|
þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
For the fiscal year ended September 30, 2019
|
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
DELAWARE
(State or jurisdiction of
incorporation or organization) |
|
26-1219283
(I.R.S. Employer
Identification No.) |
|
|
|
333 South Grand Avenue, 28th Floor
Los Angeles, CA
(Address of principal executive office)
|
|
90071
(Zip Code)
|
|
|
|
|
|
Title of Each Class
|
|
Trading Symbol(s)
|
|
Name of Each Exchange
on Which Registered
|
Common Stock, par value $0.01 per share
5.875% Unsecured Notes due 2024
6.125% Unsecured Notes due 2028
|
|
OCSL
OSLE
OCSLL
|
|
The Nasdaq Stock Market LLC
The New York Stock Exchange
The Nasdaq Stock Market LLC
|
Large accelerated filer ¨
|
|
Accelerated filer þ
|
|
Non-accelerated filer ¨
|
|
Smaller reporting company ¨
|
|
|
|
|
|
|
|
Emerging growth company ¨
|
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨
|
|
|
|
|
PART I
|
|
Item 1.
|
||
Item 1A.
|
||
Item 1B.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
PART II
|
|
Item 5.
|
||
Item 6.
|
||
Item 7.
|
||
Item 7A.
|
||
Item 8.
|
||
Item 9.
|
||
Item 9A.
|
||
Item 9B.
|
||
|
PART III
|
|
Item 10.
|
||
Item 11.
|
||
Item 12.
|
||
Item 13.
|
||
Item 14.
|
||
|
PART IV
|
|
Item 15.
|
||
•
|
Emphasis on Proprietary Deals. Our Adviser is focused on proprietary opportunities as well as partnering with other lenders as appropriate. Dedicated sourcing professionals of our Adviser are in continuous contact with financial sponsors and corporate clients to originate proprietary deals and seek to leverage the networks and relationships of Oaktree’s Investment Professionals with management teams and corporations to originate non-sponsored transactions. Since 2005, our Adviser has invested more than $14 billion in over 250 directly originated loans, and the Oaktree platform has the capacity to invest in large deals and to solely underwrite transactions.
|
•
|
Focus On Quality Companies And Extensive Diligence. Our Adviser seeks to maintain a conservative approach to investing with discipline around fundamental credit analysis and downside protection. Our Adviser intends to focus on companies with business models we expect to be resilient in the future, underlying fundamentals that will provide strength in future downturns, significant asset or enterprise value and seasoned management teams, although not all portfolio companies will meet each of these criteria. Our Adviser intends to leverage its deep credit and deal structuring expertise to lend to companies that have unique needs, complex business models or specific business challenges. Our Adviser conducts diligence on underlying collateral value, including cash flows, hard assets or intellectual property, and will typically model exit scenarios as part of the diligence process, including assessing potential “work-out” scenarios.
|
•
|
Disciplined Portfolio Management. Our Adviser monitors our portfolio on an ongoing basis to manage risk and take preemptive action to resolve potential problems where possible. Our Adviser intends to seek to reduce the impact of individual investment risks by diversifying portfolios across industry sectors and, with the exception of investment vehicles with a diversified portfolio, limiting positions to no more than 5% of our portfolio.
|
•
|
Manage Risk Through Loan Structures. Our Adviser seeks to leverage its experience in identifying structural risks in prospective portfolio companies and developing customized solutions in an effort to enhance downside
|
•
|
Completion of Portfolio Repositioning. Since becoming our Adviser, Oaktree has reduced the investments it has identified as non-core by nearly $700 million at fair value. Over time, Oaktree intends to rotate us out of the remaining non-core investments, which is approximately $200 million at fair value as of September 30, 2019. Our Adviser intends to generate a competitive return on equity and sustainable, consistent dividends through (1) opportunistically investing across the capital structure, (2) seeking to take advantage of dislocations in financing markets and other situations that may benefit from our Adviser’s restructuring expertise and (3) generating capital appreciation and income through secondary investments at discounts to par in either private or syndicated transactions.
|
•
|
Covenant Protections. We generally expect to invest in loans that have covenants that may help to minimize our risk of capital loss and meaningful equity investments in the portfolio company. We intend to target investments that have strong credit protections, including default penalties, information rights and affirmative, negative and financial covenants, such as limitations on debt incurrence, lien protection and prohibitions on dividends.
|
•
|
Sustainable Cash Flow. Our investment philosophy places emphasis on fundamental analysis from an investor’s perspective and has a distinct value orientation. We intend to focus on companies with significant asset or enterprise value in which we can invest at relatively low multiples of normalized operating cash flow. Additionally, we anticipate investing in companies with a demonstrated ability or credible plan to de-lever. Typically, we will not invest in start-up companies, companies having speculative business plans or structures that could impair capital over the long-term although we may target certain earlier stage companies that have yet to reach profitability.
|
•
|
Experienced Management Team. We generally will look to invest in portfolio companies with an experienced management team and proper incentive arrangements, including equity compensation, to induce management to succeed and to act in concert with our interests as investors.
|
•
|
Strong Relative Position In Its Market. We intend to target companies with what we believe to be established and leading market positions within their respective markets and well-developed long-term business strategies.
|
•
|
Exit Strategy. We generally intend to invest in companies that we believe will provide us with the opportunity to exit our investments in three to eight years, including through (1) the repayment of the remaining principal outstanding at maturity, (2) the recapitalization of the company resulting in our debt investments being repaid and (3) the sale of the company resulting in the repayment of all of its outstanding debt.
|
•
|
Geography. As a Business Development Company, we will invest at least 70% of our investments in U.S. companies. To the extent we invest in non-U.S. companies, we intend to do so in accordance with Investment Company Act limitations and only in jurisdictions with established legal frameworks and a history of respecting creditor rights.
|
•
|
First Lien Loans. Our first lien loans generally have terms of three to seven years, provide for a variable or fixed interest rate, contain prepayment penalties and are secured by a first priority security interest in all existing and future assets of the borrower. Our first lien loans may take many forms, including revolving lines of credit, term loans and acquisition lines of credit.
|
•
|
Unitranche Loans. Our unitranche loans generally have terms of five to seven years and provide for a variable or fixed interest rate, contain prepayment penalties and are generally secured by a first priority security interest in all existing and future assets of the borrower. Our unitranche loans may take many forms, including revolving lines of credit, term loans and acquisition lines of credit. Unitranche loans typically provide a borrower with all of its capital except for common equity, often with higher interest rates than those associated with traditional first lien loans.
|
•
|
Second Lien Loans. Our second lien loans generally have terms of five to eight years, provide for a variable or fixed interest rate, contain prepayment penalties and are secured by a second priority security interest in all existing and future assets of the borrower.
|
•
|
Mezzanine Loans. Our mezzanine loans generally have maturities of five to ten years. Mezzanine loans may take the form of a second priority lien on the assets of a portfolio company and have interest-only payments in the early years with cash or PIK payments with amortization of principal deferred to the later years. In some cases, we may invest in debt securities that, by their terms, convert into equity or additional debt securities or defer payments of interest for the first few years after our investment.
|
•
|
Unsecured Loans. Our unsecured investments generally have terms of five to ten years and provide for a fixed interest rate. We may make unsecured investments on a stand-alone basis, or in connection with a senior secured loan, a junior secured loan or a “one-stop” financing.
|
•
|
Bonds. We may selectively invest in high yield corporate bonds issued by middle-market companies that are rated below investment grade by rating agencies or that would be rated below investment grade if they were rated. The bonds in which we may invest are expected to have terms of five to eight years and provide for fixed interest rate payments. We do not expect that these bonds would be secured by any assets of the issuer.
|
•
|
determines the composition of our portfolio, the nature and timing of the changes to our portfolio and the manner of implementing such changes;
|
•
|
identifies, evaluates and negotiates the structure of the investments we make;
|
•
|
executes, closes, monitors and services the investments we make;
|
•
|
determines what securities and other assets we purchase, retain or sell;
|
•
|
performs due diligence on prospective portfolio companies; and
|
•
|
provides us with such other investment advisory, research and related services as we may, from time to time, reasonably required for the investment of our funds.
|
•
|
No incentive fee is payable to Oaktree in any quarter in which our pre-incentive fee net investment income does not exceed the preferred return rate of 1.50% (the “preferred return”) on net assets.
|
•
|
100% of our pre-incentive fee net investment income, if any, that exceeds the preferred return but is less than or equal to 1.8182% in any fiscal quarter is payable to Oaktree. We refer to this portion of the incentive fee on income as the “catch-up” provision, and it is intended to provide Oaktree with an incentive fee of 17.5% on all of our pre-incentive fee
|
•
|
For any quarter in which our pre-incentive fee net investment income exceeds 1.8182% on net assets, the incentive fee on income is equal to 17.5% of the amount of our pre-incentive fee net investment income, as the preferred return and catch-up will have been achieved.
|
1.
|
Represents 6.0% annualized preferred return.
|
2.
|
Represents 1.50% annualized management fee.
|
3.
|
The “catch-up” provision is intended to provide our Adviser with an incentive fee of 17.5% on all of our pre-incentive fee net investment income as if a preferred return did not apply when our net investment income exceeds 1.50% in any calendar quarter and is not applied once our Adviser has received 17.5% of investment income in a quarter. The “catch-up” portion of our pre-incentive fee net investment income is the portion that exceeds the 1.50% preferred return but is less than or equal to approximately 1.8182% (that is, 1.50% divided by (1 - 0.175)) in any fiscal quarter.
|
•
|
Year 1: $10 million investment made in Company A (“Investment A”), $10 million investment made in Company B (“Investment B”), $10 million investment made in Company C (“Investment C”), $10 million investment made in Company D (“Investment D”) and $10 million investment made in Company E (“Investment E”).
|
•
|
Year 2: Investment A sold for $20 million, fair market value (“FMV”) of Investment B determined to be $8 million, FMV of Investment C determined to be $12 million, and FMV of Investments D and E each determined to be $10 million.
|
•
|
Year 3: FMV of Investment B determined to be $8 million, FMV of Investment C determined to be $14 million, FMV of Investment D determined to be $14 million and FMV of Investment E determined to be $16 million.
|
•
|
Year 4: Investment D sold for $12 million, FMV of Investment B determined to be $10 million, FMV of Investment C determined to be $16 million and FMV of Investment E determined to be $14 million.
|
•
|
Year 5: Investment C sold for $20 million, FMV of Investment B determined to be $14 million and FMV of Investment E determined to be $10 million.
|
•
|
Year 6: Investment B sold for $16 million and FMV of Investment E determined to be $8 million.
|
•
|
Year 7: Investment E sold for $8 million and FMV.
|
|
Investment A
|
Investment B
|
Investment C
|
Investment D
|
Investment E
|
Cumulative Unrealized Capital Depreciation
|
Cumulative Realized Capital Losses
|
Cumulative Realized Capital Gains
|
Year 1
|
$10 million (cost basis)
|
$10 million (cost basis)
|
$10 million (cost basis)
|
$10 million (cost basis)
|
$10 million (cost basis)
|
--
|
--
|
--
|
Year 2
|
$20 million (sale price)
|
$8 million
FMV
|
$12 million FMV
|
$10 million FMV
|
$10 million FMV
|
$2 million
|
--
|
$10 million
|
Year 3
|
--
|
$8 million
FMV
|
$14 million FMV
|
$14 million FMV
|
$16 million FMV
|
$2 million
|
--
|
$10 million
|
Year 4
|
--
|
$10 million FMV
|
$16 million FMV
|
$12 million (sale price)
|
$14 million FMV
|
--
|
--
|
$12 million
|
Year 5
|
--
|
$14 million FMV
|
$20 million (sale price)
|
--
|
$10 million FMV
|
--
|
--
|
$22 million
|
Year 6
|
--
|
$16 million (sale price)
|
--
|
--
|
$8 million FMV
|
$2 million
|
--
|
$28 million
|
Year 7
|
--
|
--
|
--
|
--
|
$8 million (sale price)
|
--
|
$2 million
|
$28 million
|
•
|
Year 1: None
|
•
|
Year 2: Capital Gains Fee = 17.5% multiplied by ($10 million realized capital gains on sale of Investment A less $2 million cumulative capital depreciation) = $1.4 million
|
•
|
Year 3: Capital Gains Fee = (17.5% multiplied by ($10 million cumulative realized capital gains less $2 million cumulative capital depreciation)) less $1.4 million cumulative Capital Gains Fee previously paid = $1.4 million less $1.4 million = $0.00 million
|
•
|
Year 4: Capital Gains Fee = (17.5% multiplied by ($12 million cumulative realized capital gains)) less $1.4 million cumulative Capital Gains Fee previously paid = $2.1 million less $1.4 million = $0.7 million
|
•
|
Year 5: Capital Gains Fee = (17.5% multiplied by ($22 million cumulative realized capital gains)) less $2.1 million cumulative Capital Gains Fee previously paid = $3.85 million less $2.1 million = $1.75 million
|
•
|
Year 6: Capital Gains Fee = (17.5% multiplied by ($28 million cumulative realized capital gains less $2 million cumulative capital depreciation)) less $3.85 million cumulative Capital Gains Fee previously paid = $4.55 million less $3.85 million = $0.70 million
|
•
|
Year 7: Capital Gains Fee = (17.5% multiplied by ($28 million cumulative realized capital gains less $2 million cumulative realized capital losses)) less $4.55 million cumulative Capital Gains Fee previously paid = $4.55 million less $4.55 million = $0.00 million
|
•
|
the nature, extent and quality of services performed by Oaktree;
|
•
|
the investment performance of us and funds managed by Oaktree with a similar investment objective to us;
|
•
|
the costs of services provided and the profits realized by Oaktree and its affiliates from their relationship with us;
|
•
|
the possible economies of scale that would be realized due to our growth;
|
•
|
whether fee levels reflect such economies of scale for the benefit of investors;
|
•
|
comparisons of services rendered to and fees paid by us with the services provided by and the fees paid to other investment advisers and the services provided to and the fees paid by other Oaktree clients; and
|
•
|
whether consummation of the Brookfield transaction would have any effect on the above considerations.
|
•
|
expenses of offering our debt and equity securities;
|
•
|
the investigation and monitoring of our investments;
|
•
|
the cost of calculating our net asset value;
|
•
|
the cost of effecting sales and repurchases of shares of our common stock and other securities;
|
•
|
management and incentive fees payable pursuant to the Investment Advisory Agreement;
|
•
|
fees payable to third parties relating to, or associated with, making investments and valuing investments (including third-party valuation firms);
|
•
|
transfer agent, trustee and custodial fees;
|
•
|
interest payments and other costs related to our borrowings;
|
•
|
fees and expenses associated with marketing efforts (including attendance at investment conferences and similar events);
|
•
|
federal and state registration fees;
|
•
|
any exchange listing fees;
|
•
|
federal, state and local taxes;
|
•
|
independent directors’ fees and expenses;
|
•
|
brokerage commissions;
|
•
|
costs of mailing proxy statements, stockholders’ reports and notices;
|
•
|
costs of preparing government filings, including periodic and current reports with the SEC;
|
•
|
fidelity bond, liability insurance and other insurance premiums; and
|
•
|
printing, mailing, independent accountants and outside legal costs and all other direct expenses incurred by either our administrator or us in connection with administering our business, including payments under the Administration Agreement.
|
•
|
qualify as a RIC; and
|
•
|
satisfy the Annual Distribution Requirement;
|
•
|
at all times during each taxable year, have in effect an election to be treated as a Business Development Company under the Investment Company Act;
|
•
|
derive in each taxable year at least 90% of our gross income from (a) dividends, interest, payments with respect to certain securities (including loans), gains from the sale 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 (b) net income derived from an interest in a “qualified publicly traded partnership;” (the “90% Gross Income Test”) and
|
•
|
diversify our holdings so that at the end of each quarter of the taxable year:
|
◦
|
(i) 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 its assets or more than 10% of the outstanding voting securities of the issuer; and
|
◦
|
(ii) no more than 25% of the value of our assets is invested in (a) the securities, other than U.S. government securities or securities of other RICs, of one issuer, (b) the securities 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 (c) the securities of one or more “qualified publicly traded partnerships” ((i) and (ii) collectively, the “Diversification Tests”).
|
•
|
pursuant to Rule 13a-14 under the Exchange Act, our chief executive officer and chief financial officer are required to certify the accuracy of the financial statements contained in our periodic reports;
|
•
|
pursuant to Item 307 of Regulation S-K, our periodic reports are required to disclose our conclusions about the effectiveness of our disclosure controls and procedures; and
|
•
|
pursuant to Rule 13a-15 under the Exchange Act, our management is required to prepare a report regarding its assessment of our internal control over financial reporting. Our independent registered public accounting firm is required to audit our internal control over financial reporting.
|
Assumed Return on Portfolio (Net of Expenses)
|
- 10%
|
- 5%
|
0%
|
5%
|
10%
|
||||||||||
Corresponding net return to common stockholder
|
-17.53%
|
-9.99%
|
-2.44%
|
5.10%
|
12.64%
|
•
|
The Annual Distribution Requirement will be satisfied if we distribute dividends to our stockholders each taxable year of an amount generally at least equal to 90% of the sum of our net taxable income plus realized net short-term capital gains in excess of realized net long-term capital losses, if any. Because we use debt financing, we are and may, in the future, be subject to certain financial covenants under our debt arrangements that could, under certain circumstances, restrict us from making distributions necessary to satisfy the Annual Distribution Requirement. If we are unable to obtain cash from other sources, we could fail to qualify for RIC tax treatment and thus could become subject to corporate-level income tax.
|
•
|
The 90% Gross Income Test will be satisfied if we earn at least 90% of our gross income for each taxable year from dividends, interest, gains from the sale of stock or securities or similar sources.
|
•
|
The Diversification Tests will be satisfied if, at the end of each quarter of our taxable year, at least 50% of the value of our assets consist of cash, cash equivalents, U.S. government securities, securities of other RICs, and other acceptable securities; and no more than 25% of the value of our assets can be invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses or of certain “qualified publicly traded partnerships.” Failure to meet these requirements may result in our having to dispose of certain investments quickly in order to prevent the loss of RIC status. Because most of our investments will be in private companies, and therefore will be relatively illiquid, any such dispositions could be made at disadvantageous prices and could cause us to incur substantial losses.
|
•
|
may have limited financial resources, may have limited or negative EBITDA and may be unable to meet their obligations under their debt instruments that we hold, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of us realizing any guarantees from subsidiaries or affiliates of our portfolio companies that we may have obtained in connection with our investments, as well as a corresponding decrease in the value of the equity components of our investments;
|
•
|
may have shorter operating histories, narrower product lines, smaller market shares and/or significant customer concentrations than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns;
|
•
|
may operate in regulated industries and/or provide services to federal, state or local governments, or operate in industries that provide services to regulated industries or federal, state or local governments, any of which could lead to delayed payments for services or subject the company to changing payment and reimbursement rates or other terms;
|
•
|
may not have collateral sufficient to pay any outstanding interest or principal due to us in the event of a default by these companies;
|
•
|
are more likely to depend on the management talents and efforts of a small group of people; therefore, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on our portfolio company and, in turn, on us;
|
•
|
may have difficulty accessing the capital markets to fund capital needs, which may limit their ability to grow or repay outstanding indebtedness at maturity;
|
•
|
may not have audited financial statements or be subject to the Sarbanes-Oxley Act and other rules that govern public companies;
|
•
|
generally have less predictable operating results, may from time to time be parties to litigation, may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence, and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position; and
|
•
|
generally have less publicly available information about their businesses, operations and financial condition.
|
•
|
significant volatility in the market price and trading volume of securities of Business Development Companies or other companies in our sector, which are not necessarily related to the operating performance of these companies;
|
•
|
inability to obtain any exemptive relief that may be required by us from the SEC;
|
•
|
changes in regulatory policies, accounting pronouncements or tax guidelines, particularly with respect to RICs and Business Development Companies;
|
•
|
loss of our Business Development Company or RIC status;
|
•
|
changes in earnings or variations in operating results or distributions that exceed our net investment income;
|
•
|
increases in expenses associated with defense of litigation and responding to SEC inquiries;
|
•
|
changes in accounting guidelines governing valuation of our investments;
|
•
|
changes in the value of our portfolio of investments and any derivative instruments, including as a result of general economic conditions, interest rate shifts and changes in the performance of our portfolio companies;
|
•
|
any shortfall in investment income or net investment income or any increase in losses from levels expected by investors or securities analysts;
|
•
|
departure of our Adviser’s key personnel; and
|
•
|
general economic trends and other external factors.
|
Subscription Rights Exercise Price
|
|
Net Asset Value Per Share
Prior To Exercise
|
|
Net Asset Value Per Share
After Exercise
|
||||
10% premium to net asset value per common share
|
|
$
|
10.00
|
|
|
$
|
10.20
|
|
Net asset value per common share
|
|
$
|
10.00
|
|
|
$
|
10.00
|
|
10% discount to net asset value per common share
|
|
$
|
10.00
|
|
|
$
|
9.80
|
|
•
|
issue securities or otherwise incur additional indebtedness or other obligations, including (1) any indebtedness or other obligations that would be equal in right of payment to the Notes, (2) any indebtedness or other obligations that would be secured and therefore rank effectively senior in right of payment to the Notes to the extent of the values of the assets securing such debt, (3) indebtedness of ours that is guaranteed by one or more of our subsidiaries and which therefore is structurally senior to the Notes and (4) securities, indebtedness or obligations issued or incurred by our subsidiaries that would be senior to our equity interests in our subsidiaries and therefore rank structurally senior to the Notes with respect to the assets of our subsidiaries, in each case other than an incurrence of indebtedness or other obligation that would cause a violation of Section 18(a)(1)(A) of the Investment Company Act as modified by Section 61(a)(1) of the Investment Company Act or any successor provisions, whether or not we continue to be subject to such provisions of the Investment Company Act, but giving effect, in either case, to any exemptive relief granted to us by the SEC;
|
•
|
in the case of the 2024 Notes, pay dividends on, or purchase or redeem or make any payments in respect of, capital stock or other securities ranking junior in right of payment to the Notes, including subordinated indebtedness, in each case, while the Notes remain outstanding, other than dividends, purchases, redemptions or payments that would cause a violation of Section 18(a)(1)(B) of the Investment Company Act as modified by Section 61(a)(1) of the Investment Company Act, or any successor provisions giving effect to any exemptive relief granted to us by the SEC (200% asset coverage requirement);
|
•
|
sell assets (other than certain limited restrictions on our ability to consolidate, merge or sell all or substantially all of our assets);
|
•
|
enter into transactions with affiliates;
|
•
|
create liens (including liens on the shares of our subsidiaries) or enter into sale and leaseback transactions;
|
•
|
make investments; or
|
•
|
create restrictions on the payment of dividends or other amounts to us from our subsidiaries and maintain our ability to be subject to tax as a RIC.
|
|
|
|
Sale Price
|
|
|
|
|
|
|
||||||||||||
|
NAV (1)
|
|
High
|
|
Low
|
|
Premium (Discount) of High Sales Price to NAV (2)
|
|
Premium (Discount) of Low Sales Price to NAV (2)
|
|
Cash Distribution per Share (3)
|
||||||||||
Year ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
First quarter
|
$
|
5.81
|
|
|
$
|
5.91
|
|
|
$
|
4.63
|
|
|
1.7
|
%
|
|
(20.3
|
)%
|
|
$
|
0.125
|
|
Second quarter
|
5.87
|
|
|
5.11
|
|
|
4.17
|
|
|
(12.9
|
)%
|
|
(29.0
|
)%
|
|
$
|
0.085
|
|
|||
Third quarter
|
5.95
|
|
|
5.05
|
|
|
4.19
|
|
|
(15.1
|
)%
|
|
(29.6
|
)%
|
|
$
|
0.095
|
|
|||
Fourth quarter
|
6.09
|
|
|
5.14
|
|
|
4.67
|
|
|
(15.6
|
)%
|
|
(23.3
|
)%
|
|
$
|
0.095
|
|
|||
Year ended September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
First quarter
|
6.19
|
|
|
5.01
|
|
|
4.08
|
|
|
(19.1
|
)%
|
|
(34.1
|
)%
|
|
$
|
0.095
|
|
|||
Second quarter
|
6.55
|
|
|
5.29
|
|
|
4.20
|
|
|
(19.2
|
)%
|
|
(35.9
|
)%
|
|
$
|
0.095
|
|
|||
Third quarter
|
6.60
|
|
|
5.75
|
|
|
5.13
|
|
|
(12.9
|
)%
|
|
(22.3
|
)%
|
|
$
|
0.095
|
|
|||
Fourth quarter
|
6.60
|
|
|
5.50
|
|
|
5.01
|
|
|
(16.7
|
)%
|
|
(24.1
|
)%
|
|
$
|
0.095
|
|
|||
Year ending September 30, 2020
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
First quarter (through November 18, 2019)
|
*
|
|
|
5.33
|
|
|
5.00
|
|
|
*
|
|
|
*
|
|
|
(4)
|
|
(1)
|
NAV per share is determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of the high and low sales prices. The NAVs shown are based on outstanding shares at the end of each period.
|
(2)
|
Calculated as the respective high or low sales price less NAV, divided by NAV.
|
(3)
|
Represents the distribution paid or to be paid in the specified quarter. We have adopted an “opt out” dividend reinvestment plan for our common stockholders. Distributions by us are generally taxable to U.S. stockholders as ordinary income or capital gains.
|
(4)
|
On November 12, 2019, our Board of Directors declared a distribution of $0.095 per share payable on December 31, 2019 to stockholders of record on December 13, 2019.
|
|
|
September 30, 2014
|
September 30, 2015
|
September 30, 2016
|
September 30, 2017
|
September 30, 2018
|
September 30, 2019
|
||||||
Oaktree Specialty Lending Corporation
|
|
100.00
|
|
74.65
|
|
80.20
|
|
82.47
|
|
81.33
|
|
91.57
|
|
S&P 500
|
|
100.00
|
|
99.39
|
|
114.72
|
|
136.07
|
|
160.44
|
|
167.27
|
|
Russell 2000 Financial Services
|
|
100.00
|
|
108.20
|
|
125.41
|
|
153.60
|
|
164.03
|
|
161.81
|
|
Stockholder transaction expenses:
|
|
|
||
Sales load (as a percentage of offering price)
|
—
|
%
|
(1
|
)
|
Offering expenses (as a percentage of offering price)
|
—
|
%
|
(2
|
)
|
Dividend reinvestment plan fees
|
—
|
%
|
(3
|
)
|
Total stockholder transaction expenses (as a percentage of offering price)
|
—
|
%
|
(4
|
)
|
Annual expenses (as a percentage of net assets attributable to common stock):
|
|
|
||
Base management fees
|
2.36
|
%
|
(5
|
)
|
Incentive fees (17.5%)
|
2.10
|
%
|
(6
|
)
|
Interest payments on borrowed funds (including other costs of servicing and offering debt securities)
|
2.80
|
%
|
(7
|
)
|
Other expenses
|
0.85
|
%
|
(8
|
)
|
Total annual expenses
|
8.11
|
%
|
(9
|
)
|
(1)
|
If applicable, the prospectus or prospectus supplement relating to an offering of our common stock will disclose the applicable sales load.
|
(2)
|
In the event that we conduct an offering of our securities, a corresponding prospectus supplement will disclose the estimated offering expenses.
|
(3)
|
The expenses of administering our dividend reinvestment plan are included in “Other expenses.”
|
(4)
|
Total stockholder transaction expenses may include sales load and will be disclosed in a future prospectus supplement, if any.
|
(5)
|
Under the Investment Advisory Agreement, the base management fee is calculated at an annual rate of 1.50% of our total gross assets at the end of each quarter, including any investment made with borrowings, but excluding cash and cash equivalents; provided, however, the base management fee will be calculated at an annual rate of 1.00% of the value of our total gross assets, including any investments made with borrowings, but excluding cash and cash equivalents, that exceeds the product of (i) 200% (calculated in accordance with the Investment Company Act and giving effect to exemptive relief we have received with respect to debentures issued by a small business investment company subsidiary) and (ii) our net assets. For purposes of this table, we have assumed $1.5 billion of total gross assets (excluding cash and cash equivalents), which was the actual amount of our total gross assets as of September 30, 2019. See “Item 1. Business - Investment Advisory and Management Agreement - Management Fee” for additional information.
|
(6)
|
The incentive fee consists of two parts. Under the Investment Advisory Agreement, the incentive fee on income is calculated and payable quarterly in arrears based upon our pre-incentive fee net investment income for the immediately preceding quarter. The payment of the incentive fee on income is subject to payment of a preferred return to investors each quarter (i.e., a “hurdle rate”), expressed as a rate of return on the value of our net assets at the end of the most recently completed quarter, of 1.50%, subject to a “catch up” feature. See “Item 1. Business - Investment Advisory and Management Agreement - Management Fee” for additional information.
|
(7)
|
“Interest payments on borrowed funds (including other costs of servicing and offering debt securities)” is calculated as the weighted average interest rate in effect as of September 30, 2019 multiplied by the actual debt outstanding as of September 30, 2019 of $476.1 million. The weighted average interest rate for our borrowings as of September 30, 2019 was 4.8% (exclusive of deferred financing costs). The amount of leverage that we employ at any particular time will depend on, among other things, our Board of Directors’ assessment of market and other factors at the time of any proposed borrowing.
|
(8)
|
“Other expenses” are based on estimated amounts for the current fiscal year. These expenses include certain expenses allocated to us under the Investment Advisory Agreement, including travel expenses incurred by the Adviser’s personnel in connection with investigating and monitoring our investments, such as investment due diligence.
|
(9)
|
“Total annual expenses” is presented as a percentage of net assets attributable to common stockholders because our common stockholders bear all of our fees and expenses and includes all fees and expenses of our consolidated subsidiaries.
|
An investor would pay the following expenses on a $1,000 investment
|
1 Year
|
|
3 Years
|
|
5 Years
|
|
10 Years
|
||||||||
Assuming a 5% annual return (assumes no return from net realized capital gains)
|
$
|
58
|
|
|
$
|
175
|
|
|
$
|
294
|
|
|
$
|
605
|
|
Assuming a 5% annual return (assumes return entirely from net realized capital gains)
|
$
|
70
|
|
|
$
|
212
|
|
|
$
|
353
|
|
|
$
|
711
|
|
|
|
As of and for the Years Ended
|
||||||||
(dollars in thousands, except per share amounts)
|
|
September 30,
2019
|
|
September 30,
2018
|
|
September 30,
2017
|
|
September 30,
2016
|
|
September 30,
2015
|
Statement of Operations data:
|
|
|
|
|
|
|
|
|
|
|
Total investment income
|
|
$147,702
|
|
$138,722
|
|
$177,964
|
|
$247,872
|
|
$265,475
|
Base management fee
|
|
22,343
|
|
22,652
|
|
31,369
|
|
41,483
|
|
51,615
|
Part I incentive fee
|
|
14,873
|
|
10,485
|
|
10,713
|
|
22,091
|
|
28,575
|
Part II incentive fee
|
|
10,194
|
|
—
|
|
—
|
|
—
|
|
—
|
Fees waived
|
|
(7,990)
|
|
(1,342)
|
|
(240)
|
|
(338)
|
|
(546)
|
All other expenses
|
|
40,373
|
|
46,881
|
|
64,729
|
|
97,338
|
|
70,891
|
Insurance recoveries
|
|
—
|
|
—
|
|
(1,259)
|
|
(19,429)
|
|
—
|
Net investment income
|
|
67,909
|
|
60,046
|
|
72,652
|
|
106,727
|
|
114,940
|
Net unrealized appreciation (depreciation)
|
|
38,457
|
|
102,605
|
|
(97,839)
|
|
(48,000)
|
|
(71,016)
|
Net realized gains (losses)
|
|
20,805
|
|
(115,267)
|
|
(171,782)
|
|
(125,283)
|
|
(28,529)
|
Provision for income tax (expense) benefit
|
|
(1,011)
|
|
(622)
|
|
—
|
|
—
|
|
—
|
Net increase (decrease) in net assets resulting from operations
|
|
126,160
|
|
46,762
|
|
(196,969)
|
|
(66,556)
|
|
15,395
|
Per share data:
|
|
|
|
|
|
|
|
|
|
|
Net asset value per common share at period end
|
|
$6.60
|
|
$6.09
|
|
$6.16
|
|
$7.97
|
|
$9.00
|
Market price at period end
|
|
5.18
|
|
4.96
|
|
5.47
|
|
5.81
|
|
6.17
|
Net investment income
|
|
0.48
|
|
0.43
|
|
0.51
|
|
0.72
|
|
0.75
|
Net realized and unrealized gains (losses), net of taxes
|
|
0.41
|
|
(0.10)
|
|
(1.90)
|
|
(1.17)
|
|
(0.65)
|
Net increase (decrease) in net assets resulting from operations
|
|
0.89
|
|
0.33
|
|
(1.39)
|
|
(0.45)
|
|
0.10
|
Distributions per common share
|
|
0.38
|
|
0.40
|
|
0.465
|
|
0.72
|
|
0.79
|
Balance Sheet data at period end:
|
|
|
|
|
|
|
|
|
|
|
Total investments at fair value
|
|
$1,438,042
|
|
$1,491,201
|
|
$1,541,755
|
|
$2,165,491
|
|
$2,402,495
|
Cash, cash equivalents and restricted cash
|
|
15,406
|
|
13,489
|
|
59,913
|
|
130,362
|
|
143,484
|
Other assets
|
|
27,590
|
|
46,768
|
|
14,380
|
|
47,432
|
|
39,678
|
Total assets
|
|
1,481,038
|
|
1,551,458
|
|
1,616,048
|
|
2,343,285
|
|
2,585,657
|
Total liabilities
|
|
550,408
|
|
693,423
|
|
748,391
|
|
1,200,997
|
|
1,232,563
|
Total net assets
|
|
930,630
|
|
858,035
|
|
867,657
|
|
1,142,288
|
|
1,353,094
|
Other data:
|
|
|
|
|
|
|
|
|
|
|
Weighted average yield on debt investments (1)
|
|
8.9%
|
|
8.4%
|
|
9.6%
|
|
10.4%
|
|
10.8%
|
Number of portfolio companies at period end
|
|
104
|
|
113
|
|
125
|
|
129
|
|
135
|
(1)
|
Weighted average yield is calculated based upon our debt investments at fair value, including the return on the subordinated note investment in SLF JV I, at the end of the period.
|
•
|
our future operating results and distribution projections;
|
•
|
the ability of Oaktree to reposition our portfolio and to implement Oaktree's future plans with respect to our business;
|
•
|
the ability of Oaktree to attract and retain highly talented professionals;
|
•
|
our business prospects and the prospects of our portfolio companies;
|
•
|
the impact of the investments that we expect to make;
|
•
|
the ability of our portfolio companies to achieve their objectives;
|
•
|
our expected financings and investments and additional leverage we may seek to incur in the future;
|
•
|
the adequacy of our cash resources and working capital;
|
•
|
the timing of cash flows, if any, from the operations of our portfolio companies; and
|
•
|
the cost or potential outcome of any litigation to which we may be a party.
|
•
|
changes or potential disruptions in our operations, the economy, financial markets or political environment;
|
•
|
future changes in laws or regulations (including the interpretation of these laws and regulations by regulatory authorities) and conditions in our operating areas, particularly with respect to Business Development Companies or RICs; and
|
•
|
other considerations that may be disclosed from time to time in our publicly disseminated documents and filings.
|
•
|
Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities as of the measurement date.
|
•
|
Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities.
|
•
|
Level 3 — Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.
|
•
|
The quarterly valuation process begins with each portfolio company or investment being initially valued by Oaktree’s valuation team in conjunction with Oaktree’s portfolio management team and investment professionals responsible for each portfolio investment;
|
•
|
Separately, independent valuation firms engaged by our Board of Directors prepare valuations of our investments, on a selected basis, for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and submit the reports to us and provide such reports to Oaktree and the Audit Committee of our Board of Directors;
|
•
|
Oaktree compares and contrasts its preliminary valuations to the valuations of the independent valuation firms and prepares a valuation report for the Audit Committee;
|
•
|
The Audit Committee reviews the preliminary valuations with Oaktree, and Oaktree responds and supplements the preliminary valuations to reflect any discussions between Oaktree and the Audit Committee;
|
•
|
The Audit Committee makes a recommendation to our full Board of Directors regarding the fair value of the investments in our portfolio; and
|
•
|
Our Board of Directors discusses valuations and determines the fair value of each investment in our portfolio.
