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þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
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OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
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OF THE SECURITIES EXCHANGE ACT OF 1934
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DELAWARE
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26-1219283
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(State or jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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10 Bank Street, 12
th
Floor
White Plains, NY
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10606
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(Address of principal executive office)
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(Zip Code)
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Large accelerated filer
þ
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Accelerated filer
¨
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Non-accelerated filer
¨
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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Item 1.
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Consolidated Financial Statements.
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June 30,
2013 |
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September 30,
2012 |
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ASSETS
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Investments at fair value:
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Control investments (cost June 30, 2013: $162,784; cost September 30, 2012: $58,557)
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$
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171,618
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$
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53,240
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Affiliate investments (cost June 30, 2013: $30,564; cost September 30, 2012: $29,496)
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32,350
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31,187
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Non-control/Non-affiliate investments (cost June 30, 2013: $1,582,731; cost September 30, 2012: $1,180,436)
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1,598,133
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1,203,681
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Total investments at fair value (cost June 30, 2013: $1,776,079; cost September 30, 2012: $1,268,489)
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1,802,101
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1,288,108
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Cash and cash equivalents
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59,618
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74,393
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Interest and fees receivable
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12,257
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7,652
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Due from portfolio company
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3,098
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3,292
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Receivables from unsettled transactions
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—
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1,750
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Deferred financing costs
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18,994
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13,751
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Other assets
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780
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56
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Total assets
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$
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1,896,848
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$
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1,389,002
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LIABILITIES AND NET ASSETS
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Liabilities:
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Accounts payable, accrued expenses and other liabilities
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$
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1,969
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$
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978
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Base management fee payable
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8,164
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6,573
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Incentive fee payable
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7,343
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5,579
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Due to FSC, Inc.
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1,626
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1,630
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Interest payable
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6,462
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4,219
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Payments received in advance from portfolio companies
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16
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40
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Offering costs payable
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—
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162
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Credit facilities payable
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216,000
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201,251
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SBA debentures payable
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181,750
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150,000
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Unsecured convertible notes payable
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115,000
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115,000
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Unsecured notes payable
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161,250
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—
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Total liabilities
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699,580
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485,432
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Commitments and contingencies (Note 3)
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Net assets:
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Common stock, $0.01 par value, 250,000 and 150,000 shares authorized, at June 30, 2013 and September 30, 2012, respectively; 120,996 and 91,048 shares issued and outstanding at June 30, 2013 and September 30, 2012, respectively
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1,210
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910
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Additional paid-in-capital
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1,329,448
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1,019,053
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Net unrealized appreciation on investments
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26,400
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19,998
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Net realized loss on investments and interest rate swap
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(145,034
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)
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(128,062
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)
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Accumulated overdistributed net investment income
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(14,756
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)
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(8,329
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)
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Total net assets (equivalent to $9.90 and $9.92 per common share at June 30, 2013 and September 30, 2012, respectively) (Note 12)
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1,197,268
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903,570
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Total liabilities and net assets
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$
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1,896,848
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$
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1,389,002
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Three months
ended June 30, 2013 |
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Three months
ended June 30, 2012 |
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Nine months
ended June 30, 2013 |
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Nine months
ended June 30, 2012 |
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Interest income:
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Control investments
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$
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1,279
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$
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2
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$
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3,037
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$
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434
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Affiliate investments
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741
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835
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2,050
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2,229
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Non-control/Non-affiliate investments
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40,356
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27,822
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109,829
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85,131
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Interest on cash and cash equivalents
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6
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11
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15
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29
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Total interest income
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42,382
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28,670
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114,931
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87,823
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PIK interest income:
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Control investments
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719
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211
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936
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249
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Affiliate investments
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316
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158
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1,080
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467
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Non-control/Non-affiliate investments
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3,009
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3,557
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9,795
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9,516
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Total PIK interest income
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4,044
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3,926
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11,811
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10,232
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Fee income:
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Control investments
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3,379
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—
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3,592
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—
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Affiliate investments
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12
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377
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36
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630
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Non-control/Non-affiliate investments
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7,656
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7,954
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32,138
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23,744
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Total fee income
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11,047
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8,331
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35,766
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24,374
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Dividend and other income:
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Non-control/Non-affiliate investments
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577
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81
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2,012
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154
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Total dividend and other income
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577
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81
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2,012
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154
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Total investment income
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58,050
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41,008
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164,520
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122,583
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Expenses:
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Base management fee
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9,186
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6,094
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26,123
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17,226
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Incentive fee
