level 2    
Fair Value Disclosures [Line Items]    
Subtotal 1,141 944
Equity & Other | Level 3    
Fair Value Disclosures [Line Items]    
Subtotal $ 48,909 $ 43,907
v3.24.0.1
Fair Value of Financial Instruments - Summary of Reconciliation of Investments that Use Level 3 Inputs (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance $ 1,167,987 $ 1,105,680
Amortized discounts/premiums 7,237 6,561
Paid in-kind interest 3,751 4,455
Net realized gain (loss) $ (14,009) $ 8,224
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Investments Gain (Loss) on Investments
Net change in unrealized appreciation (depreciation) $ 22,468 $ (49,394)
Purchases 520,610 298,215
Sales/return of capital/principal repayments/paydowns (258,084) (211,562)
Transfers in 33,785 36,007
Transfers out (13,598) (30,199)
Ending balance 1,470,147 1,167,987
Net change in unrealized appreciation (depreciation) from investments still held (10,750) (46,892)
Senior Secured First Lien    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance 277,786 268,851
Amortized discounts/premiums 1,883 1,281
Paid in-kind interest 1,249 707
Net realized gain (loss) $ (5,459) $ (304)
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Investments Gain (Loss) on Investments
Net change in unrealized appreciation (depreciation) $ 3,889 $ (2,092)
Purchases 263,869 70,925
Sales/return of capital/principal repayments/paydowns (134,936) (81,880)
Transfers in 1,664 20,298
Ending balance 409,945 277,786
Net change in unrealized appreciation (depreciation) from investments still held (2,813) (2,815)
Unitranche First Lien    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance 771,348 711,296
Amortized discounts/premiums 5,102 4,818
Paid in-kind interest 554 56
Net realized gain (loss) $ (8,566) $ (30)
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Investments Gain (Loss) on Investments
Net change in unrealized appreciation (depreciation) $ (15,911) $ (28,701)
Purchases 247,512 215,410
Sales/return of capital/principal repayments/paydowns (111,140) (101,591)
Transfers in 28,060  
Transfers out   (29,910)
Ending balance 948,781 771,348
Net change in unrealized appreciation (depreciation) from investments still held (10,833) (27,063)
Unitranche First Last Out    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance 13,827 13,723
Amortized discounts/premiums 36 30
Paid in-kind interest 709 334
Net change in unrealized appreciation (depreciation) (1,031) 924
Purchases 3 3,964
Sales/return of capital/principal repayments/paydowns   (5,148)
Ending balance 13,544 13,827
Net change in unrealized appreciation (depreciation) from investments still held (1,031) 924
Senior Secured Second Lien    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance 56,586 47,584
Amortized discounts/premiums 159 347
Paid in-kind interest 469 785
Net realized gain (loss) $ (470)  
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Investments  
Net change in unrealized appreciation (depreciation) $ 1,867 (5,946)
Purchases 3,240 2,703
Sales/return of capital/principal repayments/paydowns (7,775) (4,307)
Transfers in 4,061 15,709
Transfers out (13,230) (289)
Ending balance 44,907 56,586
Net change in unrealized appreciation (depreciation) from investments still held 976 (5,894)
Unsecured Debt    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance 4,533 5,620
Amortized discounts/premiums 57 85
Paid in-kind interest 770 575
Net realized gain (loss) (165)  
Net change in unrealized appreciation (depreciation) 597 (496)
Purchases 919 681
Sales/return of capital/principal repayments/paydowns 2,650 (1,932)
Ending balance 4,061 4,533
Net change in unrealized appreciation (depreciation) from investments still held 509 (535)
Equity & Other    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance 43,907 58,606
Paid in-kind interest   1,998
Net realized gain (loss) $ 651 $ 8,558
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Gain (Loss) on Investments Gain (Loss) on Investments
Net change in unrealized appreciation (depreciation) $ 1,235 $ (13,083)
Purchases 5,067 4,532
Sales/return of capital/principal repayments/paydowns (1,583) (16,704)
Transfers out (368)  
Ending balance 48,909 43,907
Net change in unrealized appreciation (depreciation) from investments still held $ 2,275 $ (11,509)
v3.24.0.1
Fair Value of Financial Instruments - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract]    
Transfers from Level 3 to Level 2 $ 13,598 $ 30,199
Transfers from Level 2 to Level 3 $ 33,785 $ 36,007
v3.24.0.1
Fair Value of Financial Instruments - Summary of Fair Value of Level 3 Investments and Ranges of Significant Unobservable Inputs Used to Value Level 3 Investments (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 53,134 $ 13,760
Level 3    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value 1,470,147 1,167,987
Level 3 | Senior Secured First Lien    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value 409,945 277,786
Level 3 | Senior Secured First Lien | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 337,406 $ 201,043
Level 3 | Senior Secured First Lien | Discounted Cash Flows | Discount Rate | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 10.4 9.4
Level 3 | Senior Secured First Lien | Discounted Cash Flows | Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 19.3 19.4
Level 3 | Senior Secured First Lien | Discounted Cash Flows | Discount Rate | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 12 10.9
Level 3 | Senior Secured First Lien | Enterprise Value    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 30,299 $ 13,593
Level 3 | Senior Secured First Lien | Enterprise Value | Comparable EBITDA Multiple | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 0.9 8.3
Level 3 | Senior Secured First Lien | Enterprise Value | Comparable EBITDA Multiple | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 11.3 14.8
Level 3 | Senior Secured First Lien | Enterprise Value | Comparable EBITDA Multiple | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range (6.5) 9.1
Level 3 | Senior Secured First Lien | Broker Quoted    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 46,425 $ 63,150
Level 3 | Senior Secured First Lien | Collateral Analysis    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 176  
Level 3 | Senior Secured First Lien | Collateral Analysis | Recovery Rate    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 1.3  
Level 3 | Senior Secured First Lien | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 8,253  
Level 3 | Senior Secured First Lien | Discounted Cash Flows | Royalty Payment Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 15.5  
Level 3 | Unitranche First Lien    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 948,781 771,348
Level 3 | Unitranche First Lien | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 898,108 $ 620,221
Level 3 | Unitranche First Lien | Discounted Cash Flows | Discount Rate | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 9.1 6.8
Level 3 | Unitranche First Lien | Discounted Cash Flows | Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 18.6 15.7
Level 3 | Unitranche First Lien | Discounted Cash Flows | Discount Rate | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 11.8 10.8
Level 3 | Unitranche First Lien | Enterprise Value    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 4,248 $ 15,576
Level 3 | Unitranche First Lien | Enterprise Value | Comparable EBITDA Multiple | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range   13.1
Level 3 | Unitranche First Lien | Enterprise Value | Comparable EBITDA Multiple | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range   6.8
Level 3 | Unitranche First Lien | Enterprise Value | Comparable EBITDA Multiple | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range   11.5
Level 3 | Unitranche First Lien | Enterprise Value | Revenue Growth Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 0.6  
Level 3 | Unitranche First Lien | Broker Quoted    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 33,811 $ 135,551
Level 3 | Unitranche First Lien Last Out    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value 13,544 13,827
Level 3 | Unitranche First Lien Last Out | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 12,490 $ 11,642
Level 3 | Unitranche First Lien Last Out | Discounted Cash Flows | Discount Rate | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 10.1 8.4
Level 3 | Unitranche First Lien Last Out | Discounted Cash Flows | Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 17.4 16.5
Level 3 | Unitranche First Lien Last Out | Discounted Cash Flows | Discount Rate | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 12.8 10.9
Level 3 | Unitranche First Lien Last Out | Collateral Analysis    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 1,054 $ 2,185
Level 3 | Unitranche First Lien Last Out | Collateral Analysis | Recovery Rate    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 20.7 42.9
Level 3 | Senior Secured Second Lien    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 44,907 $ 56,586
Level 3 | Senior Secured Second Lien | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 32,051 $ 29,749
Level 3 | Senior Secured Second Lien | Discounted Cash Flows | Discount Rate | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 13.2 11.5
Level 3 | Senior Secured Second Lien | Discounted Cash Flows | Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 14.6 26
Level 3 | Senior Secured Second Lien | Discounted Cash Flows | Discount Rate | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 13.7 15.6
Level 3 | Senior Secured Second Lien | Enterprise Value    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 7,878 $ 7,397
