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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended June 30, 2016
OR
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Maryland
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43-2048643
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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10 East 40th Street, 42nd Floor
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New York, New York
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10016
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (212) 448-0702
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Title of each class
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share
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NASDAQ Global Select Market
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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(Do not check if a smaller reporting company)
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Item 15 to provide the audited financial statements of First Tower Finance including the independent auditor’s report by RSM US LLP (“RSM”), First Tower Finance’s independent accountants, and to file RSM’s consent related to the financial statements contained in this filing.
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Page
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PART I
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PART II
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PART III
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PART IV
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our future operating results;
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our business prospects and the prospects of our portfolio companies;
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the impact of investments that we expect to make;
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our contractual arrangements and relationships with third parties;
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the dependence of our future success on the general economy and its impact on the industries in which we invest;
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the ability of our portfolio companies to achieve their objectives;
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difficulty in obtaining financing or raising capital, especially in the current credit and equity environment;
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the level and volatility of prevailing interest rates and credit spreads, magnified by the current turmoil in the credit markets;
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adverse developments in the availability of desirable loan and investment opportunities whether they are due to competition, regulation or otherwise;
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a compression of the yield on our investments and the cost of our liabilities, as well as the level of leverage available to us;
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our regulatory structure and tax treatment, including our ability to operate as a business development company and a regulated investment company;
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the adequacy of our cash resources and working capital;
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the timing of cash flows, if any, from the operations of our portfolio companies;
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the ability of the Investment Adviser to locate suitable investments for us and to monitor and administer our investments; and
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authoritative generally accepted accounting principles or policy changes from such standard-setting bodies as the Financial Accounting Standards Board, the Securities and Exchange Commission, Internal Revenue Service, the NASDAQ Global Select Market, and other authorities that we are subject to, as well as their counterparts in any foreign jurisdictions where we might do business.
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Assessment of success in adhering to the portfolio company’s business plan and compliance with covenants;
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Regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor to discuss financial position, requirements and accomplishments;
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Comparisons to other portfolio companies in the industry, if any;
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Attendance at and participation in board meetings of the portfolio company; and
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Review of monthly and quarterly financial statements and financial projections for the portfolio company.
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1.
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Each portfolio company or investment is reviewed by our investment professionals with independent valuation firms engaged by our Board of Directors.
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2.
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The independent valuation firms prepare independent valuations for each investment based on their own independent assessments and issues their report.
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3.
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The Audit Committee of our Board of Directors reviews and discusses with the independent valuation firms the valuation reports, and then makes a recommendation to the Board of Directors of the value for each investment.
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4.
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The Board of Directors discusses valuations and determines the fair value of each investment in our portfolio in good faith based on the input of the Investment Adviser, the respective independent valuation firm and the Audit Committee.
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No incentive fee in any calendar quarter in which our pre-incentive fee net investment income does not exceed the hurdle rate;
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100.00% of our pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 125.00% of the quarterly hurdle rate in any calendar quarter (8.75% annualized assuming a 7.00% annualized hurdle rate); and
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20.00% of the amount of our pre-incentive fee net investment income, if any, that exceeds 125.00% of the quarterly hurdle rate in any calendar quarter (8.75% annualized assuming a 7.00% annualized hurdle rate).
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Investment income (including interest, dividends, fees, etc.) = 1.25%
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Hurdle rate(1) = 1.75%
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Base management fee(2) = 0.50%
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Other expenses (legal, accounting, custodian, transfer agent, etc.)(3) = 0.20%
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Pre-incentive fee net investment income (investment income – (base management fee + other expenses)) = 0.55%
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Investment income (including interest, dividends, fees, etc.) = 2.70%
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Hurdle rate(1) = 1.75%
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Base management fee(2) = 0.50%
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Other expenses (legal, accounting, custodian, transfer agent, etc.)(3) = 0.20%
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Pre-incentive fee net investment income (investment income – (base management fee + other expenses)) = 2.00%
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Investment income (including interest, dividends, fees, etc.) = 3.00%
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Hurdle rate(1) = 1.75%
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Base management fee(2) = 0.50%
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Other expenses (legal, accounting, custodian, transfer agent, etc.)(3) = 0.20%
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Pre-incentive fee net investment income (investment income – (base management fee + other expenses)) = 2.30%
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(1)
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Represents 7% annualized hurdle rate.
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(2)
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Represents 2% annualized base management fee.
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(3)
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Excludes organizational and offering expenses.
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Year 1: $20 million investment made
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Year 2: Fair market value (“FMV”) of investment determined to be $22 million
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Year 3: FMV of investment determined to be $17 million
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Year 4: Investment sold for $21 million
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Year 1: No impact
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Year 2: No impact
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Year 3: Decrease base amount on which the second part of the incentive fee is calculated by $3 million (unrealized capital depreciation)
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Year 4: Increase base amount on which the second part of the incentive fee is calculated by $4 million ($1 million of realized capital gain and $3 million
reversal
in unrealized capital depreciation)
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Year 1: $20 million investment made
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Year 2: FMV of investment determined to be $17 million
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Year 3: FMV of investment determined to be $17 million
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Year 4: FMV of investment determined to be $21 million
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Year 5: FMV of investment determined to be $18 million
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Year 6: Investment sold for $15 million
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Year 1: No impact
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Year 2: Decrease base amount on which the second part of the incentive fee is calculated by $3 million (unrealized capital depreciation)
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Year 3: No impact
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Year 4: Increase base amount on which the second part of the incentive fee is calculated by $3 million (
reversal
in unrealized capital depreciation)
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Year 5: Decrease base amount on which the second part of the incentive fee is calculated by $2 million (unrealized capital depreciation)
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Year 6: Decrease base amount on which the second part of the incentive fee is calculated by $3 million ($5 million of realized capital loss offset by a $2 million
reversal
in unrealized capital depreciation)
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Year 1: $20 million investment made in company A (“Investment A”) and $20 million investment made in company B (“Investment B”)
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Year 2: FMV of Investment A is determined to be $21 million and Investment B is sold for $18 million
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Year 3: Investment A is sold for $23 million
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Year 1: No impact
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Year 2: Decrease base amount on which the second part of the incentive fee is calculated by $2 million (realized capital loss on Investment B)
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Year 3: Increase base amount on which the second part of the incentive fee is calculated by $3 million (realized capital gain on Investment A)
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Year 1: $20 million investment made in company A (“Investment A”) and $20 million investment made in company B (“Investment B”)
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Year 2: FMV of Investment A is determined to be $21 million and FMV of Investment B is determined to be $17 million
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Year 3: FMV of Investment A is determined to be $18 million and FMV of Investment B is determined to be $18 million
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Year 4: FMV of Investment A is determined to be $19 million and FMV of Investment B is determined to be $21 million
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Year 5: Investment A is sold for $17 million and Investment B is sold for $23 million
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Year 1: No impact
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Year 2: Decrease base amount on which the second part of the incentive fee is calculated by $3 million (unrealized capital depreciation on Investment B)
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Year 3: Decrease base amount on which the second part of the incentive fee is calculated by $1 million ($2 million in unrealized capital depreciation on Investment A and $1 million recovery in unrealized capital depreciation on Investment B)
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Year 4: Increase base amount on which the second part of the incentive fee is calculated by $3 million ($1 million recovery in unrealized capital depreciation on Investment A and $2 million recovery in unrealized capital depreciation on Investment B)
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Year 5: Increase base amount on which the second part of the incentive fee is calculated by $1 million ($3 million realized capital gain on Investment B offset by $3 million realized capital loss on Investment A plus a $1 million reversal in unrealized capital depreciation on Investment A from Year 4)
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A citizen or individual resident of the United States;
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A corporation, or other entity treated as a corporation for U.S. federal income tax purposes, created or organized in or under the laws of the United States or any state thereof or the District of Columbia;
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An estate, the income of which is subject to U.S. federal income taxation regardless of its source; or
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A trust if (1) a U.S. court is able to exercise primary supervision over the administration of such trust and one or more U.S. persons have the authority to control all substantial decisions of the trust or (2) it has a valid election in place to be treated as a U.S. person.
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Qualify to be treated as a business development company or be registered as a management investment company under the 1940 Act at all times during each taxable year;
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Derive in each taxable year at least 90% of our gross income from dividends, interest, payments with respect to certain securities loans, gains from the sale or other disposition of stock or other securities or currencies or other income derived with respect to our business of investing in such stock, securities or currencies and net income derived from an interest in a “qualified publicly traded partnership” (as defined in the Code) (the “90% Income Test”); and
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Diversify our holdings so that at the end of each quarter of the taxable year:
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At least 50% of the value of our assets consists of cash, cash equivalents, U.S. government securities, securities of other RICs, and other securities if such other securities of any one issuer do not represent more than 5% of the value of our assets and more than 10% of the outstanding voting securities of the issuer (which for these purposes includes the equity securities of a “qualified publicly traded partnership”); and
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No more than 25% of the value of our assets is invested in the securities, other than U.S. government securities or securities of other RICs, (i) of one issuer (ii) of two or more issuers that are controlled, as determined under applicable tax rules, by us and that are engaged in the same or similar or related trades or businesses or (iii) of one or more “qualified publicly traded partnerships,” (the “Diversification Tests”).
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1.
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Securities purchased in transactions not involving any public offering from the issuer of such securities, which issuer (subject to certain limited exceptions) is an eligible portfolio company, or from any person who is, or has been during the preceding 13 months, an affiliated person of an eligible portfolio company, or from any other person, subject to such rules as may be prescribed by the SEC. An “eligible portfolio company” is defined in the 1940 Act and rules adopted pursuant thereto as any issuer which:
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a.
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is organized under the laws of, and has its principal place of business in, the United States;
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b.
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is not an investment company (other than a small business investment company wholly owned by the business development company) or a company that would be an investment company but for certain exclusions under the 1940 Act for certain financial companies such as banks, brokers, commercial finance companies, mortgage companies and insurance companies; and
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c.
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satisfies any of the following:
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does not have any class of securities with respect to which a broker or dealer may extend margin credit;
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ii.
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is controlled by a business development company or a group of companies including a business development company and the business development company has an affiliated person who is a director of the eligible portfolio company;
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is a small and solvent company having total assets of not more than $4 million and capital and surplus of not less than $2 million;
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does not have any class of securities listed on a national securities exchange; or
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has a class of securities listed on a national securities exchange, but has an aggregate market value of outstanding voting and non-voting common equity of less than $250 million.
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Securities in companies that were eligible portfolio companies when we made our initial investment if certain other requirements are satisfied.
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Securities of any eligible portfolio company which we control.
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Securities purchased in a private transaction from a U.S. issuer that is not an investment company or from an affiliated person of the issuer, or in transactions incident thereto, if the issuer is in bankruptcy and subject to reorganization or if the issuer, immediately prior to the purchase of its securities was unable to meet its obligations as they came due without material assistance other than conventional lending or financing agreements.
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Securities of an eligible portfolio company purchased from any person in a private transaction if there is no ready market for such securities and we already own 60% of the outstanding equity of the eligible portfolio company.
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Securities received in exchange for or distributed on or with respect to securities described in (1) through (4) above, or pursuant to the exercise of warrants or rights relating to such securities.
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Cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment.
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copies of its proxy voting policies and procedures;
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copies of all proxy statements;
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records of all votes cast by Prospect Capital Management;
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copies of all documents created by Prospect Capital Management that were material to making a decision how to vote proxies or that memorializes the basis for that decision; and
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copies of all written client requests for information with regard to how Prospect Capital Management voted proxies on behalf of the client as well as any written responses provided.
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sudden electrical or telecommunications outages;
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natural disasters such as earthquakes, tornadoes and hurricanes;
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disease pandemics;
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events arising from local or larger scale political or social matters, including terrorist acts; and
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cyber-attacks.
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These companies may have limited financial resources and may be unable to meet their obligations under their securities that we hold, which may be accompanied by a deterioration in the value of their securities or of any collateral with respect to any securities and a reduction in the likelihood of our realizing on any guarantees we may have obtained in connection with our investment.
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They may 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.
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Because many of these companies are privately held companies, public information is generally not available about these companies. As a result, we will depend on the ability of the Investment Adviser to obtain adequate information to evaluate these companies in making investment decisions. If the Investment Adviser is unable to uncover all material information about these companies, it may not make a fully informed investment decision, and we may lose money on our investments.
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They 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 materially adverse impact on our portfolio company and, in turn, on us.
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They may have less predictable operating results, may from time to time be parties to litigation, may be engaged in changing businesses with products subject to a risk of obsolescence and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position.
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They may have difficulty accessing the capital markets to meet future capital needs.
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Changes in laws and regulations, as well as their interpretations, may adversely affect their business, financial structure or prospects.
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Increased taxes, regulatory expense or the costs of changes to the way they conduct business due to the effects of climate change may adversely affect their business, financial structure or prospects.
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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.
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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.
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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.
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Preferred securities may be substantially less liquid than many other securities, such as common stock or U.S. government securities.
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Generally, preferred security holders have no voting rights with respect to the issuing company, subject to limited exceptions.
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Our debt investments may be in the form of unsecured loans, therefore our liens on the collateral, if any, are subordinated to those of the senior secured debt of the portfolio companies, if any. As a result, we may not be able to control remedies with respect to the collateral.
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The collateral may not be valuable enough to satisfy all of the obligations under our secured loan, particularly after giving effect to the repayment of secured debt of the portfolio company that ranks senior to our loan.
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Bankruptcy laws may limit our ability to realize value from the collateral and may delay the realization process.
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Our rights in the collateral may be adversely affected by the failure to perfect security interests in the collateral.
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The need to obtain regulatory and contractual consents could impair or impede how effectively the collateral would be liquidated and could affect the value received.
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Some or all of the collateral may be illiquid and may have no readily ascertainable market value. The liquidity and value of the collateral could be impaired as a result of changing economic conditions, competition, and other factors, including the availability of suitable buyers.
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become delinquent in the payment of an outstanding obligation;
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defaulted on a pre-existing debt obligation;
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taken on additional debt; or
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sustained other adverse financial events.
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national economic conditions;
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regional and local economic conditions (which may be adversely impacted by plant closings, business layoffs, industry slow-downs, weather conditions, natural disasters, and other factors);
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local real estate conditions (such as over-supply of or insufficient demand for office space);
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changing demographics;
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perceptions by prospective tenants of the convenience, services, safety, and attractiveness of a property;
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the ability of property managers to provide capable management and adequate maintenance;
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the quality of a property’s construction and design;
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increases in costs of maintenance, insurance, and operations (including energy costs and real estate taxes);
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changes in applicable laws or regulations (including tax laws, zoning laws, or building codes);
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potential environmental and other legal liabilities;
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the level of financing used by NPRC in respect of its properties, increases in interest rate levels on such financings and the risk that NPRC will default on such financings, each of which increases the risk of loss to us;
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the availability and cost of refinancing;
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the ability to find suitable tenants for a property and to replace any departing tenants with new tenants;
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potential instability, default or bankruptcy of tenants in the properties owned by NPRC;
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potential limited number of prospective buyers interested in purchasing a property that NPRC wishes to sell; and
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the relative illiquidity of real estate investments in general, which may make it difficult to sell a property at an attractive price or within a reasonable time frame.
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The higher interest rates of OID and PIK instruments reflect the payment deferral and increased credit risk associated with these instruments, and OID and PIK instruments generally represent a significantly higher credit risk than coupon loans.
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Even if the accounting conditions for income accrual are met, the borrower could still default when our actual collection is supposed to occur at the maturity of the obligation.
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OID and PIK instruments may have unreliable valuations because their continuing accruals require continuing judgments about the collectibility of the deferred payments and the value of any associated collateral. OID and PIK income may also create uncertainty about the source of our cash distributions.
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A likelihood of greater volatility in the net asset value and market price of our common stock;
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Diminished operating flexibility as a result of asset coverage or investment portfolio composition requirements required by lenders or investors that are more stringent than those imposed by the 1940 Act;
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The possibility that investments will have to be liquidated at less than full value or at inopportune times to comply with debt covenants or to pay interest or dividends on the leverage;
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Increased operating expenses due to the cost of leverage, including issuance and servicing costs;
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Convertible or exchangeable securities, such as the Convertible Notes outstanding or those issued in the future may have rights, preferences and privileges more favorable than those of our common stock;
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Subordination to lenders’ superior claims on our assets as a result of which lenders will be able to receive proceeds available in the case of our liquidation before any proceeds will be distributed to our stockholders;
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Difficulty meeting our payment and other obligations under the Unsecured Notes and our other outstanding debt;
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The occurrence of an event of default if we fail to comply with the financial and/or other restrictive covenants contained in our debt agreements, including the credit agreement and each indenture governing the Unsecured Notes, which event of default could result in all or some of our debt becoming immediately due and payable;
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Reduced availability of our cash flow to fund investments, acquisitions and other general corporate purposes, and limiting our ability to obtain additional financing for these purposes;
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The risk of increased sensitivity to interest rate increases on our indebtedness with variable interest rates, including borrowings under our amended senior credit facility; and
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Reduced flexibility in planning for, or reacting to, and increasing our vulnerability to, changes in our business, the industry in which we operate and the general economy.
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In addition, our ability to meet our payment and other obligations of the Unsecured Notes and our credit facility depends on our ability to generate significant cash flow in the future. This, to some extent, is subject to general economic, financial, competitive, legislative and regulatory factors as well as other factors that are beyond our control. We cannot provide assurance that our business will generate cash flow from operations, or that future borrowings will be available to us under our existing credit facility or otherwise, in an amount sufficient to enable us to meet our payment obligations under the Unsecured Notes and our other debt and to fund other liquidity needs. If we are not able to generate sufficient cash flow to service our debt obligations, we may need to refinance or restructure our debt, including the Unsecured Notes, sell assets, reduce or delay capital investments, or seek to raise additional capital. If we are unable to implement one or more of these alternatives, we may not be able to meet our payment obligations under the Unsecured Notes and our other debt.
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Assumed Return on Our Portfolio (net of expenses)
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(10
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)%
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(5
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)%
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0
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%
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5
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%
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10
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%
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Corresponding Return to Stockholder
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(23.1
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)%
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(13.9
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)%
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(4.6
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)%
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4.7
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%
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13.9
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%
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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.
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the time remaining to the maturity of these debt securities;
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the outstanding principal amount of debt securities with terms identical to these debt securities;
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the ratings assigned by national statistical ratings agencies;
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the general economic environment;
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the supply of debt securities trading in the secondary market, if any;
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the redemption or repayment features, if any, of these debt securities;
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the level, direction and volatility of market interest rates generally; and
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market rates of interest higher or lower than rates borne by the debt securities.
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significant volatility in the market price and trading volume of securities of business development companies or other companies in the energy industry, which are not necessarily related to the operating performance of these companies;
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price and volume fluctuations in the overall stock market from time to time;
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changes in regulatory policies or tax guidelines, particularly with respect to RICs or business development companies;
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loss of RIC qualification;
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changes in earnings or variations in operating results;
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changes in the value of our portfolio of investments;
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any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;
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departure of one or more of Prospect Capital Management’s key personnel;
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operating performance of companies comparable to us;
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short-selling pressure with respect to shares of our common stock or BDCs generally;
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future sales of our securities convertible into or exchangeable or exercisable for our common stock or the conversion of such securities, including the Convertible Notes;
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uncertainty surrounding the strength of the U.S. economic recovery;
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concerns regarding European sovereign debt;
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changes in prevailing interest rates;
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litigation matters;
|
•
|
general economic trends and other external factors; and
|
•
|
loss of a major funding source.
|
•
|
The Maryland Business Combination Act, which, subject to certain limitations, prohibits certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of the common stock or an affiliate thereof) for five years after the most recent date on which the stockholder becomes an interested stockholder and, thereafter, imposes special minimum price provisions and special stockholder voting requirements on these combinations.
|
•
|
The Maryland Control Share Acquisition Act, which provides that “control shares” of a Maryland corporation (defined as shares of common stock which, when aggregated with other shares of common stock controlled by the stockholder, entitles the stockholder to exercise one of three increasing ranges of voting power in electing directors, as described more fully below) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of “control shares”) have no voting rights except to the extent approved by 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 of common stock.
|
Year Ended
|
|
Net Asset Value Per Share(1)
|
|
Sales Price
|
|
Premium (Discount) of High Sales Price to Net Asset Value
|
|
Premium (Discount) of Low Sales Price to Net Asset Value
|
||||||||||
|
|
High
|
|
Low
|
|
|
||||||||||||
June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||
First quarter
|
|
$
|
10.47
|
|
|
$
|
11.00
|
|
|
$
|
9.90
|
|
|
5.1
|
%
|
|
(5.4
|
%)
|
Second quarter
|
|
10.35
|
|
|
9.92
|
|
|
8.11
|
|
|
(4.2
|
%)
|
|
(21.6
|
%)
|
|||
Third quarter
|
|
10.30
|
|
|
8.81
|
|
|
8.23
|
|
|
(14.5
|
%)
|
|
(20.1
|
%)
|
|||
Fourth quarter
|
|
10.31
|
|
|
8.65
|
|
|
7.22
|
|
|
(16.1
|
%)
|
|
(30.0
|
%)
|
|||
|
|
|
|
|
|
|
|
|
|
|
||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||
First quarter
|
|
$
|
10.17
|
|
|
$
|
7.99
|
|
|
$
|
6.98
|
|
|
(21.4
|
%)
|
|
(31.4
|
%)
|
Second quarter
|
|
9.65
|
|
|
7.63
|
|
|
6.20
|
|
|
(20.9
|
%)
|
|
(35.8
|
%)
|
|||
Third quarter
|
|
9.61
|
|
|
7.48
|
|
|
5.26
|
|
|
(22.2
|
%)
|
|
(45.3
|
%)
|
|||
Fourth quarter
|
|
9.62
|
|
|
7.86
|
|
|
7.15
|
|
|
(18.3
|
%)
|
|
(25.7
|
%)
|
(1)
|
Net asset value per share is determined as of the last day in the relevant quarter and therefore may not reflect the net asset value per share on the date of the high and low sales prices. The net asset values shown are based on outstanding shares at the end of the relevant quarter.
|
•
|
$0.08333 per share for July 2016 to holders of record on July 29, 2016 with a payment date of August 18, 2016; and
|
•
|
$0.08333 per share for August 2016 to holders of record on August 31, 2016 with a payment date of September 22, 2016.
|
Repurchases of Common Stock
|
Year Ended June 30, 2016
|
||
Dollar amount repurchased
|
$
|
34,140
|
|
Shares Repurchased
|
4,708,750
|
|
|
Weighted average price per share
|
7.25
|
||
Weighted average discount to June 30, 2015 net asset value
|
30
|
%
|
|
Approximate dollar value of shares that may yet be purchased under the plan
|
$
|
65,860
|
|
|
Year Ended June 30,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Summary of Operations
|
|
|
|
|
|
|
|
|
|
||||||||||
Total investment income
|
$
|
791,973
|
|
|
$
|
791,084
|
|
|
$
|
712,291
|
|
|
$
|
576,336
|
|
|
$
|
320,910
|
|
Total operating expenses
|
420,845
|
|
|
428,337
|
|
|
355,068
|
|
|
251,412
|
|
|
134,226
|
|
|||||
Net investment income
|
371,128
|
|
|
362,747
|
|
|
357,223
|
|
|
324,924
|
|
|
186,684
|
|
|||||
Net realized and unrealized (losses) gains on investments
|
(267,990
|
)
|
|
(12,458
|
)
|
|
(38,203
|
)
|
|
(104,068
|
)
|
|
4,220
|
|
|||||
Net realized gains (losses) on extinguishment of debt
|
224
|
|
|
(3,950
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Net increase in net assets resulting from operations
|
103,362
|
|
|
346,339
|
|
|
319,020
|
|
|
220,856
|
|
|
190,904
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Per Share Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Net investment income(1)
|
$
|
1.04
|
|
|
$
|
1.03
|
|
|
$
|
1.19
|
|
|
$
|
1.57
|
|
|
$
|
1.63
|
|
Net increase in net assets resulting from operations(1)
|
0.29
|
|
|
0.98
|
|
|
1.06
|
|
|
1.07
|
|
|
1.67
|
|
|||||
Dividends to shareholders
|
(1.00
|
)
|
|
(1.19
|
)
|
|
(1.32
|
)
|
|
(1.28
|
)
|
|
(1.22
|
)
|
|||||
Net asset value at end of year
|
9.62
|
|
|
10.31
|
|
|
10.56
|
|
|
10.72
|
|
|
10.83
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
6,276,707
|
|
|
$
|
6,798,054
|
|
|
$
|
6,477,269
|
|
|
$
|
4,448,217
|
|
|
$
|
2,255,254
|
|
Total debt outstanding
|
2,707,465
|
|
|
2,983,736
|
|
|
2,773,051
|
|
|
1,683,002
|
|
|
664,138
|
|
|||||
Net assets
|
3,435,917
|
|
|
3,703,049
|
|
|
3,618,182
|
|
|
2,656,494
|
|
|
1,511,974
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Other Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment purchases for the year
|
$
|
979,102
|
|
|
$
|
1,867,477
|
|
|
$
|
2,933,365
|
|
|
$
|
3,103,217
|
|
|
$
|
1,120,659
|
|
Investment sales and repayments for the year
|
$
|
1,338,875
|
|
|
$
|
1,411,562
|
|
|
$
|
767,978
|
|
|
$
|
931,534
|
|
|
$
|
500,952
|
|
Number of portfolio companies at year end
|
125
|
|
|
131
|
|
|
142
|
|
|
124
|
|
|
85
|
|
|||||
Total return based on market value(2)
|
21.8
|
%
|
|
(20.8
|
%)
|
|
10.9
|
%
|
|
6.2
|
%
|
|
27.2
|
%
|
|||||
Total return based on net asset value(2)
|
7.2
|
%
|
|
11.5
|
%
|
|
11.0
|
%
|
|
10.9
|
%
|
|
18.0
|
%
|
|||||
Weighted average yield on debt portfolio at year end(3)
|
13.2
|
%
|
|
12.7
|
%
|
|
12.1
|
%
|
|
13.6
|
%
|
|
13.9
|
%
|
(1)
|
Per share data is based on the weighted average number of common shares outstanding for the years presented (except for dividends to shareholders which is based on actual rate per share).
|
(2)
|
Total return based on market value is based on the change in market price per share between the opening and ending market prices per share in each year and assumes that dividends are reinvested in accordance with our dividend reinvestment plan. Total return based on net asset value is based upon the change in net asset value per share between the opening and ending net asset values per share in each year and assumes that dividends are reinvested in accordance with our dividend reinvestment plan.
|
(3)
|
Excludes equity investments and non-performing loans.
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
5
|
|
$
|
13,573
|
|
|
5.50%
|
|
5.50
|
%
|
|
April 15, 2021 – June 15, 2021
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||||
Level of Control
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
||||||||
Control Investments
|
$
|
1,768,220
|
|
29.0%
|
$
|
1,752,449
|
|
29.7%
|
|
$
|
1,894,644
|
|
28.9%
|
$
|
1,974,202
|
|
29.9%
|
Affiliate Investments
|
10,758
|
|
0.2%
|
11,320
|
|
0.2%
|
|
45,150
|
|
0.7%
|
45,945
|
|
0.7%
|
||||
Non-Control/Non-Affiliate Investments
|
4,312,122
|
|
70.8%
|
4,133,939
|
|
70.1%
|
|
4,619,582
|
|
70.4%
|
4,589,411
|
|
69.4%
|
||||
Total Investments
|
$
|
6,091,100
|
|
100.0%
|
$
|
5,897,708
|
|
100.0%
|
|
$
|
6,559,376
|
|
100.0%
|
$
|
6,609,558
|
|
100.0%
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||||||||
Type of Investment
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
||||||||||||
Revolving Line of Credit
|
$
|
13,274
|
|
0.2
|
%
|
$
|
13,274
|
|
0.2
|
%
|
|
$
|
30,546
|
|
0.5
|
%
|
$
|
30,546
|
|
0.5
|
%
|
Senior Secured Debt
|
3,072,839
|
|
50.4
|
%
|
2,941,722
|
|
50.0
|
%
|
|
3,617,111
|
|
55.1
|
%
|
3,533,447
|
|
53.5
|
%
|
||||
Subordinated Secured Debt
|
1,228,598
|
|
20.2
|
%
|
1,209,604
|
|
20.5
|
%
|
|
1,234,701
|
|
18.8
|
%
|
1,205,303
|
|
18.2
|
%
|
||||
Subordinated Unsecured Debt
|
75,878
|
|
1.2
|
%
|
68,358
|
|
1.2
|
%
|
|
145,644
|
|
2.2
|
%
|
144,271
|
|
2.2
|
%
|
||||
Small Business Loans
|
14,603
|
|
0.2
|
%
|
14,215
|
|
0.2
|
%
|
|
50,558
|
|
0.8
|
%
|
50,892
|
|
0.8
|
%
|
||||
CLO Debt
|
—
|
|
—
|
%
|
—
|
|
—
|
%
|
|
28,613
|
|
0.4
|
%
|
32,398
|
|
0.5
|
%
|
||||
CLO Residual Interest
|
1,083,540
|
|
17.9
|
%
|
1,009,696
|
|
17.1
|
%
|
|
1,072,734
|
|
16.4
|
%
|
1,113,023
|
|
16.8
|
%
|
||||
Preferred Stock
|
139,320
|
|
2.3
|
%
|
78,922
|
|
1.3
|
%
|
|
41,047
|
|
0.6
|
%
|
4,361
|
|
0.1
|
%
|
||||
Common Stock
|
298,033
|
|
4.9
|
%
|
315,587
|
|
5.4
|
%
|
|
181,404
|
|
2.8
|
%
|
164,984
|
|
2.5
|
%
|
||||
Membership Interest
|
159,417
|
|
2.6
|
%
|
167,389
|
|
2.8
|
%
|
|
148,192
|
|
2.3
|
%
|
278,537
|
|
4.2
|
%
|
||||
Participating Interest(1)
|
—
|
|
—
|
%
|
70,609
|
|
1.2
|
%
|
|
—
|
|
—
|
%
|
42,787
|
|
0.6
|
%
|
||||
Escrow Receivable
|
3,916
|
|
0.1
|
%
|
6,116
|
|
0.1
|
%
|
|
7,144
|
|
0.1
|
%
|
5,984
|
|
0.1
|
%
|
||||
Warrants
|
1,682
|
|
0.0
|
%
|
2,216
|
|
—
|
|
|
1,682
|
|
—
|
%
|
3,025
|
|
—
|
%
|
||||
Total Investments
|
$
|
6,091,100
|
|
100.0
|
%
|
$
|
5,897,708
|
|
100.0
|
%
|
|
$
|
6,559,376
|
|
100.0
|
%
|
$
|
6,609,558
|
|
100.0
|
%
|
(1)
|
Participating Interest includes our participating equity investments, such as net profits interests, net operating income interests, net revenue interests, and overriding royalty interests.
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||||||||
Type of Investment
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
||||||||||||
First Lien
|
$
|
3,079,689
|
|
56.1
|
%
|
$
|
2,948,572
|
|
56.1
|
%
|
|
$
|
3,642,761
|
|
58.9
|
%
|
$
|
3,559,097
|
|
58.3
|
%
|
Second Lien
|
1,235,022
|
|
22.5
|
%
|
1,216,028
|
|
23.1
|
%
|
|
1,239,597
|
|
20.0
|
%
|
1,210,199
|
|
19.8
|
%
|
||||
Unsecured
|
75,878
|
|
1.4
|
%
|
68,358
|
|
1.3
|
%
|
|
145,644
|
|
2.4
|
%
|
144,271
|
|
2.4
|
%
|
||||
Small Business Loans
|
14,603
|
|
0.3
|
%
|
14,215
|
|
0.3
|
%
|
|
50,558
|
|
0.8
|
%
|
50,892
|
|
0.8
|
%
|
||||
CLO Debt
|
—
|
|
—
|
%
|
—
|
|
—
|
%
|
|
28,613
|
|
0.5
|
%
|
32,398
|
|
0.5
|
%
|
||||
CLO Residual Interest
|
1,083,540
|
|
19.7
|
%
|
1,009,696
|
|
19.2
|
%
|
|
1,072,734
|
|
17.4
|
%
|
1,113,023
|
|
18.2
|
%
|
||||
Total Debt Investments
|
$
|
5,488,732
|
|
100.0
|
%
|
$
|
5,256,869
|
|
100.0
|
%
|
|
$
|
6,179,907
|
|
100.0
|
%
|
$
|
6,109,880
|
|
100.0
|
%
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||||||||
Geographic Location
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
||||||||||||
Canada
|
$
|
15,000
|
|
0.2
|
%
|
$
|
8,081
|
|
0.1
|
%
|
|
$
|
15,000
|
|
0.2
|
%
|
$
|
15,000
|
|
0.2
|
%
|
Cayman Islands
|
1,083,540
|
|
17.8
|
%
|
1,009,696
|
|
17.1
|
%
|
|
1,101,347
|
|
16.8
|
%
|
1,145,421
|
|
17.3
|
%
|
||||
France
|
9,756
|
|
0.2
|
%
|
9,015
|
|
0.2
|
%
|
|
10,145
|
|
0.2
|
%
|
9,734
|
|
0.2
|
%
|
||||
MidWest US
|
804,515
|
|
13.2
|
%
|
849,029
|
|
14.4
|
%
|
|
749,036
|
|
11.4
|
%
|
767,419
|
|
11.6
|
%
|
||||
NorthEast US
|
838,331
|
|
13.8
|
%
|
824,408
|
|
13.9
|
%
|
|
1,085,569
|
|
16.6
|
%
|
1,151,510
|
|
17.4
|
%
|
||||
NorthWest US
|
41,317
|
|
0.7
|
%
|
40,122
|
|
0.7
|
%
|
|
—
|
|
—
|
%
|
—
|
|
—
|
%
|
||||
Puerto Rico
|
40,516
|
|
0.7
|
%
|
40,516
|
|
0.7
|
%
|
|
40,911
|
|
0.6
|
%
|
37,539
|
|
0.6
|
%
|
||||
SouthEast US
|
1,498,976
|
|
24.6
|
%
|
1,531,944
|
|
26.0
|
%
|
|
1,609,956
|
|
24.5
|
%
|
1,661,477
|
|
25.1
|
%
|
||||
SouthWest US
|
586,701
|
|
9.6
|
%
|
486,695
|
|
8.3
|
%
|
|
762,454
|
|
11.6
|
%
|
693,138
|
|
10.5
|
%
|
||||
Western US
|
1,172,448
|
|
19.2
|
%
|
1,098,202
|
|
18.6
|
%
|
|
1,184,958
|
|
18.1
|
%
|
1,128,320
|
|
17.1
|
%
|
||||
Total Investments
|
$
|
6,091,100
|
|
100.0
|
%
|
$
|
5,897,708
|
|
100.0
|
%
|
|
$
|
6,559,376
|
|
100.0
|
%
|
$
|
6,609,558
|
|
100.0
|
%
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||||||||
Industry
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
|
Cost
|
% of Portfolio
|
Fair Value
|
% of Portfolio
|
||||||||||||
Aerospace & Defense
|
$
|
67,518
|
|
1.1
|
%
|
$
|
69,836
|
|
1.2
|
%
|
|
$
|
70,860
|
|
1.1
|
%
|
$
|
78,675
|
|
1.2
|
%
|
Business Services
|
249,482
|
|
4.1
|
%
|
246,960
|
|
4.2
|
%
|
|
646,021
|
|
9.8
|
%
|
711,541
|
|
10.8
|
%
|
||||
Chemicals
|
4,967
|
|
0.1
|
%
|
4,819
|
|
0.1
|
%
|
|
4,963
|
|
0.1
|
%
|
5,000
|
|
0.1
|
%
|
||||
Commercial Services
|
247,144
|
|
4.1
|
%
|
219,988
|
|
3.7
|
%
|
|
245,913
|
|
3.8
|
%
|
241,620
|
|
3.6
|
%
|
||||
Construction & Engineering
|
60,436
|
|
1.0
|
%
|
31,091
|
|
0.5
|
%
|
|
58,837
|
|
0.9
|
%
|
30,497
|
|
0.4
|
%
|
||||
Consumer Finance
|
449,203
|
|
7.4
|
%
|
474,652
|
|
8.0
|
%
|
|
426,697
|
|
6.5
|
%
|
486,977
|
|
7.4
|
%
|
||||
Consumer Services
|
194,554
|
|
3.1
|
%
|
197,346
|
|
3.2
|
%
|
|
190,037
|
|
2.9
|
%
|
190,216
|
|
2.9
|
%
|
||||
Diversified Financial Services
|
115,648
|
|
1.9
|
%
|
115,648
|
|
2.0
|
%
|
|
120,327
|
|
1.8
|
%
|
119,919
|
|
1.8
|
%
|
||||
Durable Consumer Products
|
457,075
|
|
7.5
|
%
|
453,795
|
|
7.7
|
%
|
|
439,172
|
|
6.7
|
%
|
422,033
|
|
6.4
|
%
|
||||
Food Products
|
287,626
|
|
4.7
|
%
|
283,172
|
|
4.8
|
%
|
|
282,185
|
|
4.3
|
%
|
281,365
|
|
4.3
|
%
|
||||
Healthcare
|
307,136
|
|
5.0
|
%
|
308,345
|
|
5.2
|
%
|
|
435,893
|
|
6.6
|
%
|
434,446
|
|
6.6
|
%
|
||||
Hotels, Restaurants & Leisure
|
139,813
|
|
2.3
|
%
|
139,954
|
|
2.4
|
%
|
|
177,748
|
|
2.7
|
%
|
177,926
|
|
2.7
|
%
|
||||
Machinery
|
330
|
|
—
|
%
|
511
|
|
—
|
%
|
|
376
|
|
—
|
%
|
563
|
|
—
|
%
|
||||
Manufacturing
|
219,503
|
|
3.6
|
%
|
180,546
|
|
3.1
|
%
|
|
163,380
|
|
2.5
|
%
|
126,921
|
|
1.9
|
%
|
||||
Media
|
371,440
|
|
6.1
|
%
|
357,864
|
|
6.1
|
%
|
|
361,825
|
|
5.5
|
%
|
350,365
|
|
5.3
|
%
|
||||
Metal Services & Minerals
|
9,934
|
|
0.2
|
%
|
8,701
|
|
0.1
|
%
|
|
25,670
|
|
0.4
|
%
|
23,745
|
|
0.4
|
%
|
||||
Oil and Gas Production
|
5,460
|
|
0.1
|
%
|
6,138
|
|
0.1
|
%
|
|
3,000
|
|
—
|
%
|
22
|
|
—
|
%
|
||||
Oil and Gas Services
|
286,105
|
|
4.7
|
%
|
165,091
|
|
2.8
|
%
|
|
289,803
|
|
4.4
|
%
|
246,817
|
|
3.7
|
%
|
||||
Online Lending
|
406,931
|
|
6.7
|
%
|
377,385
|
|
6.4
|
%
|
|
263,958
|
|
4.0
|
%
|
260,526
|
|
3.9
|
%
|
||||
Personal & Nondurable Consumer Products
|
213,585
|
|
3.5
|
%
|
193,054
|
|
3.3
|
%
|
|
213,796
|
|
3.4
|
%
|
193,046
|
|
2.9
|
%
|
||||
Pharmaceuticals
|
70,739
|
|
1.2
|
%
|
70,739
|
|
1.2
|
%
|
|
74,951
|
|
1.1
|
%
|
74,588
|
|
1.1
|
%
|
||||
Property Management
|
3,916
|
|
0.1
|
%
|
3,900
|
|
0.1
|
%
|
|
5,880
|
|
0.1
|
%
|
3,814
|
|
0.1
|
%
|
||||
Real Estate
|
335,048
|
|
5.5
|
%
|
480,763
|
|
8.2
|
%
|
|
412,080
|
|
6.3
|
%
|
465,196
|
|
7.0
|
%
|
||||
Retail
|
—
|
|
—
|
%
|
—
|
|
—
|
%
|
|
63
|
|
—
|
%
|
260
|
|
—
|
%
|
||||
Software & Computer Services
|
153,485
|
|
2.5
|
%
|
151,192
|
|
2.6
|
%
|
|
217,429
|
|
3.3
|
%
|
217,472
|
|
3.3
|
%
|
||||
Telecommunication Services
|
4,392
|
|
0.1
|
%
|
4,392
|
|
0.1
|
%
|
|
4,573
|
|
0.1
|
%
|
4,595
|
|
0.1
|
%
|
||||
Textiles, Apparel & Luxury Goods
|
278,552
|
|
4.5
|
%
|
278,552
|
|
4.7
|
%
|
|
252,200
|
|
3.8
|
%
|
252,200
|
|
3.8
|
%
|
||||
Transportation
|
67,538
|
|
1.1
|
%
|
63,578
|
|
1.1
|
%
|
|
70,392
|
|
1.1
|
%
|
63,792
|
|
1.0
|
%
|
||||
Subtotal
|
$
|
5,007,560
|
|
82.2
|
%
|
$
|
4,888,012
|
|
82.9
|
%
|
|
$
|
5,458,029
|
|
83.2
|
%
|
$
|
5,464,137
|
|
82.7
|
%
|
Structured Finance(1)
|
1,083,540
|
|
17.8
|
%
|
1,009,696
|
|
17.1
|
%
|
|
1,101,347
|
|
16.8
|
%
|
1,145,421
|
|
17.3
|
%
|
||||
Total Investments
|
$
|
6,091,100
|
|
100.0
|
%
|
$
|
5,897,708
|
|
100.0
|
%
|
|
$
|
6,559,376
|
|
100.0
|
%
|
$
|
6,609,558
|
|
100.0
|
%
|
(1)
|
Our CLO investments do not have industry concentrations and as such have been separated in the table above.
|
Quarter Ended
|
|
Acquisitions(1)
|
|
Dispositions(2)
|
||
September 30, 2013
|
|
537,851
|
|
|
145,176
|
|
December 31, 2013
|
|
608,154
|
|
|
255,238
|
|
March 31, 2014
|
|
1,343,256
|
|
|
197,947
|
|
June 30, 2014
|
|
444,104
|
|
|
169,617
|
|
|
|
|
|
|
||
September 30, 2014
|
|
714,255
|
|
|
690,194
|
|
December 31, 2014
|
|
522,705
|
|
|
224,076
|
|
March 31, 2015
|
|
219,111
|
|
|
108,124
|
|
June 30, 2015
|
|
411,406
|
|
|
389,168
|
|
|
|
|
|
|
||
September 30, 2015
|
|
345,743
|
|
|
436,919
|
|
December 31, 2015
|
|
316,145
|
|
|
354,855
|
|
March 31, 2016
|
|
23,176
|
|
|
163,641
|
|
June 30, 2016
|
|
294,038
|
|
|
383,460
|
|
(1)
|
Includes investments in new portfolio companies, follow-on investments in existing portfolio companies, refinancings and PIK interest.
|
(2)
|
Includes sales, scheduled principal payments, prepayments and refinancings.
|
Loan Type
|
Outstanding Balance
|
Interest Rate Range
|
Weighted Average Interest Rate*
|
||
Super Prime
|
$
|
66,152
|
|
4.0% - 36.0%
|
11.7%
|
Prime
|
175,899
|
|
5.3% - 36.0%
|
14.9%
|
|
Near Prime
|
467,106
|
|
6.0% - 36.0%
|
26.2%
|
No.