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7,343
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5,477
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20,983
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16,422
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Professional fees
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959
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619
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2,931
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2,310
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Board of Directors fees
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173
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30
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423
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156
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Interest expense
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9,154
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5,611
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24,072
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16,936
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Administrator expense
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695
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690
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2,294
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2,214
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General and administrative expenses
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1,168
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|
807
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3,762
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3,201
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Total expenses
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28,678
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19,328
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80,588
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58,465
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Base management fee waived
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(1,022
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)
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—
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(2,321
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)
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—
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Net expenses
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27,656
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19,328
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78,267
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58,465
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Gain on extinguishment of unsecured convertible notes
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—
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230
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—
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1,571
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Net investment income
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30,394
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21,910
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86,253
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65,689
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Unrealized appreciation (depreciation) on investments:
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Control investments
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10,680
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(2,493
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)
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14,151
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(1,404
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)
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Affiliate investments
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158
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322
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94
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|
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9,649
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|
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Non-control/Non-affiliate investments
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2,224
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2,350
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(7,843
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)
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5,815
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|
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Net unrealized appreciation on investments
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13,062
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179
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|
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6,402
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|
14,060
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Realized gain (loss) on investments:
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||||||||
Control investments
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(11,223
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)
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—
|
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(11,223
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)
|
|
—
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|
||||
Affiliate investments
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—
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|
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—
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|
|
—
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(10,620
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)
|
||||
Non-control/Non-affiliate investments
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(6,227
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)
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—
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(5,748
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)
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(16,800
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)
|
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Net realized loss on investments
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(17,450
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)
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—
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(16,971
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)
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(27,420
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)
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Net increase in net assets resulting from operations
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$
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26,006
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$
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22,089
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$
|
75,684
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$
|
52,329
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Net investment income per common share — basic
|
$
|
0.26
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$
|
0.27
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|
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$
|
0.81
|
|
|
$
|
0.84
|
|
Earnings per common share — basic
|
$
|
0.22
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$
|
0.27
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$
|
0.71
|
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$
|
0.67
|
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Weighted average common shares outstanding — basic
|
118,271
|
|
|
82,421
|
|
|
106,353
|
|
|
78,089
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|
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Net investment income per common share — diluted
|
$
|
0.25
|
|
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$
|
0.26
|
|
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$
|
0.78
|
|
|
$
|
0.80
|
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Earnings per common share — diluted
|
$
|
0.22
|
|
|
$
|
0.26
|
|
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$
|
0.69
|
|
|
$
|
0.64
|
|
Weighted average common shares outstanding — diluted
|
126,061
|
|
|
90,279
|
|
|
114,143
|
|
|
86,325
|
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Nine months
ended June 30, 2013 |
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Nine months
ended June 30, 2012 |
||||
Operations:
|
|
|
|
||||
Net investment income
|
$
|
86,253
|
|
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$
|
65,689
|
|
Net unrealized appreciation on investments
|
6,402
|
|
|
14,060
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|
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Net realized loss on investments
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(16,971
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)
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|
(27,420
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)
|
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Net increase in net assets resulting from operations
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75,684
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|
|
52,329
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|
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Stockholder transactions:
|
|
|
|
||||
Distributions to stockholders
|
(92,680
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)
|
|
(69,555
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)
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Net decrease in net assets from stockholder transactions
|
(92,680
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)
|
|
(69,555
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)
|
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Capital share transactions:
|
|
|
|
||||
Issuance of common stock, net
|
302,673
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|
99,815
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Issuance of common stock under dividend reinvestment plan
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8,021
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|
855
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|
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Net increase in net assets from capital share transactions
|
310,694
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|
|
100,670
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|
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Total increase in net assets
|
293,698
|
|
|
83,444
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|
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Net assets at beginning of period
|
903,570
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|
|
728,627
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Net assets at end of period
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$
|
1,197,268
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|
|
$
|
812,071
|
|
Net asset value per common share
|
$
|
9.90
|
|
|
$
|
9.85
|
|
Common shares outstanding at end of period
|
120,996
|
|
|
82,462
|
|
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Nine months
ended June 30, 2013 |
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Nine months
ended June 30, 2012 |
||||
Cash flows from operating activities:
|
|
|
|
||||
Net increase in net assets resulting from operations
|
$
|
75,684
|
|
|
$
|
52,329
|
|
Adjustments to reconcile net increase in net assets resulting from operations to net cash used by operating activities:
|
|
|
|
||||
Gain on extinguishment of convertible notes
|
—
|
|
|
(1,571
|
)
|
||
Net unrealized appreciation on investments
|
(6,402
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)
|
|
(14,060
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)
|
||
Net realized loss on investments
|
16,971
|
|
|
27,420
|
|
||
PIK interest income
|
(11,811
|
)
|
|
(10,232
|
)
|
||
Recognition of fee income
|
(35,766
|
)
|
|
(24,374
|
)
|
||
Accretion of original issue discount on investments
|
(448
|
)
|
|
(1,367
|
)
|
||
Amortization of deferred financing costs
|
3,896
|
|
|
3,241
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Fee income received
|
29,852
|
|
|
19,336
|
|
||
(Increase) decrease in interest and fees receivable
|
(3,976
|
)
|
|
385
|
|
||
Decrease in due from portfolio company
|
194
|
|
|
103
|
|
||
Decrease in receivables from unsettled transactions
|
1,750
|
|
|
—
|
|
||
(Increase) decrease in other assets
|
(724
|
)
|
|
151
|
|
||
Increase (decrease) in accounts payable, accrued expenses and other liabilities
|
991
|
|
|
(29
|
)
|
||
Increase in base management fee payable
|
1,591
|
|
|
384
|
|
||
Increase in incentive fee payable
|
1,764
|
|
|
480
|
|
||
Increase (decrease) in due to FSC, Inc.
|
(4
|
)
|
|
672
|
|
||
Increase (decrease) in interest payable
|
2,243
|
|
|
(704
|
)
|
||
Decrease in payments received in advance from portfolio companies
|
(24
|
)
|
|
(1
|
)
|
||
Purchases of investments and net revolver activity, net of syndications
|
(972,155
|
)
|
|
(407,854
|
)
|
||
Principal payments received on investments (scheduled payments)
|
36,593
|
|
|
32,795
|
|
||
Principal payments received on investments (payoffs)
|
368,590
|
|
|
283,966
|
|
||
PIK interest income received in cash
|
5,492
|
|
|
5,007
|
|
||
Proceeds from the sale of investments
|
54,461
|
|
|
11,549
|
|
||
Net cash used by operating activities
|
(431,238
|
)
|
|
(22,374
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Distributions paid in cash
|
(84,658
|
)
|
|
(68,699
|
)
|
||
Borrowings under SBA debentures payable
|
31,750
|
|
|
—
|
|
||
Borrowings under credit facilities
|
887,548
|
|
|
409,297
|
|
||
Repayments of borrowings under credit facilities
|
(872,799
|
)
|
|
(358,780
|
)
|
||
Proceeds from the issuance of unsecured notes
|
155,824
|
|
|
—
|
|
||
Repurchases of unsecured convertible notes
|
—
|
|
|
(17,939
|
)
|
||
Proceeds from the issuance of common stock
|
303,502
|
|
|
100,700
|
|
||
Deferred financing costs paid
|
(3,713
|
)
|
|
(3,279
|
)
|
||
Offering costs paid
|
(991
|
)
|
|
(876
|
)
|
||
Net cash provided by financing activities
|
416,463
|
|
|
60,424
|
|
||
Net increase (decrease) in cash and cash equivalents
|
(14,775
|
)
|
|
38,050
|
|
||
Cash and cash equivalents, beginning of period
|
74,393
|
|
|
67,644
|
|
||
Cash and cash equivalents, end of period
|
$
|
59,618
|
|
|
$
|
105,694
|
|
Supplemental information:
|
|
|
|
||||
Cash paid for interest
|
$
|
18,230
|
|
|
$
|
14,720
|
|
Non-cash financing activities:
|
|
|
|
||||
Issuance of shares of common stock under dividend reinvestment plan
|
$
|
8,021
|
|
|
$
|
855
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||||
Control Investments (3)
|
|
|
|
|
|
|
|
|
||||
Traffic Solutions Holdings, Inc.