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||
Cost:
|
|
|
|
|
||
Senior secured debt
|
|
77.35
|
%
|
|
74.69
|
%
|
Subordinated debt
|
|
6.88
|
|
|
11.85
|
|
Debt investments in SLF JV I
|
|
6.36
|
|
|
8.05
|
|
Common equity & warrants
|
|
3.48
|
|
|
3.97
|
|
LLC equity interests of SLF JV I
|
|
3.26
|
|
|
1.01
|
|
Preferred equity
|
|
2.67
|
|
|
0.43
|
|
Total
|
|
100.00
|
%
|
|
100.00
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||
Fair value:
|
|
|
|
|
||
Senior secured debt
|
|
78.64
|
%
|
|
75.40
|
%
|
Debt investments in SLF JV I
|
|
6.69
|
|
|
8.67
|
|
Subordinated debt
|
|
5.65
|
|
|
10.97
|
|
Common equity and warrants
|
|
4.10
|
|
|
4.63
|
|
Preferred equity
|
|
2.82
|
|
|
0.33
|
|
LLC equity interests of SLF JV I
|
|
2.10
|
|
|
—
|
|
Total
|
|
100.00
|
%
|
|
100.00
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||
Cost:
|
|
|
|
|
||
Multi-sector holdings (1)
|
|
9.67
|
%
|
|
9.85
|
%
|
Application software
|
|
8.73
|
|
|
5.34
|
|
Healthcare services
|
|
6.62
|
|
|
7.43
|
|
Data processing & outsourced services
|
|
6.46
|
|
|
5.45
|
|
Biotechnology
|
|
5.43
|
|
|
0.74
|
|
Property & casualty insurance
|
|
4.83
|
|
|
4.13
|
|
Pharmaceuticals
|
|
3.92
|
|
|
4.30
|
|
Specialized finance
|
|
3.52
|
|
|
3.02
|
|
Healthcare technology
|
|
3.37
|
|
|
3.19
|
|
Auto parts & equipment
|
|
2.82
|
|
|
2.65
|
|
Advertising
|
|
2.80
|
|
|
2.64
|
|
Real estate services
|
|
2.60
|
|
|
—
|
|
Research & consulting services
|
|
2.30
|
|
|
2.15
|
|
Integrated telecommunication services
|
|
2.23
|
|
|
2.10
|
|
Aerospace & defense
|
|
2.23
|
|
|
2.86
|
|
Internet services & infrastructure
|
|
2.15
|
|
|
0.34
|
|
Specialty chemicals
|
|
2.10
|
|
|
1.98
|
|
Systems software
|
|
2.10
|
|
|
0.99
|
|
Oil & gas refining & marketing
|
|
2.01
|
|
|
1.40
|
|
Alternative carriers
|
|
1.94
|
|
|
—
|
|
Managed healthcare
|
|
1.83
|
|
|
1.73
|
|
Construction & engineering
|
|
1.55
|
|
|
1.89
|
|
Healthcare distributors
|
|
1.49
|
|
|
1.22
|
|
Interactive media & services
|
|
1.44
|
|
|
—
|
|
Electrical components & equipment
|
|
1.40
|
|
|
2.42
|
|
General merchandise stores
|
|
1.25
|
|
|
1.43
|
|
Movies & entertainment
|
|
1.25
|
|
|
1.21
|
|
Diversified support services
|
|
1.24
|
|
|
1.20
|
|
Apparel, accessories & luxury goods
|
|
1.20
|
|
|
1.14
|
|
Industrial machinery
|
|
1.13
|
|
|
1.87
|
|
Education services
|
|
1.04
|
|
|
0.86
|
|
IT consulting & other services
|
|
0.99
|
|
|
0.05
|
|
Food retail
|
|
0.96
|
|
|
1.37
|
|
Oil & gas equipment & services
|
|
0.80
|
|
|
3.53
|
|
Oil & gas storage & transportation
|
|
0.77
|
|
|
—
|
|
Airlines
|
|
0.70
|
|
|
2.03
|
|
Trading companies & distributors
|
|
0.68
|
|
|
0.43
|
|
Specialized REITs
|
|
0.55
|
|
|
—
|
|
Household appliances
|
|
0.52
|
|
|
0.49
|
|
Commercial printing
|
|
0.40
|
|
|
0.36
|
|
Environmental & facilities services
|
|
0.39
|
|
|
0.37
|
|
Restaurants
|
|
0.20
|
|
|
0.19
|
|
Leisure facilities
|
|
0.12
|
|
|
0.34
|
|
Specialty stores
|
|
0.09
|
|
|
2.73
|
|
Thrifts & mortgage finance
|
|
0.08
|
|
|
0.33
|
|
Human resource & employment services
|
|
0.05
|
|
|
0.10
|
|
Department stores
|
|
0.04
|
|
|
0.04
|
|
Other diversified financial services
|
|
0.01
|
|
|
0.01
|
|
Healthcare equipment
|
|
—
|
|
|
2.98
|
|
Oil & gas exploration & production
|
|
—
|
|
|
2.16
|
|
Technology distributors
|
|
—
|
|
|
2.14
|
|
Consumer electronics
|
|
—
|
|
|
1.38
|
|
Personal products
|
|
—
|
|
|
1.20
|
|
Investment banking & brokerage
|
|
—
|
|
|
0.78
|
|
Security & alarm services
|
|
—
|
|
|
0.69
|
|
Coal & consumable fuels
|
|
—
|
|
|
0.46
|
|
Commodity chemicals
|
|
—
|
|
|
0.18
|
|
Hypermarkets & super centers
|
|
—
|
|
|
0.13
|
|
Total
|
|
100.00
|
%
|
|
100.00
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||
Fair value:
|
|
|
|
|
||
Application software
|
|
9.00
|
%
|
|
6.47
|
%
|
Multi-sector holdings (1)
|
|
8.94
|
|
|
9.57
|
|
Data processing & outsourced services
|
|
6.83
|
|
|
4.98
|
|
Biotechnology
|
|
5.96
|
|
|
0.80
|
|
Property & casualty insurance
|
|
5.16
|
|
|
4.52
|
|
Pharmaceuticals
|
|
4.18
|
|
|
4.82
|
|
Healthcare services
|
|
4.06
|
|
|
4.50
|
|
Healthcare technology
|
|
3.64
|
|
|
3.50
|
|
Specialized finance
|
|
3.58
|
|
|
3.24
|
|
Auto parts & equipment
|
|
2.82
|
|
|
2.89
|
|
Real estate services
|
|
2.75
|
|
|
—
|
|
Research & consulting services
|
|
2.60
|
|
|
2.44
|
|
Advertising
|
|
2.59
|
|
|
2.19
|
|
Aerospace & defense
|
|
2.35
|
|
|
3.11
|
|
Internet services & infrastructure
|
|
2.26
|
|
|
0.37
|
|
Oil & gas refining & marketing
|
|
2.20
|
|
|
1.52
|
|
Systems software
|
|
2.19
|
|
|
1.08
|
|
Alternative carriers
|
|
2.06
|
|
|
—
|
|
Integrated telecommunication services
|
|
2.01
|
|
|
1.90
|
|
Managed healthcare
|
|
1.93
|
|
|
1.88
|
|
Construction & engineering
|
|
1.67
|
|
|
2.14
|
|
Specialty chemicals
|
|
1.64
|
|
|
2.06
|
|
Interactive media & services
|
|
1.56
|
|
|
—
|
|
Healthcare distributors
|
|
1.53
|
|
|
1.30
|
|
Electrical components & equipment
|
|
1.39
|
|
|
2.70
|
|
Diversified support services
|
|
1.30
|
|
|
1.23
|
|
Movies & entertainment
|
|
1.29
|
|
|
1.31
|
|
General merchandise stores
|
|
1.18
|
|
|
1.55
|
|
Industrial machinery
|
|
1.17
|
|
|
1.97
|
|
Airlines
|
|
1.12
|
|
|
2.18
|
|
Leisure products
|
|
1.05
|
|
|
0.81
|
|
Food retail
|
|
1.04
|
|
|
1.48
|
|
IT consulting & other services
|
|
0.96
|
|
|
0.03
|
|
Oil & gas equipment & services
|
|
0.95
|
|
|
4.01
|
|
Apparel, accessories & luxury goods
|
|
0.92
|
|
|
0.91
|
|
Oil & gas storage & transportation
|
|
0.83
|
|
|
—
|
|
Trading companies & distributors
|
|
0.72
|
|
|
0.47
|
|
Specialized REITs
|
|
0.57
|
|
|
—
|
|
Household appliances
|
|
0.53
|
|
|
0.53
|
|
Environmental & facilities services
|
|
0.41
|
|
|
0.42
|
|
Commercial printing
|
|
0.41
|
|
|
0.40
|
|
Leisure facilities
|
|
0.33
|
|
|
0.55
|
|
Restaurants
|
|
0.19
|
|
|
0.21
|
|
Human resource & employment services
|
|
0.05
|
|
|
0.11
|
|
Thrifts & mortgage finance
|
|
0.05
|
|
|
0.32
|
|
Department stores
|
|
0.03
|
|
|
0.04
|
|
Education services
|
|
—
|
|
|
(0.14
|
)
|
Specialty stores
|
|
—
|
|
|
2.95
|
|
Oil & gas exploration & production
|
|
—
|
|
|
2.38
|
|
Technology distributors
|
|
—
|
|
|
2.32
|
|
Consumer electronics
|
|
—
|
|
|
1.57
|
|
Personal products
|
|
—
|
|
|
1.31
|
|
Investment banking & brokerage
|
|
—
|
|
|
0.86
|
|
Security & alarm services
|
|
—
|
|
|
0.73
|
|
Healthcare equipment
|
|
—
|
|
|
0.66
|
|
Coal & consumable fuels
|
|
—
|
|
|
0.50
|
|
Commodity chemicals
|
|
—
|
|
|
0.21
|
|
Hypermarkets & super centers
|
|
—
|
|
|
0.14
|
|
Total
|
|
100.00
|
%
|
|
100.00
|
%
|
(1)
|
This industry includes our investment in SLF JV I.
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||||||||||
|
|
Cost
|
|
% of Debt
Portfolio |
|
Fair
Value |
|
% of Debt
Portfolio |
|
Cost
|
|
% of Debt
Portfolio |
|
Fair
Value |
|
% of Debt
Portfolio |
||||||||||||
Accrual
|
|
$
|
1,311,849
|
|
|
95.72
|
%
|
|
$
|
1,305,718
|
|
|
99.79
|
%
|
|
$
|
1,298,999
|
|
|
85.46
|
%
|
|
$
|
1,318,531
|
|
|
93.03
|
%
|
PIK non-accrual (1)
|
|
12,661
|
|
|
0.92
|
|
|
—
|
|
|
—
|
|
|
12,661
|
|
|
0.83
|
|
|
—
|
|
|
—
|
|
||||
Cash non-accrual (2)
|
|
46,107
|
|
|
3.36
|
|
|
2,706
|
|
|
0.21
|
|
|
208,345
|
|
|
13.71
|
|
|
98,760
|
|
|
6.97
|
|
||||
Total
|
|
$
|
1,370,617
|
|
|
100.00
|
%
|
|
$
|
1,308,424
|
|
|
100.00
|
%
|
|
$
|
1,520,005
|
|
|
100.00
|
%
|
|
$
|
1,417,291
|
|
|
100.00
|
%
|
(1)
|
PIK non-accrual status is inclusive of other non-cash income, where applicable.
|
(2)
|
Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.
|
|
|
September 30, 2019
|
|
September 30, 2018
|
Senior secured loans (1)
|
|
$340,960
|
|
$297,053
|
Weighted average interest rate on senior secured loans (2)
|
|
6.57%
|
|
7.20%
|
Number of borrowers in SLF JV I
|
|
51
|
|
40
|
Largest exposure to a single borrower (1)
|
|
$10,835
|
|
$17,512
|
Total of five largest loan exposures to borrowers (1)
|
|
$50,510
|
|
$66,507
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Indivior Finance S.a.r.l.
|
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022
|
6.76
|
%
|
Pharmaceuticals
|
$
|
7,898
|
|
|
$
|
7,797
|
|
|
$
|
7,272
|
|
|
Intelsat Jackson Holdings S.A.
|
First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023
|
5.80
|
%
|
Alternative Carriers
|
10,000
|
|
|
9,891
|
|
|
10,042
|
|
|
|||
KIK Custom Products Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023
|
6.26
|
%
|
Household products
|
8,000
|
|
|
7,972
|
|
|
7,610
|
|
|
|||
McDermott Technology (Americas), Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2025
|
7.10
|
%
|
Oil & gas equipment & services
|
4,187
|
|
|
4,119
|
|
|
2,676
|
|
|
|||
Mindbody, Inc.
|
First Lien Term Loan, LIBOR+7.00% cash due 2/14/2025
|
9.06
|
%
|
Internet services & infrastructure
|
4,524
|
|
|
4,443
|
|
|
4,438
|
|
(4)
|
|||
|
First Lien Revolver, LIBOR+7.00% cash due 2/15/2025
|
|
Internet services & infrastructure
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
(4)(5)
|
||||
Total Mindbody, Inc.
|
|
|
|
|
|
4,434
|
|
|
4,429
|
|
|
|||||
Navicure, Inc.
|
First Lien Term Loan, LIBOR+3.75% cash due 9/18/2026
|
6.13
|
%
|
Healthcare technology
|
6,000
|
|
|
5,970
|
|
|
6,008
|
|
|
|||
New IPT, Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021
|
7.10
|
%
|
Oil & gas equipment & services
|
1,422
|
|
|
1,422
|
|
|
1,422
|
|
(4)
|
|||
|
21.876 Class A Common Units in New IPT Holdings, LLC
|
|
Oil & gas equipment & services
|
|
|
—
|
|
|
1,268
|
|
(4)
|
|||||
Total New IPT, Inc.
|
|
|
|
|
|
1,422
|
|
|
2,690
|
|
|
|||||
Northern Star Industries Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025
|
6.56
|
%
|
Electrical components & equipment
|
6,895
|
|
|
6,868
|
|
|
6,792
|
|
|
|||
Novetta Solutions, LLC
|
First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022
|
7.05
|
%
|
Application software
|
5,993
|
|
|
5,961
|
|
|
5,882
|
|
|
|||
OCI Beaumont LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025
|
6.10
|
%
|
Commodity chemicals
|
7,880
|
|
|
7,872
|
|
|
7,890
|
|
|
|||
OEConnection LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 9/24/2026
|
6.13
|
%
|
Application software
|
7,312
|
|
|
7,275
|
|
|
7,298
|
|
|
|||
|
First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/24/2026
|
|
Application software
|
—
|
|
|
(3
|
)
|
|
(1
|
)
|
(5)
|
||||
Total OEConnection LLC
|
|
|
|
|
|
7,272
|
|
|
7,297
|
|
|
|||||
Red Ventures, LLC
|
First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024
|
5.04
|
%
|
Interactive media & services
|
3,990
|
|
|
3,971
|
|
|
4,011
|
|
|
|||
Salient CRGT, Inc.
|
First Lien Term Loan, LIBOR+6.00% cash due 2/28/2022
|
8.05
|
%
|
Aerospace & defense
|
2,205
|
|
|
2,183
|
|
|
2,094
|
|
(4)
|
|||
Scientific Games International, Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 8/14/2024
|
4.79
|
%
|
Casinos & gaming
|
6,516
|
|
|
6,491
|
|
|
6,470
|
|
|
|||
SHO Holding I Corporation
|
First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022
|
7.26
|
%
|
Footwear
|
8,420
|
|
|
8,403
|
|
|
7,999
|
|
|
|||
Signify Health, LLC
|
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024
|
6.60
|
%
|
Healthcare services
|
9,850
|
|
|
9,775
|
|
|
9,838
|
|
|
|||
Sirva Worldwide, Inc.
|
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025
|
7.54
|
%
|
Diversified support services
|
4,906
|
|
|
4,833
|
|
|
4,759
|
|
|
|||
Sunshine Luxembourg VII SARL
|
First Lien Term Loan, LIBOR+4.25% cash due 9/25/2026
|
6.59
|
%
|
Personal products
|
8,000
|
|
|
7,960
|
|
|
8,048
|
|
|
|||
Thruline Marketing, Inc.
|
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022
|
9.10
|
%
|
Advertising
|
1,854
|
|
|
1,851
|
|
|
1,854
|
|
(4)
|
|||
|
927 Class A Units in FS AVI Holdco, LLC
|
|
Advertising
|
|
|
1,088
|
|
|
658
|
|
(4)
|
|||||
Total Thruline Marketing, Inc.
|
|
|
|
|
|
2,939
|
|
|
2,512
|
|
|
|||||
Triple Royalty Sub LLC
|
Fixed Rate Bond 144A 9.0% Toggle PIK cash due 4/15/2033
|
|
Pharmaceuticals
|
5,000
|
|
|
5,000
|
|
|
5,175
|
|
|
||||
Uber Technologies, Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025
|
6.03
|
%
|
Application software
|
9,875
|
|
|
9,836
|
|
|
9,836
|
|
(4)
|
|||
UFC Holdings, LLC
|
First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026
|
5.30
|
%
|
Movies & entertainment
|
4,489
|
|
|
4,489
|
|
|
4,506
|
|
|
|||
Uniti Group LP
|
First Lien Term Loan, LIBOR+5.00% cash due 10/24/2022
|
7.04
|
%
|
Specialized REITs
|
6,401
|
|
|
6,221
|
|
|
6,256
|
|
(4)
|
|||
Valeant Pharmaceuticals International Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 11/27/2025
|
4.79
|
%
|
Pharmaceuticals
|
1,772
|
|
|
1,764
|
|
|
1,778
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Veritas US Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023
|
6.60
|
%
|
Application software
|
$
|
6,894
|
|
|
$
|
6,856
|
|
|
$
|
6,534
|
|
(4)
|
Verra Mobility, Corp.
|
First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025
|
5.79
|
%
|
Data processing & outsourced services
|
10,835
|
|
|
10,849
|
|
|
10,894
|
|
|
|||
WP CPP Holdings, LLC
|
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026
|
10.01
|
%
|
Aerospace & defense
|
6,000
|
|
|
5,949
|
|
|
5,974
|
|
(4)
|
|||
|
|
|
|
$
|
340,960
|
|
|
$
|
347,985
|
|
|
$
|
345,032
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Accudyne Industries, LLC
|
First Lien Term Loan, LIBOR+3.00% cash due 8/18/2024
|
5.24
|
%
|
Industrial machinery
|
$
|
9,088
|
|
|
$
|
9,088
|
|
|
$
|
9,134
|
|
|
AdVenture Interactive, Corp.
|
927 Common Stock Shares
|
|
Advertising
|
|
|
1,390
|
|
|
670
|
|
(4)
|
|||||
AI Ladder (Luxembourg) Subco S.a.r.l
|
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025
|
7.02
|
%
|
Electrical components & equipment
|
11,300
|
|
|
10,970
|
|
|
11,367
|
|
(4)
|
|||
Air Newco LP
|
First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024
|
6.88
|
%
|
IT consulting & other services
|
10,000
|
|
|
9,975
|
|
|
10,100
|
|
|
|||
AL Midcoast Holdings LLC
|
First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025
|
7.84
|
%
|
Oil & gas storage & transportation
|
10,000
|
|
|
9,900
|
|
|
10,041
|
|
|
|||
Allied Universal Holdco LLC
|
First Lien Term Loan, LIBOR+3.75% cash due 7/28/2022
|
6.14
|
%
|
Security & alarm services
|
6,912
|
|
|
6,956
|
|
|
6,821
|
|
(4)
|
|||
Altice France S.A.
|
First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026
|
6.16
|
%
|
Integrated telecommunication services
|
7,500
|
|
|
7,313
|
|
|
7,457
|
|
|
|||
Alvogen Pharma US, Inc.
|
First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022
|
6.99
|
%
|
Pharmaceuticals
|
9,822
|
|
|
9,822
|
|
|
9,918
|
|
|
|||
Asset International, Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 12/30/2024
|
6.89
|
%
|
Research & consulting services
|
6,948
|
|
|
6,824
|
|
|
6,917
|
|
|
|||
Blackhawk Network Holdings, Inc.
|
First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025
|
5.39
|
%
|
Data processing & outsourced services
|
9,975
|
|
|
9,951
|
|
|
10,049
|
|
|
|||
Brazos Delaware II, LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025
|
6.17
|
%
|
Oil & gas equipment & services
|
7,481
|
|
|
7,446
|
|
|
7,458
|
|
|
|||
Chloe Ox Parent LLC
|
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024
|
6.89
|
%
|
Healthcare services
|
9,950
|
|
|
9,860
|
|
|
9,987
|
|
|
|||
Clearent Newco, LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 3/20/2024
|
6.24
|
%
|
Application software
|
6,894
|
|
|
6,800
|
|
|
6,796
|
|
|
|||
|
Delayed Draw Term Loan, LIBOR+4.00% cash due 3/20/2024
|
6.19
|
%
|
Application software
|
337
|
|
|
310
|
|
|
309
|
|
|
|||
|
First Lien Revolver, PRIME+3.00% cash due 3/20/2023
|
8.00
|
%
|
Application software
|
852
|
|
|
837
|
|
|
836
|
|
|
|||
Total Clearent Newco, LLC
|
|
|
|
8,083
|
|
|
7,947
|
|
|
7,941
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
EOS Fitness Opco Holdings, LLC
|
First Lien Term Loan, LIBOR+8.25% cash due 12/30/2019
|
10.36
|
%
|
Leisure facilities
|
$
|
17,512
|
|
|
$
|
17,399
|
|
|
$
|
17,512
|
|
(4)
|
Eton
|
Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026
|
9.74
|
%
|
Research & consulting services
|
6,000
|
|
|
5,971
|
|
|
6,030
|
|
(4)
|
|||
Everi Payments Inc.
|
First Lien Term Loan, LIBOR+3.00% cash due 5/9/2024
|
5.24
|
%
|
Casinos & gaming
|
4,938
|
|
|
4,914
|
|
|
4,973
|
|
|
|||
Falmouth Group Holdings Corp.
|
First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021
|
8.99
|
%
|
Specialty chemicals
|
4,330
|
|
|
4,300
|
|
|
4,330
|
|
|
|||
Garretson Resolution Group, Inc.
|
First Lien Term Loan, LIBOR+6.50% cash due 5/22/2021
|
|
Diversified support services
|
5,797
|
|
|
5,772
|
|
|
1,159
|
|
(5)
|
||||
Gigamon Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 12/27/2024
|
6.89
|
%
|
Systems software
|
7,940
|
|
|
7,869
|
|
|
8,000
|
|
|
|||
IBC Capital Ltd.
|
First Lien Term Loan, LIBOR+3.75% cash due 9/11/2023
|
6.09
|
%
|
Metal & glass containers
|
8,955
|
|
|
8,933
|
|
|
9,028
|
|
|
|||
InMotion Entertainment Group, LLC
|
First Lien Term Loan, LIBOR+7.25% cash due 10/1/2021
|
9.65
|
%
|
Consumer electronics
|
8,375
|
|
|
8,389
|
|
|
8,375
|
|
(4)
|
|||
|
First Lien Term Loan, LIBOR+7.25% cash due 10/1/2021
|
9.65
|
%
|
Consumer electronics
|
8,375
|
|
|
8,306
|
|
|
8,375
|
|
|
|||
Total InMotion Entertainment Group, LLC
|
|
|
|
16,750
|
|
|
16,695
|
|
|
16,750
|
|
|
||||
Keypath Education, Inc.
|
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022
|
9.39
|
%
|
Advertising
|
1,855
|
|
|
1,853
|
|
|
1,854
|
|
(4)
|
|||
|
927 shares Common Stock
|
|
Advertising
|
|
|
1,088
|
|
|
816
|
|
(4)
|
|||||
Total Keypath Education, Inc.
|
|
|
|
1,855
|
|
|
2,941
|
|
|
2,670
|
|
|
||||
KIK Custom Products Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023
|
6.24
|
%
|
Household products
|
8,000
|
|
|
7,965
|
|
|
7,975
|
|
|
|||
McDermott Technology (Americas) Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025
|
7.24
|
%
|
Oil & gas equipment & services
|
9,950
|
|
|
9,760
|
|
|
10,097
|
|
(4)
|
|||
Morphe LLC
|
First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023
|
8.40
|
%
|
Personal products
|
4,388
|
|
|
4,348
|
|
|
4,388
|
|
(4)
|
|||
New IPT, Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021
|
7.39
|
%
|
Oil & gas equipment & services
|
1,794
|
|
|
1,794
|
|
|
1,794
|
|
(4)
|
|||
|
Second Lien Term Loan, LIBOR+5.10% cash due 9/17/2021
|
7.49
|
%
|
Oil & gas equipment & services
|
634
|
|
|
634
|
|
|
634
|
|
(4)
|
|||
|
21.876 Class A Common Units
|
|
Oil & gas equipment & services
|
—
|
|
|
—
|
|
|
1,001
|
|
(4)
|
||||
Total New IPT, Inc.
|
|
|
|
2,428
|
|
|
2,428
|
|
|
3,429
|
|
|
||||
Northern Star Industries Inc.
|
First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025
|
7.08
|
%
|
Electrical components & equipment
|
6,965
|
|
|
6,933
|
|
|
6,974
|
|
|
|||
Novetta Solutions, LLC
|
First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022
|
7.25
|
%
|
Application software
|
6,055
|
|
|
6,012
|
|
|
5,881
|
|
|
|||
OCI Beaumont LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025
|
6.39
|
%
|
Commodity chemicals
|
7,960
|
|
|
7,951
|
|
|
8,089
|
|
|
|||
Refac Optical Group
|
First Lien Term Loan, LIBOR+8.00% cash due 1/9/2019
|
10.26
|
%
|
Specialty stores
|
2,573
|
|
|
2,476
|
|
|
2,573
|
|
(4)(5)
|
|||
Salient CRGT, Inc.
|
First Lien Term Loan, LIBOR+5.75% cash due 2/28/2022
|
7.99
|
%
|
Aerospace & defense
|
2,267
|
|
|
2,235
|
|
|
2,301
|
|
(4)
|
|||
Scientific Games International, Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 8/14/2024
|
5.03
|
%
|
Casinos & gaming
|
6,582
|
|
|
6,552
|
|
|
6,579
|
|
|
|||
SHO Holding I Corporation
|
First Lien Term Loan, LIBOR+5.00% cash due 11/18/2022
|
7.34
|
%
|
Footwear
|
8,507
|
|
|
8,484
|
|
|
8,082
|
|
|
|||
Sirva Worldwide, Inc.
|
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025
|
7.75
|
%
|
Diversified support services
|
5,000
|
|
|
4,925
|
|
|
5,019
|
|
|
|||
TravelCLICK, Inc.
|
Second Lien Term Loan, LIBOR+7.75% cash due 11/6/2021
|
9.99
|
%
|
Data Processing & outsourced services
|
2,871
|
|
|
2,871
|
|
|
2,871
|
|
(4)
|
|||
TV Borrower US, LLC
|
First Lien Term Loan, LIBOR+4.75% cash due 2/22/2024
|
7.14
|
%
|
Integrated telecommunication services
|
2,019
|
|
|
2,011
|
|
|
2,026
|
|
|
|||
Uber Technologies Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025
|
6.12
|
%
|
Application software
|
9,975
|
|
|
9,928
|
|
|
10,055
|
|
|
|||
Uniti Group LP
|
First Lien Term Loan, LIBOR+3.00% cash due 10/24/2022
|
5.24
|
%
|
Specialized REITs
|
6,467
|
|
|
6,225
|
|
|
6,198
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Veritas US Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023
|
6.78
|
%
|
Application software
|
$
|
6,965
|
|
|
$
|
6,915
|
|
|
$
|
6,801
|
|
|
Verra Mobility, Corp.
|
First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025
|
5.99
|
%
|
Data processing & outsourced services
|
10,945
|
|
|
10,961
|
|
|
11,013
|
|
(4)
|
|||
WP CPP Holdings, LLC
|
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026
|
10.15
|
%
|
Aerospace & defense
|
6,000
|
|
|
5,942
|
|
|
6,013
|
|
|
|||
|
|
|
|
$
|
297,053
|
|
|
$
|
297,158
|
|
|
$
|
294,676
|
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Selected Balance Sheet Information:
|
|
|
|
|
||||
Investments at fair value (cost September 30, 2019: $347,985; cost September 30, 2018: $297,158)
|
|
$
|
345,032
|
|
|
$
|
294,676
|
|
Receivables from secured financing arrangements at fair value (cost September 30, 2019: $0; cost September 30, 2018: $9,801)
|
|
—
|
|
|
7,069
|
|
||
Cash and cash equivalents
|
|
3,674
|
|
|
3,226
|
|
||
Restricted cash
|
|
5,242
|
|
|
4,808
|
|
||
Other assets
|
|
6,912
|
|
|
4,418
|
|
||
Total assets
|
|
$
|
360,860
|
|
|
$
|
314,197
|
|
|
|
|
|
|
||||
Senior credit facility payable
|
|
$
|
170,210
|
|
|
$
|
153,010
|
|
Debt securities payable at fair value (proceeds September 30, 2019: $110,000; proceeds September 30, 2018: $147,808)
|
|
110,000
|
|
|
147,808
|
|
||
Other liabilities
|
|
46,303
|
|
|
13,331
|
|
||
Total liabilities
|
|
326,513
|
|
|
314,149
|
|
||
Members' equity
|
|
34,347
|
|
|
48
|
|
||
Total liabilities and members' equity
|
|
$
|
360,860
|
|
|
$
|
314,197
|
|
|
|
Year ended September 30, 2019
|
|
Year ended September 30, 2018
|
||||
Selected Statements of Operations Information:
|
|
|
|
|
||||
Interest income
|
|
$
|
22,727
|
|
|
$
|
20,574
|
|
Other income
|
|
153
|
|
|
65
|
|
||
Total investment income
|
|
22,880
|
|
|
20,639
|
|
||
Interest expense
|
|
19,858
|
|
|
20,713
|
|
||
Other expenses
|
|
358
|
|
|
473
|
|
||
Total expenses (1)
|
|
20,216
|
|
|
21,186
|
|
||
Net unrealized appreciation (depreciation)
|
|
2,257
|
|
|
12,386
|
|
||
Net realized gains (losses)
|
|
(8,507
|
)
|
|
(16,311
|
)
|
||
Net income (loss)
|
|
$
|
(3,586
|
)
|
|
$
|
(4,472
|
)
|
Date Declared
|
|
Record Date
|
|
Payment Date
|
|
Amount
per Share
|
|
Cash
Distribution
|
|
DRIP Shares
Issued (1) |
|
DRIP Shares
Value
|
|||
August 3, 2016
|
|
October 14, 2016
|
|
October 31, 2016
|
|
$
|
0.06
|
|
|
$ 8.2 million
|
|
81,391
|
|
|
$ 0.4 million
|
August 3, 2016
|
|
November 15, 2016
|
|
November 30, 2016
|
|
0.06
|
|
|
8.2 million
|
|
80,962
|
|
|
0.4 million
|
|
October 18, 2016
|
|
December 15, 2016
|
|
December 30, 2016
|
|
0.06
|
|
|
7.7 million
|
|
70,316
|
|
|
0.4 million
|
|
October 18, 2016
|
|
January 13, 2017
|
|
January 31, 2017
|
|
0.06
|
|
|
8.0 million
|
|
73,940
|
|
|
0.4 million
|
|
October 18, 2016
|
|
February 15, 2017
|
|
February 28, 2017
|
|
0.06
|
|
|
8.0 million
|
|
86,120
|
|
|
0.4 million
|
|
February 6, 2017
|
|
March 15, 2017
|
|
March 31, 2017
|
|
0.02
|
|
|
2.7 million
|
|
27,891
|
|
|
0.1 million
|
|
February 6, 2017
|
|
June 15, 2017
|
|
June 30, 2017
|
|
0.02
|
|
|
2.7 million
|
|
20,502
|
|
|
0.1 million
|
|
February 6, 2017
|
|
September 15, 2017
|
|
September 29, 2017
|
|
0.125
|
|
|
17.0 million
|
|
118,992
|
|
|
0.7 million
|
|
August 7, 2017
|
|
December 15, 2017
|
|
December 29, 2017
|
|
0.125
|
|
|
17.3 million
|
|
58,456
|
|
|
0.3 million
|
|
February 5, 2018
|
|
March 15, 2018
|
|
March 30, 2018
|
|
0.085
|
|
|
11.5 million
|
|
122,884
|
|
|
0.5 million
|
|
May 3, 2018
|
|
June 15, 2018
|
|
June 29, 2018
|
|
0.095
|
|
|
13.0 million
|
|
87,283
|
|
|
0.4 million
|
|
August 1, 2018
|
|
September 15, 2018
|
|
September 28, 2018
|
|
0.095
|
|
|
13.2 million
|
|
34,575
|
|
|
0.2 million
|
|
November 19, 2018
|
|
December 17, 2018
|
|
December 28, 2018
|
|
0.095
|
|
|
13.0 million
|
|
87,429
|
|
|
0.4 million
|
|
February 1, 2019
|
|
March 15, 2019
|
|
March 29, 2019
|
|
0.095
|
|
|
13.1 million
|
|
59,603
|
|
|
0.3 million
|
|
May 3, 2019
|
|
June 14, 2019
|
|
June 28, 2019
|
|
0.095
|
|
|
13.1 million
|
|
61,093
|
|
|
0.3 million
|
|
August 2, 2019
|
|
September 13, 2019
|
|
September 30, 2019
|
|
0.095
|
|
|
13.1 million
|
|
61,205
|
|
|
0.3 million
|
(1)
|
Shares were purchased on the open market and distributed.
|
Financial Covenant
|
|
Description
|
|
Target Value
|
|
June 30, 2019 Reported Value (1)
|
Minimum shareholders' equity
|
|
Net assets shall not be less than the greater of (a) 40% of total assets and (b) $700 million plus 50% of the aggregate net proceeds of all sales of equity interests after November 30, 2017
|
|
$700 million
|
|
$930 million
|
Asset coverage ratio
|
|
Asset coverage ratio shall not be less than the greater of 1.65:1 and the statutory test applicable to us
|
|
1.65:1
|
|
2.71:1
|
Interest coverage ratio
|
|
Interest coverage ratio shall not be less than 2.00:1
|
|
2.00:1
|
|
3.00:1
|
Minimum net worth
|
|
Net worth shall not be less than $600 million
|
|
$600 million
|
|
$922 million
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Assembled Brands Capital LLC
|
|
$
|
35,182
|
|
|
$
|
—
|
|
PaySimple, Inc.
|
|
12,250
|
|
|
—
|
|
||
P2 Upstream Acquisition Co.
|
|
9,000
|
|
|
10,000
|
|
||
Sorrento Therapeutics, Inc.
|
|
7,500
|
|
|
—
|
|
||
TerSera Therapeutics, LLC
|
|
4,200
|
|
|
3,281
|
|
||
Pingora MSR Opportunity Fund I-A, LP
|
|
3,500
|
|
|
4,656
|
|
||
Mindbody, Inc.
|
|
3,048
|
|
|
—
|
|
||
Thruline Marketing, Inc.
|
|
3,000
|
|
|
3,000
|
|
||
New IPT, Inc.
|
|
2,229
|
|
|
2,229
|
|
||
4 Over International, LLC
|
|
1,977
|
|
|
2,232
|
|
||
Apptio, Inc.
|
|
1,538
|
|
|
—
|
|
||
Senior Loan Fund JV I, LLC
|
|
1,328
|
|
|
1,328
|
|
||
GKD Index Partners, LLC
|
|
1,156
|
|
|
289
|
|
||
iCIMs, Inc.
|
|
882
|
|
|
882
|
|
||
Ministry Brands, LLC
|
|
800
|
|
|
700
|
|
||
PLATO Learning Inc. (1)
|
|
746
|
|
|
2,671
|
|
||
Datto Inc.
|
|
—
|
|
|
2,356
|
|
||
Thing5, LLC
|
|
—
|
|
|
1,298
|
|
||
Dominion Diagnostics, LLC
|
|
—
|
|
|
4,180
|
|
||
EOS Fitness Opco Holdings, LLC
|
|
—
|
|
|
5,000
|
|
||
InMotion Entertainment Group, LLC
|
|
—
|
|
|
7,534
|
|
||
Access CIG LLC
|
|
—
|
|
|
765
|
|
||
Cenegenics, LLC (1)
|
|
—
|
|
|
297
|
|
||
Total
|
|
$
|
88,336
|
|
|
$
|
52,698
|
|
|
|
Debt Outstanding
as of September 30, 2018 |
|
Debt Outstanding
as of September 30, 2019
|
|
Weighted average debt
outstanding for the
year ended
September 30, 2019
|
|
Maximum debt
outstanding
for the year ended
September 30, 2019
|
||||||||
Credit Facility
|
|
$
|
241,000
|
|
|
$
|
314,825
|
|
|
$
|
306,210
|
|
|
$
|
439,825
|
|
2019 Notes
|
|
228,825
|
|
|
—
|
|
|
94,665
|
|
|
228,825
|
|
||||
2024 Notes
|
|
75,000
|
|
|
75,000
|
|
|
75,000
|
|
|
75,000
|
|
||||
2028 Notes
|
|
86,250
|
|
|
86,250
|
|
|
86,250
|
|
|
86,250
|
|
||||
Secured borrowings
|
|
12,314
|
|
|
—
|
|
|
11,766
|
|
|
12,314
|
|
||||
Total debt
|
|
$
|
643,389
|
|
|
$
|
476,075
|
|
|
$
|
573,891
|
|
|
|
|
|
Payments due by period as of September 30, 2019
|
||||||||||||||||||
Contractual Obligations
|
|
Total
|
|
Less than 1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than 5 years
|
||||||||||
Credit Facility
|
|
$
|
314,825
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
314,825
|
|
|
$
|
—
|
|
Interest due on Credit Facility
|
|
57,540
|
|
|
13,061
|
|
|
26,122
|
|
|
18,357
|
|
|
—
|
|
|||||
2024 Notes
|
|
75,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,000
|
|
|||||
Interest due on 2024 Notes
|
|
22,418
|
|
|
4,406
|
|
|
8,813
|
|
|
8,813
|
|
|
386
|
|
|||||
2028 Notes
|
|
86,250
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
86,250
|
|
|||||
Interest due on 2028 Notes
|
|
45,374
|
|
|
5,283
|
|
|
10,566
|
|
|
10,566
|
|
|
18,959
|
|
|||||
Total
|
|
$
|
601,407
|
|
|
$
|
22,750
|
|
|
$
|
45,501
|
|
|
$
|
352,561
|
|
|
$
|
180,595
|
|
Year Ended
|
|
Qualified Net Interest Income
|
Qualified Short-Term Capital Gains
|
||
September 30, 2019
|
|
89.6
|
%
|
—
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
($ in thousands)
|
|
Fair Value
|
|
% of Floating
Rate Portfolio
|
|
Fair Value
|
|
% of Floating
Rate Portfolio
|
||||||
Under 1%
|
|
$
|
489,464
|
|
|
41.64
|
%
|
|
$
|
282,999
|
|
|
23.99
|
%
|
1% to 2%
|
|
685,995
|
|
|
58.36
|
|
|
896,574
|
|
|
76.01
|
|
||
Total
|
|
$
|
1,175,459
|
|
|
100.00
|
%
|
|
$
|
1,179,573
|
|
|
100.00
|
%
|
Basis point decrease
|
|
Interest Income
|
|
Interest Expense
|
|
Net increase (decrease)
|
||||||
100
|
|
$
|
(11,832
|
)
|
|
$
|
3,148
|
|
|
$
|
(8,684
|
)
|
200 (1)
|
|
(16,903
|
)
|
|
6,297
|
|
|
(10,606
|
)
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||
($ in thousands)
|
|
Interest Bearing
Cash and
Investments
|
|
Borrowings
|
|
Interest Bearing
Cash and Investments |
|
Borrowings
|
||||||||
Money market rate
|
|
$
|
9,611
|
|
|
$
|
—
|
|
|
$
|
9,108
|
|
|
$
|
—
|
|
Prime rate
|
|
48,036
|
|
|
14,000
|
|
|
1,011
|
|
|
—
|
|
||||
LIBOR
|
|
|
|
|
|
|
|
|
||||||||
30 day
|
|
686,880
|
|
|
300,825
|
|
|
609,755
|
|
|
241,000
|
|
||||
60 day
|
|
9,000
|
|
|
—
|
|
|
55,949
|
|
|
—
|
|
||||
90 day
|
|
402,603
|
|
|
—
|
|
|
606,856
|
|
|
12,314
|
|
||||
180 day
|
|
20,967
|
|
|
—
|
|
|
15,000
|
|
|
—
|
|
||||
EURIBOR
|
|
|
|
|
|
|
|
|
||||||||
180 day
|
|
19,078
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
UK LIBOR
|
|
|
|
|
|
|
|
|
||||||||
30 day
|
|
22,181
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Fixed rate
|
|
185,809
|
|
|
161,250
|
|
|
296,031
|
|
|
390,075
|
|
||||
Total
|
|
$
|
1,404,165
|
|
|
$
|
476,075
|
|
|
$
|
1,593,710
|
|
|
$
|
643,389
|
|
Item 8.
|
Consolidated Financial Statements.