Level 3 | Senior Secured Second Lien | Enterprise Value | Comparable EBITDA Multiple | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 3.4 8.3
Level 3 | Senior Secured Second Lien | Enterprise Value | Comparable EBITDA Multiple | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 8.9 14.8
Level 3 | Senior Secured Second Lien | Enterprise Value | Comparable EBITDA Multiple | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range (5.9) 10.8
Level 3 | Senior Secured Second Lien | Broker Quoted    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 4,978 $ 19,440
Level 3 | Unsecured Debt    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value 4,061  
Level 3 | Unsecured Debt | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 3,235 $ 4,533
Level 3 | Unsecured Debt | Discounted Cash Flows | Discount Rate | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 14.4 15.2
Level 3 | Unsecured Debt | Discounted Cash Flows | Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 18.1 17.3
Level 3 | Unsecured Debt | Discounted Cash Flows | Discount Rate | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 15.9 16.1
Level 3 | Unsecured Debt | Enterprise Value    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 826  
Level 3 | Unsecured Debt | Enterprise Value | Comparable EBITDA Multiple | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 11.3  
Level 3 | Equity & Other    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 48,909 $ 43,907
Level 3 | Equity & Other | Discounted Cash Flows    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 435 $ 200
Level 3 | Equity & Other | Discounted Cash Flows | Discount Rate | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range   22.1
Level 3 | Equity & Other | Discounted Cash Flows | Discount Rate | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 18.2 22.1
Level 3 | Equity & Other | Discounted Cash Flows | Discount Rate | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range   22.1
Level 3 | Equity & Other | Enterprise Value    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value $ 48,474 $ 43,311
Level 3 | Equity & Other | Enterprise Value | Comparable EBITDA Multiple | Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 1.8 10.9
Level 3 | Equity & Other | Enterprise Value | Comparable EBITDA Multiple | Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 28.4 27.8
Level 3 | Equity & Other | Enterprise Value | Comparable EBITDA Multiple | Weighted Average    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Range 16.4 15.7
Level 3 | Equity & Other | Broker Quoted    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]    
Fair Value   $ 396
v3.24.0.1
Debt - Schedule of Debt (Details) - USD ($)
Dec. 31, 2023
Dec. 31, 2022
Oct. 27, 2021
Mar. 28, 2016
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed $ 1,181,600,000 $ 885,000,000    
Drawn Amount [1],[2] 851,921,000 659,836,000    
Amount Available [3] 329,679,000 225,164,000    
SPV Asset Facility        
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed 500,000,000 350,000,000   $ 500,000,000
Drawn Amount [1],[2] 329,850,000 233,000,000    
Amount Available [3] 170,150,000 117,000,000    
SMBC Corporate Revolving Facility        
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed 385,000,000 350,000,000 $ 385,000,000  
Drawn Amount [1],[2] 225,471,000 241,836,000    
Amount Available [3] 159,529,000 108,164,000    
Series 2020A Unsecured Notes        
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed   50,000,000    
Drawn Amount [1],[2]   50,000,000    
Series 2021A Unsecured Notes        
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed [4] 135,000,000 135,000,000    
Drawn Amount [1],[2],[4] 135,000,000 $ 135,000,000    
FCRX Unsecured Notes        
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed [5] 111,600,000      
Drawn Amount [1],[2],[5] 111,600,000      
Series 2023A Unsecured Notes        
Debt Instrument [Line Items]        
Aggregate Principal Amount Committed [6] 50,000,000      
Drawn Amount [1],[2],[6] $ 50,000,000      
[1] As of December 31, 2023 and 2022, the carrying amount of the Company’s outstanding debt approximated fair value unless otherwise noted.
[2] The amount presented excludes netting of deferred financing costs.
[3] The amount available is subject to any limitations related to the respective debt facilities’ borrowing bases and foreign currency translation adjustments.
[4] As of December 31, 2023 and 2022, the fair value of the Series 2021A Unsecured Notes was approximately $128,296 and $123,223, respectively.
[5] As of December 31, 2023, the fair value of the FCRX Unsecured Notes was approximately $104,458.
[6] As of December 31, 2023, the fair value of the Series 2023A Unsecured Notes was approximately $51,986.
v3.24.0.1
Debt - Schedule of Debt (Parenthetical) (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Series 2021A Unsecured Notes    
Debt Instrument [Line Items]    
Debt, fair value $ 128,296 $ 123,223
FCRX Unsecured Notes    
Debt Instrument [Line Items]    
Debt, fair value 104,458  
Series 2023A Unsecured Notes    
Debt Instrument [Line Items]    
Debt, fair value $ 51,986  
v3.24.0.1
Debt - Additional Information (Details) - USD ($)
 12 Months Ended
May 09, 2023
Mar. 09, 2023
Oct. 27, 2021
Feb. 17, 2021
Jul. 30, 2020
Jan. 31, 2020
Aug. 20, 2019
Mar. 28, 2016
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
May 05, 2021
Mar. 31, 2021
Dec. 31, 2020
Oct. 28, 2020
Dec. 31, 2019
Debt Instrument [Line Items]                                
Weighted average interest rate                 7.02% 4.73% 3.72%          
Weighted average debt outstanding                 $ 836,999,000 $ 673,503,000 $ 530,675,000          
Aggregate Principal Amount Committed                 1,181,600,000 885,000,000            
Deferred financing costs, net                 7,138,000 5,380,000            
Series 2020A Unsecured Notes                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed                   50,000,000            
Debt instrument, aggregate principal amount         $ 50,000,000                      
Debt instrument, offering date         Jul. 30, 2020                      
Debt instrument, interest rate         5.95%                      
Debt instrument, maturity date         Jul. 30, 2023                      
Series 2020A Unsecured Notes, Issued on July 30, 2020                                
Debt Instrument [Line Items]                                
Debt instrument, aggregate principal amount         $ 25,000,000                      
Series 2020A Unsecured Notes, Issued on October 28, 2020                                
Debt Instrument [Line Items]                                
Debt instrument, aggregate principal amount                             $ 25,000,000  
Series 2021A Unsecured Notes                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed [1]                 135,000,000 135,000,000            
Deferred financing costs, net                 $ 609,000 895,000            
Debt instrument, aggregate principal amount       $ 135,000,000                        
Debt instrument, offering date       Feb. 17, 2021                        
Debt instrument, interest rate       4.00%                        
Debt instrument, maturity date       Feb. 17, 2026                        
Debt instrument, redemption, description                 The Series 2021A Unsecured Notes will mature on February 17, 2026 and may be redeemed in whole or in part, at the Company’s option, at any time or from time to time at par plus a “make-whole” premium, if applicable              
Series 2021A Unsecured Notes, Closed on February 17, 2021                                
Debt Instrument [Line Items]                                
Debt instrument, aggregate principal amount       $ 50,000,000                        
Series 2021A Unsecured Notes, Closed on May 5, 2021                                
Debt Instrument [Line Items]                                
Debt instrument, aggregate principal amount                       $ 85,000,000        
FCRX Unsecured Notes                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed [2]                 $ 111,600,000              
Debt instrument, aggregate principal amount   $ 111,600,000                            
Percentage of redemption price of outstanding principal amount   100.00%                            
Debt instrument, interest rate   5.00%                            
Debt instrument, maturity date   May 25, 2026                            
Debt instrument, redemption, description                 The FCRX Unsecured Notes mature on May 25, 2026 and may be redeemed in whole or in part at any time or from time to time at the Company’s option, at a redemption price of 100% of the outstanding principal amount thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to but not including the date fixed for redemption              
Series 2023A Unsecured Notes                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed [3]                 $ 50,000,000              
Deferred financing costs, net                 $ 193,000              
Debt instrument, aggregate principal amount $ 50,000,000                              
Debt instrument, offering date May 09, 2023                              
Debt instrument, interest rate 7.54%                              
Debt instrument, maturity date Jul. 28, 2026                              
Debt instrument, redemption, description                 The Series 2023A Unsecured Notes will mature on July 28, 2026 and may be redeemed in whole or in part, at the Company’s option, at any time or from time to time at par plus a “make-whole” premium, if applicable.              