|
|
Construction and engineering
|
|
|
|
|
|
|
||||
Second Lien Term Loan, 12% cash 3% PIK due 8/10/2015
|
|
|
|
$14,384
|
|
$
|
14,362
|
|
|
$
|
14,419
|
|
LC Facility, 8.5% cash due 8/10/2015 (10)
|
|
|
|
|
|
(8
|
)
|
|
—
|
|
||
746,114 Series A Preferred Units
|
|
|
|
|
|
12,390
|
|
|
15,495
|
|
||
746,114 Common Stock Units
|
|
|
|
|
|
5,316
|
|
|
11,454
|
|
||
|
|
|
|
|
|
32,060
|
|
|
41,368
|
|
||
TransTrade Operators, Inc. (14)
|
|
Air freight and logistics
|
|
|
|
|
|
|
||||
First Lien Term Loan, 11% cash 3% PIK due 5/31/2016
|
|
|
|
13,556
|
|
13,556
|
|
|
13,507
|
|
||
596.67 Series A Common Units in TransTrade Holding LLC
|
|
|
|
|
|
—
|
|
|
—
|
|
||
3,033,333.33 Preferred Units in TransTrade Holding LLC
|
|
|
|
|
|
3,033
|
|
|
2,608
|
|
||
|
|
|
|
|
|
16,589
|
|
|
16,115
|
|
||
HFG Holdings, LLC
|
|
Specialized finance
|
|
|
|
|
|
|
||||
First Lien Term Loan, 6% cash 4% PIK due 6/10/2019
|
|
|
|
92,194
|
|
92,194
|
|
|
92,194
|
|
||
860,000 Class A Units
|
|
|
|
|
|
21,941
|
|
|
21,941
|
|
||
|
|
|
|
|
|
114,135
|
|
|
114,135
|
|
||
Total Control Investments (14.3% of net assets)
|
|
|
|
|
|
$
|
162,784
|
|
|
$
|
171,618
|
|
Affiliate Investments (4)
|
|
|
|
|
|
|
|
|
||||
Caregiver Services, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||||
1,080,399 shares of Series A Preferred Stock
|
|
|
|
|
|
$
|
1,080
|
|
|
$
|
3,035
|
|
|
|
|
|
|
|
1,080
|
|
|
3,035
|
|
||
Ambath/Rebath Holdings, Inc. (9)
|
|
Home improvement retail
|
|
|
|
|
|
|
||||
First Lien Term Loan A, LIBOR+7% (3% floor) cash due 12/30/2014
|
|
|
|
$4,315
|
|
4,308
|
|
|
4,284
|
|
||
First Lien Term Loan B, 12.5% cash 2.5% PIK due 12/30/2014
|
|
|
|
25,193
|
|
25,176
|
|
|
25,031
|
|
||
4,668,788 shares of Preferred Stock
|
|
|
|
|
|
—
|
|
|
—
|
|
||
|
|
|
|
|
|
29,484
|
|
|
29,315
|
|
||
Total Affiliate Investments (2.7% of net assets)
|
|
|
|
|
|
$
|
30,564
|
|
|
$
|
32,350
|
|
Non-Control/Non-Affiliate Investments (7)
|
|
|
|
|
|
|
|
|
||||
Fitness Edge, LLC
|
|
Leisure Facilities
|
|
|
|
|
|
|
||||
1,000 Common Units (6)
|
|
|
|
|
|
$
|
43
|
|
|
$
|
195
|
|
|
|
|
|
|
|
43
|
|
|
195
|
|
||
Capital Equipment Group, Inc. (9)
|
|
Industrial machinery
|
|
|
|
|
|
|
||||
Second Lien Term Loan, 12% cash 2.75% PIK due 12/27/2015
|
|
|
|
$3,980
|
|
3,980
|
|
|
3,980
|
|
||
33,786 shares of Common Stock
|
|
|
|
|
|
345
|
|
|
1,078
|
|
||
|
|
|
|
|
|
4,325
|
|
|
5,058
|
|
||
Western Emulsions, Inc.
|
|
Construction materials
|
|
|
|
|
|
|
||||
Second Lien Term Loan, 12.5% cash 2.5% PIK due 6/30/2014
|
|
|
|
7,154
|
|
7,115
|
|
|
7,281
|
|
||
|
|
|
|
|
|
7,115
|
|
|
7,281
|
|
||
Storyteller Theaters Corporation
|
|
Movies & entertainment
|
|
|
|
|
|
|
||||
1,692 shares of Common Stock
|
|
|
|
|
|
—
|
|
|
62
|
|
||
20,000 shares of Preferred Stock
|
|
|
|
|
|
89
|
|
|
89
|
|
||
|
|
|
|
|
|
89
|
|
|
151
|
|
||
HealthDrive Corporation (9)
|
|
Healthcare services
|
|
|
|
|
|
|
||||
First Lien Term Loan A, 10% cash due 7/17/2013
|
|
|
|
4,201
|
|
4,197
|
|
|
4,265
|
|
||
First Lien Term Loan B, 12% cash 1% PIK due 7/17/2013
|
|
|
|
10,519
|
|
10,519
|
|
|
10,525
|
|
||
First Lien Revolver, 12% cash due 7/17/2013
|
|
|
|
2,379
|
|
2,379
|
|
|
2,390
|
|
||
|
|
|
|
|
|
17,095
|
|
|
17,180
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
Cenegenics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
||
414,419 Common Units (6)
|
|
|
|
|
|
598
|
|
|
1,304
|
|
|
|
|
|
|
|
598
|
|
|
1,304
|
|
Riverlake Equity Partners II, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
1.78% limited partnership interest (12)
|
|
|
|
|
|
362
|
|
|
373
|
|
|
|
|
|
|
|
362
|
|
|
373
|
|
Riverside Fund IV, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.34% limited partnership interest (6)(12)
|
|
|
|
|
|
731
|
|
|
676
|
|
|
|
|
|
|
|
731
|
|
|
676
|
|
Tegra Medical, LLC (9)
|
|
Healthcare equipment
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (3% floor) cash due 12/31/2014
|
|
|
|
16,908
|
|
16,801
|
|
|
17,044
|
|
First Lien Term Loan B, 12% cash 2% PIK due 12/31/2014
|
|
|
|
23,633
|
|
23,507
|
|
|
23,691
|
|
First Lien Term Loan C, 30% PIK due 12/31/2014
|
|
|
|
1,383
|
|
1,383
|
|
|
1,364
|
|
First Lien Revolver, LIBOR+7% (3% floor) cash due 12/31/2014
|
|
|
|
2,500
|
|
2,477
|
|
|
2,512
|
|
|
|
|
|
|
|
44,168
|
|
|
44,611
|
|
Psilos Group Partners IV, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
2.35% limited partnership interest (11)(12)
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
Mansell Group, Inc. (9)
|
|
Advertising
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (3% floor) cash due 4/30/2015
|
|
|
|
7,351
|
|
7,286
|
|
|
7,431
|
|
First Lien Term Loan B, LIBOR+9% (3% floor) cash 1.5% PIK due 4/30/2015
|
|
|
|
9,388
|
|
9,316
|
|
|
9,490
|
|
First Lien Revolver, LIBOR+6% (3% floor) cash due 4/30/2015 (10)
|
|
|
|
|
|
(15
|
)
|
|
—
|
|
|
|
|
|
|
|
16,587
|
|
|
16,921
|
|
Eagle Hospital Physicians, Inc. (9)(13)
|
|
Healthcare services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+8.75% (3% floor) cash due 8/11/2015
|
|
|
|
24,256
|
|
23,966
|
|
|
17,592
|
|
First Lien Revolver, LIBOR+5.75% (3% floor) cash due 8/11/2015
|
|
|
|
1,100
|
|
1,075
|
|
|
—
|
|
|
|
|
|
|
|
25,041
|
|
|
17,592
|
|
Enhanced Recovery Company, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (2% floor) cash due 8/13/2015
|
|
|
|
8,633
|
|
8,545
|
|
|
8,649
|
|
First Lien Term Loan B, LIBOR+10% (2% floor) cash 1% PIK due 8/13/2015
|
|
|
|
11,080
|
|
10,986
|
|
|
11,049
|
|
First Lien Revolver, LIBOR+7% (2% floor) cash due 8/13/2015 (10)
|
|
|
|
|
|
(34
|
)
|
|
—
|
|
|
|
|
|
|
|
19,497
|
|
|
19,698
|
|
Specialty Bakers LLC (13)
|
|
Food distributors
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+8.5% cash due 9/15/2015
|
|
|
|
3.836
|
|
3,701
|
|
|
3,837
|
|
First Lien Term Loan B, LIBOR+11% (2.5% floor) cash due 9/15/2015
|
|
|
|
11,000
|
|
10,877
|
|
|
10,991
|
|
First Lien Revolver, LIBOR+8.5% cash due 9/15/2015
|
|
|
|
2,750
|
|
2,705
|
|
|
987
|
|
|
|
|
|
|
|
17,283
|
|
|
15,815
|
|
Welocalize, Inc.