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
ASSETS
|
||||||||
Investments at fair value:
|
|
|
|
|
||||
Control investments (cost September 30, 2019: $224,255; cost September 30, 2018: $213,470)
|
|
$
|
209,178
|
|
|
$
|
196,874
|
|
Affiliate investments (cost September 30, 2019: $8,449; cost September 30, 2018: $1,080)
|
|
9,170
|
|
|
2,161
|
|
||
Non-control/Non-affiliate investments (cost September 30, 2019: $1,280,310; cost September 30, 2018: $1,392,383)
|
|
1,219,694
|
|
|
1,292,166
|
|
||
Total investments at fair value (cost September 30, 2019: $1,513,014; cost September 30, 2018: $1,606,933)
|
|
1,438,042
|
|
|
1,491,201
|
|
||
Cash and cash equivalents
|
|
15,406
|
|
|
13,380
|
|
||
Restricted cash
|
|
—
|
|
|
109
|
|
||
Interest, dividends and fees receivable
|
|
11,167
|
|
|
10,272
|
|
||
Due from portfolio companies
|
|
2,616
|
|
|
1,357
|
|
||
Receivables from unsettled transactions
|
|
4,586
|
|
|
26,760
|
|
||
Deferred financing costs
|
|
6,396
|
|
|
5,209
|
|
||
Derivative assets at fair value
|
|
490
|
|
|
162
|
|
||
Other assets
|
|
2,335
|
|
|
3,008
|
|
||
Total assets
|
|
$
|
1,481,038
|
|
|
$
|
1,551,458
|
|
LIABILITIES AND NET ASSETS
|
||||||||
Liabilities:
|
|
|
|
|
||||
Accounts payable, accrued expenses and other liabilities
|
|
$
|
1,589
|
|
|
$
|
3,581
|
|
Base management fee and incentive fee payable
|
|
10,167
|
|
|
8,223
|
|
||
Due to affiliate
|
|
2,689
|
|
|
3,274
|
|
||
Interest payable
|
|
2,296
|
|
|
3,365
|
|
||
Payable to syndication partners
|
|
—
|
|
|
109
|
|
||
Payables from unsettled transactions
|
|
59,596
|
|
|
37,236
|
|
||
Deferred tax liability
|
|
704
|
|
|
422
|
|
||
Credit facility payable
|
|
314,825
|
|
|
241,000
|
|
||
Unsecured notes payable (net of $2,708 and $3,483 of unamortized financing costs as of September 30, 2019 and September 30, 2018, respectively)
|
|
158,542
|
|
|
386,485
|
|
||
Secured borrowings at fair value (proceeds September 30, 2019: $0; proceeds September 30, 2018: $12,314)
|
|
—
|
|
|
9,728
|
|
||
Total liabilities
|
|
550,408
|
|
|
693,423
|
|
||
Commitments and contingencies (Note 16)
|
|
|
|
|
||||
Net assets:
|
|
|
|
|
||||
Common stock, $0.01 par value per share, 250,000 shares authorized; 140,961 shares issued and outstanding as of September 30, 2019 and September 30, 2018
|
|
1,409
|
|
|
1,409
|
|
||
Additional paid-in-capital
|
|
1,487,774
|
|
|
1,492,739
|
|
||
Accumulated overdistributed earnings
|
|
(558,553
|
)
|
|
(636,113
|
)
|
||
Total net assets (equivalent to $6.60 and $6.09 per common share as of September 30, 2019 and September 30, 2018, respectively) (Note 12)
|
|
930,630
|
|
|
858,035
|
|
||
Total liabilities and net assets
|
|
$
|
1,481,038
|
|
|
$
|
1,551,458
|
|
|
|
Year ended
September 30, 2019 |
|
Year ended
September 30, 2018 |
|
Year ended
September 30, 2017 |
||||||
Interest income:
|
|
|
|
|
|
|
||||||
Control investments
|
|
$
|
11,886
|
|
|
$
|
12,698
|
|
|
$
|
14,230
|
|
Affiliate investments
|
|
206
|
|
|
2,027
|
|
|
3,939
|
|
|||
Non-control/Non-affiliate investments
|
|
120,888
|
|
|
103,223
|
|
|
133,344
|
|
|||
Interest on cash and cash equivalents
|
|
690
|
|
|
563
|
|
|
810
|
|
|||
Total interest income
|
|
133,670
|
|
|
118,511
|
|
|
152,323
|
|
|||
PIK interest income:
|
|
|
|
|
|
|
||||||
Control investments
|
|
67
|
|
|
3,446
|
|
|
6,631
|
|
|||
Affiliate investments
|
|
—
|
|
|
416
|
|
|
788
|
|
|||
Non-control/Non-affiliate investments
|
|
5,430
|
|
|
1,907
|
|
|
3,674
|
|
|||
Total PIK interest income
|
|
5,497
|
|
|
5,769
|
|
|
11,093
|
|
|||
Fee income:
|
|
|
|
|
|
|
||||||
Control investments
|
|
25
|
|
|
951
|
|
|
1,244
|
|
|||
Affiliate investments
|
|
19
|
|
|
48
|
|
|
753
|
|
|||
Non-control/Non-affiliate investments
|
|
6,666
|
|
|
8,433
|
|
|
8,510
|
|
|||
Total fee income
|
|
6,710
|
|
|
9,432
|
|
|
10,507
|
|
|||
Dividend income:
|
|
|
|
|
|
|
||||||
Control investments
|
|
1,825
|
|
|
5,010
|
|
|
3,954
|
|
|||
Non-control/Non-affiliate investments
|
|
—
|
|
|
—
|
|
|
87
|
|
|||
Total dividend income
|
|
1,825
|
|
|
5,010
|
|
|
4,041
|
|
|||
Total investment income
|
|
147,702
|
|
|
138,722
|
|
|
177,964
|
|
|||
Expenses:
|
|
|
|
|
|
|
||||||
Base management fee
|
|
22,343
|
|
|
22,652
|
|
|
31,369
|
|
|||
Part I incentive fee
|
|
14,873
|
|
|
10,485
|
|
|
10,713
|
|
|||
Part II incentive fee
|
|
10,194
|
|
|
—
|
|
|
—
|
|
|||
Professional fees
|
|
2,906
|
|
|
5,696
|
|
|
5,703
|
|
|||
Directors fees
|
|
570
|
|
|
650
|
|
|
872
|
|
|||
Interest expense
|
|
32,426
|
|
|
35,728
|
|
|
49,935
|
|
|||
Administrator expense
|
|
1,941
|
|
|
1,687
|
|
|
2,217
|
|
|||
General and administrative expenses
|
|
2,530
|
|
|
3,120
|
|
|
5,999
|
|
|||
Loss on legal settlements
|
|
—
|
|
|
—
|
|
|
3
|
|
|||
Total expenses
|
|
87,783
|
|
|
80,018
|
|
|
106,811
|
|
|||
Fees waived
|
|
(7,990
|
)
|
|
(1,342
|
)
|
|
(240
|
)
|
|||
Insurance recoveries
|
|
—
|
|
|
—
|
|
|
(1,259
|
)
|
|||
Net expenses
|
|
79,793
|
|
|
78,676
|
|
|
105,312
|
|
|||
Net investment income
|
|
67,909
|
|
|
60,046
|
|
|
72,652
|
|
|||
Unrealized appreciation (depreciation):
|
|
|
|
|
|
|
||||||
Control investments
|
|
1,519
|
|
|
115,906
|
|
|
(71,329
|
)
|
|||
Affiliate investments
|
|
(360
|
)
|
|
(2,159
|
)
|
|
(1,574
|
)
|
|||
Non-control/Non-affiliate investments
|
|
39,689
|
|
|
(13,657
|
)
|
|
(24,640
|
)
|
|||
Secured borrowings
|
|
(2,719
|
)
|
|
2,353
|
|
|
(296
|
)
|
|||
Foreign currency forward contracts
|
|
328
|
|
|
162
|
|
|
—
|
|
|||
Net unrealized appreciation (depreciation)
|
|
38,457
|
|
|
102,605
|
|
|
(97,839
|
)
|
|||
Realized gains (losses):
|
|
|
|
|
|
|
||||||
Control investments
|
|
—
|
|
|
(122,801
|
)
|
|
(59,722
|
)
|
|||
Affiliate investments
|
|
—
|
|
|
2,048
|
|
|
—
|
|
|||
Non-control/Non-affiliate investments
|
|
15,300
|
|
|
6,042
|
|
|
(112,060
|
)
|
|||
Secured borrowings
|
|
2,625
|
|
|
—
|
|
|
—
|
|
|||
Foreign currency forward contracts
|
|
2,880
|
|
|
(436
|
)
|
|
—
|
|
|||
Net realized gains (losses)
|
|
20,805
|
|
|
(115,147
|
)
|
|
(171,782
|
)
|
|||
Redemption premium on unsecured notes payable
|
|
—
|
|
|
(120
|
)
|
|
—
|
|
|||
Provision for income tax (expense) benefit
|
|
(1,011
|
)
|
|
(622
|
)
|
|
—
|
|
|||
Net realized and unrealized gains (losses), net of taxes
|
|
58,251
|
|
|
(13,284
|
)
|
|
(269,621
|
)
|
|||
Net increase (decrease) in net assets resulting from operations
|
|
$
|
126,160
|
|
|
$
|
46,762
|
|
|
$
|
(196,969
|
)
|
Net investment income per common share — basic and diluted
|
|
$
|
0.48
|
|
|
$
|
0.43
|
|
|
$
|
0.51
|
|
Earnings (loss) per common share — basic and diluted (Note 5)
|
|
$
|
0.89
|
|
|
$
|
0.33
|
|
|
$
|
(1.39
|
)
|
Weighted average common shares outstanding — basic and diluted
|
|
140,961
|
|
|
140,961
|
|
|
141,438
|
|
|
|
Year ended
September 30, 2019 |
|
Year ended
September 30, 2018 |
|
Year ended
September 30, 2017 |
||||||
Operations:
|
|
|
|
|
|
|
||||||
Net investment income
|
|
$
|
67,909
|
|
|
$
|
60,046
|
|
|
$
|
72,652
|
|
Net unrealized appreciation (depreciation)
|
|
38,457
|
|
|
102,605
|
|
|
(97,839
|
)
|
|||
Net realized gains (losses)
|
|
20,805
|
|
|
(115,147
|
)
|
|
(171,782
|
)
|
|||
Redemption premium on unsecured notes payable
|
|
—
|
|
|
(120
|
)
|
|
—
|
|
|||
Provision for income taxes
|
|
(1,011
|
)
|
|
(622
|
)
|
|
—
|
|
|||
Net increase (decrease) in net assets resulting from operations
|
|
126,160
|
|
|
46,762
|
|
|
(196,969
|
)
|
|||
Stockholder transactions:
|
|
|
|
|
|
|
||||||
Contributions from stockholders
|
|
—
|
|
|
—
|
|
|
287
|
|
|||
Distributions to stockholders
|
|
(53,565
|
)
|
|
(38,699
|
)
|
|
(65,449
|
)
|
|||
Tax return of capital
|
|
—
|
|
|
(17,685
|
)
|
|
—
|
|
|||
Net increase (decrease) in net assets from stockholder transactions
|
|
(53,565
|
)
|
|
(56,384
|
)
|
|
(65,162
|
)
|
|||
Capital share transactions:
|
|
|
|
|
|
|
||||||
Issuance of common stock under dividend reinvestment plan
|
|
1,344
|
|
|
1,411
|
|
|
2,924
|
|
|||
Repurchases of common stock under stock repurchase program
|
|
—
|
|
|
—
|
|
|
(12,500
|
)
|
|||
Repurchases of common stock under dividend reinvestment program
|
|
(1,344
|
)
|
|
(1,411
|
)
|
|
(2,924
|
)
|
|||
Net increase (decrease) in net assets from capital share transactions
|
|
—
|
|
|
—
|
|
|
(12,500
|
)
|
|||
Total increase (decrease) in net assets
|
|
72,595
|
|
|
(9,622
|
)
|
|
(274,631
|
)
|
|||
Net assets at beginning of period
|
|
858,035
|
|
|
867,657
|
|
|
1,142,288
|
|
|||
Net assets at end of period
|
|
$
|
930,630
|
|
|
$
|
858,035
|
|
|
$
|
867,657
|
|
Net asset value per common share
|
|
$
|
6.60
|
|
|
$
|
6.09
|
|
|
$
|
6.16
|
|
Common shares outstanding at end of period
|
|
140,961
|
|
|
140,961
|
|
|
140,961
|
|
|
|
Year ended
September 30, 2019 |
|
Year ended
September 30, 2018 |
|
Year ended
September 30, 2017 |
||||||
Operating activities:
|
|
|
|
|
|
|
||||||
Net increase (decrease) in net assets resulting from operations
|
|
$
|
126,160
|
|
|
$
|
46,762
|
|
|
$
|
(196,969
|
)
|
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Net change in unrealized (appreciation) depreciation
|
|
(38,457
|
)
|
|
(102,605
|
)
|
|
97,839
|
|
|||
Net realized (gains) losses
|
|
(20,805
|
)
|
|
115,147
|
|
|
171,782
|
|
|||
Redemption premium on unsecured notes payable
|
|
—
|
|
|
120
|
|
|
—
|
|
|||
PIK interest income
|
|
(5,497
|
)
|
|
(4,380
|
)
|
|
(6,786
|
)
|
|||
Non-cash fee income
|
|
—
|
|
|
—
|
|
|
(186
|
)
|
|||
Accretion of original issue discount on investments
|
|
(17,982
|
)
|
|
(7,331
|
)
|
|
(11,474
|
)
|
|||
Accretion of original issue discount on unsecured notes payable
|
|
107
|
|
|
266
|
|
|
266
|
|
|||
Amortization of deferred financing costs
|
|
2,471
|
|
|
3,443
|
|
|
6,082
|
|
|||
Deferred taxes
|
|
282
|
|
|
422
|
|
|
—
|
|
|||
Purchases of investments
|
|
(477,967
|
)
|
|
(1,059,603
|
)
|
|
(568,270
|
)
|
|||
Proceeds from the sales and repayments of investments
|
|
606,270
|
|
|
1,106,826
|
|
|
941,127
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
(Increase) decrease in interest, dividends and fees receivable
|
|
(895
|
)
|
|
(3,380
|
)
|
|
8,676
|
|
|||
(Increase) decrease in due from portfolio companies
|
|
(1,259
|
)
|
|
4,313
|
|
|
(1,593
|
)
|
|||
(Increase) decrease in receivables from unsettled transactions
|
|
22,174
|
|
|
(26,760
|
)
|
|
5,346
|
|
|||
(Increase) decrease in insurance recoveries receivable
|
|
—
|
|
|
—
|
|
|
19,729
|
|
|||
(Increase) decrease in other assets
|
|
673
|
|
|
(2,494
|
)
|
|
(36
|
)
|
|||
Increase (decrease) in accounts payable, accrued expenses and other liabilities
|
|
(1,992
|
)
|
|
1,164
|
|
|
(116
|
)
|
|||
Increase (decrease) in base management fee and incentive fee payable
|
|
1,944
|
|
|
1,473
|
|
|
(9,208
|
)
|
|||
Increase (decrease) in due to affiliate
|
|
(585
|
)
|
|
1,459
|
|
|
(389
|
)
|
|||
Increase (decrease) in interest payable
|
|
(1,069
|
)
|
|
198
|
|
|
(745
|
)
|
|||
Increase (decrease) in payables from unsettled transactions
|
|
22,360
|
|
|
(21,455
|
)
|
|
52,457
|
|
|||
Increase (decrease) in director fees payable
|
|
—
|
|
|
(184
|
)
|
|
(382
|
)
|
|||
Increase (decrease) in legal settlements payable
|
|
—
|
|
|
—
|
|
|
(19,500
|
)
|
|||
Increase (decrease) in amounts payable to syndication partners
|
|
(109
|
)
|
|
108
|
|
|
(753
|
)
|
|||
Net cash provided by operating activities
|
|
215,824
|
|
|
53,509
|
|
|
486,897
|
|
|||
Financing activities:
|
|
|
|
|
|
|
||||||
Contributions received in cash
|
|
—
|
|
|
—
|
|
|
287
|
|
|||
Distributions paid in cash
|
|
(52,221
|
)
|
|
(54,973
|
)
|
|
(62,525
|
)
|
|||
Repayments of borrowings under SBA debentures
|
|
—
|
|
|
—
|
|
|
(213,300
|
)
|
|||
Borrowings under credit facilities
|
|
298,825
|
|
|
434,000
|
|
|
219,082
|
|
|||
Repayments of borrowings under credit facilities
|
|
(225,000
|
)
|
|
(448,995
|
)
|
|
(479,382
|
)
|
|||
Repayments of unsecured notes
|
|
(228,825
|
)
|
|
—
|
|
|
—
|
|
|||
Repurchase of unsecured notes
|
|
—
|
|
|
(21,188
|
)
|
|
—
|
|
|||
Repayments of secured borrowings
|
|
(2,659
|
)
|
|
(1,191
|
)
|
|
(5,440
|
)
|
|||
Repurchases of common stock under stock repurchase program
|
|
—
|
|
|
—
|
|
|
(12,500
|
)
|
|||
Repurchases of common stock under dividend reinvestment plan
|
|
(1,344
|
)
|
|
(1,411
|
)
|
|
(2,924
|
)
|
|||
Deferred financing costs paid
|
|
(2,883
|
)
|
|
(6,175
|
)
|
|
(644
|
)
|
|||
Net cash used in financing activities
|
|
(214,107
|
)
|
|
(99,933
|
)
|
|
(557,346
|
)
|
|||
Effect of exchange rate changes on foreign currency
|
|
200
|
|
|
—
|
|
|
—
|
|
|||
Net increase (decrease) in cash and cash equivalents and restricted cash
|
|
1,917
|
|
|
(46,424
|
)
|
|
(70,449
|
)
|
|||
Cash and cash equivalents and restricted cash, beginning of period
|
|
13,489
|
|
|
59,913
|
|
|
130,362
|
|
|||
Cash and cash equivalents and restricted cash, end of period
|
|
$
|
15,406
|
|
|
$
|
13,489
|
|
|
$
|
59,913
|
|
Supplemental information:
|
|
|
|
|
|
|
||||||
Cash paid for interest
|
|
$
|
31,025
|
|
|
$
|
31,821
|
|
|
$
|
44,332
|
|
Non-cash operating activities:
|
|
|
|
|
|
|
||||||
Purchases of investments from restructurings
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(165,759
|
)
|
Proceeds from investment restructurings
|
|
—
|
|
|
—
|
|
|
165,759
|
|
|||
Non-cash financing activities:
|
|
|
|
|
|
|
||||||
Issuance of shares of common stock under dividend reinvestment plan
|
|
$
|
1,344
|
|
|
$
|
1,411
|
|
|
$
|
2,924
|
|
Extinguishment of secured borrowings
|
|
(7,163
|
)
|
|
—
|
|
|
—
|
|
Reconciliation to the Consolidated Statements of Assets and Liabilities
|
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2017
|
||||||
Cash and cash equivalents
|
|
$
|
15,406
|
|
|
$
|
13,380
|
|
|
$
|
53,018
|
|
Restricted cash
|
|
—
|
|
|
109
|
|
|
6,895
|
|
|||
Total cash and cash equivalents and restricted cash
|
|
$
|
15,406
|
|
|
$
|
13,489
|
|
|
$
|
59,913
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
Control Investments
|
|
|
|
|
|
|
|
|
(8)(9)
|
|||||||
C5 Technology Holdings, LLC
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
829 Common Units
|
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(20)
|
|||
34,984,460.37 Preferred Units
|
|
|
|
|
34,984
|
|
|
34,984
|
|
|
(20)
|
|||||
|
|
|
|
|
34,984
|
|
|
34,984
|
|
|
|
|||||
First Star Speir Aviation Limited
|
|
Airlines
|
|
|
|
|
|
|
(10)
|
|||||||
First Lien Term Loan, 9.00% cash due 12/15/2020
|
|
|
$
|
11,510
|
|
|
2,140
|
|
|
11,510
|
|
|
(11)(20)
|
|||
100% equity interest
|
|
|
|
|
8,500
|
|
|
4,630
|
|
|
(11)(12)(20)
|
|||||
|
|
|
|
|
10,640
|
|
|
16,140
|
|
|
|
|||||
New IPT, Inc.
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021
|
7.10
|
%
|
|
3,256
|
|
|
3,256
|
|
|
3,256
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021
|
7.10
|
%
|
|
1,009
|
|
|
1,009
|
|
|
1,009
|
|
|
(6)(19)(20)
|
|||
50.087 Class A Common Units in New IPT Holdings, LLC
|
|
|
|
|
—
|
|
|
2,903
|
|
|
(20)
|
|||||
|
|
|
|
|
4,265
|
|
|
7,168
|
|
|
|
|||||
Senior Loan Fund JV I, LLC
|
|
Multi-sector holdings
|
|
|
|
|
|
|
(14)(15)
|
|||||||
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028
|
9.39
|
%
|
|
96,250
|
|
|
96,250
|
|
|
96,250
|
|
|
(6)(11)(20)
|
|||
87.5% LLC equity interest
|
|
|
|
|
49,322
|
|
|
30,052
|
|
|
(11)(16)(19)
|
|||||
|
|
|
|
|
145,572
|
|
|
126,302
|
|
|
|
|||||
Thruline Marketing, Inc.
|
|
Advertising
|
|
|
|
|
|
|
(25)
|
|||||||
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022
|
9.10
|
%
|
|
18,146
|
|
|
18,146
|
|
|
18,146
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+7.75% cash due 4/3/2022
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6)(19)(20)
|
||||
9,073 Class A Units in FS AVI Holdco, LLC
|
|
|
|
|
10,648
|
|
|
6,438
|
|
|
(20)
|
|||||
|
|
|
|
|
28,794
|
|
|
24,584
|
|
|
|
|||||
Total Control Investments (22.5% of net assets)
|
|
|
|
|
$
|
224,255
|
|
|
$
|
209,178
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
(17)
|
|||||||
Assembled Brands Capital LLC
|
|
Specialized finance
|
|
|
|
|
|
|
|
|||||||
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 10/17/2023
|
8.10
|
%
|
|
$
|
5,585
|
|
|
$
|
5,585
|
|
|
$
|
5,585
|
|
|
(6)(19)(20)
|
1,609,201 Class A Units
|
|
|
|
|
765
|
|
|
782
|
|
|
(20)
|
|||||
1,019,168.80 Preferred Units, 6%
|
|
|
|
|
1,019
|
|
|
1,019
|
|
|
(20)
|
|||||
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029
|
|
|
|
|
—
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
7,369
|
|
|
7,386
|
|
|
|
|||||
Caregiver Services, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
1,080,399 shares of Series A Preferred Stock, 10%
|
|
|
|
|
1,080
|
|
|
1,784
|
|
|
(20)
|
|||||
|
|
|
|
|
1,080
|
|
|
1,784
|
|
|
|
|||||
Total Affiliate Investments (1.0% of net assets)
|
|
|
|
|
$
|
8,449
|
|
|
$
|
9,170
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Non-Control/Non-Affiliate Investments
|
|
|
|
|
|
|
|
|
(18)
|
|||||||
4 Over International, LLC
|
|
Commercial printing
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.00% cash due 6/7/2022
|
8.04
|
%
|
|
$
|
5,799
|
|
|
$
|
5,764
|
|
|
$
|
5,688
|
|
|
(6)(20)
|
First Lien Revolver, PRIME+5.00% cash due 6/7/2021
|
10.00
|
%
|
|
255
|
|
|
238
|
|
|
212
|
|
|
(6)(19)(20)
|
|||
|
|
|
|
|
6,002
|
|
|
5,900
|
|
|
|
|||||
99 Cents Only Stores LLC
|
|
General merchandise stores
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash 1.50% PIK due 1/13/2022
|
7.10
|
%
|
|
19,326
|
|
|
18,946
|
|
|
16,934
|
|
|
(6)
|
|||
|
|
|
|
|
18,946
|
|
|
16,934
|
|
|
|
|||||
Access CIG, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026
|
10.07
|
%
|
|
15,000
|
|
|
14,892
|
|
|
15,000
|
|
|
(6)(20)
|
|||
|
|
|
|
|
14,892
|
|
|
15,000
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
Aden & Anais Merger Sub, Inc.
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
|
|||||||
51,645 Common Units in Aden & Anais Holdings, Inc.
|
|
|
|
|
$
|
5,165
|
|
|
$
|
—
|
|
|
(20)
|
|||
|
|
|
|
|
5,165
|
|
|
—
|
|
|
|
|||||
AdVenture Interactive, Corp.
|
|
Advertising
|
|
|
|
|
|
|
|
|||||||
9,073 shares of common stock
|
|
|
|
|
13,611
|
|
|
12,677
|
|
|
(20)
|
|||||
|
|
|
|
|
13,611
|
|
|
12,677
|
|
|
|
|||||
AI Ladder (Luxembourg) Subco S.a.r.l.
|
|
Electrical components & equipment
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025
|
6.60
|
%
|
|
$
|
21,752
|
|
|
21,210
|
|
|
20,032
|
|
|
(6)(11)
|
||
|
|
|
|
|
21,210
|
|
|
20,032
|
|
|
|
|||||
AI Sirona (Luxembourg) Acquisition S.a.r.l.
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, EURIBOR+7.25% cash due 7/10/2026
|
7.25
|
%
|
|
€
|
17,500
|
|
|
20,035
|
|
|
18,673
|
|
|
(6)(11)
|
||
|
|
|
|
|
20,035
|
|
|
18,673
|
|
|
|
|||||
Air Medical Group Holdings, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.25% cash due 3/14/2025
|
6.29
|
%
|
|
$
|
6,321
|
|
|
6,192
|
|
|
5,936
|
|
|
(6)
|
||
|
|
|
|
|
6,192
|
|
|
5,936
|
|
|
|
|||||
AirStrip Technologies, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
22,858.71 Series C-1 Preferred Stock Warrants (exercise price $34.99757) expiration date 5/11/2025
|
|
|
|
|
90
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
90
|
|
|
—
|
|
|
|
|||||
Airxcel, Inc.
|
|
Household appliances
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 4/28/2025
|
6.54
|
%
|
|
7,900
|
|
|
7,837
|
|
|
7,614
|
|
|
(6)
|
|||
|
|
|
|
|
7,837
|
|
|
7,614
|
|
|
|
|||||
Aldevron, L.L.C.
|
|
Biotechnology
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.25% cash due 9/20/2026
|
6.36
|
%
|
|
8,000
|
|
|
7,920
|
|
|
8,040
|
|
|
(6)
|
|||
|
|
|
|
|
7,920
|
|
|
8,040
|
|
|
|
|||||
Algeco Scotsman Global Finance Plc
|
|
Construction & engineering
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond, 8.00% cash due 2/15/2023
|
|
|
23,915
|
|
|
23,443
|
|
|
23,982
|
|
|
(11)
|
||||
|
|
|
|
|
23,443
|
|
|
23,982
|
|
|
|
|||||
Allen Media, LLC
|
|
Movies & entertainment
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.50% cash due 8/30/2023
|
8.60
|
%
|
|
19,238
|
|
|
18,858
|
|
|
18,613
|
|
|
(6)(20)
|
|||
|
|
|
|
|
18,858
|
|
|
18,613
|
|
|
|
|||||
Altice France S.A.
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond, 8.13% cash due 1/15/2024
|
|
|
3,000
|
|
|
3,045
|
|
|
3,113
|
|
|
(11)
|
||||
Fixed Rate Bond, 7.63% cash due 2/15/2025
|
|
|
2,000
|
|
|
2,012
|
|
|
2,083
|
|
|
(11)
|
||||
|
|
|
|
|
5,057
|
|
|
5,196
|
|
|
|
|||||
Alvotech Holdings S.A.
|
|
Biotechnology
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 15% PIK Note A due 12/13/2023
|
|
|
14,800
|
|
|
16,304
|
|
|
18,089
|
|
|
(11)(20)(24)
|
||||
Fixed Rate Bond 15% PIK Note B due 12/13/2023
|
|
|
14,800
|
|
|
16,304
|
|
|
16,609
|
|
|
(11)(20)(24)
|
||||
|
|
|
|
|
32,608
|
|
|
34,698
|
|
|
|
|||||
Ancile Solutions, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.00% cash due 6/30/2021
|
9.10
|
%
|
|
8,677
|
|
|
8,591
|
|
|
8,504
|
|
|
(6)(20)
|
|||
|
|
|
|
|
8,591
|
|
|
8,504
|
|
|
|
|||||
Apptio, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025
|
9.56
|
%
|
|
23,764
|
|
|
23,340
|
|
|
23,325
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025
|
|
|
—
|
|
|
(27
|
)
|
|
(28
|
)
|
|
(6)(19)(20)
|
||||
|
|
|
|
|
23,313
|
|
|
23,297
|
|
|
|
|||||
Asurion, LLC
|
|
Property & casualty insurance
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+6.50% cash due 8/4/2025
|
8.54
|
%
|
|
22,000
|
|
|
21,954
|
|
|
22,382
|
|
|
(6)
|
|||
|
|
|
|
|
21,954
|
|
|
22,382
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
Avantor Inc.
|
|
Healthcare distributors
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond, 9.00% cash due 10/1/2025
|
|
|
$
|
3,000
|
|
|
$
|
2,975
|
|
|
$
|
3,379
|
|
|
|
|
|
|
|
|
|
2,975
|
|
|
3,379
|
|
|
|
|||||
Belk Inc.
|
|
Department stores
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% cash due 12/12/2022
|
6.80
|
%
|
|
653
|
|
|
585
|
|
|
480
|
|
|
(6)
|
|||
|
|
|
|
|
585
|
|
|
480
|
|
|
|
|||||
Blackhawk Network Holdings, Inc.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.00% cash due 6/15/2026
|
9.06
|
%
|
|
26,250
|
|
|
26,013
|
|
|
26,283
|
|
|
(6)
|
|||
|
|
|
|
|
26,013
|
|
|
26,283
|
|
|
|
|||||
Boxer Parent Company Inc.
|
|
Systems software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025
|
6.29
|
%
|
|
13,915
|
|
|
13,798
|
|
|
13,416
|
|
|
(6)
|
|||
|
|
|
|
|
13,798
|
|
|
13,416
|
|
|
|
|||||
California Pizza Kitchen, Inc.
|
|
Restaurants
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.00% cash due 8/23/2022
|
8.53
|
%
|
|
3,122
|
|
|
3,097
|
|
|
2,800
|
|
|
(6)
|
|||
|
|
|
|
|
3,097
|
|
|
2,800
|
|
|
|
|||||
Cenegenics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
(23)
|
|||||||
First Lien Term Loan, 9.75% cash 2.00% PIK due 9/30/2019
|
|
|
29,781
|
|
|
27,738
|
|
|
—
|
|
|
(20)(21)
|
||||
First Lien Revolver, 15.00% cash due 9/30/2019
|
|
|
2,203
|
|
|
2,203
|
|
|
—
|
|
|
(20)(21)
|
||||
452,914.87 Common Units in Cenegenics, LLC
|
|
|
|
|
598
|
|
|
—
|
|
|
(20)
|
|||||
345,380.141 Preferred Units in Cenegenics, LLC
|
|
|
|
|
300
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
30,839
|
|
|
—
|
|
|
|
|||||
CITGO Holding, Inc.
|
|
Oil & gas refining & marketing
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond, 9.25% cash due 8/1/2024
|
|
|
10,672
|
|
|
10,672
|
|
|
11,366
|
|
|
|
||||
First Lien Term Loan, LIBOR+7.00% cash due 8/1/2023
|
|
|
10,000
|
|
|
9,855
|
|
|
10,219
|
|
|
(6)
|
||||
|
|
|
|
|
20,527
|
|
|
21,585
|
|
|
|
|||||
CITGO Petroleum Corp.
|
|
Oil & gas refining & marketing
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024
|
7.10
|
%
|
|
9,950
|
|
|
9,851
|
|
|
10,012
|
|
|
(6)
|
|||
|
|
|
|
|
9,851
|
|
|
10,012
|
|
|
|
|||||
Connect U.S. Finco LLC
|
|
Alternative carriers
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 9/23/2026
|
7.10
|
%
|
|
30,000
|
|
|
29,400
|
|
|
29,580
|
|
|
(6)(11)
|
|||
|
|
|
|
|
29,400
|
|
|
29,580
|
|
|
|
|||||
Convergeone Holdings, Inc.
|
|
IT consulting & other services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 1/4/2026
|
7.04
|
%
|
|
14,770
|
|
|
14,225
|
|
|
13,352
|
|
|
(6)
|
|||
|
|
|
|
|
14,225
|
|
|
13,352
|
|
|
|
|||||
Conviva Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
417,851 Series D Preferred Stock Warrants (exercise price $1.1966) expiration date 2/28/2021
|
|
|
|
|
105
|
|
|
411
|
|
|
(20)
|
|||||
|
|
|
|
|
105
|
|
|
411
|
|
|
|
|||||
Covia Holdings Corporation
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.00% cash due 6/1/2025
|
6.31
|
%
|
|
7,900
|
|
|
7,900
|
|
|
6,484
|
|
|
(6)(11)
|
|||
|
|
|
|
|
7,900
|
|
|
6,484
|
|
|
|
|||||
DigiCert, Inc.
|
|
Internet services & infrastructure
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.00% cash due 10/31/2024
|
6.04
|
%
|
|
4,222
|
|
|
4,184
|
|
|
4,221
|
|
|
(6)
|
|||
|
|
|
|
|
4,184
|
|
|
4,221
|
|
|
|
|||||
Dominion Diagnostics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
(23)
|
|||||||
Subordinated Term Loan, 11.00% cash 1.00% PIK due 10/18/2019
|
|
|
20,273
|
|
|
14,281
|
|
|
2,890
|
|
|
(20)(21)
|
||||
First Lien Term Loan, PRIME+4.00% cash due 4/8/2019
|
9.00
|
%
|
|
45,691
|
|
|
45,691
|
|
|
45,691
|
|
|
(6)(20)
|
|||
First Lien Revolver, PRIME+4.00% cash due 4/8/2019
|
9.00
|
%
|
|
2,090
|
|
|
2,090
|
|
|
2,090
|
|
|
(6)(20)
|
|||
|
|
|
|
|
62,062
|
|
|
50,671
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
The Dun & Bradstreet Corporation
|
|
Research & consulting services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 2/6/2026
|
7.05
|
%
|
|
$
|
10,000
|
|
|
$
|
9,817
|
|
|
$
|
10,074
|
|
|
(6)
|
Fixed Rate Bond 6.875% cash due 8/15/2026
|
|
|
5,000
|
|
|
5,000
|
|
|
5,459
|
|
|
|
||||
|
|
|
|
|
14,817
|
|
|
15,533
|
|
|
|
|||||
Eagleview Technology Corporation
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.50% cash due 8/14/2026
|
9.55
|
%
|
|
12,000
|
|
|
11,880
|
|
|
11,520
|
|
|
(6)(20)
|
|||
|
|
|
|
|
11,880
|
|
|
11,520
|
|
|
|
|||||
EHR Canada, LLC
|
|
Food retail
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+8.00% cash due 9/28/2020
|
10.10
|
%
|
|
14,611
|
|
|
14,473
|
|
|
14,903
|
|
|
(6)(20)
|
|||
|
|
|
|
|
14,473
|
|
|
14,903
|
|
|
|
|||||
EOS Fitness Opco Holdings, LLC
|
|
Leisure facilities
|
|
|
|
|
|
|
|
|||||||
487.5 Class A Preferred Units, 12%
|
|
|
|
|
488
|
|
|
855
|
|
|
(20)
|
|||||
12,500 Class B Common Units
|
|
|
|
|
—
|
|
|
934
|
|
|
(20)
|
|||||
|
|
|
|
|
488
|
|
|
1,789
|
|
|
|
|||||
Equitrans Midstream Corp.
|
|
Oil & gas storage & transportation
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 1/31/2024
|
6.55
|
%
|
|
11,910
|
|
|
11,603
|
|
|
11,926
|
|
|
(6)(11)
|
|||
|
|
|
|
|
11,603
|
|
|
11,926
|
|
|
|
|||||
ExamSoft Worldwide, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
180,707 Class C Units in ExamSoft Investor LLC
|
|
|
|
|
181
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
181
|
|
|
—
|
|
|
|
|||||
GI Chill Acquisition LLC
|
|
Managed healthcare
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.00% cash due 8/6/2025
|
6.10
|
%
|
|
17,820
|
|
|
17,731
|
|
|
17,775
|
|
|
(6)(20)
|
|||
Second Lien Term Loan, LIBOR+7.50% cash due 8/6/2026
|
9.60
|
%
|
|
10,000
|
|
|
9,914
|
|
|
10,000
|
|
|
(6)(20)
|
|||
|
|
|
|
|
27,645
|
|
|
27,775
|
|
|
|
|||||
GKD Index Partners, LLC
|
|
Specialized finance
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.25% cash due 6/29/2023
|
9.35
|
%
|
|
22,402
|
|
|
22,235
|
|
|
22,108
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+7.25% cash due 6/29/2023
|
|
|
—
|
|
|
(9
|
)
|
|
(15
|
)
|
|
(6)(19)(20)
|
||||
|
|
|
|
|
22,226
|
|
|
22,093
|
|
|
|
|||||
GoodRx, Inc.
|
|
Interactive media & services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.50% cash due 10/12/2026
|
9.54
|
%
|
|
22,222
|
|
|
21,805
|
|
|
22,500
|
|
|
(6)(20)
|
|||
|
|
|
|
|
21,805
|
|
|
22,500
|
|
|
|
|||||
Guidehouse LLP
|
|
Research & consulting services
|
|
|
|
|
|
|
(13)
|
|||||||
Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026
|
9.54
|
%
|
|
20,000
|
|
|
19,917
|
|
|
19,750
|
|
|
(6)
|
|||
|
|
|
|
|
19,917
|
|
|
19,750
|
|
|
|
|||||
HealthEdge Software, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
482,453 Series A-3 Preferred Stock Warrants (exercise price $1.450918) expiration date 9/30/2023
|
|
|
|
|
213
|
|
|
757
|
|
|
(20)
|
|||||
|
|
|
|
|
213
|
|
|
757
|
|
|
|
|||||
I Drive Safely, LLC
|
|
Education services
|
|
|
|
|
|
|
|
|||||||
125,079 Class A Common Units of IDS Investments, LLC
|
|
|
|
|
1,000
|
|
|
200
|
|
|
(20)
|
|||||
|
|
|
|
|
1,000
|
|
|
200
|
|
|
|
|||||
IBG Borrower LLC
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.00% cash due 8/2/2022
|
9.13
|
%
|
|
14,209
|
|
|
13,027
|
|
|
13,286
|
|
|
(6)(20)
|
|||
|
|
|
|
|
13,027
|
|
|
13,286
|
|
|
|
|||||
iCIMs, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.50% cash due 9/12/2024
|
8.56
|
%
|
|
16,718
|
|
|
16,436
|
|
|
16,438
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+6.50% cash due 9/12/2024
|
|
|
—
|
|
|
(15
|
)
|
|
(15
|
)
|
|
(6)(19)(20)
|
||||
|
|
|
|
|
16,421
|
|
|
16,423
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
|
|
|
|
|
|
|
|
|
|
|||||||
Integral Development Corporation
|
|
Other diversified financial services
|
|
|
|
|
|
|
|
|||||||
1,078,284 Common Stock Warrants (exercise price $0.9274) expiration date 7/10/2024
|
|
|
|
|
$
|
113
|
|
|
$
|
—
|
|
|
(20)
|
|||
|
|
|
|
|
113
|
|
|
—
|
|
|
|
|||||
Kellermeyer Bergensons Services, LLC
|
|
Environmental & facilities services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+8.50% cash due 4/29/2022
|
10.77
|
%
|
|
$
|
6,105
|
|
|
5,940
|
|
|
5,937
|
|
|
(6)(20)
|
||
|
|
|
|
|
5,940
|
|
|
5,937
|
|
|
|
|||||
L Squared Capital Partners LLC
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
|||||||
2.00% limited partnership interest
|
|
|
|
|
864
|
|
|
2,237
|
|
|
(11)(16)
|
|||||
|
|
|
|
|
864
|
|
|
2,237
|
|
|
|
|||||
Lanai Holdings III, Inc.
|
|
Healthcare distributors
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% cash due 8/29/2022
|
7.01
|
%
|
|
19,892
|
|
|
19,586
|
|
|
18,583
|
|
|
(6)
|
|||
|
|
|
|
|
19,586
|
|
|
18,583
|
|
|
|
|||||
Lannett Company, Inc.
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 11/25/2020
|
7.04
|
%
|
|
762
|
|
|
762
|
|
|
759
|
|
|
(6)(11)
|
|||
|
|
|
|
|
762
|
|
|
759
|
|
|
|
|||||
Lift Brands Holdings, Inc.
|
|
Leisure facilities
|
|
|
|
|
|
|
|
|||||||
2,000,000 Class A Common Units in Snap Investments, LLC
|
|
|
|
|
1,399
|
|
|
3,020
|
|
|
(20)
|
|||||
|
|
|
|
|
1,399
|
|
|
3,020
|
|
|
|
|||||
Lightbox Intermediate, L.P.
|
|
Real estate services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2026
|
7.05
|
%
|
|
39,900
|
|
|
39,332
|
|
|
39,501
|
|
|
(6)(20)
|
|||
|
|
|
|
|
39,332
|
|
|
39,501
|
|
|
|
|||||
Long's Drugs Incorporated
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
50 Series A Preferred Shares in Long's Drugs Incorporated
|
|
|
|
|
385
|
|
|
924
|
|
|
(20)
|
|||||
25 Series B Preferred Shares in Long's Drugs Incorporated
|
|
|
|
|
210
|
|
|
572
|
|
|
(20)
|
|||||
|
|
|
|
|
595
|
|
|
1,496
|
|
|
|
|||||
LTI Holdings, Inc.