|
|
Property Name
|
|
City
|
|
Acquisition
Date |
|
Purchase
Price |
|
Mortgage
Outstanding |
||||
|
|
|
|
|
||||||||||
1
|
|
1557 Terrell Mill Road, LLC
|
|
Marietta, GA
|
|
12/28/2012
|
|
$
|
23,500
|
|
|
$
|
14,897
|
|
2
|
|
Lofton Place, LLC
|
|
Tampa, FL
|
|
4/30/2013
|
|
26,000
|
|
|
20,402
|
|
||
3
|
|
Arlington Park Marietta, LLC
|
|
Marietta, GA
|
|
5/8/2013
|
|
14,850
|
|
|
9,650
|
|
||
4
|
|
Cordova Regency, LLC
|
|
Pensacola, FL
|
|
11/15/2013
|
|
13,750
|
|
|
11,375
|
|
||
5
|
|
Crestview at Oakleigh, LLC
|
|
Pensacola, FL
|
|
11/15/2013
|
|
17,500
|
|
|
13,845
|
|
||
6
|
|
Inverness Lakes, LLC
|
|
Mobile, AL
|
|
11/15/2013
|
|
29,600
|
|
|
24,700
|
|
||
7
|
|
Kings Mill Pensacola, LLC
|
|
Pensacola, FL
|
|
11/15/2013
|
|
20,750
|
|
|
17,550
|
|
||
8
|
|
Plantations at Pine Lake, LLC
|
|
Tallahassee, FL
|
|
11/15/2013
|
|
18,000
|
|
|
14,092
|
|
||
9
|
|
Verandas at Rocky Ridge, LLC
|
|
Birmingham, AL
|
|
11/15/2013
|
|
15,600
|
|
|
10,205
|
|
||
10
|
|
Plantations at Hillcrest, LLC
|
|
Mobile, AL
|
|
1/17/2014
|
|
6,930
|
|
|
4,881
|
|
||
11
|
|
Crestview at Cordova, LLC
|
|
Pensacola, FL
|
|
1/17/2014
|
|
8,500
|
|
|
8,126
|
|
||
12
|
|
Taco Bell, OK
|
|
Yukon, OK
|
|
6/4/2014
|
|
1,719
|
|
|
—
|
|
||
13
|
|
146 Forest Parkway, LLC
|
|
Forest Park, GA
|
|
10/24/2012
|
|
7,400
|
|
|
—
|
|
||
14
|
|
5100 Live Oaks Blvd, LLC
|
|
Tampa, FL
|
|
1/17/2013
|
|
63,400
|
|
|
46,700
|
|
||
15
|
|
NPRC Carroll Resort, LLC
|
|
Pembroke Pines, FL
|
|
6/24/2013
|
|
225,000
|
|
|
181,707
|
|
||
16
|
|
APH Carroll 41, LLC
|
|
Marietta, GA
|
|
11/1/2013
|
|
30,600
|
|
|
32,713
|
|
||
17
|
|
Matthews Reserve II, LLC
|
|
Matthews, NC
|
|
11/19/2013
|
|
22,063
|
|
|
19,964
|
|
||
18
|
|
City West Apartments II, LLC
|
|
Orlando, FL
|
|
11/19/2013
|
|
23,562
|
|
|
23,354
|
|
||
19
|
|
Vinings Corner II, LLC
|
|
Smyrna, GA
|
|
11/19/2013
|
|
35,691
|
|
|
33,026
|
|
||
20
|
|
Uptown Park Apartments II, LLC
|
|
Altamonte Springs, FL
|
|
11/19/2013
|
|
36,590
|
|
|
29,839
|
|
||
21
|
|
Mission Gate II, LLC
|
|
Plano, TX
|
|
11/19/2013
|
|
47,621
|
|
|
41,711
|
|
||
22
|
|
St. Marin Apartments II, LLC
|
|
Coppell, TX
|
|
11/19/2013
|
|
73,078
|
|
|
62,552
|
|
||
23
|
|
APH Carroll Bartram Park, LLC
|
|
Jacksonville, FL
|
|
12/31/2013
|
|
38,000
|
|
|
28,100
|
|
||
24
|
|
APH Carroll Atlantic Beach, LLC
|
|
Atlantic Beach, FL
|
|
1/31/2014
|
|
13,025
|
|
|
8,766
|
|
||
25
|
|
23 Mile Road Self Storage, LLC
|
|
Chesterfield, MI
|
|
8/19/2014
|
|
5,804
|
|
|
4,350
|
|
||
26
|
|
36th Street Self Storage, LLC
|
|
Wyoming, MI
|
|
8/19/2014
|
|
4,800
|
|
|
3,600
|
|
||
27
|
|
Ball Avenue Self Storage, LLC
|
|
Grand Rapids, MI
|
|
8/19/2014
|
|
7,281
|
|
|
5,460
|
|
||
28
|
|
Ford Road Self Storage, LLC
|
|
Westland, MI
|
|
8/29/2014
|
|
4,642
|
|
|
3,480
|
|
||
29
|
|
Ann Arbor Kalamazoo Self Storage, LLC
|
|
Ann Arbor, MI
|
|
8/29/2014
|
|
4,458
|
|
|
3,345
|
|
||
30
|
|
Ann Arbor Kalamazoo Self Storage, LLC
|
|
Scio, MI
|
|
8/29/2014
|
|
8,927
|
|
|
6,695
|
|
||
31
|
|
Ann Arbor Kalamazoo Self Storage, LLC
|
|
Kalamazoo, MI
|
|
8/29/2014
|
|
2,363
|
|
|
1,775
|
|
||
32
|
|
Jolly Road Self Storage, LLC
|
|
Okemos, MI
|
|
1/16/2015
|
|
7,492
|
|
|
5,620
|
|
||
33
|
|
Eaton Rapids Road Self Storage, LLC
|
|
Lansing West, MI
|
|
1/16/2015
|
|
1,741
|
|
|
1,305
|
|
||
34
|
|
Haggerty Road Self Storage, LLC
|
|
Novi, MI
|
|
1/16/2015
|
|
6,700
|
|
|
5,025
|
|
||
35
|
|
Waldon Road Self Storage, LLC
|
|
Lake Orion, MI
|
|
1/16/2015
|
|
6,965
|
|
|
5,225
|
|
No.
|
|
Property Name
|
|
City
|
|
Acquisition
Date |
|
Purchase
Price |
|
Mortgage
Outstanding |
||||
|
|
|
|
|
||||||||||
36
|
|
Tyler Road Self Storage, LLC
|
|
Ypsilanti, MI
|
|
1/16/2015
|
|
3,507
|
|
|
2,630
|
|
||
37
|
|
SSIL I, LLC
|
|
Aurora, IL
|
|
11/5/2015
|
|
34,500
|
|
|
26,450
|
|
||
38
|
|
Atlanta Eastwood Village LLC
|
|
Stockbridge, GA
|
|
12/12/2013
|
|
25,957
|
|
|
19,785
|
|
||
39
|
|
Atlanta Monterey Village LLC
|
|
Jonesboro, GA
|
|
12/12/2013
|
|
11,501
|
|
|
9,193
|
|
||
40
|
|
Atlanta Hidden Creek LLC
|
|
Morrow, GA
|
|
12/12/2013
|
|
5,098
|
|
|
3,619
|
|
||
41
|
|
Atlanta Meadow Springs LLC
|
|
College Park, GA
|
|
12/12/2013
|
|
13,116
|
|
|
10,180
|
|
||
42
|
|
Atlanta Meadow View LLC
|
|
College Park, GA
|
|
12/12/2013
|
|
14,354
|
|
|
11,141
|
|
||
43
|
|
Atlanta Peachtree Landing LLC
|
|
Fairburn, GA
|
|
12/12/2013
|
|
17,224
|
|
|
13,575
|
|
||
44
|
|
Taco Bell, MO
|
|
Marshall, MO
|
|
6/4/2014
|
|
1,405
|
|
|
—
|
|
||
45
|
|
Canterbury Green Apartments Holdings LLC
|
|
Fort Wayne, IN
|
|
9/29/2014
|
|
85,500
|
|
|
74,286
|
|
||
46
|
|
Abbie Lakes OH Partners, LLC
|
|
Canal Winchester, OH
|
|
9/30/2014
|
|
12,600
|
|
|
10,440
|
|
||
47
|
|
Kengary Way OH Partners, LLC
|
|
Reynoldsburg, OH
|
|
9/30/2014
|
|
11,500
|
|
|
11,000
|
|
||
48
|
|
Lakeview Trail OH Partners, LLC
|
|
Canal Winchester, OH
|
|
9/30/2014
|
|
26,500
|
|
|
20,142
|
|
||
49
|
|
Lakepoint OH Partners, LLC
|
|
Pickerington, OH
|
|
9/30/2014
|
|
11,000
|
|
|
10,080
|
|
||
50
|
|
Sunbury OH Partners, LLC
|
|
Columbus, OH
|
|
9/30/2014
|
|
13,000
|
|
|
10,480
|
|
||
51
|
|
Heatherbridge OH Partners, LLC
|
|
Blacklick, OH
|
|
9/30/2014
|
|
18,416
|
|
|
15,480
|
|
||
52
|
|
Jefferson Chase OH Partners, LLC
|
|
Blacklick, OH
|
|
9/30/2014
|
|
13,551
|
|
|
12,240
|
|
||
53
|
|
Goldenstrand OH Partners, LLC
|
|
Hilliard, OH
|
|
10/29/2014
|
|
7,810
|
|
|
8,040
|
|
||
|
|
|
|
|
|
|
|
$
|
1,200,441
|
|
|
$
|
972,796
|
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||
|
Maximum Draw Amount
|
|
Amount Outstanding
|
|
Maximum Draw Amount
|
|
Amount Outstanding
|
||||||||
Revolving Credit Facility
|
$
|
885,000
|
|
|
$
|
—
|
|
|
$
|
885,000
|
|
|
$
|
368,700
|
|
Convertible Notes
|
1,089,000
|
|
|
1,089,000
|
|
|
1,239,500
|
|
|
1,239,500
|
|
||||
Public Notes
|
709,657
|
|
|
709,657
|
|
|
548,094
|
|
|
548,094
|
|
||||
Prospect Capital InterNotes®
|
908,808
|
|
|
908,808
|
|
|
827,442
|
|
|
827,442
|
|
||||
Total
|
$
|
3,592,465
|
|
|
$
|
2,707,465
|
|
|
$
|
3,500,036
|
|
|
$
|
2,983,736
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
Less than 1 Year
|
|
1 – 3 Years
|
|
3 – 5 Years
|
|
After 5 Years
|
||||||||||
Revolving Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Convertible Notes
|
1,089,000
|
|
|
167,500
|
|
|
529,500
|
|
|
392,000
|
|
|
—
|
|
|||||
Public Notes
|
709,657
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
409,657
|
|
|||||
Prospect Capital InterNotes®
|
908,808
|
|
|
8,819
|
|
|
257,198
|
|
|
360,599
|
|
|
282,192
|
|
|||||
Total Contractual Obligations
|
$
|
2,707,465
|
|
|
$
|
176,319
|
|
|
$
|
786,698
|
|
|
$
|
1,052,599
|
|
|
$
|
691,849
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
Less than 1 Year
|
|
1 – 3 Years
|
|
3 – 5 Years
|
|
After 5 Years
|
||||||||||
Revolving Credit Facility
|
$
|
368,700
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
368,700
|
|
|
$
|
—
|
|
Convertible Notes
|
1,239,500
|
|
|
150,000
|
|
|
497,500
|
|
|
592,000
|
|
|
—
|
|
|||||
Public Notes
|
548,094
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
248,094
|
|
|||||
Prospect Capital InterNotes®
|
827,442
|
|
|
—
|
|
|
54,509
|
|
|
369,938
|
|
|
402,995
|
|
|||||
Total Contractual Obligations
|
$
|
2,983,736
|
|
|
$
|
150,000
|
|
|
$
|
552,009
|
|
|
$
|
1,630,638
|
|
|
$
|
651,089
|
|
|
2016 Notes
|
|
|
2017 Notes
|
|
|
2018 Notes
|
|
|
2019 Notes
|
|
|
2020 Notes
|
|
|||||
Initial conversion rate(1)
|
78.3699
|
|
|
85.8442
|
|
|
82.3451
|
|
|
79.7766
|
|
|
80.6647
|
|
|||||
Initial conversion price
|
$
|
12.76
|
|
|
$
|
11.65
|
|
|
$
|
12.14
|
|
|
$
|
12.54
|
|
|
$
|
12.40
|
|
Conversion rate at June 30, 2016(1)(2)
|
80.2196
|
|
|
87.7516
|
|
|
84.1497
|
|
|
79.8360
|
|
|
80.6670
|
|
|||||
Conversion price at
June 30
, 2016(2)(3)
|
$
|
12.47
|
|
|
$
|
11.40
|
|
|
$
|
11.88
|
|
|
$
|
12.53
|
|
|
$
|
12.40
|
|
Last conversion price calculation date
|
2/18/2016
|
|
|
4/16/2016
|
|
|
8/14/2015
|
|
|
12/21/2015
|
|
|
4/11/2016
|
|
|||||
Dividend threshold amount (per share)(4)
|
$
|
0.101150
|
|
|
$
|
0.101500
|
|
|
$
|
0.101600
|
|
|
$
|
0.110025
|
|
|
$
|
0.110525
|
|
(1)
|
Conversion rates denominated in shares of common stock per $1 principal amount of the Convertible Notes converted.
|
(2)
|
Represents conversion rate and conversion price, as applicable, taking into account certain de minimis adjustments that will be made on the conversion date.
|
(3)
|
The conversion price in effect at
June 30, 2016
was calculated on the last anniversary of the issuance and will be adjusted again on the next anniversary, unless the exercise price shall have changed by more than 1% before the anniversary.
|
(4)
|
The conversion rate is increased if monthly cash dividends paid to common shares exceed the monthly dividend threshold amount, subject to adjustment. Current dividend rates are below the minimum dividend threshold amount for further conversion rate adjustments for all bonds.
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
5
|
|
$
|
51,503
|
|
|
4.625%–6.00%
|
|
5.12
|
%
|
|
July 15, 2020 – June 15, 2021
|
6.5
|
|
35,155
|
|
|
5.10%–5.25%
|
|
5.25
|
%
|
|
January 15, 2022 – May 15, 2022
|
|
7
|
|
990
|
|
|
5.625%–6.00%
|
|
5.77
|
%
|
|
November 15, 2022 – December 15, 2022
|
|
10
|
|
787
|
|
|
5.125%–6.00%
|
|
5.33
|
%
|
|
November 15, 2025 – December 15, 2025
|
|
|
|
$
|
88,435
|
|
|
|
|
|
|
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
5.25
|
|
$
|
7,126
|
|
|
4.625%
|
|
4.625
|
%
|
|
August 15, 2020 – September 15, 2020
|
5.5
|
|
106,364
|
|
|
4.25%–4.75%
|
|
4.63
|
%
|
|
May 15, 2020 – November 15, 2020
|
|
6
|
|
2,197
|
|
|
3.375%
|
|
3.375
|
%
|
|
April 15, 2021 – May 15, 2021
|
|
6.5
|
|
3,912
|
|
|
5.10%
|
|
5.10
|
%
|
|
December 15, 2021
|
|
7
|
|
6,097
|
|
|
5.10%
|
|
5.10
|
%
|
|
May 15, 2022 – June 15, 2022
|
|
|
|
$
|
125,696
|
|
|
|
|
0.051
|
|
|
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
3
|
|
$
|
5,710
|
|
|
4.00%
|
|
4.00
|
%
|
|
October 15, 2016
|
3.5
|
|
3,109
|
|
|
4.00%
|
|
4.00
|
%
|
|
April 15, 2017
|
|
4
|
|
45,690
|
|
|
3.75%–4.00%
|
|
3.92
|
%
|
|
November 15, 2017 – May 15, 2018
|
|
5
|
|
259,191
|
|
|
4.25%–5.75%
|
|
4.95
|
%
|
|
July 15, 2018 – June 15, 2021
|
|
5.2
|
|
4,440
|
|
|
4.625%
|
|
4.625
|
%
|
|
August 15, 2020 – September 15, 2020
|
|
5.3
|
|
2,686
|
|
|
4.625%
|
|
4.625
|
%
|
|
September 15, 2020
|
|
5.4
|
|
5,000
|
|
|
4.75%
|
|
4.75
|
%
|
|
August 15, 2019
|
|
5.5
|
|
109,808
|
|
|
4.25%–5.00%
|
|
4.65
|
%
|
|
February 15, 2019 – November 15, 2020
|
|
6
|
|
2,197
|
|
|
3.375%
|
|
3.375
|
%
|
|
April 15, 2021 – May 15, 2021
|
|
6.5
|
|
40,867
|
|
|
5.10%–5.50%
|
|
5.24
|
%
|
|
February 15, 2020 – May 15, 2022
|
|
7
|
|
192,076
|
|
|
4.00%–6.55%
|
|
5.13
|
%
|
|
June 15, 2019 – December 15, 2022
|
|
7.5
|
|
1,996
|
|
|
5.75%
|
|
5.75
|
%
|
|
February 15, 2021
|
|
10
|
|
37,533
|
|
|
3.62%–7.00%
|
|
6.11
|
%
|
|
March 15, 2022 – December 15, 2025
|
|
12
|
|
2,978
|
|
|
6.00%
|
|
6.00
|
%
|
|
November 15, 2025 – December 15, 2025
|
|
15
|
|
17,325
|
|
|
5.25%–6.00%
|
|
5.36
|
%
|
|
May 15, 2028 – November 15, 2028
|
|
18
|
|
22,303
|
|
|
4.125%–6.25%
|
|
5.53
|
%
|
|
December 15, 2030 – August 15, 2031
|
|
20
|
|
4,462
|
|
|
5.625%–6.00%
|
|
5.89
|
%
|
|
November 15, 2032 – October 15, 2033
|
|
25
|
|
35,110
|
|
|
6.25%–6.50%
|
|
6.39
|
%
|
|
August 15, 2038 – May 15, 2039
|
|
30
|
|
116,327
|
|
|
5.50%–6.75%
|
|
6.23
|
%
|
|
November 15, 2042 – October 15, 2043
|
|
|
|
$
|
908,808
|
|
|
|
|
|
|
|
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
3
|
|
$
|
5,710
|
|
|
4.00%
|
|
4.00
|
%
|
|
October 15, 2016
|
3.5
|
|
3,109
|
|
|
4.00%
|
|
4.00
|
%
|
|
April 15, 2017
|
|
4
|
|
45,690
|
|
|
3.75%–4.00%
|
|
3.92
|
%
|
|
November 15, 2017 – May 15, 2018
|
|
5
|
|
207,719
|
|
|
4.25%–5.00%
|
|
4.92
|
%
|
|
July 15, 2018 – May 15, 2019
|
|
5.25
|
|
7,126
|
|
|
4.625%
|
|
4.63
|
%
|
|
August 15, 2020 – September 15, 2020
|
|
5.5
|
|
115,184
|
|
|
4.25%–5.00%
|
|
4.65
|
%
|
|
February 15, 2019 – November 15, 2020
|
|
6
|
|
2,197
|
|
|
3.375%
|
|
3.38
|
%
|
|
April 15, 2021 – May 15, 2021
|
|
6.5
|
|
5,712
|
|
|
5.10%–5.50%
|
|
5.23
|
%
|
|
February 15, 2020 – December 15, 2021
|
|
7
|
|
191,549
|
|
|
4.00%–5.85%
|
|
5.13
|
%
|
|
September 15, 2019 – June 15, 2022
|
|
7.5
|
|
1,996
|
|
|
5.75%
|
|
5.75
|
%
|
|
February 15, 2021
|
|
10
|
|
36,925
|
|
|
3.29%–7.00%
|
|
6.11
|
%
|
|
March 15, 2022 – May 15, 2024
|
|
12
|
|
2,978
|
|
|
6.00%
|
|
6.00
|
%
|
|
November 15, 2025 – December 15, 2025
|
|
15
|
|
17,385
|
|
|
5.00%–6.00%
|
|
5.14
|
%
|
|
May 15, 2028 – November 15, 2028
|
|
18
|
|
22,729
|
|
|
4.125%–6.25%
|
|
5.52
|
%
|
|
December 15, 2030 – August 15, 2031
|
|
20
|
|
4,530
|
|
|
5.75%–6.00%
|
|
5.89
|
%
|
|
November 15, 2032 – October 15, 2033
|
|
25
|
|
36,320
|
|
|
6.25%–6.50%
|
|
6.39
|
%
|
|
August 15, 2038 – May 15, 2039
|
|
30
|
|
120,583
|
|
|
5.50%–6.75%
|
|
6.23
|
%
|
|
November 15, 2042 – October 15, 2043
|
|
|
|
$
|
827,442
|
|
|
|
|
|
|
|
|
|
|
June 30, 2016
|
|
June 30, 2015
|
||||
Net assets
|
|
$
|
3,435,917
|
|
|
$
|
3,703,049
|
|
Shares of common stock issued and outstanding
|
|
357,107,231
|
|
|
359,090,759
|
|
||
Net asset value per share
|
|
$
|
9.62
|
|
|
$
|
10.31
|
|
|
Year Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
|||||||||||
Interest income
|
$
|
731,618
|
|
|
$
|
748,974
|
|
|
$
|
613,741
|
|
Dividend income
|
26,501
|
|
|
7,663
|
|
|
26,837
|
|
|||
Other income
|
33,854
|
|
|
34,447
|
|
|
71,713
|
|
|||
Total investment income
|
$
|
791,973
|
|
|
$
|
791,084
|
|
|
$
|
712,291
|
|
|
|
|
|
|
|
||||||
Average debt principal of performing investments
|
$
|
6,013,754
|
|
|
$
|
6,183,163
|
|
|
$
|
4,886,910
|
|
Weighted average interest rate earned on performing debt and equity investments
|
12.17
|
%
|
|
12.11
|
%
|
|
12.56
|
%
|
|
Year Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Interest on borrowings
|
$
|
146,659
|
|
|
$
|
149,312
|
|
|
$
|
111,900
|
|
Amortization of deferred financing costs
|
13,561
|
|
|
14,266
|
|
|
11,491
|
|
|||
Accretion of discount on Public Notes
|
200
|
|
|
213
|
|
|
156
|
|
|||
Facility commitment fees
|
7,299
|
|
|
6,869
|
|
|
6,556
|
|
|||
Total interest and credit facility expenses
|
$
|
167,719
|
|
|
$
|
170,660
|
|
|
$
|
130,103
|
|
|
|
|
|
|
|
||||||
Average principal debt outstanding
|
$
|
2,807,125
|
|
|
$
|
2,830,727
|
|
|
$
|
1,984,164
|
|
Weighted average stated interest rate on borrowings(1)
|
5.22
|
%
|
|
5.27
|
%
|
|
5.64
|
%
|
|||
Weighted average interest rate on borrowings(2)
|
5.97
|
%
|
|
6.03
|
%
|
|
6.56
|
%
|
(1)
|
Includes only the stated interest expense.
|
(2)
|
Includes the stated interest expense, amortization of deferred financing costs, accretion of discount on Public Notes and commitment fees on the undrawn portion of our Revolving Credit Facility.
|
•
|
$0.08333 per share for September 2016 to holders of record on September 30, 2016 with a payment date of October 20, 2016;
|
•
|
$0.08333 per share for October 2016 to holders of record on October 31, 2016 with a payment date of November 17, 2016.
|
1.
|
Each portfolio company or investment is reviewed by our investment professionals with independent valuation firms engaged by our Board of Directors.
|
2.
|
The independent valuation firms prepare independent valuations for each investment based on their own independent assessments and issues their report.
|
3.
|
The Audit Committee of our Board of Directors reviews and discusses with the independent valuation firms the valuation reports, and then makes a recommendation to the Board of Directors of the value for each investment.
|
4.
|
The Board of Directors discusses valuations and determines the fair value of each investment in our portfolio in good faith based on the input of the Investment Adviser, the respective independent valuation firm and the Audit Committee.
|
(in thousands)
Basis Point Change
|
|
Interest Income
|
|
Interest Expense
|
|
Net Income
|
|
Net Investment Income (1)
|
||||||||
Up 300 basis points
|
|
$
|
83,879
|
|
|
$
|
43
|
|
|
$
|
83,836
|
|
|
$
|
67,069
|
|
Up 200 basis points
|
|
47,172
|
|
|
29
|
|
|
47,143
|
|
|
37,714
|
|
||||
Up 100 basis points
|
|
14,352
|
|
|
16
|
|
|
14,336
|
|
|
11,469
|
|
||||
Down 100 basis points
|
|
(219
|
)
|
|
(10
|
)
|
|
(209
|
)
|
|
(251
|
)
|
(1)
|
Includes the impact of income incentive fees. See Note 13 to our consolidated financial statements for the year ended
|
(2)
|
As of June 30, 2016, one and three month LIBOR was 0.47% and 0.65%, respectively.
|
|
Page
|
/s/ BDO USA, LLP
|
BDO USA, LLP
|
New York, New York
|
August 29, 2016
|
|
June 30, 2016
|
|
June 30, 2015
|
||||
|
|
||||||
Assets
|
|
|
|
|
|
||
Investments at fair value:
|
|
|
|
|
|
||
Control investments (amortized cost of $1,768,220 and $1,894,644, respectively)
|
$
|
1,752,449
|
|
|
$
|
1,974,202
|
|
Affiliate investments (amortized cost of $10,758 and $45,150, respectively)
|
11,320
|
|
|
45,945
|
|
||
Non-control/non-affiliate investments (amortized cost of $4,312,122 and $4,619,582, respectively)
|
4,133,939
|
|
|
4,589,411
|
|
||
Total investments at fair value (amortized cost of $6,091,100 and $6,559,376, respectively)
|
5,897,708
|
|
|
6,609,558
|
|
||
Cash and cash equivalents
|
317,798
|
|
|
110,026
|
|
||
Receivables for:
|
|
|
|
||||
Interest, net
|
12,127
|
|
|
20,408
|
|
||
Other
|
168
|
|
|
2,885
|
|
||
Prepaid expenses
|
855
|
|
|
757
|
|
||
Deferred financing costs
|
48,051
|
|
|
54,420
|
|
||
Total Assets
|
6,276,707
|
|
|
6,798,054
|
|
||
|
|
|
|
||||
Liabilities
|
|
|
|
|
|
||
Revolving Credit Facility (Notes 4 and 8)
|
—
|
|
|
368,700
|
|
||
Convertible Notes (Notes 5 and 8)
|
1,089,000
|
|
|
1,239,500
|
|
||
Public Notes (Notes 6 and 8)
|
709,657
|
|
|
548,094
|
|
||
Prospect Capital InterNotes
®
(Notes 7 and 8)
|
908,808
|
|
|
827,442
|
|
||
Interest payable
|
40,804
|
|
|
39,659
|
|
||
Due to broker
|
957
|
|
|
26,778
|
|
||
Dividends payable
|
29,758
|
|
|
29,923
|
|
||
Due to Prospect Capital Management (Note 13)
|
54,149
|
|
|
2,550
|
|
||
Due to Prospect Administration (Note 13)
|
1,765
|
|
|
4,238
|
|
||
Accrued expenses
|
2,259
|
|
|
3,408
|
|
||
Other liabilities
|
3,633
|
|
|
4,713
|
|
||
Commitments and Contingencies (Note 3)
|
—
|
|
|
—
|
|
||
Total Liabilities
|
2,840,790
|
|
|
3,095,005
|
|
||
Net Assets
|
$
|
3,435,917
|
|
|
$
|
3,703,049
|
|
|
|
|
|
||||
Components of Net Assets
|
|
|
|
|
|
||
Common stock, par value $0.001 per share (1,000,000,000 common shares authorized; 357,107,231 and 359,090,759 issued and outstanding, respectively) (Note 9)
|
$
|
357
|
|
|
$
|
359
|
|
Paid-in capital in excess of par (Note 9)
|
3,967,397
|
|
|
3,975,672
|
|
||
Accumulated overdistributed net investment income
|
(3,623
|
)
|
|
(21,077
|
)
|
||
Accumulated net realized loss on investments and extinguishment of debt
|
(334,822
|
)
|
|
(302,087
|
)
|
||
Net unrealized (depreciation) appreciation on investments
|
(193,392
|
)
|
|
50,182
|
|
||
Net Assets
|
$
|
3,435,917
|
|
|
$
|
3,703,049
|
|
|
|
|
|
||||
Net Asset Value Per Share (Note 16)
|
$
|
9.62
|
|
|
$
|
10.31
|
|
|
Year Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Investment Income
|
|
|
|
|
|
||||||
Interest income:
|
|
|
|
|
|
||||||
Control investments
|
$
|
207,377
|
|
|
$
|
200,409
|
|
|
$
|
153,307
|
|
Affiliate investments
|
896
|
|
|
3,799
|
|
|
4,358
|
|
|||
Non-control/non-affiliate investments
|
347,132
|
|
|
385,710
|
|
|
334,039
|
|
|||
Structured credit securities
|
176,213
|
|
|
159,056
|
|
|
122,037
|
|
|||
Total interest income
|
731,618
|
|
|
748,974
|
|
|
613,741
|
|
|||
Dividend income:
|
|
|
|
|
|
||||||
Control investments
|
26,435
|
|
|
6,811
|
|
|
26,687
|
|
|||
Affiliate investments
|
—
|
|
|
778
|
|
|
—
|
|
|||
Non-control/non-affiliate investments
|
66
|
|
|
74
|
|
|
150
|
|
|||
Total dividend income
|
26,501
|
|
|
7,663
|
|
|
26,837
|
|
|||
Other income:
|
|
|
|
|
|
||||||
Control investments
|
22,528
|
|
|
12,975
|
|
|
43,671
|
|
|||
Affiliate investments
|
—
|
|
|
226
|
|
|
17
|
|
|||
Non-control/non-affiliate investments
|
11,326
|
|
|
21,246
|
|
|
28,025
|
|
|||
Total other income (Note 10)
|
33,854
|
|
|
34,447
|
|
|
71,713
|
|
|||
Total Investment Income
|
791,973
|
|
|
791,084
|
|
|
712,291
|
|
|||
Operating Expenses
|
|
|
|
|
|
||||||
Investment advisory fees:
|
|
|
|
|
|
||||||
Base management fee (Note 13)
|
126,523
|
|
|
134,590
|
|
|
108,990
|
|
|||
Income incentive fee (Note 13)
|
92,782
|
|
|
90,687
|
|
|
89,306
|
|
|||
Interest and credit facility expenses
|
167,719
|
|
|
170,660
|
|
|
130,103
|
|
|||
Audit, compliance and tax related fees
|
4,428
|
|
|
3,772
|
|
|
2,959
|
|
|||
Allocation of overhead from Prospect Administration (Note 13)
|
12,647
|
|
|
14,977
|
|
|
14,373
|
|
|||
Directors’ fees
|
379
|
|
|
379
|
|
|
325
|
|
|||
Excise tax
|
2,295
|
|
|
2,505
|
|
|
(4,200
|
)
|
|||
Other general and administrative expenses
|
14,072
|
|
|
10,767
|
|
|
13,212
|
|
|||
Total Operating Expenses
|
420,845
|
|
|
428,337
|
|
|
355,068
|
|
|||
Net Investment Income
|
371,128
|
|
|
362,747
|
|
|
357,223
|
|
|||
Net Realized and Change in Unrealized Gains (Losses)
|
|
|
|
|
|
||||||
Net realized gains (losses)
|
|
|
|
|
|
||||||
Control investments
|
(5,406
|
)
|
|
(80,640
|
)
|
|
—
|
|
|||
Affiliate investments
|
(14,194
|
)
|
|
—
|
|
|
—
|
|
|||
Non-control/non-affiliate investments
|
(4,817
|
)
|
|
(99,783
|
)
|
|
(3,346
|
)
|
|||
Net realized gains (losses) on extinguishment of debt
|
224
|
|
|
(3,950
|
)
|
|
—
|
|
|||
Net realized losses
|
(24,193
|
)
|
|
(184,373
|
)
|
|
(3,346
|
)
|
|||
Net change in unrealized gains (losses)
|
|
|
|
|
|
||||||
Control investments
|
(88,751
|
)
|
|
158,346
|
|
|
(20,519
|
)
|
|||
Affiliate investments
|
(233
|
)
|
|
503
|
|
|
(4,500
|
)
|
|||
Non-control/non-affiliate investments
|
(154,589
|
)
|
|
9,116
|
|
|
(9,838
|
)
|
|||
Net change in unrealized gains (losses)
|
(243,573
|
)
|
|
167,965
|
|
|
(34,857
|
)
|
|||
Net Realized and Change in Unrealized Losses
|
(267,766
|
)
|
|
(16,408
|
)
|
|
(38,203
|
)
|
|||
Net Increase in Net Assets Resulting from Operations
|
$
|
103,362
|
|
|
$
|
346,339
|
|
|
$
|
319,020
|
|
Net increase in net assets resulting from operations per share
|
$
|
0.29
|
|
|
$
|
0.98
|
|
|
$
|
1.06
|
|
Dividends declared per share
|
$
|
(1.00
|
)
|
|
$
|
(1.19
|
)
|
|
$
|
(1.32
|
)
|
|
Year Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Operations
|
|
|
|
|
|
|
|
||||
Net investment income
|
$
|
371,128
|
|
|
$
|
362,747
|
|
|
$
|
357,223
|
|
Net realized losses on investments
|
(24,417
|
)
|
|
(180,423
|
)
|
|
(3,346
|
)
|
|||
Net change in unrealized (depreciation) appreciation on investments
|
(243,573
|
)
|
|
167,965
|
|
|
(34,857
|
)
|
|||
Net realized gains (losses) on extinguishment of debt
|
224
|
|
|
(3,950
|
)
|
|
—
|
|
|||
Net Increase in Net Assets Resulting from Operations
|
103,362
|
|
|
346,339
|
|
|
319,020
|
|
|||
|
|
|
|
|
|
||||||
Distributions to Shareholders
|
|
|
|
|
|
||||||
Distribution from net investment income
|
(356,110
|
)
|
|
(421,594
|
)
|
|
(403,188
|
)
|
|||
Distribution of return of capital
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net Decrease in Net Assets Resulting from Distributions to Shareholders
|
(356,110
|
)
|
|
(421,594
|
)
|
|
(403,188
|
)
|
|||
|
|
|
|
|
|
||||||
Common Stock Transactions
|
|
|
|
|
|
||||||
Issuance of common stock, net of underwriting costs
|
—
|
|
|
146,085
|
|
|
973,832
|
|
|||
Less: Offering costs from issuance of common stock
|
118
|
|
|
(644
|
)
|
|
(1,380
|
)
|
|||
Repurchase of common stock under stock repurchase program
|
(34,140
|
)
|
|
—
|
|
|
—
|
|
|||
Value of shares issued to acquire controlled investments
|
—
|
|
|
—
|
|
|
57,830
|
|
|||
Value of shares issued through reinvestment of dividends
|
19,638
|
|
|
14,681
|
|
|
15,574
|
|
|||
Net (Decrease) Increase in Net Assets Resulting from Common Stock Transactions
|
(14,384
|
)
|
|
160,122
|
|
|
1,045,856
|
|
|||
|
|
|
|
|
|
||||||
Total (Decrease) Increase in Net Assets
|
(267,132
|
)
|
|
84,867
|
|
|
961,688
|
|
|||
Net assets at beginning of year
|
3,703,049
|
|
|
3,618,182
|
|
|
2,656,494
|
|
|||
Net Assets at End of Year
|
$
|
3,435,917
|
|
|
$
|
3,703,049
|
|
|
$
|
3,618,182
|
|
|
|
|
|
|
|
||||||
Common Stock Activity
|
|
|
|
|
|
||||||
Shares sold
|
—
|
|
|
14,845,556
|
|
|
88,054,653
|
|
|||
Shares issued to acquire controlled investments
|
—
|
|
|
—
|
|
|
5,326,949
|
|
|||
Shares repurchased under stock repurchase program
|
(4,708,750
|
)
|
|
—
|
|
|
—
|
|
|||
Shares issued through reinvestment of dividends
|
2,725,222
|
|
|
1,618,566
|
|
|
1,408,070
|
|
|||
Net shares (repurchased) issued due to common stock activity
|
(1,983,528
|
)
|
|
16,464,122
|
|
|
94,789,672
|
|
|||
Shares issued and outstanding at beginning of year
|
359,090,759
|
|
|
342,626,637
|
|
|
247,836,965
|
|
|||
Shares Issued and Outstanding at End of Year
|
357,107,231
|
|
|
359,090,759
|
|
|
342,626,637
|
|
|
Year Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Operating Activities
|
|
|
|
|
|
||||||
Net increase in net assets resulting from operations
|
$
|
103,362
|
|
|
$
|
346,339
|
|
|
$
|
319,020
|
|
Net realized (gains) losses on extinguishment of debt
|
(224
|
)
|
|
3,950
|
|
|
—
|
|
|||
Net realized losses on investments
|
24,417
|
|
|
180,423
|
|
|
3,346
|
|
|||
Net change in unrealized depreciation (appreciation) on investments
|
243,573
|
|
|
(167,965
|
)
|
|
34,857
|
|
|||
Amortization of discounts and premiums, net
|
84,087
|
|
|
87,638
|
|
|
46,297
|
|
|||
Accretion of discount on Public Notes (Note 6)
|
200
|
|
|
213
|
|
|
156
|
|
|||
Amortization of deferred financing costs
|
13,561
|
|
|
14,266
|
|
|
11,491
|
|
|||
Payment-in-kind interest
|
(20,531
|
)
|
|
(29,277
|
)
|
|
(15,145
|
)
|
|||
Structuring fees
|
(9,393
|
)
|
|
(20,916
|
)
|
|
(45,087
|
)
|
|||
Change in operating assets and liabilities:
|
|
|
|
|
|
||||||
Payments for purchases of investments
|
(921,679
|
)
|
|
(1,817,284
|
)
|
|
(2,815,303
|
)
|
|||
Proceeds from sale of investments and collection of investment principal
|
1,311,375
|
|
|
1,411,562
|
|
|
767,978
|
|
|||
Decrease in interest receivable, net
|
8,281
|
|
|
1,589
|
|
|
866
|
|
|||
Decrease (increase) in other receivables
|
2,717
|
|
|
(298
|
)
|
|
1,810
|
|
|||
(Increase) decrease in prepaid expenses
|
(98
|
)
|
|
2,071
|
|
|
(2,288
|
)
|
|||
(Decrease) increase in due to broker
|
(25,821
|
)
|
|
26,778
|
|
|
(43,588
|
)
|
|||
Increase in interest payable
|
1,145
|
|
|
2,200
|
|
|
13,075
|
|
|||
(Decrease) increase in due to Prospect Administration
|
(2,473
|
)
|
|
2,030
|
|
|
842
|
|
|||
Increase (decrease) in due to Prospect Capital Management
|
51,599
|
|
|
2,547
|
|
|
(5,321
|
)
|
|||
(Decrease) increase in accrued expenses
|
(1,149
|
)
|
|
(1,382
|
)
|
|
2,445
|
|
|||
(Decrease) increase in other liabilities
|
(1,080
|
)
|
|
980
|
|
|
(682
|
)
|
|||
Net Cash Provided by (Used in) Operating Activities
|
861,869
|
|
|
45,464
|
|
|
(1,725,231
|
)
|
|||
Financing Activities
|
|
|
|
|
|
||||||
Borrowings under Revolving Credit Facility (Note 4)
|
615,000
|
|
|
1,567,000
|
|
|
1,078,500
|
|
|||
Principal payments under Revolving Credit Facility (Note 4)
|
(983,700
|
)
|
|
(1,290,300
|
)
|
|
(1,110,500
|
)
|
|||
Issuances of Public Notes, net of original issue discount (Note 6)
|
161,364
|
|
|
—
|
|
|
255,000
|
|
|||
(Redemptions) and issuances of Convertible Notes (Note 5)
|
(150,000
|
)
|
|
—
|
|
|
400,000
|
|
|||
Repurchase of Convertible Notes, net (Note 5)
|
(500
|
)
|
|
(7,668
|
)
|
|
—
|
|
|||
Redemption of Public Notes, net (Note 6)
|
—
|
|
|
(102,600
|
)
|
|
—
|
|
|||
Issuances of Prospect Capital InterNotes® (Note 7)
|
88,435
|
|
|
125,696
|
|
|
473,762
|
|
|||
Redemptions of Prospect Capital InterNotes®, net (Note 7)
|
(7,069
|
)
|
|
(85,606
|
)
|
|
(6,869
|
)
|
|||
Financing costs paid and deferred
|
(6,968
|
)
|
|
(6,793
|
)
|
|
(29,055
|
)
|
|||
Cost of shares repurchased under stock repurchase program
|
(34,140
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from issuance of common stock, net of underwriting costs
|
—
|
|
|
146,085
|
|
|
973,832
|
|
|||
Offering costs from issuance of common stock
|
118
|
|
|
(644
|
)
|
|
(1,380
|
)
|
|||
Dividends paid
|
(336,637
|
)
|
|
(414,833
|
)
|
|
(377,070
|
)
|
|||
Net Cash (Used in) Provided by Financing Activities
|
(654,097
|
)
|
|
(69,663
|
)
|
|
1,656,220
|
|
|||
|
|
|
|
|
|
||||||
Net Increase (Decrease) in Cash and Cash Equivalents
|
207,772
|
|
|
(24,199
|
)
|
|
(69,011
|
)
|
|||
Cash and cash equivalents at beginning of year
|
110,026
|
|
|
134,225
|
|
|
203,236
|
|
|||
Cash and Cash Equivalents at End of Year
|
$
|
317,798
|
|
|
$
|
110,026
|
|
|
$
|
134,225
|
|
|
|
|
|
|
|
||||||
Supplemental Disclosures
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
152,817
|
|
|
$
|
153,982
|
|
|
$
|
105,410
|
|
Non-Cash Financing Activities
|
|
|
|
|
|
||||||
Value of shares issued through reinvestment of dividends
|
$
|
19,638
|
|
|
$
|
14,681
|
|
|
$
|
15,574
|
|
Value of shares issued to acquire controlled investments
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
57,830
|
|
Exchange of Prospect Capital InterNotes® for Public Notes
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
45,000
|
|
|
|
|
June 30, 2016
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Control Investments (greater than 25.00% voting control)(48)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Valley Electric Company, Inc.(32)
|
Washington / Construction & Engineering
|
Senior Secured Note to Valley Electric Co. of Mt. Vernon, Inc. (8.00% (LIBOR + 5.00% with 3.00% LIBOR floor) plus 2.50% PIK, due 12/31/2019)(3)(11)(13)(47)
|
$
|
10,430
|
|
$
|
10,430
|
|
$
|
10,430
|
|
0.3%
|
Senior Secured Note (10.00% plus 8.50% PIK, due 6/23/2019)(47)
|
23,802
|
|
23,802
|
|
20,661
|
|
0.6%
|
|||||
Common Stock (50,000 shares)
|
|
|
26,204
|
|
—
|
|
—%
|
|||||
|
|
|
|
60,436
|
|
31,091
|
|
0.9%
|
||||
Wolf Energy, LLC
|
Kansas / Oil & Gas Production
|
Senior Secured Promissory Note secured by assets formerly owned by H&M (18.00%, in non-accrual status effective 4/15/2013, due 4/15/2018)
|
38,257
|
|
—
|
|
659
|
|
—%
|
|||
Membership Interest (100%)
|
|
|
—
|
|
—
|
|
—%
|
|||||
Net Profits Interest (8% of Equity Distributions)(4)
|
|
|
—
|
|
19
|
|
—%
|
|||||
|
|
|
|
—
|
|
678
|
|
—%
|
||||
|
|
$
|
1,768,220
|
|
$
|
1,752,449
|
|
51.0%
|
|
|
|
June 30, 2016
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Coverall North America, Inc.
|
Florida / Commercial Services
|
Senior Secured Term Loan A (7.00% (LIBOR + 6.00% with 1.00% LIBOR floor), due 11/02/2020)(3)(11)(13)
|
$
|
24,250
|
|
$
|
24,250
|
|
$
|
24,250
|
|
0.7%
|
Senior Secured Term Loan B (12.00% (LIBOR + 11.00% with 1.00% LIBOR floor), due 11/02/2020)(3)(11)(13)
|
25,000
|
|
25,000
|
|
25,000
|
|
0.7%
|
|||||
|
|
|
|
49,250
|
|
49,250
|
|
1.4%
|
||||
Crosman Corporation
|
New York / Manufacturing
|
Senior Secured Term Loan A (9.16% (LIBOR + 8.70% with .30% LIBOR floor) plus 4.00% PIK, due 8/5/2020)(3)(11)(14)(47)
|
54,185
|
|
54,185
|
|
53,935
|
|
1.6%
|
|||
Senior Secured Term Loan B (16.16% (LIBOR + 15.70% with .30% LIBOR floor) plus 4.00% PIK, due 8/5/2020)(11)(14)(47)
|
41,284
|
|
41,284
|
|
40,458
|
|
1.1%
|
|||||
|
|
|
|
95,469
|
|
94,393
|
|
2.7%
|
||||
CURO Group Holdings Corp (f/k/a Speedy Cash Holdings Corp.)