|
|
Internet software & services
|
|
|
|
|
|
|
||
3,393,060 Common Units in RPWL Holdings, LLC
|
|
|
|
|
|
3,393
|
|
|
7,892
|
|
|
|
|
|
|
|
3,393
|
|
|
7,892
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
Miche Bag, LLC
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+9% (3% floor) cash due 12/7/2013
|
|
|
|
5,466
|
|
5,421
|
|
|
5,449
|
|
First Lien Term Loan B, LIBOR+10% (3% floor) 3% PIK due 12/7/2015
|
|
|
|
18,379
|
|
16,962
|
|
|
18,213
|
|
First Lien Revolver, LIBOR+7% (3% floor) cash due 12/7/2015
|
|
|
|
1,482
|
|
1,446
|
|
|
1,468
|
|
10,371 Series A Preferred Equity units in Miche Bag Holdings, LLC
|
|
|
|
|
|
1,037
|
|
|
809
|
|
1,358.854 Series C Preferred Equity units in Miche Bag Holdings, LLC
|
|
|
|
|
|
136
|
|
|
16
|
|
19,417 Series A Common Equity units in Miche Bag Holdings, LLC
|
|
|
|
|
|
—
|
|
|
—
|
|
146,289 Series D Common Equity units in Miche Bag Holdings, LLC
|
|
|
|
|
|
1,463
|
|
|
—
|
|
|
|
|
|
|
|
26,465
|
|
|
25,955
|
|
Bunker Hill Capital II (QP), LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.51% limited partnership interest (12)
|
|
|
|
|
|
214
|
|
|
126
|
|
|
|
|
|
|
|
214
|
|
|
126
|
|
Drugtest, Inc. (9)
|
|
Human resources & employment services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7.5% (0.75% floor) cash due 12/30/2015
|
|
|
|
39,300
|
|
39,179
|
|
|
39,280
|
|
First Lien Term Loan B, LIBOR+10% (1% floor) 1.5% PIK due 12/30/2015
|
|
|
|
15,711
|
|
15,628
|
|
|
15,721
|
|
First Lien Revolver, LIBOR+6% (1% floor) cash due 12/30/2015 (10)
|
|
|
|
|
|
(40
|
)
|
|
—
|
|
|
|
|
|
|
|
54,767
|
|
|
55,001
|
|
Saddleback Fence and Vinyl Products, Inc. (9)
|
|
Building products
|
|
|
|
|
|
|
||
First Lien Term Loan, 8% cash due 11/30/2013
|
|
|
|
635
|
|
635
|
|
|
633
|
|
First Lien Revolver, 8% cash due 11/30/2013
|
|
|
|
100
|
|
100
|
|
|
100
|
|
|
|
|
|
|
|
735
|
|
|
733
|
|
Physicians Pharmacy Alliance, Inc. (9)
|
|
Healthcare services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+9% cash 1.5% PIK due 1/4/2016
|
|
|
|
11,437
|
|
11,240
|
|
|
11,366
|
|
First Lien Revolver, LIBOR+6% cash due 1/4/2016 (10)
|
|
|
|
|
|
(23
|
)
|
|
—
|
|
|
|
|
|
|
|
11,217
|
|
|
11,366
|
|
Cardon Healthcare Network, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
||
65,903 Class A Units
|
|
|
|
|
|
250
|
|
|
521
|
|
|
|
|
|
|
|
250
|
|
|
521
|
|
Phoenix Brands Merger Sub LLC (9)
|
|
Household products
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5% (1.5% floor) cash due 1/31/2016
|
|
|
|
5,642
|
|
5,547
|
|
|
5,555
|
|
Subordinated Term Loan, 10% cash 3.875% PIK due 2/1/2017
|
|
|
|
21,401
|
|
21,093
|
|
|
20,811
|
|
Senior Revolver, LIBOR+5% (1.5% floor) cash due 1/31/2016
|
|
|
|
3,000
|
|
2,913
|
|
|
2,965
|
|
|
|
|
|
|
|
29,553
|
|
|
29,331
|
|
U.S. Collections, Inc.
|
|
Diversified support services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5.25% (1.75% floor) cash due 3/31/2016
|
|
|
|
9,068
|
|
8,982
|
|
|
9,070
|
|
|
|
|
|
|
|
8,982
|
|
|
9,070
|
|
CCCG, LLC (9)
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+8% (1.75% floor) cash 1% PIK due 7/29/2015
|
|
|
|
35,057
|
|
34,580
|
|
|
35,337
|
|
|
|
|
|
|
|
34,580
|
|
|
35,337
|
|
Maverick Healthcare Group, LLC
|
|
Healthcare equipment
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+9% (1.75% floor) cash due 12/31/2016
|
|
|
|
24,375
|
|
23,998
|
|
|
24,389
|
|
|
|
|
|
|
|
23,998
|
|
|
24,389
|
|
Refac Optical Group
|
|
Specialty stores
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7.5% cash due 3/23/2016
|
|
|
|
10,145
|
|
9,953
|
|
|
10,260
|
|
First Lien Term Loan B, LIBOR+8.5% cash 1.75% PIK due 3/23/2016
|
|
|
|
20,443
|
|
20,115
|
|
|
20,641
|
|
First Lien Revolver, LIBOR+7.5% cash due 3/23/2016 (10)
|
|
|
|
|
|
(80
|
)
|
|
—
|
|
1,000 Shares of Common Stock in Refac Holdings, Inc.
|
|
|
|
|
|
1
|
|
|
—
|
|
1,000 Shares of Preferred Stock in Refac Holdings, Inc.
|
|
|
|
|
|
999
|
|
|
491
|
|
|
|
|
|
|
|
30,988
|
|
|
31,392
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
GSE Environmental, Inc. (formerly Gundle/SLT Environmental, Inc.)
|
|
Environmental & facilities services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5.5% (1.5% floor) cash due 5/27/2016
|
|
|
|
8,835
|
|
8,773
|
|
|
8,832
|
|
|
|
|
|
|
|
8,773
|
|
|
8,832
|
|
Titan Fitness, LLC
|
|
Leisure facilities
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+8.75% (1.25% floor) cash due 6/30/2016
|
|
|
|
25,091
|
|
24,998
|
|
|
25,003
|
|
First Lien Term Loan B, LIBOR+10.75% (1.25% floor) cash 1.5% PIK due 6/30/2016
|
|
|
|
17,966
|
|
17,889
|
|
|
18,146
|
|
First Lien Revolver, LIBOR+8.75% (1.25% floor) cash due 6/30/2016 (10)
|
|
|
|
|
|
(23
|
)
|
|
—
|
|
|
|
|
|
|
|
42,864
|
|
|
43,149
|
|
Baird Capital Partners V, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.40% limited partnership interest (12)
|
|
|
|
|
|
649
|
|
|
733
|
|
|
|
|
|
|
|
649
|
|
|
733
|
|
Charter Brokerage, LLC
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+6.5% (1.5% floor) cash due 7/13/2016
|
|
|
|
29,295
|
|
29,197
|
|
|
29,817
|
|
Subordinated Term Loan, 11.75% cash 2% PIK due 7/13/2017
|
|
|
|
11,916
|
|
11,856
|
|
|
11,906
|
|
Senior Revolver, LIBOR+6.5% (1.5% floor) cash due 7/13/2016
|
|
|
|
1,600
|
|
1,556
|
|
|
1,685
|
|
|
|
|
|
|
|
42,609
|
|
|
43,408
|
|
Stackpole Powertrain International ULC
|
|
Auto parts & equipment
|
|
|
|
|
|
|
||
1,000 Common Units (12)
|
|
|
|
|
|
1,000
|
|
|
3,016
|
|
|
|
|
|
|
|
1,000
|
|
|
3,016
|
|
Discovery Practice Management, Inc. (9)
|
|
Healthcare services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7.5% cash due 8/8/2016
|
|
|
|
5,959
|
|
5,913
|
|
|
5,964
|
|
First Lien Term Loan B, 12% cash 3% PIK due 8/8/2016
|
|
|
|
6,572
|
|
6,529
|
|
|
6,571
|
|
First Lien Revolver, LIBOR+7% cash due 8/8/2016
|
|
|
|
2,100
|
|
2,078
|
|
|
2,087
|
|
|
|
|
|
|
|
14,520
|
|
|
14,622
|
|
CTM Group, Inc.