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+6.75% cash due 9/6/2026
|
8.79
|
%
|
|
9,000
|
|
|
9,000
|
|
|
8,246
|
|
|
(6)
|
|||
|
|
|
|
|
9,000
|
|
|
8,246
|
|
|
|
|||||
Lytx Holdings, LLC
|
|
Research & consulting services
|
|
|
|
|
|
|
|
|||||||
3,500 Class B Units
|
|
|
|
|
—
|
|
|
2,053
|
|
|
(20)
|
|||||
|
|
|
|
|
—
|
|
|
2,053
|
|
|
|
|||||
Maravai Intermediate Holdings, LLC
|
|
Biotechnology
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.25% cash due 8/2/2025
|
6.31
|
%
|
|
11,880
|
|
|
11,761
|
|
|
11,813
|
|
|
(6)(20)
|
|||
|
|
|
|
|
11,761
|
|
|
11,813
|
|
|
|
|||||
Mayfield Agency Borrower Inc.
|
|
Property & casualty insurance
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 2/28/2025
|
6.54
|
%
|
|
15,892
|
|
|
15,630
|
|
|
15,481
|
|
|
(6)
|
|||
Second Lien Term Loan, LIBOR+8.50% cash due 3/2/2026
|
10.54
|
%
|
|
35,925
|
|
|
35,492
|
|
|
36,285
|
|
|
(6)(20)
|
|||
|
|
|
|
|
51,122
|
|
|
51,766
|
|
|
|
|||||
McAfee, LLC
|
|
Systems software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+3.75% cash due 9/30/2024
|
5.79
|
%
|
|
10,957
|
|
|
10,884
|
|
|
10,995
|
|
|
(6)
|
|||
Second Lien Term Loan, LIBOR+8.50% cash due 9/29/2025
|
10.54
|
%
|
|
7,000
|
|
|
7,034
|
|
|
7,093
|
|
|
(6)
|
|||
|
|
|
|
|
17,918
|
|
|
18,088
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
MHE Intermediate Holdings, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 3/8/2024
|
7.10
|
%
|
|
$
|
2,932
|
|
|
$
|
2,913
|
|
|
$
|
2,874
|
|
|
(6)(20)
|
|
|
|
|
|
2,913
|
|
|
2,874
|
|
|
|
|||||
Mindbody, Inc.
|
|
Internet services & infrastructure
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.00% cash due 2/14/2025
|
9.06
|
%
|
|
28,952
|
|
|
28,434
|
|
|
28,402
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+7.00% cash due 2/15/2025
|
|
|
—
|
|
|
(55
|
)
|
|
(58
|
)
|
|
(6)(19)(20)
|
||||
|
|
|
|
|
28,379
|
|
|
28,344
|
|
|
|
|||||
Ministry Brands, LLC
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+9.25% cash due 6/2/2023
|
11.34
|
%
|
|
7,056
|
|
|
6,997
|
|
|
7,056
|
|
|
(6)(20)
|
|||
Second Lien Delayed Draw Term Loan, LIBOR+9.25% cash due 6/2/2023
|
11.34
|
%
|
|
1,944
|
|
|
1,927
|
|
|
1,944
|
|
|
(6)(20)
|
|||
First Lien Revolver, LIBOR+5.00% cash due 12/2/2022
|
7.04
|
%
|
|
200
|
|
|
191
|
|
|
200
|
|
|
(6)(19)(20)
|
|||
|
|
|
|
|
9,115
|
|
|
9,200
|
|
|
|
|||||
Navicure, Inc.
|
|
Healthcare technology
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.50% cash due 10/31/2025
|
9.54
|
%
|
|
14,500
|
|
|
14,389
|
|
|
14,573
|
|
|
(6)(20)
|
|||
|
|
|
|
|
14,389
|
|
|
14,573
|
|
|
|
|||||
Numericable SFR SA
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond, 7.38% cash due 5/1/2026
|
|
|
5,000
|
|
|
5,104
|
|
|
5,380
|
|
|
(11)
|
||||
|
|
|
|
|
5,104
|
|
|
5,380
|
|
|
|
|||||
OmniSYS Acquisition Corporation
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
100,000 Common Units in OSYS Holdings, LLC
|
|
|
|
|
1,000
|
|
|
750
|
|
|
(20)
|
|||||
|
|
|
|
|
1,000
|
|
|
750
|
|
|
|
|||||
Onvoy, LLC
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+10.50% cash due 2/10/2025
|
12.54
|
%
|
|
16,750
|
|
|
16,750
|
|
|
13,187
|
|
|
(6)(20)
|
|||
19,666.67 Class A Units in GTCR Onvoy Holdings, LLC
|
|
|
|
|
1,967
|
|
|
—
|
|
|
(20)
|
|||||
13,664.73 Series 3 Class B Units in GTCR Onvoy Holdings, LLC
|
|
|
|
|
—
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
18,717
|
|
|
13,187
|
|
|
|
|||||
P2 Upstream Acquisition Co.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.00% cash due 10/30/2020
|
6.19
|
%
|
|
2,976
|
|
|
2,936
|
|
|
2,950
|
|
|
(6)
|
|||
First Lien Revolver, LIBOR+4.00% cash due 2/1/2020
|
|
|
—
|
|
|
—
|
|
|
(79
|
)
|
|
(6)(19)
|
||||
|
|
|
|
|
2,936
|
|
|
2,871
|
|
|
|
|||||
PaySimple, Inc.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.50% cash due 8/23/2025
|
7.55
|
%
|
|
37,750
|
|
|
37,004
|
|
|
37,184
|
|
|
(6)(20)
|
|||
First Lien Delayed Draw Term Loan, LIBOR+5.50% cash due 8/23/2025
|
|
|
—
|
|
|
(242
|
)
|
|
(184
|
)
|
|
(6)(19)(20)
|
||||
|
|
|
|
|
36,762
|
|
|
37,000
|
|
|
|
|||||
Pingora MSR Opportunity Fund I-A, LP
|
|
Thrift & mortgage finance
|
|
|
|
|
|
|
|
|||||||
1.86% limited partnership interest
|
|
|
|
|
1,217
|
|
|
691
|
|
|
(11)(16)(19)
|
|||||
|
|
|
|
|
1,217
|
|
|
691
|
|
|
|
|||||
PLATO Learning Inc.
|
|
Education services
|
|
|
|
|
|
|
|
|||||||
Unsecured Senior PIK Note, 8.5% PIK due 12/9/2021
|
|
|
2,845
|
|
|
2,434
|
|
|
—
|
|
|
(20)(22)
|
||||
Unsecured Junior PIK Note, 10% PIK due 12/9/2021
|
|
|
13,577
|
|
|
10,227
|
|
|
—
|
|
|
(20)(22)
|
||||
Unsecured Revolver, 5.00% cash due 12/9/2021
|
|
|
2,064
|
|
|
1,885
|
|
|
(184
|
)
|
|
(19)(20)(21)
|
||||
126,127.80 Class A Common Units of Edmentum
|
|
|
|
|
126
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
14,672
|
|
|
(184
|
)
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
|
|
|
|
|
|
|
|
|
|
|||||||
Project Boost Purchaser, LLC
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+3.50% cash due 6/1/2026
|
5.54
|
%
|
|
$
|
7,000
|
|
|
$
|
6,930
|
|
|
$
|
6,964
|
|
|
(6)
|
Second Lien Term Loan, LIBOR+8.00% cash due 5/9/2027
|
10.14
|
%
|
|
3,750
|
|
|
3,750
|
|
|
3,750
|
|
|
(6)(20)
|
|||
|
|
|
|
|
10,680
|
|
|
10,714
|
|
|
|
|||||
ProFrac Services, LLC
|
|
Industrial machinery
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.25% cash due 9/15/2023
|
8.66
|
%
|
|
17,192
|
|
|
17,055
|
|
|
16,848
|
|
|
(6)(20)
|
|||
|
|
|
|
|
17,055
|
|
|
16,848
|
|
|
|
|||||
QuorumLabs, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
64,887,669 Junior-2 Preferred Stock
|
|
|
|
|
375
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
375
|
|
|
—
|
|
|
|
|||||
Refac Optical Group
|
|
Specialty stores
|
|
|
|
|
|
|
|
|||||||
1,550.9435 Shares of Common Stock in Refac Holdings, Inc.
|
|
|
|
|
1
|
|
|
—
|
|
|
(20)
|
|||||
550.9435 Series A-2 Preferred Stock in Refac Holdings, Inc., 10%
|
|
|
|
|
305
|
|
|
—
|
|
|
(20)
|
|||||
1,000 Series A-1 Preferred Stock in Refac Holdings, Inc., 10%
|
|
|
|
|
999
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
1,305
|
|
|
—
|
|
|
|
|||||
Salient CRGT, Inc.
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|
|
|||||
First Lien Term Loan, LIBOR+6.00% cash due 2/28/2022
|
8.05
|
%
|
|
3,086
|
|
|
3,056
|
|
|
2,932
|
|
|
(6)(20)
|
|||
|
|
|
|
|
3,056
|
|
|
2,932
|
|
|
|
|||||
Scilex Pharmaceuticals Inc.
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Zero Coupon Bond due 8/15/2026
|
|
|
15,879
|
|
|
11,146
|
|
|
11,353
|
|
|
(20)
|
||||
|
|
|
|
|
11,146
|
|
|
11,353
|
|
|
|
|||||
ShareThis, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
345,452 Series C Preferred Stock Warrants (exercise price $3.0395) expiration date 3/4/2024
|
|
|
|
|
367
|
|
|
2
|
|
|
(20)
|
|||||
|
|
|
|
|
367
|
|
|
2
|
|
|
|
|||||
Sorrento Therapeutics, Inc.
|
|
Biotechnology
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.00% cash due 11/7/2023
|
9.13
|
%
|
|
30,000
|
|
|
28,132
|
|
|
29,250
|
|
|
(6)(11)(20)
|
|||
First Lien Delayed Draw Term Loan, LIBOR+7.00% cash due 11/7/2023
|
|
|
|
|
(62
|
)
|
|
(69
|
)
|
|
(6)(11)(19)(20)
|
|||||
Stock Warrants Strike (exercise price $3.28) expiration date 5/7/2029
|
|
|
|
|
1,750
|
|
|
1,667
|
|
|
(11)(20)
|
|||||
Stock Warrants Strike (exercise price $3.94) expiration date 11/3/2029
|
|
|
|
|
—
|
|
|
320
|
|
|
(11)(20)
|
|||||
|
|
|
|
|
29,820
|
|
|
31,168
|
|
|
|
|||||
Swordfish Merger Sub LLC
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+6.75% cash due 2/2/2026
|
8.79
|
%
|
|
12,500
|
|
|
12,450
|
|
|
12,135
|
|
|
(6)(20)
|
|||
|
|
|
|
|
12,450
|
|
|
12,135
|
|
|
|
|||||
TerSera Therapeutics, LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+9.25% cash due 3/30/2024
|
11.35
|
%
|
|
25,463
|
|
|
25,025
|
|
|
25,192
|
|
|
(6)(20)
|
|||
Second Lien Delayed Draw Term Loan, LIBOR+9.25% cash due 12/31/2020
|
|
|
|
|
—
|
|
|
(45
|
)
|
|
(6)(19)(20)
|
|||||
668,879 Common Units of TerSera Holdings LLC
|
|
|
|
|
1,731
|
|
|
2,629
|
|
|
(20)
|
|||||
|
|
|
|
|
26,756
|
|
|
27,776
|
|
|
|
|||||
TigerText, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
299,110 Series B Preferred Stock Warrants (exercise price $1.3373) expiration date 12/8/2024
|
|
|
|
|
60
|
|
|
560
|
|
|
(20)
|
|||||
|
|
|
|
|
60
|
|
|
560
|
|
|
|
|||||
Transact Holdings Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% cash due 4/30/2026
|
7.01
|
%
|
|
7,000
|
|
|
6,895
|
|
|
6,965
|
|
|
(6)
|
|||
|
|
|
|
|
6,895
|
|
|
6,965
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
Tribe Buyer LLC
|
|
Human resource & employment services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 2/16/2024
|
6.54
|
%
|
|
$
|
830
|
|
|
$
|
830
|
|
|
$
|
775
|
|
|
(6)(20)
|
|
|
|
|
|
830
|
|
|
775
|
|
|
|
|||||
Truck Hero, Inc.
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+8.25% cash due 4/21/2025
|
10.29
|
%
|
|
21,500
|
|
|
21,191
|
|
|
20,103
|
|
|
(6)(20)
|
|||
|
|
|
|
|
21,191
|
|
|
20,103
|
|
|
|
|||||
Uber Technologies, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025
|
6.03
|
%
|
|
5,689
|
|
|
5,652
|
|
|
5,667
|
|
|
(6)
|
|||
|
|
|
|
|
5,652
|
|
|
5,667
|
|
|
|
|||||
Uniti Group LP
|
|
Specialized REITs
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.00% cash due 10/24/2022
|
7.04
|
%
|
|
8,403
|
|
|
8,264
|
|
|
8,213
|
|
|
(6)(11)
|
|||
|
|
|
|
|
8,264
|
|
|
8,213
|
|
|
|
|||||
UOS, LLC
|
|
Trading companies & distributors
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.50% cash due 4/18/2023
|
7.54
|
%
|
|
10,242
|
|
|
10,357
|
|
|
10,370
|
|
|
(6)
|
|||
|
|
|
|
|
10,357
|
|
|
10,370
|
|
|
|
|||||
Veritas US Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023
|
6.60
|
%
|
|
34,200
|
|
|
34,468
|
|
|
32,413
|
|
|
(6)
|
|||
|
|
|
|
|
34,468
|
|
|
32,413
|
|
|
|
|||||
Verscend Holding Corp.
|
|
Healthcare technology
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025
|
6.54
|
%
|
|
24,750
|
|
|
24,633
|
|
|
24,879
|
|
|
(6)
|
|||
Fixed Rate Bond, 9.75% cash due 8/15/2026
|
|
|
12,000
|
|
|
12,022
|
|
|
12,823
|
|
|
|
||||
|
|
|
|
|
36,655
|
|
|
37,702
|
|
|
|
|||||
Vertex Aerospace Services Corp.
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 6/29/2025
|
6.54
|
%
|
|
15,800
|
|
|
15,735
|
|
|
15,869
|
|
|
(6)
|
|||
|
|
|
|
|
15,735
|
|
|
15,869
|
|
|
|
|||||
Vitalyst Holdings, Inc.
|
|
IT consulting & other services
|
|
|
|
|
|
|
|
|||||||
675 Series A Preferred Stock Units
|
|
|
|
|
675
|
|
|
440
|
|
|
(20)
|
|||||
7,500 Class A Common Stock Units
|
|
|
|
|
75
|
|
|
—
|
|
|
(20)
|
|||||
|
|
|
|
|
750
|
|
|
440
|
|
|
|
|||||
Windstream Services, LLC
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond, 8.63% cash due 10/31/2025
|
|
|
5,000
|
|
|
4,863
|
|
|
5,113
|
|
|
(11)
|
||||
|
|
|
|
|
4,863
|
|
|
5,113
|
|
|
|
|||||
WP CPP Holdings, LLC
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026
|
10.01
|
%
|
|
15,000
|
|
|
14,874
|
|
|
14,937
|
|
|
(6)
|
|||
|
|
|
|
|
14,874
|
|
|
14,937
|
|
|
|
|||||
xMatters, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
600,000 Common Stock Warrants (exercise price $0.593333) expiration date 2/26/2025
|
|
|
|
|
709
|
|
|
273
|
|
|
(20)
|
|||||
|
|
|
|
|
709
|
|
|
273
|
|
|
|
|||||
Yeti Holdings, Inc.
|
|
Leisure products
|
|
|
|
|
|
|
|
|||||||
537,629 Shares Yeti Holdings, Inc. Common Stock
|
|
|
|
|
—
|
|
|
15,054
|
|
|
|
|||||
|
|
|
|
|
—
|
|
|
15,054
|
|
|
|
|||||
Zep Inc.
|
|
Specialty chemicals
|
|
|
|
|
|
|
|
|
|
|||||
Second Lien Term Loan, LIBOR+8.25% cash due 8/11/2025
|
10.35
|
%
|
|
30,000
|
|
|
29,889
|
|
|
21,950
|
|
|
(6)(20)
|
|||
First Lien Term Loan, LIBOR+4.00% cash due 8/12/2024
|
6.04
|
%
|
|
1,975
|
|
|
1,899
|
|
|
1,564
|
|
|
(6)
|
|||
|
|
|
|
|
31,788
|
|
|
23,514
|
|
|
|
|||||
Zephyr Bidco Limited
|
|
Specialized finance
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, UK LIBOR+7.50% cash due 7/23/2026
|
8.21
|
%
|
|
£
|
18,000
|
|
|
23,632
|
|
|
22,006
|
|
|
(6)(11)
|
||
|
|
|
|
|
23,632
|
|
|
22,006
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(3)(4)(5)
|
Cash Interest Rate (6)
|
Industry
|
Principal (7)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
Total Non-Control/Non-Affiliate Investments (131.1% of net assets)
|
|
|
|
|
$
|
1,280,310
|
|
|
$
|
1,219,694
|
|
|
|
|||
Total Portfolio Investments (154.5% of net assets)
|
|
|
|
|
$
|
1,513,014
|
|
|
$
|
1,438,042
|
|
|
|
|||
Cash and Cash Equivalents and Restricted Cash
|
|
|
|
|
|
|
|
|
|
|||||||
JP Morgan Prime Money Market Fund, Institutional Shares
|
|
|
|
|
$
|
9,611
|
|
|
$
|
9,611
|
|
|
|
|||
Other cash accounts
|
|
|
|
|
5,795
|
|
|
5,795
|
|
|
|
|||||
Total Cash and Cash Equivalents and Restricted Cash (1.7% of net assets)
|
|
|
|
|
$
|
15,406
|
|
|
$
|
15,406
|
|
|
|
|||
Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (156.2% of net assets)
|
|
|
|
|
$
|
1,528,420
|
|
|
$
|
1,453,448
|
|
|
|
Derivative Instrument
|
|
Notional Amount to be Purchased
|
|
Notional Amount to be Sold
|
|
Maturity Date
|
|
Counterparty
|
|
Cumulative Unrealized Appreciation /(Depreciation)
|
||||||
Foreign currency forward contract
|
|
$
|
22,161
|
|
|
£
|
17,910
|
|
|
10/15/19
|
|
JPMorgan Chase Bank, N.A.
|
|
$
|
76
|
|
Foreign currency forward contract
|
|
$
|
19,193
|
|
|
€
|
17,150
|
|
|
11/29/19
|
|
JPMorgan Chase Bank, N.A.
|
|
414
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
490
|
|
(1)
|
All debt investments are income producing unless otherwise noted. All equity investments are non-income producing unless otherwise noted.
|
(2)
|
See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition by geographic region.
|
(3)
|
Equity ownership may be held in shares or units of companies related to the portfolio companies.
|
(4)
|
Interest rates may be adjusted from period to period on certain term loans and revolvers. These rate adjustments may be either temporary in nature due to tier pricing arrangements or financial or payment covenant violations in the original credit agreements or permanent in nature per loan amendment or waiver documents.
|
(5)
|
With the exception of investments held by the Company’s wholly-owned subsidiaries that each formerly held a license from the U.S. Small Business Administration (“SBA”) to operate as a small business investment company (“SBIC”), each of the Company's investments is pledged as collateral under the Credit Facility (as defined in Note 6 to the accompanying notes to the Consolidated Financial Statements).
|
(6)
|
The interest rate on the principal balance outstanding for all floating rate loans is indexed to the London Interbank Offered Rate ("LIBOR") and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars unless otherwise noted. As of September 30, 2019, the reference rates for the Company's variable rate loans were the 30-day LIBOR at 2.04%, the 60-day LIBOR at 2.09%, the 90-day LIBOR at 2.10%, the 180-day LIBOR at 2.06%, the PRIME at 5.00%, the 30-day UK LIBOR at 0.71% and the 30-day EURIBOR at (0.51)%. Most loans include an interest floor, which generally ranges from 0% to 1%.
|
(7)
|
Principal includes accumulated payment in kind ("PIK") interest and is net of repayments, if any. “£” signifies the investment is denominated in British Pounds. "€" signifies the investment is denominated in Euros. All other investments are denominated in U.S. dollars.
|
(8)
|
Control Investments generally are defined by the Investment Company Act of 1940, as amended (the "Investment Company Act"), as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
|
(9)
|
As defined in the Investment Company Act, the Company is deemed to be both an "Affiliated Person" of and to "Control" this portfolio company as the Company owns more than 25% of the portfolio company's outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement). See Schedule 12-14 in the accompanying notes to the Consolidated Financial Statements for transactions during the year ended September 30, 2019 in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.
|
(10)
|
First Star Speir Aviation 1 Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with Accounting Standards Update ("ASU") 2013-08, the Company has deemed the holding company to be an investment company under accounting principles generally accepted in the United States ("GAAP") and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the wholly-owned holding company are disregarded for accounting purposes since the economic substance of these instruments are equity investments in the operating entities.
|
(11)
|
Investment is not a "qualifying asset" as defined under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's total assets. As of September 30, 2019, qualifying assets represented 75.0% of the Company's total assets and non-qualifying assets represented 25.0% of the Company's total assets.
|
(12)
|
Income producing through payment of dividends or distributions.
|
(13)
|
During the year ended September 30, 2019, the portfolio company was renamed from Eton to Guidehouse LLP.
|
(14)
|
See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition.
|
(15)
|
On December 28, 2018, the mezzanine notes issued by SLF Repack Issuer 2016, LLC, a wholly-owned, special purpose issuer subsidiary of Senior Loan Fund JV I, LLC ("SLF JV I"), were redeemed and the Company purchased subordinated notes and LLC equity interests issued by SLF JV I. Prior to December 28, 2018, the mezzanine notes issued by SLF Repack Issuer 2016, LLC consisted of Class A mezzanine secured deferrable floating rate notes and Class B mezzanine secured deferrable fixed rate notes.
|
(16)
|
This investment was valued using net asset value as a practical expedient for fair value. Consistent with Financial Accounting Standards Board ("FASB") guidance under Accounting Standards Codification ("ASC") Topic 820, Fair Value Measurements and Disclosures ("ASC 820"), these investments are excluded from the hierarchical levels.
|
(17)
|
Affiliate Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities.
|
(18)
|
Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments.
|
(19)
|
Investment has undrawn commitments. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.
|
(20)
|
As of September 30, 2019, these investments are categorized as Level 3 within the fair value hierarchy established by ASC 820.
|
(21)
|
This investment was on cash non-accrual status as of September 30, 2019. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.
|
(22)
|
This investment was on PIK non-accrual status as of September 30, 2019. PIK non-accrual status is inclusive of other non-cash income, where applicable.
|
(23)
|
Payments on this investment are currently past due.
|
(24)
|
PIK interest income for this investment accrues at an annualized rate of 15%, however, the PIK interest is not contractually capitalized on the investment. As a result, the principal amount of the investment does not increase over time for accumulated PIK interest. As of September 30, 2019, the accumulated PIK interest balance for each of the A notes and the B notes was $1.8 million. The fair value of this investment is inclusive of PIK.
|
(25)
|
During the year ended September 30, 2019, the portfolio company was renamed from Keypath Education, Inc. to Thruline Marketing, Inc.
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
|
Cost
|
|
Fair Value
|
|
Notes
|
||||||
Control Investments
|
|
|
|
|
|
|
|
|
(3)(15)
|
|||||||
First Star Speir Aviation Limited
|
|
Airlines
|
|
|
|
|
|
|
(16)
|
|||||||
First Lien Term Loan, 9% cash due 12/15/2020
|
|
|
$
|
32,510
|
|
|
$
|
24,102
|
|
|
$
|
32,510
|
|
|
(11)
|
|
100% equity interest
|
|
|
|
|
8,500
|
|
|
—
|
|
|
(6)(11)
|
|||||
|
|
|
|
|
32,602
|
|
|
32,510
|
|
|
|
|||||
Keypath Education, Inc.
|
|
Advertising
|
|
|
|
|
|
|
(25)
|
|||||||
First Lien Term Loan, LIBOR+7% (1% floor) cash due 4/3/2022
|
9.39
|
%
|
|
18,146
|
|
|
18,146
|
|
|
18,146
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+7.75% (1% floor) cash due 4/3/2022
|
|
|
|
|
—
|
|
|
—
|
|
|
(13)
|
|||||
9,073 Class A Units in FS AVI Holdco, LLC
|
|
|
|
|
10,648
|
|
|
7,984
|
|
|
|
|||||
|
|
|
|
|
28,794
|
|
|
26,130
|
|
|
|
|||||
New IPT, Inc.
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5% (1% floor) cash due 3/17/2021
|
7.39
|
%
|
|
4,107
|
|
|
4,107
|
|
|
4,107
|
|
|
(13)
|
|||
Second Lien Term Loan, LIBOR+5.1% (1% floor) cash due 9/17/2021
|
7.49
|
%
|
|
1,453
|
|
|
1,453
|
|
|
1,453
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+5% (1% floor) cash due 3/17/2021
|
7.39
|
%
|
|
1,009
|
|
|
1,009
|
|
|
1,009
|
|
|
(13)
|
|||
50.087 Class A Common Units in New IPT Holdings, LLC
|
|
|
|
|
—
|
|
|
2,291
|
|
|
|
|||||
|
|
|
|
|
6,569
|
|
|
8,860
|
|
|
|
|||||
Senior Loan Fund JV I, LLC
|
|
Multi-sector holdings
|
|
|
|
|
|
|
(17)(18)
|
|||||||
Class A Mezzanine Secured Deferrable Floating Rate Notes due 2036 in SLF Repack Issuer 2016 LLC
|
8.33
|
%
|
|
99,813
|
|
|
99,813
|
|
|
99,813
|
|
|
(11)(13)
|
|||
Class B Mezzanine Secured Deferrable Fixed Rate Notes, 10% cash due 2036 in SLF Repack Issuer 2016 LLC
|
|
|
29,520
|
|
|
29,520
|
|
|
29,520
|
|
|
(11)
|
||||
87.5% LLC equity interest
|
|
|
|
|
16,172
|
|
|
41
|
|
|
(6)(11)(24)
|
|||||
|
|
|
|
|
145,505
|
|
|
129,374
|
|
|
|
|||||
Total Control Investments (22.9% of net assets)
|
|
|
|
|
$
|
213,470
|
|
|
$
|
196,874
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
(4)
|
|||||||
Caregiver Services, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
1,080,399 shares of Series A Preferred Stock, 10%
|
|
|
|
|
$
|
1,080
|
|
|
$
|
2,161
|
|
|
|
|||
|
|
|
|
|
1,080
|
|
|
2,161
|
|
|
|
|||||
Total Affiliate Investments (0.3% of net assets)
|
|
|
|
|
$
|
1,080
|
|
|
$
|
2,161
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Non-Control/Non-Affiliate Investments
|
|
|
|
|
|
|
|
|
(7)
|
|||||||
4 Over International, LLC
|
|
Commercial printing
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6% (1% floor) cash due 6/7/2022
|
8.24
|
%
|
|
$
|
5,922
|
|
|
$
|
5,873
|
|
|
$
|
5,922
|
|
|
(13)
|
First Lien Revolver, LIBOR+6% (1% floor) cash due 6/7/2021
|
|
|
|
|
(17
|
)
|
|
—
|
|
|
(10)(13)
|
|||||
|
|
|
|
|
5,856
|
|
|
5,922
|
|
|
|
|||||
99 Cents Only Stores LLC
|
|
General merchandise stores
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5% cash 1.5% PIK due 1/13/2022
|
7.35
|
%
|
|
23,832
|
|
|
22,958
|
|
|
23,058
|
|
|
(13)(21)
|
|||
|
|
|
|
|
22,958
|
|
|
23,058
|
|
|
|
|||||
Access CIG LLC
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026
|
9.99
|
%
|
|
14,235
|
|
|
14,118
|
|
|
14,316
|
|
|
(13)(21)
|
|||
Second Lien Delayed Draw Term Loan, LIBOR+7.75% cash due 2/27/2026
|
|
|
|
|
—
|
|
|
4
|
|
|
(13)(21)
|
|||||
|
|
|
|
|
14,118
|
|
|
14,320
|
|
|
|
|||||
Aden & Anais Merger Sub, Inc.
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
|
|||||||
51,645 Common Units in Aden & Anais Holdings, Inc.
|
|
|
|
|
5,165
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
5,165
|
|
|
—
|
|
|
|
|||||
Advanced Pain Management
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+8.5% (1.25% floor) cash due 11/30/2018
|
|
|
25,267
|
|
|
22,596
|
|
|
—
|
|
|
(13)(22)
|
||||
|
|
|
|
|
22,596
|
|
|
—
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
|
Cost
|
|
Fair Value
|
|
|
Notes
|
|||||
AdVenture Interactive, Corp.
|
|
Advertising
|
|
|
|
|
|
|
(25)
|
|||||||
9,073 shares of common stock
|
|
|
|
|
$
|
13,611
|
|
|
$
|
6,557
|
|
|
|
|||
|
|
|
|
|
13,611
|
|
|
6,557
|
|
|
|
|||||
AI Ladder (Luxembourg) Subco S.a.r.l
|
|
Electrical components & equipment
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.5% cash due 7/9/2025
|
7.02
|
%
|
|
$
|
40,000
|
|
|
38,831
|
|
|
40,238
|
|
|
(11)(13)(21)
|
||
|
|
|
|
|
38,831
|
|
|
40,238
|
|
|
|
|||||
AI Sirona (Luxembourg) Acquisition S.a.r.l
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, EURIBOR+7.25% (0% Floor) cash due 7/10/2026
|
7.25
|
%
|
|
€
|
17,500
|
|
|
20,035
|
|
|
20,225
|
|
|
(11)(13)(21)
|
||
|
|
|
|
|
20,035
|
|
|
20,225
|
|
|
|
|||||
AirStrip Technologies, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
22,858.71 Series C-1 Preferred Stock Warrants (exercise price $34.99757) expiration date 5/11/2025
|
|
|
|
|
90
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
90
|
|
|
—
|
|
|
|
|||||
Airxcel, Inc.
|
|
Household appliances
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.5% cash due 4/28/2025
|
6.74
|
%
|
|
$
|
7,980
|
|
|
7,905
|
|
|
7,943
|
|
|
(13)(21)
|
||
|
|
|
|
|
7,905
|
|
|
7,943
|
|
|
|
|||||
Algeco Scotsman Global Finance Plc
|
|
Construction & engineering
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 10% cash due 8/15/2023
|
|
|
15,000
|
|
|
14,539
|
|
|
15,450
|
|
|
(11)(21)
|
||||
Fixed Rate Bond 8% cash due 2/15/2023
|
|
|
16,000
|
|
|
15,898
|
|
|
16,480
|
|
|
(11)(21)
|
||||
|
|
|
|
|
30,437
|
|
|
31,930
|
|
|
|
|||||
Allen Media, LLC
|
|
Movies & entertainment
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.5% (1% floor) cash due 8/30/2023
|
8.81
|
%
|
|
20,000
|
|
|
19,503
|
|
|
19,475
|
|
|
(13)
|
|||
|
|
|
|
|
19,503
|
|
|
19,475
|
|
|
|
|||||
Allied Universal Holdco LLC
|
|
Security & alarm services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+3.75% (1% floor) cash due 7/28/2022
|
6.14
|
%
|
|
9,853
|
|
|
9,904
|
|
|
9,724
|
|
|
(13)(21)
|
|||
Second Lien Term Loan, LIBOR+8.5% (1% floor) cash due 7/28/2023
|
10.79
|
%
|
|
1,149
|
|
|
1,167
|
|
|
1,142
|
|
|
(13)(21)
|
|||
|
|
|
|
|
11,071
|
|
|
10,866
|
|
|
|
|||||
Altice France S.A.
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 8.125% cash due 1/15/2024
|
|
|
3,000
|
|
|
3,054
|
|
|
3,056
|
|
|
(11)(21)
|
||||
Fixed Rate Bond 7.625% cash due 2/15/2025
|
|
|
2,000
|
|
|
2,014
|
|
|
1,808
|
|
|
(11)(21)
|
||||
|
|
|
|
|
5,068
|
|
|
4,864
|
|
|
|
|||||
Ancile Solutions, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7% (1% floor) cash due 6/30/2021
|
9.39
|
%
|
|
9,585
|
|
|
9,433
|
|
|
9,528
|
|
|
(13)
|
|||
|
|
|
|
|
9,433
|
|
|
9,528
|
|
|
|
|||||
Aretec Group, Inc.
|
|
Investment banking & brokerage
|
|
|
|
|
|
|
|
|||||||
Second Lien Exit Term Loan, PRIME+2% cash due 5/23/2021
|
7.25
|
%
|
|
12,679
|
|
|
12,539
|
|
|
12,759
|
|
|
(13)(21)
|
|||
|
|
|
|
|
12,539
|
|
|
12,759
|
|
|
|
|||||
Asset International, Inc.
|
|
Research & consulting services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+9.25% (1% floor) cash due 6/29/2025
|
11.64
|
%
|
|
15,000
|
|
|
14,691
|
|
|
14,836
|
|
|
(13)
|
|||
|
|
|
|
|
14,691
|
|
|
14,836
|
|
|
|
|||||
Asurion, LLC
|
|
Property & casualty insurance
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.5% (1% floor) cash due 8/4/2025
|
8.74
|
%
|
|
22,000
|
|
|
21,946
|
|
|
22,653
|
|
|
(13)(21)
|
|||
|
|
|
|
|
21,946
|
|
|
22,653
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
|
Cost
|
|
Fair Value
|
|
|
Notes
|
|||||
Avantor Inc.
|
|
Commodity chemicals
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 9% cash due 10/1/2025
|
|
|
$
|
3,000
|
|
|
$
|
2,972
|
|
|
$
|
3,100
|
|
|
(21)
|
|
|
|
|
|
|
2,972
|
|
|
3,100
|
|
|
|
|||||
Belk Inc.
|
|
Department stores
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% (1% Floor) cash due 12/12/2022
|
6.88
|
%
|
|
662
|
|
|
573
|
|
|
581
|
|
|
(13)(21)
|
|||
|
|
|
|
|
573
|
|
|
581
|
|
|
|
|||||
BeyondTrust Holdings LLC
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
3.01% Class A membership interests
|
|
|
|
|
4,500
|
|
|
15,831
|
|
|
|
|||||
|
|
|
|
|
4,500
|
|
|
15,831
|
|
|
|
|||||
Blackhawk Network Holdings, Inc.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7% (1% Floor) cash due 6/15/2026
|
9.38
|
%
|
|
26,250
|
|
|
25,978
|
|
|
26,545
|
|
|
(13)(21)
|
|||
|
|
|
|
|
25,978
|
|
|
26,545
|
|
|
|
|||||
Blueline Rental Finance Corp
|
|
Industrial machinery
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 9.25% cash due 3/15/2024
|
|
|
5,000
|
|
|
5,342
|
|
|
5,259
|
|
|
(21)
|
||||
|
|
|
|
|
5,342
|
|
|
5,259
|
|
|
|
|||||
California Pizza Kitchen, Inc.
|
|
Restaurants
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6% (1% floor) cash due 8/23/2022
|
8.39
|
%
|
|
3,154
|
|
|
3,129
|
|
|
3,076
|
|
|
(13)(21)
|
|||
|
|
|
|
|
3,129
|
|
|
3,076
|
|
|
|
|||||
Cenegenics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, 9.75% cash 2% PIK due 9/30/2019
|
|
|
29,134
|
|
|
27,738
|
|
|
8,464
|
|
|
(22)
|
||||
First Lien Revolver, 15% cash due 9/30/2019
|
|
|
2,203
|
|
|
2,203
|
|
|
429
|
|
|
(22)
|
||||
452,914.87 Common Units in Cenegenics, LLC
|
|
|
|
|
598
|
|
|
—
|
|
|
|
|||||
345,380.141 Preferred Units in Cenegenics, LLC
|
|
|
|
|
300
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
30,839
|
|
|
8,893
|
|
|
|
|||||
CITGO Holdings Inc.
|
|
Oil & gas refining & marketing
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 10.75% cash due 2/15/2020
|
|
|
21,300
|
|
|
22,494
|
|
|
22,685
|
|
|
(21)
|
||||
|
|
|
|
|
22,494
|
|
|
22,685
|
|
|
|
|||||
Comprehensive Pharmacy Services LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
20,000 Common Shares in MCP CPS Group Holdings, Inc.
|
|
|
|
|
2,000
|
|
|
2,848
|
|
|
|
|||||
|
|
|
|
|
2,000
|
|
|
2,848
|
|
|
|
|||||
Conviva Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
417,851 Series D Preferred Stock Warrants (exercise price $1.1966) expiration date 2/28/2021
|
|
|
|
|
105
|
|
|
442
|
|
|
|
|||||
|
|
|
|
|
105
|
|
|
442
|
|
|
|
|||||
Covia Holdings Corporation
|
|
Oil & gas equipment & services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+3.75% (1% Floor) cash due 6/1/2025
|
6.14
|
%
|
|
7,980
|
|
|
7,980
|
|
|
7,568
|
|
|
(11)(13)(21)
|
|||
|
|
|
|
|
7,980
|
|
|
7,568
|
|
|
|
|||||
DAE Aviation Holdings
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 10% cash due 7/15/2023
|
|
|
1,500
|
|
|
1,616
|
|
|
1,622
|
|
|
(21)
|
||||
|
|
|
|
|
1,616
|
|
|
1,622
|
|
|
|
|||||
Datto Inc.
|
|
Technology distributors
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+8% (1% floor) cash due 12/7/2022
|
10.15
|
%
|
|
35,000
|
|
|
34,414
|
|
|
34,622
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+8% (1% floor) cash due 12/7/2022
|
10.15
|
%
|
|
|
|
(39
|
)
|
|
(25
|
)
|
|
(10)(13)
|
||||
|
|
|
|
|
34,375
|
|
|
34,597
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
|
Cost
|
|
Fair Value
|
|
|
Notes
|
|||||
Dodge Data & Analytics LLC
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
500,000 Class A Common Units in Skyline Data, News and Analytics LLC
|
|
|
|
|
$
|
500
|
|
|
$
|
258
|
|
|
|
|||
|
|
|
|
|
500
|
|
|
258
|
|
|
|
|||||
Dominion Diagnostics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
Subordinated Term Loan, 11% cash 1% PIK due 10/18/2019
|
|
|
$
|
20,052
|
|
|
15,589
|
|
|
1,043
|
|
|
(22)
|
|||
First Lien Term Loan, LIBOR+5% (1% floor) cash due 4/8/2019
|
7.34
|
%
|
|
46,435
|
|
|
34,964
|
|
|
40,538
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+5% (1% floor) cash due 4/8/2019
|
|
|
|
|
—
|
|
|
(531
|
)
|
|
(10)(13)
|
|||||
|
|
|
|
|
50,553
|
|
|
41,050
|
|
|
|
|||||
Eagleview Technology Corporation
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.5% (1% Floor) cash due 8/14/2026
|
9.63
|
%
|
|
12,000
|
|
|
11,880
|
|
|
12,240
|
|
|
(13)
|
|||
|
|
|
|
|
11,880
|
|
|
12,240
|
|
|
|
|||||
EHR Canada, LLC
|
|
Food retail
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+8% (1% Floor) cash due 9/28/2020
|
10.30
|
%
|
|
22,500
|
|
|
22,052
|
|
|
22,050
|
|
|
(13)
|
|||
|
|
|
|
|
22,052
|
|
|
22,050
|
|
|
|
|||||
EOS Fitness Opco Holdings, LLC
|
|
Leisure facilities
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+8.25% (0.75% floor) cash due 12/30/2019
|
10.36
|
%
|
|
3,502
|
|
|
3,502
|
|
|
3,502
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+8.25% (0.75% floor) cash due 12/30/2019
|
|
|
|
|
—
|
|
|
—
|
|
|
(13)
|
|||||
487.5 Class A Preferred Units, 12%
|
|
|
|
|
488
|
|
|
760
|
|
|
|
|||||
12,500 Class B Common Units
|
|
|
|
|
13
|
|
|
872
|
|
|
|
|||||
|
|
|
|
|
4,003
|
|
|
5,134
|
|
|
|
|||||
Eton
|
|
Research & consulting services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.5% (0% floor) cash due 5/1/2026
|
9.74
|
%
|
|
20,000
|
|
|
19,904
|
|
|
20,100
|
|
|
(13)(21)
|
|||
|
|
|
|
|
19,904
|
|
|
20,100
|
|
|
|
|||||
ExamSoft Worldwide, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
180,707 Class C Units in ExamSoft Investor LLC
|
|
|
|
|
181
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
181
|
|
|
—
|
|
|
|
|||||
Garretson Firm Resolution Group, Inc.
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
First Lien Revolver, PRIME+5.5% cash due 5/22/2020
|
|
|
711
|
|
|
711
|
|
|
142
|
|
|
(13)(22)
|
||||
4,950,000 Preferred Units in GRG Holdings, LP, 8%
|
|
|
|
|
495
|
|
|
—
|
|
|
|
|||||
50,000 Common Units in GRG Holdings, LP
|
|
|
|
|
5
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
1,211
|
|
|
142
|
|
|
|
|||||
Gentiva Health Services, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7% cash due 7/2/2026
|
9.34
|
%
|
|
14,500
|
|
|
14,401
|
|
|
14,935
|
|
|
(13)(21)
|
|||
|
|
|
|
|
14,401
|
|
|
14,935
|
|
|
|
|||||
GI Chill Acquisition LLC
|
|
Managed healthcare
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4% cash due 8/6/2025
|
6.39
|
%
|
|
18,000
|
|
|
17,910
|
|
|
18,113
|
|
|
(13)
|
|||
Second Lien Term Loan, LIBOR+7.5% cash due 8/6/2026
|
9.68
|
%
|
|
10,000
|
|
|
9,902
|
|
|
9,900
|
|
|
(13)
|
|||
|
|
|
|
|
27,812
|
|
|
28,013
|
|
|
|
|||||
GKD Index Partners, LLC
|
|
Specialized finance
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.25% (1% Floor) cash due 6/29/2023
|
9.64
|
%
|
|
24,379
|
|
|
24,147
|
|
|
24,135
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+7.25% (1% Floor) cash due 6/29/2023
|
9.60
|
%
|
|
867
|
|
|
856
|
|
|
855
|
|
|
(13)
|
|||
|
|
|
|
|
25,003
|
|
|
24,990
|
|
|
|
|||||
GOBP Holdings Inc.
|
|
Hypermarkets & super centers
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+8.25% (1% floor) cash due 10/21/2022
|
10.49
|
%
|
|
2,071
|
|
|
2,057
|
|
|
2,082
|
|
|
(13)(21)
|
|||
|
|
|
|
|
2,057
|
|
|
2,082
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
|
Cost
|
|
Fair Value
|
|
|
Notes
|
|||||
Golden State Medical Supply, Inc.