|
Canada / Consumer Finance
|
Senior Unsecured Notes (12.00%, due 11/15/2017)(9)(15)
|
15,000
|
|
15,000
|
|
8,081
|
|
0.2%
|
|||
|
|
|
|
15,000
|
|
8,081
|
|
0.2%
|
||||
Easy Gardener Products, Inc.
|
Texas / Durable Consumer Products
|
Senior Secured Term Loan (10.63% (LIBOR + 10.00% with .25% LIBOR floor), due 09/30/2020)(3)(11)(13)
|
17,369
|
|
17,369
|
|
17,369
|
|
0.5%
|
|||
|
|
|
|
17,369
|
|
17,369
|
|
0.5%
|
||||
Empire Today, LLC
|
Illinois / Durable Consumer Products
|
Senior Secured Note (11.375%, due 2/1/2017)(9)
|
50,426
|
|
49,988
|
|
49,938
|
|
1.4%
|
|||
|
|
|
|
49,988
|
|
49,938
|
|
1.4%
|
||||
Fleetwash, Inc.
|
New Jersey / Business Services
|
Senior Secured Term Loan B (10.50% (LIBOR + 9.50% with 1.00% LIBOR floor), due 4/30/2019)(3)(11)(13)
|
23,402
|
|
23,402
|
|
23,402
|
|
0.7%
|
|||
Delayed Draw Term Loan – $15,000 Commitment (expires 4/30/2019)(11)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
23,402
|
|
23,402
|
|
0.7%
|
||||
Focus Brands, Inc.
|
Georgia / Consumer Services
|
Second Lien Term Loan (10.25% (LIBOR + 9.00% with 1.25% LIBOR floor), due 8/21/2018)(9)(11)(14)
|
18,000
|
|
17,876
|
|
18,000
|
|
0.5%
|
|||
|
|
|
|
17,876
|
|
18,000
|
|
0.5%
|
||||
Galaxy XV CLO, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 18.19%)(6)(15)
|
39,275
|
|
29,037
|
|
30,452
|
|
0.9%
|
|||
|
|
|
|
29,037
|
|
30,452
|
|
0.9%
|
||||
Galaxy XVI CLO, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 16.22%)(6)(15)
|
24,575
|
|
19,195
|
|
18,925
|
|
0.5%
|
|||
|
|
|
|
19,195
|
|
18,925
|
|
0.5%
|
||||
Galaxy XVII CLO, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.77%)(6)(7)(15)
|
39,905
|
|
31,077
|
|
29,820
|
|
0.9%
|
|||
|
|
|
|
31,077
|
|
29,820
|
|
0.9%
|
||||
Generation Brands Holdings, Inc.
|
Illinois / Durable Consumer Products
|
Subordinated Secured Term Loan (11.00% (LIBOR + 10.00% with 1.00% LIBOR floor), due 12/10/2022)(9)(11)(13)
|
19,000
|
|
18,437
|
|
19,000
|
|
0.6%
|
|||
|
|
|
|
18,437
|
|
19,000
|
|
0.6%
|
||||
Global Employment Solutions, Inc.
|
Colorado / Business Services
|
Senior Secured Term Loan (10.25% (LIBOR + 9.25% with 1.00% LIBOR floor), due 6/26/2020)(3)(11)(14)
|
49,312
|
|
49,312
|
|
49,312
|
|
1.4%
|
|||
|
|
|
|
49,312
|
|
49,312
|
|
1.4%
|
|
|
|
June 30, 2016
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Halcyon Loan Advisors Funding 2012-1 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 17.90%)(6)(15)
|
$
|
23,188
|
|
$
|
18,245
|
|
$
|
18,140
|
|
0.5%
|
|
|
|
|
18,245
|
|
18,140
|
|
0.5%
|
||||
Halcyon Loan Advisors Funding 2013-1 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 18.01%)(6)(15)
|
40,400
|
|
31,897
|
|
32,212
|
|
0.9%
|
|||
|
|
|
|
31,897
|
|
32,212
|
|
0.9%
|
||||
Halcyon Loan Advisors Funding 2014-1 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 13.66%)(6)(15)
|
24,500
|
|
18,255
|
|
17,076
|
|
0.5%
|
|||
|
|
|
|
18,255
|
|
17,076
|
|
0.5%
|
||||
Halcyon Loan Advisors Funding 2014-2 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 16.91%)(6)(7)(15)
|
41,164
|
|
30,795
|
|
30,532
|
|
0.9%
|
|||
|
|
|
|
30,795
|
|
30,532
|
|
0.9%
|
||||
Halcyon Loan Advisors Funding 2015-3 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.86%)(6)(7)(15)
|
39,598
|
|
36,746
|
|
35,202
|
|
1.0%
|
|||
|
|
|
|
36,746
|
|
35,202
|
|
1.0%
|
||||
Harbortouch Payments, LLC
|
Pennsylvania / Business Services
|
Second Lien Term Loan (10.00% (LIBOR + 9.00% with 1.00% LIBOR floor) plus 3.00% PIK, due 5/31/2023)(11)(13)(47)
|
27,500
|
|
27,500
|
|
27,500
|
|
0.8%
|
|||
Escrow Receivable
|
|
|
—
|
|
1,602
|
|
—%
|
|||||
|
|
|
|
27,500
|
|
29,102
|
|
0.8%
|
||||
HarbourView CLO VII, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 17.35%)(6)(7)(15)
|
19,025
|
|
14,454
|
|
13,005
|
|
0.4%
|
|||
|
|
|
|
14,454
|
|
13,005
|
|
0.4%
|
||||
Harley Marine Services, Inc.
|
Washington / Transportation
|
Second Lien Term Loan (10.50% (LIBOR + 9.25% with 1.25% LIBOR floor), due 12/20/2019)(3)(9)(11)(13)
|
9,000
|
|
8,886
|
|
8,886
|
|
0.3%
|
|||
|
|
|
|
8,886
|
|
8,886
|
|
0.3%
|
||||
Hollander Sleep Products, LLC
|
Florida / Durable Consumer Products
|
Senior Secured Term Loan (9.00% (LIBOR + 8.00% with 1.00% LIBOR floor), due 10/21/2020)(3)(11)(14)
|
21,860
|
|
21,860
|
|
21,098
|
|
0.6%
|
|||
|
|
|
|
21,860
|
|
21,098
|
|
0.6%
|
||||
ICV-CAS Holdings, LLC
|
New York / Transportation
|
Escrow Receivable
|
|
|
—
|
|
6
|
|
—%
|
|||
|
|
|
|
|
—
|
|
6
|
|
—%
|
|||
Inpatient Care Management Company LLC
|
Florida / Healthcare
|
Senior Secured Term Loan (11.50% (LIBOR + 10.50% with 1.00% LIBOR floor), due 6/8/2021(9)(11)(14)
|
17,000
|
|
17,000
|
|
17,000
|
|
0.5%
|
|||
|
|
|
|
17,000
|
|
17,000
|
|
0.5%
|
||||
Instant Web, LLC
|
Minnesota / Media
|
Senior Secured Term Loan A (5.50% (LIBOR + 4.50% with 1.00% LIBOR floor), due 3/28/2019)(11)(13)
|
122,943
|
|
122,943
|
|
122,943
|
|
3.6%
|
|||
Senior Secured Term Loan B (12.00% (LIBOR + 11.00% with 1.00% LIBOR floor), due 3/28/2019)(3)(11)(13)
|
158,100
|
|
158,100
|
|
158,100
|
|
4.6%
|
|||||
Senior Secured Term Loan C-1 (12.75% (LIBOR + 11.75% with 1.00% LIBOR floor), due 3/28/2019)(11)(13)
|
27,000
|
|
27,000
|
|
27,000
|
|
0.8%
|
|||||
Senior Secured Term Loan C-2 (13.50% (LIBOR + 12.50% with 1.00% LIBOR floor), due 3/28/2019)(11)(13)
|
25,000
|
|
25,000
|
|
25,000
|
|
0.7%
|
|||||
|
|
|
|
333,043
|
|
333,043
|
|
9.7%
|
|
|
|
June 30, 2016
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
InterDent, Inc.
|
California / Healthcare
|
Senior Secured Term Loan A (6.25% (LIBOR + 5.50% with 0.75% LIBOR floor), due 8/3/2017)(11)(14)
|
$
|
79,538
|
|
$
|
79,538
|
|
$
|
79,538
|
|
2.3%
|
Senior Secured Term Loan B (11.25% (LIBOR + 10.50% with 0.75% LIBOR floor), due 8/3/2017)(3)(11)(14)
|
131,125
|
|
131,125
|
|
130,582
|
|
3.8%
|
|||||
|
|
|
|
210,663
|
|
210,120
|
|
6.1%
|
||||
JAC Holding Corporation
|
Michigan / Transportation
|
Senior Secured Note (11.50%, due 10/1/2019)(9)
|
2,868
|
|
2,868
|
|
2,868
|
|
0.1%
|
|||
|
|
|
|
2,868
|
|
2,868
|
|
0.1%
|
||||
Jefferson Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 9.75%)(6)(7)(15)
|
19,500
|
|
16,915
|
|
13,072
|
|
0.4%
|
|||
|
|
|
|
16,915
|
|
13,072
|
|
0.4%
|
||||
JHH Holdings, Inc.
|
Texas / Healthcare
|
Second Lien Term Loan (11.25% (LIBOR + 10.00% with 1.25% LIBOR floor) plus 0.50% PIK, due 3/30/2019)(3)(11)(13)(47)
|
35,477
|
|
35,477
|
|
35,477
|
|
1.0%
|
|||
|
|
|
|
35,477
|
|
35,477
|
|
1.0%
|
||||
LaserShip, Inc.
|
Virginia / Transportation
|
Senior Secured Term Loan A (10.25% (LIBOR + 8.25% with 2.00% LIBOR floor) plus 2.00% PIK, due 3/18/2019)(3)(11)(14)(47)
|
34,570
|
|
34,570
|
|
32,113
|
|
0.9%
|
|||
Senior Secured Term Loan B (10.25% (LIBOR + 8.25% with 2.00% LIBOR floor) plus 2.00% PIK, due 3/18/2019)(3)(11)(14)(47)
|
21,214
|
|
21,214
|
|
19,705
|
|
0.6%
|
|||||
|
|
|
|
55,784
|
|
51,818
|
|
1.5%
|
||||
LCM XIV Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 18.80%)(6)(15)
|
30,500
|
|
22,890
|
|
23,376
|
|
0.7%
|
|||
|
|
|
|
22,890
|
|
23,376
|
|
0.7%
|
||||
Madison Park Funding IX, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 21.15%)(6)(15)
|
31,110
|
|
22,259
|
|
21,174
|
|
0.6%
|
|||
|
|
|
|
22,259
|
|
21,174
|
|
0.6%
|
||||
Matrixx Initiatives, Inc.
|
New Jersey / Pharmaceuticals
|
Senior Secured Term Loan A (7.50% (LIBOR + 6.00% with 1.50% LIBOR floor), due 8/9/2018)(3)(11)(13)
|
30,177
|
|
30,177
|
|
30,177
|
|
0.9%
|
|||
Senior Secured Term Loan B (12.50% (LIBOR + 11.00% with 1.50% LIBOR floor), due 8/9/2018)(3)(11)(13)
|
40,562
|
|
40,562
|
|
40,562
|
|
1.2%
|
|||||
|
|
|
|
70,739
|
|
70,739
|
|
2.1%
|
||||
Maverick Healthcare Equity, LLC
|
Arizona / Healthcare
|
Preferred Units (1,250,000 units)
|
|
|
1,252
|
|
2,037
|
|
0.1%
|
|||
Class A Common Units (1,250,000 units)
|
|
|
—
|
|
353
|
|
—%
|
|||||
|
|
|
|
1,252
|
|
2,390
|
|
0.1%
|
||||
Mineral Fusion Natural Brands
|
Colorado / Personal & Nondurable Consumer Products
|
Membership Interest (1.43%)(37)
|
|
|
—
|
|
266
|
|
—%
|
|||
|
|
|
|
—
|
|
266
|
|
—%
|
||||
Mountain View CLO 2013-I Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 14.72%)(6)(15)
|
43,650
|
|
33,156
|
|
30,928
|
|
0.9%
|
|||
|
|
|
|
33,156
|
|
30,928
|
|
0.9%
|
||||
Mountain View CLO IX Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 16.23%)(6)(7)(15)
|
47,830
|
|
43,088
|
|
40,218
|
|
1.2%
|
|||
|
|
|
|
43,088
|
|
40,218
|
|
1.2%
|
|
|
|
June 30, 2016
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Spartan Energy Services, Inc.
|
Louisiana / Oil & Gas Services
|
Senior Secured Term Loan A (7.00% (LIBOR + 6.00% with 1.00% LIBOR floor), in non-accrual status effective 4/1/2016, due 12/28/2017)(11)(14)
|
$
|
13,156
|
|
$
|
12,923
|
|
$
|
11,368
|
|
0.3%
|
Senior Secured Term Loan B (13.00% (LIBOR + 12.00% with 1.00% LIBOR floor), in non-accrual status effective 4/1/2016, due 12/28/2017)(11)(14)
|
14,123
|
|
13,669
|
|
984
|
|
0.1%
|
|||||
|
|
|
|
26,592
|
|
12,352
|
|
0.4%
|
||||
Stryker Energy, LLC
|
Ohio / Oil & Gas Production
|
Overriding Royalty Interests(10)
|
—
|
|
—
|
|
—
|
|
—%
|
|||
|
|
|
|
—
|
|
—
|
|
—%
|
||||
Sudbury Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 12.64%)(6)(15)
|
28,200
|
|
20,865
|
|
17,395
|
|
0.5%
|
|||
|
|
|
|
20,865
|
|
17,395
|
|
0.5%
|
||||
Symphony CLO IX Ltd.
|
Cayman Islands / Structured Finance
|
Preference Shares (Residual Interest, current yield 14.11%)(6)(15)
|
45,500
|
|
32,629
|
|
29,267
|
|
0.9%
|
|||
|
|
|
|
32,629
|
|
29,267
|
|
0.9%
|
||||
Symphony CLO XIV Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 13.12%)(6)(7)(15)
|
49,250
|
|
39,602
|
|
35,703
|
|
1.0%
|
|||
|
|
|
|
39,602
|
|
35,703
|
|
1.0%
|
||||
Symphony CLO XV, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 13.76%)(6)(15)
|
50,250
|
|
44,141
|
|
39,523
|
|
1.2%
|
|||
|
|
|
|
44,141
|
|
39,523
|
|
1.2%
|
||||
System One Holdings, LLC
|
Pennsylvania / Business Services
|
Senior Secured Term Loan (11.25% (LIBOR + 10.50% with 0.75% LIBOR floor), due 11/17/2020)(3)(11)(14)
|
104,553
|
|
104,553
|
|
104,553
|
|
3.0%
|
|||
|
|
|
|
104,553
|
|
104,553
|
|
3.0%
|
||||
TouchTunes Interactive Networks, Inc.
|
New York / Media
|
Second Lien Term Loan (9.25% (LIBOR + 8.25% with 1.00% LIBOR floor), due 5/29/2022)(9)(11)(14)
|
5,000
|
|
4,936
|
|
4,936
|
|
0.1%
|
|||
|
|
|
|
4,936
|
|
4,936
|
|
0.1%
|
||||
Traeger Pellet Grills LLC
|
Oregon / Durable Consumer Products
|
Senior Secured Term Loan A (6.50% (LIBOR + 4.50% with 2.00% LIBOR floor), due 6/18/2018)(3)(11)(13)
|
34,519
|
|
34,519
|
|
34,519
|
|
1.0%
|
|||
Senior Secured Term Loan B (11.50% (LIBOR + 9.50% with 2.00% LIBOR floor), due 6/18/2018)(3)(11)(13)
|
36,506
|
|
36,506
|
|
36,506
|
|
1.1%
|
|||||
|
|
|
|
71,025
|
|
71,025
|
|
2.1%
|
||||
Transaction Network Services, Inc.
|
Virginia / Telecommunication Services
|
Second Lien Term Loan (9.00% (LIBOR + 8.00% with 1.00% LIBOR floor), due 8/14/2020)(9)(11)(13)
|
4,410
|
|
4,392
|
|
4,392
|
|
0.1%
|
|||
|
|
|
|
4,392
|
|
4,392
|
|
0.1%
|
||||
Trinity Services Group, Inc.(44)
|
Florida / Food Products
|
Senior Secured Term Loan A (6.50% (LIBOR + 5.50% with 1.00% LIBOR floor), due 8/13/2019)(11)(13)
|
9,626
|
|
9,626
|
|
9,626
|
|
0.3%
|
|||
Senior Secured Term Loan B (11.50% (LIBOR + 10.50% with 1.00% LIBOR floor), due 8/13/2019)(3)(11)(13)
|
125,000
|
|
125,000
|
|
125,000
|
|
3.6%
|
|||||
|
|
|
|
134,626
|
|
134,626
|
|
3.9%
|
||||
United Sporting Companies, Inc.(45)
|
South Carolina / Durable Consumer Products
|
Second Lien Term Loan (12.75% (LIBOR + 11.00% with 1.75% LIBOR floor), due 5/16/2018)(3)(11)(14)
|
140,847
|
|
140,847
|
|
136,668
|
|
4.0%
|
|||
|
|
|
|
140,847
|
|
136,668
|
|
4.0%
|
||||
Universal Fiber Systems, LLC
|
Virginia / Textiles, Apparel & Luxury Goods
|
Second Lien Term Loan (10.50% (LIBOR + 9.50% with 1.00% LIBOR floor), due 10/02/2022)(3)(9)(11)(14)
|
37,000
|
|
36,340
|
|
36,340
|
|
1.1%
|
|||
|
|
|
|
36,340
|
|
36,340
|
|
1.1%
|
|
|
|
June 30, 2016
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
USG Intermediate, LLC
|
Texas / Durable Consumer Products
|
Revolving Line of Credit – $2,500 Commitment (10.75% (LIBOR + 9.75% with 1.00% LIBOR floor), due 4/15/2017)(11)(14)(16)
|
$
|
1,000
|
|
$
|
1,000
|
|
$
|
1,000
|
|
—%
|
Senior Secured Term Loan A (8.25% (LIBOR + 7.25% with 1.00% LIBOR floor), due 4/15/2020)(3)(11)(14)
|
16,779
|
|
16,779
|
|
16,779
|
|
0.5%
|
|||||
Senior Secured Term Loan B (13.25% (LIBOR + 12.25% with 1.00% LIBOR floor), due 4/15/2020)(3)(11)(14)
|
19,960
|
|
19,960
|
|
19,960
|
|
0.6%
|
|||||
Equity
|
|
|
1
|
|
—
|
|
—%
|
|||||
|
|
|
|
37,740
|
|
37,739
|
|
1.1%
|
||||
Venio LLC
|
Pennsylvania / Business Services
|
Second Lien Term Loan (12.00% (LIBOR + 9.50% with 2.50% LIBOR floor) plus 2.00% default interest, in non-accrual status effective 12/31/15, due 2/19/2020)(11)(13)
|
17,000
|
|
17,000
|
|
12,876
|
|
0.4%
|
|||
|
|
|
|
17,000
|
|
12,876
|
|
0.4%
|
||||
Voya CLO 2012-2, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 18.84%)(6)(15)
|
38,070
|
|
28,112
|
|
28,982
|
|
0.8%
|
|||
|
|
|
|
28,112
|
|
28,982
|
|
0.8%
|
||||
Voya CLO 2012-3, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 18.51%)(6)(15)
|
46,632
|
|
34,597
|
|
34,319
|
|
1.0%
|
|||
|
|
|
|
34,597
|
|
34,319
|
|
1.0%
|
||||
Voya CLO 2012-4, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 19.09%)(6)(15)
|
40,613
|
|
30,772
|
|
30,756
|
|
0.9%
|
|||
|
|
|
|
30,772
|
|
30,756
|
|
0.9%
|
||||
Voya CLO 2014-1, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 19.32%)(6)(7)(15)
|
32,383
|
|
26,133
|
|
26,741
|
|
0.8%
|
|||
|
|
|
|
26,133
|
|
26,741
|
|
0.8%
|
||||
Washington Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 9.52%)(6)(7)(15)
|
22,600
|
|
18,406
|
|
15,056
|
|
0.4%
|
|||
|
|
|
|
18,406
|
|
15,056
|
|
0.4%
|
||||
Water Pik, Inc.
|
Colorado / Personal & Nondurable Consumer Products
|
Second Lien Term Loan (9.75% (LIBOR + 8.75% with 1.00% LIBOR floor), due 1/8/2021)(9)(11)(13)
|
15,439
|
|
15,097
|
|
15,097
|
|
0.4%
|
|||
|
|
|
|
15,097
|
|
15,097
|
|
0.4%
|
||||
Wheel Pros, LLC
|
Colorado / Business Services
|
Senior Subordinated Secured Note (11.00% (LIBOR + 7.00% with 4.00% LIBOR floor), due 6/29/2020)(3)(11)(13)
|
12,000
|
|
12,000
|
|
12,000
|
|
0.4%
|
|||
Senior Subordinated Secured Note (11.00% (LIBOR + 7.00% with 4.00% LIBOR floor), due 6/29/2020)(3)(11)(13)
|
5,460
|
|
5,460
|
|
5,460
|
|
0.2%
|
|||||
|
|
|
|
17,460
|
|
17,460
|
|
0.6%
|
||||
Total Non-Control/Non-Affiliate Investments (Level 3)
|
|
$
|
4,312,122
|
|
$
|
4,133,939
|
|
120.3%
|
||||
|
|
|
|
|
||||||||
Total Portfolio Investments
|
|
$
|
6,091,100
|
|
$
|
5,897,708
|
|
171.6%
|
Affiliate Investments (5.00% to 24.99% voting control)(51)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
BNN Holdings Corp.
|
Michigan / Healthcare
|
Senior Term Loan A (6.50% (LIBOR + 5.50% with 1.00% LIBOR floor), due 8/29/2019)(3)(11)(12)
|
$
|
21,182
|
|
$
|
21,182
|
|
$
|
21,182
|
|
0.6%
|
Senior Term Loan B (11.50% (LIBOR + 10.50% with 1.00% LIBOR floor), due 8/29/2019)(3)(11)(12)
|
21,740
|
|
21,740
|
|
21,740
|
|
0.6%
|
|||||
Series A Preferred Stock (9,925.455 shares)(8)
|
|
1,780
|
|
2,569
|
|
—%
|
||||||
Series B Preferred Stock (1,753.636 shares)(8)
|
|
448
|
|
454
|
|
—%
|
||||||
|
|
|
|
45,150
|
|
45,945
|
|
1.2%
|
||||
Total Affiliate Investments
|
|
$
|
45,150
|
|
$
|
45,945
|
|
1.2%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
BAART Programs, Inc.
|
California / Healthcare
|
Revolving Line of Credit – $5,000 Commitment (8.75% (LIBOR + 8.25% with 0.50% LIBOR floor), due 6/30/2018)(13)(16)
|
$
|
1,000
|
|
$
|
1,000
|
|
$
|
1,000
|
|
—%
|
Senior Secured Term Loan A (6.25% (LIBOR + 5.75% with 0.50% LIBOR floor), due 6/30/2020)(11)(13)
|
21,500
|
|
21,500
|
|
21,500
|
|
0.6%
|
|||||
Senior Secured Term Loan B (11.25% (LIBOR + 10.75% with 0.50% LIBOR floor), due 6/30/2020)(11)(13)
|
21,500
|
|
21,500
|
|
21,500
|
|
0.6%
|
|||||
Delayed Draw Term Loan – $10,500 Commitment (expires 12/31/2015)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
44,000
|
|
44,000
|
|
1.2%
|
||||
Babson CLO Ltd. 2014-III
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 14.25%)(6)(7)(15)
|
52,250
|
|
47,799
|
|
47,148
|
|
1.3%
|
|||
|
|
|
|
47,799
|
|
47,148
|
|
1.3%
|
||||
Broder Bros., Co.
|
Pennsylvania / Textiles, Apparel & Luxury Goods
|
Senior Secured Notes (10.25% (LIBOR + 9.00% with 1.25% LIBOR floor), due 4/8/2019)(3)(11)(14)(35)
|
252,200
|
|
252,200
|
|
252,200
|
|
6.8%
|
|||
|
|
|
|
252,200
|
|
252,200
|
|
6.8%
|
||||
Brookside Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 19.25%)(6)(15)
|
26,000
|
|
21,432
|
|
24,566
|
|
0.7%
|
|||
|
|
|
|
21,432
|
|
24,566
|
|
0.7%
|
||||
Caleel + Hayden, LLC
|
Colorado / Personal & Nondurable Consumer Products
|
Membership Interest(37)
|
|
|
—
|
|
227
|
|
—%
|
|||
|
|
|
|
—
|
|
227
|
|
—%
|
||||
Capstone Logistics Acquisition, Inc.
|
Georgia / Business Services
|
Second Lien Term Loan (9.25% (LIBOR + 8.25% with 1.00% LIBOR floor), due 10/7/2022)(3)(11)(14)
|
102,500
|
|
101,891
|
|
101,891
|
|
2.8%
|
|||
|
|
|
|
101,891
|
|
101,891
|
|
2.8%
|
||||
Cent CLO 17 Limited
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 14.90%)(6)(15)
|
24,870
|
|
20,309
|
|
20,922
|
|
0.6%
|
|||
|
|
|
|
20,309
|
|
20,922
|
|
0.6%
|
||||
Cent CLO 20 Limited
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 12.49%)(6)(15)
|
40,275
|
|
35,724
|
|
33,505
|
|
0.9%
|
|||
|
|
|
|
35,724
|
|
33,505
|
|
0.9%
|
||||
Cent CLO 21 Limited
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 13.42%)(6)(7)(15)
|
48,528
|
|
43,038
|
|
41,910
|
|
1.1%
|
|||
|
|
|
|
43,038
|
|
41,910
|
|
1.1%
|
||||
CIFC Funding 2011-I, Ltd.
|
Cayman Islands / Structured Finance
|
Class D Senior Secured Notes (5.28% (LIBOR + 5.00%, due 1/19/2023)(5)(11)(13)(15)
|
19,000
|
|
15,604
|
|
18,175
|
|
0.5%
|
|||
Class E Subordinated Notes (7.28% (LIBOR + 7.00%, due 1/19/2023)(5)(11)(13)(15)
|
15,400
|
|
13,009
|
|
14,223
|
|
0.4%
|
|||||
|
|
|
|
28,613
|
|
32,398
|
|
0.9%
|
||||
CIFC Funding 2013-III, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 14.56%)(6)(15)
|
44,100
|
|
35,412
|
|
35,599
|
|
1.0%
|
|||
|
|
|
|
35,412
|
|
35,599
|
|
1.0%
|
||||
CIFC Funding 2013-IV, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 14.87%)(6)(15)
|
45,500
|
|
36,124
|
|
38,265
|
|
1.0%
|
|||
|
|
|
|
36,124
|
|
38,265
|
|
1.0%
|
||||
CIFC Funding 2014-IV Investor, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 13.83%)(6)(7)(15)
|
41,500
|
|
34,921
|
|
36,195
|
|
1.0%
|
|||
|
|
|
|
34,921
|
|
36,195
|
|
1.0%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Cinedigm DC Holdings, LLC
|
New York / Software & Computer Services
|
Senior Secured Term Loan (11.00% (LIBOR + 9.00% with 2.00% LIBOR floor) plus 2.50% PIK, due 3/31/2021)(11)(13)(47)
|
$
|
67,449
|
|
$
|
67,399
|
|
$
|
67,449
|
|
1.8%
|
|
|
|
|
67,399
|
|
67,449
|
|
1.8%
|
||||
Coverall North America, Inc.
|
Florida / Commercial Services
|
Senior Secured Term Loan (11.50% (LIBOR + 8.50% with 3.00% LIBOR floor), due 12/17/2017)(3)(11)(14)
|
49,922
|
|
49,922
|
|
49,922
|
|
1.3%
|
|||
|
|
|
|
49,922
|
|
49,922
|
|
1.3%
|
||||
Crosman Corporation
|
New York / Manufacturing
|
Second Lien Term Loan (12.00% (LIBOR + 10.50% with 1.50% LIBOR floor), due 12/30/2019)(3)(11)(14)
|
40,000
|
|
40,000
|
|
35,973
|
|
1.0%
|
|||
|
|
|
|
40,000
|
|
35,973
|
|
1.0%
|
||||
Diamondback Operating, LP
|
Oklahoma / Oil & Gas Production
|
Net Profits Interest (15% of Equity Distributions)(4)
|
|
|
—
|
|
—
|
|
—%
|
|||
|
|
|
|
—
|
|
—
|
|
—%
|
||||
Empire Today, LLC
|
Illinois / Durable Consumer Products
|
Senior Secured Note (11.375%, due 2/1/2017)(9)
|
15,700
|
|
15,518
|
|
13,070
|
|
0.4%
|
|||
|
|
|
|
15,518
|
|
13,070
|
|
0.4%
|
||||
Fleetwash, Inc.
|
New Jersey / Business Services
|
Senior Secured Term Loan B (10.50% (LIBOR + 9.50% with 1.00% LIBOR floor), due 4/30/2019)(3)(11)(13)
|
24,446
|
|
24,446
|
|
24,446
|
|
0.7%
|
|||
Delayed Draw Term Loan – $15,000 Commitment (expires 4/30/2019)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
24,446
|
|
24,446
|
|
0.7%
|
||||
Focus Brands, Inc.
|
Georgia / Consumer Services
|
Second Lien Term Loan (10.25% (LIBOR + 9.00% with 1.25% LIBOR floor), due 8/21/2018)(9)(11)(14)
|
18,000
|
|
17,821
|
|
18,000
|
|
0.5%
|
|||
|
|
|
|
17,821
|
|
18,000
|
|
0.5%
|
||||
Galaxy XV CLO, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.65%)(6)(15)
|
35,025
|
|
27,762
|
|
29,739
|
|
0.8%
|
|||
|
|
|
|
27,762
|
|
29,739
|
|
0.8%
|
||||
Galaxy XVI CLO, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 13.97%)(6)(15)
|
24,575
|
|
20,434
|
|
20,849
|
|
0.6%
|
|||
|
|
|
|
20,434
|
|
20,849
|
|
0.6%
|
||||
Galaxy XVII CLO, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 13.43%)(6)(7)(15)
|
39,905
|
|
33,493
|
|
33,742
|
|
0.9%
|
|||
|
|
|
|
33,493
|
|
33,742
|
|
0.9%
|
||||
Global Employment Solutions, Inc.
|
Colorado / Business Services
|
Senior Secured Term Loan (10.25% (LIBOR + 9.25% with 1.00% LIBOR floor), due 6/26/2020)(3)(11)(14)
|
49,567
|
|
49,567
|
|
49,567
|
|
1.3%
|
|||
|
|
|
|
49,567
|
|
49,567
|
|
1.3%
|
||||
GTP Operations, LLC(36)
|
Texas / Software & Computer Services
|
Senior Secured Term Loan (10.00% (LIBOR + 5.00% with 5.00% LIBOR floor), due 12/11/2018)(3)(11)(13)
|
116,411
|
|
116,411
|
|
116,411
|
|
3.1%
|
|||
|
|
|
|
116,411
|
|
116,411
|
|
3.1%
|
||||
Halcyon Loan Advisors Funding 2012-1 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 30.89%)(6)(15)
|
23,188
|
|
19,941
|
|
23,172
|
|
0.6%
|
|||
|
|
|
|
19,941
|
|
23,172
|
|
0.6%
|
||||
Halcyon Loan Advisors Funding 2013-1 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 21.41%)(6)(15)
|
40,400
|
|
34,936
|
|
39,208
|
|
1.1%
|
|||
|
|
|
|
34,936
|
|
39,208
|
|
1.1%
|
||||
Halcyon Loan Advisors Funding 2014-1 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 17.17%)(6)(15)
|
24,500
|
|
21,020
|
|
22,096
|
|
0.6%
|
|||
|
|
|
|
21,020
|
|
22,096
|
|
0.6%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Halcyon Loan Advisors Funding 2014-2 Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 18.73%)(6)(7)(15)
|
$
|
41,164
|
|
$
|
34,723
|
|
$
|
37,555
|
|
1.0%
|
|
|
|
|
34,723
|
|
37,555
|
|
1.0%
|
||||
HarbourView CLO VII, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 17.84%)(6)(7)(15)
|
19,025
|
|
15,252
|
|
15,197
|
|
0.4%
|
|||
|
|
|
|
15,252
|
|
15,197
|
|
0.4%
|
||||
Harley Marine Services, Inc.
|
Washington / Transportation
|
Second Lien Term Loan (10.50% (LIBOR + 9.25% with 1.25% LIBOR floor), due 12/20/2019)(3)(9)(11)(13)
|
9,000
|
|
8,855
|
|
8,748
|
|
0.2%
|
|||
|
|
|
|
8,855
|
|
8,748
|
|
0.2%
|
||||
Hollander Sleep Products, LLC
|
Florida / Durable Consumer Products
|
Senior Secured Term Loan (9.00% (LIBOR + 8.00% with 1.00% LIBOR floor), due 10/21/2020)(3)(11)(14)
|
22,444
|
|
22,444
|
|
22,444
|
|
0.6%
|
|||
|
|
|
|
22,444
|
|
22,444
|
|
0.6%
|
||||
ICON Health & Fitness, Inc.
|
Utah / Durable Consumer Products
|
Senior Secured Note (11.875%, due 10/15/2016)(9)
|
16,100
|
|
16,103
|
|
16,100
|
|
0.4%
|
|||
|
|
|
|
16,103
|
|
16,100
|
|
0.4%
|
||||
ICV-CSI Holdings, LLC
|
New York / Transportation
|
Membership Units (1.6 units)
|
|
|
1,639
|
|
2,400
|
|
0.1%
|
|||
|
|
|
|
1,639
|
|
2,400
|
|
0.1%
|
||||
Instant Web, LLC
|
Minnesota / Media
|
Senior Secured Term Loan A (5.50% (LIBOR + 4.50% with 1.00% LIBOR floor), due 3/28/2019)(11)(13)
|
146,363
|
|
146,363
|
|
146,363
|
|
4.0%
|
|||
Senior Secured Term Loan B (12.00% (LIBOR + 11.00% with 1.00% LIBOR floor), due 3/28/2019)(3)(11)(13)
|
150,100
|
|
150,100
|
|
150,100
|
|
4.0%
|
|||||
Senior Secured Term Loan C (12.75% (LIBOR + 11.75% with 1.00% LIBOR floor), due 3/28/2019)(11)(13)
|
27,000
|
|
27,000
|
|
27,000
|
|
0.7%
|
|||||
Delayed Draw Term Loan – $16,000 Commitment (expires 5/29/2016)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
323,463
|
|
323,463
|
|
8.7%
|
||||
InterDent, Inc.
|
California / Healthcare
|
Senior Secured Term Loan A (6.25% (LIBOR + 5.25% with 1.00% LIBOR floor), due 8/3/2017)(11)(14)
|
125,350
|
|
125,350
|
|
125,350
|
|
3.4%
|
|||
Senior Secured Term Loan B (11.25% (LIBOR + 10.25% with 1.00% LIBOR floor), due 8/3/2017)(3)(11)(14)
|
131,125
|
|
131,125
|
|
131,125
|
|
3.5%
|
|||||
|
|
|
|
256,475
|
|
256,475
|
|
6.9%
|
||||
JAC Holding Corporation
|
Michigan / Transportation
|
Senior Secured Note (11.50%, due 10/1/2019)(9)
|
3,000
|
|
3,000
|
|
3,000
|
|
0.1%
|
|||
|
|
|
|
3,000
|
|
3,000
|
|
0.1%
|
||||
Jefferson Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.65%)(6)(7)(15)
|
19,500
|
|
16,928
|
|
16,928
|
|
0.5%
|
|||
|
|
|
|
16,928
|
|
16,928
|
|
0.5%
|
||||
JHH Holdings, Inc.
|
Texas / Healthcare
|
Second Lien Term Loan (11.25% (LIBOR + 10.00% with 1.25% LIBOR floor) plus 0.50% PIK, due 3/30/2019)(3)(11)(13)(47)
|
35,297
|
|
35,297
|
|
35,297
|
|
1.0%
|
|||
|
|
|
|
35,297
|
|
35,297
|
|
1.0%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
LaserShip, Inc.
|
Virginia / Transportation
|
Senior Secured Term Loan A (10.25% (LIBOR + 8.25% with 2.00% LIBOR floor) plus 2.00% default interest, due 3/18/2019)(3)(11)(14)
|
$
|
35,156
|
|
$
|
35,156
|
|
$
|
30,778
|
|
0.8%
|
Senior Secured Term Loan B (10.25% (LIBOR + 8.25% with 2.00% LIBOR floor) plus 2.00% default interest, due 3/18/2019)(3)(11)(14)
|
21,555
|
|
21,555
|
|
18,866
|
|
0.5%
|
|||||
Delayed Draw Term Loan – $6,000 Commitment (expires 12/31/2016)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
56,711
|
|
49,644
|
|
1.3%
|
||||
LCM XIV Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 16.70%)(6)(15)
|
26,500
|
|
22,636
|
|
23,163
|
|
0.6%
|
|||
|
|
|
|
22,636
|
|
23,163
|
|
0.6%
|
||||
Madison Park Funding IX, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 21.64%)(6)(15)
|
31,110
|
|
23,663
|
|
25,804
|
|
0.7%
|
|||
|
|
|
|
23,663
|
|
25,804
|
|
0.7%
|
||||
Matrixx Initiatives, Inc.
|
New Jersey / Pharmaceuticals
|
Senior Secured Term Loan A (7.50% (LIBOR + 6.00% with 1.50% LIBOR floor), due 8/9/2018)(3)(11)(13)
|
34,389
|
|
34,389
|
|
34,026
|
|
0.9%
|
|||
Senior Secured Term Loan B (12.50% (LIBOR + 11.00% with 1.50% LIBOR floor), due 8/9/2018)(3)(11)(13)
|
40,562
|
|
40,562
|
|
40,562
|
|
1.1%
|
|||||
|
|
|
|
74,951
|
|
74,588
|
|
2.0%
|
||||
Maverick Healthcare Equity, LLC
|
Arizona / Healthcare
|
Preferred Units (1,250,000 units)
|
|
|
1,252
|
|
2,190
|
|
0.1%
|
|||
Class A Common Units (1,250,000 units)
|
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
1,252
|
|
2,190
|
|
0.1%
|
||||
Mountain View CLO 2013-I Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 18.47%)(6)(15)
|
43,650
|
|
37,168
|
|
40,480
|
|
1.1%
|
|||
|
|
|
|
37,168
|
|
40,480
|
|
1.1%
|
||||
Mountain View CLO IX Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.43%)(6)(7)(15)
|
47,830
|
|
44,739
|
|
44,666
|
|
1.2%
|
|||
|
|
|
|
44,739
|
|
44,666
|
|
1.2%
|
||||
Nathan's Famous, Inc.
|
New York / Food Products
|
Senior Secured Notes (10.00%, due 3/15/2020)(9)
|
3,000
|
|
3,000
|
|
3,000
|
|
0.1%
|
|||
|
|
|
|
3,000
|
|
3,000
|
|
0.1%
|
||||
NCP Finance Limited Partnership(38)
|
Ohio / Consumer Finance
|
Subordinated Secured Term Loan (11.00% (LIBOR + 9.75% with 1.25% LIBOR floor), due 9/30/2018)(3)(9)(11)(14)(15)
|
16,305
|
|
16,065
|
|
16,305
|
|
0.4%
|
|||
|
|
|
|
16,065
|
|
16,305
|
|
0.4%
|
||||
New Century Transportation, Inc.
|
New Jersey / Transportation
|
Senior Subordinated Term Loan (12.00% (LIBOR + 10.00% with 2.00% LIBOR floor) plus 4.00% PIK, in non-accrual status effective 4/1/2014, due 2/3/2018)(11)(14)(47)
|
187
|
|
187
|
|
—
|
|
—%
|
|||
|
|
|
|
187
|
|
—
|
|
—%
|
||||
Nixon, Inc.
|
California / Durable Consumer Products
|
Senior Secured Term Loan (8.75% plus 2.75% PIK, due 4/16/2018)(3)(9)(47)
|
13,925
|
|
13,749
|
|
13,616
|
|
0.4%
|
|||
|
|
|
|
13,749
|
|
13,616
|
|
0.4%
|
||||
Octagon Investment Partners XV, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 20.72%)(6)(15)
|
28,571
|
|
24,515
|
|
26,461
|
|
0.7%
|
|||
|
|
|
|
24,515
|
|
26,461
|
|
0.7%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Rocket Software, Inc.
|
Massachusetts / Software & Computer Services
|
Second Lien Term Loan (10.25% (LIBOR + 8.75% with 1.50% LIBOR floor), due 2/8/2019)(3)(9)(11)(13)
|
$
|
20,000
|
|
$
|
19,801
|
|
$
|
20,000
|
|
0.5%
|
|
|
|
|
19,801
|
|
20,000
|
|
0.5%
|
||||
Royal Holdings, Inc.
|
Indiana / Chemicals
|
Second Lien Term Loan (8.50% (LIBOR + 7.50% with 1.00% LIBOR floor), due 6/19/2023)(9)(11)(14)
|
5,000
|
|
4,963
|
|
5,000
|
|
0.1%
|
|||
|
|
|
|
4,963
|
|
5,000
|
|
0.1%
|
||||
Ryan, LLC
|
Texas / Business Services
|
Subordinated Unsecured Notes (12.00% (LIBOR + 9.00% with 3.00% LIBOR floor) plus 3.00% PIK, due 6/30/2018)(11)(13)(47)
|
72,701
|
|
72,701
|
|
72,701
|
|
2.0%
|
|||
|
|
|
|
72,701
|
|
72,701
|
|
2.0%
|
||||
Security Alarm Financing Enterprises, L.P.(41)
|
California / Consumer Services
|
Subordinated Unsecured Notes (11.50% (LIBOR + 9.50% with 2.00% LIBOR floor), due 12/19/2020)(11)(14)
|
25,000
|
|
25,000
|
|
25,000
|
|
0.7%
|
|||
|
|
|
|
25,000
|
|
25,000
|
|
0.7%
|
||||
SESAC Holdco II LLC
|
Tennessee / Media
|
Second Lien Term Loan (9.00% (LIBOR + 8.00% with 1.00% LIBOR floor), due 4/22/2021)(3)(9)(11)(13)
|
10,000
|
|
9,854
|
|
9,925
|
|
0.3%
|
|||
|
|
|
|
9,854
|
|
9,925
|
|
0.3%
|
||||
Small Business Whole Loan Portfolio(43)
|
New York / Online Lending
|
40 small business loans purchased from Direct Capital Corporation
|
492
|
|
492
|
|
362
|
|
—%
|
|||
2,306 small business loans purchased from On Deck Capital, Inc.
|
50,066
|
|
50,066
|
|
50,530
|
|
1.4%
|
|||||
|
|
|
|
50,558
|
|
50,892
|
|
1.4%
|
||||
Spartan Energy Services, Inc.
|
Louisiana / Oil & Gas Services
|
Senior Secured Term Loan A (7.00% (LIBOR + 6.00% with 1.00% LIBOR floor), due 12/28/2017)(3)(11)(14)
|
13,422
|
|
13,422
|
|
12,973
|
|
0.3%
|
|||
Senior Secured Term Loan B (11.00% (LIBOR + 10.00% with 1.00% LIBOR floor), due 12/28/2017)(3)(11)(14)
|
13,935
|
|
13,935
|
|
13,664
|
|
0.4%
|
|||||
|
|
|
|
27,357
|
|
26,637
|
|
0.7%
|
||||
Speedy Group Holdings Corp.