|
|
Leisure products
|
|
|
|
|
|
|
||
Subordinated Term Loan A, 11% cash 2% PIK due 2/10/2017
|
|
|
|
10,911
|
|
10,834
|
|
|
10,932
|
|
Subordinated Term Loan B, 18.4% PIK due 2/10/2017
|
|
|
|
4,348
|
|
4,326
|
|
|
4,428
|
|
|
|
|
|
|
|
15,160
|
|
|
15,360
|
|
Milestone Partners IV, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
1.36% limited partnership interest (6)(12)
|
|
|
|
|
|
586
|
|
|
637
|
|
|
|
|
|
|
|
586
|
|
|
637
|
|
Insight Pharmaceuticals LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+11.75% (1.5% floor) cash due 8/25/2017
|
|
|
|
13,517
|
|
13,432
|
|
|
13,751
|
|
|
|
|
|
|
|
13,432
|
|
|
13,751
|
|
National Spine and Pain Centers, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 11% cash 1.6% PIK due 9/27/2017
|
|
|
|
29,144
|
|
28,954
|
|
|
29,714
|
|
317,282.97 Class A Units
|
|
|
|
|
|
317
|
|
|
342
|
|
|
|
|
|
|
|
29,271
|
|
|
30,056
|
|
RCPDirect, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.91% limited partnership interest (6)(12)
|
|
|
|
|
|
476
|
|
|
562
|
|
|
|
|
|
|
|
476
|
|
|
562
|
|
The MedTech Group, Inc. (9)
|
|
Healthcare equipment
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.5% (1.5% floor) cash due 9/7/2016
|
|
|
|
12,529
|
|
12,454
|
|
|
12,547
|
|
|
|
|
|
|
|
12,454
|
|
|
12,547
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
Digi-Star Acquisition Holdings, Inc.
|
|
Industrial machinery
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12% cash 1.5% PIK due 11/18/2017
|
|
|
|
12,269
|
|
12,179
|
|
|
12,391
|
|
264.37 Class A Preferred Units
|
|
|
|
|
|
264
|
|
|
298
|
|
2,954.87 Class A Common Units
|
|
|
|
|
|
36
|
|
|
209
|
|
|
|
|
|
|
|
12,479
|
|
|
12,898
|
|
CPASS Acquisition Company
|
|
Internet software & services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+9% (1.5% floor) cash 1% PIK due 11/21/2016
|
|
|
|
8,151
|
|
8,076
|
|
|
8,226
|
|
First Lien Revolver, LIBOR+9% (1.5% floor) cash due 11/21/2016 (10)
|
|
|
|
|
|
(13
|
)
|
|
—
|
|
|
|
|
|
|
|
8,063
|
|
|
8,226
|
|
Genoa Healthcare Holdings, LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.25% (1.25% floor) cash due 12/1/2016
|
|
|
|
8,888
|
|
8,888
|
|
|
8,884
|
|
Subordinated Term Loan, 12% cash 2% PIK due 6/1/2017
|
|
|
|
12,907
|
|
12,818
|
|
|
13,109
|
|
Senior Revolver, LIBOR+5.25% (1.25% floor) cash due 12/1/2016
|
|
|
|
|
|
—
|
|
|
—
|
|
500,000 Preferred units (6)
|
|
|
|
|
|
261
|
|
|
268
|
|
500,000 Class A Common Units
|
|
|
|
|
|
25
|
|
|
395
|
|
|
|
|
|
|
|
21,992
|
|
|
22,656
|
|
ACON Equity Partners III, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.31% limited partnership interest (6)(12)
|
|
|
|
|
|
232
|
|
|
216
|
|
|
|
|
|
|
|
232
|
|
|
216
|
|
CRGT, Inc.
|
|
IT consulting & other services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12.5% cash 3% PIK due 3/9/2018
|
|
|
|
26,537
|
|
26,339
|
|
|
27,261
|
|
|
|
|
|
|
|
26,339
|
|
|
27,261
|
|
Riverside Fund V, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.48% limited partnership interest (12)
|
|
|
|
|
|
249
|
|
|
219
|
|
|
|
|
|
|
|
249
|
|
|
219
|
|
World 50, Inc.
|
|
Research & consulting services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+6.25% (1.5% floor) cash due 3/30/2017
|
|
|
|
10,899
|
|
10,794
|
|
|
10,963
|
|
First Lien Term Loan B, 12.5% cash due 3/30/2017
|
|
|
|
7,000
|
|
6,936
|
|
|
7,045
|
|
Senior Revolver, LIBOR+6.25% (1.5% floor) cash due 3/30/2017 (10)
|
|
|
|
|
|
(46
|
)
|
|
—
|
|
|
|
|
|
|
|
17,684
|
|
|
18,008
|
|
Nixon, Inc.
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
||
First Lien Term Loan, 8.75% cash 2.75% PIK due 4/16/2018
|
|
|
|
10,341
|
|
10,262
|
|
|
10,584
|
|
|
|
|
|
|
|
10,262
|
|
|
10,584
|
|
JTC Education, Inc. (9)
|
|
Education services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 13% cash due 11/1/2017
|
|
|
|
14,500
|
|
14,409
|
|
|
14,498
|
|
17,391 Shares of Series A-1 Preferred Stock
|
|
|
|
|
|
313
|
|
|
220
|
|
17,391 Shares of Common Stock
|
|
|
|
|
|
187
|
|
|
—
|
|
|
|
|
|
|
|
14,909
|
|
|
14,718
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
BMC Acquisition, Inc.
|
|
Diversified financial services
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.5% (1% floor) cash due 5/1/2017
|
|
|
|
5,410
|
|
5,378
|
|
|
5,378
|
|
Senior Revolver, LIBOR+5% (1% floor) cash due 5/1/2017
|
|
|
|
35
|
|
28
|
|
|
63
|
|
500 Series A Preferred Shares
|
|
|
|
|
|
500
|
|
|
453
|
|
50,000 Common Shares
|
|
|
|
|
|
1
|
|
|
—
|
|
|
|
|
|
|
|
5,907
|
|
|
5,894
|
|
Ansira Partners, Inc.