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Mezzanine Term Loan, 10% cash 2.5% PIK due 4/24/2021
|
|
|
$
|
15,000
|
|
|
$
|
15,000
|
|
|
$
|
15,001
|
|
|
|
|
|
|
|
|
|
15,000
|
|
|
15,001
|
|
|
|
|||||
HC2 Holdings Inc.
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 11% cash due 12/1/2019
|
|
|
10,500
|
|
|
10,555
|
|
|
10,605
|
|
|
(11)(21)
|
||||
|
|
|
|
|
10,555
|
|
|
10,605
|
|
|
|
|||||
HealthEdge Software, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
482,453 Series A-3 Preferred Stock Warrants (exercise price $1.450918) expiration date 9/30/2023
|
|
|
|
|
213
|
|
|
773
|
|
|
|
|||||
|
|
|
|
|
213
|
|
|
773
|
|
|
|
|||||
I Drive Safely, LLC
|
|
Education services
|
|
|
|
|
|
|
|
|||||||
125,079 Class A Common Units of IDS Investments, LLC
|
|
|
|
|
1,000
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
1,000
|
|
|
—
|
|
|
|
|||||
IBG Borrower LLC
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7% (1% floor) cash due 8/2/2022
|
9.44
|
%
|
|
14,809
|
|
|
13,143
|
|
|
13,624
|
|
|
(13)
|
|||
|
|
|
|
|
13,143
|
|
|
13,624
|
|
|
|
|||||
iCIMs, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.5% (1% Floor) cash due 9/12/2024
|
8.64
|
%
|
|
14,118
|
|
|
13,838
|
|
|
13,835
|
|
|
(13)
|
|||
First Lien Revolver, LIBOR+6.5% (1% Floor) cash due 9/12/2024
|
|
|
|
|
(17
|
)
|
|
(18
|
)
|
|
(10)(13)
|
|||||
|
|
|
|
|
13,821
|
|
|
13,817
|
|
|
|
|||||
InMotion Entertainment Group, LLC
|
|
Consumer electronics
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.25% (1.25% floor) cash due 10/1/2021
|
9.65
|
%
|
|
11,568
|
|
|
11,529
|
|
|
11,568
|
|
|
(13)
|
|||
First Lien Term Loan, LIBOR+7.25% (1.25% floor) cash due 10/1/2021
|
9.65
|
%
|
|
5,043
|
|
|
4,955
|
|
|
5,043
|
|
|
(13)
|
|||
Letter of Credit 6.25% cash due 10/1/2021
|
|
|
3,904
|
|
|
3,897
|
|
|
3,904
|
|
|
|
||||
First Lien Revolver, LIBOR+6.75% (1.25% floor) cash due 10/1/2021
|
|
|
|
|
—
|
|
|
—
|
|
|
(13)
|
|||||
CapEx Line, LIBOR+7.75% (1.25% floor) cash due 10/1/2021
|
10.15
|
%
|
|
755
|
|
|
747
|
|
|
755
|
|
|
(13)
|
|||
1,000,000 Class A Units in InMotion Entertainment Holdings, LLC
|
|
|
|
|
1,000
|
|
|
2,167
|
|
|
|
|||||
|
|
|
|
|
22,128
|
|
|
23,437
|
|
|
|
|||||
Integral Development Corporation
|
|
Other diversified financial services
|
|
|
|
|
|
|
|
|||||||
1,078,284 Common Stock Warrants (exercise price $0.9274) expiration date 7/10/2024
|
|
|
|
|
113
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
113
|
|
|
—
|
|
|
|
|||||
Internet Pipeline, Inc.
|
|
Internet services & infrastructure
|
|
|
|
|
|
|
|
|||||||
Incremental First Lien Term Loan, LIBOR+4.75% (1% floor) cash due 8/4/2022
|
7.00
|
%
|
|
5,510
|
|
|
5,454
|
|
|
5,509
|
|
|
(13)
|
|||
|
|
|
|
|
5,454
|
|
|
5,509
|
|
|
|
|||||
Janrain, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
218,008 Common Stock Warrants (exercise price $1.3761) expiration date 12/5/2024
|
|
|
|
|
45
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
45
|
|
|
—
|
|
|
|
|||||
Jones Energy, Inc.
|
|
Oil & gas exploration & production
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 9.25% cash due 3/15/2023
|
|
|
12,000
|
|
|
11,808
|
|
|
12,390
|
|
|
(21)
|
||||
|
|
|
|
|
11,808
|
|
|
12,390
|
|
|
|
|||||
Kason Corporation
|
|
Industrial machinery
|
|
|
|
|
|
|
|
|||||||
Mezzanine Term Loan, 11.5% cash 1.75% PIK due 10/28/2019
|
|
|
6,113
|
|
|
6,113
|
|
|
5,606
|
|
|
|
||||
498.6 Class A Preferred Units in Kason Investment, LLC, 8%
|
|
|
|
|
499
|
|
|
249
|
|
|
|
|||||
5,540 Class A Common Units in Kason Investment, LLC
|
|
|
|
|
55
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
6,667
|
|
|
5,855
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
|
Cost
|
|
Fair Value
|
|
|
Notes
|
|||||
Kellermeyer Bergensons Services, LLC
|
|
Environmental & facilities services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+8.5% (1% floor) cash due 4/29/2022
|
10.84
|
%
|
|
$
|
6,105
|
|
|
$
|
5,923
|
|
|
$
|
6,189
|
|
|
(13)
|
|
|
|
|
|
5,923
|
|
|
6,189
|
|
|
|
|||||
L Squared Capital Partners LLC
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
|||||||
2% limited partnership interest
|
|
|
|
|
1,824
|
|
|
3,058
|
|
|
(11)(24)
|
|||||
|
|
|
|
|
1,824
|
|
|
3,058
|
|
|
|
|||||
Lanai Holdings III, Inc.
|
|
Healthcare distributors
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% (1% floor) cash due 8/29/2022
|
7.09
|
%
|
|
20,099
|
|
|
19,683
|
|
|
19,395
|
|
|
(13)(21)
|
|||
|
|
|
|
|
19,683
|
|
|
19,395
|
|
|
|
|||||
Lannett Company, Inc.
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% (1% Floor) cash due 11/25/2020
|
6.99
|
%
|
|
1,883
|
|
|
1,885
|
|
|
1,792
|
|
|
(11)(13)(21)
|
|||
|
|
|
|
|
1,885
|
|
|
1,792
|
|
|
|
|||||
Lift Brands Holdings, Inc.
|
|
Leisure facilities
|
|
|
|
|
|
|
|
|||||||
2,000,000 Class A Common Units in Snap Investments, LLC
|
|
|
|
|
1,398
|
|
|
3,020
|
|
|
|
|||||
|
|
|
|
|
1,398
|
|
|
3,020
|
|
|
|
|||||
Long's Drugs Incorporated
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
50 Series A Preferred Shares in Long's Drugs Incorporated
|
|
|
|
|
385
|
|
|
761
|
|
|
|
|||||
25 Series B Preferred Shares in Long's Drugs Incorporated
|
|
|
|
|
210
|
|
|
491
|
|
|
|
|||||
|
|
|
|
|
595
|
|
|
1,252
|
|
|
|
|||||
LTI Holdings, Inc.
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+6.75% cash due 9/6/2026
|
8.99
|
%
|
|
9,000
|
|
|
9,000
|
|
|
9,024
|
|
|
(13)(21)
|
|||
|
|
|
|
|
9,000
|
|
|
9,024
|
|
|
|
|||||
Lytx Holdings, LLC
|
|
Research & consulting services
|
|
|
|
|
|
|
|
|||||||
3,500 Class B Units
|
|
|
|
|
—
|
|
|
1,423
|
|
|
|
|||||
|
|
|
|
|
—
|
|
|
1,423
|
|
|
|
|||||
Maravai Intermediate Holdings, LLC
|
|
Biotechnology
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.25% cash due 8/2/2025
|
6.38
|
%
|
|
12,000
|
|
|
11,880
|
|
|
11,963
|
|
|
(13)
|
|||
|
|
|
|
|
11,880
|
|
|
11,963
|
|
|
|
|||||
Maverick Healthcare Group, LLC
|
|
Healthcare equipment
|
|
|
|
|
|
|
(20)
|
|||||||
First Lien Term Loan, LIBOR+7.5% cash (1.75% floor) cash due 3/15/2019
|
|
|
11,068
|
|
|
8,181
|
|
|
9,102
|
|
|
(13)(22)
|
||||
First Lien Term Loan, LIBOR+11% cash (1.75% floor) cash due 3/15/2019
|
|
|
50,740
|
|
|
39,110
|
|
|
—
|
|
|
(13)(22)
|
||||
CapEx Line, LIBOR+7.75% (1.75% floor) cash due 3/15/2019
|
|
|
863
|
|
|
611
|
|
|
710
|
|
|
(13)(22)
|
||||
|
|
|
|
|
47,902
|
|
|
9,812
|
|
|
|
|||||
Mayfield Agency Borrower Inc.
|
|
Property & casualty insurance
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 2/28/2025
|
6.74
|
%
|
|
7,481
|
|
|
7,447
|
|
|
7,537
|
|
|
(13)(21)
|
|||
Second Lien Term Loan, LIBOR+8.5% (1% floor) cash due 3/2/2026
|
10.74
|
%
|
|
37,500
|
|
|
36,977
|
|
|
37,219
|
|
|
(13)
|
|||
|
|
|
|
|
44,424
|
|
|
44,756
|
|
|
|
|||||
McAfee, LLC
|
|
Systems software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 9/30/2024
|
6.74
|
%
|
|
7,920
|
|
|
7,853
|
|
|
7,995
|
|
|
(13)(21)
|
|||
Second Lien Term Loan LIBOR+8.5% (1% floor) cash due 9/29/2025
|
10.74
|
%
|
|
8,000
|
|
|
8,045
|
|
|
8,180
|
|
|
(13)(21)
|
|||
|
|
|
|
|
15,898
|
|
|
16,175
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
|
Notes
|
|||||||
McDermott Technology (Americas), Inc.
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5% (1% floor) cash due 5/12/2025
|
7.24
|
%
|
|
$
|
31,144
|
|
|
$
|
30,725
|
|
|
$
|
31,604
|
|
|
(11)(13)(21)
|
|
|
|
|
|
30,725
|
|
|
31,604
|
|
|
|
|||||
MHE Intermediate Holdings, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5% (1% floor) cash due 3/8/2024
|
7.39
|
%
|
|
2,963
|
|
|
2,938
|
|
|
2,935
|
|
|
(13)
|
|||
|
|
|
|
|
2,938
|
|
|
2,935
|
|
|
|
|||||
Ministry Brands, LLC
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+9.25% (1% floor) cash due 6/2/2023
|
11.75
|
%
|
|
7,056
|
|
|
6,980
|
|
|
7,090
|
|
|
(13)
|
|||
Second Lien Delayed Draw Term Loan, LIBOR+9.25% (1% floor) cash due 6/2/2023
|
11.75
|
%
|
|
1,944
|
|
|
1,923
|
|
|
1,953
|
|
|
(13)
|
|||
First Lien Revolver, PRIME+4% (1% floor) cash due 12/2/2022
|
9.25
|
%
|
|
300
|
|
|
291
|
|
|
300
|
|
|
(13)
|
|||
|
|
|
|
|
9,194
|
|
|
9,343
|
|
|
|
|||||
Morphe LLC
|
|
Personal products
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6% (1% floor) cash due 2/10/2023
|
8.40
|
%
|
|
19,500
|
|
|
19,327
|
|
|
19,500
|
|
|
(13)
|
|||
|
|
|
|
|
19,327
|
|
|
19,500
|
|
|
|
|||||
Natural Resource Partners LP
|
|
Coal & consumable fuels
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 10.5% cash due 3/15/2022
|
|
|
7,000
|
|
|
7,329
|
|
|
7,525
|
|
|
(11)(21)
|
||||
|
|
|
|
|
7,329
|
|
|
7,525
|
|
|
|
|||||
Navicure, Inc.
|
|
Healthcare technology
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.5% (1% floor) cash due 10/31/2025
|
9.74
|
%
|
|
14,500
|
|
|
14,371
|
|
|
14,500
|
|
|
(13)
|
|||
|
|
|
|
|
14,371
|
|
|
14,500
|
|
|
|
|||||
Numericable SFR SA
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 7.375% cash due 5/1/2026
|
|
|
5,000
|
|
|
5,116
|
|
|
5,024
|
|
|
(11)(21)
|
||||
|
|
|
|
|
5,116
|
|
|
5,024
|
|
|
|
|||||
OmniSYS Acquisition Corporation
|
|
Diversified support services
|
|
|
|
|
|
|
|
|||||||
100,000 Common Units in OSYS Holdings, LLC
|
|
|
|
|
1,000
|
|
|
898
|
|
|
|
|||||
|
|
|
|
|
1,000
|
|
|
898
|
|
|
|
|||||
Onvoy, LLC
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+10.5% (1% floor) cash due 2/10/2025
|
12.89
|
%
|
|
16,750
|
|
|
16,750
|
|
|
13,479
|
|
|
(13)
|
|||
19,666.67 Class A Units in GTCR Onvoy Holdings, LLC
|
|
|
|
|
1,967
|
|
|
166
|
|
|
|
|||||
13,664.73 Series 3 Class B Units in GTCR Onvoy Holdings, LLC
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
18,717
|
|
|
13,645
|
|
|
|
|||||
P2 Upstream Acquisition Co.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Revolver, LIBOR+4% (1% floor) cash due 11/1/2018
|
|
|
|
|
—
|
|
|
(94
|
)
|
|
(10)(13)(21)
|
|||||
|
|
|
|
|
—
|
|
|
(94
|
)
|
|
|
|||||
Pingora MSR Opportunity Fund I-A, LP
|
|
Thrift & mortgage finance
|
|
|
|
|
|
|
|
|||||||
1.86% limited partnership interest
|
|
|
|
|
5,343
|
|
|
4,759
|
|
|
(11)(24)
|
|||||
|
|
|
|
|
5,343
|
|
|
4,759
|
|
|
|
|||||
PLATO Learning Inc.
|
|
Education services
|
|
|
|
|
|
|
(27)
|
|||||||
Unsecured Senior PIK Note, 8.5% PIK due 12/9/2021
|
|
|
2,649
|
|
|
2,434
|
|
|
—
|
|
|
(23)
|
||||
Unsecured Junior PIK Note, 10% PIK due 12/9/2021
|
|
|
12,490
|
|
|
10,227
|
|
|
—
|
|
|
(23)
|
||||
Unsecured Revolver, 5% cash due 12/9/2021
|
|
|
60
|
|
|
(40
|
)
|
|
(2,124
|
)
|
|
(22)
|
||||
126,127.80 Class A Common Units of Edmentum
|
|
|
|
|
126
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
12,747
|
|
|
(2,124
|
)
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
|
Notes
|
|||||||
ProFrac Services, LLC
|
|
Industrial machinery
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.75% (1% Floor) cash due 9/15/2023
|
8.07
|
%
|
|
$
|
18,300
|
|
|
$
|
18,118
|
|
|
$
|
18,209
|
|
|
(13)
|
|
|
|
|
|
18,118
|
|
|
18,209
|
|
|
|
|||||
QuorumLabs, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
64,887,669 Junior-2 Preferred Stock
|
|
|
|
|
375
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
375
|
|
|
—
|
|
|
|
|||||
Refac Optical Group
|
|
Specialty stores
|
|
|
|
|
|
|
(26)
|
|||||||
First Lien Term Loan, LIBOR+8% cash due 1/9/2019
|
|
|
2,242
|
|
|
2,149
|
|
|
2,241
|
|
|
(13)(22)
|
||||
First Lien Term Loan, LIBOR+9% cash 1.75% PIK due 1/9/2019
|
|
|
34,994
|
|
|
33,700
|
|
|
34,994
|
|
|
(13)(22)
|
||||
First Lien Term Loan, 12.5% cash due 1/9/2019 (22)
|
|
|
3,416
|
|
|
3,308
|
|
|
3,245
|
|
|
(22)
|
||||
First Lien Revolver, LIBOR+8% cash due 1/9/2019 (13)(22)
|
|
|
3,520
|
|
|
3,424
|
|
|
3,520
|
|
|
(13)(22)
|
||||
1,550.9435 Shares of Common Stock in Refac Holdings, Inc.
|
|
|
|
|
1
|
|
|
—
|
|
|
|
|||||
550.9435 Shares of Series A-2 Preferred Stock in Refac Holdings, Inc., 10%
|
|
|
|
|
305
|
|
|
—
|
|
|
|
|||||
1,000 Shares of Series A Preferred Stock Units in Refac Holdings, Inc., 10%
|
|
|
|
|
999
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
43,886
|
|
|
44,000
|
|
|
|
|||||
Salient CRGT, Inc.
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.75% (1% floor) cash due 2/28/2022
|
7.99
|
%
|
|
3,174
|
|
|
3,129
|
|
|
3,222
|
|
|
(13)(21)
|
|||
|
|
|
|
|
3,129
|
|
|
3,222
|
|
|
|
|||||
Scilex Pharmaceuticals Inc.
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Zero Coupon Bond due 8/15/2026
|
|
|
16,000
|
|
|
10,000
|
|
|
10,000
|
|
|
|
||||
|
|
|
|
|
10,000
|
|
|
10,000
|
|
|
|
|||||
Sequa Mezzanine Holdings, LLC
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5% (1% Floor) cash due 11/28/2021
|
7.19
|
%
|
|
8,479
|
|
|
8,411
|
|
|
8,355
|
|
|
(13)(21)
|
|||
Second Lien Term Loan, LIBOR+9% (1% Floor) cash due 4/28/2022
|
11.20
|
%
|
|
2,000
|
|
|
2,023
|
|
|
1,973
|
|
|
(13)(21)
|
|||
|
|
|
|
|
10,434
|
|
|
10,328
|
|
|
|
|||||
ShareThis, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
345,452 Series C Preferred Stock Warrants (exercise price $3.0395) expiration date 3/4/2024
|
|
|
|
|
367
|
|
|
4
|
|
|
|
|||||
|
|
|
|
|
367
|
|
|
4
|
|
|
|
|||||
Swordfish Merger Sub LLC
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+6.75% (1% floor) cash due 2/2/2026
|
8.86
|
%
|
|
12,500
|
|
|
12,442
|
|
|
12,406
|
|
|
(13)(21)
|
|||
|
|
|
|
|
12,442
|
|
|
12,406
|
|
|
|
|||||
TerSera Therapeutics, LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+9.25% (1% floor) cash due 3/30/2024
|
11.64
|
%
|
|
15,000
|
|
|
14,651
|
|
|
14,945
|
|
|
(13)
|
|||
Second Lien Incremental Term loan, LIBOR+9.25% cash due 3/30/2024
|
11.59
|
%
|
|
3,281
|
|
|
3,202
|
|
|
3,269
|
|
|
(13)
|
|||
Second Lien Incremental Delayed Draw Term Loan, LIBOR+9.25% cash due 12/31/2018
|
11.59
|
%
|
|
|
|
—
|
|
|
(12
|
)
|
|
(10)(13)
|
||||
668,879 Common Units of TerSera Holdings LLC
|
|
|
|
|
1,731
|
|
|
2,626
|
|
|
|
|||||
|
|
|
|
|
19,584
|
|
|
20,828
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
|
Notes
|
|||||||
Thing5, LLC
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+7.5% (1% floor) cash 2% PIK due 10/11/2020
|
|
|
$
|
46,906
|
|
|
$
|
46,462
|
|
|
$
|
34,292
|
|
|
(12)(13)(22)
|
|
First Lien Revolver, LIBOR+7.5% (1% floor) cash due 10/11/2020
|
|
|
2,702
|
|
|
2,603
|
|
|
2,702
|
|
|
(13)(22)
|
||||
2,000,000 Units in T5 Investment Vehicle, LLC
|
|
|
|
|
2,000
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
51,065
|
|
|
36,994
|
|
|
|
|||||
TigerText, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
299,110 Series B Preferred Stock Warrants (exercise price $1.3373) expiration date 12/8/2024
|
|
|
|
|
60
|
|
|
544
|
|
|
|
|||||
|
|
|
|
|
60
|
|
|
544
|
|
|
|
|||||
TravelCLICK, Inc.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.75% (1% floor) cash due 11/6/2021
|
9.99
|
%
|
|
1,510
|
|
|
1,376
|
|
|
1,510
|
|
|
(13)
|
|||
|
|
|
|
|
1,376
|
|
|
1,510
|
|
|
|
|||||
Tribe Buyer LLC
|
|
Human resource & employment services
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 2/16/2024
|
6.74
|
%
|
|
1,581
|
|
|
1,581
|
|
|
1,593
|
|
|
(13)(21)
|
|||
|
|
|
|
|
1,581
|
|
|
1,593
|
|
|
|
|||||
Truck Hero, Inc.
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+8.25% (1% floor) cash due 4/21/2025
|
10.46
|
%
|
|
21,500
|
|
|
21,191
|
|
|
21,715
|
|
|
(13)
|
|||
|
|
|
|
|
21,191
|
|
|
21,715
|
|
|
|
|||||
UOS, LLC
|
|
Trading companies & distributors
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+5.5% (1% floor) cash due 4/18/2023
|
7.74
|
%
|
|
6,847
|
|
|
6,981
|
|
|
7,009
|
|
|
(13)(21)
|
|||
|
|
|
|
|
6,981
|
|
|
7,009
|
|
|
|
|||||
Veritas US Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.5% (1% floor) cash due 1/27/2023
|
6.81
|
%
|
|
34,551
|
|
|
34,902
|
|
|
33,741
|
|
|
(13)(21)
|
|||
|
|
|
|
|
34,902
|
|
|
33,741
|
|
|
|
|||||
Verra Mobility, Corp.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.75% cash due 2/27/2026
|
9.99
|
%
|
|
8,750
|
|
|
8,698
|
|
|
8,958
|
|
|
(13)
|
|||
|
|
|
|
|
8,698
|
|
|
8,958
|
|
|
|
|||||
Verscend Holding Corp.
|
|
Healthcare technology
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.50% cash due 8/27/2025
|
6.74
|
%
|
|
25,000
|
|
|
24,887
|
|
|
25,255
|
|
|
(13)(21)
|
|||
Fixed Rate Bond 9.75% cash due 8/15/2026
|
|
|
12,000
|
|
|
12,025
|
|
|
12,405
|
|
|
(21)
|
||||
|
|
|
|
|
36,912
|
|
|
37,660
|
|
|
|
|||||
Vertex Aerospace Services Corp.
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+4.75% cash due 6/29/2025
|
6.99
|
%
|
|
15,960
|
|
|
15,883
|
|
|
16,135
|
|
|
(13)(21)
|
|||
|
|
|
|
|
15,883
|
|
|
16,135
|
|
|
|
|||||
Vine Oil & Gas LP
|
|
Oil & gas exploration & production
|
|
|
|
|
|
|
|
|||||||
First Lien Term Loan, LIBOR+6.875% (1% floor) cash due 11/25/2021
|
9.12
|
%
|
|
23,000
|
|
|
22,919
|
|
|
23,173
|
|
|
(13)(21)
|
|||
|
|
|
|
|
22,919
|
|
|
23,173
|
|
|
|
|||||
Vitalyst Holdings, Inc.
|
|
IT consulting & other services
|
|
|
|
|
|
|
|
|||||||
675 Series A Preferred Units of PCH Support Holdings, Inc., 10%
|
|
|
|
|
675
|
|
|
497
|
|
|
|
|||||
7,500 Class A Common Stock Units of PCH Support Holdings, Inc.
|
|
|
|
|
75
|
|
|
—
|
|
|
|
|||||
|
|
|
|
|
750
|
|
|
497
|
|
|
|
Portfolio Company/Type of Investment (1)(2)(5)(9)(14)
|
Cash Interest Rate (13)
|
Industry
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
|
Notes
|
|||||||
Weatherford International
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 9.875% cash due 2/15/2024
|
|
|
$
|
12,000
|
|
|
$
|
11,479
|
|
|
$
|
11,790
|
|
|
(11)(21)
|
|
|
|
|
|
|
11,479
|
|
|
11,790
|
|
|
|
|||||
WeddingWire, Inc.
|
|
Internet services & infrastructure
|
|
|
|
|
|
|
|
|||||||
Earn-out
|
|
|
|
|
—
|
|
|
70
|
|
|
(19)
|
|||||
|
|
|
|
|
—
|
|
|
70
|
|
|
|
|||||
Windstream Services, LLC
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Bond 8.625% cash due 10/31/2025
|
|
|
5,000
|
|
|
4,867
|
|
|
4,825
|
|
|
(11)(21)
|
||||
|
|
|
|
|
4,867
|
|
|
4,825
|
|
|
|
|||||
WP CPP Holdings, LLC
|
|
Aerospace & defense
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+7.75% (1% floor) cash due 4/30/2026
|
10.15
|
%
|
|
15,000
|
|
|
14,855
|
|
|
15,033
|
|
|
(13)(21)
|
|||
|
|
|
|
|
14,855
|
|
|
15,033
|
|
|
|
|||||
xMatters, Inc.
|
|
Application software
|
|
|
|
|
|
|
|
|||||||
600,000 Common Stock Warrants (exercise price $0.593333) expiration date 2/26/2025
|
|
|
|
|
709
|
|
|
287
|
|
|
|
|||||
|
|
|
|
|
709
|
|
|
287
|
|
|
|
|||||
Yeti Acquisition, LLC
|
|
Leisure products
|
|
|
|
|
|
|
|
|||||||
2,000,000 Common Stock Units of Yeti Holdings, Inc.
|
|
|
|
|
—
|
|
|
12,073
|
|
|
(28)
|
|||||
|
|
|
|
|
—
|
|
|
12,073
|
|
|
|
|||||
Zep Inc.
|
|
Specialty chemicals
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, LIBOR+8.25% (1% floor) cash due 8/11/2025
|
10.64
|
%
|
|
30,000
|
|
|
29,870
|
|
|
28,800
|
|
|
(13)
|
|||
First Lien Term Loan, LIBOR+4.00% (1% floor) cash due 8/12/2024
|
6.39
|
%
|
|
1,995
|
|
|
1,903
|
|
|
1,904
|
|
|
(13)(21)
|
|||
|
|
|
|
|
31,773
|
|
|
30,704
|
|
|
|
|||||
Zephyr Bidco Limited
|
|
Specialized finance
|
|
|
|
|
|
|
|
|||||||
Second Lien Term Loan, UK LIBOR+7.50% (0% floor) cash due 7/23/2026
|
8.22
|
%
|
|
£
|
18,000
|
|
|
23,568
|
|
|
23,258
|
|
|
(11)(13)(21)
|
||
|
|
|
|
|
23,568
|
|
|
23,258
|
|
|
|
|||||
Total Non-Control/Non-Affiliate Investments (150.6% of net assets)
|
|
|
|
|
$
|
1,392,383
|
|
|
$
|
1,292,166
|
|
|
|
|||
Total Portfolio Investments (173.8% of net assets)
|
|
|
|
|
$
|
1,606,933
|
|
|
$
|
1,491,201
|
|
|
|
|||
Cash and Cash Equivalents and Restricted Cash
|
|
|
|
|
|
|
|
|
|
|||||||
JP Morgan Prime Money Market Fund, Institutional Shares
|
|
|
|
|
$
|
9,108
|
|
|
$
|
9,108
|
|
|
|
|||
Other cash accounts
|
|
|
|
|
4,381
|
|
|
4,381
|
|
|
|
|||||
Total Cash and Cash Equivalents and Restricted Cash (1.6% of net assets)
|
|
|
|
|
$
|
13,489
|
|
|
$
|
13,489
|
|
|
|
|||
Total Portfolio Investments, Cash and Cash Equivalents and Restricted Cash (175.4% of net assets)
|
|
|
|
|
$
|
1,620,422
|
|
|
$
|
1,504,690
|
|
|
|
Derivative Instrument
|
|
Notional Amount to be Purchased
|
|
Notional Amount to be Sold
|
|
Maturity Date
|
|
Counterparty
|
|
Cumulative Unrealized Appreciation /(Depreciation)
|
||||||
Foreign currency forward contract
|
|
$
|
23,113
|
|
|
£
|
17,579
|
|
|
10/26/2018
|
|
JPMorgan Chase Bank, N.A.
|
|
$
|
162
|
|
(1)
|
All debt investments are income producing unless otherwise noted. All equity investments are non-income producing unless otherwise noted.
|
(2)
|
See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition by geographic region.
|
(3)
|
Control Investments generally are defined by the Investment Company Act, as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
|
(4)
|
Affiliate Investments generally are defined by the Investment Company Act as investments in companies in which the Company owns between 5% and 25% of the voting securities.
|
(5)
|
Equity ownership may be held in shares or units of companies related to the portfolio companies.
|
(6)
|
Income producing through payment of dividends or distributions.
|
(7)
|
Non-Control/Non-Affiliate Investments are investments that are neither Control Investments nor Affiliate Investments.
|
(8)
|
Principal includes accumulated PIK interest and is net of repayments. “£” signifies the investment is denominated in British Pounds. "€" signifies the investment is denominated in Euros. All other investments are denominated in U.S. dollars.
|
(9)
|
Interest rates may be adjusted from period to period on certain term loans and revolvers. These rate adjustments may be either temporary in nature due to tier pricing arrangements or financial or payment covenant violations in the original credit agreements or permanent in nature per loan amendment or waiver documents.
|
(10)
|
Investment has undrawn commitments. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.
|
(11)
|
Investment is not a "qualifying asset" as defined under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company's total assets. As of September 30, 2018, qualifying assets represented 73.4% of the Company's total assets and non-qualifying assets represented 26.6% of the Company's total assets.
|
(12)
|
The sale of a portion of this loan does not qualify for true sale accounting under ASC 860, and therefore, the entire debt investment remains in the Consolidated Schedule of Investments. Accordingly, the fair value of the Company's debt investments as of September 30, 2018 includes $9.7 million related to the Company's secured borrowings. (See Note 14 in the accompanying notes to the Consolidated Financial Statements.)
|
(13)
|
The interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g., prime rate), which typically resets semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the Company has provided the applicable margin over LIBOR or the alternate base rate based on each respective credit agreement and the cash interest rate as of period end. All LIBOR shown above is in U.S. dollars unless otherwise noted. As of September 30, 2018, the reference rates for our variable rate loans were the 30-day LIBOR at 2.24%, 60-day LIBOR at 2.29%, the 90-day LIBOR at 2.39%, the 180-day LIBOR at 2.59%, the PRIME at 5.25%, the 30-day UK LIBOR at 0.72% and the 30-day EURIBOR at (0.40)%.
|
(14)
|
With the exception of investments held by the Company’s wholly-owned subsidiaries that each formerly held a license from the SBA to operate as a SBIC, each of the Company's investments is pledged as collateral under its credit facility.
|
(15)
|
As defined in the Investment Company Act, the Company is deemed to be both an "Affiliated Person" of and to "Control" this portfolio company as the Company owns more than 25% of the portfolio company's outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement). See Schedule 12-14 in this Form 10-K for the year ended September 30, 2018 for transactions in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.
|
(16)
|
First Star Speir Aviation 1 Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with ASU 2013-08, the Company has deemed the holding company to be an investment company under GAAP and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the wholly-owned holding company are disregarded for accounting purposes since the economic substance of these instruments are equity investments in the operating entities.
|
(17)
|
See Note 3 in the accompanying notes to the Consolidated Financial Statements for portfolio composition.
|
(18)
|
The Class A Mezzanine Secured Deferrable Floating Rate Notes bear interest at a rate of LIBOR plus the applicable margin as defined in the indenture. The Class A Mezzanine Secured Deferrable Floating Rate Notes and Class B Mezzanine Secured Deferrable Fixed Rate Notes are collectively referred to as the "mezzanine notes".
|
(19)
|
During the year ended September 30, 2018, the Company exited its investments in WeddingWire, Inc. ("WeddingWire") in exchange for cash and the right to receive contingent payments in the future based on the performance of WeddingWire, which is referred to as an "earn-out" in the consolidated schedule of investments.
|
(20)
|
Payments on the Company's investment in Maverick Healthcare are currently past due. In May 2017, the Company entered into a forbearance agreement with Maverick Healthcare in which the Company has temporarily agreed not to take action against Maverick Healthcare. As of September 30, 2018, the forbearance agreement, as amended in June 2018, extended to March 15, 2019.
|
(21)
|
As of September 30, 2018, these investments are categorized as Level 2 within the fair value hierarchy established by ASC 820. All other investments are categorized as Level 3 as of September 30, 2018 and were using significant unobservable inputs.
|
(22)
|
This investment was on cash non-accrual status as of September 30, 2018. Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.
|
(23)
|
This investment was on PIK non-accrual status as of September 30, 2018. PIK non-accrual status is inclusive of other non-cash income, where applicable.
|
(24)
|
This investment was valued using net asset value as a practical expedient for fair value. Consistent with FASB guidance under ASC 820, these investments are excluded from the hierarchical levels.
|
(25)
|
AdVenture Interactive, Corp. completed a reorganization in which it separated its marketing services business from its online program management business. In connection with the reorganization, FS AVI Holdco LLC was formed as a separate entity and is the parent company to
|
(26)
|
Payments on the Company's investment in Refac Optical Group are currently past due. In October 2018, the Company entered into a forbearance agreement with Refac Optical Group in which the Company has temporarily agreed not to take action against Refac Optical Group. As of September 30, 2018, the forbearance agreement extended to January 9, 2019.
|
(27)
|
This investment was renamed PLATO Learning Inc. as of September 30, 2018. Prior to September 30, 2018, this investment was previously named Edmentum, Inc.
|
(28)
|
During the three months ended December 31, 2018, the Company's shares in Yeti Holdings, Inc. were subject to a 0.397 reverse share split. Subsequent to the reverse split, the Company held 794,000 shares in Yeti Holdings, Inc.
|
•
|
Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities as of the measurement date.
|
•
|
Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities.
|
•
|
Level 3 — Unobservable inputs that reflect management's best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.
|
•
|
The quarterly valuation process begins with each portfolio company or investment being initially valued by Oaktree's valuation team in conjunction with Oaktree's portfolio management team and investment professionals responsible for each portfolio investment;
|
•
|
Separately, independent valuation firms engaged by the Board of Directors prepare valuations of the Company's investments, on a selected basis, for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and submit the reports to the Company and provide such reports to Oaktree and the Audit Committee of the Board of Directors;
|
•
|
Oaktree compares and contrasts its preliminary valuations to the valuations of the independent valuation firms and prepares a valuation report for the Audit Committee;
|
•
|
The Audit Committee reviews the preliminary valuations with Oaktree, and Oaktree responds and supplements the preliminary valuations to reflect any discussions between Oaktree and the Audit Committee;
|
•
|
The Audit Committee makes a recommendation to the full Board of Directors regarding the fair value of the investments in the Company's portfolio; and
|
•
|
The Board of Directors discusses valuations and determines the fair value of each investment in the Company's portfolio.