Series 2020A Unsecured Notes, Maturity On July 28, 2023                                
Debt Instrument [Line Items]                                
Debt instrument, aggregate principal amount $ 50,000,000                              
InterNotes                                
Debt Instrument [Line Items]                                
Debt Instrument, Repurchase Amount                         $ 16,418,000      
SPV Asset Facility                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed               $ 500,000,000 $ 500,000,000 350,000,000            
Line of credit facility, maturity date, description                 The maturity date is the earlier of (a) the date the Borrower voluntarily reduces the commitments to zero, (b) March 7, 2028 and (c) the date upon which Wells Fargo declares the obligations due and payable after the occurrence of an Event of Default              
Line of credit facility, interest rate description                 plus a 2.75% margin with no floor              
Unused facility fees               0.50%                
Line of credit facility, covenant compliance                 The SPV Asset Facility includes customary covenants, including certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature. The facility size is subject to availability under the borrowing base, which is based on the amount of CCAP SPV’s assets from time to time, and satisfaction of certain conditions, including certain concentration limits              
Deferred financing costs, net                 $ 4,614,000 2,110,000            
SMBC Corporate Revolving Facility                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed     $ 385,000,000           $ 385,000,000 350,000,000            
Line of credit facility, interest rate description                 adjusted SOFR plus 1.875% or 2.000%              
Unused facility fees     0.375%                          
Deferred financing costs, net                 $ 1,721,000 $ 2,217,000            
Line of credit facility, maturity date     Oct. 27, 2026                          
Ally Corporate Revolving Facility                                
Debt Instrument [Line Items]                                
Aggregate Principal Amount Committed             $ 200,000,000                  
Line of credit facility, interest rate description                 LIBOR plus a 2.35% margin with no LIBOR floor              
Line of credit facility, maturity date             Oct. 27, 2021                  
Debt instrument, aggregate principal amount                           $ 149,904,000   $ 104,754,000
Debt instrument, offering date             Aug. 20, 2019                  
Ally Corporate Revolving Facility | LIBOR                                
Debt Instrument [Line Items]                                
Interest Rate, Floor             2.35%                  
Minimum | InterNotes                                
Debt Instrument [Line Items]                                
Debt instrument, interest rate           6.25%                    
Debt instrument, maturity date           Feb. 15, 2021                    
Minimum | SMBC Corporate Revolving Facility | LIBOR                                
Debt Instrument [Line Items]                                
Interest Rate, Floor     1.875%                          
Maximum | InterNotes                                
Debt Instrument [Line Items]                                
Debt instrument, interest rate           6.75%                    
Debt instrument, maturity date           Apr. 15, 2022                    
Maximum | SMBC Corporate Revolving Facility | SOFR                                
Debt Instrument [Line Items]                                
Interest Rate, Floor     2.00%                          
[1] As of December 31, 2023 and 2022, the fair value of the Series 2021A Unsecured Notes was approximately $128,296 and $123,223, respectively.
[2] As of December 31, 2023, the fair value of the FCRX Unsecured Notes was approximately $104,458.
[3] As of December 31, 2023, the fair value of the Series 2023A Unsecured Notes was approximately $51,986.
v3.24.0.1
Debt - Summary of Interest and Credit Facility Expenses (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Interest and Debt Expense [Abstract]      
Borrowing interest expense $ 54,875 $ 28,930 $ 16,166
Unused facility fees 1,767 1,212 1,046
Amortization of financing costs 2,100 1,738 2,554
Total interest and credit facility expenses 58,742 31,880 19,766
Weighted average outstanding balance $ 836,999 $ 673,503 $ 530,675
v3.24.0.1
Derivatives - Additional Information (Details) - USD ($)
Dec. 31, 2023
Dec. 31, 2022
Derivative [Line Items]    
Cash collateral received or paid $ 0  
Foreign Currency Forward Contracts | USD    
Derivative [Line Items]    
Derivative, notional amount $ 97,406,000 $ 94,393,000
v3.24.0.1
Derivatives - Schedule of Company's Net Exposure to Foreign Currency Forward Contracts that are Subject to ISDA Master Agreements or Similar Agreements (Details) - Foreign Currency Forward Contracts - Wells Fargo Bank, N.A - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Derivative Instruments And Hedging Activities Disclosures [Line Items]    
Gross Amount of Assets on the Consolidated Statements of Assets and Liabilities $ 5,128 $ 8,154
Gross Amount of (Liabilities) on the Consolidated Statements of Assets and Liabilities (84) (157)
Net Amount of Assets or (Liabilities) 5,044 7,997
Net Amounts [1] $ 5,044 $ 7,997
[1] Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual setoff rights under the agreement. Net amount excludes any over-collateralized amounts.
v3.24.0.1
Derivatives - Schedule of Effect of Transactions in Derivative Instruments to the Consolidated Statements of Operationss (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Derivative Instruments And Hedging Activities Disclosures [Line Items]      
Foreign currency transactions $ (1,435) $ (33) $ (311)
Foreign currency forward contracts (2,954) 6,513 2,116
Foreign Currency Forward Contracts      
Derivative Instruments And Hedging Activities Disclosures [Line Items]      
Foreign currency transactions 1,021 24 (193)
Foreign currency forward contracts (2,954) 6,513 2,116
Total net realized and unrealized gains (losses) on foreign currency forward contracts $ (1,933) $ 6,537 $ 1,923
v3.24.0.1
Commitments, Contingencies and Indemnifications - Additional Information (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Commitments Contingencies And Indemnifications [Abstract]    
Unfunded commitments $ 175,048 $ 158,905
v3.24.0.1
Commitments, Contingencies and Indemnifications - Summary of Unfunded Commitments to Portfolio Companies (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Loss Contingencies [Line Items]    
Unfunded commitments $ 175,048 $ 158,905
A&A Global Imports, LLC.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 01, 2026  
Revolver | A&A Global Imports, LLC.    
Loss Contingencies [Line Items]    
Unfunded commitments $ 234  
Revolver | ABACUS Holdings I LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 24, 2028 Jun. 24, 2028
Unfunded commitments $ 300 $ 720
Revolver | ACI Group Holdings, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 02, 2027 Aug. 02, 2027
Unfunded commitments $ 627 $ 657
Revolver | Action Signature Acquisition, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 17, 2026  
Unfunded commitments $ 652  
Revolver | Acu-Serve, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 18, 2029  
Unfunded commitments $ 750  
Revolver | Advanced Diabetes Supply    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 30, 2027 Dec. 30, 2027
Unfunded commitments $ 350 $ 88
Revolver | Advanced Web Technologies    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 17, 2026  
Unfunded commitments $ 342  
Revolver | Affinitiv Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 26, 2024 Aug. 26, 2024
Unfunded commitments $ 567 $ 567
Revolver | Alcanza Clinical Research    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 15, 2027  
Unfunded commitments $ 125  
Revolver | Alpine SG, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 05, 2027  
Unfunded commitments $ 105  
Revolver | Alpine X    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 27, 2027  