|
|
Advertising
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5.5% (1.5% floor) cash due 5/4/2017
|
|
|
|
10,867
|
|
10,797
|
|
|
10,864
|
|
First Lien Revolver, LIBOR+5.5% (1.5% floor) cash due 5/4/2017 (10)
|
|
|
|
|
|
(7
|
)
|
|
—
|
|
250 Preferred Units & 250 Class A Common Units of Ansira Holdings, LLC
|
|
|
|
|
|
250
|
|
|
296
|
|
|
|
|
|
|
|
11,040
|
|
|
11,160
|
|
MX USA, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+10.5% (1.25% floor) cash due 10/31/2017
|
|
|
|
27,000
|
|
26,842
|
|
|
27,740
|
|
|
|
|
|
|
|
26,842
|
|
|
27,740
|
|
Edmentum, Inc. (formerly PLATO, Inc.)
|
|
Education services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+9.75% (1.5% floor) cash due 5/17/2019
|
|
|
|
17,000
|
|
17,000
|
|
|
17,167
|
|
|
|
|
|
|
|
17,000
|
|
|
17,167
|
|
I Drive Safely, LLC
|
|
Education services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+8.5% (1.5% floor) cash due 5/25/2017
|
|
|
|
27,000
|
|
26,965
|
|
|
27,549
|
|
First Lien Revolver, LIBOR+6.5% (1.5% floor) cash due 5/25/2017 (10)
|
|
|
|
|
|
(7
|
)
|
|
—
|
|
75,000 Class A Common Units of IDS Investments, LLC
|
|
|
|
|
|
750
|
|
|
697
|
|
|
|
|
|
|
|
27,708
|
|
|
28,246
|
|
Yeti Acquisition, LLC (9)
|
|
Leisure products
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+8% (1.25% floor) cash due 6/15/2017
|
|
|
|
24,590
|
|
24,551
|
|
|
24,871
|
|
First Lien Term Loan B, LIBOR+11.25% (1.25% floor) cash 1% PIK due 6/15/2017
|
|
|
|
12,000
|
|
11,984
|
|
|
12,045
|
|
First Lien Revolver, LIBOR+8% (1.25% floor) cash due 6/15/2017 (10)
|
|
|
|
|
|
(14
|
)
|
|
—
|
|
1,500 Common Stock Units of Yeti Holdings, Inc.
|
|
|
|
|
|
1,500
|
|
|
3,622
|
|
|
|
|
|
|
|
38,021
|
|
|
40,538
|
|
Specialized Education Services, Inc.
|
|
Education services
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.5% (1.5% floor) cash due 6/28/2017
|
|
|
|
9,084
|
|
9,084
|
|
|
9,105
|
|
Subordinated Term Loan, 11% cash 1.5% PIK due 6/28/2018
|
|
|
|
17,770
|
|
17,770
|
|
|
18,024
|
|
|
|
|
|
|
|
26,854
|
|
|
27,129
|
|
InvestRx Corporation
|
|
Diversified support services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7.75% (1.25% floor) cash due 7/2/2017
|
|
|
|
23,830
|
|
23,830
|
|
|
23,823
|
|
First Lien Term Loan B, LIBOR+9.75% (1.25% floor) cash 1% PIK due 7/2/2017
|
|
|
|
18,371
|
|
18,371
|
|
|
18,749
|
|
First Lien Revolver, LIBOR+7.75% (1.25% floor) cash due 7/2/2017
|
|
|
|
1,300
|
|
1,300
|
|
|
1,301
|
|
First Lien Delayed Draw Term Loan, LIBOR+8.25% (1.25% floor) cash due 7/2/2014
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
43,501
|
|
|
43,873
|
|
PC Helps Support, LLC
|
|
IT consulting & other services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12% cash 1.5% PIK due 9/5/2018
|
|
|
|
18,732
|
|
18,732
|
|
|
18,951
|
|
675 Series A Preferred Units of PCH Support Holdings, Inc.
|
|
|
|
|
|
675
|
|
|
733
|
|
7,500 Class A Common Stock Units of PCH Support Holdings, Inc.
|
|
|
|
|
|
75
|
|
|
57
|
|
|
|
|
|
|
|
19,482
|
|
|
19,741
|
|
Ikaria Acquisition, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+6.5% (1.25% floor) cash due 9/25/2017
|
|
|
|
9,925
|
|
9,925
|
|
|
10,023
|
|
|
|
|
|
|
|
9,925
|
|
|
10,023
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
Olson + Co., Inc.
|
|
Advertising
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5.5% (1.5% floor) cash due 9/30/2017
|
|
|
|
13,113
|
|
13,113
|
|
|
13,057
|
|
First Lien Revolver, LIBOR+5.5% (1.5% floor) cash due 9/30/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
13,113
|
|
|
13,057
|
|
Beecken Petty O’Keefe Fund IV, L.P.
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.5% limited partnership interest (11)(12)
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
Deltek, Inc.
|
|
IT consulting & other services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+8.75% (1.25% floor) cash due 10/10/2019
|
|
|
|
25,000
|
|
25,000
|
|
|
25,111
|
|
First Lien Revolver, LIBOR+4.75% (1.25% floor) cash due 10/10/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
25,000
|
|
|
25,111
|
|
First American Payment Systems, LP
|
|
Diversified support services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+9.5% (1.25% floor) cash due 4/12/2019
|
|
|
|
25,000
|
|
25,000
|
|
|
25,187
|
|
First Lien Revolver, LIBOR+4.5% (1.25% floor) cash due 10/12/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
25,000
|
|
|
25,187
|
|
Dexter Axle Company
|
|
Auto parts & equipment
|
|
|
|
|
|
|
||
Subordinated Term Loan, 11.25% cash 2% PIK due 11/1/2019
|
|
|
|
30,405
|
|
30,405
|
|
|
30,672
|
|
1,500 Common Shares in Dexter Axle Holding Company
|
|
|
|
|
|
1,500
|
|
|
1,402
|
|
|
|
|
|
|
|
31,905
|
|
|
32,074
|
|
IG Investments Holdings, LLC
|
|
IT consulting & other services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+9% (1.25% floor) cash due 10/31/2020
|
|
|
|
10,000
|
|
10,000
|
|
|
9,969
|
|
|
|
|
|
|
|
10,000
|
|
|
9,969
|
|
SumTotal Systems LLC
|
|
Internet software & services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+9% (1.25% floor) cash due 5/16/2019
|
|
|
|
20,000
|
|
20,000
|
|
|
20,011
|
|
|
|
|
|
|
|
20,000
|
|
|
20,011
|
|
Comprehensive Pharmacy Services, LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
||
Subordinated Term Loan, 11.25% cash 1.5% PIK due 11/30/2019
|
|
|
|
14,095
|
|
14,095
|
|
|
14,164
|
|
20,000 Common Shares in MCP CPS Group Holdings, Inc. (6)
|
|
|
|
|
|
2,000
|
|
|
2,299
|
|
|
|
|
|
|
|
16,095
|
|
|
16,463
|
|
Reliance Communications, LLC
|
|
Internet software & services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (1% floor) cash due 12/18/2017
|
|
|
|
22,072
|
|
22,060
|
|
|
21,968
|
|
First Lien Term Loan B, LIBOR+11.5% (1% floor) cash due 12/18/2017
|
|
|
|
11,333
|
|
11,327
|
|
|
11,225
|
|
First Lien Revolver, LIBOR+7% (1% floor) cash due 12/18/2017
|
|
|
|
2,250
|
|
2,247
|
|
|
2,299
|
|
|
|
|
|
|
|
35,634
|
|
|
35,492
|
|
Garretson Firm Resolution Group, Inc.