|
|
|
Year ended September 30, 2018
|
|
Year ended September 30, 2017
|
||||||||||||
|
|
As Previously Reported
|
|
After Adoption of ASU 2016-18
|
|
As Previously Reported
|
|
After Adoption of ASU 2016-18
|
||||||||
Net cash provided by operating activities
|
|
$
|
60,295
|
|
|
$
|
53,509
|
|
|
$
|
492,441
|
|
|
$
|
486,897
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||
|
|
Cost
|
|
Fair Value
|
|
Cost
|
|
Fair Value
|
||||||||
Investments in debt securities
|
|
$
|
1,274,367
|
|
|
$
|
1,212,174
|
|
|
$
|
1,390,672
|
|
|
$
|
1,287,958
|
|
Investments in equity securities
|
|
93,075
|
|
|
99,566
|
|
|
70,756
|
|
|
73,869
|
|
||||
Debt investments in SLF JV I
|
|
96,250
|
|
|
96,250
|
|
|
129,333
|
|
|
129,333
|
|
||||
Equity investment in SLF JV I
|
|
49,322
|
|
|
30,052
|
|
|
16,172
|
|
|
41
|
|
||||
Total
|
|
$
|
1,513,014
|
|
|
$
|
1,438,042
|
|
|
$
|
1,606,933
|
|
|
$
|
1,491,201
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
|
|
Fair Value
|
|
% of Debt
Portfolio
|
|
Fair Value
|
|
% of Debt
Portfolio
|
||||||
Fixed rate debt securities, including debt investments in SLF JV I
|
|
$
|
132,965
|
|
|
10.16
|
%
|
|
$
|
237,718
|
|
|
16.77
|
%
|
Floating rate debt securities, including debt investments in SLF JV I
|
|
1,175,459
|
|
|
89.84
|
|
|
1,179,573
|
|
|
83.23
|
|
||
Total
|
|
$
|
1,308,424
|
|
|
100.00
|
%
|
|
$
|
1,417,291
|
|
|
100.00
|
%
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Measured at Net Asset Value (a)
|
|
Total
|
||||||||||
Investments in debt securities (senior secured)
|
|
$
|
—
|
|
|
$
|
477,542
|
|
|
$
|
653,334
|
|
|
$
|
—
|
|
|
$
|
1,130,876
|
|
Investments in debt securities (subordinated, including debt investments in SLF JV I)
|
|
—
|
|
|
67,239
|
|
|
110,309
|
|
|
—
|
|
|
177,548
|
|
|||||
Investments in equity securities (preferred)
|
|
—
|
|
|
—
|
|
|
40,578
|
|
|
—
|
|
|
40,578
|
|
|||||
Investments in equity securities (common and warrants, including LLC equity interests of SLF JV I)
|
|
15,054
|
|
|
—
|
|
|
41,006
|
|
|
32,980
|
|
|
89,040
|
|
|||||
Total investments at fair value
|
|
15,054
|
|
|
544,781
|
|
|
845,227
|
|
|
32,980
|
|
|
1,438,042
|
|
|||||
Cash equivalents
|
|
9,611
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,611
|
|
|||||
Derivative assets
|
|
—
|
|
|
490
|
|
|
—
|
|
|
—
|
|
|
490
|
|
|||||
Total assets at fair value
|
|
$
|
24,665
|
|
|
$
|
545,271
|
|
|
$
|
845,227
|
|
|
$
|
32,980
|
|
|
$
|
1,448,143
|
|
(a)
|
In accordance with ASC 820-10, certain investments that are measured using the net asset value per share (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not redeemable. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Measured at Net Asset Value (a)
|
|
Total
|
||||||||||
Investments in debt securities (senior secured)
|
|
$
|
—
|
|
|
$
|
485,436
|
|
|
$
|
638,971
|
|
|
$
|
—
|
|
|
$
|
1,124,407
|
|
Investments in debt securities (subordinated, including debt investments in SLF JV I)
|
|
—
|
|
|
134,025
|
|
|
158,859
|
|
|
—
|
|
|
292,884
|
|
|||||
Investments in equity securities (preferred)
|
|
—
|
|
|
—
|
|
|
4,918
|
|
|
—
|
|
|
4,918
|
|
|||||
Investments in equity securities (common and warrants, including LLC equity interests of SLF JV I)
|
|
—
|
|
|
—
|
|
|
61,134
|
|
|
7,858
|
|
|
68,992
|
|
|||||
Total investments at fair value
|
|
—
|
|
|
619,461
|
|
|
863,882
|
|
|
7,858
|
|
|
1,491,201
|
|
|||||
Cash equivalents
|
|
9,108
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,108
|
|
|||||
Derivative assets
|
|
—
|
|
|
162
|
|
|
—
|
|
|
—
|
|
|
162
|
|
|||||
Total assets at fair value
|
|
$
|
9,108
|
|
|
$
|
619,623
|
|
|
$
|
863,882
|
|
|
$
|
7,858
|
|
|
$
|
1,500,471
|
|
Secured borrowings
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,728
|
|
|
$
|
—
|
|
|
$
|
9,728
|
|
Total liabilities at fair value
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,728
|
|
|
$
|
—
|
|
|
$
|
9,728
|
|
(a)
|
In accordance with ASC 820-10, certain investments that are measured using the net asset value per share (or its equivalent) as a practical expedient for fair value have not been classified in the fair value hierarchy. These investments are generally not
|
|
|
Investments
|
|
Liabilities
|
||||||||||||||||||||
|
|
Senior Secured Debt
|
|
Subordinated
Debt (including debt investments in SLF JV I) |
|
Preferred
Equity |
|
Common
Equity and Warrants |
|
Total
|
|
Secured Borrowings
|
||||||||||||
Fair value as of September 30, 2018
|
|
$
|
638,971
|
|
|
$
|
158,859
|
|
|
$
|
4,918
|
|
|
$
|
61,134
|
|
|
$
|
863,882
|
|
|
$
|
9,728
|
|
New investments
|
|
257,378
|
|
|
2,664
|
|
|
7,019
|
|
|
2,514
|
|
|
269,575
|
|
|
—
|
|
||||||
Redemptions/repayments/sales
|
|
(309,263
|
)
|
|
(23,365
|
)
|
|
(498
|
)
|
|
(31,990
|
)
|
|
(365,116
|
)
|
|
(9,822
|
)
|
||||||
Transfers in (a)(c)
|
|
32,293
|
|
|
—
|
|
|
28,984
|
|
|
—
|
|
|
61,277
|
|
|
—
|
|
||||||
Transfers out (b)(c)
|
|
(28,984
|
)
|
|
(33,150
|
)
|
|
—
|
|
|
(12,073
|
)
|
|
(74,207
|
)
|
|
—
|
|
||||||
Net accrual of PIK interest income
|
|
5,037
|
|
|
149
|
|
|
—
|
|
|
—
|
|
|
5,186
|
|
|
—
|
|
||||||
Accretion of OID
|
|
16,601
|
|
|
1,268
|
|
|
—
|
|
|
—
|
|
|
17,869
|
|
|
—
|
|
||||||
Net unrealized appreciation (depreciation)
|
|
51,043
|
|
|
3,884
|
|
|
650
|
|
|
(451
|
)
|
|
55,126
|
|
|
2,719
|
|
||||||
Net realized gains (losses)
|
|
(9,742
|
)
|
|
—
|
|
|
(495
|
)
|
|
21,872
|
|
|
11,635
|
|
|
(2,625
|
)
|
||||||
Fair value as of September 30, 2019
|
|
$
|
653,334
|
|
|
$
|
110,309
|
|
|
$
|
40,578
|
|
|
$
|
41,006
|
|
|
$
|
845,227
|
|
|
$
|
—
|
|
Net unrealized appreciation (depreciation) relating to Level 3 assets & liabilities still held as of September 30, 2019 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the year ended September 30, 2019
|
|
$
|
(19,729
|
)
|
|
$
|
3,378
|
|
|
$
|
(94
|
)
|
|
$
|
10,617
|
|
|
$
|
(5,828
|
)
|
|
$
|
—
|
|
|
|
Investments
|
|
Liabilities
|
||||||||||||||||||||
|
|
Senior Secured Debt
|
|
Subordinated
Debt (including debt investments in SLF JV I)
|
|
Preferred
Equity
|
|
Common
Equity and Warrants
|
|
Total
|
|
Secured Borrowings
|
||||||||||||
Fair value as of September 30, 2017
|
|
$
|
1,060,442
|
|
|
$
|
180,331
|
|
|
$
|
16,445
|
|
|
$
|
69,164
|
|
|
$
|
1,326,382
|
|
|
$
|
13,256
|
|
New investments & net revolver activity
|
|
381,905
|
|
|
12,662
|
|
|
—
|
|
|
2,500
|
|
|
397,067
|
|
|
—
|
|
||||||
Redemptions/repayments/sales
|
|
(749,161
|
)
|
|
(26,403
|
)
|
|
(12,398
|
)
|
|
(27,819
|
)
|
|
(815,781
|
)
|
|
(1,191
|
)
|
||||||
Transfers out (a)
|
|
(34,657
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34,657
|
)
|
|
—
|
|
||||||
Net accrual of PIK interest income
|
|
1,603
|
|
|
2,294
|
|
|
—
|
|
|
—
|
|
|
3,897
|
|
|
16
|
|
||||||
Accretion of OID
|
|
4,769
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,769
|
|
|
—
|
|
||||||
Net unrealized appreciation (depreciation) on investments
|
|
33,436
|
|
|
(10,023
|
)
|
|
34,112
|
|
|
44,107
|
|
|
101,632
|
|
|
—
|
|
||||||
Net unrealized depreciation on secured borrowings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,353
|
)
|
||||||
Realized loss on investments
|
|
(59,366
|
)
|
|
(2
|
)
|
|
(33,241
|
)
|
|
(26,818
|
)
|
|
(119,427
|
)
|
|
—
|
|
||||||
Fair value as of September 30, 2018
|
|
$
|
638,971
|
|
|
$
|
158,859
|
|
|
$
|
4,918
|
|
|
$
|
61,134
|
|
|
$
|
863,882
|
|
|
$
|
9,728
|
|
Net unrealized depreciation relating to Level 3 assets & liabilities still held as of September 30, 2018 and reported within net unrealized appreciation (depreciation) in the Consolidated Statement of Operations for the year ended September 30, 2018
|
|
$
|
(18,318
|
)
|
|
$
|
(4,130
|
)
|
|
$
|
(1,018
|
)
|
|
$
|
(4,003
|
)
|
|
$
|
(27,469
|
)
|
|
$
|
(2,353
|
)
|
Asset
|
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
Range
|
|
Weighted
Average (a)
|
|||||
Senior secured debt
|
|
$
|
314,026
|
|
|
Market yield technique
|
|
Market yield
|
|
(b)
|
6.7%
|
-
|
18.0%
|
|
11.2%
|
|
|
17,452
|
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
1.8x
|
-
|
6.0x
|
|
5.0x
|
|
|
|
11,510
|
|
|
Enterprise value technique
|
|
Asset multiple
|
|
(c)
|
0.9x
|
|
1.1x
|
|
1.0x
|
|
|
|
3,750
|
|
|
Transactions precedent
|
|
Transaction price
|
|
(d)
|
N/A
|
-
|
N/A
|
|
N/A
|
|
|
|
306,596
|
|
|
Market quotations
|
|
Broker quoted price
|
|
(e)
|
N/A
|
-
|
N/A
|
|
N/A
|
|
Subordinated debt
|
|
11,353
|
|
|
Market yield technique
|
|
Market yield
|
|
(b)
|
13.0%
|
-
|
15.0%
|
|
14.0%
|
|
|
|
2,706
|
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
6.5x
|
-
|
8.5x
|
|
7.5x
|
|
SLF JV I debt investments
|
|
96,250
|
|
|
Enterprise value technique
|
|
N/A
|
|
(f)
|
N/A
|
-
|
N/A
|
|
N/A
|
|
Preferred & common equity
|
|
4,004
|
|
|
Enterprise value technique
|
|
Revenue multiple
|
|
(c)
|
0.8x
|
-
|
8.9x
|
|
3.3x
|
|
|
|
72,950
|
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
1.8x
|
-
|
17.0x
|
|
6.9x
|
|
|
|
4,630
|
|
|
Enterprise value technique
|
|
Asset multiple
|
|
(c)
|
0.9x
|
-
|
1.1x
|
|
1.0x
|
|
Total
|
|
$
|
845,227
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Weighted averages are calculated based on fair value of investments.
|
(b)
|
Used when market participants would take into account market yield when pricing the investment.
|
(c)
|
Used when market participants would use such multiples when pricing the investment.
|
(d)
|
Used when there is an observable transaction or pending event for the investment.
|
(e)
|
The Company generally uses prices provided by an independent pricing service which are non-binding indicative prices on or near the valuation date as the primary basis for the fair value determinations for quoted senior secured debt investments. Since these prices are non-binding, they may not be indicative of fair
|
(f)
|
The Company determined the value of its subordinated notes of SLF JV I based on the total assets less the total liabilities senior to the subordinated notes held at SLF JV I in an amount not exceeding par under the enterprise value technique.
|
Asset
|
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
Range
|
|
Weighted
Average (a)
|
|||||
Senior secured debt
|
|
$
|
241,522
|
|
|
Market yield technique
|
|
Market yield
|
|
(b)
|
7.4%
|
-
|
20.0%
|
|
12.1%
|
|
|
97,057
|
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
2.8x
|
-
|
7.6x
|
|
5.1x
|
|
|
|
32,510
|
|
|
Enterprise value technique
|
|
Asset multiple
|
|
(c)
|
0.9x
|
-
|
1.1x
|
|
1.0x
|
|
|
|
55,343
|
|
|
Transactions precedent technique
|
|
Transaction price
|
|
(d)
|
N/A
|
-
|
N/A
|
|
N/A
|
|
|
|
212,539
|
|
|
Market quotations
|
|
Broker quoted price
|
|
(e)
|
N/A
|
-
|
N/A
|
|
N/A
|
|
Subordinated debt
|
|
30,608
|
|
|
Market yield technique
|
|
Market yield
|
|
(b)
|
10.4%
|
-
|
24.2%
|
|
14.2%
|
|
|
|
(1,082
|
)
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
4.8x
|
-
|
7.2x
|
|
6.4x
|
|
SLF JV I debt investments
|
|
129,333
|
|
|
Enterprise value technique
|
|
N/A
|
|
(f)
|
N/A
|
-
|
N/A
|
|
N/A
|
|
Preferred & common equity
|
|
24,654
|
|
|
Enterprise value technique
|
|
Revenue multiple
|
|
(c)
|
0.4x
|
-
|
10.9x
|
|
4.8x
|
|
|
|
41,286
|
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
2.8x
|
-
|
18.0x
|
|
8.7x
|
|
|
|
112
|
|
|
Enterprise value technique
|
|
Asset multiple
|
|
(c)
|
0.9x
|
-
|
1.1x
|
|
1.0x
|
|
Total
|
|
$
|
863,882
|
|
|
|
|
|
|
|
|
|
|
|
|
Secured borrowings
|
|
9,728
|
|
|
Enterprise value technique
|
|
EBITDA multiple
|
|
(c)
|
5.8x
|
-
|
6.0x
|
|
5.9x
|
|
Total
|
|
$
|
9,728
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Weighted averages are calculated based on fair value of investments or secured borrowings.
|
(b)
|
Used when market participants would take into account market yield when pricing the investment.
|
(c)
|
Used when market participants would use such multiples when pricing the investment or secured borrowings.
|
(d)
|
Used when there is an observable transaction or pending event for the investment.
|
(e)
|
The Company generally uses prices provided by an independent pricing service which are non-binding indicative prices on or near the valuation date as the primary basis for the fair value determinations for quoted senior secured debt investments. Since these prices are non-binding, they may not be indicative of fair value. The Company evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. Each quoted price is evaluated by the Audit Committee of the Company's Board of Directors in conjunction with additional information compiled by Oaktree.
|
(f)
|
The Company determined the value of its mezzanine notes of SLF JV I based on the total assets less the total liabilities senior to the mezzanine notes held at SLF JV I in an amount not exceeding par under the enterprise value technique.
|
|
|
Carrying
Value
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Credit facility payable
|
|
$
|
314,825
|
|
|
$
|
314,825
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
314,825
|
|
Unsecured notes payable (net of unamortized financing costs)
|
|
158,542
|
|
|
164,966
|
|
|
—
|
|
|
164,966
|
|
|
—
|
|
|||||
Total
|
|
$
|
473,367
|
|
|
$
|
479,791
|
|
|
$
|
—
|
|
|
$
|
164,966
|
|
|
$
|
314,825
|
|
|
|
Carrying
Value
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Credit facility payable
|
|
$
|
241,000
|
|
|
$
|
241,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
241,000
|
|
Unsecured notes payable (net of unamortized financing costs)
|
|
386,485
|
|
|
393,144
|
|
|
—
|
|
|
162,626
|
|
|
230,518
|
|
|||||
Total
|
|
$
|
627,485
|
|
|
$
|
634,144
|
|
|
$
|
—
|
|
|
$
|
162,626
|
|
|
$
|
471,518
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
Cost:
|
|
|
|
% of Total Investments
|
|
|
|
% of Total Investments
|
||||||
Senior secured debt
|
|
$
|
1,170,258
|
|
|
77.35
|
%
|
|
$
|
1,200,242
|
|
|
74.69
|
%
|
Subordinated debt
|
|
104,109
|
|
|
6.88
|
%
|
|
190,430
|
|
|
11.85
|
%
|
||
Debt investments in SLF JV I
|
|
96,250
|
|
|
6.36
|
%
|
|
129,333
|
|
|
8.05
|
%
|
||
Common equity & warrants
|
|
52,630
|
|
|
3.48
|
%
|
|
63,848
|
|
|
3.97
|
%
|
||
LLC equity interests of SLF JV I
|
|
49,322
|
|
|
3.26
|
%
|
|
16,172
|
|
|
1.01
|
%
|
||
Preferred equity
|
|
40,445
|
|
|
2.67
|
%
|
|
6,908
|
|
|
0.43
|
%
|
||
Total
|
|
$
|
1,513,014
|
|
|
100.00
|
%
|
|
$
|
1,606,933
|
|
|
100.00
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||
Fair Value:
|
|
|
|
% of Total Investments
|
|
% of Net Assets
|
|
|
|
% of Total Investments
|
|
% of Net Assets
|
||||||||
Senior secured debt
|
|
$
|
1,130,876
|
|
|
78.64
|
%
|
|
121.51
|
%
|
|
$
|
1,124,408
|
|
|
75.40
|
%
|
|
131.05
|
%
|
Debt investments in SLF JV I
|
|
96,250
|
|
|
6.69
|
%
|
|
10.34
|
%
|
|
129,333
|
|
|
8.67
|
%
|
|
15.07
|
%
|
||
Subordinated debt
|
|
81,298
|
|
|
5.65
|
%
|
|
8.74
|
%
|
|
163,550
|
|
|
10.97
|
%
|
|
19.06
|
%
|
||
Common equity and warrants
|
|
58,988
|
|
|
4.10
|
%
|
|
6.34
|
%
|
|
68,951
|
|
|
4.63
|
%
|
|
8.04
|
%
|
||
Preferred equity
|
|
40,578
|
|
|
2.82
|
%
|
|
4.36
|
%
|
|
4,918
|
|
|
0.33
|
%
|
|
0.57
|
%
|
||
LLC equity interests of SLF JV I
|
|
30,052
|
|
|
2.10
|
%
|
|
3.23
|
%
|
|
41
|
|
|
—
|
|
|
—
|
|
||
Total
|
|
$
|
1,438,042
|
|
|
100.00
|
%
|
|
154.52
|
%
|
|
$
|
1,491,201
|
|
|
100.00
|
%
|
|
173.79
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
Cost:
|
|
|
|
% of Total Investments
|
|
|
|
% of Total Investments
|
||||||
Northeast
|
|
$
|
394,130
|
|
|
26.05
|
%
|
|
$
|
539,568
|
|
|
33.58
|
%
|
West
|
|
377,810
|
|
|
24.97
|
%
|
|
247,831
|
|
|
15.42
|
%
|
||
Midwest
|
|
322,651
|
|
|
21.33
|
%
|
|
278,632
|
|
|
17.34
|
%
|
||
International
|
|
171,129
|
|
|
11.31
|
%
|
|
155,657
|
|
|
9.69
|
%
|
||
Southeast
|
|
131,522
|
|
|
8.69
|
%
|
|
172,461
|
|
|
10.73
|
%
|
||
Southwest
|
|
66,781
|
|
|
4.41
|
%
|
|
200,904
|
|
|
12.50
|
%
|
||
Northwest
|
|
35,193
|
|
|
2.33
|
%
|
|
11,880
|
|
|
0.74
|
%
|
||
South
|
|
13,798
|
|
|
0.91
|
%
|
|
—
|
|
|
—
|
|
||
Total
|
|
$
|
1,513,014
|
|
|
100.00
|
%
|
|
$
|
1,606,933
|
|
|
100.00
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||
Fair Value:
|
|
|
|
% of Total Investments
|
|
% of Net Assets
|
|
|
|
% of Total Investments
|
|
% of Net Assets
|
||||||||
Northeast
|
|
$
|
358,328
|
|
|
24.93
|
%
|
|
38.50
|
%
|
|
$
|
495,942
|
|
|
33.26
|
%
|
|
57.80
|
%
|
West
|
|
350,660
|
|
|
24.38
|
%
|
|
37.68
|
%
|
|
230,117
|
|
|
15.43
|
%
|
|
26.82
|
%
|
||
Midwest
|
|
297,433
|
|
|
20.68
|
%
|
|
31.97
|
%
|
|
229,222
|
|
|
15.37
|
%
|
|
26.71
|
%
|
||
International
|
|
175,687
|
|
|
12.22
|
%
|
|
18.88
|
%
|
|
158,048
|
|
|
10.60
|
%
|
|
18.42
|
%
|
||
Southeast
|
|
125,306
|
|
|
8.71
|
%
|
|
13.46
|
%
|
|
177,024
|
|
|
11.87
|
%
|
|
20.63
|
%
|
||
Southwest
|
|
82,395
|
|
|
5.73
|
%
|
|
8.85
|
%
|
|
188,608
|
|
|
12.65
|
%
|
|
21.98
|
%
|
||
Northwest
|
|
34,817
|
|
|
2.42
|
%
|
|
3.74
|
%
|
|
12,240
|
|
|
0.82
|
%
|
|
1.43
|
%
|
||
South
|
|
13,416
|
|
|
0.93
|
%
|
|
1.44
|
%
|
|
—
|
|
|
—
|
|
|
—
|
%
|
||
Total
|
|
$
|
1,438,042
|
|
|
100.00
|
%
|
|
154.52
|
%
|
|
$
|
1,491,201
|
|
|
100.00
|
%
|
|
173.79
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
Cost:
|
|
|
|
% of Total Investments
|
|
|
|
% of Total Investments
|
||||||
Multi-sector holdings (1)
|
|
$
|
146,436
|
|
|
9.67
|
%
|
|
$
|
157,883
|
|
|
9.85
|
%
|
Application software
|
|
132,051
|
|
|
8.73
|
|
|
85,875
|
|
|
5.34
|
|
||
Healthcare services
|
|
100,173
|
|
|
6.62
|
|
|
119,468
|
|
|
7.43
|
|
||
Data processing & outsourced services
|
|
97,759
|
|
|
6.46
|
|
|
87,617
|
|
|
5.45
|
|
||
Biotechnology
|
|
82,109
|
|
|
5.43
|
|
|
11,880
|
|
|
0.74
|
|
||
Property & casualty insurance
|
|
73,076
|
|
|
4.83
|
|
|
66,370
|
|
|
4.13
|
|
||
Pharmaceuticals
|
|
59,294
|
|
|
3.92
|
|
|
69,098
|
|
|
4.30
|
|
||
Specialized finance
|
|
53,227
|
|
|
3.52
|
|
|
48,571
|
|
|
3.02
|
|
||
Healthcare technology
|
|
51,044
|
|
|
3.37
|
|
|
51,283
|
|
|
3.19
|
|
||
Auto parts & equipment
|
|
42,641
|
|
|
2.82
|
|
|
42,633
|
|
|
2.65
|
|
||
Advertising
|
|
42,405
|
|
|
2.80
|
|
|
42,405
|
|
|
2.64
|
|
||
Real estate services
|
|
39,332
|
|
|
2.60
|
|
|
—
|
|
|
—
|
|
||
Research & consulting services
|
|
34,734
|
|
|
2.30
|
|
|
34,595
|
|
|
2.15
|
|
||
Integrated telecommunication services
|
|
33,741
|
|
|
2.23
|
|
|
33,768
|
|
|
2.10
|
|
||
Aerospace & defense
|
|
33,665
|
|
|
2.23
|
|
|
45,918
|
|
|
2.86
|
|
||
Internet services & infrastructure
|
|
32,563
|
|
|
2.15
|
|
|
5,454
|
|
|
0.34
|
|
||
Specialty chemicals
|
|
31,788
|
|
|
2.10
|
|
|
31,773
|
|
|
1.98
|
|
||
Systems software
|
|
31,716
|
|
|
2.10
|
|
|
15,898
|
|
|
0.99
|
|
||
Oil & gas refining & marketing
|
|
30,378
|
|
|
2.01
|
|
|
22,493
|
|
|
1.40
|
|
||
Alternative carriers
|
|
29,400
|
|
|
1.94
|
|
|
—
|
|
|
—
|
|
||
Managed healthcare
|
|
27,645
|
|
|
1.83
|
|
|
27,812
|
|
|
1.73
|
|
||
Construction & engineering
|
|
23,443
|
|
|
1.55
|
|
|
30,437
|
|
|
1.89
|
|
||
Healthcare distributors
|
|
22,561
|
|
|
1.49
|
|
|
19,683
|
|
|
1.22
|
|
||
Interactive media & services
|
|
21,805
|
|
|
1.44
|
|
|
—
|
|
|
—
|
|
||
Electrical components & equipment
|
|
21,210
|
|
|
1.40
|
|
|
38,831
|
|
|
2.42
|
|
||
General merchandise stores
|
|
18,946
|
|
|
1.25
|
|
|
22,959
|
|
|
1.43
|
|
||
Movies & entertainment
|
|
18,858
|
|
|
1.25
|
|
|
19,504
|
|
|
1.21
|
|
||
Diversified support services
|
|
18,805
|
|
|
1.24
|
|
|
19,266
|
|
|
1.20
|
|
||
Apparel, accessories & luxury goods
|
|
18,192
|
|
|
1.20
|
|
|
18,308
|
|
|
1.14
|
|
||
Industrial machinery
|
|
17,055
|
|
|
1.13
|
|
|
30,127
|
|
|
1.87
|
|
||
Education services
|
|
15,672
|
|
|
1.04
|
|
|
13,748
|
|
|
0.86
|
|
||
IT consulting & other services
|
|
14,975
|
|
|
0.99
|
|
|
750
|
|
|
0.05
|
|
||
Food retail
|
|
14,473
|
|
|
0.96
|
|
|
22,052
|
|
|
1.37
|
|
||
Oil & gas equipment & services
|
|
12,165
|
|
|
0.80
|
|
|
56,753
|
|
|
3.53
|
|
||
Oil & gas storage & transportation
|
|
11,603
|
|
|
0.77
|
|
|
—
|
|
|
—
|
|
||
Airlines
|
|
10,640
|
|
|
0.70
|
|
|
32,602
|
|
|
2.03
|
|
||
Trading companies & distributors
|
|
10,357
|
|
|
0.68
|
|
|
6,981
|
|
|
0.43
|
|
||
Specialized REITs
|
|
8,264
|
|
|
0.55
|
|
|
—
|
|
|
—
|
|
||
Household appliances
|
|
7,837
|
|
|
0.52
|
|
|
7,905
|
|
|
0.49
|
|
||
Commercial printing
|
|
6,002
|
|
|
0.40
|
|
|
5,856
|
|
|
0.36
|
|
||
Environmental & facilities services
|
|
5,940
|
|
|
0.39
|
|
|
5,923
|
|
|
0.37
|
|
||
Restaurants
|
|
3,097
|
|
|
0.20
|
|
|
3,129
|
|
|
0.19
|
|
||
Leisure facilities
|
|
1,887
|
|
|
0.12
|
|
|
5,401
|
|
|
0.34
|
|
||
Specialty stores
|
|
1,305
|
|
|
0.09
|
|
|
43,887
|
|
|
2.73
|
|
||
Thrifts & mortgage finance
|
|
1,217
|
|
|
0.08
|
|
|
5,344
|
|
|
0.33
|
|
||
Human resource & employment services
|
|
830
|
|
|
0.05
|
|
|
1,581
|
|
|
0.10
|
|
||
Department stores
|
|
585
|
|
|
0.04
|
|
|
573
|
|
|
0.04
|
|
||
Other diversified financial services
|
|
113
|
|
|
0.01
|
|
|
113
|
|
|
0.01
|
|
||
Healthcare equipment
|
|
—
|
|
|
—
|
|
|
47,901
|
|
|
2.98
|
|
||
Oil & gas exploration & production
|
|
—
|
|
|
—
|
|
|
34,727
|
|
|
2.16
|
|
||
Technology distributors
|
|
—
|
|
|
—
|
|
|
34,375
|
|
|
2.14
|
|
||
Consumer electronics
|
|
—
|
|
|
—
|
|
|
22,128
|
|
|
1.38
|
|
||
Personal products
|
|
—
|
|
|
—
|
|
|
19,327
|
|
|
1.20
|
|
||
Investment banking & brokerage
|
|
—
|
|
|
—
|
|
|
12,539
|
|
|
0.78
|
|
||
Security & alarm services
|
|
—
|
|
|
—
|
|
|
11,071
|
|
|
0.69
|
|
||
Coal & consumable fuels
|
|
—
|
|
|
—
|
|
|
7,329
|
|
|
0.46
|
|
||
Commodity chemicals
|
|
—
|
|
|
—
|
|
|
2,972
|
|
|
0.18
|
|
||
Hypermarkets & super centers
|
|
—
|
|
|
—
|
|
|
2,057
|
|
|
0.13
|
|
||
Total
|
|
$
|
1,513,014
|
|
|
100.00
|
%
|
|
$
|
1,606,933
|
|
|
100.00
|
%
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||
Fair Value:
|
|
|
|
% of Total Investments
|
|
% of Net Assets
|
|
|
|
% of Total Investments
|
|
% of Net Assets
|
||||||||
Application software
|
|
$
|
129,577
|
|
|
9.00
|
%
|
|
13.94
|
%
|
|
$
|
96,457
|
|
|
6.47
|
%
|
|
11.24
|
%
|
Multi-sector holdings (1)
|
|
128,539
|
|
|
8.94
|
|
|
13.81
|
|
|
143,037
|
|
|
9.57
|
|
|
16.66
|
|
||
Data processing & outsourced services
|
|
98,267
|
|
|
6.83
|
|
|
10.56
|
|
|
74,266
|
|
|
4.98
|
|
|
8.66
|
|
||
Biotechnology
|
|
85,719
|
|
|
5.96
|
|
|
9.21
|
|
|
11,963
|
|
|
0.80
|
|
|
1.39
|
|
||
Property & casualty insurance
|
|
74,148
|
|
|
5.16
|
|
|
7.97
|
|
|
67,409
|
|
|
4.52
|
|
|
7.86
|
|
||
Pharmaceuticals
|
|
60,057
|
|
|
4.18
|
|
|
6.45
|
|
|
71,946
|
|
|
4.82
|
|
|
8.39
|
|
||
Healthcare services
|
|
58,391
|
|
|
4.06
|
|
|
6.27
|
|
|
67,039
|
|
|
4.50
|
|
|
7.81
|
|
||
Healthcare technology
|
|
52,275
|
|
|
3.64
|
|
|
5.62
|
|
|
52,160
|
|
|
3.50
|
|
|
6.08
|
|
||
Specialized finance
|
|
51,485
|
|
|
3.58
|
|
|
5.53
|
|
|
48,248
|
|
|
3.24
|
|
|
5.62
|
|
||
Auto parts & equipment
|
|
40,484
|
|
|
2.82
|
|
|
4.35
|
|
|
43,146
|
|
|
2.89
|
|
|
5.03
|
|
||
Real estate services
|
|
39,501
|
|
|
2.75
|
|
|
4.24
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Research & consulting services
|
|
37,336
|
|
|
2.60
|
|
|
4.01
|
|
|
36,359
|
|
|
2.44
|
|
|
4.24
|
|
||
Advertising
|
|
37,261
|
|
|
2.59
|
|
|
4.00
|
|
|
32,687
|
|
|
2.19
|
|
|
3.81
|
|
||
Aerospace & defense
|
|
33,738
|
|
|
2.35
|
|
|
3.63
|
|
|
46,338
|
|
|
3.11
|
|
|
5.40
|
|
||
Internet services & infrastructure
|
|
32,565
|
|
|
2.26
|
|
|
3.50
|
|
|
5,580
|
|
|
0.37
|
|
|
0.65
|
|
||
Oil & gas refining & marketing
|
|
31,597
|
|
|
2.20
|
|
|
3.40
|
|
|
22,684
|
|
|
1.52
|
|
|
2.64
|
|
||
Systems software
|
|
31,504
|
|
|
2.19
|
|
|
3.39
|
|
|
16,175
|
|
|
1.08
|
|
|
1.89
|
|
||
Alternative carriers
|
|
29,580
|
|
|
2.06
|
|
|
3.18
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Integrated telecommunication services
|
|
28,876
|
|
|
2.01
|
|
|
3.10
|
|
|
28,358
|
|
|
1.90
|
|
|
3.30
|
|
||
Managed healthcare
|
|
27,775
|
|
|
1.93
|
|
|
2.98
|
|
|
28,012
|
|
|
1.88
|
|
|
3.26
|
|
||
Construction & engineering
|
|
23,982
|
|
|
1.67
|
|
|
2.58
|
|
|
31,930
|
|
|
2.14
|
|
|
3.72
|
|
||
Specialty chemicals
|
|
23,514
|
|
|
1.64
|
|
|
2.53
|
|
|
30,704
|
|
|
2.06
|
|
|
3.58
|
|
||
Interactive media & services
|
|
22,500
|
|
|
1.56
|
|
|
2.42
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Healthcare distributors
|
|
21,962
|
|
|
1.53
|
|
|
2.36
|
|
|
19,395
|
|
|
1.30
|
|
|
2.26
|
|
||
Electrical components & equipment
|
|
20,032
|
|
|
1.39
|
|
|
2.15
|
|
|
40,238
|
|
|
2.70
|
|
|
4.69
|
|
||
Diversified support services
|
|
18,624
|
|
|
1.30
|
|
|
2.00
|
|
|
18,295
|
|
|
1.23
|
|
|
2.13
|
|
||
Movies & entertainment
|
|
18,613
|
|
|
1.29
|
|
|
2.00
|
|
|
19,475
|
|
|
1.31
|
|
|
2.27
|
|
||
General merchandise stores
|
|
16,934
|
|
|
1.18
|
|
|
1.82
|
|
|
23,058
|
|
|
1.55
|
|
|
2.69
|
|
||
Industrial machinery
|
|
16,848
|
|
|
1.17
|
|
|
1.81
|
|
|
29,323
|
|
|
1.97
|
|
|
3.42
|
|
||
Airlines
|
|
16,140
|
|
|
1.12
|
|
|
1.73
|
|
|
32,510
|
|
|
2.18
|
|
|
3.79
|
|
||
Leisure products
|
|
15,054
|
|
|
1.05
|
|
|
1.62
|
|
|
12,073
|
|
|
0.81
|
|
|
1.41
|
|
||
Food retail
|
|
14,903
|
|
|
1.04
|
|
|
1.60
|
|
|
22,050
|
|
|
1.48
|
|
|
2.57
|
|
||
IT consulting & other services
|
|
13,792
|
|
|
0.96
|
|
|
1.48
|
|
|
497
|
|
|
0.03
|
|
|
0.06
|
|
||
Oil & gas equipment & services
|
|
13,652
|
|
|
0.95
|
|
|
1.47
|
|
|
59,822
|
|
|
4.01
|
|
|
6.97
|
|
||
Apparel, accessories & luxury goods
|
|
13,286
|
|
|
0.92
|
|
|
1.43
|
|
|
13,624
|
|
|
0.91
|
|
|
1.59
|
|
||
Oil & gas storage & transportation
|
|
11,926
|
|
|
0.83
|
|
|
1.28
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Trading companies & distributors
|
|
10,370
|
|
|
0.72
|
|
|
1.11
|
|
|
7,009
|
|
|
0.47
|
|
|
0.82
|
|
||
Specialized REITs
|
|
8,213
|
|
|
0.57
|
|
|
0.88
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Household appliances
|
|
7,614
|
|
|
0.53
|
|
|
0.82
|
|
|
7,943
|
|
|
0.53
|
|
|
0.93
|
|
||
Environmental & facilities services
|
|
5,937
|
|
|
0.41
|
|
|
0.64
|
|
|
6,189
|
|
|
0.42
|
|
|
0.72
|
|
||
Commercial printing
|
|
5,900
|
|
|
0.41
|
|
|
0.63
|
|
|
5,922
|
|
|
0.40
|
|
|
0.69
|
|
||
Leisure facilities
|
|
4,809
|
|
|
0.33
|
|
|
0.52
|
|
|
8,154
|
|
|
0.55
|
|
|
0.95
|
|
||
Restaurants
|
|
2,800
|
|
|
0.19
|
|
|
0.30
|
|
|
3,076
|
|
|
0.21
|
|
|
0.36
|
|
||
Human resource & employment services
|
|
775
|
|
|
0.05
|
|
|
0.08
|
|
|
1,593
|
|
|
0.11
|
|
|
0.19
|
|
||
Thrifts & mortgage finance
|
|
691
|
|
|
0.05
|
|
|
0.07
|
|
|
4,759
|
|
|
0.32
|
|
|
0.55
|
|
||
Department stores
|
|
480
|
|
|
0.03
|
|
|
0.05
|
|
|
581
|
|
|
0.04
|
|
|
0.07
|
|
||
Education services
|
|
16
|
|
|
—
|
|
|
—
|
|
|
(2,125
|
)
|
|
(0.14
|
)
|
|
(0.25
|
)
|
||
Specialty stores
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,001
|
|
|
2.95
|
|
|
5.13
|
|
||
Oil & gas exploration & production
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,562
|
|
|
2.38
|
|
|
4.14
|
|
||
Technology distributors
|
|
—
|
|
|
—
|
|
|
—
|
|
|
34,597
|
|
|
2.32
|
|
|
4.03
|
|
||
Consumer electronics
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,438
|
|
|
1.57
|
|
|
2.73
|
|
||
Personal products
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19,500
|
|
|
1.31
|
|
|
2.27
|
|
||
Investment banking & brokerage
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,759
|
|
|
0.86
|
|
|
1.49
|
|
||
Security & alarm services
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,865
|
|
|
0.73
|
|
|
1.27
|
|
||
Healthcare equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,812
|
|
|
0.66
|
|
|
1.14
|
|
||
Coal & consumable fuels
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,525
|
|
|
0.50
|
|
|
0.88
|
|
||
Commodity chemicals
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,101
|
|
|
0.21
|
|
|
0.36
|
|
||
Hypermarkets & super centers
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,082
|
|
|
0.14
|
|
|
0.24
|
|
||
Total
|
|
$
|
1,438,042
|
|
|
100.00
|
%
|
|
154.52
|
%
|
|
$
|
1,491,201
|
|
|
100.00
|
%
|
|
173.79
|
%
|
(1)
|
This industry includes the Company's investment in SLF JV I.
|
|
|
September 30, 2019
|
|
September 30, 2018
|
Senior secured loans (1)
|
|
$340,960
|
|
$297,053
|
Weighted average interest rate on senior secured loans (2)
|
|
6.57%
|
|
7.20%
|
Number of borrowers in SLF JV I
|
|
51
|
|
40
|
Largest exposure to a single borrower (1)
|
|
$10,835
|
|
$17,512
|
Total of five largest loan exposures to borrowers (1)
|
|
$50,510
|
|
$66,507
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Access CIG, LLC
|
First Lien Term Loan, LIBOR+3.75% cash due 2/27/2025
|
6.07
|
%
|
Diversified support services
|
$
|
9,300
|
|
|
$
|
9,256
|
|
|
$
|
9,201
|
|
|
AdVenture Interactive, Corp.
|
927 shares of common stock
|
|
Advertising
|
|
|
1,390
|
|
|
1,295
|
|
(4)
|
|||||
AI Ladder (Luxembourg) Subco S.a.r.l.
|
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025
|
6.60
|
%
|
Electrical components & equipment
|
6,145
|
|
|
5,992
|
|
|
5,659
|
|
(4)
|
|||
Air Newco LP
|
First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024
|
6.79
|
%
|
IT consulting & other services
|
9,900
|
|
|
9,875
|
|
|
9,916
|
|
|
|||
AL Midcoast Holdings LLC
|
First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025
|
7.60
|
%
|
Oil & gas storage & transportation
|
9,900
|
|
|
9,801
|
|
|
9,764
|
|
|
|||
Altice France S.A.
|
First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026
|
6.03
|
%
|
Integrated telecommunication services
|
7,444
|
|
|
7,282
|
|
|
7,439
|
|
|
|||
Alvogen Pharma US, Inc.
|
First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022
|
6.79
|
%
|
Pharmaceuticals
|
7,656
|
|
|
7,656
|
|
|
6,963
|
|
|
|||
Apptio, Inc.
|
First Lien Term Loan, LIBOR+7.25% cash due 1/10/2025
|
9.56
|
%
|
Application software
|
4,615
|
|
|
4,534
|
|
|
4,530
|
|
(4)
|
|||
|
First Lien Revolver, LIBOR+7.25% cash due 1/10/2025
|
|
Application software
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
(4)(5)
|
||||
Total Apptio, Inc.
|
|
|
|
|
|
4,527
|
|
|
4,523
|
|
|
|||||
Blackhawk Network Holdings, Inc.
|
First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025
|
5.04
|
%
|
Data processing & outsourced services
|
9,875
|
|
|
9,855
|
|
|
9,858
|
|
|
|||
Boxer Parent Company Inc.
|
First Lien Term Loan, LIBOR+4.25% cash due 10/2/2025
|
6.29
|
%
|
Systems software
|
7,609
|
|
|
7,518
|
|
|
7,336
|
|
(4)
|
|||
Brazos Delaware II, LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025
|
6.05
|
%
|
Oil & gas equipment & services
|
7,406
|
|
|
7,376
|
|
|
6,855
|
|
|
|||
C5 Technology Holdings, LLC
|
171 Common Units
|
|
IT consulting & other services
|
|
|
—
|
|
|
—
|
|
(4)
|
|||||
|
7,193,539.63 Preferred Units
|
|
|
|
|
7,194
|
|
|
7,194
|
|
(4)
|
|||||
Total C5 Technology Holdings, LLC
|
|
|
|
|
|
7,194
|
|
|
7,194
|
|
|
|||||
Cast & Crew Payroll, LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 2/9/2026
|
6.05
|
%
|
Application software
|
4,975
|
|
|
4,925
|
|
|
5,018
|
|
|
|||
CITGO Petroleum Corp.
|
First Lien Term Loan, LIBOR+5.00% cash due 3/28/2024
|
7.10
|
%
|
Oil & gas refining & marketing
|
7,960
|
|
|
7,880
|
|
|
8,010
|
|
(4)
|
|||
Connect U.S. Finco LLC
|
First Lien Term Loan, LIBOR+4.50% cash due 9/23/2026
|
7.10
|
%
|
Alternative Carriers
|
8,000
|
|
|
7,840
|
|
|
7,888
|
|
(4)
|
|||
Curium Bidco S.à r.l.
|
First Lien Term Loan, LIBOR+4.00% cash due 7/9/2026
|
6.10
|
%
|
Biotechnology
|
6,000
|
|
|
5,955
|
|
|
6,030
|
|
|
|||
Dcert Buyer, Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 8/8/2026
|
6.26
|
%
|
Internet services & infrastructure
|
8,000
|
|
|
7,980
|
|
|
7,985
|
|
|
|||
DigiCert, Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 10/31/2024
|
6.04
|
%
|
Internet services & infrastructure
|
8,250
|
|
|
8,148
|
|
|
8,249
|
|
(4)
|
|||
Ellie Mae, Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 4/17/2026
|
6.04
|
%
|
Application software
|
5,000
|
|
|
4,975
|
|
|
5,015
|
|
|
|||
Everi Payments Inc.
|
First Lien Term Loan, LIBOR+3.00% cash due 5/9/2024
|
5.04
|
%
|
Casinos & gaming
|
4,764
|
|
|
4,742
|
|
|
4,776
|
|
|
|||
Falmouth Group Holdings Corp.
|
First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021
|
8.95
|
%
|
Specialty chemicals
|
4,938
|
|
|
4,909
|
|
|
4,910
|
|
|
|||
Frontier Communications Corporation
|
First Lien Term Loan, LIBOR+3.75% cash due 6/15/2024
|
5.80
|
%
|
Integrated telecommunication services
|
6,473
|
|
|
6,400
|
|
|
6,471
|
|
|
|||
Gentiva Health Services, Inc.
|
First Lien Term Loan, LIBOR+3.75% cash due 7/2/2025
|
5.81
|
%
|
Healthcare services
|
7,920
|
|
|
7,801
|
|
|
7,974
|
|
|
|||
Gigamon, Inc.
|
First Lien Term Loan, LIBOR+4.25% cash due 12/27/2024
|
6.29
|
%
|
Systems software
|
7,860
|
|
|
7,801
|
|
|
7,644
|
|
|
|||
GoodRx, Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 10/10/2025
|
4.81
|
%
|
Interactive media & services
|
7,852
|
|
|
7,835
|
|
|
7,862
|
|
|
|||
Guidehouse LLP
|
Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026
|
9.54
|
%
|
Research & consulting services
|
6,000
|
|
|
5,975
|
|
|
5,925
|
|
(4)
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Indivior Finance S.a.r.l.