Unfunded commitments $ 137  
Revolver | APC Bidco Limited    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 04, 2030  
Unfunded commitments $ 1,229  
Revolver | Apps Associates L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 02, 2027 Jul. 02, 2027
Unfunded commitments $ 800 $ 800
Revolver | Arrow Management Acquisition, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 14, 2027 Oct. 14, 2027
Unfunded commitments $ 700 $ 700
Revolver | Automated Control Concepts, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 22, 2026  
Unfunded commitments $ 667  
Revolver | Auveco Holdings    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 05, 2028 May 05, 2028
Unfunded commitments $ 540 $ 450
Revolver | AX VI INV2 Holding AB    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 31, 2029 Aug. 31, 2029
Unfunded commitments $ 411 $ 398
Revolver | Bandon Fitness (Texas) Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 27, 2028  
Unfunded commitments $ 159  
Revolver | Bankers Toolbox Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 27, 2027 Jul. 27, 2027
Unfunded commitments $ 2,406 $ 2,406
Revolver | Bayside Opco, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 31, 2026  
Unfunded commitments $ 634  
Revolver | BCDI Rodeo Dental Buyer, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 14, 2025  
Unfunded commitments $ 1,583  
Revolver | Belay Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 15, 2025 Nov. 15, 2025
Unfunded commitments $ 650 $ 650
Revolver | Benesys Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 05, 2024 Oct. 05, 2024
Unfunded commitments $ 76 $ 66
Revolver | C4 Analytics L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Aug. 22, 2023
Unfunded commitments   $ 600
Revolver | CC Amulet Management, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 31, 2027  
Unfunded commitments $ 119  
Revolver | Cedar Services Group, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 11, 2027  
Revolver | Centria Subsidiary Holdings, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 09, 2025 Dec. 09, 2025
Unfunded commitments $ 1,974 $ 1,974
Revolver | Claritas, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Mar. 31, 2026 Mar. 31, 2026
Unfunded commitments $ 780 $ 1,950
Revolver | Concord III, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 20, 2028  
Unfunded commitments $ 550  
Revolver | Consolidated Label Co., LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 15, 2026 Jul. 15, 2026
Unfunded commitments   $ 650
Revolver | ConvenientMD    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 15, 2027  
Unfunded commitments $ 138  
Revolver | CRA MSO, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 17, 2024 Dec. 17, 2023
Unfunded commitments $ 92 $ 92
Revolver | Doxa Insurance Holdings, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 04, 2026  
Revolver | Eagle Midco B.V.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jan. 05, 2029 Jan. 05, 2029
Unfunded commitments $ 812 $ 788
Revolver | Effective School Solutions LLC One    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 30, 2027 Nov. 30, 2027
Unfunded commitments $ 580 $ 1,276
Revolver | Effective School Solutions LLC Two    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Nov. 30, 2023
Unfunded commitments   $ 2,200
Revolver | EMS Buyer, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 23, 2027 Nov. 23, 2027
Unfunded commitments $ 55 $ 550
Revolver | Envocore, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 31, 2025 Dec. 31, 2025
Unfunded commitments $ 2,778 $ 2,778
Revolver | Eshipping    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 05, 2027 Nov. 05, 2027
Unfunded commitments $ 1,150 $ 1,150
Revolver | Evergreen IX Borrower 2023, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 29, 2029  
Unfunded commitments $ 1,500  
Revolver | Everlast Parent Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 30, 2026 Oct. 30, 2026
Unfunded commitments $ 806 $ 1,151
Revolver | Evolution BuyerCo, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Apr. 30, 2027 Apr. 30, 2027
Unfunded commitments $ 729 $ 729
Revolver | Formulations Parent Corporation    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 15, 2029  
Unfunded commitments $ 1,651  
Revolver | FS Whitewater Borrower, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 21, 2027 Dec. 21, 2027
Unfunded commitments $ 534 $ 448
Revolver | Galway Borrower, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 30, 2027 Sep. 30, 2027
Unfunded commitments $ 926 $ 926
Revolver | Gener8, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 14, 2024  
Unfunded commitments $ 300  
Revolver | GrapeTree Medical Staffing, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 29, 2024 May 29, 2024
Unfunded commitments $ 600 $ 600
Revolver | GH Parent Holdings Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 04, 2027 May 04, 2027
Unfunded commitments $ 1,750 $ 1,542
Revolver | Granicus Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jan. 29, 2027 Jan. 29, 2027
Unfunded commitments $ 637 $ 535
Revolver | Great Lakes Dental Partners, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 23, 2026 Jun. 23, 2026
Unfunded commitments $ 100 $ 100
Revolver | Guardian Access Solutions    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 01, 2029  
Unfunded commitments $ 713  
Revolver | HCOS Group Intermediate III LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 30, 2026 Sep. 30, 2026
Unfunded commitments $ 639 $ 1,150
Revolver | Hepaco, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 18, 2024 Aug. 18, 2024
Unfunded commitments $ 916 $ 135
Revolver | Hercules Borrower LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 15, 2026 Dec. 15, 2026
Unfunded commitments $ 2,222 $ 1,985
Revolver | HGH Purchaser, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 03, 2025 Nov. 03, 2025
Unfunded commitments $ 15 $ 610
Revolver | Homecare Partners Management, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 25, 2027 May 25, 2023
Unfunded commitments $ 367 $ 953
Revolver | Hospice Care Buyer, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 09, 2026 Dec. 09, 2026
Unfunded commitments $ 1,255 $ 508
Revolver | Hsid Acquisition, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jan. 31, 2026 Jan. 31, 2026
Unfunded commitments $ 750 $ 750
Revolver | HS Spa Holdings Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 02, 2028 Jun. 02, 2028
Unfunded commitments $ 1,396 $ 1,511
Revolver | iLending LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 21, 2026  
Unfunded commitments $ 718  
Revolver | Infobase    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 14, 2028 Jun. 14, 2028
Unfunded commitments $ 991 $ 1,450
Revolver | Integrated Pain Management Medical Group, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 17, 2026  
Unfunded commitments $ 442  
Revolver | Integrity Marketing Acquisition, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 27, 2025 Aug. 27, 2025
Unfunded commitments $ 1,409 $ 1,409
Revolver | Iris Buyer, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 02, 2029  
Unfunded commitments $ 1,514  
Revolver | JTM Foods LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 14, 2027 May 14, 2027
Unfunded commitments $ 80 $ 347
Revolver | King Mid LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 15, 2027 Dec. 15, 2027
Unfunded commitments $ 300 $ 300
Revolver | Lash Opco LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 18, 2025  
Unfunded commitments $ 91  
Revolver | Learn-It Systems, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Mar. 18, 2025 Mar. 18, 2025
Unfunded commitments $ 900 $ 283
Revolver | Lexipol (Ranger Buyer, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 18, 2027 Nov. 18, 2027
Unfunded commitments $ 1,105 $ 1,105
Revolver | Lighthouse Lab Services    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 25, 2027  
Unfunded commitments $ 614  
Revolver | Lightspeed Buyer, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Feb. 03, 2026 Feb. 03, 2026
Unfunded commitments $ 1,050 $ 595
Revolver | List Partners Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 01, 2024 Jan. 05, 2023
Unfunded commitments $ 270 $ 450
Revolver | Loadmaster Derrick & Equipment, Inc.    