|
Canada / Consumer Finance
|
Senior Unsecured Notes (12.00%, due 11/15/2017)(9)(15)
|
15,000
|
|
15,000
|
|
15,000
|
|
0.4%
|
|||
|
|
|
|
15,000
|
|
15,000
|
|
0.4%
|
||||
Stauber Performance Ingredients, Inc.
|
California / Food Products
|
Senior Secured Term Loan A (7.50% (LIBOR + 6.50% with 1.00% LIBOR floor), due 11/25/2019)(3)(11)(13)
|
9,561
|
|
9,561
|
|
9,561
|
|
0.2%
|
|||
Senior Secured Term Loan B (10.50% (LIBOR + 9.50% with 1.00% LIBOR floor), due 11/25/2019)(3)(11)(13)
|
9,799
|
|
9,799
|
|
9,799
|
|
0.3%
|
|||||
|
|
|
|
19,360
|
|
19,360
|
|
0.5%
|
||||
Stryker Energy, LLC
|
Ohio / Oil & Gas Production
|
Overriding Royalty Interests(10)
|
|
|
—
|
|
—
|
|
—%
|
|||
|
|
|
|
—
|
|
—
|
|
—%
|
||||
Sudbury Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.92%)(6)(15)
|
28,200
|
|
22,562
|
|
24,425
|
|
0.7%
|
|||
|
|
|
|
22,562
|
|
24,425
|
|
0.7%
|
||||
Symphony CLO IX Ltd.
|
Cayman Islands / Structured Finance
|
Preference Shares (Residual Interest, current yield 20.76%)(6)(15)
|
45,500
|
|
34,797
|
|
40,034
|
|
1.1%
|
|||
|
|
|
|
34,797
|
|
40,034
|
|
1.1%
|
||||
Symphony CLO XIV Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 12.24%)(6)(7)(15)
|
49,250
|
|
44,018
|
|
45,641
|
|
1.2%
|
|||
|
|
|
|
44,018
|
|
45,641
|
|
1.2%
|
||||
Symphony CLO XV, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 11.72%)(6)(15)
|
50,250
|
|
46,994
|
|
46,452
|
|
1.3%
|
|||
|
|
|
|
46,994
|
|
46,452
|
|
1.3%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
System One Holdings, LLC
|
Pennsylvania / Business Services
|
Senior Secured Term Loan (10.50% (LIBOR + 9.50% with 1.00% LIBOR floor), due 11/17/2020)(3)(11)(14)
|
$
|
68,146
|
|
$
|
68,146
|
|
$
|
68,146
|
|
1.8%
|
Delayed Draw Term Loan – $11,500 Commitment (expires 12/31/2015)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
68,146
|
|
68,146
|
|
1.8%
|
||||
Targus Group International, Inc.
|
California / Durable Consumer Products
|
First Lien Term Loan (11.75% (PRIME + 8.50%) plus 1.00% PIK and 2.00% default interest, due 5/24/2016)(9)(11)(47)
|
21,487
|
|
21,378
|
|
17,233
|
|
0.5%
|
|||
|
|
|
|
21,378
|
|
17,233
|
|
0.5%
|
||||
TB Corp.
|
Texas / Hotels, Restaurants & Leisure
|
Senior Subordinated Note (12.00% plus 1.50% PIK, due 12/19/2018)(3)(47)
|
23,628
|
|
23,628
|
|
23,628
|
|
0.6%
|
|||
|
|
|
|
23,628
|
|
23,628
|
|
0.6%
|
||||
Therakos, Inc.
|
New Jersey / Healthcare
|
Second Lien Term Loan (10.75% (LIBOR + 9.50% with 1.25% LIBOR floor), due 6/27/2018)(9)(11)(13)
|
13,000
|
|
12,808
|
|
13,000
|
|
0.4%
|
|||
|
|
|
|
12,808
|
|
13,000
|
|
0.4%
|
||||
Tolt Solutions, Inc.
|
South Carolina / Business Services
|
Senior Secured Term Loan A (7.00% (LIBOR + 6.00% with 1.00% LIBOR floor), due 3/7/2019)(3)(11)(13)
|
47,802
|
|
47,802
|
|
45,548
|
|
1.2%
|
|||
Senior Secured Term Loan B (12.00% (LIBOR + 11.00% with 1.00% LIBOR floor), due 3/7/2019)(3)(11)(13)
|
48,900
|
|
48,900
|
|
46,155
|
|
1.2%
|
|||||
|
|
|
|
96,702
|
|
91,703
|
|
2.4%
|
||||
TouchTunes Interactive Networks, Inc.
|
New York / Media
|
Second Lien Term Loan (9.25% (LIBOR + 8.25% with 1.00% LIBOR floor), due 5/29/2022)(9)(11)(14)
|
5,000
|
|
4,925
|
|
4,925
|
|
0.1%
|
|||
|
|
|
|
4,925
|
|
4,925
|
|
0.1%
|
||||
Traeger Pellet Grills LLC
|
Oregon / Durable Consumer Products
|
Senior Secured Term Loan A (6.50% (LIBOR + 4.50% with 2.00% LIBOR floor), due 6/18/2018)(3)(11)(13)
|
35,644
|
|
35,644
|
|
35,644
|
|
1.0%
|
|||
Senior Secured Term Loan B (11.50% (LIBOR + 9.50% with 2.00% LIBOR floor), due 6/18/2018)(3)(11)(13)
|
36,881
|
|
36,881
|
|
36,881
|
|
1.0%
|
|||||
|
|
|
|
72,525
|
|
72,525
|
|
2.0%
|
||||
Transaction Network Services, Inc.
|
Virginia / Telecommunication Services
|
Second Lien Term Loan (9.00% (LIBOR + 8.00% with 1.00% LIBOR floor), due 8/14/2020)(9)(11)(14)
|
4,595
|
|
4,573
|
|
4,595
|
|
0.1%
|
|||
|
|
|
|
4,573
|
|
4,595
|
|
0.1%
|
||||
Trinity Services Group, Inc.(44)
|
Florida / Food Products
|
Senior Secured Term Loan A (6.50% (LIBOR + 5.50% with 1.00% LIBOR floor), due 8/13/2019)(11)(13)
|
9,825
|
|
9,825
|
|
9,825
|
|
0.3%
|
|||
Senior Secured Term Loan B (11.50% (LIBOR + 10.50% with 1.00% LIBOR floor), due 8/13/2019)(3)(11)(13)
|
100,000
|
|
100,000
|
|
100,000
|
|
2.7%
|
|||||
|
|
|
|
109,825
|
|
109,825
|
|
3.0%
|
||||
United Sporting Companies, Inc.(45)
|
South Carolina / Durable Consumer Products
|
Second Lien Term Loan (12.75% (LIBOR + 11.00% with 1.75% LIBOR floor), due 5/16/2018)(3)(11)(14)
|
158,238
|
|
158,238
|
|
145,618
|
|
3.9%
|
|||
|
|
|
|
158,238
|
|
145,618
|
|
3.9%
|
||||
United States Environmental Services, LLC
|
Texas / Commercial Services
|
Senior Secured Term Loan A (6.50% (LIBOR + 5.50% with 1.00% LIBOR floor) plus 2.00% default interest, due 3/31/2019)(3)(11)(13)
|
23,250
|
|
23,250
|
|
21,551
|
|
0.6%
|
|||
Senior Secured Term Loan B (11.50% (LIBOR + 10.50% with 1.00% LIBOR floor) plus 2.00% default interest, due 3/31/2019)(3)(11)(13)
|
36,000
|
|
36,000
|
|
33,406
|
|
0.9%
|
|||||
|
|
|
|
59,250
|
|
54,957
|
|
1.5%
|
|
|
|
June 30, 2015
|
|||||||||
Portfolio Company
|
Locale / Industry
|
Investments(1)
|
Principal Value
|
Cost
|
Fair
Value(2) |
% of Net Assets
|
||||||
|
|
|
|
|
|
|
||||||
LEVEL 3 PORTFOLIO INVESTMENTS
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
||||||
USG Intermediate, LLC
|
Texas / Durable Consumer Products
|
Revolving Line of Credit – $5,000 Commitment (10.00% (LIBOR + 9.00% with 1.00% LIBOR floor), due 4/15/2016)(11)(14)(16)
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
—%
|
Senior Secured Term Loan A (7.50% (LIBOR + 6.50% with 1.00% LIBOR floor), due 4/15/2020)(3)(11)(14)
|
21,587
|
|
21,587
|
|
21,587
|
|
0.6%
|
|||||
Senior Secured Term Loan B (12.50% (LIBOR + 11.50% with 1.00% LIBOR floor), due 4/15/2020)(3)(11)(14)
|
21,695
|
|
21,695
|
|
21,695
|
|
0.6%
|
|||||
Equity
|
—
|
|
1
|
|
—
|
|
—%
|
|||||
|
|
|
|
43,283
|
|
43,282
|
|
1.2%
|
||||
Venio LLC
|
Pennsylvania / Business Services
|
Second Lien Term Loan (12.00% (LIBOR + 9.50% with 2.50% LIBOR floor), due 2/19/2020)(3)(11)(13)
|
17,000
|
|
17,000
|
|
16,042
|
|
0.4%
|
|||
|
|
|
|
17,000
|
|
16,042
|
|
0.4%
|
||||
Voya CLO 2012-2, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 19.32%)(6)(15)
|
38,070
|
|
30,002
|
|
32,391
|
|
0.9%
|
|||
|
|
|
|
30,002
|
|
32,391
|
|
0.9%
|
||||
Voya CLO 2012-3, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 16.87%)(6)(15)
|
46,632
|
|
37,208
|
|
38,465
|
|
1.0%
|
|||
|
|
|
|
37,208
|
|
38,465
|
|
1.0%
|
||||
Voya CLO 2012-4, Ltd.
|
Cayman Islands / Structured Finance
|
Income Notes (Residual Interest, current yield 19.40%)(6)(15)
|
40,613
|
|
32,918
|
|
34,977
|
|
0.9%
|
|||
|
|
|
|
32,918
|
|
34,977
|
|
0.9%
|
||||
Voya CLO 2014-1, Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 15.25%)(6)(7)(15)
|
32,383
|
|
28,886
|
|
29,170
|
|
0.8%
|
|||
|
|
|
|
28,886
|
|
29,170
|
|
0.8%
|
||||
Washington Mill CLO Ltd.
|
Cayman Islands / Structured Finance
|
Subordinated Notes (Residual Interest, current yield 14.28%)(6)(7)(15)
|
22,600
|
|
19,542
|
|
20,137
|
|
0.5%
|
|||
|
|
|
|
19,542
|
|
20,137
|
|
0.5%
|
||||
Water Pik, Inc.
|
Colorado / Personal & Nondurable Consumer Products
|
Second Lien Term Loan (9.75% (LIBOR + 8.75% with 1.00% LIBOR floor), due 1/8/2021)(9)(11)(13)
|
9,147
|
|
8,796
|
|
9,147
|
|
0.2%
|
|||
|
|
|
|
8,796
|
|
9,147
|
|
0.2%
|
||||
Wheel Pros, LLC
|
Colorado / Business Services
|
Senior Subordinated Secured Note (11.00% (LIBOR + 7.00% with 4.00% LIBOR floor), due 6/29/2020)(3)(11)(13)
|
12,000
|
|
12,000
|
|
12,000
|
|
0.3%
|
|||
Delayed Draw Term Loan – $3,000 Commitment (expires 12/30/2015)(16)
|
—
|
|
—
|
|
—
|
|
—%
|
|||||
|
|
|
|
12,000
|
|
12,000
|
|
0.3%
|
||||
Wind River Resources Corporation(46)
|
Utah / Oil & Gas Production
|
Senior Secured Note (13.00% (LIBOR + 7.50% with 5.50% LIBOR floor) plus 3.00% default interest on principal and 16.00% default interest on past due interest, in non-accrual status effective 12/1/2008, past due)(11)
|
3,000
|
|
3,000
|
|
—
|
|
—%
|
|||
Net Profits Interest (5% of Equity Distributions)(4)
|
|
—
|
|
—
|
|
—%
|
||||||
|
|
|
|
3,000
|
|
—
|
|
—%
|
||||
Total Non-Control/Non-Affiliate Investments (Level 3)
|
|
$
|
4,619,519
|
|
$
|
4,589,151
|
|
124.0%
|
||||
|
|
|
|
|
||||||||
Total Level 3 Portfolio Investments
|
|
$
|
6,559,313
|
|
$
|
6,609,298
|
|
178.5%
|
(1)
|
The terms “Prospect,” “we,” “us” and “our” mean Prospect Capital Corporation and its subsidiaries unless the context specifically requires otherwise. The securities in which Prospect has invested were acquired in transactions that were exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). These securities may be resold only in transactions that are exempt from registration under the Securities Act.
|
(2)
|
Fair value is determined by or under the direction of our Board of Directors. As of
June 30, 2015
, one of our portfolio investments, Dover Saddlery, Inc. (“Dover”), was publicly traded and classified as Level 1 within the valuation hierarchy established by ASC 820,
Fair Value Measurement
(“ASC 820”). On July 1, 2015 we redeemed our investment in Dover and realized a gain of $200. As of
June 30, 2015
, the fair value of our remaining portfolio investments was determined using significant unobservable inputs. As of
June 30, 2016
, all of our investments were classified as Level 3. ASC 820 classifies such unobservable inputs used to measure fair value as Level 3 within the valuation hierarchy. See Notes 2 and 3 within the accompanying notes to consolidated financial statements for further discussion.
|
(3)
|
Security, or a portion thereof, is held by Prospect Capital Funding LLC (“PCF”), our wholly-owned subsidiary and a bankruptcy remote special purpose entity, and is pledged as collateral for the Revolving Credit Facility and such security is not available as collateral to our general creditors (see Note 4). The fair values of the investments held by PCF at
June 30, 2016
and
June 30, 2015
were
$1,348,577
and
$1,511,585
, respectively, representing
22.9%
and
22.9%
of our total investments, respectively.
|
(4)
|
In addition to the stated returns, the net profits interest held will be realized upon sale of the borrower or a sale of the interests.
|
(5)
|
This investment is in the debt class of a CLO security.
|
(6)
|
This investment is in the equity class of a CLO security. The CLO equity investments are entitled to recurring distributions which are generally equal to the excess cash flow generated from the underlying investments after payment of the contractual payments to debt holders and fund expenses. The current estimated yield is based on the current projections of this excess cash flow taking into account assumptions which have been made regarding expected prepayments, losses and future reinvestment rates. These assumptions are periodically reviewed and adjusted. Ultimately, the actual yield may be higher or lower than the estimated yield if actual results differ from those used for the assumptions.
|
(7)
|
Co-investment with another fund managed by an affiliate of our investment adviser, Prospect Capital Management L.P. See Note 13 for further discussion.
|
(8)
|
On a fully diluted basis represents 10.00% of voting common shares.
|
(9)
|
Syndicated investment which was originated by a financial institution and broadly distributed.
|
(10)
|
The overriding royalty interests held receive payments at the stated rates based upon operations of the borrower.
|
(11)
|
Security, or a portion thereof, has a floating interest rate which may be subject to a LIBOR or PRIME floor. The interest rate was in effect at
June 30, 2016
and
June 30, 2015
.
|
(12)
|
The interest rate on these investments is subject to the base rate of 6-Month LIBOR, which was 0.44% at
June 30, 2015
. No loans utilized a base rate of 6 month LIBOR at June 30, 2016. The current base rate for each investment may be different from the reference rate on June 30, 2015.
|
(13)
|
The interest rate on these investments is subject to the base rate of 3-Month LIBOR, which was 0.65% and 0.28% at
June 30, 2016
and
June 30, 2015
, respectively. The current base rate for each investment may be different from the reference rate on
June 30, 2016
and
June 30, 2015
.
|
(14)
|
The interest rate on these investments is subject to the base rate of 1-Month LIBOR, which was 0.47% and 0.19% at
June 30, 2016
and
June 30, 2015
, respectively. The current base rate for each investment may be different from the reference rate on
June 30, 2016
and
June 30, 2015
.
|
(15)
|
Investment has been designated as an investment not “qualifying” under Section 55(a) of the Investment Company Act of 1940 (the “1940 Act”). Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. As of
June 30, 2016
and
June 30, 2015
, our qualifying assets as a percentage of total assets, stood at 74.58% and 75.1%, respectively. We monitor the status of these assets on an ongoing basis.
|
(16)
|
Undrawn committed revolvers and delayed draw term loans to our portfolio companies incur commitment and unused fees ranging from
0.00%
to
6.00%
. As of
June 30, 2016
and
June 30, 2015
, we had
$40,560
and
$88,288
, respectively, of undrawn revolver and delayed draw term loan commitments to our portfolio companies.
|
(17)
|
APH Property Holdings, LLC, a consolidated entity in which we own 100% of the membership interests, owns 100% of the common equity of American Property REIT Corp. (f/k/a American Property Holdings Corp. (“APRC”)), a qualified
Real Estate Investment Trust (“REIT”)
which holds investments in several real estate properties. See Note 3 for further discussion of the properties held by APRC. Effective May 23, 2016, APRC merged with and into National Property REIT Corp. (“NPRC”), with NPRC as the surviving entity.
|
(18)
|
Arctic Oilfield Equipment USA, Inc. (“Arctic Oilfield”), a consolidated entity in which we own 100% of the common equity, owns 70% of the equity units of Arctic Energy Services, LLC (“Arctic Energy”), the operating company. We report Arctic Energy as a separate contro
lled company. On September 30, 2015, we restructured our investment in Arctic Energy. Concurrent with the restructuring, we exchanged our $31,640 senior secured loan and our $20,230 subordinated loan for Class D and Class E Units in Arctic Energy. Our ownership of Arctic Oilfield includes a preferred interest in their holdings of all the Class D, Class E, Class C, and Class A Units (in order of priority returns). These unit classes are senior to management’s interests in the F and B Units.
|
(19)
|
CCPI Holdings Inc., a consolidated entity in which we own 100% of the common stock, owns 94.59% and 94.95% of CCPI Inc. (“CCPI”), the operating company, as of
June 30, 2016
and
June 30, 2015
, respectively. We report CCPI as a separate controlled company.
|
(20)
|
CP Holdings of Delaware LLC, a consolidated entity in which we own 100% of the membership interests, owns 82.3% of CP Energy Services Inc. (“CP Energy”) as of
June 30, 2016
and
June 30, 2015
, respectively. As of
June 30, 2015
, CP Energy owned directly or indirectly 100% of each of CP Well Testing, LLC (“CP Well”); Wright Foster Disposals, LLC; Foster Testing Co., Inc.; ProHaul Transports, LLC; and Wright Trucking, Inc. We report CP Energy as a separate controlled company. Effective December 31, 2014, CP Energy underwent a corporate reorganization in order to consolidate certain of its wholly-owned subsidiaries. On October 30, 2015, we restructured our investment in CP Energy. Concurrent with the restructuring, we exchanged our $86,965 senior secured loan and $15,924 subordinated loan for Series B Redeemable Preferred Stock in CP Energy.
|
(21)
|
Credit Central Holdings of Delaware, LLC, a consolidated entity in which we own 100% of the membership interests, owns 74.93% of Credit Central Loan Company, LLC (f/k/a Credit Central Holdings, LLC (“Credit Central”)) as of
June 30, 2016
and
June 30, 2015
, Credit Central owns 100% of each of Credit Central, LLC; Credit Central South, LLC; Credit Central of Texas, LLC; and Credit Central of Tennessee, LLC, the operating companies. We report Credit Central as a separate controlled company.
|
(22)
|
On June 9, 2015, we provided additional debt and equity financing to support the recapitalization of Edmentum, Inc. (“Edmentum”). As part of the recapitalization, we exchanged 100% of the $50,000 second lien term loan previously outstanding for $26,365 of junior PIK notes and 370,964.14 Class A common units representing 37.1% equity ownership in Edmentum Ultimate Holdings, LLC. In addition, we invested $5,875 in senior PIK notes and committed $7,834 as part of a second lien revolving credit facility, of which $4,896 was funded at closing. On June 9, 2015, we determined that Edmentum was impaired and recorded a realized loss of $22,116 for the amount that the amortized cost exceeded the fair value, reducing the amortized cost to $37,216.
|
(23)
|
First Tower Holdings of Delaware LLC, a consolidated entity in which we own 100% of the membership interests, owns 80.1% of First Tower Finance Company LLC (“First Tower Finance”), which owns 100% of First Tower, LLC, the operating company as of
June 30, 2016
and
June 30, 2015
, respectively. We report First Tower Finance as a separate controlled company.
|
(24)
|
Energy Solutions Holdings Inc., a consolidated entity in which we own 100% of equity, owns 100% of Freedom Marine Solutions, LLC (“Freedom Marine”), which owns Vessel Company, LLC, Vessel Company II, LLC and Vessel Company III, LLC. We report Freedom Marine as a separate controlled company. On October 30, 2015, we restructured our investment in Freedom Marine. Concurrent with the restructuring, we exchanged our $32,500 senior secured loans for additional membership interest in Freedom Marine.
|
(25)
|
Harbortouch Holdings of Delaware Inc., a consolidated entity in which we owned 100% of the common stock, owned 100% of the Class C voting units of Harbortouch Payments, LLC (“Harbortouch”), which provide for a 53.5% residual profits allocation. Harbortouch management owns 100% of the Class B and Class D voting units of Harbortouch, which provide for a 46.5% residual profits allocation. Harbortouch owns 100% of Credit Card Processing USA, LLC. We reported Harbortouch as a separate controlled company as of June 30, 2015.
On May 31, 2016, we sold our investment in
Harbortouch
for total consideration of $328,032, including fees and escrowed amounts. Prior to the sale, $154,382 of Senior Secured Term Loan B loan outstanding was converted to preferred equity. We received a repayment of $146,989 loans receivable to us and $157,639 of proceeds related
|
(26)
|
MITY Holdings of Delaware Inc. (“MITY Delaware”), a consolidated entity in which we own 100% of the common stock, owns 95.83% and 94.99% of the equity of MITY, Inc. (f/k/a MITY Enterprises, Inc.) (“MITY”), as of
June 30, 2016
and
June 30, 2015
, respectively. MITY owns 100% of each of MITY-Lite, Inc.; Broda Enterprises USA, Inc.; and Broda Enterprises ULC (“Broda Canada”). We report MITY as a separate controlled company. MITY Delaware has a subordinated unsecured note issued and outstanding to Broda Canada that is denominated in Canadian Dollars (CAD). As of
June 30, 2016
and
June 30, 2015
, the principal balance of this note was CAD 7,371. In accordance with ASC 830,
Foreign Currency Matters
(“ASC 830”), this note was remeasured into our functional currency, US Dollars (USD), and is presented on our Consolidated Schedule of Investments in USD.
|
(27)
|
NPH Property Holdings, LLC, a consolidated entity in which we own 100% of the membership interests, owns 100% of the common equity of NPRC (f/k/a National Property Holdings Corp.), a property REIT which holds investments in several real estate properties. Additionally, through its wholly-owned subsidiaries, NPRC invests in online consumer loans. We report NPRC as a separate controlled company. See Note 3 for further discussion of the properties held by NPRC. On March 17, 2015, we entered into a new credit agreement with ACL Loan Holdings, Inc. (“ACLLH”), a wholly-owned subsidiary of NPRC, to form two new tranches of senior secured term loans, Term Loan A and Term Loan B, with the same terms as the then existing NPRC Term Loan A and Term Loan B due to us. That agreement was effective as of June 30, 2014. On June 30, 2014, ACLLH made a non-cash return of capital distribution of $22,390 to NPRC and NPRC transferred and assigned to ACLLH a senior secured Term Loan A due to us. On June 2, 2015, we amended the credit agreement with NPRC to form two new tranches of senior secured term loans, Term Loan C and Term Loan D, with the same terms as the then existing ACLLH Term Loan A and Term Loan B due to us. That amendment was effective as of April 1, 2015. On August 18, 2015, we amended the credit agreement with NPRC to form a new tranche of senior secured term loans, Term Loan E. The amendment was effective as of July 1, 2015, and the outstanding Term Loan C and Term Loan D balances were converted to Term Loan E. On August 12, 2015, we also amended the credit agreement with ACLLH to form a new tranche of senior secured term loans, Term Loan C. The amendment was effective as of July 1, 2015, and the outstanding Term Loan A and Term Loan B balances were converted to Term Loan C. Effective May 23, 2016, APRC and United Property REIT Corp. (“UPRC”) merged with and into NPRC, with NPRC as the surviving entity. APRC and UPRC have been dissolved.
|
(28)
|
Nationwide Acceptance Holdings LLC, a consolidated entity in which we own 100% of the membership interests, owns 93.79% of Nationwide Loan Company LLC (f/k/a Nationwide Acceptance LLC (“Nationwide”)), the operating company, as of
June 30, 2016
and
June 30, 2015
. We report Nationwide as a separate controlled company. On June 1, 2015, Nationwide completed a corporate reorganization. As part of a reorganization, Nationwide Acceptance LLC was renamed Nationwide Loan Company LLC (continues as “Nationwide”) and formed two new wholly-owned subsidiaries: Pelican Loan Company LLC (“Pelican”) and Nationwide Consumer Loans LLC. Nationwide assigned 100% of the equity interests in its other subsidiaries to Pelican which, in turn, assigned these interests to Nationwide Acceptance LLC (“New Nationwide”), the new operating company wholly-owned by Pelican. New Nationwide also assumed the existing senior subordinated term loan due to Prospect.
|
(29)
|
NMMB Holdings, a consolidated entity in which we own 100% of the equity, owns 96.33% of the fully diluted equity of NMMB, Inc. (“NMMB”) as of
June 30, 2016
and
June 30, 2015
. NMMB owns 100% of Refuel Agency, Inc., which owns 100% of Armed Forces Communications, Inc. We report NMMB as a separate controlled company.
|
(30)
|
UPH Property Holdings, LLC, a consolidated entity in which we own 100% of the membership interests, owns 100% of the common equity of UPRC (f/k/a United Property Holdings Corp.), a property REIT which holds investments in several real estate properties. We report UPRC as a separate controlled company. See Note 3 for further discussion of the properties held by UPRC. Effective May 23, 2016, UPRC merged with and into NPRC, with NPRC as the surviving entity.
|
(31)
|
During the period from June 15, 2016 through June 29, 2016, we provided additional $3,500 debt financing to
USES Corp. (“USES”)
and its subsidiaries in the form of additional Term Loan A debt and, in connection with this debt financing, USES issued to us 268,962 shares of its common stock representing a 99.96% common equity ownership interest in USES. Therefore, USES became a controlled company on June 30, 2016.
|
(32)
|
Valley Electric Holdings I, Inc., a consolidated entity in which we own 100% of the common stock, owns 100% of Valley Electric Holdings II, Inc. (“Valley Holdings II”), another consolidated entity. Valley Holdings II owns 94.99% of Valley Electric Company, Inc. (“Valley Electric”). Valley Electric owns 100% of the equity of VE Company, Inc., which owns 100% of the equity of Valley Electric Co. of Mt. Vernon, Inc. (“Valley”). We report Valley Electric as a separate controlled company.
|
(33)
|
On February 3, 2016, lenders foreclosed on Targus Group International, Inc., and our $21,613 first lien term loan was extinguished and exchanged for 1,262,737 common units representing 12.63% equity ownership in Targus Cayman HoldCo Limited, the parent company of Targus International LLC (“Targus”). On February 17, 2016, we provided additional debt financing to support the recapitalization of Targus. As part of the recapitalization, we invested an additional $1,263 in a new senior secured Term Loan A notes and were allocated $3,788 in new senior secured Term Loan B notes. During the same period, Targus was written-down for tax purposes and a realized loss of $14,194 therefore was realized for the amount that the amortized cost exceeded the fair value.
|
(34)
|
We own 99.9999% of AGC/PEP, LLC. AGC/PEP, LLC owns 2,038 out of a total of 93,485 shares (including 7,456 vested and unvested management options) of American Gilsonite Holding Company which owns 100% of American Gilsonite Company.
|
(35)
|
A portion of the senior secured note is denominated in Canadian Dollars (CAD). As of June 30, 2015, the principal balance of this note was CAD 36,666. In accordance with ASC 830, this note was remeasured into our functional currency, US Dollars (USD), and is presented on our Consolidated Schedules of Investments in USD.
|
(36)
|
GTP Operations, LLC, Transplace, LLC, CI (Transplace) International, LLC, Transplace Freight Services, LLC, Transplace Texas, LP, Transplace Stuttgart, LP, Transplace International, Inc., Celtic International, LLC, and Treetop Merger Sub, LLC are joint borrowers on the senior secured term loan.
|
(37)
|
As of
June 30, 2016
and
June 30, 2015
, we own 1.43% (13,220 shares) of Mineral Fusion Natural, LLC, a subsidiary of Caleel + Hayden, LLC, common and preferred interest.
|
(38)
|
NCP Finance Limited Partnership, NCP Finance Ohio, LLC, and certain affiliates thereof are joint borrowers on the subordinated secured term loan
|
(39)
|
Pegasus Business Intelligence, LP, Paycom Acquisition, LLC, and Paycom Acquisition Corp. are joint borrowers on the senior secured loan facilities. Paycom Intermediate Holdings, Inc. is the parent guarantor of this debt investment. These entities transact business internationally under the trade name Onyx Payments.
|
(40)
|
As of
June 30, 2015
, Progrexion Marketing, Inc., Progrexion Teleservices, Inc., Progrexion ASG, Inc., Progrexion IP, Inc., Creditrepair.com, Inc., and eFolks, LLC were joint borrowers on the senior secured term loan. PGX Holdings, Inc. (“PGX”) was the parent guarantor of this debt investment. As of
June 30, 2016
, PGX is the sole borrower on the second lien term loan.
|
(41)
|
Security Alarm Financing Enterprises, L.P. and California Security Alarms, Inc. are joint borrowers on the senior subordinated note.
|
(42)
|
SB Forging Company, Inc. (“SB Forging”), a consolidated entity in which we own 100% of the equity, owned 100% of Ajax Rolled Ring & Machine, LLC, the operating company, which was sold on October 10, 2014. As part of the sale there is $3,000 being held in escrow
of which $802 and $1,750 was received on May 6, 2015 and May 31, 2016, respectively, for which Prospect realized a gain of the same amount.
|
(43)
|
Our wholly-owned subsidiary Prospect Small Business Lending, LLC purchases small business whole loans from small business loan originators, including On Deck Capital, Inc., and Direct Capital Corporation.
|
(44)
|
Trinity Services Group, Inc. and Trinity Services I, LLC are joint borrowers on the senior secured loan facility.
|
(45)
|
Ellett Brothers, LLC, Evans Sports, Inc., Jerry’s Sports, Inc., Simmons Gun Specialties, Inc., Bonitz Brothers, Inc., and Outdoor Sports Headquarters, Inc. are joint borrowers on the second lien term loan. United Sporting Companies, Inc. is a parent guarantor of this debt investment.
|
(46)
|
Wind River Resources Corporation and Wind River II Corporation are joint borrowers on the senior secured note. The interest rate for this investment is subject to the base rate of 12-Month LIBOR, which was 0.77% at
June 30, 2015
.
|
(47)
|
The interest rate on these investments contains a paid in kind (“PIK”) provision, whereby the issuer has either the option or the obligation to make interest payments with the issuance of additional securities. The interest rate in the schedule represents the current interest rate in effect for these investments.
|
Security Name
|
PIK Rate -
Capitalized |
PIK Rate -
Paid as cash |
Maximum
Current PIK Rate |
|
CCPI Inc.
|
—%
|
7.00%
|
7.00%
|
|
Cinedigm DC Holdings, LLC
|
—%
|
2.50%
|
2.50%
|
|
Credit Central Loan Company
|
6.49%
|
3.51%
|
10.00%
|
|
Crosman Corporation - Senior Secured Term Loan A
|
4.00%
|
—%
|
4.00%
|
|
Crosman Corporation - Senior Secured Term Loan B
|
4.00%
|
—%
|
4.00%
|
|
Echelon Aviation LLC
|
—%
|
2.25%
|
2.25%
|
|
Edmentum Ultimate Holdings, LLC - Unsecured Senior PIK Note
|
8.50%
|
—%
|
8.50%
|
|
Edmentum Ultimate Holdings, LLC - Unsecured Junior PIK Note
|
10.00%
|
—%
|
10.00%
|
|
First Tower Finance Company LLC
|
0.80%
|
11.20%
|
12.00%
|
|
Harbortouch Payments, LLC
|
N/A
|
N/A
|
3.00%
|
(A)
|
JHH Holdings, Inc.
|
0.50%
|
—%
|
0.50%
|
|
LaserShip , Inc. - Term Loan A
|
2.00%
|
—%
|
2.00%
|
|
LaserShip , Inc. - Term Loan B
|
2.00%
|
—%
|
2.00%
|
|
Mity, Inc.
|
—%
|
10.00%
|
10.00%
|
|
National Property REIT Corp. - Senior Secured Term Loan A
|
—%
|
5.50%
|
5.50%
|
|
National Property REIT Corp. - Senior Secured Term Loan E
|
—%
|
5.00%
|
5.00%
|
|
National Property REIT Corp. - Senior Secured Term Loan C to ACL Holdings, Inc.
|
—%
|
5.00%
|
5.00%
|
|
Nationwide Loan Company LLC
|
—%
|
10.00%
|
10.00%
|
|
Nixon, Inc.
|
3.00%
|
—%
|
3.00%
|
|
Valley Electric Co. of Mt. Vernon, Inc.
|
—%
|
2.50%
|
2.50%
|
|
Valley Electric Company, Inc.
|
3.42%
|
5.08%
|
8.50%
|
|
Security Name
|
PIK Rate -
Capitalized |
PIK Rate -
Paid as cash |
Maximum Current PIK Rate
|
|
American Property REIT Corp.
|
—%
|
5.50%
|
5.50%
|
|
CCPI Inc.
|
7.00%
|
—%
|
7.00%
|
|
Cinedigm DC Holdings, LLC
|
2.50%
|
—%
|
2.50%
|
|
CP Energy Services Inc. - Second Lien Term Loan
|
9.00%
|
—%
|
9.00%
|
|
CP Energy Services Inc. - Senior Secured Term Loan B
|
7.50%
|
—%
|
7.50%
|
|
Credit Central Loan Company, LLC
|
—%
|
10.00%
|
10.00%
|
|
Echelon Aviation LLC
|
N/A
|
N/A
|
2.25%
|
(B)
|
Edmentum Ultimate Holdings, LLC - Unsecured Senior PIK Note
|
N/A
|
N/A
|
8.50%
|
(B)
|
Edmentum Ultimate Holdings, LLC - Unsecured Junior PIK Note
|
N/A
|
N/A
|
10.00%
|
(B)
|
First Tower Finance Company LLC
|
1.64%
|
10.36%
|
12.00%
|
|
Harbortouch Payments, LLC
|
5.50%
|
—%
|
5.50%
|
(C)
|
JHH Holdings, Inc.
|
0.50%
|
—%
|
0.50%
|
|
Mity, Inc.
|
10.00%
|
—%
|
10.00%
|
|
National Property REIT Corp. - Senior Secured Term Loan A
|
—%
|
5.50%
|
5.50%
|
|
National Property REIT Corp. - Senior Secured Term Loan C
|
—%
|
7.50%
|
7.50%
|
|
National Property REIT Corp. - Senior Secured Term Loan D
|
—%
|
4.50%
|
4.50%
|
|
National Property REIT Corp. - Senior Secured Term Loan A to ACL Loan Holdings, Inc.
|
—%
|
7.50%
|
7.50%
|
|
National Property REIT Corp. - Senior Secured Term Loan B to ACL Loan Holdings, Inc.
|
—%
|
4.50%
|
4.50%
|
|
Nationwide Loan Company LLC
|
—%
|
10.00%
|
10.00%
|
|
Nixon, Inc.
|
2.75%
|
—%
|
2.75%
|
|
Ryan, LLC
|
3.00%
|
—%
|
3.00%
|
|
TB Corp.
|
—%
|
1.50%
|
1.50%
|
|
Targus Group International, Inc.
|
1.00%
|
—%
|
1.00%
|
|
United Property REIT Corp.
|
—%
|
5.50%
|
5.50%
|
|
Valley Electric Co. of Mt. Vernon, Inc.
|
2.50%
|
—%
|
2.50%
|
|
Valley Electric Company, Inc.
|
8.50%
|
—%
|
8.50%
|
|
(48)
|
As defined in the 1940 Act, we are deemed to “Control” these portfolio companies because we own more than 25% of the portfolio company’s outstanding voting securities. Transactions during the
year ended June 30, 2016
with these controlled investments were as follows:
|
Portfolio Company
|
Fair Value at
June 30, 2015 |
Gross Additions (Cost)*
|
Gross Reductions (Cost)**
|
Net unrealized
gains (losses) |
Fair Value at
June 30, 2016 |
Interest
income |
Dividend
income |
Other
income |
Net realized
gains (losses) |
||||||||||||||||||
American Property REIT Corp.***
|
$
|
118,256
|
|
$
|
2,826
|
|
$
|
(103,017
|
)
|
$
|
(18,065
|
)
|
$
|
—
|
|
$
|
7,306
|
|
$
|
11,016
|
|
$
|
899
|
|
$
|
—
|
|
Arctic Energy Services, LLC
|
60,364
|
|
—
|
|
—
|
|
(22,024
|
)
|
38,340
|
|
1,123
|
|
—
|
|
—
|
|
—
|
|
|||||||||
CCPI Inc.
|
41,352
|
|
475
|
|
(6,368
|
)
|
5,897
|
|
41,356
|
|
3,123
|
|
3,196
|
|
—
|
|
—
|
|
|||||||||
CP Energy Services Inc.
|
91,009
|
|
(2,819
|
)
|
—
|
|
(12,188
|
)
|
76,002
|
|
(390
|
)
|
—
|
|
—
|
|
—
|
|
|||||||||
Credit Central Loan Company, LLC
|
55,172
|
|
921
|
|
(323
|
)
|
(3,516
|
)
|
52,254
|
|
7,398
|
|
—
|
|
2,067
|
|
—
|
|
|||||||||
Echelon Aviation LLC
|
68,941
|
|
—
|
|
(2,954
|
)
|
(5,166
|
)
|
60,821
|
|
5,700
|
|
7,250
|
|
—
|
|
—
|
|
|||||||||
Edmentum Ultimate Holdings, LLC
|
37,216
|
|
9,358
|
|
(4,896
|
)
|
2,668
|
|
44,346
|
|
3,650
|
|
—
|
|
—
|
|
—
|
|
|||||||||
First Tower Finance Company LLC
|
365,950
|
|
8,866
|
|
(679
|
)
|
(21,471
|
)
|
352,666
|
|
56,698
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Freedom Marine Solutions, LLC
|
27,090
|
|
1,000
|
|
—
|
|
(1,472
|
)
|
26,618
|
|
1,112
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Gulf Coast Machine & Supply Company
|
6,918
|
|
9,500
|
|
(1,075
|
)
|
(8,031
|
)
|
7,312
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Harbortouch Payments, LLC
|
376,936
|
|
9,503
|
|
(314,962
|
)
|
(71,477
|
)
|
—
|
|
33,419
|
|
—
|
|
12,909
|
|
(5,419
|
)
|
|||||||||
MITY, Inc.
|
50,795
|
|
139
|
|
—
|
|
3,115
|
|
54,049
|
|
5,762
|
|
711
|
|
—
|
|
13
|
|
|||||||||
National Property REIT Corp.****
|
471,889
|
|
256,737
|
|
20,979
|
|
94,328
|
|
843,933
|
|
62,690
|
|
—
|
|
5,375
|
|
—
|
|
|||||||||
Nationwide Loan Company LLC
|
34,550
|
|
3,583
|
|
(300
|
)
|
(2,020
|
)
|
35,813
|
|
3,212
|
|
3,963
|
|
—
|
|
—
|
|
|||||||||
NMMB, Inc.
|
12,052
|
|
—
|
|
—
|
|
(2,045
|
)
|
10,007
|
|
1,525
|
|
—
|
|
—
|
|
—
|
|
|||||||||
R-V Industries, Inc.
|
40,508
|
|
—
|
|
(614
|
)
|
(3,017
|
)
|
36,877
|
|
2,908
|
|
299
|
|
—
|
|
—
|
|
|||||||||
SB Forging Company, Inc.