|
First Lien Term Loan, LIBOR+4.50% cash due 12/19/2022
|
6.76
|
%
|
Pharmaceuticals
|
$
|
7,898
|
|
|
$
|
7,797
|
|
|
$
|
7,272
|
|
|
Intelsat Jackson Holdings S.A.
|
First Lien Term Loan, LIBOR+3.75% cash due 11/27/2023
|
5.80
|
%
|
Alternative Carriers
|
10,000
|
|
|
9,891
|
|
|
10,042
|
|
|
|||
KIK Custom Products Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023
|
6.26
|
%
|
Household products
|
8,000
|
|
|
7,972
|
|
|
7,610
|
|
|
|||
McDermott Technology (Americas), Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 5/9/2025
|
7.10
|
%
|
Oil & gas equipment & services
|
4,187
|
|
|
4,119
|
|
|
2,676
|
|
|
|||
Mindbody, Inc.
|
First Lien Term Loan, LIBOR+7.00% cash due 2/14/2025
|
9.06
|
%
|
Internet services & infrastructure
|
4,524
|
|
|
4,443
|
|
|
4,438
|
|
(4)
|
|||
|
First Lien Revolver, LIBOR+7.00% cash due 2/15/2025
|
|
Internet services & infrastructure
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
(4)(5)
|
||||
Total Mindbody, Inc.
|
|
|
|
|
|
4,434
|
|
|
4,429
|
|
|
|||||
Navicure, Inc.
|
First Lien Term Loan, LIBOR+3.75% cash due 9/18/2026
|
6.13
|
%
|
Healthcare technology
|
6,000
|
|
|
5,970
|
|
|
6,008
|
|
|
|||
New IPT, Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021
|
7.10
|
%
|
Oil & gas equipment & services
|
1,422
|
|
|
1,422
|
|
|
1,422
|
|
(4)
|
|||
|
21.876 Class A Common Units in New IPT Holdings, LLC
|
|
Oil & gas equipment & services
|
|
|
—
|
|
|
1,268
|
|
(4)
|
|||||
Total New IPT, Inc.
|
|
|
|
|
|
1,422
|
|
|
2,690
|
|
|
|||||
Northern Star Industries Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 3/31/2025
|
6.56
|
%
|
Electrical components & equipment
|
6,895
|
|
|
6,868
|
|
|
6,792
|
|
|
|||
Novetta Solutions, LLC
|
First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022
|
7.05
|
%
|
Application software
|
5,993
|
|
|
5,961
|
|
|
5,882
|
|
|
|||
OCI Beaumont LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025
|
6.10
|
%
|
Commodity chemicals
|
7,880
|
|
|
7,872
|
|
|
7,890
|
|
|
|||
OEConnection LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 9/24/2026
|
6.13
|
%
|
Application software
|
7,312
|
|
|
7,275
|
|
|
7,298
|
|
|
|||
|
First Lien Delayed Draw Term Loan, LIBOR+4.00% cash due 9/24/2026
|
|
Application software
|
—
|
|
|
(3
|
)
|
|
(1
|
)
|
(5)
|
||||
Total OEConnection LLC
|
|
|
|
|
|
7,272
|
|
|
7,297
|
|
|
|||||
Red Ventures, LLC
|
First Lien Term Loan, LIBOR+3.00% cash due 11/8/2024
|
5.04
|
%
|
Interactive media & services
|
3,990
|
|
|
3,971
|
|
|
4,011
|
|
|
|||
Salient CRGT, Inc.
|
First Lien Term Loan, LIBOR+6.00% cash due 2/28/2022
|
8.05
|
%
|
Aerospace & defense
|
2,205
|
|
|
2,183
|
|
|
2,094
|
|
(4)
|
|||
Scientific Games International, Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 8/14/2024
|
4.79
|
%
|
Casinos & gaming
|
6,516
|
|
|
6,491
|
|
|
6,470
|
|
|
|||
SHO Holding I Corporation
|
First Lien Term Loan, LIBOR+5.00% cash due 10/27/2022
|
7.26
|
%
|
Footwear
|
8,420
|
|
|
8,403
|
|
|
7,999
|
|
|
|||
Signify Health, LLC
|
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024
|
6.60
|
%
|
Healthcare services
|
9,850
|
|
|
9,775
|
|
|
9,838
|
|
|
|||
Sirva Worldwide, Inc.
|
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025
|
7.54
|
%
|
Diversified support services
|
4,906
|
|
|
4,833
|
|
|
4,759
|
|
|
|||
Sunshine Luxembourg VII SARL
|
First Lien Term Loan, LIBOR+4.25% cash due 9/25/2026
|
6.59
|
%
|
Personal products
|
8,000
|
|
|
7,960
|
|
|
8,048
|
|
|
|||
Thruline Marketing, Inc.
|
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022
|
9.10
|
%
|
Advertising
|
1,854
|
|
|
1,851
|
|
|
1,854
|
|
(4)
|
|||
|
927 Class A Units in FS AVI Holdco, LLC
|
|
Advertising
|
|
|
1,088
|
|
|
658
|
|
(4)
|
|||||
Total Thruline Marketing, Inc.
|
|
|
|
|
|
2,939
|
|
|
2,512
|
|
|
|||||
Triple Royalty Sub LLC
|
Fixed Rate Bond 144A 9.0% Toggle PIK cash due 4/15/2033
|
|
Pharmaceuticals
|
5,000
|
|
|
5,000
|
|
|
5,175
|
|
|
||||
Uber Technologies, Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025
|
6.03
|
%
|
Application software
|
9,875
|
|
|
9,836
|
|
|
9,836
|
|
(4)
|
|||
UFC Holdings, LLC
|
First Lien Term Loan, LIBOR+3.25% cash due 4/29/2026
|
5.30
|
%
|
Movies & entertainment
|
4,489
|
|
|
4,489
|
|
|
4,506
|
|
|
|||
Uniti Group LP
|
First Lien Term Loan, LIBOR+5.00% cash due 10/24/2022
|
7.04
|
%
|
Specialized REITs
|
6,401
|
|
|
6,221
|
|
|
6,256
|
|
(4)
|
|||
Valeant Pharmaceuticals International Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 11/27/2025
|
4.79
|
%
|
Pharmaceuticals
|
1,772
|
|
|
1,764
|
|
|
1,778
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Veritas US Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023
|
6.60
|
%
|
Application software
|
$
|
6,894
|
|
|
$
|
6,856
|
|
|
$
|
6,534
|
|
(4)
|
Verra Mobility, Corp.
|
First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025
|
5.79
|
%
|
Data processing & outsourced services
|
10,835
|
|
|
10,849
|
|
|
10,894
|
|
|
|||
WP CPP Holdings, LLC
|
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026
|
10.01
|
%
|
Aerospace & defense
|
6,000
|
|
|
5,949
|
|
|
5,974
|
|
(4)
|
|||
|
|
|
|
$
|
340,960
|
|
|
$
|
347,985
|
|
|
$
|
345,032
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Accudyne Industries, LLC
|
First Lien Term Loan, LIBOR+3.00% cash due 8/18/2024
|
5.24
|
%
|
Industrial machinery
|
$
|
9,088
|
|
|
$
|
9,088
|
|
|
$
|
9,134
|
|
|
AdVenture Interactive, Corp.
|
927 Common Stock Shares
|
|
Advertising
|
|
|
1,390
|
|
|
670
|
|
(4)
|
|||||
AI Ladder (Luxembourg) Subco S.a.r.l
|
First Lien Term Loan, LIBOR+4.50% cash due 7/9/2025
|
7.02
|
%
|
Electrical components & equipment
|
11,300
|
|
|
10,970
|
|
|
11,367
|
|
(4)
|
|||
Air Newco LP
|
First Lien Term Loan, LIBOR+4.75% cash due 5/31/2024
|
6.88
|
%
|
IT consulting & other services
|
10,000
|
|
|
9,975
|
|
|
10,100
|
|
|
|||
AL Midcoast Holdings LLC
|
First Lien Term Loan, LIBOR+5.50% cash due 8/1/2025
|
7.84
|
%
|
Oil & gas storage & transportation
|
10,000
|
|
|
9,900
|
|
|
10,041
|
|
|
|||
Allied Universal Holdco LLC
|
First Lien Term Loan, LIBOR+3.75% cash due 7/28/2022
|
6.14
|
%
|
Security & alarm services
|
6,912
|
|
|
6,956
|
|
|
6,821
|
|
(4)
|
|||
Altice France S.A.
|
First Lien Term Loan, LIBOR+4.00% cash due 8/14/2026
|
6.16
|
%
|
Integrated telecommunication services
|
7,500
|
|
|
7,313
|
|
|
7,457
|
|
|
|||
Alvogen Pharma US, Inc.
|
First Lien Term Loan, LIBOR+4.75% cash due 4/1/2022
|
6.99
|
%
|
Pharmaceuticals
|
9,822
|
|
|
9,822
|
|
|
9,918
|
|
|
|||
Asset International, Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 12/30/2024
|
6.89
|
%
|
Research & consulting services
|
6,948
|
|
|
6,824
|
|
|
6,917
|
|
|
|||
Blackhawk Network Holdings, Inc.
|
First Lien Term Loan, LIBOR+3.00% cash due 6/15/2025
|
5.39
|
%
|
Data processing & outsourced services
|
9,975
|
|
|
9,951
|
|
|
10,049
|
|
|
|||
Brazos Delaware II, LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 5/21/2025
|
6.17
|
%
|
Oil & gas equipment & services
|
7,481
|
|
|
7,446
|
|
|
7,458
|
|
|
|||
Chloe Ox Parent LLC
|
First Lien Term Loan, LIBOR+4.50% cash due 12/23/2024
|
6.89
|
%
|
Healthcare services
|
9,950
|
|
|
9,860
|
|
|
9,987
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
Clearent Newco, LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 3/20/2024
|
6.24
|
%
|
Application software
|
$
|
6,894
|
|
|
$
|
6,800
|
|
|
$
|
6,796
|
|
|
|
Delayed Draw Term Loan, LIBOR+4.00% cash due 3/20/2024
|
6.19
|
%
|
Application software
|
337
|
|
|
310
|
|
|
309
|
|
|
|||
|
First Lien Revolver, PRIME+3.00% cash due 3/20/2023
|
8.00
|
%
|
Application software
|
852
|
|
|
837
|
|
|
836
|
|
|
|||
Total Clearent Newco, LLC
|
|
|
|
8,083
|
|
|
7,947
|
|
|
7,941
|
|
|
||||
EOS Fitness Opco Holdings, LLC
|
First Lien Term Loan, LIBOR+8.25% cash due 12/30/2019
|
10.36
|
%
|
Leisure facilities
|
17,512
|
|
|
17,399
|
|
|
17,512
|
|
(4)
|
|||
Eton
|
Second Lien Term Loan, LIBOR+7.50% cash due 5/1/2026
|
9.74
|
%
|
Research & consulting services
|
6,000
|
|
|
5,971
|
|
|
6,030
|
|
(4)
|
|||
Everi Payments Inc.
|
First Lien Term Loan, LIBOR+3.00% cash due 5/9/2024
|
5.24
|
%
|
Casinos & gaming
|
4,938
|
|
|
4,914
|
|
|
4,973
|
|
|
|||
Falmouth Group Holdings Corp.
|
First Lien Term Loan, LIBOR+6.75% cash due 12/14/2021
|
8.99
|
%
|
Specialty chemicals
|
4,330
|
|
|
4,300
|
|
|
4,330
|
|
|
|||
Garretson Resolution Group, Inc.
|
First Lien Term Loan, LIBOR+6.50% cash due 5/22/2021
|
|
Diversified support services
|
5,797
|
|
|
5,772
|
|
|
1,159
|
|
(5)
|
||||
Gigamon Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 12/27/2024
|
6.89
|
%
|
Systems software
|
7,940
|
|
|
7,869
|
|
|
8,000
|
|
|
|||
IBC Capital Ltd.
|
First Lien Term Loan, LIBOR+3.75% cash due 9/11/2023
|
6.09
|
%
|
Metal & glass containers
|
8,955
|
|
|
8,933
|
|
|
9,028
|
|
|
|||
InMotion Entertainment Group, LLC
|
First Lien Term Loan, LIBOR+7.25% cash due 10/1/2021
|
9.65
|
%
|
Consumer electronics
|
8,375
|
|
|
8,389
|
|
|
8,375
|
|
(4)
|
|||
|
First Lien Term Loan, LIBOR+7.25% cash due 10/1/2021
|
9.65
|
%
|
Consumer electronics
|
8,375
|
|
|
8,306
|
|
|
8,375
|
|
|
|||
Total InMotion Entertainment Group, LLC
|
|
|
|
16,750
|
|
|
16,695
|
|
|
16,750
|
|
|
||||
Keypath Education, Inc.
|
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022
|
9.39
|
%
|
Advertising
|
1,855
|
|
|
1,853
|
|
|
1,854
|
|
(4)
|
|||
|
927 shares Common Stock
|
|
Advertising
|
|
|
1,088
|
|
|
816
|
|
(4)
|
|||||
Total Keypath Education, Inc.
|
|
|
|
1,855
|
|
|
2,941
|
|
|
2,670
|
|
|
||||
KIK Custom Products Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 5/15/2023
|
6.24
|
%
|
Household products
|
8,000
|
|
|
7,965
|
|
|
7,975
|
|
|
|||
McDermott Technology (Americas) Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 5/12/2025
|
7.24
|
%
|
Oil & gas equipment & services
|
9,950
|
|
|
9,760
|
|
|
10,097
|
|
(4)
|
|||
Morphe LLC
|
First Lien Term Loan, LIBOR+6.00% cash due 2/10/2023
|
8.40
|
%
|
Personal products
|
4,388
|
|
|
4,348
|
|
|
4,388
|
|
(4)
|
|||
New IPT, Inc.
|
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021
|
7.39
|
%
|
Oil & gas equipment & services
|
1,794
|
|
|
1,794
|
|
|
1,794
|
|
(4)
|
|||
|
Second Lien Term Loan, LIBOR+5.10% cash due 9/17/2021
|
7.49
|
%
|
Oil & gas equipment & services
|
634
|
|
|
634
|
|
|
634
|
|
(4)
|
|||
|
21.876 Class A Common Units
|
|
|
—
|
|
|
—
|
|
|
1,001
|
|
(4)
|
||||
Total New IPT, Inc.
|
|
|
|
2,428
|
|
|
2,428
|
|
|
3,429
|
|
|
||||
Northern Star Industries Inc.
|
First Lien Term Loan, LIBOR+4.75% cash due 3/31/2025
|
7.08
|
%
|
Electrical components & equipment
|
6,965
|
|
|
6,933
|
|
|
6,974
|
|
|
|||
Novetta Solutions, LLC
|
First Lien Term Loan, LIBOR+5.00% cash due 10/17/2022
|
7.25
|
%
|
Application software
|
6,055
|
|
|
6,012
|
|
|
5,881
|
|
|
|||
OCI Beaumont LLC
|
First Lien Term Loan, LIBOR+4.00% cash due 3/13/2025
|
6.39
|
%
|
Commodity chemicals
|
7,960
|
|
|
7,951
|
|
|
8,089
|
|
|
|||
Refac Optical Group
|
First Lien Term Loan, LIBOR+8.00% cash due 1/9/2019
|
10.26
|
%
|
Specialty stores
|
2,573
|
|
|
2,476
|
|
|
2,573
|
|
(4)(5)
|
|||
Salient CRGT, Inc.
|
First Lien Term Loan, LIBOR+5.75% cash due 2/28/2022
|
7.99
|
%
|
Aerospace & defense
|
2,267
|
|
|
2,235
|
|
|
2,301
|
|
(4)
|
|||
Scientific Games International, Inc.
|
First Lien Term Loan, LIBOR+2.75% cash due 8/14/2024
|
5.03
|
%
|
Casinos & gaming
|
6,582
|
|
|
6,552
|
|
|
6,579
|
|
|
|||
SHO Holding I Corporation
|
First Lien Term Loan, LIBOR+5.00% cash due 11/18/2022
|
7.34
|
%
|
Footwear
|
8,507
|
|
|
8,484
|
|
|
8,082
|
|
|
|||
Sirva Worldwide, Inc.
|
First Lien Term Loan, LIBOR+5.50% cash due 8/4/2025
|
7.75
|
%
|
Diversified support services
|
5,000
|
|
|
4,925
|
|
|
5,019
|
|
|
Portfolio Company
|
Investment Type
|
Cash Interest Rate (1)(2)
|
Industry
|
Principal
|
|
Cost
|
|
Fair Value (3)
|
Notes
|
|||||||
TravelCLICK, Inc.
|
Second Lien Term Loan, LIBOR+7.75% cash due 11/6/2021
|
9.99
|
%
|
Data Processing & outsourced services
|
$
|
2,871
|
|
|
$
|
2,871
|
|
|
$
|
2,871
|
|
(4)
|
TV Borrower US, LLC
|
First Lien Term Loan, LIBOR+4.75% cash due 2/22/2024
|
7.14
|
%
|
Integrated telecommunication services
|
2,019
|
|
|
2,011
|
|
|
2,026
|
|
|
|||
Uber Technologies Inc.
|
First Lien Term Loan, LIBOR+4.00% cash due 4/4/2025
|
6.12
|
%
|
Application software
|
9,975
|
|
|
9,928
|
|
|
10,055
|
|
|
|||
Uniti Group LP
|
First Lien Term Loan, LIBOR+3.00% cash due 10/24/2022
|
5.24
|
%
|
Specialized REITs
|
6,467
|
|
|
6,225
|
|
|
6,198
|
|
|
|||
Veritas US Inc.
|
First Lien Term Loan, LIBOR+4.50% cash due 1/27/2023
|
6.78
|
%
|
Application software
|
6,965
|
|
|
6,915
|
|
|
6,801
|
|
|
|||
Verra Mobility, Corp.
|
First Lien Term Loan, LIBOR+3.75% cash due 2/28/2025
|
5.99
|
%
|
Data processing & outsourced services
|
10,945
|
|
|
10,961
|
|
|
11,013
|
|
(4)
|
|||
WP CPP Holdings, LLC
|
Second Lien Term Loan, LIBOR+7.75% cash due 4/30/2026
|
10.15
|
%
|
Aerospace & defense
|
6,000
|
|
|
5,942
|
|
|
6,013
|
|
|
|||
|
|
|
|
$
|
297,053
|
|
|
$
|
297,158
|
|
|
$
|
294,676
|
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Selected Balance Sheet Information:
|
|
|
|
|
||||
Investments at fair value (cost September 30, 2019: $347,985; cost September 30, 2018: $297,158)
|
|
$
|
345,032
|
|
|
$
|
294,676
|
|
Receivables from secured financing arrangements at fair value (cost September 30, 2019: $0; cost September 30, 2018: $9,801)
|
|
—
|
|
|
7,069
|
|
||
Cash and cash equivalents
|
|
3,674
|
|
|
3,226
|
|
||
Restricted cash
|
|
5,242
|
|
|
4,808
|
|
||
Other assets
|
|
6,912
|
|
|
4,418
|
|
||
Total assets
|
|
$
|
360,860
|
|
|
$
|
314,197
|
|
|
|
|
|
|
||||
Senior credit facility payable
|
|
$
|
170,210
|
|
|
$
|
153,010
|
|
Debt securities payable at fair value (proceeds September 30, 2019: $110,000; proceeds September 30, 2018: $147,808)
|
|
110,000
|
|
|
147,808
|
|
||
Other liabilities
|
|
46,303
|
|
|
13,331
|
|
||
Total liabilities
|
|
$
|
326,513
|
|
|
$
|
314,149
|
|
Members' equity
|
|
34,347
|
|
|
48
|
|
||
Total liabilities and members' equity
|
|
$
|
360,860
|
|
|
$
|
314,197
|
|
|
|
Year ended September 30, 2019
|
|
Year ended September 30, 2018
|
||||
Selected Statements of Operations Information:
|
|
|
|
|
||||
Interest income
|
|
$
|
22,727
|
|
|
$
|
20,574
|
|
Other income
|
|
153
|
|
|
65
|
|
||
Total investment income
|
|
22,880
|
|
|
20,639
|
|
||
Interest expense
|
|
19,858
|
|
|
20,713
|
|
||
Other expenses
|
|
358
|
|
|
473
|
|
||
Total expenses (1)
|
|
20,216
|
|
|
21,186
|
|
||
Net unrealized appreciation (depreciation)
|
|
2,257
|
|
|
12,386
|
|
||
Net realized gains (losses)
|
|
(8,507
|
)
|
|
(16,311
|
)
|
||
Net income (loss)
|
|
$
|
(3,586
|
)
|
|
$
|
(4,472
|
)
|
(Share amounts in thousands)
|
|
Year ended
September 30, 2019 |
|
Year ended
September 30, 2018 |
|
Year ended
September 30, 2017 |
||||||
Earnings (loss) per common share — basic and diluted:
|
|
|
|
|
|
|
||||||
Net increase (decrease) in net assets resulting from operations
|
|
$
|
126,160
|
|
|
$
|
46,762
|
|
|
$
|
(196,969
|
)
|
Weighted average common shares outstanding — basic
|
|
140,961
|
|
|
140,961
|
|
|
141,438
|
|
|||
Earnings (loss) per common share — basic and diluted
|
|
$
|
0.89
|
|
|
$
|
0.33
|
|
|
$
|
(1.39
|
)
|
|
|
Common Stock
|
|
|
|
|
|
|
|||||||||||
|
|
Shares
|
|
Par Value
|
|
Additional paid-in-capital
|
|
Accumulated Overdistributed Earnings
|
|
Total Net Assets
|
|||||||||
Balance at September 30, 2016
|
|
143,259
|
|
|
$
|
1,433
|
|
|
$
|
1,591,467
|
|
|
$
|
(450,612
|
)
|
|
$
|
1,142,288
|
|
Net investment income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72,652
|
|
|
72,652
|
|
||||
Net unrealized appreciation (depreciation)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(97,839
|
)
|
|
(97,839
|
)
|
||||
Net realized gains (losses)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(171,782
|
)
|
|
(171,782
|
)
|
||||
Contributions from stockholders
|
|
—
|
|
|
—
|
|
|
287
|
|
|
—
|
|
|
287
|
|
||||
Distributions to stockholders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(65,449
|
)
|
|
(65,449
|
)
|
||||
Issuance of common stock under dividend reinvestment plan
|
|
560
|
|
|
6
|
|
|
2,918
|
|
|
—
|
|
|
2,924
|
|
||||
Repurchases of common stock under stock repurchase program
|
|
(2,298
|
)
|
|
(24
|
)
|
|
(12,476
|
)
|
|
—
|
|
|
(12,500
|
)
|
||||
Repurchases of common stock under dividend reinvestment program
|
|
(560
|
)
|
|
(6
|
)
|
|
(2,918
|
)
|
|
—
|
|
|
(2,924
|
)
|
||||
Balance at September 30, 2017
|
|
140,961
|
|
|
$
|
1,409
|
|
|
$
|
1,579,278
|
|
|
$
|
(713,030
|
)
|
|
$
|
867,657
|
|
Net investment income
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
60,046
|
|
|
$
|
60,046
|
|
Net unrealized appreciation (depreciation)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,605
|
|
|
102,605
|
|
||||
Net realized gains (losses)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(115,147
|
)
|
|
(115,147
|
)
|
||||
Redemption premium on unsecured notes payable
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(120
|
)
|
|
(120
|
)
|
||||
Provision for income tax (expense) benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(622
|
)
|
|
(622
|
)
|
||||
Distributions to stockholders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(38,699
|
)
|
|
(38,699
|
)
|
||||
Tax return of capital
|
|
—
|
|
|
—
|
|
|
(17,685
|
)
|
|
—
|
|
|
(17,685
|
)
|
||||
Reclassification of additional paid-in capital
|
|
—
|
|
|
—
|
|
|
(68,854
|
)
|
|
68,854
|
|
|
—
|
|
||||
Issuance of common stock under dividend reinvestment plan
|
|
303
|
|
|
3
|
|
|
1,408
|
|
|
—
|
|
|
1,411
|
|
||||
Repurchases of common stock under dividend reinvestment program
|
|
(303
|
)
|
|
(3
|
)
|
|
(1,408
|
)
|
|
—
|
|
|
(1,411
|
)
|
||||
Balance at September 30, 2018
|
|
140,961
|
|
|
$
|
1,409
|
|
|
$
|
1,492,739
|
|
|
$
|
(636,113
|
)
|
|
$
|
858,035
|
|
Net investment income
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
67,909
|
|
|
$
|
67,909
|
|
Net unrealized appreciation (depreciation)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,457
|
|
|
38,457
|
|
||||
Net realized gains (losses)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,805
|
|
|
20,805
|
|
||||
Provision for income tax (expense) benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,011
|
)
|
|
(1,011
|
)
|
||||
Distributions to stockholders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(53,565
|
)
|
|
(53,565
|
)
|
||||
Reclassification of additional paid-in capital
|
|
—
|
|
|
—
|
|
|
(4,965
|
)
|
|
4,965
|
|
|
—
|
|
||||
Issuance of common stock under dividend reinvestment plan
|
|
269
|
|
|
3
|
|
|
1,341
|
|
|
—
|
|
|
1,344
|
|
||||
Repurchases of common stock under dividend reinvestment program
|
|
(269
|
)
|
|
(3
|
)
|
|
(1,341
|
)
|
|
—
|
|
|
(1,344
|
)
|
||||
Balance at September 30, 2019
|
|
140,961
|
|
|
$
|
1,409
|
|
|
$
|
1,487,774
|
|
|
$
|
(558,553
|
)
|
|
$
|
930,630
|
|
|
|
Payments due during fiscal years ended September 30,
|
||||||||||||||||||||||
|
|
Total
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024 and Thereafter
|
||||||||||||
Credit Facility
|
|
$
|
314,825
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
314,825
|
|
2024 Notes
|
|
75,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,000
|
|
||||||
2028 Notes
|
|
86,250
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
86,250
|
|
||||||
Total
|
|
$
|
476,075
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
476,075
|
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||||||||||
|
|
Cost
|
|
% of Debt
Portfolio |
|
Fair
Value |
|
% of Debt
Portfolio |
|
Cost
|
|
% of Debt
Portfolio |
|
Fair
Value |
|
% of Debt
Portfolio |
||||||||||||
Accrual
|
|
$
|
1,311,849
|
|
|
95.72
|
%
|
|
$
|
1,305,718
|
|
|
99.79
|
%
|
|
$
|
1,298,999
|
|
|
85.46
|
%
|
|
$
|
1,318,531
|
|
|
93.03
|
%
|
PIK non-accrual (1)
|
|
12,661
|
|
|
0.92
|
|
|
—
|
|
|
—
|
|
|
12,661
|
|
|
0.83
|
|
|
—
|
|
|
—
|
|
||||
Cash non-accrual (2)
|
|
46,107
|
|
|
3.36
|
|
|
2,706
|
|
|
0.21
|
|
|
208,345
|
|
|
13.71
|
|
|
98,760
|
|
|
6.97
|
|
||||
Total
|
|
$
|
1,370,617
|
|
|
100.00
|
%
|
|
$
|
1,308,424
|
|
|
100.00
|
%
|
|
$
|
1,520,005
|
|
|
100.00
|
%
|
|
$
|
1,417,291
|
|
|
100.00
|
%
|
(1)
|
PIK non-accrual status is inclusive of other non-cash income, where applicable.
|
(2)
|
Cash non-accrual status is inclusive of PIK and other non-cash income, where applicable.
|
|
|
Year ended
September 30, 2019 |
|
Year ended
September 30, 2018 |
|
Year ended
September 30, 2017 |
||||||
Net increase (decrease) in net assets resulting from operations
|
|
$
|
126,160
|
|
|
$
|
46,762
|
|
|
$
|
(196,969
|
)
|
Net unrealized appreciation (depreciation)
|
|
(38,457
|
)
|
|
(102,605
|
)
|
|
97,839
|
|
|||
Book/tax difference due to loan fees
|
|
—
|
|
|
—
|
|
|
(188
|
)
|
|||
Book/tax differences due to exit fees
|
|
—
|
|
|
—
|
|
|
1,081
|
|
|||
Book/tax difference due to organizational costs
|
|
(87
|
)
|
|
(87
|
)
|
|
(87
|
)
|
|||
Book/tax difference due to interest income on certain loans
|
|
3,330
|
|
|
1,348
|
|
|
23,748
|
|
|||
Book/tax difference due to capital losses not recognized / (recognized)
|
|
(18,571
|
)
|
|
99,431
|
|
|
171,782
|
|
|||
Other book/tax differences
|
|
(8,111
|
)
|
|
(6,147
|
)
|
|
(7,348
|
)
|
|||
Taxable/Distributable Income (1)
|
|
$
|
64,264
|
|
|
$
|
38,702
|
|
|
$
|
89,858
|
|
Undistributed ordinary income, net
|
$
|
10,699
|
|
Net realized capital losses
|
(515,800
|
)
|
|
Unrealized losses, net
|
(53,451
|
)
|
($ in millions)
|
|
||
Portfolio Company
|
Net Realized Gain (Loss)
|
||
Maverick Healthcare Group, LLC
|
$
|
17.5
|
|
BeyondTrust Holdings LLC
|
12.4
|
|
|
Comprehensive Pharmacy Services LLC
|
7.6
|
|
|
Refac Optical Group
|
7.5
|
|
|
YETI Holdings, Inc.
|
5.3
|
|
|
InMotion Entertainment Group, LLC
|
3.0
|
|
|
Advanced Pain Management
|
(22.5
|
)
|
|
Thing5, LLC (net of secured borrowings)
|
(11.1
|
)
|
|
Weatherford International
|
(3.3
|
)
|
|
Other, net
|
4.4
|
|
|
Total, net
|
$
|
20.8
|
|
•
|
No incentive fee is payable to Oaktree in any quarter in which the Company’s pre-incentive fee net investment income does not exceed the preferred return rate of 1.50% (the “preferred return”) on net assets;
|
•
|
100% of the Company’s pre-incentive fee net investment income, if any, that exceeds the preferred return but is less than or equal to 1.8182% in any fiscal quarter is payable to Oaktree. This portion of the incentive fee on income is referred to as the “catch-up” provision, and it is intended to provide Oaktree with an incentive fee of 17.5% on all of the Company’s pre-incentive fee net investment income when the Company’s pre-incentive fee net investment income exceeds 1.8182% on net assets in any fiscal quarter; and
|
•
|
For any quarter in which the Company’s pre-incentive fee net investment income exceeds 1.8182% on net assets, the incentive fee on income is equal to 17.5% of the amount of the Company’s pre-incentive fee net investment income, as the preferred return and catch-up will have been achieved.
|
|
|
September 30, 2019
|
||||||
($ in millions)
|
|
Calculated in accordance with GAAP
|
|
Calculated in accordance with the Investment Advisory Agreement
|
||||
Accrued capital gains incentive fee (prior to waivers)
|
|
$
|
10.2
|
|
|
$
|
4.6
|
|
Accrued waiver
|
|
(9.1
|
)
|
|
(3.5
|
)
|
||
Accrued capital gains incentive fee (net of waivers)
|
|
$
|
1.1
|
|
|
$
|
1.1
|
|
($ in millions)
|
|
September 30, 2019
|
||
Accrued capital gains incentive fee waiver (based on GAAP) (1)
|
|
$
|
9.1
|
|
Accrued capital gains incentive fee waiver (based on the Investment Advisory Agreement) (2)
|
|
(3.5
|
)
|
|
Potential reversal of accrued waiver (3)
|
|
$
|
5.6
|
|
(Share amounts in thousands)
|
|
Year ended
September 30, 2019 |
|
Year ended
September 30, 2018 (1) |
|
Year ended
September 30, 2017 |
|
Year ended
September 30, 2016 |
|
Year ended
September 30, 2015 |
Net asset value per share at beginning of period
|
|
$6.09
|
|
$6.16
|
|
$7.97
|
|
$9.00
|
|
$9.64
|
Net investment income (2)
|
|
0.48
|
|
0.43
|
|
0.51
|
|
0.72
|
|
0.75
|
Net unrealized appreciation (depreciation) (2)
|
|
0.27
|
|
0.73
|
|
(0.69)
|
|
(0.33)
|
|
(0.46)
|
Net realized gains (losses) (2)
|
|
0.14
|
|
(0.83)
|
|
(1.21)
|
|
(0.84)
|
|
(0.19)
|
Distributions to stockholders
|
|
(0.38)
|
|
(0.27)
|
|
(0.47)
|
|
(0.67)
|
|
(0.79)
|
Tax return of capital
|
|
—
|
|
(0.13)
|
|
—
|
|
(0.05)
|
|
—
|
Net issuance/repurchases of common stock
|
|
—
|
|
—
|
|
0.05
|
|
0.14
|
|
0.05
|
Net asset value per share at end of period
|
|
$6.60
|
|
$6.09
|
|
$6.16
|
|
$7.97
|
|
$9.00
|
Per share market value at beginning of period
|
|
$4.96
|
|
$5.47
|
|
$5.81
|
|
$6.17
|
|
$9.18
|
Per share market value at end of period
|
|
$5.18
|
|
$4.96
|
|
$5.47
|
|
$5.81
|
|
$6.17
|
Total return (3)
|
|
12.56%
|
|
(1.49)%
|
|
2.84%
|
|
7.02%
|
|
(27.18)%
|
Common shares outstanding at beginning of period
|
|
140,961
|
|
140,961
|
|
143,259
|
|
150,263
|
|
153,340
|
Common shares outstanding at end of period
|
|
140,961
|
|
140,961
|
|
140,961
|
|
143,259
|
|
150,263
|
Net assets at beginning of period
|
|
$858,035
|
|
$867,657
|
|
$1,142,288
|
|
$1,353,094
|
|
$1,478,475
|
Net assets at end of period
|
|
$930,630
|
|
$858,035
|
|
$867,657
|
|
$1,142,288
|
|
$1,353,094
|
Average net assets (4)
|
|
$909,264
|
|
$841,583
|
|
$1,018,498
|
|
$1,229,639
|
|
$1,413,357
|
Ratio of net investment income to average net assets
|
|
7.47%
|
|
7.13%
|
|
7.13%
|
|
8.68%
|
|
8.13%
|
Ratio of total expenses to average net assets
|
|
9.65%
|
|
9.51%
|
|
10.49%
|
|
13.09%
|
|
10.69%
|
Ratio of net expenses to average net assets
|
|
8.78%
|
|
9.35%
|
|
10.35%
|
|
11.48%
|
|
10.65%
|
Ratio of portfolio turnover to average investments at fair value
|
|
32.50%
|
|
67.66%
|
|
39.06%
|
|
23.39%
|
|
23.02%
|
Weighted average outstanding debt (5)
|
|
$573,891
|
|
$608,553
|
|
$982,372
|
|
$1,190,105
|
|
$1,228,413
|
Average debt per share (2)
|
|
$4.07
|
|
$4.32
|
|
$6.95
|
|
$8.07
|
|
$8.02
|
Asset coverage ratio at end of period (6)
|
|
294.91%
|
|
232.98%
|
|
227.40%
|
|
220.84%
|
|
238.95%
|
(1)
|
Beginning on October 17, 2017, the Company is externally managed by Oaktree. Prior to October 17, 2017, the Company was externally managed by the Former Adviser.
|
(2)
|
Calculated based upon weighted average shares outstanding for the period.
|
(3)
|
Total return equals the increase or decrease of ending market value over beginning market value, plus distributions, divided by the beginning market value, assuming dividend reinvestment prices obtained under the Company's DRIP.
|
(4)
|
Calculated based upon the weighted average net assets for the period.
|
(5)
|
Calculated based upon the weighted average of debt outstanding for the period.
|
(6)
|
Based on outstanding senior securities of $476.1 million, $643.4 million, $680.7 million, $946.5 million and $975.3 million as of September 30, 2019, 2018, 2017, 2016 and 2015, respectively.
|
Class and Year(1)
|
Total Amount Outstanding Exclusive of Treasury Securities (2)
|
Asset Coverage Per Unit(3)
|
Involuntary Liquidating Preference Per Unit(4)
|
Average Market Value Per Unit(5)
|
|||||
Credit Facility and Prior ING Facility
|
|
|
|
|
|||||
Fiscal 2011
|
$
|
133,500
|
|
3,328
|
|
—
|
|
N/A
|
|
Fiscal 2012
|
141,000
|
|
3,857
|
|
—
|
|
N/A
|
|
|
Fiscal 2013
|
168,000
|
|
3,949
|
|
—
|
|
N/A
|
|
|
Fiscal 2014
|
267,395
|
|
2,595
|
|
—
|
|
N/A
|
|
|
Fiscal 2015
|
383,495
|
|
2,389
|
|
—
|
|
N/A
|
|
|
Fiscal 2016
|
472,495
|
|
2,208
|
|
—
|
|
N/A
|
|
|
Fiscal 2017
|
226,495
|
|
2,274
|
|
—
|
|
N/A
|
|
|
Fiscal 2018
|
241,000
|
|
2,330
|
|
—
|
|
N/A
|
|
|
Fiscal 2019
|
314,825
|
|
2,949
|
|
—
|
|
N/A
|
|
|
|
|
|
|
|
|||||
Wells Fargo Facility
|
|
|
|
|
|||||
Fiscal 2011
|
$
|
39,524
|
|
3,328
|
|
—
|
|
N/A
|
|
Fiscal 2012
|
60,251
|
|
3,857
|
|
—
|
|
N/A
|
|
|
Fiscal 2013
|
20,000
|
|
3,949
|
|
—
|
|
N/A
|
|
|
|
|
|
|
|
|||||
Sumitomo Facility
|
|
|
|
|
|||||
Fiscal 2011
|
$
|
5,000
|
|
3,328
|
|
—
|
|
N/A
|
|
Fiscal 2012
|
—
|
|
3,857
|
|
—
|
|
N/A
|
|
|
Fiscal 2013
|
—
|
|
3,949
|
|
—
|
|
N/A
|
|
|
Fiscal 2014
|
50,000
|
|
2,595
|
|
—
|
|
N/A
|
|
|
Fiscal 2015
|
43,800
|
|
2,389
|
|
—
|
|
N/A
|
|
|
Fiscal 2016
|
43,800
|
|
2,208
|
|
—
|
|
N/A
|
|
|
Fiscal 2017
|
29,500
|
|
2,274
|
|
—
|
|
N/A
|
|
|
|
|
|
|
|
|||||
Convertible Notes
|
|
|
|
|
|||||
Fiscal 2011
|
$
|
135,000
|
|
3,328
|
|
—
|
|
N/A
|
|
Fiscal 2012
|
115,000
|
|
3,857
|
|
—
|
|
N/A
|
|
|
Fiscal 2013
|
115,000
|
|
3,949
|
|
—
|
|
N/A
|
|
|
Fiscal 2014
|
115,000
|
|
2,595
|
|
—
|
|
N/A
|
|
|
Fiscal 2015
|
115,000
|
|
2,389
|
|
—
|
|
N/A
|
|
|
|
|
|
|
|
|||||
Secured Borrowings
|
|
|
|
|
|||||
Fiscal 2014
|
$
|
84,750
|
|
2,595
|
|
—
|
|
N/A
|
|
Fiscal 2015
|
21,787
|
|
2,389
|
|
—
|
|
N/A
|
|
|
Fiscal 2016
|
18,929
|
|
2,208
|
|
—
|
|
N/A
|
|
|
Fiscal 2017
|
13,489
|
|
2,274
|
|
—
|
|
N/A
|
|
|
Fiscal 2018
|
12,314
|
|
2,330
|
|
—
|
|
N/A
|
|
|
|
|
|
|
|
Class and Year(1)
|
Total Amount Outstanding Exclusive of Treasury Securities (in thousands)(2)
|
Asset Coverage Per Unit(3)
|
Involuntary Liquidating Preference Per Unit(4)
|
Average Market Value Per Unit(5)
|
|||||
2019 Notes
|
|
|
|
|
|||||
Fiscal 2014
|
$
|
250,000
|
|
2,595
|
|
—
|
|
N/A
|
|
Fiscal 2015
|
250,000
|
|
2,389
|
|
—
|
|
N/A
|
|
|
Fiscal 2016
|
250,000
|
|
2,208
|
|
—
|
|
N/A
|
|
|
Fiscal 2017
|
250,000
|
|
2,274
|
|
—
|
|
N/A
|
|
|
Fiscal 2018
|
228,825
|
|
2,330
|
|
—
|
|
N/A
|
|
|
|
|
|
|
|
|||||
2024 Notes
|
|
|
|
|
|||||
Fiscal 2013
|
$
|
75,000
|
|
3,949
|
|
—
|
|
979.45
|
|
Fiscal 2014
|
75,000
|
|
2,595
|
|
—
|
|
966.96
|
|
|
Fiscal 2015
|
75,000
|
|
2,389
|
|
—
|
|
991.94
|
|
|
Fiscal 2016
|
75,000
|
|
2,208
|
|
—
|
|
993.70
|
|
|
Fiscal 2017
|
75,000
|
|
2,274
|
|
—
|
|
1,006.74
|
|
|
Fiscal 2018
|
75,000
|
|
2,330
|
|
—
|
|
1,010.72
|
|
|
Fiscal 2019
|
75,000
|
|
2,949
|
|
—
|
|
1,012.76
|
|
|
|
|
|
|
|
|||||
2028 Notes
|
|
|
|
|
|||||
Fiscal 2013
|
$
|
86,250
|
|
3,949
|
|
—
|
|
957.21
|
|
Fiscal 2014
|
86,250
|
|
2,595
|
|
—
|
|
943.73
|
|
|
Fiscal 2015
|
86,250
|
|
2,389
|
|
—
|
|
988.06
|
|
|
Fiscal 2016
|
86,250
|
|
2,208
|
|
—
|
|
999.29
|
|
|
Fiscal 2017
|
86,250
|
|
2,274
|
|
—
|
|
1,007.51
|
|
|
Fiscal 2018
|
86,250
|
|
2,330
|
|
—
|
|
994.82
|
|
|
Fiscal 2019
|
86,250
|
|
2,949
|
|
—
|
|
993.33
|
|
|
|
|
|
|
|
|||||
Total Senior Securities
|
|
|
|
|
|||||
Fiscal 2011
|
$
|
313,024
|
|
3,328
|
|
—
|
|
|
|
Fiscal 2012
|
316,251
|
|
3,857
|
|
—
|
|
|
||
Fiscal 2013
|
464,250
|
|
3,949
|
|
—
|
|
|
||
Fiscal 2014
|
928,395
|
|
2,595
|
|
—
|
|
|
||
Fiscal 2015
|
975,332
|
|
2,389
|
|
—
|
|
|
||
Fiscal 2016
|
946,474
|
|
2,208
|
|
—
|
|
|
||
Fiscal 2017
|
680,734
|
|
2,274
|
|
—
|
|
|
||
Fiscal 2018
|
643,389
|
|
2,330
|
|
—
|
|
|
||
Fiscal 2019
|
476,075
|
|
2,949
|
|
—
|
|
|
(1)
|
This table excludes any SBA-guaranteed debentures outstanding during the relevant periods because the SEC has granted the Company exemptive relief that permits us to exclude such debentures from the definition of senior securities in the asset coverage ratio the Company is required to maintain under the Investment Company Act.