Loss Contingencies [Line Items]    
Unfunded commitments $ 225  
Revolver | Mann Lake Ltd.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 04, 2024  
Unfunded commitments $ 56  
Revolver | Mario Purchaser, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Apr. 26, 2028 Apr. 26, 2028
Unfunded commitments $ 731 $ 1,044
Revolver | Marlin DTC-LS Midco 2, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 01, 2025  
Unfunded commitments $ 143  
Revolver | MHS Acquisition Holdings, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 21, 2027 Jul. 21, 2027
Unfunded commitments $ 150 $ 129
Revolver | Minuteman Security Technologies, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Feb. 01, 2029  
Unfunded commitments $ 1,000  
Revolver | MRI Software LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Feb. 10, 2026 Feb. 10, 2026
Unfunded commitments $ 1,266 $ 1,266
Revolver | MWD Management LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 15, 2027 Jun. 15, 2027
Unfunded commitments $ 640 $ 560
Revolver | New Era Technology, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 31, 2026 Oct. 31, 2026
Unfunded commitments $ 228 $ 265
Revolver | Newcleus, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 02, 2026  
Unfunded commitments $ 435  
Revolver | Nexant Volt MergerSub, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 11, 2027 May 11, 2027
Unfunded commitments $ 229 $ 500
Revolver | Odessa Technologies, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 19, 2027 Oct. 19, 2027
Unfunded commitments $ 2,500 $ 2,500
Revolver | Oliver Packaging LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 06, 2028 Jul. 06, 2028
Unfunded commitments $ 150 $ 500
Revolver | Omni Ophthalmic Management Consultants LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   May 31, 2023
Unfunded commitments   $ 113
Revolver | Online Labels Group, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 19, 2029  
Unfunded commitments $ 650  
Revolver | Ontario Systems, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Aug. 30, 2025
Unfunded commitments   $ 256
Revolver | Painters Supply & Equipment Company    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 10, 2027 Aug. 10, 2027
Unfunded commitments $ 328 $ 299
Revolver | Patriot Acquisition Topco S.A.R.L    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jan. 29, 2026 Jan. 29, 2026
Unfunded commitments $ 1,390 $ 1,390
Revolver | Patriot Growth Insurance Services LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 14, 2028 Oct. 14, 2028
Unfunded commitments $ 660 $ 660
Revolver | PDFTron Systems Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 15, 2026  
Unfunded commitments $ 149  
Revolver | Pinnacle Purchaser, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 28, 2029  
Unfunded commitments $ 575  
Revolver | Plasma Buyer LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 12, 2029 May 12, 2029
Unfunded commitments $ 541 $ 811
Revolver | Point Quest Acquisition, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 12, 2028  
Unfunded commitments $ 429  
Revolver | Potter Electric Signal Company    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 19, 2024 Dec. 19, 2024
Unfunded commitments   $ 550
Revolver | PPV Intermediate Holdings LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 31, 2029 Aug. 31, 2029
Unfunded commitments $ 228 $ 166
Revolver | Professional Physical Therapy    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Feb. 28, 2023
Unfunded commitments   $ 188
Revolver | Premier Dental Care Management, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 05, 2027 Aug. 05, 2027
Unfunded commitments $ 1,338 $ 1,030
Revolver | Pye-Barker Fire & Safety, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 26, 2027 Nov. 26, 2027
Unfunded commitments $ 1,531 $ 816
Revolver | Pushpay USA, INC.    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 10, 2030  
Unfunded commitments $ 1,429  
Revolver | Quorum Health Resources    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 26, 2027  
Unfunded commitments $ 522  
Revolver | Receivable Solutions, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 01, 2024 Oct. 01, 2024
Unfunded commitments $ 150 $ 258
Revolver | Ruffalo Noel Levitz, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   May 29, 2024
Unfunded commitments   $ 75
Revolver | Seko Global Logistics Network, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 20, 2026 Dec. 20, 2026
Unfunded commitments $ 943 $ 650
Revolver | Seniorlink Incorporated    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 17, 2026 Jul. 17, 2026
Unfunded commitments $ 1,038 $ 1,038
Revolver | Slickdeals Holdings, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 12, 2024 Jun. 12, 2023
Unfunded commitments $ 727 $ 727
Revolver | Smartronix, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 23, 2027 Nov. 23, 2027
Unfunded commitments $ 3,290 $ 3,290
Revolver | Smile Doctors LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 23, 2027 Dec. 23, 2027
Unfunded commitments $ 1,262 $ 646
Revolver | SolutionReach, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jan. 17, 2024  
Unfunded commitments $ 467  
Revolver | SQAD Holdco, Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Apr. 25, 2028 Apr. 25, 2028
Unfunded commitments $ 1,050 $ 840
Revolver | Stepping Stones Healthcare Services, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 30, 2026 Dec. 30, 2026
Unfunded commitments $ 1,887 $ 528
Revolver | Summit7 Systems L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 23, 2028 May 23, 2028
Unfunded commitments $ 1,056 $ 650
Revolver | Sun Acquirer Corp.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 08, 2027 Sep. 08, 2027
Unfunded commitments $ 1,449 $ 1,812
Revolver | SuperHero Fire Protection, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 31, 2027  
Unfunded commitments $ 458  
Revolver | Sydney US Buyer Corp    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Jul. 08, 2029
Unfunded commitments   $ 654
Revolver | Teal Acquisition Co., Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 22, 2026 Sep. 22, 2026
Unfunded commitments $ 1,277 $ 259
Revolver | Team Select    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 04, 2029  
Unfunded commitments $ 650  
Revolver | Technology Partners, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 16, 2027  
Unfunded commitments $ 747  
Revolver | The Hilb Group L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 02, 2025 Dec. 02, 2025
Unfunded commitments $ 265 $ 340
Revolver | The Mulch & Soil Company, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Apr. 30, 2026  
Unfunded commitments $ 853  
Revolver | TMA Buyer, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 30, 2027  
Unfunded commitments $ 385  
Revolver | Transportation Insight, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 03, 2024 Dec. 03, 2024
Unfunded commitments $ 55 $ 750
Revolver | Tricor Borrower, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 22, 2026  
Unfunded commitments $ 58  
Revolver | TriStrux, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 15, 2026  
Unfunded commitments $ 499  
Revolver | Unifeye Vision Partners    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 13, 2025 Sep. 13, 2025
Unfunded commitments $ 1,133 $ 793
Revolver | United Flow Technologies    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 29, 2027 Oct. 29, 2027
Unfunded commitments $ 616 $ 1,600
Revolver | UP Acquisition Corp.    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 23, 2024 May 23, 2024
Unfunded commitments   $ 807
Revolver | USA Hometown Experts, Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 08, 2029  
Unfunded commitments $ 765  
Revolver | WCT Group Holdings, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 12, 2029  
Unfunded commitments $ 320  
Revolver | Vital Care Buyer, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 21, 2026  
Unfunded commitments $ 233  
Revolver | Winxnet Holdings LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Jun. 29, 2023
Unfunded commitments   $ 163
Delayed Draw Term Loan | ABACUS Holdings I LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 24, 2024 Jun. 24, 2024
Unfunded commitments $ 2,530 $ 2,800
Delayed Draw Term Loan | ACI Group Holdings, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 02, 2024 Aug. 02, 2023
Unfunded commitments $ 912 $ 1,688
Delayed Draw Term Loan | Acu-Serve, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 18, 2025  
Unfunded commitments $ 2,000  
Delayed Draw Term Loan | Alera Group Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Mar. 02, 2024 Mar. 02, 2024
Unfunded commitments $ 1,275 $ 4,401
Delayed Draw Term Loan | Ansira Partners, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Dec. 20, 2024
Unfunded commitments   $ 254
Delayed Draw Term Loan | APC Bidco Limited    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 10, 2027  
Unfunded commitments $ 2,102  
Delayed Draw Term Loan | Apps Associates L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Jul. 02, 2023
Unfunded commitments   $ 900
Delayed Draw Term Loan | Arrow Management Acquisition, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 28, 2025  
Unfunded commitments $ 3,350  
Delayed Draw Term Loan | Auveco Holdings    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 05, 2024 May 05, 2024
Unfunded commitments $ 850 $ 850
Delayed Draw Term Loan | AX VI INV2 Holding AB    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 31, 2029 Aug. 31, 2029
Unfunded commitments $ 387 $ 1,593
Delayed Draw Term Loan | Bandon Fitness (Texas) Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 27, 2028  
Unfunded commitments $ 727  
Delayed Draw Term Loan | Bankers Toolbox Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Jul. 27, 2023
Unfunded commitments   $ 4,184