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||||
United Property REIT Corp.***
|
84,685
|
|
7,531
|
|
(83,159
|
)
|
(9,057
|
)
|
—
|
|
6,778
|
|
—
|
|
1,278
|
|
—
|
|
|||||||||
USES Corp.
|
—
|
|
55,297
|
|
(150
|
)
|
(14,861
|
)
|
40,286
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Valley Electric Company, Inc.
|
30,497
|
|
1,599
|
|
—
|
|
(1,005
|
)
|
31,091
|
|
5,363
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Wolf Energy, LLC
|
22
|
|
—
|
|
—
|
|
656
|
|
678
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||||
Total
|
$
|
1,974,202
|
|
$
|
364,516
|
|
$
|
(497,518
|
)
|
$
|
(88,751
|
)
|
$
|
1,752,449
|
|
$
|
207,377
|
|
$
|
26,435
|
|
$
|
22,528
|
|
$
|
(5,406
|
)
|
(49)
|
As defined in the 1940 Act, we are deemed to be an “Affiliated company” of these portfolio companies because we own more than 5% of the portfolio company’s outstanding voting securities. Transactions during the
year ended June 30, 2016
with these affiliated investments were as follows:
|
Portfolio Company
|
Fair Value at
June 30, 2015 |
Gross Additions (Cost)*
|
Gross Reductions (Cost)**
|
Net unrealized
gains (losses) |
Fair Value at
June 30, 2016 |
Interest
income |
Dividend
income |
Other
income |
Net realized
gains (losses) |
||||||||||||||||||
BNN Holdings Corp.
|
$
|
45,945
|
|
$
|
—
|
|
$
|
(42,922
|
)
|
$
|
(181
|
)
|
$
|
2,842
|
|
$
|
896
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Targus International LLC
|
—
|
|
22,724
|
|
(14,194
|
)
|
(52
|
)
|
8,478
|
|
—
|
|
—
|
|
—
|
|
(14,194
|
)
|
|||||||||
Total
|
$
|
45,945
|
|
$
|
22,724
|
|
$
|
(57,116
|
)
|
$
|
(233
|
)
|
$
|
11,320
|
|
$
|
896
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(14,194
|
)
|
(50)
|
As defined in the 1940 Act, we are deemed to “Control” these portfolio companies because we own more than 25% of the portfolio company’s outstanding voting securities. Transactions during the year ended
June 30, 2015
with these controlled investments were as follows:
|
Portfolio Company
|
Fair Value at
June 30, 2014 |
Gross Additions (Cost)*
|
|
Gross Reductions (Cost)**
|
Net unrealized
gains (losses) |
Fair Value at
June 30, 2015 |
Interest
income |
Dividend
income |
Other
income |
Net realized
gains (losses) |
|||||||||||||||||||
Airmall Inc.
|
$
|
45,284
|
|
$
|
—
|
|
|
$
|
(57,500
|
)
|
$
|
12,216
|
|
$
|
—
|
|
$
|
576
|
|
$
|
—
|
|
$
|
3,000
|
|
$
|
(2,808
|
)
|
|
American Property REIT Corp.
|
206,159
|
|
(102,543
|
)
|
***
|
(32
|
)
|
14,672
|
|
118,256
|
|
14,747
|
|
—
|
|
1,342
|
|
—
|
|
||||||||||
Appalachian Energy LLC
|
—
|
|
—
|
|
|
(2,050
|
)
|
2,050
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,050
|
)
|
||||||||||
Arctic Energy Services, LLC
|
61,114
|
|
—
|
|
|
—
|
|
(750
|
)
|
60,364
|
|
6,721
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Borga, Inc.
|
436
|
|
—
|
|
|
(3,177
|
)
|
2,741
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,589
|
)
|
||||||||||
BXC Company, Inc.
|
2,115
|
|
250
|
|
|
(17,698
|
)
|
15,333
|
|
—
|
|
—
|
|
—
|
|
5
|
|
(16,949
|
)
|
||||||||||
CCPI Inc.
|
32,594
|
|
599
|
|
|
(476
|
)
|
8,635
|
|
41,352
|
|
3,332
|
|
—
|
|
525
|
|
—
|
|
||||||||||
Change Clean Energy Company, LLC
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Coalbed, LLC
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
CP Energy Services Inc.
|
130,119
|
|
2,818
|
|
|
—
|
|
(41,927
|
)
|
91,010
|
|
16,420
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Credit Central Loan Company, LLC
|
50,432
|
|
300
|
|
|
(2,337
|
)
|
6,777
|
|
55,172
|
|
7,375
|
|
159
|
|
1,220
|
|
—
|
|
||||||||||
Echelon Aviation LLC
|
92,628
|
|
5,800
|
|
|
(37,713
|
)
|
8,226
|
|
68,941
|
|
6,895
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Edmentum Ultimate Holdings, LLC
|
—
|
|
60,772
|
|
|
(23,556
|
)
|
—
|
|
37,216
|
|
—
|
|
—
|
|
—
|
|
(22,116
|
)
|
||||||||||
First Tower Finance Company LLC
|
326,785
|
|
332
|
|
|
(1,932
|
)
|
40,765
|
|
365,950
|
|
52,900
|
|
1,929
|
|
—
|
|
—
|
|
||||||||||
Freedom Marine Solutions, LLC
|
32,004
|
|
—
|
|
|
(485
|
)
|
(4,429
|
)
|
27,090
|
|
4,461
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Gulf Coast Machine & Supply Company
|
14,459
|
|
8,500
|
|
|
—
|
|
(16,041
|
)
|
6,918
|
|
1,370
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Harbortouch Payments, LLC
|
291,314
|
|
35,374
|
|
|
(8,609
|
)
|
58,857
|
|
376,936
|
|
29,834
|
|
—
|
|
579
|
|
—
|
|
||||||||||
Manx Energy, Inc.
|
—
|
|
—
|
|
|
(50
|
)
|
50
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(50
|
)
|
||||||||||
MITY, Inc.
|
49,289
|
|
3,032
|
|
|
(2,594
|
)
|
1,068
|
|
50,795
|
|
5,783
|
|
—
|
|
—
|
|
(5
|
)
|
||||||||||
National Property REIT Corp.
|
124,511
|
|
361,481
|
|
***
|
(38,420
|
)
|
24,317
|
|
471,889
|
|
30,611
|
|
—
|
|
1,959
|
|
—
|
|
||||||||||
Nationwide Loan Company LLC
(f/k/a Nationwide Acceptance LLC) |
29,923
|
|
2,814
|
|
|
(2,350
|
)
|
4,163
|
|
34,550
|
|
3,005
|
|
4,425
|
|
—
|
|
—
|
|
||||||||||
NMMB, Inc.
|
6,297
|
|
383
|
|
|
—
|
|
5,372
|
|
12,052
|
|
1,521
|
|
—
|
|
—
|
|
—
|
|
||||||||||
R-V Industries, Inc.
|
57,734
|
|
—
|
|
|
(1,175
|
)
|
(16,052
|
)
|
40,507
|
|
3,018
|
|
298
|
|
—
|
|
—
|
|
||||||||||
SB Forging Company, Inc. *****
|
25,536
|
|
—
|
|
|
(46,550
|
)
|
21,014
|
|
—
|
|
956
|
|
—
|
|
2,000
|
|
(21,001
|
)
|
||||||||||
United Property REIT Corp.
|
24,566
|
|
51,936
|
|
***
|
(448
|
)
|
8,631
|
|
84,685
|
|
5,893
|
|
—
|
|
2,345
|
|
—
|
|
||||||||||
Valley Electric Company, Inc.
|
33,556
|
|
2,053
|
|
|
(76
|
)
|
(5,036
|
)
|
30,497
|
|
4,991
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Vets Securing America, Inc.****
|
—
|
|
100
|
|
|
(3,931
|
)
|
3,831
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(3,246
|
)
|
||||||||||
Wolf Energy, LLC
|
3,599
|
|
—
|
|
|
(5,991
|
)
|
2,414
|
|
22
|
|
—
|
|
—
|
|
—
|
|
(5,818
|
)
|
||||||||||
Yatesville Coal Company, LLC
|
—
|
|
—
|
|
—
|
|
(1,449
|
)
|
1,449
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,449
|
)
|
|||||||||
Total
|
$
|
1,640,454
|
|
$
|
434,001
|
|
|
$
|
(258,599
|
)
|
$
|
158,346
|
|
$
|
1,974,202
|
|
$
|
200,409
|
|
$
|
6,811
|
|
$
|
12,975
|
|
$
|
(78,081
|
)
|
(51)
|
As defined in the 1940 Act, we are deemed to be an “Affiliated company” of these portfolio companies because we own more than 5% of the portfolio company’s outstanding voting securities. Transactions during the year ended
June 30, 2015
with these affiliated investments were as follows:
|
Portfolio Company
|
Fair Value at
June 30, 2014 |
Gross Additions (Cost)*
|
Gross Reductions (Cost)**
|
Net unrealized
gains (losses) |
Fair Value at
June 30, 2015 |
Interest
income |
Dividend
income |
Other
income |
Net realized
gains (losses) |
||||||||||||||||||
BNN Holdings Corp.
|
$
|
32,121
|
|
$
|
44,000
|
|
$
|
(30,679
|
)
|
$
|
503
|
|
$
|
45,945
|
|
$
|
3,799
|
|
$
|
778
|
|
$
|
226
|
|
$
|
—
|
|
Total
|
$
|
32,121
|
|
$
|
44,000
|
|
$
|
(30,679
|
)
|
$
|
503
|
|
$
|
45,945
|
|
$
|
3,799
|
|
$
|
778
|
|
$
|
226
|
|
$
|
—
|
|
1.
|
Each portfolio company or investment is reviewed by our investment professionals with independent valuation firms engaged by our Board of Directors.
|
2.
|
The independent valuation firms prepare independent valuations for each investment based on their own independent assessments and issues their report.
|
3.
|
The Audit Committee of our Board of Directors reviews and discusses with the independent valuation firms the valuation reports, and then makes a recommendation to the Board of Directors of the value for each investment.
|
4.
|
The Board of Directors discusses valuations and determines the fair value of each investment in our portfolio in good faith based on the input of the Investment Adviser, the respective independent valuation firm and the Audit Committee.
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||
|
Cost
|
|
Fair Value
|
|
Cost
|
|
Fair Value
|
||||||||
Revolving Line of Credit
|
$
|
13,274
|
|
|
$
|
13,274
|
|
|
$
|
30,546
|
|
|
$
|
30,546
|
|
Senior Secured Debt
|
3,072,839
|
|
|
2,941,722
|
|
|
3,617,111
|
|
|
3,533,447
|
|
||||
Subordinated Secured Debt
|
1,228,598
|
|
|
1,209,604
|
|
|
1,234,701
|
|
|
1,205,303
|
|
||||
Subordinated Unsecured Debt
|
75,878
|
|
|
68,358
|
|
|
145,644
|
|
|
144,271
|
|
||||
Small Business Loans
|
14,603
|
|
|
14,215
|
|
|
50,558
|
|
|
50,892
|
|
||||
CLO Debt
|
—
|
|
|
—
|
|
|
28,613
|
|
|
32,398
|
|
||||
CLO Residual Interest
|
1,083,540
|
|
|
1,009,696
|
|
|
1,072,734
|
|
|
1,113,023
|
|
||||
Equity
|
602,368
|
|
|
640,839
|
|
|
379,469
|
|
|
499,678
|
|
||||
Total Investments
|
$
|
6,091,100
|
|
|
$
|
5,897,708
|
|
|
$
|
6,559,376
|
|
|
$
|
6,609,558
|
|
•
|
Senior Secured Debt includes investments listed on the SOI such as senior secured term loans, senior term loans, secured promissory notes, senior demand notes, and first lien term loans.
|
•
|
Subordinated Secured Debt includes investments listed on the SOI such as subordinated secured term loans, subordinated term loans, senior subordinated notes, and second lien term loans.
|
•
|
Subordinated Unsecured Debt includes investments listed on the SOI such as subordinated unsecured notes and senior unsecured notes.
|
•
|
Small Business Loans includes our investments in small business whole loans purchased from OnDeck and Direct Capital Corporation (“Direct Capital”).
|
•
|
CLO Debt includes our investments in the “debt” class of security of CLO funds.
|
•
|
CLO Residual Interest includes our investments in the “equity” class of security of CLO funds such as income notes, preference shares, and subordinated notes.
|
•
|
Equity, unless specifically stated otherwise, includes our investments in preferred stock, common stock, membership interests, net profits interests, net operating income interests, net revenue interests, overriding royalty interests, escrows receivable, and warrants.
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Revolving Line of Credit
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13,274
|
|
|
$
|
13,274
|
|
Senior Secured Debt
|
—
|
|
|
—
|
|
|
2,941,722
|
|
|
2,941,722
|
|
||||
Subordinated Secured Debt
|
—
|
|
|
—
|
|
|
1,209,604
|
|
|
1,209,604
|
|
||||
Subordinated Unsecured Debt
|
—
|
|
|
—
|
|
|
68,358
|
|
|
68,358
|
|
||||
Small Business Loans
|
—
|
|
|
—
|
|
|
14,215
|
|
|
14,215
|
|
||||
CLO Residual Interest
|
—
|
|
|
—
|
|
|
1,009,696
|
|
|
1,009,696
|
|
||||
Equity
|
—
|
|
|
—
|
|
|
640,839
|
|
|
640,839
|
|
||||
Total Investments
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,897,708
|
|
|
$
|
5,897,708
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Revolving Line of Credit
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30,546
|
|
|
$
|
30,546
|
|
Senior Secured Debt
|
—
|
|
|
—
|
|
|
3,533,447
|
|
|
3,533,447
|
|
||||
Subordinated Secured Debt
|
—
|
|
|
—
|
|
|
1,205,303
|
|
|
1,205,303
|
|
||||
Subordinated Unsecured Debt
|
—
|
|
|
—
|
|
|
144,271
|
|
|
144,271
|
|
||||
Small Business Loans
|
—
|
|
|
—
|
|
|
50,892
|
|
|
50,892
|
|
||||
CLO Debt
|
—
|
|
|
—
|
|
|
32,398
|
|
|
32,398
|
|
||||
CLO Residual Interest
|
—
|
|
|
—
|
|
|
1,113,023
|
|
|
1,113,023
|
|
||||
Equity
|
260
|
|
|
—
|
|
|
499,418
|
|
|
499,678
|
|
||||
Total Investments
|
$
|
260
|
|
|
$
|
—
|
|
|
$
|
6,609,298
|
|
|
$
|
6,609,558
|
|
|
Fair Value Measurements Using Unobservable Inputs (Level 3)
|
||||||||||||||
|
Control
Investments
|
|
Affiliate
Investments
|
|
Non-Control/
Non-Affiliate
Investments
|
|
Total
|
||||||||
Fair value as of June 30, 2015
|
$
|
1,974,202
|
|
|
$
|
45,945
|
|
|
$
|
4,589,151
|
|
|
$
|
6,609,298
|
|
Net realized losses on investments
|
(5,406
|
)
|
|
(14,194
|
)
|
|
(8,137
|
)
|
|
(27,737
|
)
|
||||
Net change in unrealized depreciation
|
(88,751
|
)
|
|
(233
|
)
|
|
(154,392
|
)
|
|
(243,376
|
)
|
||||
Net realized and unrealized losses
|
(94,157
|
)
|
|
(14,427
|
)
|
|
(162,529
|
)
|
|
(271,113
|
)
|
||||
Purchases of portfolio investments
|
296,970
|
|
|
1,263
|
|
|
660,339
|
|
|
958,572
|
|
||||
Payment-in-kind interest
|
15,175
|
|
|
—
|
|
|
5,356
|
|
|
20,531
|
|
||||
Amortization of discounts and premiums, net
|
—
|
|
|
—
|
|
|
(84,087
|
)
|
|
(84,087
|
)
|
||||
Repayments and sales of portfolio investments
|
(492,112
|
)
|
|
(42,922
|
)
|
|
(800,459
|
)
|
|
(1,335,493
|
)
|
||||
Transfers within Level 3(1)
|
52,371
|
|
|
21,461
|
|
|
(73,832
|
)
|
|
—
|
|
||||
Transfers in (out) of Level 3(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Fair value as of June 30, 2016
|
$
|
1,752,449
|
|
|
$
|
11,320
|
|
|
$
|
4,133,939
|
|
|
$
|
5,897,708
|
|
|
Revolving Line of Credit
|
|
Senior Secured
Debt |
|
Subordinated Secured Debt
|
|
Subordinated Unsecured Debt
|
|
Small Business Loans
|
|
CLO
Debt |
|
CLO
Residual Interest |
|
Equity
|
|
Total
|
||||||||||||||||||
Fair value as of June 30, 2015
|
$
|
30,546
|
|
|
$
|
3,533,447
|
|
|
$
|
1,205,303
|
|
|
$
|
144,271
|
|
|
$
|
50,892
|
|
|
$
|
32,398
|
|
|
$
|
1,113,023
|
|
|
$
|
499,418
|
|
|
$
|
6,609,298
|
|
Net realized (losses) gains on investments
|
—
|
|
|
(1,246
|
)
|
|
(7,456
|
)
|
|
10
|
|
|
(5,986
|
)
|
|
3,911
|
|
|
—
|
|
|
(16,970
|
)
|
|
(27,737
|
)
|
|||||||||
Net change in unrealized (depreciation) appreciation
|
—
|
|
|
(47,455
|
)
|
|
10,403
|
|
|
(6,146
|
)
|
|
(722
|
)
|
|
(3,784
|
)
|
|
(114,131
|
)
|
|
(81,541
|
)
|
|
(243,376
|
)
|
|||||||||
Net realized and unrealized (losses) gains
|
—
|
|
|
(48,701
|
)
|
|
2,947
|
|
|
(6,136
|
)
|
|
(6,708
|
)
|
|
127
|
|
|
(114,131
|
)
|
|
(98,511
|
)
|
|
(271,113
|
)
|
|||||||||
Purchases of portfolio investments
|
9,824
|
|
|
412,950
|
|
|
147,104
|
|
|
—
|
|
|
72,400
|
|
|
—
|
|
|
96,620
|
|
|
219,674
|
|
|
958,572
|
|
|||||||||
Payment-in-kind interest
|
—
|
|
|
15,900
|
|
|
1,697
|
|
|
2,934
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,531
|
|
|||||||||
Accretion (amortization) of discounts and premiums
|
—
|
|
|
353
|
|
|
986
|
|
|
—
|
|
|
—
|
|
|
390
|
|
|
(85,816
|
)
|
|
—
|
|
|
(84,087
|
)
|
|||||||||
Repayments and sales of portfolio investments
|
(27,096
|
)
|
|
(847,644
|
)
|
|
(73,200
|
)
|
|
(72,711
|
)
|
|
(102,369
|
)
|
|
(32,915
|
)
|
|
—
|
|
|
(179,558
|
)
|
|
(1,335,493
|
)
|
|||||||||
Transfers within Level 3(1)
|
—
|
|
|
(124,583
|
)
|
|
(75,233
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
199,816
|
|
|
—
|
|
|||||||||
Transfers in (out) of Level 3(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Fair value as of June 30, 2016
|
$
|
13,274
|
|
|
$
|
2,941,722
|
|
|
$
|
1,209,604
|
|
|
$
|
68,358
|
|
|
$
|
14,215
|
|
|
$
|
—
|
|
|
$
|
1,009,696
|
|
|
$
|
640,839
|
|
|
$
|
5,897,708
|
|
(1)
|
Transfers are assumed to have occurred at the beginning of the quarter during which the asset was transferred.
|
|
Fair Value Measurements Using Unobservable Inputs (Level 3)
|
||||||||||||||
|
Control
Investments
|
|
Affiliate
Investments
|
|
Non-Control/
Non-Affiliate
Investments
|
|
Total
|
||||||||
Fair value as of June 30, 2014
|
$
|
1,640,454
|
|
|
$
|
32,121
|
|
|
$
|
4,580,996
|
|
|
$
|
6,253,571
|
|
Net realized losses on investments
|
(80,640
|
)
|
|
—
|
|
|
(99,836
|
)
|
|
(180,476
|
)
|
||||
Net change in unrealized appreciation
|
158,346
|
|
|
503
|
|
|
9,024
|
|
|
167,873
|
|
||||
Net realized and unrealized gains (losses)
|
77,706
|
|
|
503
|
|
|
(90,812
|
)
|
|
(12,603
|
)
|
||||
Purchases of portfolio investments
|
361,151
|
|
|
15,050
|
|
|
1,461,999
|
|
|
1,838,200
|
|
||||
Payment-in-kind interest
|
22,850
|
|
|
—
|
|
|
6,427
|
|
|
29,277
|
|
||||
Amortization of discounts and premiums, net
|
—
|
|
|
—
|
|
|
(87,638
|
)
|
|
(87,638
|
)
|
||||
Repayments and sales of portfolio investments
|
(177,959
|
)
|
|
(1,729
|
)
|
|
(1,231,821
|
)
|
|
(1,411,509
|
)
|
||||
Transfers within Level 3(1)
|
50,000
|
|
|
—
|
|
|
(50,000
|
)
|
|
—
|
|
||||
Transfers in (out) of Level 3(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Fair value as of June 30, 2015
|
$
|
1,974,202
|
|
|
$
|
45,945
|
|
|
$
|
4,589,151
|
|
|
$
|
6,609,298
|
|
|
Revolving Line of Credit
|
|
Senior Secured
Debt |
|
Subordinated Secured Debt
|
|
Subordinated Unsecured Debt
|
|
Small Business Loans
|
|
CLO
Debt |
|
CLO
Residual Interest |
|
Equity
|
|
Total
|
||||||||||||||||||
Fair value as of June 30, 2014
|
$
|
2,786
|
|
|
$
|
3,514,198
|
|
|
$
|
1,200,221
|
|
|
$
|
85,531
|
|
|
$
|
4,252
|
|
|
$
|
33,199
|
|
|
$
|
1,093,985
|
|
|
$
|
319,399
|
|
|
$
|
6,253,571
|
|
Net realized loss on investments
|
(1,095
|
)
|
|
(36,955
|
)
|
|
(77,745
|
)
|
|
(6,502
|
)
|
|
(2,490
|
)
|
|
—
|
|
|
(15,561
|
)
|
|
(40,128
|
)
|
|
(180,476
|
)
|
|||||||||
Net change in unrealized appreciation (depreciation)
|
659
|
|
|
(19,521
|
)
|
|
42,658
|
|
|
(1,374
|
)
|
|
719
|
|
|
(1,296
|
)
|
|
(9,043
|
)
|
|
155,071
|
|
|
167,873
|
|
|||||||||
Net realized and unrealized (losses) gains
|
(436
|
)
|
|
(56,476
|
)
|
|
(35,087
|
)
|
|
(7,876
|
)
|
|
(1,771
|
)
|
|
(1,296
|
)
|
|
(24,604
|
)
|
|
114,943
|
|
|
(12,603
|
)
|
|||||||||
Purchases of portfolio investments
|
58,196
|
|
|
1,205,788
|
|
|
170,767
|
|
|
12,469
|
|
|
96,614
|
|
|
—
|
|
|
220,779
|
|
|
73,587
|
|
|
1,838,200
|
|
|||||||||
Payment-in-kind interest
|
—
|
|
|
25,695
|
|
|
1,412
|
|
|
2,170
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,277
|
|
|||||||||
Accretion (amortization) of discounts and premiums
|
—
|
|
|
314
|
|
|
3,617
|
|
|
—
|
|
|
—
|
|
|
495
|
|
|
(92,064
|
)
|
|
—
|
|
|
(87,638
|
)
|
|||||||||
Repayments and sales of portfolio investments
|
(30,000
|
)
|
|
(1,012,072
|
)
|
|
(206,066
|
)
|
|
612
|
|
|
(48,203
|
)
|
|
—
|
|
|
(85,073
|
)
|
|
(30,707
|
)
|
|
(1,411,509
|
)
|
|||||||||
Transfers within Level 3(1)
|
—
|
|
|
(144,000
|
)
|
|
70,439
|
|
|
51,365
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,196
|
|
|
—
|
|
|||||||||
Transfers in (out) of Level 3(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Fair value as of June 30, 2015
|
$
|
30,546
|
|
|
$
|
3,533,447
|
|
|
$
|
1,205,303
|
|
|
$
|
144,271
|
|
|
$
|
50,892
|
|
|
$
|
32,398
|
|
|
$
|
1,113,023
|
|
|
$
|
499,418
|
|
|
$
|
6,609,298
|
|
(1)
|
Transfers are assumed to have occurred at the beginning of the quarter during which the asset was transferred.
|
|
|
|
|
|
|
Unobservable Input
|
||||||
Asset Category
|
|
Fair Value
|
|
Primary Valuation Technique
|
|
Input
|
|
Range
|
|
Weighted
Average
|
||
Senior Secured Debt
|
|
$
|
2,167,389
|
|
|
Discounted Cash Flow
(Yield analysis)
|
|
Market Yield
|
|
5.3%-27.6%
|
|
11.6%
|
Senior Secured Debt
|
|
115,893
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
EBITDA Multiple
|
|
4.5x-6.8x
|
|
5.9x
|
|
Senior Secured Debt
|
|
64,418
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
Revenue Multiple
|
|
0.4x-0.6x
|
|
0.5x
|
|
Senior Secured Debt
|
|
37,856
|
|
|
Enterprise Value Waterfall (Discounted cash flow)
|
|
Discount Rate
|
|
6.5%-8.5%
|
|
7.5%
|
|
Senior Secured Debt
|
|
7,972
|
|
|
Liquidation Analysis
|
|
N/A
|
|
N/A
|
|
N/A
|
|
Senior Secured Debt (1)
|
|
99,972
|
|
|
Enterprise Value Waterfall
|
|
Loss-adjusted discount rate
|
|
3.0%-18.0%
|
|
13.5%
|
|
Senior Secured Debt (2)
|
|
461,496
|
|
|
Enterprise Value Waterfall (NAV Analysis)
|
|
Capitalization Rate
|
|
3.4%-8.3%
|
|
5.9%
|
|
|
|
|
|
Enterprise Value Waterfall (Income approach)
|
|
Discount Rate
|
|
6.5%-7.5%
|
|
7.0%
|
||
Subordinated Secured Debt
|
|
871,593
|
|
|
Discounted Cash Flow
(Yield Analysis)
|
|
Market Yield
|
|
5.3%-25.7%
|
|
12.6%
|
|
Subordinated Secured Debt
|
|
28,622
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
EBITDA Multiple
|
|
7.0x-8.0x
|
|
7.5x
|
|
Subordinated Secured Debt (3)
|
|
309,389
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
Book Value Multiple
|
|
1.2x-3.7x
|
|
2.5x
|
|
|
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
Earnings Multiple
|
|
7.0x-11.0x
|
|
10.2x
|
||
Subordinated Unsecured Debt
|
|
30,781
|
|
|
Discounted Cash Flow
(Yield Analysis)
|
|
Market Yield
|
|
14.1%-71.9%
|
|
28.9%
|
|
Subordinated Unsecured Debt
|
|
37,577
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
EBITDA Multiple
|
|
5.8x-8.5x
|
|
7.7x
|
|
Small Business Loans (4)
|
|
14,215
|
|
|
Discounted Cash Flow
|
|
Loss-Adjusted Discount Rate
|
|
12.7%-33.6%
|
|
21.8%
|
|
CLO Residual Interest
|
|
1,009,696
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
15.6%-23.9%
|
|
18.0%
|
|
Preferred Equity (6)
|
|
76,081
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
EBITDA Multiple
|
|
4.5x-7.0x
|
|
6.7x
|
|
Preferred Equity
|
|
2,842
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
6.2%-7.3%
|
|
6.8%
|
|
Common Equity/Interests/Warrants (7)
|
|
92,391
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
EBITDA Multiple
|
|
4.8x-9.0x
|
|
6.0x
|
|
Common Equity/Interests/Warrants (2)
|
|
215,490
|
|
|
Enterprise Value Waterfall (NAV analysis)
|
|
Capitalization Rate
|
|
3.4%-8.3%
|
|
5.9%
|
|
|
|
|
|
Enterprise Value Waterfall (Income approach)
|
|
Discount Rate
|
|
6.5%-7.5%
|
|
7.0%
|
||
Common Equity/Interests/Warrants (3)
|
|
127,727
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
Book Value Multiple
|
|
1.2x-3.7x
|
|
2.3x
|
|
|
|
|
|
Enterprise Value Waterfall (Market approach)
|
|
Earnings Multiple
|
|
7.0x-11.0x
|
|
10.0x
|
||
Common Equity/Interests/Warrants (5)
|
|
66,973
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
6.5%-7.5%
|
|
7.0%
|
|
Common Equity/Interests/Warrants
|
|
22,965
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
6.5%-8.5%
|
|
7.5%
|
|
Common Equity/Interests/Warrants
|
|
3,616
|
|
|
Discounted Cash Flow
(Yield analysis)
|
|
Market Yield
|
|
16.0%-18.0%
|
|
17.0%
|
|
Common Equity/Interests/Warrants
|
|
26,638
|
|
|
Liquidation Analysis
|
|
N/A
|
|
N/A
|
|
N/A
|
|
Escrow Receivable
|
|
6,116
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
6.2%-7.5%
|
|
6.8%
|
|
Total Level 3 Investments
|
|
$
|
5,897,708
|
|
|
|
|
|
|
|
|
|
(1)
|
Represents an investment in a Real Estate Investment subsidiary. The Enterprise Value analysis includes the fair value of our investments in such indirect subsidiary’s consumer loans purchased from online consumer lending platforms, which are valued using a discounted cash flow valuation technique. The key unobservable input to the discounted cash flow analysis is noted above. In addition, the valuation also used projected loss rates as an unobservable input ranging from 1.07%-24.50%, with a weighted average of 10.58%.
|
(2)
|
Represents our REIT investments. EV waterfall methodology uses both the net asset value analysis and discounted cash flow analysis, which are weighted equally (50%).
|
(3)
|
Represents investments in consumer finance subsidiaries. The enterprise value waterfall methodology utilizes book value and earnings multiples, as noted above. In addition, the valuation of certain consumer finance companies utilizes the discounted cash flow technique whereby the significant unobservable input is the discount rate. For these companies each observable input (book value multiple, earnings multiple and discount rate) is weighted equally. For these companies the discount rate ranged from 14.5% to 18.0% with a weighted average of 15.7%.
|
(4)
|
Includes our investments in small business whole loans purchased from OnDeck. Valuation also used projected loss rates as an unobservable input ranging from 0.71%-5.25%, with a weighted average of 1.22%.
|
(5)
|
Represents net operating income interests in our REIT investments.
|
(6)
|
In addition, the valuation of certain controlled energy companies utilizes the discounted cash flow technique whereby the significant unobservable input is the discount rate. For these companies each observable input is weighted equally. For these companies the discounted rate ranged from 20.0% to 21.0% with a weighted average of 20.5%.
|
(7)
|
In addition, the valuation of certain energy companies utilizes the discounted cash flow technique whereby the significant unobservable input is the discount rate. For these companies each observable input is weighted equally. For these companies the discounted rate ranged from 20.5% to 21.5% with a weighted average of 21.0%.
|
|
|
|
|
|
|
Unobservable Input
|
||||||
Asset Category
|
|
Fair Value
|
|
Primary Valuation Technique
|
|
Input
|
|
Range
|
|
Weighted
Average
|
||
Senior Secured Debt
|
|
$
|
2,421,188
|
|
|
Discounted cash flow
(Yield analysis)
|
|
Market Yield
|
|
6.1%-21.4%
|
|
11.3%
|
Senior Secured Debt
|
|
563,050
|
|
|
Enterprise value waterfall (Market approach)
|
|
EBITDA Multiple
|
|
3.5x-11.0x
|
|
8.1x
|
|
Senior Secured Debt
|
|
40,808
|
|
|
Enterprise value waterfall (Discounted cash flow)
|
|
Discount Rate
|
|
7.0%-9.0%
|
|
8.0%
|
|
Senior Secured Debt
|
|
6,918
|
|
|
Liquidation Analysis
|
|
N/A
|
|
N/A
|
|
N/A
|
|
Senior Secured Debt (1)
|
|
98,025
|
|
|
Enterprise value waterfall
|
|
Loss-Adjusted Discount Rate
|
|
3.8%-10.7%
|
|
6.9%
|
|
Senior Secured Debt (2)
|
|
64,560
|
|
|
Enterprise value waterfall
|
|
Loss-Adjusted Discount Rate
|
|
5.4%-16.3%
|
|
10.0%
|
|
Senior Secured Debt
|
|
25,970
|
|
|
Enterprise value waterfall
|
|
Appraisal
|
|
N/A
|
|
N/A
|
|
Senior Secured Debt (3)
|
|
343,474
|
|
|
Enterprise value waterfall (NAV analysis)
|
|
Capitalization Rate
|
|
5.6%-7.0%
|
|
6.0%
|
|
|
|
|
|
Enterprise value waterfall (Market approach)
|
|
Dividend Yield
|
|
8.8%-11.7%
|
|
9.7%
|
||
Subordinated Secured Debt
|
|
847,624
|
|
|
Discounted cash flow
(Yield analysis)
|
|
Market Yield
|
|
8.1%-18.3%
|
|
12.5%
|
|
Subordinated Secured Debt
|
|
54,948
|
|
|
Enterprise value waterfall (Market approach)
|
|
EBITDA Multiple
|
|
3.5x-6.0x
|
|
4.7x
|
|
Subordinated Secured Debt (4)
|
|
302,731
|
|
|
Enterprise value waterfall (Market approach)
|
|
Book Value Multiple
|
|
1.2x-3.8x
|
|
2.7x
|
|
|
|
|
|
Enterprise value waterfall (Market approach)
|
|
Earnings multiple
|
|
6.8x-11.0x
|
|
10.3x
|
||
Subordinated Unsecured Debt
|
|
112,701
|
|
|
Discounted cash flow
(Yield analysis)
|
|
Market Yield
|
|
9.1%-15.3%
|
|
11.8%
|
|
Subordinated Unsecured Debt
|
|
31,570
|
|
|
Enterprise value waterfall (Market approach)
|
|
EBITDA Multiple
|
|
5.8x-8.0x
|
|
7.2x
|
|
Small Business Loans (5)
|
|
362
|
|
|
Discounted Cash Flow
|
|
Loss-Adjusted Discount Rate
|
|
11.7%-27.3%
|
|
23.5%
|
|
Small Business Loans (6)
|
|
50,530
|
|
|
Discounted Cash Flow
|
|
Loss-Adjusted Discount Rate
|
|
20.4%-33.2%
|
|
24.9%
|
|
CLO Debt
|
|
32,398
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
6.1%-6.9%
|
|
6.5%
|
|
CLO Residual Interest
|
|
1,113,023
|
|
|
Discounted Cash Flow
|
|
Discount Rate
|
|
11.2%-18.0%
|
|
14.0%
|
|
Preferred Equity
|
|
4,091
|
|
|
Enterprise value waterfall (Market approach)
|
|
EBITDA multiple
|
|
4.5x - 8.5x
|
|
6.7x
|
|
Preferred Equity
|
|
3,023
|
|
|
Discounted cash flow
(Yield analysis)
|
|
Market yield
|
|
19.8% - 24.7%
|
|
22.2%
|
|
Common Equity/Interests/Warrants
|
|
135,333
|
|
|
Enterprise value waterfall (Market approach)
|
|
EBITDA multiple
|
|
3.5x-11.0x
|
|
8.6x
|
|
Common Equity/Interests/Warrants (3)
|
|
130,316
|
|
|
Enterprise value waterfall (NAV analysis)
|
|
Capitalization Rate
|
|
5.6%-7.0%
|
|
5.9%
|
|
|
|
|
|
Enterprise value waterfall (Market approach)
|
|
Dividend Yield
|
|
8.8% - 11.7%
|
|
9.5%
|
||
Common Equity/Interests/Warrants (4)
|
|
148,631
|
|
|
Enterprise value waterfall (Market approach)
|
|
Book value multiple
|
|
1.2x-3.8x
|
|
2.5x
|
|
|
|
|
|
Enterprise value waterfall (Market approach)
|
|
Earnings multiple
|
|
6.8x-11.0x
|
|
10.1x
|
||
Common Equity/Interests/Warrants (7)
|
|
38,455
|
|
|
Discounted cash flow
|
|
Discount rate
|
|
11.5% - 12.5%
|
|
12.0%
|
|
Common Equity/Interests/Warrants
|
|
28,133
|
|
|
Enterprise value waterfall (Discounted cash flow)
|
|
Discount rate
|
|
7.0%-9.0%
|
|
8.0%
|
|
Common Equity/Interests/Warrants
|
|
4,310
|
|
|
Discounted cash flow (Yield analysis)
|
|
Market yield
|
|
16.0% - 18.0%
|
|
17.0%
|
|
Common Equity/Interests/Warrants
|
|
1,120
|
|
|
Enterprise value waterfall
|
|
Appraisal
|
|
n/a
|
|
n/a
|
|
Common Equity/Interests/Warrants
|
|
22
|
|
|
Liquidation analysis
|
|
n/a
|
|
n/a
|
|
n/a
|
|
Escrow Receivable
|
|
5,984
|
|
|
Discounted cash flow
|
|
Discount rate
|
|
7.0%-8.2%
|
|
7.6%
|
|
Total Level 3 Investments
|
|
$
|
6,609,298
|
|
|
|
|
|
|
|
|
|
(1)
|
Represents an investment in a REIT subsidiary. The EV analysis includes the fair value of our investments in such indirect subsidiary’s consumer loans purchased from online consumer lending platforms, which are valued using a discounted cash flow valuation technique. The key unobservable input to the discounted cash flow analysis is noted above. In addition, the valuation also used projected loss rates as an unobservable input ranging from 0.6%-26.5%, with a weighted average of 8.4%.
|
(2)
|
EV analysis is based on the fair value of our investments in consumer loans purchased from Lending Club, which are valued using a discounted cash flow valuation technique. The key unobservable input to the discounted cash flow analysis is noted above. In addition, the valuation also used projected loss rates as an unobservable input ranging from 2.3%-23.8%, with a weighted average of 16.9%.
|
(3)
|
Represents our REIT investments. EV waterfall methodology uses both the net asset value analysis and dividend yield analysis, which are weighted equally (50%).
|
(4)
|
Represents investments in consumer finance controlled subsidiaries. The enterprise value waterfall methodology utilizes book value and earnings multiples, as noted above. In addition, the valuation of certain consumer finance companies utilizes the discounted cash flow technique whereby the significant unobservable input is the discount rate. For these companies each observable input (book value multiple, earnings multiple and discount rate) is weighted equally. For these companies the discount rate ranged from 14.5% - 18.0% with a weighted average of 15.7%.
|
(5)
|
Includes our investments in small business whole loans purchased from Direct Capital Corporation and OnDeck and our residual interest in MarketPlace Loan Trust. Valuation also used projected loss rates as an unobservable input ranging from 4.2%-11.7%, with a weighted average of 9.71%.
|
(6)
|
Includes our investments in small business whole loans purchased from OnDeck. Valuation also used projected loss rates as an unobservable input ranging from 4.2%-11.7%, with a weighted average of 9.7%.
|
(7)
|
Represents net operating income interests in our REIT investments.
|
Loan Type
|
Outstanding Balance
|
Interest Rate Range
|
Weighted Average Interest Rate*
|
||
Super Prime
|
$
|
66,152
|
|
4.0% - 36.0%
|
11.7%
|
Prime
|
175,899
|
|
5.3% - 36.0%
|
14.9%
|
|
Near Prime
|
467,106
|
|
6.0% - 36.0%
|
26.2%
|
No.
|
|
Property Name
|
|
City
|
|
Acquisition
Date |
|
Purchase
Price |
|
Mortgage
Outstanding |
||||
1
|
|
1557 Terrell Mill Road, LLC
|
|
Marietta, GA
|
|
12/28/2012
|
|
$
|
23,500
|
|
|
$
|
14,897
|
|
2
|
|
Lofton Place, LLC
|
|
Tampa, FL
|
|
4/30/2013
|
|
26,000
|
|
|
20,402
|
|
||
3
|
|
Arlington Park Marietta, LLC
|
|
Marietta, GA
|
|
5/8/2013
|
|
14,850
|
|
|
9,650
|
|
||
4
|
|
Cordova Regency, LLC
|
|
Pensacola, FL
|
|
11/15/2013
|
|
13,750
|
|
|
11,375
|
|
||
5
|
|
Crestview at Oakleigh, LLC
|
|
Pensacola, FL
|
|
11/15/2013
|
|
17,500
|
|
|
13,845
|
|
||
6
|
|
Inverness Lakes, LLC
|
|
Mobile, AL
|
|
11/15/2013
|
|
29,600
|
|
|
24,700
|
|
||
7
|
|
Kings Mill Pensacola, LLC
|
|
Pensacola, FL
|
|
11/15/2013
|
|
20,750
|
|
|
17,550
|
|
||
8
|
|
Plantations at Pine Lake, LLC
|
|
Tallahassee, FL
|
|
11/15/2013
|
|
18,000
|
|
|
14,092
|
|
||
9
|
|
Verandas at Rocky Ridge, LLC
|
|
Birmingham, AL
|
|
11/15/2013
|
|
15,600
|
|
|
10,205
|
|
||
10
|
|
Plantations at Hillcrest, LLC
|
|
Mobile, AL
|
|
1/17/2014
|
|
6,930
|
|
|
4,881
|
|
||
11
|
|
Crestview at Cordova, LLC
|
|
Pensacola, FL
|
|
1/17/2014
|
|
8,500
|
|
|
8,126
|
|
||
12
|
|
Taco Bell, OK
|
|
Yukon, OK
|
|
6/4/2014
|
|
1,719
|
|
|
—
|
|
||
13
|
|
146 Forest Parkway, LLC
|
|
Forest Park, GA
|
|
10/24/2012
|
|
7,400
|
|
|
—
|
|
||
14
|
|
5100 Live Oaks Blvd, LLC
|
|
Tampa, FL
|
|
1/17/2013
|
|
63,400
|
|
|
46,700
|
|
||
15
|
|
NPRC Carroll Resort, LLC
|
|
Pembroke Pines, FL
|
|
6/24/2013
|
|
225,000
|
|
|
181,707
|
|
||
16
|
|
APH Carroll 41, LLC
|
|
Marietta, GA
|
|
11/1/2013
|
|
30,600
|
|
|
32,713
|
|
||
17
|
|
Matthews Reserve II, LLC
|
|
Matthews, NC
|
|
11/19/2013
|
|
22,063
|
|
|
19,964
|
|
||
18
|
|
City West Apartments II, LLC
|
|
Orlando, FL
|
|
11/19/2013
|
|
23,562
|
|
|
23,354
|
|
||
19
|
|
Vinings Corner II, LLC
|
|
Smyrna, GA
|
|
11/19/2013
|
|
35,691
|
|
|
33,026
|
|
||
20
|
|
Uptown Park Apartments II, LLC
|
|
Altamonte Springs, FL
|
|
11/19/2013
|
|
36,590
|
|
|
29,839
|
|
||
21
|
|
Mission Gate II, LLC
|
|
Plano, TX
|
|
11/19/2013
|
|
47,621
|
|
|
41,711
|
|
||
22
|
|
St. Marin Apartments II, LLC
|
|
Coppell, TX
|
|
11/19/2013
|
|
73,078
|
|
|
62,552
|
|
||
23
|
|
APH Carroll Bartram Park, LLC
|
|
Jacksonville, FL
|
|
12/31/2013
|
|
38,000
|
|
|
28,100
|
|
||
24
|
|
APH Carroll Atlantic Beach, LLC
|
|
Atlantic Beach, FL
|
|
1/31/2014
|
|
13,025
|
|
|
8,766
|
|
||
25
|
|
23 Mile Road Self Storage, LLC
|
|
Chesterfield, MI
|
|
8/19/2014
|
|
5,804
|
|
|
4,350
|
|
||
26
|
|
36th Street Self Storage, LLC
|
|
Wyoming, MI
|
|
8/19/2014
|
|
4,800
|
|
|
3,600
|
|
||
27
|
|
Ball Avenue Self Storage, LLC
|
|
Grand Rapids, MI
|
|
8/19/2014
|
|
7,281
|
|
|
5,460
|
|
||
28
|
|
Ford Road Self Storage, LLC
|
|
Westland, MI
|
|
8/29/2014
|
|
4,642
|
|
|
3,480
|
|
||
29
|
|
Ann Arbor Kalamazoo Self Storage, LLC
|
|
Ann Arbor, MI
|
|
8/29/2014
|
|
4,458
|
|
|
3,345
|
|
||
30
|
|
Ann Arbor Kalamazoo Self Storage, LLC
|
|
Scio, MI
|
|
8/29/2014
|
|
8,927
|
|
|
6,695
|
|
No.
|
|
Property Name
|
|
City
|
|
Acquisition
Date |
|
Purchase
Price |
|
Mortgage
Outstanding |
||||
31
|
|
Ann Arbor Kalamazoo Self Storage, LLC
|
|
Kalamazoo, MI
|
|
8/29/2014
|
|
2,363
|
|
|
1,775
|
|
||
32
|
|
Jolly Road Self Storage, LLC
|
|
Okemos, MI
|
|
1/16/2015
|
|
7,492
|
|
|
5,620
|
|
||
33
|
|
Eaton Rapids Road Self Storage, LLC
|
|
Lansing West, MI
|
|
1/16/2015
|
|
1,741
|
|
|
1,305
|
|
||
34
|
|
Haggerty Road Self Storage, LLC
|
|
Novi, MI
|
|
1/16/2015
|
|
6,700
|
|
|
5,025
|
|
||
35
|
|
Waldon Road Self Storage, LLC
|
|
Lake Orion, MI
|
|
1/16/2015
|
|
6,965
|
|
|
5,225
|
|
||
36
|
|
Tyler Road Self Storage, LLC
|
|
Ypsilanti, MI
|
|
1/16/2015
|
|
3,507
|
|
|
2,630
|
|
||
37
|
|
SSIL I, LLC
|
|
Aurora, IL
|
|
11/5/2015
|
|
34,500
|
|
|
26,450
|
|
||
38
|
|
Atlanta Eastwood Village LLC
|
|
Stockbridge, GA
|
|
12/12/2013
|
|
25,957
|
|
|
19,785
|
|
||
39
|
|
Atlanta Monterey Village LLC
|
|
Jonesboro, GA
|
|
12/12/2013
|
|
11,501
|
|
|
9,193
|
|
||
40
|
|
Atlanta Hidden Creek LLC
|
|
Morrow, GA
|
|
12/12/2013
|
|
5,098
|
|
|
3,619
|
|
||
41
|
|
Atlanta Meadow Springs LLC
|
|
College Park, GA
|
|
12/12/2013
|
|
13,116
|
|
|
10,180
|
|
||
42
|
|
Atlanta Meadow View LLC
|
|
College Park, GA
|
|
12/12/2013
|
|
14,354
|
|
|
11,141
|
|
||
43
|
|
Atlanta Peachtree Landing LLC
|
|
Fairburn, GA
|
|
12/12/2013
|
|
17,224
|
|
|
13,575
|
|
||
44
|
|
Taco Bell, MO
|
|
Marshall, MO
|
|
6/4/2014
|
|
1,405
|
|
|
—
|
|
||
45
|
|
Canterbury Green Apartments Holdings LLC
|
|
Fort Wayne, IN
|
|
9/29/2014
|
|
85,500
|
|
|
74,286
|
|
||
46
|
|
Abbie Lakes OH Partners, LLC
|
|
Canal Winchester, OH
|
|
9/30/2014
|
|
12,600
|
|
|
10,440
|
|
||
47
|
|
Kengary Way OH Partners, LLC
|
|
Reynoldsburg, OH
|
|
9/30/2014
|
|
11,500
|
|
|
11,000
|
|
||
48
|
|
Lakeview Trail OH Partners, LLC
|
|
Canal Winchester, OH
|
|
9/30/2014
|
|
26,500
|
|
|
20,142
|
|
||
49
|
|
Lakepoint OH Partners, LLC
|
|
Pickerington, OH
|
|
9/30/2014
|
|
11,000
|
|
|
10,080
|
|
||
50
|
|
Sunbury OH Partners, LLC
|
|
Columbus, OH
|
|
9/30/2014
|
|
13,000
|
|
|
10,480
|
|
||
51
|
|
Heatherbridge OH Partners, LLC
|
|
Blacklick, OH
|
|
9/30/2014
|
|
18,416
|
|
|
15,480
|
|
||
52
|
|
Jefferson Chase OH Partners, LLC
|
|
Blacklick, OH
|
|
9/30/2014
|
|
13,551
|
|
|
12,240
|
|
||
53
|
|
Goldenstrand OH Partners, LLC
|
|
Hilliard, OH
|
|
10/29/2014
|
|
7,810
|
|
|
8,040
|
|
||
|
|
|
|
|
|
|
|
$
|
1,200,441
|
|
|
$
|
972,796
|
|
|
June 30, 2016
|
June 30, 2015
|
||||
Balance Sheet Data
|
|
|
||||
Cash and cash equivalents
|
$
|
71,295
|
|
$
|
65,614
|
|
Receivables
|
432,639
|
|
400,451
|
|
||
Intangibles, including goodwill
|
106,179
|
|
121,822
|
|
||
Other assets
|
21,234
|
|
17,373
|
|
||
Notes payable
|
365,448
|
|
334,637
|
|
||
Notes payable, due to Prospect or Affiliate
|
255,762
|
|
251,578
|
|
||
Other liabilities
|
51,544
|
|
47,493
|
|
||
Total equity
|
(41,407
|
)
|
(28,448
|
)
|
|
Year Ended June 30,
|
|||||
|
2016
|
2015
|
2014
|
|||
Summary of Operations
|
|
|
|
|||
Total revenue
|
214,697
|
|
207,128
|
|
201,724
|
|
Total expenses
|
233,543
|
|
219,143
|
|
162,941
|
|
Net (loss) income
|
(18,846
|
)
|
(12,015
|
)
|
38,783
|
|
|
2016 Notes
|
|
|
2017 Notes
|
|
|
2018 Notes
|
|
|
2019 Notes
|
|
|
2020 Notes
|
|
|||||
Initial conversion rate(1)
|
78.3699
|
|
|
85.8442
|
|
|
82.3451
|
|
|
79.7766
|
|
|
80.6647
|
|
|||||
Initial conversion price
|
$
|
12.76
|
|
|
$
|
11.65
|
|
|
$
|
12.14
|
|
|
$
|
12.54
|
|
|
$
|
12.40
|
|
Conversion rate at June 30, 2016(1)(2)
|
80.2196
|
|
|
87.7516
|
|
|
84.1497
|
|
|
79.8360
|
|
|
80.6670
|
|
|||||
Conversion price at
June 30
, 2016(2)(3)
|
$
|
12.47
|
|
|
$
|
11.40
|
|
|
$
|
11.88
|
|
|
$
|
12.53
|
|
|
$
|
12.40
|
|
Last conversion price calculation date
|
2/18/2016
|
|
|
4/16/2016
|
|
|
8/14/2015
|
|
|
12/21/2015
|
|
|
4/11/2016
|
|
|||||
Dividend threshold amount (per share)(4)
|
$
|
0.101150
|
|
|
$
|
0.101500
|
|
|
$
|
0.101600
|
|
|
$
|
0.110025
|
|
|
$
|
0.110525
|
|
(1)
|
Conversion rates denominated in shares of common stock per $1 principal amount of the Convertible Notes converted.
|
(2)
|
Represents conversion rate and conversion price, as applicable, taking into account certain de minimis adjustments that will be made on the conversion date.
|
(3)
|
The conversion price in effect at
June 30, 2016
was calculated on the last anniversary of the issuance and will be adjusted again on the next anniversary, unless the exercise price shall have changed by more than 1% before the anniversary.
|
(4)
|
The conversion rate is increased if monthly cash dividends paid to common shares exceed the monthly dividend threshold amount, subject to adjustment. Current dividend rates are below the minimum dividend threshold amount for further conversion rate adjustments for all bonds.