|
|
Diversified support services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5% (1.25% floor) cash due 12/20/2018
|
|
|
|
7,357
|
|
7,357
|
|
|
7,327
|
|
Subordinated Term Loan, 11% cash 1.5% PIK due 6/20/2019
|
|
|
|
5,000
|
|
5,000
|
|
|
4,951
|
|
First Lien Revolver, LIBOR+5% (1.25% floor) cash due 12/20/2017
|
|
|
|
406
|
|
406
|
|
|
441
|
|
4,950,000 Preferred Units in GRG Holdings, LP
|
|
|
|
|
|
495
|
|
|
501
|
|
50,000 Common Units in GRG Holdings, LP
|
|
|
|
|
|
5
|
|
|
—
|
|
|
|
|
|
|
|
13,263
|
|
|
13,220
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
Teaching Strategies, LLC
|
|
Education services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+6% (1.25% floor) cash due 12/21/2017
|
|
|
|
42,868
|
|
42,855
|
|
|
43,217
|
|
First Lien Term Loan B, LIBOR+8.35% (1.25% floor) cash 3.15% PIK due 12/21/2017
|
|
|
|
20,399
|
|
20,393
|
|
|
20,575
|
|
First Lien Revolver, LIBOR+6% (1.25% floor) cash due 12/21/2017 (10)
|
|
|
|
|
|
(2
|
)
|
|
—
|
|
|
|
|
|
|
|
63,246
|
|
|
63,792
|
|
Omniplex World Services Corporation
|
|
Security & alarm services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12.25% cash 1.25% PIK due 12/21/2018
|
|
|
|
12,584
|
|
12,584
|
|
|
12,545
|
|
500 Class A Common Units in Omniplex Holdings Corp.
|
|
|
|
|
|
500
|
|
|
543
|
|
|
|
|
|
|
|
13,084
|
|
|
13,088
|
|
Dominion Diagnostics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 11% cash 2% PIK due 12/21/2018
|
|
|
|
15,666
|
|
15,666
|
|
|
15,785
|
|
|
|
|
|
|
|
15,666
|
|
|
15,785
|
|
Affordable Care, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+9.25% (1.25% floor) cash due 12/26/2019
|
|
|
|
21,500
|
|
21,500
|
|
|
21,713
|
|
|
|
|
|
|
|
21,500
|
|
|
21,713
|
|
Aderant North America, Inc.
|
|
Internet software & services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+8.75% (1.25% floor) cash due 6/20/2019
|
|
|
|
7,000
|
|
7,000
|
|
|
6,967
|
|
|
|
|
|
|
|
7,000
|
|
|
6,967
|
|
AdVenture Interactive, Corp.
|
|
Advertising
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+6.75% (1.25% floor) cash due 3/22/2018
|
|
|
|
113,288
|
|
113,256
|
|
|
113,290
|
|
First Lien Revolver, LIBOR+6.75% (1.25% floor) cash due 3/22/2018 (10)
|
|
|
|
|
|
(1
|
)
|
|
—
|
|
2,000 Preferred Units of AVI Holdings, L.P. (6)
|
|
|
|
|
|
2,000
|
|
|
2,082
|
|
|
|
|
|
|
|
115,255
|
|
|
115,372
|
|
CoAdvantage Corporation
|
|
Human resources & employment services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 11.5% cash 1.25% PIK due 12/31/2018
|
|
|
|
10,063
|
|
10,063
|
|
|
10,131
|
|
50,000 Class A Units in CIP CoAdvantage Investments LLC
|
|
|
|
|
|
500
|
|
|
366
|
|
|
|
|
|
|
|
10,563
|
|
|
10,497
|
|
EducationDynamics, LLC
|
|
Education services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12% cash 6% PIK due 1/16/2017
|
|
|
|
10,895
|
|
10,895
|
|
|
10,861
|
|
|
|
|
|
|
|
10,895
|
|
|
10,861
|
|
Vestcom International, Inc.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5.75% (1.25% floor) cash due 12/26/2018
|
|
|
|
9,975
|
|
9,975
|
|
|
9,975
|
|
|
|
|
|
|
|
9,975
|
|
|
9,975
|
|
Sterling Capital Partners IV, L.P.
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.20% limited partnership interest (6)(12)
|
|
|
|
|
|
381
|
|
|
400
|
|
|
|
|
|
|
|
381
|
|
|
400
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||||
Devicor Medical Products, Inc.
|
|
Healthcare equipment
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+5% (2% floor) cash due 7/8/2015
|
|
|
|
9,810
|
|
9,810
|
|
|
9,812
|
|
||
|
|
|
|
|
|
9,810
|
|
|
9,812
|
|
||
RP Crown Parent, LLC
|
|
Application software
|
|
|
|
|
|
|
||||
First Lien Revolver, LIBOR+5.5% (1.25% floor) cash due 12/21/2017 (10)
|
|
|
|
|
|
(658
|
)
|
|
—
|
|
||
|
|
|
|
|
|
(658
|
)
|
|
—
|
|
||
SESAC Holdco II LLC
|
|
Diversified support services
|
|
|
|
|
|
|
||||
Second Lien Term Loan, LIBOR+8.75% (1.25% floor) cash due 6/28/2019
|
|
|
|
4,000
|
|
4,000
|
|
|
4,120
|
|
||
|
|
|
|
|
|
4,000
|
|
|
4,120
|
|
||
Advanced Pain Management Holdings, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+8.5% (1.25% floor) cash due 2/26/2018
|
|
|
|
24,000
|
|
24,000
|
|
|
24,495
|
|
||
|
|
|
|
|
|
24,000
|
|
|
24,495
|
|
||
Rocket Software, Inc.
|
|
Internet software & services
|
|
|
|
|
|
|
||||
Second Lien Term Loan, LIBOR+8.75% (1.5% floor) cash due 2/8/2018
|
|
|
|
8,475
|
|
8,438
|
|
|
8,454
|
|
||
|
|
|
|
|
|
8,438
|
|
|
8,454
|
|
||
TravelClick, Inc.