Delayed Draw Term Loan | Bio Agilytix    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Dec. 21, 2023
Unfunded commitments   $ 1,865
Delayed Draw Term Loan | CC Amulet Management, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 31, 2027  
Unfunded commitments $ 722  
Delayed Draw Term Loan | Claritas, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Sep. 30, 2023
Unfunded commitments   $ 2,450
Delayed Draw Term Loan | Eagle Midco B.V.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 05, 2029 Jul. 05, 2029
Unfunded commitments $ 2,720 $ 3,545
Delayed Draw Term Loan | Efor Holding    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 04, 2026  
Unfunded commitments $ 135  
Delayed Draw Term Loan | Eshipping    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Nov. 05, 2023
Unfunded commitments   $ 1,850
Delayed Draw Term Loan | Evolution BuyerCo, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Dec. 23, 2023
Unfunded commitments   $ 31
Delayed Draw Term Loan | Explorer Investor, Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Jun. 28, 2024
Unfunded commitments   $ 2,400
Delayed Draw Term Loan | FS Whitewater Borrower, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 01, 2024 Jul. 01, 2024
Unfunded commitments $ 399 $ 1,662
Delayed Draw Term Loan | Galway Borrower, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Sep. 30, 2023
Unfunded commitments   $ 134
Delayed Draw Term Loan | Guardian Access Solutions    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 01, 2029  
Unfunded commitments $ 2,050  
Delayed Draw Term Loan | Hercules Borrower LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Sep. 10, 2023
Unfunded commitments $ 788 $ 1,092
Delayed Draw Term Loan | Infobase    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 14, 2024 Jun. 14, 2024
Unfunded commitments $ 1,850 $ 1,850
Delayed Draw Term Loan | Iris Buyer, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Mar. 29, 2025  
Unfunded commitments $ 1,294  
Delayed Draw Term Loan | Jordan Bidco, Ltd.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 31, 2024 Aug. 31, 2024
Unfunded commitments $ 3,569 $ 3,692
Delayed Draw Term Loan | JTM Foods LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   May 14, 2027
Unfunded commitments   $ 250
Delayed Draw Term Loan | King Mid LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 17, 2024 Jun. 17, 2024
Unfunded commitments $ 340 $ 2,356
Delayed Draw Term Loan | Learn-It Systems, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   May 04, 2023
Unfunded commitments   $ 1,451
Delayed Draw Term Loan | Lightspeed Buyer, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Feb. 28, 2023
Unfunded commitments   $ 5,101
Delayed Draw Term Loan | Lion Cashmere Bidco Limited    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 23, 2024 Sep. 23, 2024
Unfunded commitments $ 3,044 $ 2,952
Delayed Draw Term Loan | Mario Purchaser, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Apr. 26, 2024 Apr. 26, 2024
Unfunded commitments $ 2,819 $ 3,690
Delayed Draw Term Loan | Minuteman Security Technologies, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Feb. 02, 2025  
Unfunded commitments $ 1,209  
Delayed Draw Term Loan | MRI Software LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 19, 2025  
Unfunded commitments $ 1,500  
Delayed Draw Term Loan | New Era Technology, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Oct. 31, 2026
Unfunded commitments   $ 504
Delayed Draw Term Loan | Newcleus, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Aug. 02, 2026  
Unfunded commitments $ 458  
Delayed Draw Term Loan | Nurture Landscapes    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 03, 2025 Jun. 02, 2028
Unfunded commitments $ 2,086 $ 465
Delayed Draw Term Loan | Odessa Technologies, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Oct. 19, 2023
Unfunded commitments   $ 1,786
Delayed Draw Term Loan | Omni Ophthalmic Management Consultants LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Mar. 07, 2024
Unfunded commitments   $ 1,500
Delayed Draw Term Loan | Online Labels Group, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 19, 2025  
Unfunded commitments $ 525  
Delayed Draw Term Loan | Painters Supply & Equipment Company    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Aug. 10, 2023
Unfunded commitments   $ 724
Delayed Draw Term Loan | Patriot Growth Insurance Services LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 16, 2025 Jul. 08, 2024
Unfunded commitments $ 883 $ 2,626
Delayed Draw Term Loan | PharComp Parent B.V.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Feb. 18, 2023
Unfunded commitments   $ 1,432
Delayed Draw Term Loan | Plasma Buyer LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date May 12, 2024 May 12, 2024
Unfunded commitments $ 1,892 $ 1,892
Delayed Draw Term Loan | PPV Intermediate Holdings LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Feb. 29, 2024
Unfunded commitments   $ 415
Delayed Draw Term Loan | Premier Dental Care Management, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Aug. 05, 2023
Unfunded commitments   $ 793
Delayed Draw Term Loan | PromptCare Intermediate, LP    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Sep. 01, 2023
Unfunded commitments   $ 2,778
Delayed Draw Term Loan | Pye-Barker Fire & Safety, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 15, 2024 Jun. 15, 2024
Unfunded commitments $ 1,200 $ 1,200
Delayed Draw Term Loan | Safco Dental Supply, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jun. 14, 2025 Jun. 14, 2025
Unfunded commitments $ 345 $ 480
Delayed Draw Term Loan | Smile Doctors LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Dec. 23, 2028
Unfunded commitments   $ 2,010
Delayed Draw Term Loan | SQAD Holdco, Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Apr. 25, 2024 Apr. 25, 2024
Unfunded commitments $ 2,425 $ 2,425
Delayed Draw Term Loan | Stepping Stones Healthcare Services, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jan. 02, 2024 Dec. 30, 2023
Unfunded commitments $ 833 $ 2,226
Delayed Draw Term Loan | Sun Acquirer Corp.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Sep. 08, 2027
Unfunded commitments   $ 491
Delayed Draw Term Loan | SuperHero Fire Protection, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Sep. 01, 2026  
Unfunded commitments $ 65  
Delayed Draw Term Loan | Sydney US Buyer Corp    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 08, 2029 Jul. 08, 2029
Unfunded commitments $ 98 $ 1,961
Delayed Draw Term Loan | Team Select    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 04, 2024  
Unfunded commitments $ 1,200  
Delayed Draw Term Loan | Technology Partners, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 16, 2027  
Unfunded commitments $ 1,037  
Delayed Draw Term Loan | The Hilb Group L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date Feb. 10, 2024 Dec. 10, 2023
Unfunded commitments $ 498 $ 1,880
Delayed Draw Term Loan | TriStrux, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 15, 2026  
Unfunded commitments $ 483  
Delayed Draw Term Loan | Unifeye Vision Partners    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Sep. 07, 2023
Unfunded commitments   $ 1,199
Delayed Draw Term Loan | United Flow Technologies    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Oct. 29, 2023
Unfunded commitments   $ 82
Delayed Draw Term Loan | USA Hometown Experts, Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 08, 2025  
Unfunded commitments $ 1,650  
Delayed Draw Term Loan | Vital Care Buyer, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 19, 2025 Oct. 19, 2025
Unfunded commitments $ 2,222 $ 1,852
Revolver | Alpine X    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 27, 2027  
Unfunded commitments $ 64  
Revolver | Benesys Inc    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 05, 2024  
Unfunded commitments $ 82  
Revolver | New Era Technology, Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 31, 2026  
Unfunded commitments $ 486  
Revolver | Pye-Barker Fire & Safety, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Oct. 01, 2024 Oct. 01, 2024
Unfunded commitments $ 142 $ 75
Revolver | The Hilb Group L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 02, 2025 Dec. 02, 2025
Unfunded commitments $ 111 $ 143
Delayed Draw Term Loan | Alera Group Inc.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 17, 2025  
Unfunded commitments $ 3,130  
Delayed Draw Term Loan | Online Labels Group, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 19, 2025  
Unfunded commitments $ 525  
Delayed Draw Term Loan | PharComp Parent B.V.    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Feb. 18, 2023
Unfunded commitments   $ 2,873
Delayed Draw Term Loan | PPV Intermediate Holdings LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date   Feb. 29, 2024
Unfunded commitments   $ 234
Delayed Draw Term Loan | Pye-Barker Fire & Safety, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 01, 2027  
Unfunded commitments $ 873  
Delayed Draw Term Loan | Smile Doctors LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Feb. 24, 2025  
Unfunded commitments $ 1  
Delayed Draw Term Loan | Sydney US Buyer Corp    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 14, 2026  
Unfunded commitments $ 10,000  
Revolver | Pye-Barker Fire & Safety, LLC    
Loss Contingencies [Line Items]    
Commitment Expiration Date Nov. 26, 2026  
Unfunded commitments $ 1,811  
Revolver | The Hilb Group L L C    
Loss Contingencies [Line Items]    
Commitment Expiration Date Dec. 02, 2025 Dec. 02, 2025
Unfunded commitments $ 88 $ 113
Partnership Interest | First Eagle Logan JV, LLC    
Loss Contingencies [Line Items]    
Unfunded commitments 9,400  
Partnership Interest | Freeport Financial SBIC Fund LP    
Loss Contingencies [Line Items]    
Unfunded commitments $ 2,222  
Partnership Interest | WhiteHawk III Onshore Fund L.P.    