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
5
|
|
$
|
51,503
|
|
|
4.625%–6.00%
|
|
5.12
|
%
|
|
July 15, 2020 – June 15, 2021
|
6.5
|
|
35,155
|
|
|
5.10%–5.25%
|
|
5.25
|
%
|
|
January 15, 2022 – May 15, 2022
|
|
7
|
|
990
|
|
|
5.625%–6.00%
|
|
5.77
|
%
|
|
November 15, 2022 – December 15, 2022
|
|
10
|
|
787
|
|
|
5.125%–6.00%
|
|
5.33
|
%
|
|
November 15, 2025 – December 15, 2025
|
|
|
|
$
|
88,435
|
|
|
|
|
|
|
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
5.25
|
|
$
|
7,126
|
|
|
4.625%
|
|
4.625
|
%
|
|
August 15, 2020 – September 15, 2020
|
5.5
|
|
106,364
|
|
|
4.25%–4.75%
|
|
4.63
|
%
|
|
May 15, 2020 – November 15, 2020
|
|
6
|
|
2,197
|
|
|
3.375%
|
|
3.375
|
%
|
|
April 15, 2021 – May 15, 2021
|
|
6.5
|
|
3,912
|
|
|
5.10%
|
|
5.10
|
%
|
|
December 15, 2021
|
|
7
|
|
6,097
|
|
|
5.10%
|
|
5.10
|
%
|
|
May 15, 2022 – June 15, 2022
|
|
|
|
$
|
125,696
|
|
|
|
|
0.051
|
|
|
|
Tenor at
Origination
(in years)
|
|
Principal
Amount
|
|
Interest Rate
Range
|
|
Weighted
Average
Interest Rate
|
|
Maturity Date Range
|
|||
3
|
|
$
|
5,710
|
|
|
4.00%
|
|
4.00
|
%
|
|
October 15, 2016
|
3.5
|
|
3,109
|
|
|
4.00%
|
|
4.00
|
%
|
|
April 15, 2017
|
|
4
|
|
45,690
|
|
|
3.75%–4.00%
|
|
3.92
|
%
|
|
November 15, 2017 – May 15, 2018
|
|
5
|
|
259,191
|
|
|
4.25%–5.75%
|
|
4.95
|
%
|
|
July 15, 2018 – June 15, 2021
|
|
5.2
|
|
4,440
|
|
|
4.625%
|
|
4.625
|
%
|
|
August 15, 2020 – September 15, 2020
|
|
5.3
|
|
2,686
|
|
|
4.625%
|
|
4.625
|
%
|
|
September 15, 2020
|
|
5.4
|
|
5,000
|
|
|
4.75%
|
|
4.75
|
%
|
|
August 15, 2019
|
|
5.5
|
|
109,808
|
|
|
4.25%–5.00%
|
|
4.65
|
%
|
|
February 15, 2019 – November 15, 2020
|
|
6
|
|
2,197
|
|
|
3.375%
|
|
3.375
|
%
|
|
April 15, 2021 – May 15, 2021
|
|
6.5
|
|
40,867
|
|
|
5.10%–5.50%
|
|
5.24
|
%
|
|
February 15, 2020 – May 15, 2022
|
|
7
|
|
192,076
|
|
|
4.00%–6.55%
|
|
5.13
|
%
|
|
June 15, 2019 – December 15, 2022
|
|
7.5
|
|
1,996
|
|
|
5.75%
|
|
5.75
|
%
|
|
February 15, 2021
|
|
10
|
|
37,533
|
|
|
3.62%–7.00%
|
|
6.11
|
%
|
|
March 15, 2022 – December 15, 2025
|
|
12
|
|
2,978
|
|
|
6.00%
|
|
6.00
|
%
|
|
November 15, 2025 – December 15, 2025
|
|
15
|
|
17,325
|
|
|
5.25%–6.00%
|
|
5.36
|
%
|
|
May 15, 2028 – November 15, 2028
|
|
18
|
|
22,303
|
|
|
4.125%–6.25%
|
|
5.53
|
%
|
|
December 15, 2030 – August 15, 2031
|
|
20
|
|
4,462
|
|
|
5.625%–6.00%
|
|
5.89
|
%
|
|
November 15, 2032 – October 15, 2033
|
|
25
|
|
35,110
|
|
|
6.25%–6.50%
|
|
6.39
|
%
|
|
August 15, 2038 – May 15, 2039
|
|
30
|
|
116,327
|
|
|
5.50%–6.75%
|
|
6.23
|
%
|
|
November 15, 2042 – October 15, 2043
|
|
|
|
$
|
908,808
|
|
|
|
|
|
|
|
|
Tenor at
Origination (in years) |
|
Principal
Amount |
|
Interest Rate
Range |
|
Weighted
Average Interest Rate |
|
Maturity Date Range
|
|||
3
|
|
$
|
5,710
|
|
|
4.00%
|
|
4.00
|
%
|
|
October 15, 2016
|
3.5
|
|
3,109
|
|
|
4.00%
|
|
4.00
|
%
|
|
April 15, 2017
|
|
4
|
|
45,690
|
|
|
3.75%–4.00%
|
|
3.92
|
%
|
|
November 15, 2017 – May 15, 2018
|
|
5
|
|
207,719
|
|
|
4.25%–5.00%
|
|
4.92
|
%
|
|
July 15, 2018 – May 15, 2019
|
|
5.25
|
|
7,126
|
|
|
4.625%
|
|
4.63
|
%
|
|
August 15, 2020 – September 15, 2020
|
|
5.5
|
|
115,184
|
|
|
4.25%–5.00%
|
|
4.65
|
%
|
|
February 15, 2019 – November 15, 2020
|
|
6
|
|
2,197
|
|
|
3.375%
|
|
3.38
|
%
|
|
April 15, 2021 – May 15, 2021
|
|
6.5
|
|
5,712
|
|
|
5.10%–5.50%
|
|
5.23
|
%
|
|
February 15, 2020 – December 15, 2021
|
|
7
|
|
191,549
|
|
|
4.00%–5.85%
|
|
5.13
|
%
|
|
September 15, 2019 – June 15, 2022
|
|
7.5
|
|
1,996
|
|
|
5.75%
|
|
5.75
|
%
|
|
February 15, 2021
|
|
10
|
|
36,925
|
|
|
3.29%–7.00%
|
|
6.11
|
%
|
|
March 15, 2022 – May 15, 2024
|
|
12
|
|
2,978
|
|
|
6.00%
|
|
6.00
|
%
|
|
November 15, 2025 – December 15, 2025
|
|
15
|
|
17,385
|
|
|
5.00%–6.00%
|
|
5.14
|
%
|
|
May 15, 2028 – November 15, 2028
|
|
18
|
|
22,729
|
|
|
4.125%–6.25%
|
|
5.52
|
%
|
|
December 15, 2030 – August 15, 2031
|
|
20
|
|
4,530
|
|
|
5.75%–6.00%
|
|
5.89
|
%
|
|
November 15, 2032 – October 15, 2033
|
|
25
|
|
36,320
|
|
|
6.25%–6.50%
|
|
6.39
|
%
|
|
August 15, 2038 – May 15, 2039
|
|
30
|
|
120,583
|
|
|
5.50%–6.75%
|
|
6.23
|
%
|
|
November 15, 2042 – October 15, 2043
|
|
|
|
$
|
827,442
|
|
|
|
|
|
|
|
|
|
June 30, 2016
|
|
June 30, 2015
|
||||||||||||
|
Maximum Draw Amount
|
|
Amount Outstanding
|
|
Maximum Draw Amount
|
|
Amount Outstanding
|
||||||||
Revolving Credit Facility
|
$
|
885,000
|
|
|
$
|
—
|
|
|
$
|
885,000
|
|
|
$
|
368,700
|
|
Convertible Notes
|
1,089,000
|
|
|
1,089,000
|
|
|
1,239,500
|
|
|
1,239,500
|
|
||||
Public Notes
|
709,657
|
|
|
709,657
|
|
|
548,094
|
|
|
548,094
|
|
||||
Prospect Capital InterNotes
®
|
908,808
|
|
|
908,808
|
|
|
827,442
|
|
|
827,442
|
|
||||
Total
|
$
|
3,592,465
|
|
|
$
|
2,707,465
|
|
|
$
|
3,500,036
|
|
|
$
|
2,983,736
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
Less than 1 Year
|
|
1 – 3 Years
|
|
3 – 5 Years
|
|
After 5 Years
|
||||||||||
Revolving Credit Facility
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Convertible Notes
|
1,089,000
|
|
|
167,500
|
|
|
529,500
|
|
|
392,000
|
|
|
—
|
|
|||||
Public Notes
|
709,657
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
409,657
|
|
|||||
Prospect Capital InterNotes®
|
908,808
|
|
|
8,819
|
|
|
257,198
|
|
|
360,599
|
|
|
282,192
|
|
|||||
Total Contractual Obligations
|
$
|
2,707,465
|
|
|
$
|
176,319
|
|
|
$
|
786,698
|
|
|
$
|
1,052,599
|
|
|
$
|
691,849
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
|
|
Less than 1 Year
|
|
1 – 3 Years
|
|
3 – 5 Years
|
|
After 5 Years
|
||||||||||
Revolving Credit Facility
|
$
|
368,700
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
368,700
|
|
|
$
|
—
|
|
Convertible Notes
|
1,239,500
|
|
|
150,000
|
|
|
497,500
|
|
|
592,000
|
|
|
—
|
|
|||||
Public Notes
|
548,094
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
248,094
|
|
|||||
Prospect Capital InterNotes
®
|
827,442
|
|
|
—
|
|
|
54,509
|
|
|
369,938
|
|
|
402,995
|
|
|||||
Total Contractual Obligations
|
$
|
2,983,736
|
|
|
$
|
150,000
|
|
|
$
|
552,009
|
|
|
$
|
1,630,638
|
|
|
$
|
651,089
|
|
|
Fair Value Hierarchy
|
|
|
||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Revolving Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Convertible Notes(1)
|
—
|
|
|
1,080,724
|
|
|
—
|
|
|
1,080,724
|
|
||||
Public Notes(1)
|
—
|
|
|
714,047
|
|
|
—
|
|
|
714,047
|
|
||||
Prospect Capital InterNotes®(2)
|
—
|
|
|
894,840
|
|
|
—
|
|
|
894,840
|
|
||||
Total
|
$
|
—
|
|
|
$
|
2,689,611
|
|
|
$
|
—
|
|
|
$
|
2,689,611
|
|
(1)
|
We use available market quotes to estimate the fair value of the Convertible Notes and Public Notes.
|
(2)
|
The fair value of Prospect Capital InterNotes® is estimated by discounting remaining payments using current Treasury rates.
|
|
Fair Value Hierarchy
|
|
|
||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Revolving Credit Facility(1)
|
$
|
—
|
|
|
$
|
368,700
|
|
|
$
|
—
|
|
|
$
|
368,700
|
|
Convertible Notes(2)
|
—
|
|
|
1,244,402
|
|
|
—
|
|
|
1,244,402
|
|
||||
Public Notes(2)
|
—
|
|
|
564,052
|
|
|
—
|
|
|
564,052
|
|
||||
Prospect Capital InterNotes®(3)
|
—
|
|
|
848,387
|
|
|
—
|
|
|
848,387
|
|
||||
Total
|
$
|
—
|
|
|
$
|
3,025,541
|
|
|
$
|
—
|
|
|
$
|
3,025,541
|
|
(1)
|
The carrying value of our Revolving Credit Facility approximates the fair value.
|
(2)
|
We use available market quotes to estimate the fair value of the Convertible Notes and Public Notes.
|
(3)
|
The fair value of Prospect Capital InterNotes® is estimated by discounting remaining payments using current Treasury rates.
|
Repurchases of Common Stock
|
Year Ended June 30, 2016
|
||
Dollar amount repurchased
|
$
|
34,140
|
|
Shares Repurchased
|
4,708,750
|
|
|
Weighted average price per share
|
7.25
|
||
Weighted average discount to June 30, 2015 net asset value
|
30
|
%
|
|
Approximate dollar value of shares that may yet be purchased under the plan
|
$
|
65,860
|
|
Issuances of Common Stock
|
|
Number of
Shares Issued
|
|
Gross
Proceeds
|
|
Underwriting
Fees
|
|
Offering
Expenses
|
|
Average
Offering Price
|
|||||||||
During the year ended June 30, 2014:
|
|
|
|
|
|
|
|
|
|
|
|||||||||
July 5, 2013 – August 21, 2013(1)
|
|
9,818,907
|
|
|
$
|
107,725
|
|
|
$
|
902
|
|
|
$
|
169
|
|
|
$
|
10.97
|
|
August 2, 2013(2)
|
|
1,918,342
|
|
|
21,006
|
|
|
—
|
|
|
—
|
|
|
10.95
|
|
||||
August 29, 2013 – November 4, 2013(1)
|
|
24,127,242
|
|
|
272,114
|
|
|
2,703
|
|
|
414
|
|
|
11.28
|
|
||||
November 12, 2013 – February 5, 2014(1)
|
|
27,301,889
|
|
|
307,045
|
|
|
3,069
|
|
|
436
|
|
|
11.25
|
|
||||
February 10, 2014 – April 9, 2014(1)
|
|
21,592,715
|
|
|
239,305
|
|
|
2,233
|
|
|
168
|
|
|
11.08
|
|
||||
March 31, 2014(2)
|
|
2,306,294
|
|
|
24,908
|
|
|
—
|
|
|
—
|
|
|
10.80
|
|
||||
April 15, 2014 – May 2, 2014(1)
|
|
5,213,900
|
|
|
56,995
|
|
|
445
|
|
|
193
|
|
|
10.93
|
|
||||
May 5, 2014(2)
|
|
1,102,313
|
|
|
11,916
|
|
|
—
|
|
|
—
|
|
|
10.81
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||
During the year ended June 30, 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
September 11, 2014 – November 3, 2014(1)
|
|
9,490,975
|
|
|
$
|
95,149
|
|
|
$
|
474
|
|
|
$
|
175
|
|
|
$
|
10.03
|
|
November 17, 2014 – December 3, 2014(1)
|
|
5,354,581
|
|
|
51,678
|
|
|
268
|
|
|
469
|
|
|
9.65
|
|
(1)
|
Shares were issued in connection with our at-the-market offering program which we enter into from time to time with various counterparties.
|
(2)
|
Shares were issued in conjunction with our investments in the following controlled portfolio companies: CP Holdings of Delaware LLC, Harbortouch Holdings of Delaware Inc., and Arctic Oilfield Equipment USA, Inc.
|
•
|
$0.08333 per share for July 2016 to holders of record on July 29, 2016 with a payment date of August 18, 2016; and
|
•
|
$0.08333 per share for August 2016 to holders of record on August 31, 2016 with a payment date of September 22, 2016.
|
|
Year Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net increase in net assets resulting from operations
|
$
|
103,362
|
|
|
$
|
346,339
|
|
|
$
|
319,020
|
|
Weighted average common shares outstanding
|
356,134,297
|
|
|
353,648,522
|
|
|
300,283,941
|
|
|||
Net increase in net assets resulting from operations per share
|
$
|
0.29
|
|
|
$
|
0.98
|
|
|
$
|
1.06
|
|
|
|
Tax Year Ended August 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Ordinary income
|
|
$
|
413,640
|
|
|
$
|
413,051
|
|
|
$
|
282,621
|
|
Capital gain
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Return of capital
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total dividends paid to shareholders
|
|
$
|
413,640
|
|
|
$
|
413,051
|
|
|
$
|
282,621
|
|
|
|
Tax Year Ended August 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Net increase in net assets resulting from operations
|
|
$
|
360,572
|
|
|
$
|
317,671
|
|
|
$
|
238,721
|
|
Net realized loss on investments
|
|
164,230
|
|
|
28,244
|
|
|
24,632
|
|
|||
Net unrealized (appreciation) depreciation on investments
|
|
(157,745
|
)
|
|
24,638
|
|
|
77,835
|
|
|||
Other temporary book-to-tax differences
|
|
98,289
|
|
|
(9,122
|
)
|
|
(6,994
|
)
|
|||
Permanent differences
|
|
2,436
|
|
|
(4,317
|
)
|
|
5,939
|
|
|||
Taxable income before deductions for distributions
|
|
$
|
467,782
|
|
|
$
|
357,114
|
|
|
$
|
340,133
|
|
•
|
No incentive fee in any calendar quarter in which our pre-incentive fee net investment income does not exceed the hurdle rate;
|
•
|
100.00% of our pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 125.00% of the quarterly hurdle rate in any calendar quarter (8.75% annualized assuming a 7.00% annualized hurdle rate); and
|
•
|
20.00% of the amount of our pre-incentive fee net investment income, if any, that exceeds 125.00% of the quarterly hurdle rate in any calendar quarter (8.75% annualized assuming a 7.00% annualized hurdle rate).
|
Year Ended June 30, 2014
|
$
|
593
|
|
Year Ended June 30, 2015
|
49
|
|
Year Ended June 30, 2014
|
$
|
7,000
|
|
Year Ended June 30, 2015
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
12,000
|
|
Year Ended June 30, 2015
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
3,159
|
|
Year Ended June 30, 2015
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
295
|
|
Year Ended June 30, 2015
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
3,420
|
|
Year Ended June 30, 2015
|
576
|
|
Year Ended June 30, 2014
|
$
|
300
|
|
Year Ended June 30, 2015
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
75
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
730
|
|
Year Ended June 30, 2014
|
$
|
8,810
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
13,928
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
4,084
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
4,860
|
|
Year Ended June 30, 2015
|
14,747
|
|
|
Year Ended June 30, 2016
|
7,306
|
|
Year Ended June 30, 2014
|
$
|
581
|
|
Year Ended June 30, 2015
|
4,529
|
|
|
Year Ended June 30, 2016
|
558
|
|
June 30, 2015
|
$
|
25
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
1,418
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
1,342
|
|
|
Year Ended June 30, 2016
|
899
|
|
Year Ended June 30, 2014
|
$
|
637
|
|
Year Ended June 30, 2015
|
590
|
|
|
Year Ended June 30, 2016
|
528
|
|
June 30, 2015
|
$
|
148
|
|
June 30, 2016
|
86
|
|
Year Ended June 30, 2014
|
$
|
1,791
|
|
Year Ended June 30, 2015
|
301
|
|
|
Year Ended June 30, 2016
|
860
|
|
June 30, 2015
|
$
|
124
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
1,050
|
|
Year Ended June 30, 2015
|
6,721
|
|
|
Year Ended June 30, 2016
|
1,123
|
|
June 30, 2015
|
$
|
18
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
15
|
|
Year Ended June 30, 2015
|
100
|
|
|
Year Ended June 30, 2016
|
50
|
|
June 30, 2015
|
$
|
25
|
|
June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
50
|
|
Year Ended June 30, 2014
|
$
|
445
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
1
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
450
|
|
Year Ended June 30, 2015
|
450
|
|
|
Year Ended June 30, 2016
|
4,450
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
1,918
|
|
Year Ended June 30, 2014
|
$
|
1,266
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
500
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
3,196
|
|
Year Ended June 30, 2014
|
$
|
1,464
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
557
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
1,848
|
|
Year Ended June 30, 2015
|
3,332
|
|
|
Year Ended June 30, 2016
|
3,123
|
|
Year Ended June 30, 2014
|
$
|
27
|
|
Year Ended June 30, 2015
|
599
|
|
|
Year Ended June 30, 2016
|
475
|
|
Year Ended June 30, 2014
|
$
|
71
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
240
|
|
Year Ended June 30, 2015
|
240
|
|
|
Year Ended June 30, 2016
|
240
|
|
June 30, 2015
|
$
|
60
|
|
June 30, 2016
|
60
|
|
Year Ended June 30, 2014
|
$
|
249
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
96
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
2
|
|
Year Ended June 30, 2014
|
$
|
8,083
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
1,657
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
4,118
|
|
Year Ended June 30, 2015
|
16,420
|
|
|
Year Ended June 30, 2016
|
(390
|
)
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
2,818
|
|
|
Year Ended June 30, 2016
|
(2,819
|
)
|
June 30, 2015
|
$
|
46
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
275
|
|
Year Ended June 30, 2015
|
300
|
|
|
Year Ended June 30, 2016
|
300
|
|
June 30, 2015
|
$
|
75
|
|
June 30, 2016
|
75
|
|
Year Ended June 30, 2014
|
$
|
609
|
|
Year Ended June 30, 2015
|
60
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
1
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
300
|
|
|
Year Ended June 30, 2016
|
323
|
|
Year Ended June 30, 2014
|
$
|
10,431
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
4,841
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
7,744
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
101
|
|
Year Ended June 30, 2015
|
7,375
|
|
|
Year Ended June 30, 2016
|
7,398
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
300
|
|
|
Year Ended June 30, 2016
|
921
|
|
June 30, 2015
|
$
|
20
|
|
June 30, 2016
|
21
|
|
Year Ended June 30, 2014
|
$
|
521
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
1,220
|
|
|
Year Ended June 30, 2016
|
2,067
|
|
Year Ended June 30, 2014
|
$
|
700
|
|
Year Ended June 30, 2015
|
700
|
|
|
Year Ended June 30, 2016
|
700
|
|
June 30, 2015
|
$
|
175
|
|
June 30, 2016
|
175
|
|
Year Ended June 30, 2014
|
$
|
131
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
27
|
|
June 30, 2016
|
3
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
7,250
|
|
Year Ended June 30, 2014
|
$
|
2,809
|
|
Year Ended June 30, 2015
|
6,895
|
|
|
Year Ended June 30, 2016
|
5,700
|
|
June 30, 2015
|
$
|
2,412
|
|
June 30, 2016
|
2,335
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
313
|
|
|
Year Ended June 30, 2016
|
250
|
|
June 30, 2015
|
$
|
63
|
|
June 30, 2016
|
63
|
|
Year Ended June 30, 2014
|
$
|
664
|
|
Year Ended June 30, 2015
|
211
|
|
|
Year Ended June 30, 2016
|
120
|
|
June 30, 2015
|
$
|
30
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
N/A
|
|
Year Ended June 30, 2015
|
—
|
|
Year Ended June 30, 2016
|
4,896
|
|
Year Ended June 30, 2014
|
N/A
|
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
$
|
3,650
|
|
Year Ended June 30, 2014
|
N/A
|
|
Year Ended June 30, 2015
|
—
|
|
Year Ended June 30, 2016
|
2,934
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
639
|
|
Year Ended June 30, 2014
|
$
|
5,368
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
180
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
14,912
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
36,064
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
679
|
|
Year Ended June 30, 2014
|
$
|
53,489
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
1,698
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
831
|
|
Year Ended June 30, 2015
|
52,900
|
|
|
Year Ended June 30, 2016
|
56,698
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
332
|
|
|
Year Ended June 30, 2016
|
861
|
|
June 30, 2015
|
$
|
4,612
|
|
June 30, 2016
|
156
|
|
Year Ended June 30, 2014
|
$
|
2,560
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
2,400
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
2,400
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
600
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
N/A
|
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
$
|
1,200
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
600
|
|
Year Ended June 30, 2014
|
$
|
243
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
June 30, 2015
|
$
|
20
|
|
June 30, 2016
|
2
|
|
Year Ended June 30, 2014
|
$
|
641
|
|
Year Ended June 30, 2015
|
639
|
|
|
Year Ended June 30, 2016
|
159
|
|
June 30, 2015
|
$
|
2
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
1,023
|
|
Year Ended June 30, 2015
|
1,713
|
|
|
Year Ended June 30, 2016
|
427
|
|
June 30, 2015
|
$
|
5
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
1,213
|
|
Year Ended June 30, 2015
|
2,109
|
|
|
Year Ended June 30, 2016
|
526
|
|
June 30, 2015
|
$
|
6
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
300
|
|
|
Year Ended June 30, 2016
|
75
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
225
|
|
Year Ended June 30, 2014
|
$
|
38
|
|
Year Ended June 30, 2015
|
115
|
|
|
Year Ended June 30, 2016
|
65
|
|
June 30, 2015
|
$
|
3
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
1,075
|
|
Year Ended June 30, 2014
|
$
|
1,449
|
|
Year Ended June 30, 2015
|
1,370
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
1
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
5,371
|
|
|
Year Ended June 30, 2016
|
4,865
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
55
|
|
|
Year Ended June 30, 2016
|
50
|
|
Year Ended June 30, 2014
|
$
|
55
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
6,824
|
|
Year Ended June 30, 2015
|
29,834
|
|
|
Year Ended June 30, 2016
|
28,274
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
7,652
|
|
|
Year Ended June 30, 2016
|
9,503
|
|
June 30, 2015
|
$
|
2,077
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
125
|
|
Year Ended June 30, 2015
|
500
|
|
|
Year Ended June 30, 2016
|
458
|
|
June 30, 2015
|
$
|
125
|
|
June 30, 2016
|
83
|
|
Year Ended June 30, 2014
|
$
|
1,761
|
|
Year Ended June 30, 2015
|
46
|
|
|
Year Ended June 30, 2016
|
351
|
|
Year Ended June 30, 2014
|
$
|
884
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
861
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
711
|
|
Year Ended June 30, 2014
|
$
|
3,177
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
177
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
1,516
|
|
Year Ended June 30, 2015
|
5,146
|
|
|
Year Ended June 30, 2016
|
5,196
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
532
|
|
|
Year Ended June 30, 2016
|
139
|
|
June 30, 2015
|
$
|
14
|
|
June 30, 2016
|
440
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
637
|
|
|
Year Ended June 30, 2016
|
566
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
48
|
|
Year Ended June 30, 2014
|
$
|
225
|
|
Year Ended June 30, 2015
|
310
|
|
|
Year Ended June 30, 2016
|
300
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
75
|
|
June 30, 2015
|
$
|
75
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
495
|
|
Year Ended June 30, 2015
|
121
|
|
|
Year Ended June 30, 2016
|
60
|
|
June 30, 2015
|
$
|
1
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
2,696
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
2,838
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
432
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
3,135
|
|
Year Ended June 30, 2015
|
23,869
|
|
|
Year Ended June 30, 2016
|
40,147
|
|
Year Ended June 30, 2014
|
$
|
18
|
|
Year Ended June 30, 2015
|
3,056
|
|
|
Year Ended June 30, 2016
|
703
|
|
June 30, 2015
|
$
|
116
|
|
June 30, 2016
|
174
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
6,742
|
|
|
Year Ended June 30, 2016
|
22,543
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
816
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
23
|
|
June 30, 2016
|
44
|
|
Year Ended June 30, 2014
|
$
|
567
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
1,683
|
|
|
Year Ended June 30, 2016
|
2,712
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
180
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
2,483
|
|
Year Ended June 30, 2014
|
$
|
255
|
|
Year Ended June 30, 2015
|
510
|
|
|
Year Ended June 30, 2016
|
593
|
|
June 30, 2015
|
$
|
128
|
|
June 30, 2016
|
210
|
|
Year Ended June 30, 2014
|
$
|
207
|
|
Year Ended June 30, 2015
|
1,164
|
|
|
Year Ended June 30, 2016
|
2,363
|
|
June 30, 2015
|
$
|
108
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
7,074
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
5,000
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
4,425
|
|
|
Year Ended June 30, 2016
|
3,963
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
300
|
|
Year Ended June 30, 2014
|
$
|
4,322
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
107
|
|
Year Ended June 30, 2015
|
3,005
|
|
|
Year Ended June 30, 2016
|
3,212
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
300
|
|
June 30, 2015
|
$
|
8
|
|
June 30, 2016
|
9
|
|
Year Ended June 30, 2014
|
$
|
354
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
400
|
|
Year Ended June 30, 2015
|
400
|
|
|
Year Ended June 30, 2016
|
400
|
|
June 30, 2015
|
$
|
100
|
|
June 30, 2016
|
100
|
|
Year Ended June 30, 2014
|
$
|
234
|
|
Year Ended June 30, 2015
|
4
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
12
|
|
June 30, 2016
|
4
|
|
Year Ended June 30, 2014
|
$
|
192
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
1,826
|
|
Year Ended June 30, 2015
|
525
|
|
|
Year Ended June 30, 2016
|
529
|
|
June 30, 2015
|
$
|
133
|
|
June 30, 2016
|
1
|
|
Year Ended June 30, 2014
|
$
|
33
|
|
Year Ended June 30, 2015
|
996
|
|
|
Year Ended June 30, 2016
|
996
|
|
June 30, 2015
|
$
|
250
|
|
June 30, 2016
|
3
|
|
Year Ended June 30, 2014
|
$
|
100
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
700
|
|
June 30, 2016
|
1,100
|
|
Year Ended June 30, 2014
|
$
|
15
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
2
|
|
June 30, 2016
|
2
|
|
Year Ended June 30, 2014
|
$
|
2,339
|
|
Year Ended June 30, 2015
|
1,175
|
|
|
Year Ended June 30, 2016
|
614
|
|
Year Ended June 30, 2014
|
$
|
1,100
|
|
Year Ended June 30, 2015
|
298
|
|
|
Year Ended June 30, 2016
|
299
|
|
Year Ended June 30, 2014
|
$
|
3,188
|
|
Year Ended June 30, 2015
|
3,018
|
|
|
Year Ended June 30, 2016
|
2,908
|
|
Year Ended June 30, 2014
|
$
|
180
|
|
Year Ended June 30, 2015
|
180
|
|
|
Year Ended June 30, 2016
|
180
|
|
June 30, 2015
|
$
|
45
|
|
June 30, 2016
|
45
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
13
|
|
|
Year Ended June 30, 2016
|
2
|
|
June 30, 2015
|
$
|
2
|
|
June 30, 2016
|
1
|
|
Year Ended June 30, 2014
|
$
|
400
|
|
Year Ended June 30, 2015
|
—
|
|
Year Ended June 30, 2014
|
$
|
1,029
|
|
Year Ended June 30, 2015
|
—
|
|
Year Ended June 30, 2014
|
$
|
309
|
|
Year Ended June 30, 2015
|
—
|
|
Year Ended June 30, 2014
|
$
|
2,082
|
|
Year Ended June 30, 2015
|
956
|
|
Year Ended June 30, 2014
|
$
|
180
|
|
Year Ended June 30, 2015
|
45
|
|
Year Ended June 30, 2014
|
$
|
17
|
|
Year Ended June 30, 2015
|
1,485
|
|
Year Ended June 30, 2014
|
$
|
510
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
548
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
173
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
553
|
|
Year Ended June 30, 2015
|
5,893
|
|
|
Year Ended June 30, 2016
|
6,777
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
162
|
|
|
Year Ended June 30, 2016
|
—
|
|
June 30, 2015
|
$
|
20
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
156
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
901
|
|
|
Year Ended June 30, 2016
|
1,173
|
|
Year Ended June 30, 2014
|
$
|
100
|
|
Year Ended June 30, 2015
|
200
|
|
|
Year Ended June 30, 2016
|
179
|
|
June 30, 2015
|
$
|
50
|
|
June 30, 2016
|
29
|
|
Year Ended June 30, 2014
|
$
|
85
|
|
Year Ended June 30, 2015
|
262
|
|
|
Year Ended June 30, 2016
|
788
|
|
June 30, 2015
|
$
|
15
|
|
June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
200
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
—
|
|
Year Ended June 30, 2014
|
$
|
2,953
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
6,323
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
3,162
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
74
|
|
Year Ended June 30, 2015
|
3,905
|
|
|
Year Ended June 30, 2016
|
4,252
|
|
Year Ended June 30, 2014
|
$
|
29
|
|
Year Ended June 30, 2015
|
1,794
|
|
|
Year Ended June 30, 2016
|
1,509
|
|
June 30, 2015
|
$
|
11
|
|
June 30, 2016
|
12
|
|
Year Ended June 30, 2014
|
$
|
1,074
|
|
Year Ended June 30, 2015
|
1,086
|
|
|
Year Ended June 30, 2016
|
1,111
|
|
Year Ended June 30, 2014
|
$
|
255
|
|
Year Ended June 30, 2015
|
259
|
|
|
Year Ended June 30, 2016
|
90
|
|
June 30, 2015
|
$
|
3
|
|
June 30, 2016
|
3
|
|
Year Ended June 30, 2014
|
$
|
148
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
Year Ended June 30, 2014
|
$
|
300
|
|
Year Ended June 30, 2015
|
300
|
|
|
Year Ended June 30, 2016
|
300
|
|
June 30, 2015
|
$
|
75
|
|
June 30, 2016
|
75
|
|
Year Ended June 30, 2014
|
$
|
91
|
|
Year Ended June 30, 2015
|
18
|
|
|
Year Ended June 30, 2016
|
9
|
|
Year Ended June 30, 2014
|
$
|
—
|
|
Year Ended June 30, 2015
|
—
|
|
|
Year Ended June 30, 2016
|
124
|
|
June 30, 2015
|
$
|
—
|
|
June 30, 2016
|
14
|
|
Year Ended June 30, 2014
|
$
|
101
|
|
Year Ended June 30, 2015
|
N/A
|
|
|
Year Ended June 30, 2016
|
N/A
|
|
|
Year Ended June 30,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Per Share Data
|
|
|
|
|
|
|
|
|
|
||||||||||
Net asset value at beginning of year
|
$
|
10.31
|
|
|
$
|
10.56
|
|
|
$
|
10.72
|
|
|
$
|
10.83
|
|
|
$
|
10.36
|
|
Net investment income(1)
|
1.04
|
|
|
1.03
|
|
|
1.19
|
|
|
1.57
|
|
|
1.63
|
|
|||||
Net realized (losses) gains on investments(1)
|
(0.07
|
)
|
|
(0.51
|
)
|
|
(0.01
|
)
|
|
(0.13
|
)
|
|
0.32
|
|
|||||
Net change in unrealized (depreciation) appreciation on investments(1)
|
(0.68
|
)
|
|
0.47
|
|
|
(0.12
|
)
|
|
(0.37
|
)
|
|
(0.28
|
)
|
|||||
Net realized losses on extinguishment of debt(1)
|
—
|
|
(4)
|
(0.01
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Dividends to shareholders
|
(1.00
|
)
|
|
(1.19
|
)
|
|
(1.32
|
)
|
|
(1.28
|
)
|
|
(1.22
|
)
|
|||||
Common stock transactions(2)
|
0.02
|
|
|
(0.04
|
)
|
|
0.10
|
|
|
0.10
|
|
|
0.02
|
|
|||||
Net asset value at end of year
|
$
|
9.62
|
|
|
$
|
10.31
|
|
|
$
|
10.56
|
|
|
$
|
10.72
|
|
|
$
|
10.83
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per share market value at end of year
|
$
|
7.82
|
|
|
$
|
7.37
|
|
|
$
|
10.63
|
|
|
$
|
10.80
|
|
|
$
|
11.39
|
|
Total return based on market value(3)
|
21.84
|
%
|
|
(20.84
|
%)
|
|
10.88
|
%
|
|
6.24
|
%
|
|
27.21
|
%
|
|||||
Total return based on net asset value(3)
|
7.15
|
%
|
|
11.47
|
%
|
|
10.97
|
%
|
|
10.91
|
%
|
|
18.03
|
%
|
|||||
Shares of common stock outstanding at end of year
|
357,107,231
|
|
|
359,090,759
|
|
|
342,626,637
|
|
|
247,836,965
|
|
|
139,633,870
|
|
|||||
Weighted average shares of common stock outstanding
|
356,134,297
|
|
|
353,648,522
|
|
|
300,283,941
|
|
|
207,069,971
|
|
|
114,394,554
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratios/Supplemental Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net assets at end of year
|
$
|
3,435,917
|
|
|
$
|
3,703,049
|
|
|
$
|
3,618,182
|
|
|
$
|
2,656,494
|
|
|
$
|
1,511,974
|
|
Portfolio turnover rate
|
15.98
|
%
|
|
21.89
|
%
|
|
15.21
|
%
|
|
29.24
|
%
|
|
29.06
|
%
|
|||||
Annualized ratio of operating expenses to average net assets
|
11.95
|
%
|
|
11.66
|
%
|
|
11.11
|
%
|
|
11.50
|
%
|
|
10.73
|
%
|
|||||
Annualized ratio of net investment income to average net assets
|
10.54
|
%
|
|
9.87
|
%
|
|
11.18
|
%
|
|
14.86
|
%
|
|
14.92
|
%
|
(1)
|
Per share data amount is based on the weighted average number of common shares outstanding for the year presented (except for dividends to shareholders which is based on actual rate per share).
|
(2)
|
Common stock transactions include the effect of our issuance of common stock in public offerings (net of underwriting and offering costs), shares issued in connection with our dividend reinvestment plan, shares issued to acquire investments and shares repurchased below net asset value pursuant to our Repurchase Program.
|
(3)
|
Total return based on market value is based on the change in market price per share between the opening and ending market prices per share in each period and assumes that dividends are reinvested in accordance with our dividend reinvestment plan. Total return based on net asset value is based upon the change in net asset value per share between the opening and ending net asset values per share in each period and assumes that dividends are reinvested in accordance with our dividend reinvestment plan.
|
(4)
|
Amount is less than $0.01.
|
|
|
Investment Income
|
|
Net Investment Income
|
|
Net Realized and Unrealized Gains (Losses)
|
|
Net Increase (Decrease) in
Net Assets from Operations
|
||||||||||||||||
Quarter Ended
|
|
Total
|
|
Per Share(1)
|
|
Total
|
|
Per Share(1)
|
|
Total
|
|
Per Share(1)
|
|
Total
|
|
Per Share(1)
|
||||||||
September 30, 2013
|
|
161,034
|
|
|
0.62
|
|
|
82,337
|
|
|
0.32
|
|
|
(2,437
|
)
|
|
(0.01
|
)
|
|
79,900
|
|
|
0.31
|
|
December 31, 2013
|
|
178,090
|
|
|
0.62
|
|
|
92,215
|
|
|
0.32
|
|
|
(6,853
|
)
|
|
(0.02
|
)
|
|
85,362
|
|
|
0.30
|
|
March 31, 2014
|
|
190,327
|
|
|
0.60
|
|
|
98,523
|
|
|
0.31
|
|
|
(16,422
|
)
|
|
(0.05
|
)
|
|
82,101
|
|
|
0.26
|
|
June 30, 2014
|
|
182,840
|
|
|
0.54
|
|
|
84,148
|
|
|
0.25
|
|
|
(12,491
|
)
|
|
(0.04
|
)
|
|
71,657
|
|
|
0.21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
September 30, 2014
|
|
202,021
|
|
|
0.59
|
|
|
94,463
|
|
|
0.28
|
|
|
(10,355
|
)
|
|
(0.04
|
)
|
|
84,108
|
|
|
0.24
|
|
December 31, 2014
|
|
198,883
|
|
|
0.56
|
|
|
91,325
|
|
|
0.26
|
|
|
(5,355
|
)
|
|
(0.02
|
)
|
|
85,970
|
|
|
0.24
|
|
March 31, 2015
|
|
191,350
|
|
|
0.53
|
|
|
87,441
|
|
|
0.24
|
|
|
(5,949
|
)
|
|
(0.01
|
)
|
|
81,492
|
|
|
0.23
|
|
June 30, 2015
|
|
198,830
|
|
|
0.55
|
|
|
89,518
|
|
|
0.25
|
|
|
5,251
|
|
|
0.01
|
|
|
94,769
|
|
|
0.26
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
September 30, 2015
|
|
200,251
|
|
|
0.56
|
|
|
91,242
|
|
|
0.26
|
|
|
(63,425
|
)
|
|
(0.18
|
)
|
|
27,817
|
|
|
0.08
|
|
December 31, 2015
|
|
209,191
|
|
|
0.59
|
|
|
100,893
|
|
|
0.28
|
|
|
(196,013
|
)
|
|
(0.55
|
)
|
|
(95,120
|
)
|
|
(0.27
|
)
|
March 31, 2016
|
|
189,493
|
|
|
0.53
|
|
|
87,626
|
|
|
0.25
|
|
|
(12,118
|
)
|
|
(0.03
|
)
|
|
75,508
|
|
|
0.21
|
|
June 30, 2016
|
|
193,038
|
|
|
0.54
|
|
|
91,367
|
|
|
0.26
|
|
|
3,790
|
|
|
0.01
|
|
|
95,157
|
|
|
0.27
|
|
(1)
|
Per share amounts are calculated using the weighted average number of common shares outstanding for the period presented. As such, the sum of the quarterly per share amounts above will not necessarily equal the per share amounts for the fiscal year.