|
(2)
|
Total amount of each class of senior securities outstanding at the end of the period, presented in thousands.
|
(3)
|
The asset coverage ratio for a class of senior securities representing indebtedness is calculated as the Company's consolidated total assets, less all liabilities and indebtedness not represented by senior securities, divided by total senior securities representing indebtedness. This asset coverage ratio is multiplied by $1,000 to determine the “Asset Coverage Per Unit.”
|
(4)
|
The amount to which such class of senior security would be entitled upon the involuntary liquidation of the issuer in preference to any security junior to it. The “-” indicates information that the Securities and Exchange Commission expressly does not require to be disclosed for certain types of senior securities.
|
(5)
|
Calculated on a daily average basis.
|
Description
|
|
Notional Amount to be Purchased
|
|
Notional Amount to be Sold
|
|
Maturity Date
|
|
Gross Amount of Recognized Assets
|
|
Gross Amount of Recognized Liabilities
|
|
Balance Sheet Location of Net Amounts
|
||||||||
Foreign currency forward contract
|
|
$
|
22,161
|
|
|
£
|
17,910
|
|
|
10/15/2019
|
|
$
|
76
|
|
|
$
|
—
|
|
|
Derivative asset
|
Foreign currency forward contract
|
|
$
|
19,193
|
|
|
€
|
17,150
|
|
|
11/29/2019
|
|
$
|
414
|
|
|
$
|
—
|
|
|
Derivative asset
|
|
|
|
|
|
|
|
|
$
|
490
|
|
|
$
|
—
|
|
|
|
Description
|
|
Notional Amount to be Purchased
|
|
Notional Amount to be Sold
|
|
Maturity Date
|
|
Gross Amount of Recognized Assets
|
|
Gross Amount of Recognized Liabilities
|
|
Balance Sheet Location of Net Amounts
|
||||||||
Foreign currency forward contract
|
|
$
|
23,113
|
|
|
£
|
17,579
|
|
|
10/26/2018
|
|
$
|
162
|
|
|
$
|
—
|
|
|
Derivative asset
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Assembled Brands Capital LLC
|
|
$
|
35,182
|
|
|
$
|
—
|
|
PaySimple, Inc.
|
|
12,250
|
|
|
—
|
|
||
P2 Upstream Acquisition Co.
|
|
9,000
|
|
|
10,000
|
|
||
Sorrento Therapeutics, Inc.
|
|
7,500
|
|
|
—
|
|
||
TerSera Therapeutics, LLC
|
|
4,200
|
|
|
3,281
|
|
||
Pingora MSR Opportunity Fund I-A, LP
|
|
3,500
|
|
|
4,656
|
|
||
Mindbody, Inc.
|
|
3,048
|
|
|
—
|
|
||
Thruline Marketing, Inc.
|
|
3,000
|
|
|
3,000
|
|
||
New IPT, Inc.
|
|
2,229
|
|
|
2,229
|
|
||
4 Over International, LLC
|
|
1,977
|
|
|
2,232
|
|
||
Apptio, Inc.
|
|
1,538
|
|
|
—
|
|
||
Senior Loan Fund JV I, LLC
|
|
1,328
|
|
|
1,328
|
|
||
GKD Index Partners, LLC
|
|
1,156
|
|
|
289
|
|
||
iCIMs, Inc.
|
|
882
|
|
|
882
|
|
||
Ministry Brands, LLC
|
|
800
|
|
|
700
|
|
||
PLATO Learning Inc. (1)
|
|
746
|
|
|
2,671
|
|
||
Datto Inc.
|
|
—
|
|
|
2,356
|
|
||
Thing5, LLC
|
|
—
|
|
|
1,298
|
|
||
Dominion Diagnostics, LLC
|
|
—
|
|
|
4,180
|
|
||
EOS Fitness Opco Holdings, LLC
|
|
—
|
|
|
5,000
|
|
||
InMotion Entertainment Group, LLC
|
|
—
|
|
|
7,534
|
|
||
Access CIG LLC
|
|
—
|
|
|
765
|
|
||
Cenegenics, LLC (1)
|
|
—
|
|
|
297
|
|
||
Total
|
|
$
|
88,336
|
|
|
$
|
52,698
|
|
|
As of and for the three months ended
|
|||||||||||||||||||||||||||||||||||
(dollars in thousands,
except per share
amounts)
|
September 30, 2019
|
June 30,
2019 |
March 31,
2019 |
December 31, 2018
|
September 30, 2018
|
June 30,
2018 |
March 31,
2018 |
December 31, 2017
|
September 30, 2017
|
June 30,
2017 |
March 31,
2017 |
December 31, 2016
|
||||||||||||||||||||||||
Total investment income
|
$
|
34,513
|
|
$
|
36,669
|
|
$
|
38,244
|
|
$
|
38,276
|
|
$
|
38,220
|
|
$
|
31,847
|
|
$
|
34,779
|
|
$
|
33,876
|
|
$
|
35,732
|
|
$
|
44,917
|
|
$
|
45,555
|
|
$
|
51,760
|
|
Net investment income
|
16,275
|
|
16,608
|
|
17,709
|
|
17,317
|
|
17,031
|
|
14,430
|
|
15,263
|
|
13,322
|
|
11,464
|
|
19,390
|
|
18,504
|
|
23,294
|
|
||||||||||||
Net realized and unrealized gains (losses), net of taxes
|
(2,304
|
)
|
3,378
|
|
46,776
|
|
10,401
|
|
16,300
|
|
9,822
|
|
4,357
|
|
(43,763
|
)
|
(136,935
|
)
|
(25,447
|
)
|
(9,703
|
)
|
(97,536
|
)
|
||||||||||||
Net increase (decrease) in net assets resulting from operations
|
13,971
|
|
19,986
|
|
64,485
|
|
27,718
|
|
33,331
|
|
24,252
|
|
19,620
|
|
(30,441
|
)
|
(125,471
|
)
|
(6,057
|
)
|
8,801
|
|
(74,242
|
)
|
||||||||||||
Net assets
|
930,630
|
|
930,050
|
|
923,456
|
|
872,362
|
|
858,035
|
|
838,095
|
|
827,234
|
|
819,595
|
|
867,657
|
|
1,010,750
|
|
1,019,626
|
|
1,030,272
|
|
||||||||||||
Total investment income per common share (1)
|
$
|
0.24
|
|
$
|
0.26
|
|
$
|
0.27
|
|
$
|
0.27
|
|
$
|
0.27
|
|
$
|
0.23
|
|
$
|
0.25
|
|
$
|
0.24
|
|
$
|
0.25
|
|
$
|
0.32
|
|
$
|
0.32
|
|
$
|
0.36
|
|
Net investment income per common share (1)
|
0.12
|
|
0.12
|
|
0.13
|
|
0.12
|
|
0.12
|
|
0.10
|
|
0.11
|
|
0.09
|
|
0.08
|
|
0.14
|
|
0.13
|
|
0.16
|
|
||||||||||||
Earnings (losses) per common share (1)
|
0.10
|
|
0.14
|
|
0.46
|
|
0.20
|
|
0.24
|
|
0.17
|
|
0.14
|
|
(0.22
|
)
|
(0.89
|
)
|
(0.04
|
)
|
0.06
|
|
(0.52
|
)
|
||||||||||||
Net asset value per common share at period end
|
6.60
|
|
6.60
|
|
6.55
|
|
6.19
|
|
6.09
|
|
5.95
|
|
5.87
|
|
5.81
|
|
6.16
|
|
7.17
|
|
7.23
|
|
7.31
|
|
(a)
|
The sum of quarterly per share amounts may not sum due to rounding.
|
Portfolio Company/Type of Investment (1)
|
|
Cash Interest Rate
|
|
Industry
|
|
Principal
|
|
Net Realized Gain (Loss)
|
|
Amount of
Interest,
Fees or
Dividends
Credited in
Income (2)
|
|
Fair Value
at October 1,
2018
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
Fair Value
at September 30, 2019
|
|
% of Total Net Assets
|
||||||||||||||||
Control Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
C5 Technology Holdings, LLC
|
|
|
|
Data Processing & Outsourced Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
829 Common Units
|
|
|
|
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
%
|
|||
34,984,460.37 Preferred Units
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
34.984
|
|
|
—
|
|
|
34,984
|
|
|
3.8
|
%
|
|||||||||
First Star Speir Aviation Limited (5)
|
|
|
|
Airlines
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
First Lien Term Loan, 9.00% cash due 12/15/2020
|
|
|
|
|
|
$
|
11,510
|
|
|
—
|
|
|
1,825
|
|
|
32,510
|
|
|
962
|
|
|
(21,962
|
)
|
|
11,510
|
|
|
1.2
|
%
|
|||||||
100% equity interest
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,730
|
|
|
(100
|
)
|
|
4,630
|
|
|
0.5
|
%
|
||||||||
New IPT, Inc.
|
|
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
First Lien Term Loan, LIBOR+5.00% cash due 3/17/2021 (6)
|
|
7.10
|
%
|
|
|
|
3,256
|
|
|
—
|
|
|
331
|
|
|
4,107
|
|
|
25
|
|
|
(876
|
)
|
|
3,256
|
|
|
0.3
|
%
|
|||||||
Second Lien Term Loan, LIBOR+5.10% cash due 9/17/2021 (6)
|
|
|
|
|
|
—
|
|
|
—
|
|
|
45
|
|
|
1,453
|
|
|
—
|
|
|
(1,453
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
First Lien Revolver, LIBOR+5.00% cash due 3/17/2021 (6)
|
|
7.10
|
%
|
|
|
|
1,009
|
|
|
—
|
|
|
85
|
|
|
1,009
|
|
|
—
|
|
|
—
|
|
|
1,009
|
|
|
0.1
|
%
|
|||||||
50.087 Class A Common Units in New IPT Holdings, LLC
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
2,291
|
|
|
612
|
|
|
—
|
|
|
2,903
|
|
|
0.3
|
%
|
|||||||||
Senior Loan Fund JV I, LLC (6)
|
|
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Class A Mezzanine Secured Deferrable Floating Rate Notes due 2036 in SLF Repack Issuer 2016 LLC
|
|
|
|
|
|
—
|
|
|
—
|
|
|
2,036
|
|
|
99,813
|
|
|
—
|
|
|
(99,813
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
Class B Mezzanine Secured Deferrable Fixed Rate Notes, 10% cash due 2036 in SLF Repack Issuer 2016 LLC
|
|
|
|
|
|
—
|
|
|
—
|
|
|
707
|
|
|
29,520
|
|
|
67
|
|
|
(29,587
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
Subordinated Debt, LIBOR+7.00% cash due 12/29/2028
|
|
9.39
|
%
|
|
|
|
96,250
|
|
|
—
|
|
|
7,007
|
|
|
—
|
|
|
96,250
|
|
|
—
|
|
|
96,250
|
|
|
10.3
|
%
|
|||||||
87.5% LLC equity interest
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
41
|
|
|
37,735
|
|
|
(7,724
|
)
|
|
30,052
|
|
|
3.2
|
%
|
|||||||||
Thruline Marketing, Inc. (7)
|
|
|
|
Advertising
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, LIBOR+7.00% cash due 4/3/2022 (6)
|
|
9.10
|
%
|
|
|
|
18,146
|
|
|
—
|
|
|
1,752
|
|
|
18,146
|
|
|
—
|
|
|
—
|
|
|
18,146
|
|
|
1.9
|
%
|
|||||||
First Lien Revolver, LIBOR+7.75% cash due 4/3/2022 (6)
|
|
|
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
||||||||
9,073 Class A Units in FS AVI Holdco, LLC
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
7,984
|
|
|
—
|
|
|
(1,546
|
)
|
|
6,438
|
|
|
0.7
|
%
|
|||||||||
Total Control Investments
|
|
|
|
|
|
$
|
130,171
|
|
|
$
|
—
|
|
|
$
|
13,803
|
|
|
$
|
196,874
|
|
|
$
|
175,365
|
|
|
$
|
(163,061
|
)
|
|
$
|
209,178
|
|
|
22.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Assembled Brands Capital LLC
|
|
|
|
Specialized finance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Delayed Draw Term Loan, LIBOR+6.00% cash due 10/17/2023
|
|
8.10
|
%
|
|
|
|
$
|
5,585
|
|
|
$
|
—
|
|
|
$
|
225
|
|
|
$
|
—
|
|
|
$
|
5,605
|
|
|
$
|
(20
|
)
|
|
$
|
5,585
|
|
|
0.6
|
%
|
1,609,201 Class A Units
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
782
|
|
|
—
|
|
|
782
|
|
|
0.1
|
%
|
|||||||||
1,019,168.80 Preferred Units, 6%
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,019
|
|
|
—
|
|
|
1,019
|
|
|
0.1
|
%
|
|||||||||
70,424.5641 Class A Warrants (exercise price $3.3778) expiration date 9/9/2029
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|||||||||
Caregiver Services, Inc.
|
|
|
|
Healthcare services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
1,080,399 shares of Series A Preferred Stock, 10%
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,161
|
|
|
—
|
|
|
(377
|
)
|
|
1,784
|
|
|
0.2
|
%
|
||||||||
Total Affiliate Investments
|
|
|
|
|
|
$
|
5,585
|
|
|
$
|
—
|
|
|
$
|
225
|
|
|
$
|
2,161
|
|
|
$
|
7,406
|
|
|
$
|
(397
|
)
|
|
$
|
9,170
|
|
|
1.0
|
%
|
|
Total Control & Affiliate Investments
|
|
|
|
|
|
$
|
135,756
|
|
|
$
|
—
|
|
|
$
|
14,028
|
|
|
$
|
199,035
|
|
|
$
|
182,771
|
|
|
$
|
(163,458
|
)
|
|
$
|
218,348
|
|
|
23.5
|
%
|
(1)
|
The principal amount and ownership detail are shown in the Company's Consolidated Schedules of Investments.
|
(2)
|
Represents the total amount of interest (net of non-accrual amounts), fees and dividends credited to income for the portion of the period an investment was included in the Control or Affiliate categories.
|
(3)
|
Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments, accrued PIK interest (net of non-accrual amounts) and the exchange of one or more existing securities for one or more new securities. Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation as well as the movement of an existing portfolio company into this category or out of a different category.
|
(4)
|
Gross reductions include decreases in the cost basis of investment resulting from principal payments or sales and exchanges of one or more existing securities for one or more new securities. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.
|
(5)
|
First Star Speir Aviation Limited is a wholly-owned holding company formed by the Company in order to facilitate its investment strategy. In accordance with ASU 2013-08, the Company has deemed the holding company to be an investment company under GAAP and therefore deemed it appropriate to consolidate the financial results and financial position of the holding company and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the holding company is disregarded for accounting purposes since the economic substance of this instrument is an equity investment in the operating entity.
|
(6)
|
Together with Kemper, the Company co-invests through SLF JV I. SLF JV I is capitalized as transactions are completed and all portfolio and investment decisions in respect to SLF JV I must be approved by the SLF JV I investment committee consisting of representatives of the Company and Kemper (with approval from a representative of each required).
|
(7)
|
During the year ended September 30, 2019, the portfolio company was renamed from Keypath Education, Inc. to Thruline Marketing, Inc.
|
Portfolio Company/Type of Investment (1)
|
|
Cash Interest Rate
|
|
Industry
|
|
Principal
|
|
Net Realized Gain (Loss)
|
|
Amount of
Interest,
Fees or
Dividends
Credited in
Income (2)
|
|
Fair Value
at October 1,
2017
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
Fair Value
at September 30, 2018
|
|
% of Total Net Assets
|
||||||||||||||||
Control Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
AdVenture Interactive, Corp.
|
|
|
|
Advertising
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
9,073 shares of common units
|
|
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13,818
|
|
|
$
|
136
|
|
|
$
|
(13,954
|
)
|
|
$
|
—
|
|
|
—
|
%
|
|
Ameritox Ltd.
|
|
|
|
Healthcare services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, LIBOR+5% (1% floor) cash 3% PIK due 4/11/2021
|
|
|
|
|
|
—
|
|
|
(30,103
|
)
|
|
75
|
|
|
4,445
|
|
|
33,094
|
|
|
(37,539
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
14,090,126.4 Class A Preferred Units in Ameritox Holdings II, LLC
|
|
|
|
|
|
—
|
|
|
(14,090
|
)
|
|
—
|
|
|
—
|
|
|
14,090
|
|
|
(14,090
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
1,602,260.83 Class B Preferred Units in Ameritox Holdings II, LLC
|
|
|
|
|
|
—
|
|
|
(1,602
|
)
|
|
—
|
|
|
—
|
|
|
1,602
|
|
|
(1,602
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
4,930.03 Class A Units in Ameritox Holdings II, LLC
|
|
|
|
|
|
—
|
|
|
(29,049
|
)
|
|
—
|
|
|
—
|
|
|
29,049
|
|
|
(29,049
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
Eagle Hospital Physicians, LLC
|
|
|
|
Healthcare services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Earn-out
|
|
|
|
|
|
—
|
|
|
(848
|
)
|
|
—
|
|
|
4,986
|
|
|
3,017
|
|
|
(8,003
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
First Star Bermuda Aviation Limited (5)
|
|
|
|
Airlines
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, 9% cash 3% PIK due 8/19/2018
|
|
|
|
|
|
—
|
|
|
392
|
|
|
1,390
|
|
|
11,868
|
|
|
305
|
|
|
(12,173
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
100% equity interest
|
|
|
|
|
|
—
|
|
|
808
|
|
|
—
|
|
|
2,323
|
|
|
5,543
|
|
|
(7,866
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
First Star Speir Aviation Limited (5)
|
|
|
|
Airlines
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, 9% cash due 12/15/2020
|
|
|
|
|
|
32,510
|
|
|
—
|
|
|
2,050
|
|
|
41,395
|
|
|
1,557
|
|
|
(10,442
|
)
|
|
32,510
|
|
|
3.8
|
%
|
||||||||
100% equity interest
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,926
|
|
|
3,546
|
|
|
(7,472
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
Keypath Education, Inc.
|
|
|
|
Advertising
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, LIBOR+7% (1% floor) cash due 4/3/2022
|
|
9.39
|
%
|
|
|
|
18,146
|
|
|
—
|
|
|
1,791
|
|
|
19,960
|
|
|
—
|
|
|
(1,814
|
)
|
|
18,146
|
|
|
2.1
|
%
|
|||||||
First Lien Revolver, LIBOR+7.75% (1% floor) cash due 4/3/2022
|
|
|
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
9,073 Class A Units in FS AVI Holdco, LLC
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,918
|
|
|
66
|
|
|
—
|
|
|
7,984
|
|
|
0.9
|
%
|
||||||||
New IPT, Inc.
|
|
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, LIBOR+5% (1% floor) cash due 3/17/2021
|
|
7.39
|
%
|
|
|
|
4,107
|
|
|
—
|
|
|
303
|
|
|
4,107
|
|
|
—
|
|
|
—
|
|
|
4,107
|
|
|
0.5
|
%
|
|||||||
Second Lien Term Loan, LIBOR+5.1% (1% floor) cash due 9/17/2021
|
|
7.49
|
%
|
|
|
|
1,453
|
|
|
—
|
|
|
149
|
|
|
2,504
|
|
|
—
|
|
|
(1,051
|
)
|
|
1,453
|
|
|
0.2
|
%
|
|||||||
First Lien Revolver, LIBOR+5% (1% floor) cash due 3/17/2021
|
|
7.39
|
%
|
|
|
|
1,009
|
|
|
—
|
|
|
79
|
|
|
1,009
|
|
|
—
|
|
|
—
|
|
|
1,009
|
|
|
0.1
|
%
|
|||||||
50.087 Class A Common Units in New IPT Holdings, LLC
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
736
|
|
|
1,555
|
|
|
—
|
|
|
2,291
|
|
|
0.3
|
%
|
||||||||
Senior Loan Fund JV I, LLC (6)
|
|
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Class A Mezzanine Secured Deferrable Floating Rate Notes due 2036 in SLF Repack Issuer 2016 LLC
|
|
8.33
|
%
|
|
|
|
99,813
|
|
|
—
|
|
|
9,014
|
|
|
101,030
|
|
|
—
|
|
|
(1,217
|
)
|
|
99,813
|
|
|
11.6
|
%
|
|||||||
Class B Mezzanine Secured Deferrable Fixed Rate Notes, 10% cash due 2036 in SLF Repack Issuer 2016 LLC
|
|
|
|
|
|
29,520
|
|
|
—
|
|
|
3,814
|
|
|
27,641
|
|
|
2,057
|
|
|
(178
|
)
|
|
29,520
|
|
|
3.4
|
%
|
||||||||
87.5% equity interest
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,525
|
|
|
—
|
|
|
(5,484
|
)
|
|
41
|
|
|
—
|
%
|
||||||||
Traffic Solutions Holdings, Inc.
|
|
|
|
Construction & engineering
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, LIBOR+7% (1% floor) cash 2% PIK due 4/1/2021
|
|
|
|
|
|
—
|
|
|
—
|
|
|
3,174
|
|
|
36,568
|
|
|
393
|
|
|
(36,961
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
First Lien Revolver, LIBOR+6% (1% floor) cash due 4/1/2021
|
|
|
|
|
|
—
|
|
|
—
|
|
|
85
|
|
|
1,250
|
|
|
753
|
|
|
(2,003
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
LC Facility, 6% cash due 4/1/2021
|
|
|
|
|
|
—
|
|
|
—
|
|
|
164
|
|
|
4,752
|
|
|
4
|
|
|
(4,756
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
746,114 Series A Preferred Units, 10%
|
|
|
|
|
|
—
|
|
|
(10,462
|
)
|
|
—
|
|
|
7,700
|
|
|
12,329
|
|
|
(20,029
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
746,114 Common Stock Unit
|
|
|
|
|
|
—
|
|
|
(5,316
|
)
|
|
—
|
|
|
—
|
|
|
5,316
|
|
|
(5,316
|
)
|
|
—
|
|
|
—
|
%
|
Portfolio Company/Type of Investment (1)
|
|
Cash Interest Rate
|
|
Industry
|
|
Principal
|
|
Net Realized Gain (Loss)
|
|
Amount of
Interest,
Fees or
Dividends
Credited in
Income (2)
|
|
Fair Value
at October 1,
2017
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
Fair Value
at September 30, 2018
|
|
% of Total Net Assets
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
TransTrade Operators, Inc.
|
|
|
|
Air freight and logistics
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan, 5% cash due 12/31/2017
|
|
|
|
|
|
$
|
—
|
|
|
$
|
(15,574
|
)
|
|
$
|
—
|
|
|
$
|
1,810
|
|
|
$
|
15,574
|
|
|
$
|
(17,384
|
)
|
|
$
|
—
|
|
|
—
|
%
|
|
First Lien Revolver, 8% cash due 12/31/2017
|
|
|
|
|
|
—
|
|
|
(7,757
|
)
|
|
—
|
|
|
—
|
|
|
8,497
|
|
|
(8,497
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
596.67 Series A Common Units
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
||||||||
4,000 Series A Preferred Units in TransTrade Holdings LLC
|
|
|
|
|
|
—
|
|
|
(4,000
|
)
|
|
—
|
|
|
—
|
|
|
4,000
|
|
|
(4,000
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
5,200,000 Series B Preferred Units in TransTrade Holding LLC
|
|
|
|
|
|
—
|
|
|
(5,200
|
)
|
|
—
|
|
|
—
|
|
|
5,200
|
|
|
(5,200
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
Total Control Investments
|
|
|
|
|
|
$
|
186,558
|
|
|
$
|
(122,801
|
)
|
|
$
|
22,105
|
|
|
$
|
305,271
|
|
|
$
|
147,684
|
|
|
$
|
(256,081
|
)
|
|
$
|
196,874
|
|
|
22.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
AmBath/ReBath Holdings, Inc.
|
|
|
|
Home improvement retail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
First Lien Term Loan B, 12.5% cash 2.5% PIK due 8/31/2018
|
|
|
|
|
|
—
|
|
|
—
|
|
|
1,738
|
|
|
22,957
|
|
|
308
|
|
|
(23,265
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
4,668,788 shares of Preferred Stock
|
|
|
|
|
|
—
|
|
|
2,048
|
|
|
—
|
|
|
1,827
|
|
|
221
|
|
|
(2,048
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
Caregiver Services, Inc.
|
|
|
|
Healthcare services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Second Lien Term Loan, 10% cash 2% PIK due 6/30/2019
|
|
|
|
|
|
—
|
|
|
—
|
|
|
753
|
|
|
9,665
|
|
|
216
|
|
|
(9,881
|
)
|
|
—
|
|
|
—
|
%
|
||||||||
1,080,399 shares of Series A Preferred Stock, 10%
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,534
|
|
|
—
|
|
|
(373
|
)
|
|
2,161
|
|
|
0.3
|
%
|
||||||||
Total Affiliate Investments
|
|
|
|
|
|
$
|
—
|
|
|
$
|
2,048
|
|
|
$
|
2,491
|
|
|
$
|
36,983
|
|
|
$
|
745
|
|
|
$
|
(35,567
|
)
|
|
$
|
2,161
|
|
|
0.3
|
%
|
|
Total Control & Affiliate Investments
|
|
|
|
|
|
$
|
186,558
|
|
|
$
|
(120,753
|
)
|
|
$
|
24,596
|
|
|
$
|
342,254
|
|
|
$
|
148,429
|
|
|
$
|
(291,648
|
)
|
|
$
|
199,035
|
|
|
23.2
|
%
|
(1)
|
The principal amount and ownership detail are shown in the Company's Consolidated Schedules of Investments.
|
(2)
|
Represents the total amount of interest (net of non-accrual amounts), fees and dividends credited to income for the portion of the period an investment was included in the Control or Affiliate categories.
|
(3)
|
Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments, accrued PIK interest (net of non-accrual amounts) and the exchange of one or more existing securities for one or more new securities. Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation as well as the movement of an existing portfolio company into this category or out of a different category.
|
(4)
|
Gross reductions include decreases in the cost basis of investment resulting from principal payments or sales and exchanges of one or more existing securities for one or more new securities. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.
|
(5)
|
First Star Bermuda Aviation Limited and First Star Speir Aviation Limited are wholly-owned holding companies formed by the Company in order to facilitate its investment strategy. In accordance with ASU 2013-08, the Company has deemed the holding companies to be investment companies under GAAP and therefore deemed it appropriate to consolidate the financial results and financial position of the holding companies and to recognize dividend income versus a combination of interest income and dividend income. Accordingly, the debt and equity investments in the wholly-owned holding companies are disregarded for accounting purposes since the economic substance of these instruments are equity investments in the operating entities.
|
(6)
|
Together with Kemper, the Company co-invests through SLF JV I. SLF JV I is capitalized as transactions are completed and all portfolio and investment decisions in respect to SLF JV I must be approved by the SLF JV I investment committee consisting of representatives of the Company and Kemper (with approval from a representative of each required).
|
Reports of Independent Registered Public Accounting Firms
|
|
Consolidated Statements of Assets and Liabilities as of September 30, 2019 and 2018
|
|
Consolidated Statements of Operations for the Years Ended September 30, 2019, 2018 and 2017
|
|
Consolidated Statements of Changes in Net Assets for the Years Ended September 30, 2019, 2018 and 2017
|
|
Consolidated Statements of Cash Flows for the Years Ended September 30, 2019, 2018 and 2017
|
|
Consolidated Schedule of Investments as of September 30, 2019
|
|
Consolidated Schedule of Investments as of September 30, 2018
|
|
Notes to Consolidated Financial Statements
|
|
|
Schedule 12-14 — Investments in and advances to affiliates
|
|
Restated Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit 3.1 filed with Registrant’s Form 8-A (File No. 001-33901) filed on January 2, 2008).
|
|
|
|
|
|
Certificate of Amendment to the Registrant’s Restated Certificate of Incorporation (Incorporated by reference to Exhibit (a)(2) filed with Registrant’s Registration Statement on Form N-2 (File No. 333-146743) filed on June 6, 2008).
|
|
|
|
|
|
Certificate of Correction to the Certificate of Amendment to the Registrant’s Restated Certificate of Incorporation (Incorporated by reference to Exhibit (a)(3) filed with Registrant’s Registration Statement on Form N-2 (File No. 333-146743) filed on June 6, 2008).
|
|
|
|
|
|
Certificate of Amendment to Registrant’s Restated Certificate of Incorporation (Incorporated by reference to Exhibit 3.1 filed with Registrant’s Quarterly Report on Form 10-Q (File No. 001-33901) filed on May 5, 2010).
|
|
|
|
|
|
Certificate of Amendment to Registrant’s Certificate of Incorporation (Incorporated by reference to Exhibit (a)(5) filed with the Registrant’s Registration Statement on Form N-2 (File No. 333-180267) filed on April 2, 2013).
|
|
|
|
|
|
Certificate of Amendment to the Restated Certificate of Incorporation of the Registrant, dated as of October 17, 2017 (Filed with the Registrant’s Form 8-K (File No. 814-00755) filed on October 17, 2017).
|
|
|
|
|
|
Fourth Amended and Restated Bylaws of the Registrant (Incorporated by reference to Exhibit 3.1 filed with Registrant’s Form 8-K (File No. 814-00755) filed on January 29, 2018).
|
|
|
|
|
|
Form of Common Stock Certificate (Incorporated by reference to Exhibit 4.1 filed with Registrant’s Form 8-A (File No. 001-33901) filed on January 2, 2008).
|
|
|
|
|
|
Indenture, dated April 30, 2012, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit (d)(4) filed with Registrant’s Registration Statement on Form N-2 (File No. 333-180267) filed on July 27, 2012).
|
|
|
|
|
|
Form of First Supplemental Indenture relating to the 5.875% Notes due 2024, between the Registrant and Deutsche Bank Trust Company Americas, as trustee (including Form of 5.875% Notes due 2024) (Incorporated by reference to Exhibit (d)(5) filed with the Registrant’s Registration Statement on Form N-2 (File No. 333-180267) filed on October 18, 2012).
|
|
|
|
|
|
Form of Second Supplemental Indenture relating to the 6.125% Notes due 2028, between the Registrant and Deutsche Bank Trust Company Americas, as trustee (including Form of 6.125% Notes due 2028) (Incorporated by reference to Exhibit (d)(7) filed with the Registrant’s Registration Statement on Form N-2 (File No. 333-180267) filed on April 2, 2013).
|
|
|
|
|
Fourth Supplemental Indenture, dated as of October 17, 2017, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.1 filed with the Registrant’s Form 8-K (File No. 814-00755) filed on October 17, 2017).
|
|
|
|
|
|
Form of Note relating to the 5.875% Notes due 2024, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.3 filed with the Registrant’s Form 8-K (File No. 814-00755) filed on October 17, 2017).
|
|
|
|
|
|
Form of Note relating to the 6.125% Notes due 2028, between Registrant and Deutsche Bank Trust Company Americas, as trustee (Incorporated by reference to Exhibit 4.4 filed with the Registrant’s Form 8-K (File No. 814-00755) filed on October 17, 2017).
|
|
|
|
|
|
Description of Securities
|
|
|
|
|
|
Investment Advisory Agreement, dated as of September 30, 2019, between the Registrant and Oaktree Capital Management, L.P. (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Form 8-K (File No. 814-00755) filed on October 2, 2019).
|
|
|
|
|
|
Custody Agreement (Incorporated by reference to Exhibit 10.1 filed with Registrant’s Form 10-Q (File No. 001-33901) filed on January 31, 2011).
|
|
|
|
|
|
Amended and Restated Dividend Reinvestment Plan (Incorporated by reference to Exhibit 10.1 filed with Registrant’s Form 8-K (File No. 001-33901) filed on October 28, 2010).
|
|
|
|
|
|
Senior Loan Fund JV I, LLC Limited Liability Company Agreement, dated May 2, 2014, by and between Oaktree Specialty Lending Corporation and Trinity Universal Insurance Company (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Form 8-K (File No. 001-33901) filed on May 7, 2014).
|
|
|
|
|
|
Administration Agreement, dated as of September 30, 2019 between the Registrant and Oaktree Administrator (Incorporated by reference to Exhibit 10.2 filed with the Registrant’s Form 8-K (File No. 814-00755) filed on October 2, 2019).
|
|
|
|
|
Amended and Restated Senior Secured Revolving Credit Agreement, dated as of February 25, 2019, among the Registrant, as Borrower, the lenders party thereto, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A. and Merrill Lynch, Pierce, Fenner & Smith Incorporated as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America, N.A., as syndication agents (Incorporated by reference to Exhibit 10.1 filed with the Registrant’s Current Report on Form 8-K (File No. 814-00755) filed on February 26, 2019).
|
|
|
Joint Code of Ethics of the Registrant and Oaktree Strategic Income Corporation (Incorporated by reference to Exhibit 14.1 filed with the Registrant's Form 10-K (File No. 814-00755) filed on November 29, 2017).
|
|
|
|
||
|
|
Code of Ethics of Oaktree Capital Management, L.P. (Incorporated by reference to Exhibit 14.2 filed with the Registrant's Form 10-K (File No. 814-00755) filed on November 29, 2017).
|
|
|
|
||
21
|
|
|
Subsidiaries of Registrant and jurisdiction of incorporation/organizations:
Fifth Street Fund of Funds LLC — Delaware
Fifth Street Mezzanine Partners IV, L.P. — Delaware
Fifth Street Mezzanine Partners V, L.P. — Delaware
FSMP IV GP, LLC — Delaware
FSMP V GP, LLC — Delaware
FSFC Holdings, Inc. — Delaware OCSL SRNE, LLC - Delaware OCSL AB Blocker, LLC - Delaware
|
|
|
||
|
|
Power of Attorney (included on the signature page hereto).
|
|
|
|
|
|
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
|
|
|
|
|
|
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
|
|
|
|
|
|
|
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
|
|
|
|
|
|
|
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
|
*
|
Filed herewith.
|
|
|
|
OAKTREE SPECIALTY LENDING CORPORATION
|
||
|
|
|
By:
|
|
/s/ Armen Panossian
|
|
|
Armen Panossian
|
|
|
Chief Executive Officer
|
|
|
|
By:
|
|
/s/ Mel Carlisle
|
|
|
Mel Carlisle
|
|
|
Chief Financial Officer and Treasurer
|
|
|
|
|
|
Signature
|
|
Title
|
|
Date
|
|
|
|
||
/s/ ARMEN PANOSSIAN
Armen Panossian
|
|
Chief Executive Officer
(principal executive officer)
|
|
November 19, 2019
|
|
|
|
||
/s/ MEL CARLISLE
Mel Carlisle
|
|
Chief Financial Officer and Treasurer
(principal financial officer and
principal accounting officer)
|
|
November 19, 2019
|
|
|
|
|
|
/s/ JOHN B. FRANK
John B. Frank
|
|
Director
|
|
November 19, 2019
|
|
|
|
|
|
/s/ DEBORAH A. GERO
Deborah A. Gero
|
|
Director
|
|
November 19, 2019
|
|
|
|
||
/s/ CRAIG JACOBSON
Craig Jacobson
|
|
Director
|
|
November 19, 2019
|
|
|
|
|
|
/s/ RICHARD G. RUBEN
Richard G. Ruben
|
|
Director
|
|
November 19, 2019
|
|
|
|
||
/s/ BRUCE ZIMMERMAN
Bruce Zimmerman
|
|
Director
|
|
November 19, 2019
|
|
|
|
|
|
(a)
|
Common Stock, $0.01 par value per share
|
(b)
|
Debt Securities
|
•
|
5.875% Notes due 2024 (the “2024 Notes”)
|
•
|
6.125% Notes due 2028 (the “2028 Notes”)
|
|
•
|
|
We do not pay the principal of, or any premium on, a debt security of the series on its due date;
|
|
•
|
|
We do not pay interest on a debt security of the series within 30 days of its due date;
|
|
•
|
|
We do not deposit any sinking fund payment in respect of debt securities of the series within 2 business days of its due date;
|
|
•
|
|
We remain in breach of a covenant in respect of debt securities of the series for 60 days after a written notice of default has been given stating we are in breach. The notice must be sent to us by the trustee or to us and the Trustee by the holders of at least 25% of the principal amount of debt securities of the series;
|
|
•
|
|
We file for bankruptcy or certain other events of bankruptcy, insolvency or reorganization occur; or
|
|
•
|
|
Any class of debt securities has an asset coverage, as such term is defined in the Investment Company Act, of less than 100 per centum on the last business day of each of twenty-four consecutive calendar months (which Event of Default is not applicable to the 2028 Notes).
|
|
•
|
|
pari passu with our other outstanding and future unsecured indebtedness;
|
|
•
|
|
senior to any of our future indebtedness that expressly provides it is subordinated to the Notes;
|
|
•
|
|
effectively subordinated to all of our existing and future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness; and
|
|
•
|
|
structurally subordinated to all existing and future indebtedness of any of our subsidiaries.
|
(c)
|
Provisions of our Certificate of Incorporation or Bylaws that may have the effect of delaying, deferring or preventing a change of control
|
|
•
|
|
the Board of Directors be divided into three classes, as nearly equal in size as possible, with staggered three-year terms;
|
|
•
|
|
directors may be removed only for cause by the affirmative vote of the holders of two-thirds of the shares of our capital stock entitled to vote; and
|
|
•
|
|
any vacancy on the Board of Directors, however the vacancy occurs, including a vacancy due to an enlargement of the Board of Directors, may only be filled by vote of the directors then in office.
|
|
•
|
|
any action required or permitted to be taken by the stockholders at an annual meeting or special meeting of stockholders may only be taken if it is properly brought before such meeting and may not be taken by written action in lieu of a meeting; and
|
|
•
|
|
special meetings of the stockholders may only be called by our Board of Directors, chairman or chief executive officer.
|
|
|
|
By:
|
|
/s/ Armen Panossian
|
|
|
Armen Panossian
Chief Executive Officer
|
|
|
|
By:
|
|
/s/ Mel Carlisle
|
|
|
Mel Carlisle
Chief Financial Officer
|
|
/s/ Armen Panossian
|
Name: Armen Panossian
|
|
Date: November 19, 2019
|
|
/s/ Mel Carlisle
|
Name: Mel Carlisle
|
|
Date: November 19, 2019
|