Loss Contingencies [Line Items]    
Commitment Expiration Date Jul. 05, 2024 Jul. 05, 2024
Unfunded commitments $ 2,123 $ 1,700
v3.24.0.1
Commitments, Contingencies and Indemnifications - Summary of Unfunded Commitments to Portfolio Companies (Parenthetical ) (Details)
 12 Months Ended
Dec. 31, 2023
Investment Pays 0.38%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 0.38%
Investment Pays 0.50%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 0.50%
Investment pays 0.75%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 0.75%
Investment Pays 1.00%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 1.00%
Investment Pays 1.25%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 1.25%
Investment Pays 1.80%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 1.80%
Investment Pays 1.95%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 1.95%
Investment Pays 2.25%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 2.25%
Investment Pays 4.25%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 4.25%
Investment Pays 5.00%  
Loss Contingencies [Line Items]  
Unfunded commitment fee percentage 5.00%
v3.24.0.1
Net Assets - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Nov. 18, 2021
Dec. 31, 2023
Dec. 31, 2022
Class Of Stock [Line Items]      
Proceeds from public offering $ 58,018    
Shares issued for net assets acquired 2,720,000    
Percentage of outstanding common stock owned   2.65% 3.10%
FCRD Acquisition      
Class Of Stock [Line Items]      
Shares issued for net assets acquired   6,174,187  
Crescent, Sun Life and Other Related Parties      
Class Of Stock [Line Items]      
Percentage of outstanding common stock owned   7.25% 6.59%
v3.24.0.1
Net Assets - Summarizes the Company's Recent Distributions Declared (Details)
 12 Months Ended
Dec. 31, 2023
$ / shares
Dividend One  
Dividends Payable [Line Items]  
Date Declared Nov. 02, 2023
Record Date Dec. 29, 2023
Payment Date Jan. 16, 2024
Amount Per Share $ 0.41
Dividend Two  
Dividends Payable [Line Items]  
Date Declared Nov. 02, 2023
Record Date Nov. 30, 2023
Payment Date Dec. 15, 2023
Amount Per Share $ 0.09
Dividend Three  
Dividends Payable [Line Items]  
Date Declared Aug. 03, 2023
Record Date Sep. 29, 2023
Payment Date Oct. 16, 2023
Amount Per Share $ 0.41
Dividend Four  
Dividends Payable [Line Items]  
Date Declared Aug. 03, 2023
Record Date Aug. 31, 2023
Payment Date Sep. 15, 2023
Amount Per Share $ 0.08
Dividend Five  
Dividends Payable [Line Items]  
Date Declared May 04, 2023
Record Date Jun. 30, 2023
Payment Date Jul. 17, 2023
Amount Per Share $ 0.41
Dividend Six  
Dividends Payable [Line Items]  
Date Declared Feb. 16, 2023
Record Date Mar. 31, 2023
Payment Date Apr. 17, 2023
Amount Per Share $ 0.41
Dividend Seven  
Dividends Payable [Line Items]  
Date Declared Nov. 04, 2022
Record Date Dec. 30, 2022
Payment Date Jan. 17, 2023
Amount Per Share $ 0.41
Dividend Eight  
Dividends Payable [Line Items]  
Date Declared Aug. 05, 2022
Record Date Sep. 30, 2022
Payment Date Oct. 17, 2022
Amount Per Share $ 0.41
Dividend Nine  
Dividends Payable [Line Items]  
Date Declared May 03, 2022
Record Date Jun. 30, 2022
Payment Date Jul. 15, 2022
Amount Per Share $ 0.41
Dividend Ten  
Dividends Payable [Line Items]  
Date Declared Feb. 18, 2022
Record Date Mar. 31, 2022
Payment Date Apr. 15, 2022
Amount Per Share $ 0.41
Dividend Eleven  
Dividends Payable [Line Items]  
Date Declared Nov. 05, 2021
Record Date Sep. 02, 2022
Payment Date Sep. 15, 2022
Amount Per Share $ 0.05
Dividend Twelve  
Dividends Payable [Line Items]  
Date Declared Nov. 05, 2021
Record Date Jun. 03, 2022
Payment Date Jun. 15, 2022
Amount Per Share $ 0.05
Dividend Thirteen  
Dividends Payable [Line Items]  
Date Declared Nov. 05, 2021
Record Date Mar. 04, 2022
Payment Date Mar. 15, 2022
Amount Per Share $ 0.05
Dividend Fourteen  
Dividends Payable [Line Items]  
Date Declared Nov. 05, 2021
Record Date Dec. 03, 2021
Payment Date Dec. 15, 2021
Amount Per Share $ 0.05
Dividend Fifteen  
Dividends Payable [Line Items]  
Date Declared Nov. 05, 2021
Record Date Dec. 31, 2021
Payment Date Jan. 17, 2022
Amount Per Share $ 0.41
Dividend Sixteen  
Dividends Payable [Line Items]  
Date Declared Aug. 06, 2021
Record Date Sep. 30, 2021
Payment Date Oct. 15, 2021
Amount Per Share $ 0.41
Dividend Seventeen  
Dividends Payable [Line Items]  
Date Declared May 10, 2021
Record Date Jun. 30, 2021
Payment Date Jul. 15, 2021
Amount Per Share $ 0.41
Dividend Eighteen  
Dividends Payable [Line Items]  
Date Declared Feb. 22, 2021
Record Date Mar. 31, 2021
Payment Date Apr. 15, 2021
Amount Per Share $ 0.41
v3.24.0.1
Earnings Per Share - Summary of Computation of Weighted Average Basic and Diluted Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Earnings Per Share [Abstract]          
Net Income (Loss) $ 83,837 $ 15,544 $ 83,633    
Weighted average shares outstanding (basic): 35,928,203 30,887,360 28,477,771 27,681,757 17,344,640
Weighted average shares outstanding (diluted): 35,928,203 30,887,360 28,477,771 27,681,757 17,344,640
Net increase (decrease) in net assets resulting from operations per share (basic and diluted): $ 2.33 $ 0.5 $ 2.94    
v3.24.0.1
Income Taxes - Summary of Tax Character of Stockholder Distributions (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Ordinary Income $ 67,081 $ 55,288 $ 48,843
Capital Gain 0 0 0
Total $ 67,081 $ 55,288 $ 48,843
v3.24.0.1
Income Taxes - Summary of Tax Character of Shareholder Distributions (Parenthetical) (Details)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Percentage of ordinary income qualified as interest related dividend 84.50% 83.80% 86.70%
v3.24.0.1
Income Taxes - Summary of Components of Accumulated Losses on Tax Basis (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Undistributed net investment income $ 34,975 $ 15,656 $ 13,350
Other temporary differences (428) (437) (447)
Post October loss deferrals 0 0 0
Capital loss carryover (196,476) (41,134) (34,248)
Unrealized appreciation (depreciation) (61,409) (36,583) 7,437
Components of tax distributable earnings at year end $ (223,338) $ (62,498) $ (13,908)
v3.24.0.1
Income Taxes - Summary of Book Purpose Amounts Arising from Permanent book/Tax Differences Related to Different Tax Treatment of Foreign Currency (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Accumulated net realized gain (loss) $ (161,456) $ (5,482) $ (16,849)
Distributions in Excess of Investment Company Taxable Income (16,140) (3,364) 2,837
Total $ (177,596) $ (8,846) $ (14,012)
v3.24.0.1
Income Taxes - Summary of Aggregate Investment Unrealized Appreciation and Depreciation (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]    
Tax Cost $ 1,639,709 $ 1,295,847
Gross Unrealized Appreciation 374 9,274
Gross Unrealized Depreciation (57,314) (42,164)
Net Unrealized Investment Appreciation (Depreciation) $ (56,940) $ (32,890)
v3.24.0.1
Income Taxes - Schedule of Income Taxes and Excise Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Income tax (benefit) provision $ 31    
Excise tax (benefit) provision 1,276 $ 155 $ 2,250
(Benefit) provision for income and excise taxes $ 1,307 $ 155 $ 2,250
v3.24.0.1
Income Taxes - Additional Information (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]    
Accrued income and excise taxes remained payable $ 1,296 $ 657
Deferred tax assets 114 91
Deferred tax liabilities $ 578 $ 899
v3.24.0.1
Income Taxes - Schedule of Benefits (Provisions) for Taxes on Realized and Unrealized Appreciation and Depreciation on Investments (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Benefit (provision) for taxes on realized gain on investments $ 132 $ (911) $ (1,177)
Benefit (provision) for taxes on unrealized appreciation (depreciation) on investments 901 105 (220)
Benefit (provision) for taxes on realized and unrealized appreciation (depreciation) on investments $ 1,033 $ (806) $ (1,397)
v3.24.0.1
Financial Highlights - Schedule of Financial Highlights (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Feb. 20, 2024
Per Share Data:            
Net Asset Value Per Share, Beginning Balance $ 19.83 $ 21.12 $ 19.88 $ 19.5 $ 19.43  
Net investment income after tax 2.3 1.93 1.67 1.8 1.83  
Net realized and unrealized gains (losses) on investments, asset acquisition and forward contracts, net of taxes 0.03 (1.43) 1.27 0.18 (0.14)  
Net increase (decrease) in net assets resulting from operations 2.33 0.5 2.94 1.98 1.69  
Effects of First Eagle Alternative Capital BDC, Inc. acquisition (Note 13) (0.3)          
Distributions declared from net investment income (1.81) (1.79) (1.69) (1.64) (1.64)  
Effects of rounding (0.01)   0.01 0.04 0.03  
Offering Costs     (0.02)   (0.01)  