|
•
|
$0.08333 per share for September 2016 to holders of record on September 30, 2016 with a payment date of October 20, 2016;
|
•
|
$0.08333 per share for October 2016 to holders of record on October 31, 2016 with a payment date of November 17, 2016.
|
/s/ BDO USA, LLP
|
BDO USA, LLP
|
New York, New York
|
August 29, 2016
|
1.
|
Financial Statements – See the Index to Consolidated Financial Statements in Item 8 of this report.
|
2.
|
Financial Statement Schedules – The financial statements of Harbortouch Payments, LLC, National Property REIT Corp., NPH McDowell, LLC, Michigan Storage, LCC and First Tower Finance Company LLC required by Rule 3-09 of Regulation S-X are provided as Exhibit 99.1, Exhibit 99.2, Exhibit 99.3, Exhibit 99.4 and Exhibit 99.5, respectively, to this report.
|
3.
|
Exhibits – The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC (according to the number assigned to them in Item 601 of Regulation S-K):
|
Exhibit No.
|
|
3.1
|
Articles of Amendment and Restatement(1)
|
3.2
|
Amended and Restated Bylaws(3)
|
4.1
|
Form of Share Certificate(2)
|
4.2
|
Form of Indenture(9)
|
4.3
|
Indenture dated as of December 21, 2010 relating to the 6.25% Senior Convertible Notes, by and between the Registrant and American Stock Transfer & Trust Company, LLC, as Trustee and Form of 6.25% Senior Convertible Note due 2015(7)
|
4.4
|
Indenture dated as of February 18, 2011 relating to the 5.50% Senior Convertible Notes, by and between the Registrant and American Stock Transfer & Trust Company, LLC, as Trustee(8)
|
4.5
|
Form of 5.50% Senior Convertible Note due 2016(6)
|
4.6
|
Indenture dated as of February 16, 2012, by and between the Registrant and American Stock Transfer & Trust Company, LLC, as Trustee(10)
|
4.7
|
First Supplemental Indenture dated as of March 1, 2012, to the Indenture dated as of February 16, 2012, by and between the Registrant and American Stock Transfer & Trust Company, LLC, as Trustee and Form of 7.00% Prospect Capital InterNote® due 2022(10)
|
4.8
|
Second Supplemental Indenture dated as of March 8, 2012, to the Indenture dated as of February 16, 2012, by and between the Registrant and American Stock Transfer & Trust Company, LLC, as Trustee(11)
|
4.9
|
Joinder Supplemental Indenture dated as of March 8, 2012, to the Indenture dated as of February 16, 2012, by and among the Registrant, American Stock Transfer & Trust Company, LLC, as Original Trustee, and U.S. Bank National Association, as Series Trustee and Form of 6.900% Prospect Capital InterNote® due 2022(11)
|
4.10
|
Agreement of Resignation, Appointment and Acceptance dated as of March 12, 2012, by and among the Registrant, American Stock Transfer & Trust Company, LLC, as Retiring Trustee, and U.S. Bank National Association, as Successor Trustee (the “U.S. Bank Indenture”)(12)
|
4.11
|
Third Supplemental Indenture dated as of April 5, 2012, to the U.S. Bank Indenture and Form of 6.850% Prospect Capital InterNote® due 2022(14)
|
4.12
|
Fourth Supplemental Indenture dated as of April 12, 2012, to the U.S. Bank Indenture and Form of 6.700% Prospect Capital InterNote® due 2022(15)
|
4.13
|
Indenture dated as of April 16, 2012 relating to the 5.375% Senior Convertible Notes, by and between the Registrant and American Stock Transfer & Trust Company, as Trustee(16)
|
4.14
|
Form of 5.375% Senior Convertible Note due 2017(17)
|
4.15
|
Fifth Supplemental Indenture dated as of April 26, 2012, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2022(18)
|
4.16
|
Indenture dated as of August 14, 2012 relating to the 5.75% Senior Convertible Notes, by and between the Registrant and American Stock Transfer & Trust Company, as Trustee(19)
|
4.17
|
Form of 5.75% Senior Convertible Note due 2018(20)
|
4.18
|
Nineteenth Supplemental Indenture dated as of September 27, 2012, to the U.S. Bank Indenture and Form of 5.850% Prospect Capital InterNote® due 2019(21)
|
4.19
|
Twentieth Supplemental Indenture dated as of October 4, 2012, to the U.S. Bank Indenture and Form of 5.700% Prospect Capital InterNote® due 2019(22)
|
Exhibit No.
|
|
4.20
|
Twenty-First Supplemental Indenture dated as of November 23, 2012, to the U.S. Bank Indenture and Form of 5.125% Prospect Capital InterNote® due 2019(23)
|
4.21
|
Twenty-Second Supplemental Indenture dated as of November 23, 2012, to the U.S. Bank Indenture and Form of 6.625% Prospect Capital InterNote® due 2042(23)
|
4.22
|
Twenty-Third Supplemental Indenture dated as of November 29, 2012, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(24)
|
4.23
|
Twenty-Fourth Supplemental Indenture dated as of November 29, 2012, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2032(24)
|
4.24
|
Twenty-Fifth Supplemental Indenture dated as of November 29, 2012, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2042(24)
|
4.25
|
Twenty-Sixth Supplemental Indenture dated as of December 6, 2012, to the U.S. Bank Indenture and Form of 4.875% Prospect Capital InterNote® due 2019(25)
|
4.26
|
Twenty-Eighth Supplemental Indenture dated as of December 6, 2012, to the U.S. Bank Indenture and Form of 6.375% Prospect Capital InterNote® due 2042(25)
|
4.27
|
Twenty-Ninth Supplemental Indenture dated as of December 13, 2012, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2019(26)
|
4.28
|
Thirty-First Supplemental Indenture dated as of December 13, 2012, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2042(26)
|
4.29
|
Thirty-Second Supplemental Indenture dated as of December 20, 2012, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2019(27)
|
4.30
|
Thirty-Fourth Supplemental Indenture dated as of December 20, 2012, to the U.S. Bank Indenture and Form of 6.125% Prospect Capital InterNote® due 2042(27)
|
4.31
|
Indenture dated as of December 21, 2012, by and between the Registrant and American Stock Transfer & Trust Company, as Trustee and Form of Global Note 5.875% Convertible Senior Note Due 2019(28)
|
4.32
|
Thirty-Fifth Supplemental Indenture dated as of December 28, 2012, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2019(29)
|
4.33
|
Thirty-Sixth Supplemental Indenture dated as of December 28, 2012, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2030(29)
|
4.34
|
Thirty-Seventh Supplemental Indenture dated as of December 28, 2012, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2042(29)
|
4.35
|
Thirty-Eighth Supplemental Indenture dated as of January 4, 2013, to the U.S. Bank Indenture and Form of 4.375% Prospect Capital InterNote® due 2020(30)
|
4.36
|
Thirty-Ninth Supplemental Indenture dated as of January 4, 2013, to the U.S. Bank Indenture and Form of 4.875% Prospect Capital InterNote® due 2031(30)
|
4.37
|
Fortieth Supplemental Indenture dated as of January 4, 2013, to the U.S. Bank Indenture and Form of 5.875% Prospect Capital InterNote® due 2043(30)
|
4.38
|
Forty-First Supplemental Indenture dated as of January 10, 2013, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(31)
|
4.39
|
Forty-Second Supplemental Indenture dated as of January 10, 2013, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2031(31)
|
4.40
|
Forty-Third Supplemental Indenture dated as of January 10, 2013, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2043(31)
|
4.41
|
Forty-Fourth Supplemental Indenture dated as of January 17, 2013, to the U.S. Bank Indenture and Form of 4.125% Prospect Capital InterNote® due 2020(32)
|
4.42
|
Forty-Fifth Supplemental Indenture dated as of January 17, 2013, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2031(32)
|
4.43
|
Forty-Sixth Supplemental Indenture dated as of January 17, 2013, to the U.S. Bank Indenture and Form of 5.625% Prospect Capital InterNote® due 2043(32)
|
4.44
|
Forty-Seventh Supplemental Indenture dated as of January 25, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(33)
|
4.45
|
Forty-Eighth Supplemental Indenture dated as of January 25, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2031(33)
|
Exhibit No.
|
|
4.46
|
Forty-Ninth Supplemental Indenture dated as of January 25, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(33)
|
4.47
|
Fiftieth Supplemental Indenture dated as of January 31, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(34)
|
4.48
|
Fifty-First Supplemental Indenture dated as of January 31, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2031(34)
|
4.49
|
Fifty-Second Supplemental Indenture dated as of January 31, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(34)
|
4.50
|
Fifty-Third Supplemental Indenture dated as of February 7, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(35)
|
4.51
|
Fifty-Fourth Supplemental Indenture dated as of February 7, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2031(35)
|
4.52
|
Fifty-Fifth Supplemental Indenture dated as of February 7, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(35)
|
4.53
|
Fifty-Sixth Supplemental Indenture dated as of February 22, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(36)
|
4.54
|
Fifty-Seventh Supplemental Indenture dated as of February 22, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2031(36)
|
4.55
|
Fifty-Eighth Supplemental Indenture dated as of February 22, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(36)
|
4.56
|
Fifty-Ninth Supplemental Indenture dated as of February 28, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(37)
|
4.57
|
Sixtieth Supplemental Indenture dated as of February 28, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2031(37)
|
4.58
|
Sixty-First Supplemental Indenture dated as of February 28, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(37)
|
4.59
|
Sixty-Second Supplemental Indenture dated as of March 7, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(38)
|
4.60
|
Sixty-Third Supplemental Indenture dated as of March 7, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2031(38)
|
4.61
|
Sixty-Fourth Supplemental Indenture dated as of March 7, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(38)
|
4.62
|
Sixty-Fifth Supplemental Indenture dated as of March 14, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(39)
|
4.63
|
Sixty-Sixth Supplemental Indenture dated as of March 14, 2013, to the U.S. Bank Indenture and Form of 4.125% to 6.000% Prospect Capital InterNote® due 2031(39)
|
4.64
|
Sixty-Seventh Supplemental Indenture dated as of March 14, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(39)
|
4.65
|
Sixty-Eighth Supplemental Indenture dated as of March 14, 2013, to the U.S. Bank Indenture and Form of Floating Prospect Capital InterNote® due 2023(39)
|
4.66
|
Supplemental Indenture dated as of March 15, 2013, to the U.S. Bank Indenture(40)
|
4.67
|
Form of Global Note 5.875% Senior Note due 2023(41)
|
4.68
|
Sixty-Ninth Supplemental Indenture dated as of March 21, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(42)
|
4.69
|
Seventieth Supplemental Indenture dated as of March 21, 2013, to the U.S. Bank Indenture and Form of 4.125% to 6.000% Prospect Capital InterNote® due 2031(42)
|
4.70
|
Seventy-First Supplemental Indenture dated as of March 21, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(42)
|
4.71
|
Seventy-Second Supplemental Indenture dated as of March 21, 2013, to the U.S. Bank Indenture and Form of Floating Prospect Capital InterNote® due 2023(42)
|
4.72
|
Seventy-Third Supplemental Indenture dated as of March 28, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2020(43)
|
Exhibit No.
|
|
4.73
|
Seventy-Fourth Supplemental Indenture dated as of March 28, 2013, to the U.S. Bank Indenture and Form of 4.125% to 6.000% Prospect Capital InterNote® due 2031(43)
|
4.74
|
Seventy-Fifth Supplemental Indenture dated as of March 28, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2043(43)
|
4.75
|
Seventy-Sixth Supplemental Indenture dated as of March 28, 2013, to the U.S. Bank Indenture and Form of Floating Prospect Capital InterNote® due 2023(43)
|
4.76
|
Seventy-Seventh Supplemental Indenture dated as of April 4, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2020(44)
|
4.77
|
Seventy-Eighth Supplemental Indenture dated as of April 4, 2013, to the U.S. Bank Indenture and Form of 4.625% to 6.500% Prospect Capital InterNote® due 2031(44)
|
4.78
|
Seventy-Ninth Supplemental Indenture dated as of April 4, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2043(44)
|
4.79
|
Eightieth Supplemental Indenture dated as of April 4, 2013, to the U.S. Bank Indenture and Form of Floating Prospect Capital InterNote® due 2023(44)
|
4.80
|
Eighty-First Supplemental Indenture dated as of April 11, 2013, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2020(45)
|
4.81
|
Eighty-Second Supplemental Indenture dated as of April 11, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2031(45)
|
4.82
|
Eighty-Third Supplemental Indenture dated as of April 11, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2043(45)
|
4.83
|
Eighty-Fourth Supplemental Indenture dated as of April 11, 2013, to the U.S. Bank Indenture and Form of Floating Prospect Capital InterNote® due 2023(45)
|
4.84
|
Eighty-Fifth Supplemental Indenture dated as of April 18, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(46)
|
4.85
|
Eighty-Sixth Supplemental Indenture dated as of April 18, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2031(46)
|
4.86
|
Eighty-Seventh Supplemental Indenture dated as of April 18, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2043(46)
|
4.87
|
Eighty-Eighth Supplemental Indenture dated as of April 25, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(47)
|
4.88
|
Eighty-Ninth Supplemental Indenture dated as of April 25, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2031(47)
|
4.89
|
Ninetieth Supplemental Indenture dated as of April 25, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2043(47)
|
4.90
|
Ninety-First Supplemental Indenture dated as of May 2, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(48)
|
4.91
|
Ninety-Second Supplemental Indenture dated as of May 2, 2013, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2031(48)
|
4.92
|
Ninety-Third Supplemental Indenture dated as of May 2, 2013, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2043(48)
|
4.93
|
Ninety-Fourth Supplemental Indenture dated as of May 9, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(49)
|
4.94
|
Ninety-Fifth Supplemental Indenture dated as of May 9, 2013, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2031(49)
|
4.95
|
Ninety-Sixth Supplemental Indenture dated as of May 9, 2013, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2043(49)
|
4.96
|
Ninety-Seventh Supplemental Indenture dated as of May 23, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(50)
|
4.97
|
Ninety-Eighth Supplemental Indenture dated as of May 23, 2013, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2031(50)
|
4.98
|
Ninety-Ninth Supplemental Indenture dated as of May 23, 2013, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2043(50)
|
Exhibit No.
|
|
4.125
|
One Hundred Twenty-Seventh Supplemental Indenture dated as of July 18, 2013, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2043(58)
|
4.126
|
One Hundred Twenty-Eighth Supplemental Indenture dated as of July 18, 2013, to the U.S. Bank Indenture and Form of 6.750% Prospect Capital InterNote® due 2043(58)
|
4.127
|
One Hundred Twenty-Ninth Supplemental Indenture dated as of July 25, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(59)
|
4.128
|
One Hundred Thirtieth Supplemental Indenture dated as of July 25, 2013, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2031(59)
|
4.129
|
One Hundred Thirty-First Supplemental Indenture dated as of July 25, 2013, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2043(59)
|
4.130
|
One Hundred Thirty-Second Supplemental Indenture dated as of July 25, 2013, to the U.S. Bank Indenture and Form of 6.750% Prospect Capital InterNote® due 2043(59)
|
4.131
|
One Hundred Thirty-Third Supplemental Indenture dated as of August 1, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(60)
|
4.132
|
One Hundred Thirty-Fourth Supplemental Indenture dated as of August 1, 2013, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2021(60)
|
4.133
|
One Hundred Thirty-Fifth Supplemental Indenture dated as of August 1, 2013, to the U.S. Bank Indenture and Form of 6.125% Prospect Capital InterNote® due 2031(60)
|
4.134
|
One Hundred Thirty-Sixth Supplemental Indenture dated as of August 1, 2013, to the U.S. Bank Indenture and Form of 6.625% Prospect Capital InterNote® due 2043(60)
|
4.135
|
One Hundred Thirty-Seventh Supplemental Indenture dated as of August 8, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(61)
|
4.136
|
One Hundred Thirty-Eighth Supplemental Indenture dated as of August 8, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(61)
|
4.137
|
One Hundred Thirty-Ninth Supplemental Indenture dated as of August 8, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2031(61)
|
4.138
|
One Hundred Fortieth Supplemental Indenture dated as of August 8, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(61)
|
4.139
|
One Hundred Forty-First Supplemental Indenture dated as of August 15, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(62)
|
4.140
|
One Hundred Forty-Second Supplemental Indenture dated as of August 15, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(62)
|
4.141
|
One Hundred Forty-Third Supplemental Indenture dated as of August 15, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(62)
|
4.142
|
One Hundred Forty-Fourth Supplemental Indenture dated as of August 15, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(62)
|
4.143
|
One Hundred Forty-Fifth Supplemental Indenture dated as of August 22, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(63)
|
4.144
|
One Hundred Forty-Sixth Supplemental Indenture dated as of August 22, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(63)
|
4.145
|
One Hundred Forty-Seventh Supplemental Indenture dated as of August 22, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(63)
|
4.146
|
One Hundred Forty-Eighth Supplemental Indenture dated as of August 22, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(63)
|
4.147
|
One Hundred Forty-Ninth Supplemental Indenture dated as of September 6, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(64)
|
4.148
|
One Hundred Fiftieth Supplemental Indenture dated as of September 6, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(64)
|
4.149
|
One Hundred Fifty-First Supplemental Indenture dated as of September 6, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(64)
|
4.150
|
One Hundred Fifty-Second Supplemental Indenture dated as of September 6, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(64)
|
Exhibit No.
|
|
4.151
|
One Hundred Fifty-Third Supplemental Indenture dated as of September 12, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(65)
|
4.152
|
One Hundred Fifty-Fourth Supplemental Indenture dated as of September 12, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(65)
|
4.153
|
One Hundred Fifty-Fifth Supplemental Indenture dated as of September 12, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(65)
|
4.154
|
One Hundred Fifty-Sixth Supplemental Indenture dated as of September 12, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(65)
|
4.155
|
One Hundred Fifty-Seventh Supplemental Indenture dated as of September 19, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(66)
|
4.156
|
One Hundred Fifty-Eighth Supplemental Indenture dated as of September 19, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(66)
|
4.157
|
One Hundred Fifty-Ninth Supplemental Indenture dated as of September 19, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(66)
|
4.158
|
One Hundred Sixtieth Supplemental Indenture dated as of September 19, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(66)
|
4.159
|
One Hundred Sixty-First Supplemental Indenture dated as of September 26, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(67)
|
4.160
|
One Hundred Sixty-Second Supplemental Indenture dated as of September 26, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(67)
|
4.161
|
One Hundred Sixty-Third Supplemental Indenture dated as of September 26, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(67)
|
4.162
|
One Hundred Sixty-Fourth Supplemental Indenture dated as of September 26, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(67)
|
4.163
|
One Hundred Sixty-Fifth Supplemental Indenture dated as of October 3, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(68)
|
4.164
|
One Hundred Sixty-Sixth Supplemental Indenture dated as of October 3, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(68)
|
4.165
|
One Hundred Sixty-Seventh Supplemental Indenture dated as of October 3, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(68)
|
4.166
|
One Hundred Sixty-Eighth Supplemental Indenture dated as of October 3, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(68)
|
4.167
|
One Hundred Sixty-Ninth Supplemental Indenture dated as of October 10, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(69)
|
4.168
|
One Hundred Seventieth Supplemental Indenture dated as of October 10, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(69)
|
4.169
|
One Hundred Seventy-First Supplemental Indenture dated as of October 10, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(69)
|
4.170
|
One Hundred Seventy-Second Supplemental Indenture dated as of October 10, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(69)
|
4.171
|
One Hundred Seventy-Third Supplemental Indenture dated as of October 18, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(70)
|
4.172
|
One Hundred Seventy-Fourth Supplemental Indenture dated as of October 18, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(70)
|
4.173
|
One Hundred Seventy-Fifth Supplemental Indenture dated as of October 18, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(70)
|
4.174
|
One Hundred Seventy-Sixth Supplemental Indenture dated as of October 18, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(70)
|
4.175
|
One Hundred Seventy-Seventh Supplemental Indenture dated as of October 24, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2016(71)
|
4.176
|
One Hundred Seventy-Eighth Supplemental Indenture dated as of October 24, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(71)
|
Exhibit No.
|
|
4.177
|
One Hundred Seventy-Ninth Supplemental Indenture dated as of October 24, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(71)
|
4.178
|
One Hundred Eightieth Supplemental Indenture dated as of October 24, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2033(71)
|
4.179
|
One Hundred Eighty-First Supplemental Indenture dated as of October 24, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2043(71)
|
4.180
|
One Hundred Eighty-Second Supplemental Indenture dated as of October 31, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(72)
|
4.181
|
One Hundred Eighty-Third Supplemental Indenture dated as of October 31, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(72)
|
4.182
|
One Hundred Eighty-Fourth Supplemental Indenture dated as of October 31, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(72)
|
4.183
|
One Hundred Eighty-Fifth Supplemental Indenture dated as of October 31, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(72)
|
4.184
|
One Hundred Eighty-Sixth Supplemental Indenture dated as of October 31, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(72)
|
4.185
|
One Hundred Eighty-Seventh Supplemental Indenture dated as of November 7, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(73)
|
4.186
|
One Hundred Eighty-Eighth Supplemental Indenture dated as of November 7, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(73)
|
4.187
|
One Hundred Eighty-Ninth Supplemental Indenture dated as of November 7, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(73)
|
4.188
|
One Hundred Ninetieth Supplemental Indenture dated as of November 7, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(73)
|
4.189
|
One Hundred Ninety-First Supplemental Indenture dated as of November 7, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(73)
|
4.190
|
One Hundred Ninety-Second Supplemental Indenture dated as of November 15, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(74)
|
4.191
|
One Hundred Ninety-Third Supplemental Indenture dated as of November 15, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(74)
|
4.192
|
One Hundred Ninety-Fourth Supplemental Indenture dated as of November 15, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(74)
|
4.193
|
One Hundred Ninety-Fifth Supplemental Indenture dated as of November 15, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(74)
|
4.194
|
One Hundred Ninety-Sixth Supplemental Indenture dated as of November 15, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(74)
|
4.195
|
One Hundred Ninety-Seventh Supplemental Indenture dated as of November 21, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(75)
|
4.196
|
One Hundred Ninety-Eighth Supplemental Indenture dated as of November 21, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(75)
|
4.197
|
One Hundred Ninety-Ninth Supplemental Indenture dated as of November 21, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(75)
|
4.198
|
Two Hundredth Supplemental Indenture dated as of November 21, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2028(75)
|
4.199
|
Two Hundred First Supplemental Indenture dated as of November 21, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(75)
|
4.200
|
Two Hundred Second Supplemental Indenture dated as of November 29, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(76)
|
4.201
|
Two Hundred Third Supplemental Indenture dated as of November 29, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(76)
|
4.202
|
Two Hundred Fourth Supplemental Indenture dated as of November 29, 2013, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2020(76)
|
Exhibit No.
|
|
4.203
|
Two Hundred Fifth Supplemental Indenture dated as of November 29, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(76)
|
4.204
|
Two Hundred Sixth Supplemental Indenture dated as of November 29, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(76)
|
4.205
|
Two Hundred Seventh Supplemental Indenture dated as of December 5, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(77)
|
4.206
|
Two Hundred Eighth Supplemental Indenture dated as of December 5, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(77)
|
4.207
|
Two Hundred Tenth Supplemental Indenture dated as of December 5, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(77)
|
4.208
|
Two Hundred Eleventh Supplemental Indenture dated as of December 5, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(77)
|
4.209
|
Two Hundred Twelfth Supplemental Indenture dated as of December 12, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(78)
|
4.210
|
Two Hundred Thirteenth Supplemental Indenture dated as of December 12, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(78)
|
4.211
|
Two Hundred Fifteenth Supplemental Indenture dated as of December 12, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(78)
|
4.212
|
Two Hundred Sixteenth Supplemental Indenture dated as of December 12, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(78)
|
4.213
|
Two Hundred Seventeenth Supplemental Indenture dated as of December 19, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(79)
|
4.214
|
Two Hundred Eighteenth Supplemental Indenture dated as of December 19, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(79)
|
4.215
|
Two Hundred Twentieth Supplemental Indenture dated as of December 19, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(79)
|
4.216
|
Two Hundred Twenty-First Supplemental Indenture dated as of December 19, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(79)
|
4.217
|
Two Hundred Twenty-Second Supplemental Indenture dated as of December 27, 2013, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2017(80)
|
4.218
|
Two Hundred Twenty-Third Supplemental Indenture dated as of December 27, 2013, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2018(80)
|
4.219
|
Two Hundred Twenty-Fifth Supplemental Indenture dated as of December 27, 2013, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(80)
|
4.220
|
Two Hundred Twenty-Sixth Supplemental Indenture dated as of December 27, 2013, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2038(80)
|
4.221
|
Two Hundred Twenty-Seventh Supplemental Indenture dated as of January 3, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(81)
|
4.222
|
Two Hundred Twenty-Eighth Supplemental Indenture dated as of January 3, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(81)
|
4.223
|
Two Hundred Twenty-Ninth Supplemental Indenture dated as of January 3, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(81)
|
4.224
|
Two Hundred Thirtieth Supplemental Indenture dated as of January 3, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(81)
|
4.225
|
Two Hundred Thirty-First Supplemental Indenture dated as of January 3, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(81)
|
4.226
|
Two Hundred Thirty-Second Supplemental Indenture dated as of January 9, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(82)
|
4.227
|
Two Hundred Thirty-Third Supplemental Indenture dated as of January 9, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(82)
|
4.228
|
Two Hundred Thirty-Fourth Supplemental Indenture dated as of January 9, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(82)
|
Exhibit No.
|
|
4.229
|
Two Hundred Thirty-Fifth Supplemental Indenture dated as of January 9, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(82)
|
4.230
|
Two Hundred Thirty-Sixth Supplemental Indenture dated as of January 9, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(82)
|
4.231
|
Two Hundred Thirty-Seventh Supplemental Indenture dated as of January 16, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(83)
|
4.232
|
Two Hundred Thirty-Eighth Supplemental Indenture dated as of January 16, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(83)
|
4.233
|
Two Hundred Thirty-Ninth Supplemental Indenture dated as of January 16, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(83)
|
4.234
|
Two Hundred Fortieth Supplemental Indenture dated as of January 16, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(83)
|
4.235
|
Two Hundred Forty-First Supplemental Indenture dated as of January 16, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(83)
|
4.236
|
Two Hundred Forty-Second Supplemental Indenture dated as of January 24, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(84)
|
4.237
|
Two Hundred Forty-Third Supplemental Indenture dated as of January 24, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(84)
|
4.238
|
Two Hundred Forty-Fourth Supplemental Indenture dated as of January 24, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(84)
|
4.239
|
Two Hundred Forty-Fifth Supplemental Indenture dated as of January 24, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(84)
|
4.240
|
Two Hundred Forty-Sixth Supplemental Indenture dated as of January 24, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(84)
|
4.241
|
Two Hundred Forty-Seventh Supplemental Indenture dated as of January 30, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(85)
|
4.242
|
Two Hundred Forty-Eighth Supplemental Indenture dated as of January 30, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(85)
|
4.243
|
Two Hundred Forty-Ninth Supplemental Indenture dated as of January 30, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(85)
|
4.244
|
Two Hundred Fiftieth Supplemental Indenture dated as of January 30, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(85)
|
4.245
|
Two Hundred Fifty-First Supplemental Indenture dated as of January 30, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(85)
|
4.246
|
Two Hundred Fifty-Second Supplemental Indenture dated as of February 6, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(86)
|
4.247
|
Two Hundred Fifty-Third Supplemental Indenture dated as of February 6, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(86)
|
4.248
|
Two Hundred Fifty-Fourth Supplemental Indenture dated as of February 6, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(86)
|
4.249
|
Two Hundred Fifty-Fifth Supplemental Indenture dated as of February 6, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(86)
|
4.250
|
Two Hundred Fifty-Sixth Supplemental Indenture dated as of February 6, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(86)
|
4.251
|
Two Hundred Fifty-Seventh Supplemental Indenture dated as of February 13, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(87)
|
4.252
|
Two Hundred Fifty-Eighth Supplemental Indenture dated as of February 13, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(87)
|
4.253
|
Two Hundred Fifty-Ninth Supplemental Indenture dated as of February 13, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(87)
|
4.254
|
Two Hundred Sixtieth Supplemental Indenture dated as of February 13, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(87)
|
Exhibit No.
|
|
4.255
|
Two Hundred Sixty-First Supplemental Indenture dated as of February 13, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(87)
|
4.256
|
Two Hundred Sixty-Seventh Supplemental Indenture dated as of February 19, 2014, to the U.S. Bank Indenture and Form of 4.75% Prospect Capital InterNote® due 2019(88)
|
4.257
|
Two Hundred Sixty-Second Supplemental Indenture dated as of February 21, 2014, to the U.S. Bank Indenture and Form of 4.000% Prospect Capital InterNote® due 2018(89)
|
4.258
|
Two Hundred Sixty-Third Supplemental Indenture dated as of February 21, 2014, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2019(89)
|
4.259
|
Two Hundred Sixty-Fourth Supplemental Indenture dated as of February 21, 2014, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(89)
|
4.260
|
Two Hundred Sixty-Fifth Supplemental Indenture dated as of February 21, 2014, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2026(89)
|
4.261
|
Two Hundred Sixty-Sixth Supplemental Indenture dated as of February 21, 2014, to the U.S. Bank Indenture and Form of 6.500% Prospect Capital InterNote® due 2039(89)
|
4.262
|
Two Hundred Sixty-Eighth Supplemental Indenture dated as of February 27, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(90)
|
4.263
|
Two Hundred Sixty-Ninth Supplemental Indenture dated as of February 27, 2014, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2019(90)
|
4.264
|
Two Hundred Seventieth Supplemental Indenture dated as of February 27, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(90)
|
4.265
|
Two Hundred Seventy-First Supplemental Indenture dated as of February 27, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2026(90)
|
4.266
|
Two Hundred Seventy-Second Supplemental Indenture dated as of February 27, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(90)
|
4.267
|
Two Hundred Seventy-Third Supplemental Indenture dated as March 6, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(91)
|
4.268
|
Two Hundred Seventy-Fourth Supplemental Indenture dated as of March 6, 2014, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2019(91)
|
4.269
|
Two Hundred Seventy-Fifth Supplemental Indenture dated as of March 6, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(91)
|
4.270
|
Two Hundred Seventy-Sixth Supplemental Indenture dated as of March 6, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2026(91)
|
4.271
|
Two Hundred Seventy-Seventh Supplemental Indenture dated as of March 6, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(91)
|
4.272
|
Supplement No. 1 to the Two Hundred Sixty-Seventh Supplemental Indenture dated as of March 11, 2014, to the U.S. Bank Indenture and Form of 4.75% Prospect Capital InterNote® due 2019(92)
|
4.273
|
Two Hundred Seventy-Eighth Supplemental Indenture dated as March 13, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(93)
|
4.274
|
Two Hundred Seventy-Ninth Supplemental Indenture dated as of March 13, 2014, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2019(93)
|
4.275
|
Two Hundred Eightieth Supplemental Indenture dated as of March 13, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(93)
|
4.276
|
Two Hundred Eighty-First Supplemental Indenture dated as of March 13, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2026(93)
|
4.277
|
Two Hundred Eighty-Second Supplemental Indenture dated as of March 13, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(93)
|
4.278
|
Two Hundred Eighty-Fourth Supplemental Indenture dated as March 20, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(94)
|
4.279
|
Two Hundred Eighty-Fifth Supplemental Indenture dated as of March 20, 2014, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2019(94)
|
4.280
|
Two Hundred Eighty-Sixth Supplemental Indenture dated as of March 20, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(94)
|
Exhibit No.
|
|
4.281
|
Two Hundred Eighty-Seventh Supplemental Indenture dated as of March 20, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2026(94)
|
4.282
|
Two Hundred Eighty-Eighth Supplemental Indenture dated as of March 20, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(94)
|
4.283
|
Two Hundred Eighty-Ninth Supplemental Indenture dated as March 27, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(95)
|
4.284
|
Two Hundred Ninetieth Supplemental Indenture dated as of March 20, 2014, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2019(95)
|
4.285
|
Two Hundred Ninety-First Supplemental Indenture dated as of March 27, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(95)
|
4.286
|
Two Hundred Ninety-Second Supplemental Indenture dated as of March 27, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2026(95)
|
4.287
|
Two Hundred Ninety-Third Supplemental Indenture dated as of March 27, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(95)
|
4.288
|
Two Hundred Ninety-Fourth Supplemental Indenture dated as of April 3, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(96)
|
4.289
|
Two Hundred Ninety-Fifth Supplemental Indenture dated as of April 3, 2014, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2019(96)
|
4.290
|
Two Hundred Ninety-Sixth Supplemental Indenture dated as of April 3, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(96)
|
4.291
|
Two Hundred Ninety-Seventh Supplemental Indenture dated as of April 3, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2024(96)
|
4.292
|
Two Hundred Ninety-Eighth Supplemental Indenture dated as of April 3, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(96)
|
4.293
|
Supplemental Indenture dated as of April 7, 2014, to the U.S. Bank Indenture and Form of 5.000% Senior Notes due 2019(97)
|
4.294
|
Two Hundred Ninety-Ninth Supplemental Indenture dated as of April 10, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(98)
|
4.295
|
Three Hundredth Supplemental Indenture dated as of April 10, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2019(98)
|
4.296
|
Three Hundred First Supplemental Indenture dated as of April 10, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(98)
|
4.297
|
Three Hundred Second Supplemental Indenture dated as of April 10, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2024(98)
|
4.298
|
Three Hundred Third Supplemental Indenture dated as of April 10, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(98)
|
4.299
|
Indenture dated as of April 11, 2014, by and between Prospect Capital Corporation and American Stock Transfer & Trust Company, as Trustee and Form of Global Note of 4.75% Senior Convertible Notes Due 2020(99)
|
4.300
|
Three Hundred Fourth Supplemental Indenture dated as of April 17, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(100)
|
4.301
|
Three Hundred Fifth Supplemental Indenture dated as of April 17, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2019(100)
|
4.302
|
Three Hundred Sixth Supplemental Indenture dated as of April 17, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(100)
|
4.303
|
Three Hundred Seventh Supplemental Indenture dated as of April 17, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2024(100)
|
4.304
|
Three Hundred Eighth Supplemental Indenture dated as of April 17, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(100)
|
4.305
|
Three Hundred Ninth Supplemental Indenture dated as of April 24, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(101)
|
4.306
|
Three Hundred Tenth Supplemental Indenture dated as of April 24, 2014, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2019(101)
|
Exhibit No.
|
|
4.307
|
Three Hundred Eleventh Supplemental Indenture dated as of April 24, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(101)
|
4.308
|
Three Hundred Twelfth Supplemental Indenture dated as of April 24, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2024(101)
|
4.309
|
Three Hundred Thirteenth Supplemental Indenture dated as of April 24, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(101)
|
4.310
|
Three Hundred Fourteenth Supplemental Indenture dated as of May 1, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(102)
|
4.311
|
Three Hundred Fifteenth Supplemental Indenture dated as of May 1, 2014, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2019(102)
|
4.312
|
Three Hundred Sixteenth Supplemental Indenture dated as of May 1, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(102)
|
4.313
|
Three Hundred Seventeenth Supplemental Indenture dated as of May 1, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2024(102)
|
4.314
|
Three Hundred Eighteenth Supplemental Indenture dated as of May 1, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(102)
|
4.315
|
Three Hundred Nineteenth Supplemental Indenture dated as of May 8, 2014, to the U.S. Bank Indenture and Form of 3.750% Prospect Capital InterNote® due 2018(103)
|
4.316
|
Three Hundred Twentieth Supplemental Indenture dated as of May 8, 2014, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2019(103)
|
4.317
|
Three Hundred Twenty-First Supplemental Indenture dated as of May 8, 2014, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2021(103)
|
4.318
|
Three Hundred Twenty-Second Supplemental Indenture dated as of May 8, 2014, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2024(103)
|
4.319
|
Three Hundred Twenty-Third Supplemental Indenture dated as of May 8, 2014, to the U.S. Bank Indenture and Form of 6.250% Prospect Capital InterNote® due 2039(103)
|
4.320
|
Three Hundred Twenty-Fourth Supplemental Indenture dated as of November 17, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(110)
|
4.321
|
Three Hundred Twenty-Fifth Supplemental Indenture dated as of November 28, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(111)
|
4.322
|
Three Hundred Twenty-Sixth Supplemental Indenture dated as of December 4, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(112)
|
4.323
|
Three Hundred Twenty-Seventh Supplemental Indenture dated as of December 11, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(113)
|
4.324
|
Three Hundred Twenty-Eighth Supplemental Indenture dated as of December 18, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(114)
|
4.325
|
Three Hundred Twenty-Ninth Supplemental Indenture dated as of December 29, 2014, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(115)
|
4.326
|
Three Hundred Thirtieth Supplemental Indenture dated as of January 2, 2015, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(116)
|
4.327
|
Three Hundred Thirty-First Supplemental Indenture dated as of January 8, 2015, to the U.S. Bank Indenture and Form of 4.250% Prospect Capital InterNote® due 2020(117)
|
4.328
|
Three Hundred Thirty-Second Supplemental Indenture dated as of January 15, 2015, to the U.S. Bank Indenture and Form of 4.500% Prospect Capital InterNote® due 2020(118)
|
4.329
|
Three Hundred Thirty-Third Supplemental Indenture dated as of January 23, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(119)
|
4.330
|
Three Hundred Thirty-Fourth Supplemental Indenture dated as of January 29, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(120)
|
4.331
|
Three Hundred Thirty-Fifth Supplemental Indenture dated as of February 5, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(121)
|
4.332
|
Three Hundred Thirty-Sixth Supplemental Indenture dated as of February 20, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(122)
|
Exhibit No.
|
|
4.333
|
Three Hundred Thirty-Seventh Supplemental Indenture dated as of February 26, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(123)
|
4.334
|
Three Hundred Thirty-Eighth Supplemental Indenture dated as of March 5, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(124)
|
4.335
|
Three Hundred Thirty-Ninth Supplemental Indenture dated as of March 12, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(125)
|
4.336
|
Three Hundred Fortieth Supplemental Indenture dated as of March 19, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(126)
|
4.337
|
Three Hundred Forty-First Supplemental Indenture dated as of March 26, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(127)
|
4.338
|
Three Hundred Forty-Second Supplemental Indenture dated as of April 2, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(128)
|
4.339
|
Three Hundred Forty-Third Supplemental Indenture dated as of April 9, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(129)
|
4.340
|
Three Hundred Forty-Fourth Supplemental Indenture dated as of April 16, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(130)
|
4.341
|
Three Hundred Forty-Fifth Supplemental Indenture dated as of April 16, 2015, to the U.S. Bank Indenture and Form of 3.375% to 6.375% Prospect Capital InterNote® due 2021(130)
|
4.342
|
Three Hundred Forty-Sixth Supplemental Indenture dated as of April 23, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(131)
|
4.343
|
Three Hundred Forty-Seventh Supplemental Indenture dated as of April 23, 2015, to the U.S. Bank Indenture and Form of 3.375% to 6.375% Prospect Capital InterNote® due 2021(131)
|
4.344
|
Three Hundred Forty-Eighth Supplemental Indenture dated as of April 30, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(132)
|
4.345
|
Three Hundred Forty-Ninth Supplemental Indenture dated as of April 30, 2015, to the U.S. Bank Indenture and Form of 3.375% to 6.375% Prospect Capital InterNote® due 2021(132)
|
4.346
|
Three Hundred Fiftieth Supplemental Indenture dated as of May 7, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(133)
|
4.347
|
Three Hundred Fifty-First Supplemental Indenture dated as of May 7, 2015, to the U.S. Bank Indenture and Form of 3.375% to 6.375% Prospect Capital InterNote® due 2021(133)
|
4.348
|
Three Hundred Fifty-Second Supplemental Indenture dated as of May 21, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(134)
|
4.349
|
Three Hundred Fifty-Third Supplemental Indenture dated as of May 29, 2015, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2020(135)
|
4.350
|
Three Hundred Fifty-Fourth Supplemental Indenture dated as of May 29, 2015, to the U.S. Bank Indenture and Form of 5.100% Prospect Capital InterNote® due 2022(135)
|
4.351
|
Three Hundred Fifty-Fifth Supplemental Indenture dated as of June 4, 2015, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2020(136)
|
4.352
|
Three Hundred Fifty-Sixth Supplemental Indenture dated as of June 4, 2015, to the U.S. Bank Indenture and Form of 5.100% Prospect Capital InterNote® due 2022(136)
|
4.353
|
Three Hundred Fifty-Seventh Supplemental Indenture dated as of June 11, 2015, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2020(137)
|
4.354
|
Three Hundred Fifty-Eighth Supplemental Indenture dated as of June 11, 2015, to the U.S. Bank Indenture and Form of 5.100% Prospect Capital InterNote® due 2022(137)
|
4.355
|
Three Hundred Fifty-Ninth Supplemental Indenture dated as of June 18, 2015, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2020(138)
|
4.356
|
Three Hundred Sixtieth Supplemental Indenture dated as of June 18, 2015, to the U.S. Bank Indenture and Form of 5.100% Prospect Capital InterNote® due 2021(138)
|
4.357
|
Three Hundred Sixty-First Supplemental Indenture dated as of June 25, 2015, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2020(139)
|
4.358
|
Three Hundred Sixty-Second Supplemental Indenture dated as of June 25, 2015, to the U.S. Bank Indenture and Form of 5.100% Prospect Capital InterNote® due 2021(139)
|
Exhibit No.
|
|
4.359
|
Three Hundred Sixty-Third Supplemental Indenture dated as of July 2, 2015, to the U.S. Bank Indenture and Form of 4.625% Prospect Capital InterNote® due 2020(140)
|
4.360
|
Three Hundred Sixty-Fourth Supplemental Indenture dated as of July 2, 2015, to the U.S. Bank Indenture and Form of 5.100% Prospect Capital InterNote® due 2021(140)
|
4.361
|
Three Hundred Sixty-Fifth Supplemental Indenture dated as of July 9, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(141)
|
4.362
|
Three Hundred Sixty-Sixth Supplemental Indenture dated as of July 9, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(141)
|
4.363
|
Three Hundred Sixty-Seventh Supplemental Indenture dated as of July 16, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(142)
|
4.364
|
Three Hundred Sixty-Eighth Supplemental Indenture dated as of July 16, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(142)
|
4.365
|
Three Hundred Sixty-Ninth Supplemental Indenture dated as of July 23, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(143)
|
4.366
|
Three Hundred Seventieth Supplemental Indenture dated as of July 23, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(143)
|
4.367
|
Three Hundred Seventy-First Supplemental Indenture dated as of July 30, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(144)
|
4.368
|
Three Hundred Seventy-Second Supplemental Indenture dated as of July 30, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(144)
|
4.369
|
Three Hundred Seventy-Third Supplemental Indenture dated as of August 6, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(145)
|
4.370
|
Three Hundred Seventy-Fourth Supplemental Indenture dated as of August 6, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(145)
|
4.371
|
Three Hundred Seventy-Fifth Supplemental Indenture dated as of August 13, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(146)
|
4.372
|
Three Hundred Seventy-Sixth Supplemental Indenture dated as of August 13, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(146)
|
4.373
|
Three Hundred Seventy-Fifth Supplemental Indenture dated as of August 20, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(147)
|
4.374
|
Three Hundred Seventy-Sixth Supplemental Indenture dated as of August 20, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(147)
|
4.375
|
Three Hundred Seventy-Ninth Supplemental Indenture dated as of August 27, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(148)
|
4.376
|
Three Hundred Eightieth Supplemental Indenture dated as of August 27, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(148)
|
4.377
|
Three Hundred Eighty-One Supplemental Indenture dated as of September 11, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(153)
|
4.378
|
Three Hundred Eighty-Second Supplemental Indenture dated as of September 11, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(153)
|
4.379
|
Three Hundred Eighty-Third Supplemental Indenture dated as of September 17, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(154)
|
4.380
|
Three Hundred Eighty-Fourth Supplemental Indenture dated as of September 17, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(154)
|
4.381
|
Three Hundred Eighty-Fifth Supplemental Indenture dated as of September 24, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(155)
|
4.382
|
Three Hundred Eighty-Sixth Supplemental Indenture dated as of September 24, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(155)
|
4.383
|
Three Hundred Eighty-Seventh Supplemental Indenture dated as of October 1, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(156)
|
4.384
|
Three Hundred Eighty-Eighth Supplemental Indenture dated as of October 1, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(156)
|
Exhibit No.