Total increase (decrease) in net assets 0.21 (1.29) 1.24 0.38 0.07  
Net Asset Value Per Share, Ending Balance $ 20.04 $ 19.83 $ 21.12 $ 19.88 $ 19.5  
Shares outstanding, end of period 37,061,547 30,887,360 30,887,360 20,862,314 13,358,289  
Market value, end of period $ 17.38 $ 12.78 $ 17.6 $ 14.57   $ 16.39
Weighted average shares outstanding (basic): 35,928,203 30,887,360 28,477,771 27,681,757 17,344,640  
Weighted average shares outstanding (diluted): 35,928,203 30,887,360 28,477,771 27,681,757 17,344,640  
Total return based on market value 52.37% 18.45% 32.46% 1.47%    
Total return based on net asset value 10.19% 2.37% 14.74% 10.36% 8.81%  
Ratio/Supplemental Data:            
Net assets, end of period $ 742,594 $ 612,541 $ 652,285 $ 560,000 $ 406,917  
Ratio of total net expenses to average net assets 14.39% 8.96% 7.81% 5.34% 6.54%  
Ratio of net expenses (without incentive fees and interest and other debt expenses) to average net assets 3.64% 3.26% 3.02% 2.24% 2.50%  
Ratio of net investment income before taxes to average net assets 11.88% 9.41% 8.40% 10.10% 9.61%  
Ratio of interest and credit facility expenses to average net assets 8.32% 5.01% 3.33% 3.10% 4.03%  
Ratio of net incentive fees to average net assets 2.43% 0.68% 1.46%      
Portfolio turnover 13.31% 21.52% 41.64% 28.01% 23.97%  
Asset coverage ratio 186.00% 192.00% 201.00% 217.00% 225.00%  
v3.24.0.1
Financial Highlights - Schedule of Financial Highlights (Parenthetical) (Details)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
GACP II LP and WhiteHawk III Onshore Fund LP          
Investment Company Financial Highlights [Line Items]          
Ratio of total expenses to average net assets 14.46% 9.04% 7.83% 5.37% 0.58%
v3.24.0.1
Financial Highlights - Schedule of Information about Senior Securities (Details) - USD ($)
Dec. 31, 2023
Jul. 28, 2023
Dec. 31, 2022
Dec. 31, 2021
Oct. 27, 2021
Mar. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Jun. 29, 2015
Investment Company, Financial Highlights [Line Items]                          
Asset coverage per unit $ 1,000,000                        
SPV Asset Facility                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities 329,850,000   $ 233,000,000 $ 249,500,000     $ 260,210,000 $ 220,687,000 $ 159,629,000 $ 86,629,000 $ 47,629,000    
Asset coverage per unit 1,860,000   1,917,000 2,014,000     2,166,000 2,250,000 2,085,000 2,135,000 2,347,000    
Revolving Credit Facility                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities                     47,810,000 $ 54,810,000  
Asset coverage per unit                     $ 2,347,000 $ 2,415,000 $ 50,000,000
Revolving Credit Facility II                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities                 78,310,000 65,310,000      
Asset coverage per unit                 $ 2,085,000 $ 2,135,000      
Ally Corporate Revolving Facility                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities             149,904,000 104,754,000          
Asset coverage per unit         $ 200,000,000   2,166,000 $ 2,250,000          
SMBC Corporate Revolving Facility                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities 225,471,000   241,836,000 203,437,000                  
Asset coverage per unit 1,860,000   1,917,000 2,014,000                  
Series 2020A Notes                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities     50,000,000 50,000,000     50,000,000            
Asset coverage per unit   $ 50,000,000 1,917,000 2,014,000     2,166,000            
Series 2021A Notes                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities 135,000,000   135,000,000 135,000,000                  
Asset coverage per unit 1,860,000   $ 1,917,000 $ 2,014,000                  
Series 2023A Notes                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities 50,000,000                        
Asset coverage per unit 1,860,000                        
FCRX Unsecured Notes                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities 111,600,000                        
Asset coverage per unit 1,860,000                        
Average market value per unit $ 941,000                        
InterNotes                          
Investment Company, Financial Highlights [Line Items]                          
Total amount outstanding exclusive of treasury securities             16,418,000            
Asset coverage per unit           $ 16,400,000 $ 2,166,000            
v3.24.0.1
Financial Highlights - Schedule of Information about Senior Securities Parenthetical (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jul. 28, 2023
Dec. 31, 2022
Dec. 31, 2021
Oct. 27, 2021
Mar. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Jun. 29, 2017
Dec. 31, 2016
Dec. 31, 2015
Jun. 29, 2015
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit $ 1,000                      
Revolving Credit Facility                        
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit                   $ 2,347 $ 2,415 $ 50,000
Revolving Credit Facility With Capital One                        
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit                 $ 75,000      
Ally Corporate Revolving Facility                        
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit         $ 200,000   $ 2,166 $ 2,250        
FCRX Unsecured Notes                        
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit 1,860                      
Amount of indebtedness used to express average market price per unit $ 1,000                      
Series 2020A Notes                        
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit   $ 50,000 $ 1,917 $ 2,014     2,166          
InterNotes                        
Investment Company, Financial Highlights [Line Items]                        
Asset coverage per unit           $ 16,400 $ 2,166          
v3.24.0.1
First Eagle Alternative Capital BDC, Inc. Acquisition - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
Mar. 09, 2023
Dec. 31, 2023
Dec. 31, 2022
Business Acquisition [Line Items]      
Common stock, par value   $ 0.001 $ 0.001
Common stock, issued   37,061,547 30,887,360
Common stock value   $ 37 $ 31
Sun Life Financial Inc      
Business Acquisition [Line Items]      
Common stock value $ 20,000 $ 10,000  
FCRD Acquisition      
Business Acquisition [Line Items]      
Common stock, par value $ 0.001    
Cash consideration $ 8,649    
Number of shares issued in merger 6,174,187    
Cash consideration per share $ 14.78    
FCRD Acquisition | Electing Share      
Business Acquisition [Line Items]      
Cash consideration per share $ 0.509    
Common stock, issued 0.195    
FCRD Acquisition | Non-Electing Share      
Business Acquisition [Line Items]      
Common stock, issued 0.2209    
FCRD Acquisition | Adviser      
Business Acquisition [Line Items]      
Cash consideration $ 35,000    
FCRD Acquisition | Adviser | Electing Share      
Business Acquisition [Line Items]      
Cash consideration per share $ 1.17    
FCRD Acquisition | Adviser | Non-Electing Share      
Business Acquisition [Line Items]      
Cash consideration per share $ 1.17    
v3.24.0.1
First Eagle Alternative Capital BDC, Inc. Acquisition - Summary of Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Details) - FCRD Acquisition
$ in Thousands
Mar. 09, 2023
USD ($)
Business Acquisition [Line Items]  
Aggregate Share Consideration $ 91,257
CCAP Cash Consideration 8,649
Deemed contribution from the Adviser 22,040
Transaction costs 7,565
Total Purchase Price 129,511
Investments, at fair value 335,035
Cash and cash equivalents 1,233
Interest and dividend receivable 3,995
Other assets 518
Secured credit facility (95,200)
2026 Unsecured Notes - FCRX (111,600)
Interest and other debt financing costs payable (1,198)
Accrued expenses and other liabilities (3,272)
Net Assets Acquired $ 129,511
v3.24.0.1
First Eagle Alternative Capital BDC, Inc. Acquisition - Summary of Allocation of Purchase Price to Assets Acquired and Liabilities Assumed (Parenthetical) (Details)
Mar. 09, 2023
$ / shares
FCRD Acquisition  
Business Acquisition [Line Items]  
Business acquisition closing stock price $ 14.78
v3.24.0.1
Subsequent Events - Additional Information (Details) - Subsequent Event
Feb. 15, 2024
$ / shares
Subsequent Event [Line Items]  
Cash dividend $ 0.41
Date Declared Feb. 15, 2024
Payment Date Apr. 15, 2024
Supplemental cash dividend $ 0.1
Supplemental Dividend Paid  
Subsequent Event [Line Items]  
Payment Date Mar. 15, 2024
Percentage of net investment income in excess of regular dividend, subject to certain measurement tests and rounded to nearest penny 50.00%