|
|
4.385
|
Three Hundred Eighty-Ninth Supplemental Indenture dated as of October 8, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(157)
|
4.386
|
Three Hundred Ninetieth Supplemental Indenture dated as of October 8, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(157)
|
4.387
|
Three Hundred Ninety-First Supplemental Indenture dated as of October 16, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(159)
|
4.388
|
Three Hundred Ninety-Second Supplemental Indenture dated as of October 16, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(159)
|
4.389
|
Three Hundred Ninety-Third Supplemental Indenture dated as of October 22, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(160)
|
4.390
|
Three Hundred Ninety-Fourth Supplemental Indenture dated as of October 22, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(160)
|
4.391
|
Three Hundred Ninety-Fifth Supplemental Indenture dated as of October 29, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(161)
|
4.392
|
Three Hundred Ninety-Sixth Supplemental Indenture dated as of October 29, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(161)
|
4.393
|
Three Hundred Ninety-Seventh Supplemental Indenture dated as of November 4, 2015, to the U.S. Bank Indenture and Form of 4.750% Prospect Capital InterNote® due 2020(163)
|
4.394
|
Three Hundred Ninety-Eighth Supplemental Indenture dated as of November 4, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2022(163)
|
4.395
|
Three Hundred Ninety-Ninth Supplemental Indenture dated as of November 19, 2015, to the U.S. Bank Indenture and Form of 5.000% Prospect Capital InterNote® due 2020(164)
|
4.396
|
Four Hundredth Supplemental Indenture dated as of November 19, 2015, to the U.S. Bank Indenture and Form of 5.625% Prospect Capital InterNote® due 2022(164)
|
4.397
|
Four Hundred First Supplemental Indenture dated as of November 19, 2015, to the U.S. Bank Indenture and Form of 5.875% Prospect Capital InterNote® due 2025(164)
|
4.398
|
Four Hundred Second Supplemental Indenture dated as of November 27, 2015, to the U.S. Bank Indenture and Form of 5.125% Prospect Capital InterNote® due 2020(165)
|
4.399
|
Four Hundred Third Supplemental Indenture dated as of November 27, 2015, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2022(165)
|
4.400
|
Four Hundred Fourth Supplemental Indenture dated as of November 27, 2015, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(165)
|
4.401
|
Four Hundred Fifth Supplemental Indenture dated as of December 3, 2015, to the U.S. Bank Indenture and Form of 5.250% Prospect Capital InterNote® due 2020(166)
|
4.402
|
Four Hundred Sixth Supplemental Indenture dated as of December 3, 2015, to the U.S. Bank Indenture and Form of 5.750% Prospect Capital InterNote® due 2022(166)
|
4.403
|
Four Hundred Seventh Supplemental Indenture dated as of December 3, 2015, to the U.S. Bank Indenture and Form of 6.000% Prospect Capital InterNote® due 2025(166)
|
4.404
|
Supplemental Indenture dated as of December 10, 2015, to the U.S. Bank Indenture and Form of 6.250% Note due 2024(167)
|
4.405
|
Four Hundred Eighth Supplemental Indenture dated as of December 17, 2015, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2020(168)
|
4.406
|
Four Hundred Ninth Supplemental Indenture dated as of December 24, 2015, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2020(169)
|
4.407
|
Four Hundred Tenth Supplemental Indenture dated as of December 31, 2015, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2020(170)
|
4.408
|
Four Hundred Eleventh Supplemental Indenture dated as of January 7, 2016, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2021(171)
|
4.409
|
Four Hundred Twelfth Supplemental Indenture dated as of January 14, 2016, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2021(172)
|
4.410
|
Four Hundred Thirteenth Supplemental Indenture dated as of January 22, 2016, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2021(173)
|
Exhibit No.
|
|
4.411
|
Four Hundred Fourteenth Supplemental Indenture dated as of March 3, 2016, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2021(175)
|
4.412
|
Four Hundred Fifteenth Supplemental Indenture dated as of March 10, 2016, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2021(176)
|
4.413
|
Four Hundred Sixteenth Supplemental Indenture dated as of March 17, 2016, to the U.S. Bank Indenture and Form of 5.375% Prospect Capital InterNote® due 2021(177)
|
4.414
|
Four Hundred Seventeenth Supplemental Indenture dated as of March 24, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(178)
|
4.415
|
Four Hundred Eighteenth Supplemental Indenture dated as of March 31, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(179)
|
4.416
|
Four Hundred Nineteenth Supplemental Indenture dated as of April 7, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(180)
|
4.417
|
Four Hundred Twentieth Supplemental Indenture dated as of April 14, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(181)
|
4.418
|
Four Hundred Twenty-First Supplemental Indenture dated as of April 21, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(182)
|
4.419
|
Four Hundred Twenty-Second Supplemental Indenture dated as of April 28, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(183)
|
4.420
|
Four Hundred Twenty-Third Supplemental Indenture dated as of May 5, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(184)
|
4.421
|
Four Hundred Twenty-Fourth Supplemental Indenture dated as of May 12, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(185)
|
4.422
|
Four Hundred Twenty-Fifth Supplemental Indenture dated as of May 26, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(186)
|
4.423
|
Four Hundred Twenty-Sixth Supplemental Indenture dated as of June 3, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(187)
|
4.424
|
Four Hundred Twenty-Seventh Supplemental Indenture dated as of June 9, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(188)
|
4.425
|
Four Hundred Twenty-Eighth Supplemental Indenture dated as of June 16, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(189)
|
4.426
|
Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture, and Form of 6.250% Note due 2024(190)
|
4.427
|
Four Hundred Twenty-Ninth Supplemental Indenture dated as of June 23, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(190)
|
4.428
|
Form of 6.250% Notes due 2024, Note 1, of an aggregate principal amount of $650,775.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(191)
|
4.429
|
Form of 6.250% Notes due 2024, Note 2, of an aggregate principal amount of $538,575.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(191)
|
4.430
|
Form of 6.250% Notes due 2024, Note 3, of an aggregate principal amount of $191,075.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(191)
|
4.431
|
Four Hundred Thirtieth Supplemental Indenture dated as of June 30, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(191)
|
4.432
|
Form of 6.250% Notes due 2024, Note 4, of an aggregate principal amount of $563,000.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(192)
|
4.433
|
Form of 6.250% Notes due 2024, Note 5, of an aggregate principal amount of $323,825.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(192)
|
4.434
|
Form of 6.250% Notes due 2024, Note 6, of an aggregate principal amount of $730,600.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(192)
|
4.435
|
Form of 6.250% Notes due 2024, Note 7, of an aggregate principal amount of $265,125.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(192)
|
4.436
|
Form of 6.250% Notes due 2024, Note 8, of an aggregate principal amount of $722,100.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(192)
|
Exhibit No.
|
|
4.437
|
Four Hundred Thirty-First Supplemental Indenture dated as of July 8, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(192)
|
4.438
|
Form of 6.250% Notes due 2024, Note 9, of an aggregate principal amount of $599,050.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(193)
|
4.439
|
Form of 6.250% Notes due 2024, Note 10, of an aggregate principal amount of $807,500.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(193)
|
4.440
|
Form of 6.250% Notes due 2024, Note 11, of an aggregate principal amount of $799,475.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(193)
|
4.441
|
Form of 6.250% Notes due 2024, Note 12, of an aggregate principal amount of $501,625.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(193)
|
4.442
|
Four Hundred Thirty-Second Supplemental Indenture dated as of July 14, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(193)
|
4.443
|
Form of 6.250% Notes due 2024, Note 13, of an aggregate principal amount of $592,500.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(194)
|
4.444
|
Form of 6.250% Notes due 2024, Note 14, of an aggregate principal amount of $581,250.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(194)
|
4.445
|
Form of 6.250% Notes due 2024, Note 15, of an aggregate principal amount of $463,750.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(194)
|
4.446
|
Form of 6.250% Notes due 2024, Note 16, of an aggregate principal amount of $836,475.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(194)
|
4.447
|
Form of 6.250% Notes due 2024, Note 17, of an aggregate principal amount of $536,725.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(194)
|
4.448
|
Four Hundred Thirty-Third Supplemental Indenture dated as of July 21, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(194)
|
4.449
|
Form of 6.250% Notes due 2024, Note 18, of an aggregate principal amount of $1,746,400.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(195)
|
4.450
|
Form of 6.250% Notes due 2024, Note 19, of an aggregate principal amount of $826,325.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(195)
|
4.451
|
Form of 6.250% Notes due 2024, Note 20, of an aggregate principal amount of $838,525.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(195)
|
4.452
|
Form of 6.250% Notes due 2024, Note 21, of an aggregate principal amount of $1,027,325.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(195)
|
4.453
|
Form of 6.250% Notes due 2024, Note 22, of an aggregate principal amount of $1,329,050.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(195)
|
4.454
|
Four Hundred Thirty-Fourth Supplemental Indenture dated as of July 28, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(195)
|
4.455
|
Form of 6.250% Notes due 2024, Note 23, of an aggregate principal amount of $1,232,075.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(196)
|
4.456
|
Form of 6.250% Notes due 2024, Note 24, of an aggregate principal amount of $1,273,150.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(196)
|
4.457
|
Form of 6.250% Notes due 2024, Note 25, of an aggregate principal amount of $1,825,850.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(196)
|
4.458
|
Form of 6.250% Notes due 2024, Note 26, of an aggregate principal amount of $902,650.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(196)
|
4.459
|
Form of 6.250% Notes due 2024, Note 27, of an aggregate principal amount of $866,500.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(196)
|
4.460
|
Four Hundred Thirty-Fifth Supplemental Indenture dated as of August 4, 2016, to the U.S. Bank Indenture and Form of 5.500% Prospect Capital InterNote® due 2021(196)
|
4.461
|
Form of 6.250% Notes due 2024, Note 28, of an aggregate principal amount of $1,284,800.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(197)
|
4.462
|
Form of 6.250% Notes due 2024, Note 29, of an aggregate principal amount of $1,423,275.00, pursuant to the Supplemental Indenture dated as of June 22, 2016, to the U.S. Bank Indenture(197)
|
Exhibit No.
|
|
11
|
Computation of Per Share Earnings (included in the notes to the financial statements contained in this report)
|
12
|
Computation of Ratios (included in the notes to the financial statements contained in this report)
|
14
|
Code of Ethics*
|
21
|
Subsidiaries of the Registrant (included in the notes to the consolidated financial statements contained in this annual report)
|
22.1
|
Proxy Statement(200)
|
22.2
|
Published report regarding matters submitted to vote of security holders(201)
|
22.3
|
Published report regarding matters submitted to vote of security holders(202)
|
23.1
|
Consent of MSPC, Certified Public Accountants of Harbortouch Payments, LLC*
|
23.2
|
Consent of BDO USA, LLP, Certified Public Accountants of National Property REIT Corp.*
|
23.3
|
Consent of Hood & Strong LLP, Certified Public Accountants of NPH McDowell, LLC*
|
23.4
|
Consent of Tidwell Group, LLC, Certified Public Accountants of Michigan Storage, LLC*
|
23.5
|
Consent of RSM US LLP, Certified Public Accountants of First Tower Finance Company LLC*
|
31.1
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended*
|
31.2
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended*
|
32.1
|
Certification of Chief Executive Officer pursuant to Section 906 of The Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)*
|
32.2
|
Certification of Chief Financial Officer pursuant to Section 906 of The Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)*
|
99.1
|
Audited Consolidated Financial Statements of Harbortouch Payments, LLC for the year ended December 31, 2015*
|
99.2
|
Audited Combined Consolidated Financial Statements of National Property REIT Corp. for the years ended December 31, 2015 and 2014*
|
99.3
|
Audited Consolidated Financial Statements of NPH McDowell, LLC for the years ended December 31, 2015 and 2014*
|
99.4
|
Audited Consolidated Financial Statements of Michigan Storage, LLC for the year ended December 31, 2015 and the period of July 22, 2014 (date of inception) through December 31, 2014*
|
99.5
|
Audited Consolidated Financial Statements of First Tower Finance Company LLC for the years ended December 31, 2015 and December 31, 2014*
|
*
|
Filed herewith.
|
(1)
|
Incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K, filed on May 9, 2014.
|
(2)
|
Incorporated by reference from the Registrant’s Pre-effective Amendment No. 2 to the Registration Statement on Form N-2, filed on July 6, 2004.
|
(3)
|
Incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K, filed on December 11, 2015.
|
(4)
|
Incorporated by reference from the Registrant’s Pre-effective Amendment No. 3 to the Registration Statement on Form N-2, filed on July 23, 2004.
|
(5)
|
Incorporated by reference to Exhibit 10.258 of the Registrant’s Form 10-K filed on August 21, 2013.
|
(6)
|
Incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K, filed on February 18, 2011.
|
(7)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on December 21, 2010.
|
(8)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on February 18, 2011.
|
(9)
|
Incorporated by reference from the Registrant’s Registration Statement on Form N-2, filed on September 1, 2011.
|
(10)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 1 to the Registration Statement on Form N-2, filed on March 1, 2012.
|
(11)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on March 8, 2012.
|
(12)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 3 to the Registration Statement on Form N-2, filed on March 14, 2012.
|
(13)
|
Incorporated by reference to Exhibit 10.1 of the Registrant's Form 8-K, filed on September 2, 2014.
|
(14)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 5 to the Registration Statement on Form N-2, filed on April 5, 2012.
|
(15)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 6 to the Registration Statement on Form N-2, filed on April 12, 2012.
|
(16)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on April 16, 2012.
|
(17)
|
Incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K, filed on April 16, 2012.
|
(18)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 8 to the Registration Statement on Form N-2, filed on April 26, 2012.
|
(19)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on August 14, 2012.
|
(20)
|
Incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K, filed on August 14, 2012.
|
(21)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 26 to the Registration Statement on Form N-2, filed on September 27, 2012.
|
(22)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 27 to the Registration Statement on Form N-2, filed on October 4, 2012.
|
(23)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on November 23, 2012.
|
(24)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 3 to the Registration Statement on Form N-2, filed on November 29, 2012.
|
(25)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 4 to the Registration Statement on Form N-2, filed on December 6, 2012.
|
(26)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 5 to the Registration Statement on Form N-2, filed on December 13, 2012.
|
(27)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 6 to the Registration Statement on Form N-2, filed on December 20, 2012.
|
(28)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on December 21, 2012.
|
(29)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 8 to the Registration Statement on Form N-2, filed on December 28, 2012.
|
(30)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 9 to the Registration Statement on Form N-2, filed on January 4, 2013.
|
(31)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 10 to the Registration Statement on Form N-2, filed on January 10, 2013.
|
(32)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 11 to the Registration Statement on Form N-2, filed on January 17, 2013.
|
(33)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 12 to the Registration Statement on Form N-2, filed on January 25, 2013.
|
(34)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 13 to the Registration Statement on Form N-2, filed on January 31, 2013.
|
(35)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 14 to the Registration Statement on Form N-2, filed on February 7, 2013.
|
(36)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 16 to the Registration Statement on Form N-2, filed on February 22, 2013.
|
(37)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 17 to the Registration Statement on Form N-2, filed on February 28, 2013.
|
(38)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 18 to the Registration Statement on Form N-2, filed on March 7, 2013.
|
(39)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 19 to the Registration Statement on Form N-2, filed on March 14, 2013.
|
(40)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on March 15, 2013.
|
(41)
|
Incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K, filed on March 15, 2013.
|
(42)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 21 to the Registration Statement on Form N-2, filed on March 21, 2013.
|
(43)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 22 to the Registration Statement on Form N-2, filed on March 28, 2013.
|
(44)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 23 to the Registration Statement on Form N-2, filed on April 4, 2013.
|
(45)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 24 to the Registration Statement on Form N-2, filed on April 11, 2013.
|
(46)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 25 to the Registration Statement on Form N-2, filed on April 18, 2013.
|
(47)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 26 to the Registration Statement on Form N-2, filed on April 25, 2013.
|
(48)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 27 to the Registration Statement on Form N-2, filed on May 2, 2013.
|
(49)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 29 to the Registration Statement on Form N-2, filed on May 9, 2013.
|
(50)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 30 to the Registration Statement on Form N-2, filed on May 23, 2013.
|
(51)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 31 to the Registration Statement on Form N-2, filed on May 31, 2013.
|
(52)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 32 to the Registration Statement on Form N-2, filed on June 6, 2013.
|
(53)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 33 to the Registration Statement on Form N-2, filed on June 13, 2013.
|
(54)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 34 to the Registration Statement on Form N-2, filed on June 20, 2013.
|
(55)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 35 to the Registration Statement on Form N-2, filed on June 27, 2013.
|
(56)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 36 to the Registration Statement on Form N-2, filed on July 5, 2013.
|
(57)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 37 to the Registration Statement on Form N-2, filed on July 11, 2013.
|
(58)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 38 to the Registration Statement on Form N-2, filed on July 18, 2013.
|
(59)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 39 to the Registration Statement on Form N-2, filed on July 25, 2013.
|
(60)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 40 to the Registration Statement on Form N-2, filed on August 1, 2013.
|
(61)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 41 to the Registration Statement on Form N-2, filed on August 8, 2013.
|
(62)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 42 to the Registration Statement on Form N-2, filed on August 15, 2013.
|
(63)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 43 to the Registration Statement on Form N-2, filed on August 22, 2013.
|
(64)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 45 to the Registration Statement on Form N-2, filed on September 6, 2013.
|
(65)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 46 to the Registration Statement on Form N-2, filed on September 12, 2013.
|
(66)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 47 to the Registration Statement on Form N-2, filed on September 19, 2013.
|
(67)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 48 to the Registration Statement on Form N-2, filed on September 26, 2013.
|
(68)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 49 to the Registration Statement on Form N-2, filed on October 3, 2013.
|
(69)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 50 to the Registration Statement on Form N-2, filed on October 10, 2013.
|
(70)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 51 to the Registration Statement on Form N-2, filed on October 18, 2013.
|
(71)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 3 to the Registration Statement on Form N-2, filed on October 24, 2013.
|
(72)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 4 to the Registration Statement on Form N-2, filed on October 31, 2013.
|
(73)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 6 to the Registration Statement on Form N-2, filed on November 7, 2013.
|
(74)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 7 to the Registration Statement on Form N-2, filed on November 15, 2013.
|
(75)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 8 to the Registration Statement on Form N-2, filed on November 21, 2013.
|
(76)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 9 to the Registration Statement on Form N-2, filed on November 29, 2013.
|
(77)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 10 to the Registration Statement on Form N-2, filed on December 5, 2013.
|
(78)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 11 to the Registration Statement on Form N-2, filed on December 12, 2013.
|
(79)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 12 to the Registration Statement on Form N-2, filed on December 19, 2013.
|
(80)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 13 to the Registration Statement on Form N-2, filed on December 27, 2013.
|
(81)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 14 to the Registration Statement on Form N-2, filed on January 3, 2014.
|
(82)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 15 to the Registration Statement on Form N-2, filed on January 9, 2014.
|
(83)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 16 to the Registration Statement on Form N-2, filed on January 16, 2014.
|
(84)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 17 to the Registration Statement on Form N-2, filed on January 24, 2014.
|
(85)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 18 to the Registration Statement on Form N-2, filed on January 30, 2014.
|
(86)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 19 to the Registration Statement on Form N-2, filed on February 6, 2014.
|
(87)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 20 to the Registration Statement on Form N-2, filed on February 13, 2014.
|
(88)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 21 to the Registration Statement on Form N-2, filed on February 19, 2014.
|
(89)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 22 to the Registration Statement on Form N-2, filed on February 21, 2014.
|
(90)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 23 to the Registration Statement on Form N-2, filed on February 27, 2014.
|
(91)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 24 to the Registration Statement on Form N-2, filed on March 6, 2014.
|
(92)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 25 to the Registration Statement on Form N-2, filed on March 11, 2014.
|
(93)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 26 to the Registration Statement on Form N-2, filed on March 13, 2014.
|
(94)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 27 to the Registration Statement on Form N-2, filed on March 20, 2014.
|
(95)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 28 to the Registration Statement on Form N-2, filed on March 27, 2014.
|
(96)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 29 to the Registration Statement on Form N-2, filed on April 3, 2014.
|
(97)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 30 to the Registration Statement on Form N-2, filed on April 7, 2014.
|
(98)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 31 to the Registration Statement on Form N-2, filed on April 10, 2014.
|
(99)
|
Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on April 16, 2014.
|
(100)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 32 to the Registration Statement on Form N-2, filed on April 17, 2014.
|
(101)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 33 to the Registration Statement on Form N-2, filed on April 24, 2014.
|
(102)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 34 to the Registration Statement on Form N-2, filed on May 1, 2014.
|
(103)
|
Incorporated by reference from the Registrant’s Post-Effective Amendment No. 35 to the Registration Statement on Form N-2, filed on May 8, 2014.
|
(104)
|
Incorporated by reference to Exhibit 10.12 of the Registrant’s Form 10-K, filed on August 25, 2014.
|
(105)
|
Incorporated by reference to Exhibit 10.13 of the Registrant’s Form 10-K, filed on August 25, 2014.
|
(106)
|
Incorporated by reference from the Registrant's Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2, filed on October 14, 2014.
|
(107)
|
Incorporated by reference to Exhibit 99.1 of the Registrant's Form 10-K/A, filed on November 3, 2014.
|
(108)
|
Incorporated by reference from the Registrant's Pre-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on November 3, 2014.
|
(109)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 1 to the Registration Statement on Form N-2, filed on November 3, 2014.
|
(110)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on November 20, 2014.
|
(111)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 3 to the Registration Statement on Form N-2, filed on November 28, 2014.
|
(112)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 4 to the Registration Statement on Form N-2, filed on December 4, 2014.
|
(113)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 5 to the Registration Statement on Form N-2, filed on December 11, 2014.
|
(114)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 6 to the Registration Statement on Form N-2, filed on December 18, 2014.
|
(115)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 7 to the Registration Statement on Form N-2, filed on December 29, 2014.
|
(116)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 8 to the Registration Statement on Form N-2, filed on January 5, 2015.
|
(117)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 9 to the Registration Statement on Form N-2, filed on January 8, 2015.
|
(118)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 10 to the Registration Statement on Form N-2, filed on January 15, 2015.
|
(119)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 11 to the Registration Statement on Form N-2, filed on January 23, 2015.
|
(120)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 12 to the Registration Statement on Form N-2, filed on January 29, 2015.
|
(121)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 13 to the Registration Statement on Form N-2, filed on February 5, 2015.
|
(122)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 14 to the Registration Statement on Form N-2, filed on February 20, 2015.
|
(123)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 15 to the Registration Statement on Form N-2, filed on February 26, 2015.
|
(124)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 16 to the Registration Statement on Form N-2, filed on March 5, 2015.
|
(125)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 17 to the Registration Statement on Form N-2, filed on March 12, 2015.
|
(126)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 18 to the Registration Statement on Form N-2, filed on March 19, 2015.
|
(127)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 19 to the Registration Statement on Form N-2, filed on March 26, 2015.
|
(128)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 20 to the Registration Statement on Form N-2, filed on April 2, 2015.
|
(129)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 21 to the Registration Statement on Form N-2, filed on April 9, 2015.
|
(130)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 22 to the Registration Statement on Form N-2, filed on April 16, 2015.
|
(131)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 23 to the Registration Statement on Form N-2, filed on April 23, 2015.
|
(132)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 24 to the Registration Statement on Form N-2, filed on April 29, 2015.
|
(133)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 25 to the Registration Statement on Form N-2, filed on May 7, 2015.
|
(134)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 26 to the Registration Statement on Form N-2, filed on May 21, 2015.
|
(135)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 27 to the Registration Statement on Form N-2, filed on May 29, 2015.
|
(136)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 28 to the Registration Statement on Form N-2, filed on June 4, 2015.
|
(137)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 29 to the Registration Statement on Form N-2, filed on June 11, 2015.
|
(138)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 30 to the Registration Statement on Form N-2, filed on June 18, 2015.
|
(139)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 31 to the Registration Statement on Form N-2, filed on June 25, 2015.
|
(140)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 32 to the Registration Statement on Form N-2, filed on July 2, 2015.
|
(141)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 33 to the Registration Statement on Form N-2, filed on July 9, 2015.
|
(142)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 34 to the Registration Statement on Form N-2, filed on July 16, 2015.
|
(143)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 35 to the Registration Statement on Form N-2, filed on July 23, 2015.
|
(144)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 36 to the Registration Statement on Form N-2, filed on July 30, 2015.
|
(145)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 37 to the Registration Statement on Form N-2, filed on August 6, 2015.
|
(146)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 38 to the Registration Statement on Form N-2, filed on August 13, 2015.
|
(147)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 39 to the Registration Statement on Form N-2, filed on August 20, 2015.
|
(148)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 40 to the Registration Statement on Form N-2, filed on August 27, 2015.
|
(149)
|
Incorporated by reference to Exhibit 14 of the Registrant’s Form 10-K, filed on August 26, 2015.
|
(150)
|
Incorporated by reference from the Registrant's Pre-Effective Registration Statement on Form N-2, filed on August 31, 2015.
|
(151)
|
Incorporated by reference to Exhibit 99.1 of the Registrant’s Form 10-K/A, filed on September 11, 2015.
|
(152)
|
Incorporated by reference to Exhibit 99.2 of the Registrant’s Form 10-K/A, filed on September 11, 2015.
|
(153)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 42 to the Registration Statement on Form N-2, filed on September 16, 2015.
|
(154)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 43 to the Registration Statement on Form N-2, filed on September 17, 2015.
|
(155)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 44 to the Registration Statement on Form N-2, filed on September 24, 2015.
|
(156)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 45 to the Registration Statement on Form N-2, filed on October 1, 2015.
|
(157)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 46 to the Registration Statement on Form N-2, filed on October 8, 2015.
|
(158)
|
Incorporated by reference from the Registrant's Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2, filed on October 9, 2015.
|
(159)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 47 to the Registration Statement on Form N-2, filed on October 16, 2015.
|
(160)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 48 to the Registration Statement on Form N-2, filed on October 22, 2015.
|
(161)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 49 to the Registration Statement on Form N-2, filed on October 29, 2015.
|
(162)
|
Incorporated by reference from the Registrant's Pre-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on November 2, 2015.
|
(163)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 50 to the Registration Statement on Form N-2, filed on November 4, 2015.
|
(164)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 1 to the Registration Statement on Form N-2, filed on November 19, 2015.
|
(165)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 2 to the Registration Statement on Form N-2, filed on November 27, 2015.
|
(166)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 3 to the Registration Statement on Form N-2, filed on December 3, 2015.
|
(167)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 4 to the Registration Statement on Form N-2, filed on December 10, 2015.
|
(168)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 5 to the Registration Statement on Form N-2, filed on December 17, 2015.
|
(169)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 6 to the Registration Statement on Form N-2, filed on December 24, 2015.
|
(170)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 7 to the Registration Statement on Form N-2, filed on December 31, 2015.
|
(171)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 8 to the Registration Statement on Form N-2, filed on January 7, 2016.
|
(172)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 9 to the Registration Statement on Form N-2, filed on January 14, 2016.
|
(173)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 10 to the Registration Statement on Form N-2, filed on January 22, 2016.
|
(174)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 11 to the Registration Statement on Form N-2, filed on February 12, 2016.
|
(175)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 12 to the Registration Statement on Form N-2, filed on March 3, 2016.
|
(176)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 13 to the Registration Statement on Form N-2, filed on March 10, 2016.
|
(177)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 14 to the Registration Statement on Form N-2, filed on March 17, 2016.
|
(178)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 15 to the Registration Statement on Form N-2, filed on March 24, 2016.
|
(179)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 16 to the Registration Statement on Form N-2, filed on March 31, 2016.
|
(180)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 17 to the Registration Statement on Form N-2, filed on April 7, 2016.
|
(181)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 18 to the Registration Statement on Form N-2, filed on April 14, 2016.
|
(182)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 19 to the Registration Statement on Form N-2, filed on April 21, 2016.
|
(183)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 20 to the Registration Statement on Form N-2, filed on April 28, 2016.
|
(184)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 21 to the Registration Statement on Form N-2, filed on May 5, 2016.
|
(185)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 22 to the Registration Statement on Form N-2, filed on May 12, 2016.
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(186)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 23 to the Registration Statement on Form N-2, filed on May 26, 2016.
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(187)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 24 to the Registration Statement on Form N-2, filed on June 3, 2016.
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(188)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 25 to the Registration Statement on Form N-2, filed on June 9, 2016.
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(189)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 26 to the Registration Statement on Form N-2, filed on June 16, 2016.
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(190)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 27 to the Registration Statement on Form N-2, filed on June 23, 2016.
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(191)
|
Incorporated by reference from the Registrant's Post-Effective Amendment No. 28 to the Registration Statement on Form N-2, filed on June 30, 2016.
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(192)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 29 to the Registration Statement on Form N-2, filed on July 8, 2016.
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(193)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 30 to the Registration Statement on Form N-2, filed on July 14, 2016.
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(194)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 31 to the Registration Statement on Form N-2, filed on July 21, 2016.
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(195)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 32 to the Registration Statement on Form N-2, filed on July 28, 2016.
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(196)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 33 to the Registration Statement on Form N-2, filed on August 4, 2016.
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(197)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 34 to the Registration Statement on Form N-2, filed on August 11, 2016.
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(198)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 35 to the Registration Statement on Form N-2, filed on August 18, 2016.
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(199)
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Incorporated by reference from the Registrant's Post-Effective Amendment No. 36 to the Registration Statement on Form N-2, filed on August 25, 2016.
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(200)
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Incorporated by reference from the Registrant's Proxy Statement, filed on September 10, 2015.
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(201)
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Incorporated by reference from the Registrant’s Form 8-K, filed on December 7, 2015.
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(202)
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Incorporated by reference from the Registrant’s Form 8-K, filed on January 8, 2016.
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PROSPECT CAPITAL CORPORATION
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By:
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/s/ JOHN F. BARRY III
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John F. Barry III
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Chairman of the Board and Chief Executive Officer
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/s/ JOHN F. BARRY III
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/s/ ANDREW C. COOPER
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John F. Barry III
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Andrew C. Cooper
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Chairman of the Board, Chief Executive Officer and Director
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Director
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October 19, 2016
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October 19, 2016
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/s/ BRIAN H. OSWALD
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/s/ WILLIAM J. GREMP
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Brian H. Oswald
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William J. Gremp
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Chief Financial Officer
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Director
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October 19, 2016
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October 19, 2016
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/s/ M. GRIER ELIASEK
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/s/ EUGENE S. STARK
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M. Grier Eliasek
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Eugene S. Stark
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President, Chief Operating Officer and Director
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Director
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October 19, 2016
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October 19, 2016
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(A)
|
“Access Person” means any Supervised Person (as defined below) of the Adviser who has access to non-public information regarding the Corporation or any other clients’ purchase or sale of securities, or non-public information regarding the portfolio holdings of the Corporation or any other clients for which the Adviser serves as investment adviser, or whose investment adviser or principal underwriter controls (as defined below) the Adviser, is controlled by the Adviser, or is under common control with the Adviser, or Advisory Person (as defined below) of the Corporation or the Adviser.
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(B)
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An “Advisory Person” of the Corporation or the Adviser means: (i) any director, officer, general partner or employee of the Corporation or the Adviser, or any company in a control relationship to the Corporation or the Adviser, who in connection with his or her regular functions or duties makes, participates in, or obtains information regarding the purchase or sale of any Covered Security (as defined below) by the Corporation, or whose functions relate to the making of any recommendation with respect to such purchases or sales; and (ii) any natural person in a control relationship to the Corporation or the Adviser, who obtains information concerning recommendations made to the Corporation with regard to the purchase or sale of any Covered Security by the Corporation.
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(C)
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“Beneficial Ownership” is interpreted in the same manner as it would be under Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended (the “1934 Act”). Under this Rule, a person is deemed to have
|
•
|
a general partner’s proportionate interest in the portfolio securities held by a general or limited partnership;
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•
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subject to certain exceptions specified in the Rule, a performance-related fee, other than an asset-based fee, received by any broker, dealer, bank, insurance company, investment company, investment adviser, investment manager, trustee or person or entity performing a similar function;
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•
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a person’s right to dividends that is separated or separable from the underlying securities;
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•
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a person’s right to acquire equity securities through the exercise or conversion of any derivative security, whether or not presently exercisable. The term “derivative security” means any option, warrant, convertible security, stock appreciation right, or similar right with an exercise or conversion privilege at a price related to an equity security, or similar securities with a value derived from the value of an equity security.
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(D)
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“Chief Compliance Officer” means the Chief Compliance Officer of the Corporation or the Adviser, as the context requires.
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(E)
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“Control” shall have the same meaning as that set forth in Section 2(a)(9) of the 1940 Act. Under the 1940 Act, “control” means the power to exercise a controlling influence over the management or policies of a company, unless such power is solely the result of an official position with the company. A person is presumed to control a company if he or she owns beneficially, either directly or through one or more controlled companies, more than 25% of the voting securities of that company.
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(F)
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“Covered Security” means a security as defined in Section 2(a)(36) of the 1940 Act and Section 202(a)(18) of the Advisers Act, which includes: any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, pre-organization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a “security,” or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase, any of the foregoing. Covered Security also means any exchange traded fund.
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(G)
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“Independent Director” means a director of the Corporation who is not an “interested person” of the Corporation within the meaning of Section 2(a)(19) of the 1940 Act.
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(H)
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“Initial Public Offering” means an offering of securities registered under the Securities Act of 1933 (the “1933 Act”), the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.
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(I)
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“Limited Offering” means an offering that is exempt from registration under the 1933 Act pursuant to Section 4(2) or Section 4(6) thereof or pursuant to Rule 504, Rule 505, or Rule 506 thereunder.
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(J)
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“Reportable Fund” means any investment company registered under the 1940 Act: (i) for which the Adviser serves as an investment adviser; or (ii) whose investment adviser or principal underwriter controls the Adviser, is controlled by the Adviser or is under common control with the Adviser.
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(K)
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“Security Held or to be Acquired” by the Corporation means: (i) any Covered Security which, within the most recent 15 days: (A) is or has been held by the Corporation; or (B) is being or has been considered by the Corporation or the Adviser for purchase by the Corporation; and (ii) any option to purchase or sell, and any security convertible into or exchangeable for, a Covered Security described in Section II (F).
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(L)
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“Supervised Person” means any partner, officer, director (or other person occupying a similar status or performing similar functions) or employee of the Adviser, or other person who provides investment advice on behalf of the Adviser and is subject to the supervision and control of the Adviser.
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(i)
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employ any device, scheme or artifice to defraud the Corporation;
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(ii)
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make any untrue statement of a material fact to the Corporation or omit to state to the Corporation a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading;
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(iii)
|
engage in any act, practice or course of business that operates or would operate as a fraud or deceit upon the Corporation; or
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(iv)
|
engage in any manipulative practice with respect to the Corporation.
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(i)
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under any circumstances, when in possession of material non-public information;
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(ii)
|
without advance permission of one of the CCO of PCC or CCO of PCM (the "Approving Officers");
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(iii)
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without providing a written confirm of any permitted trade under paragraph (ii) above immediately to the Approving Officers; and
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(iv)
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other than during the period beginning on the business day immediately following any earnings call held by or on behalf of PCC and ending on the later of (x) the four week anniversary of such date, or (y) one week before the end of the next fiscal quarter; provided, that such “trading window” shall be closed at any time any Approving Officer comes into possession of material non-public information.
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(A)
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Advisory Persons of the Corporation or the Adviser must obtain approval from the Corporation or the Adviser, as the case may be, before directly or indirectly acquiring Beneficial Ownership in any securities in an Initial Public Offering or in a Limited Offering. Such approval must be obtained from the Chief Compliance Officer of the Corporation or the Adviser, as the case may be, unless he is the person seeking such approval, in which case it must be obtained from the President of the Corporation or of the Adviser.
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(B)
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No Access Person shall recommend any transaction in any Covered Securities by the Corporation without having disclosed to the Chief Compliance Officer of the Adviser and the Corporation, his or her interest, if any, in such Covered Security or the issuer thereof, including: the Access Person’s Beneficial Ownership of any Covered Securities of such issuer; any contemplated transaction by the Access Person in such Covered Securities; any position or other economic interest that the Access Person has with such issuer; and any present or proposed business relationship between such issuer and the Access Person (or a party in which the Access Person has a significant interest).
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(C)
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An Access Person must comply with the Adviser’s insider trading policies and procedures with respect to material non-public information. Please refer to the section entitled “Insider Trading Procedures” in the Adviser’s Compliance Manual.
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1.
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within 15 days after the end of each calendar quarter, identify the name of the broker, dealer or bank with whom the Access Person established an account in which any securities were held during the quarter for the direct or indirect benefit of the Access Person and identify any new account(s) and the date the account(s) were established. This information shall be included on the appropriate Quarterly Transactions Form.
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2.
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Instruct the brokers, dealers or banks with whom they maintain such an account to provide duplicate account statements to the Chief Compliance Officer of the Adviser.
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3.
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On a quarterly basis, certify that they have complied with the requirements of (1) and (2) above as provided for in the Quarterly Acknowledgement Form.
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(A)
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The administration of this Code shall be the responsibility of the Chief Compliance Officer of the Adviser.
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(B)
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The duties of the Chief Compliance Officer of the Adviser are as follows:
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(1)
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Continuous maintenance of a current list of the names of all Access Persons with an appropriate description of their title or employment, including a notation of any directorships held by Access Persons who are officers or employees of the Adviser or of any company that controls the Adviser, and informing all Access Persons of their reporting obligations hereunder;
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(2)
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On an annual basis, providing all Access Persons a copy of this Code and informing such persons of their duties and obligations hereunder including any supplemental training that may be required from time to time;
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(3)
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Maintaining or supervising the maintenance of all records and reports required by this Code and reviewing Quarterly Transactions, Annual Holdings, and Quarterly Acknowledgement Forms periodically;
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(4)
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Preparing listings of all transactions effected by Access Persons who are subject to the requirement to file Quarterly Transactions, Annual Holdings, and Quarterly Acknowledgement Forms and reviewing such transactions against a listing of all transactions effected by the Corporation;
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(5)
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Issuance either personally or with the assistance of counsel as may be appropriate, of any interpretation of this Code that may appear inconsistent with the objectives of Rule 17j-1, Rule 204A-1 and this Code;
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(6)
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Conducting such inspections or investigations as shall reasonably be required to detect and report, with recommendations, any apparent violations of this Code to the board of directors of the Corporation; and
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(7)
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Submission of a written report to the board of directors of the Corporation, no less frequently than annually, that describes any issues arising under the Code since the last such report, including but not limited to the information described in Section VII (B).
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(C)
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The Chief Compliance Officer of the Adviser
shall maintain or cause to be maintained in an easily accessible place at the principal place of business of the Corporation and the Adviser, the following records:
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1.
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A copy of all codes of ethics adopted by the Corporation or the Adviser and its affiliates, as the case may be, pursuant to Rule 17j-1 and/or Rule 204A-1 that have been in effect at any time during the past five (5) years;
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2.
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A record of each violation of such codes of ethics and of any action taken as a result of such violation for at least five (5) years after the end of the fiscal year in which the violation occurs;
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3.
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A copy of each report made by an Access Person for at least two (2) years after the end of the fiscal year in which the report is made, and for an additional three (3) years in a place that need not be easily accessible;
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4.
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A copy of each report made by the Chief Compliance Officer of the Adviser and/or the Corporation to the board of directors of the Corporation for two (2) years from the end of the fiscal year of the Corporation in which such report is made or issued and for an additional three (3) years in a place that need not be easily accessible;
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5.
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A list of all persons who are, or within the past five (5) years have been, required to make reports pursuant to Rule 17j-1, Rule 204A-1 and this Code of Ethics, or who are or were responsible for reviewing such reports;
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6.
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A copy of each report required by Section VII (B) for at least two (2) years after the end of the fiscal year in which it is made, and for an additional three (3) years in a place that need not be easily accessible; and
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7.
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A record of any decision, and the reasons supporting the decision, to approve the acquisition by Advisory Persons of securities in an Initial Public Offering or Limited Offering for at least five (5) years after the end of the fiscal year in which the approval is granted.
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(D)
|
This Code may not be amended or modified except in a written form that is specifically approved by majority vote of the Independent Directors.
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Broker
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Account#
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Security Name
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Ticker or CUSIP (As Applicable)
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Type
(Common Stock, Bond, etc.) |
Number of Shares
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Principal Amount
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Number of Shares
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Security Name
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Type (common stock, bond, etc.)
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Ticker or CUSIP
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Buy / Sell
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Principal Amount
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Interest Rate / Maturity
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Price
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Date
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Executed By (Broker-Dealer or Bank), including Account #
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Name of Broker-Dealer or Bank
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Account Title
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Account Number
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Date Account was Established
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A.
|
First, after you have provided PCC the certification and written statement referenced above, you shall promptly meet with PCC in person, in a good faith attempt to resolve any dispute, and shall continue to mediate in person “executive to executive” for at least 30 business days;
|
B.
|
Second, if the dispute remains unresolved after 30 business days following the commencement of the mediation described in the sentence immediately above, or after such lesser time as agreed to by you and PCC, then you must submit such dispute to mediation or non-binding arbitration before a mediator or arbitrator chosen by you and reasonably agreeable to PCC; and
|
C.
|
Third, if such non-binding mediation or arbitration fails, you must submit such dispute to binding arbitration (not to a court) pursuant to this agreement by delivering an arbitration notice to PCC
|
/s/ MSPC
|
|
Certified Public Accountants and Advisors,
|
|
A Professional Corporation
|
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Cranford, New Jersey
|
|
October 19, 2016
|
/s/ BDO USA, LLP
|
|
October 19, 2016
|
/s/ Hood & Strong LLP
|
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San Francisco, CA
|
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October 19, 2016
|
/s/ Tidwell Group, LLC
|
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Birmingham, AL
|
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October 19, 2016
|
/s/ RSM US LLP
|
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Raleigh, North Carolina
|
|
October 19, 2016
|
1.
|
I have reviewed this annual report on Form 10-K/A of Prospect Capital Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a 15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over the financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
October 19, 2016
|
|
|
/s/ JOHN F. BARRY III
|
|
John F. Barry III
|
|
Chairman of the Board and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K/A of Prospect Capital Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a 15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over the financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
October 19, 2016
|
|
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/s/ BRIAN H. OSWALD
|
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Brian H. Oswald
|
|
Chief Financial Officer
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
Date:
|
October 19, 2016
|
|
|
/s/ JOHN F. BARRY III
|
|
John F. Barry III
|
|
Chairman of the Board and Chief Executive Officer
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
Date:
|
October 19, 2016
|
|
|
/s/ BRIAN H. OSWALD
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|
Brian H. Oswald
|
|
Chief Financial Officer
|