|
|
Internet software & services
|
|
|
|
|
|
|
||||
Second Lien Term Loan, LIBOR+8.5% (1.25% floor) cash due 3/26/2018
|
|
|
|
15,000
|
|
15,000
|
|
|
15,056
|
|
||
|
|
|
|
|
|
15,000
|
|
|
15,056
|
|
||
American Renal Holdings, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||||
Second Lien Term Loan, LIBOR+7.25% (1.25% floor) cash due 2/27/2018
|
|
|
|
3,000
|
|
3,000
|
|
|
2,985
|
|
||
|
|
|
|
|
|
3,000
|
|
|
2,985
|
|
||
ISG Services, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+8% (1% floor) cash due 3/28/2018
|
|
|
|
95,000
|
|
94,955
|
|
|
94,892
|
|
||
First Lien Revolver, LIBOR+8% (1% floor) cash due 3/28/2018
|
|
|
|
4,000
|
|
3,995
|
|
|
4,069
|
|
||
|
|
|
|
|
|
98,950
|
|
|
98,961
|
|
||
Joerns Healthcare, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
||||
Second Lien Term Loan, LIBOR+8.75% (1.25% floor) cash due 9/28/2018
|
|
|
|
20,000
|
|
20,000
|
|
|
20,019
|
|
||
|
|
|
|
|
|
20,000
|
|
|
20,019
|
|
||
Pingora MSR Opportunity Fund I, LP
|
|
Thrift & mortgage finance
|
|
|
|
|
|
|
||||
1.90% limited partnership interest (12)
|
|
|
|
|
|
109
|
|
|
109
|
|
||
|
|
|
|
|
|
109
|
|
|
109
|
|
||
Chicago Growth Partners III, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||||
0.50% limited partnership interest (12)
|
|
|
|
|
|
—
|
|
|
—
|
|
||
|
|
|
|
|
|
—
|
|
|
—
|
|
||
Credit Infonet, Inc.
|
|
Data processing & outsourced services
|
|
|
|
|
|
|
||||
Subordinated Term Loan, 12.25% cash due 10/26/2018
|
|
|
|
13,250
|
|
13,250
|
|
|
13,250
|
|
||
|
|
|
|
|
|
13,250
|
|
|
13,250
|
|
||
Harden Healthcare, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+5.5% (1.25% floor) cash due 5/1/2018
|
|
|
|
9,000
|
|
9,000
|
|
|
9,000
|
|
||
|
|
|
|
|
|
9,000
|
|
|
9,000
|
|
||
H.D. Vest, Inc.
|
|
Specialized finance
|
|
|
|
|
|
|
||||
Second Lien Term Loan, LIBOR+8% (1.25% floor) cash due 6/18/2019
|
|
|
|
8,750
|
|
8,750
|
|
|
8,750
|
|
||
|
|
|
|
|
|
8,750
|
|
|
8,750
|
|
||
2Checkout.com, Inc.
|
|
Diversified support services
|
|
|
|
|
|
|
||||
First Lien Revolver, LIBOR+5% cash due 6/26/2016
|
|
|
|
150
|
|
148
|
|
|
150
|
|
||
|
|
|
|
|
|
148
|
|
|
150
|
|
||
Meritas Schools Holdings, LLC
|
|
Education services
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+5.75% (1.25% floor) cash due 6/25/2019
|
|
|
|
13,000
|
|
13,000
|
|
|
13,000
|
|
||
|
|
|
|
|
|
13,000
|
|
|
13,000
|
|
||
Total Non-Control/Non-Affiliate Investments (133.5% of net assets)
|
|
|
|
|
|
$
|
1,582,731
|
|
|
$
|
1,598,133
|
|
Total Portfolio Investments (150.5% of net assets)
|
|
|
|
|
|
$
|
1,776,079
|
|
|
$
|
1,802,101
|
|
(1)
|
All debt investments are income producing unless otherwise noted. Equity is non-income producing unless otherwise noted.
|
(2)
|
See Note 3 to the Consolidated Financial Statements for portfolio composition by geographic region.
|
(3)
|
Control Investments are defined by the Investment Company Act of 1940 (“1940 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 are defined by the 1940 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 defined by the 1940 Act as investments that are neither Control Investments nor Affiliate Investments.
|
(8)
|
Principal includes accumulated PIK interest and is net of repayments.
|
(9)
|
Interest rates have been adjusted on certain term loans and revolvers. These rate adjustments are 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. The table below summarizes these rate adjustments by portfolio company:
|
Portfolio Company
|
|
Effective date
|
|
Cash interest
|
|
PIK interest
|
|
Reason
|
Drugtest, Inc.
|
|
June 27, 2013
|
|
- 1.5% on Term Loan A
- 0.75% on Term Loan B
- 0.25% on Revolver
|
|
- 0.5% on Term Loan B
|
|
Per loan amendment
|
The MedTech Group, Inc.
|
|
June 12, 2013
|
|
- 0.50% on Term Loan
|
|
|
|
Per loan amendment
|
Discovery Practice Management, Inc.
|
|
April 1, 2013
|
|
- 1.0% on Term Loan A
- 1.0% on Revolver
|
|
- 1.0% on Term Loan B
|
|
Tier pricing per loan agreement
|
Phoenix Brands Merger Sub LLC
|
|
March 1, 2013
|
|
+ 0.25% on Senior Term Loan
+ 0.25% on Revolver + 0.75% on Subordinated Term
Loan
|
|
|
|
Tier pricing per loan agreement
|
HealthDrive Corporation
|
|
January 1, 2013
|
|
+ 2.0% on Term Loan A
|
|
+ 1.0% on Term Loan B
|
|
Per loan amendment
|
JTC Education, Inc.
|
|
January 1, 2013
|
|
+ 0.25% on Term Loan
|
|
|
|
Per loan amendment
|
Mansell Group, Inc.
|
|
January 1, 2013
|
|
+ 2.0% on Term Loan A,
Term Loan B & Revolver
|
|
|
|
Per loan agreement
|
Physicians Pharmacy Alliance, Inc.
|
|
January 1, 2013
|
|
+ 1.0% on Term Loan
+ 3.0% on Revolver |
|
+ 1.0% on Term Loan
|
|
Per loan amendment
|
Saddleback Fence & Vinyl Products, Inc.
|
|
December 1, 2012
|
|
+ 4.0% on Term Loan
+ 4.0% on Revolver |
|
|
|
Per loan amendment
|
Capital Equipment Group, Inc.
|
|
November 30, 2012
|
|
|
|
– 1.25% on Term Loan
|
|
Per loan amendment
|
CCCG, LLC
|
|
November 15, 2012
|
|
+ 0.5% on Term Loan
|
|
+ 1.0% on Term Loan
|
|
Per loan amendment
|
Yeti Acquisition, LLC
|
|
October 1, 2012
|
|
– 1.0% on Term Loan A,
Term Loan B & Revolver
|
|
|
|
Tier pricing per loan
agreement
|
Ambath/Rebath Holdings, Inc.
|
|
April 1, 2012
|
|
– 2.0% on Term Loan A
– 4.5% on Term Loan B
|
|
+ 2.0% on Term Loan A
+ 4.5% on Term Loan B |
|
Per loan amendment
|
Tegra Medical, LLC
|
|
January 1, 2012
|
|
|
|
+ 0.5% on Term Loan B
|
|
Per loan amendment
|
Eagle Hospital Physicians, Inc.
|
|
July 1, 2011
|
|
– 0.25% on Term Loan &
Revolver
|
|
|
|
Per loan amendment
|
(10)
|
Investment has undrawn commitments and a negative cost basis as a result of unamortized fees. Unamortized fees are classified as unearned income which reduces cost basis.
|
(11)
|
Represents an unfunded commitment to fund limited partnership interest.
|
(12)
|
Investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act.
|
(13)
|
The loan agreements for the Eagle Hospital Physicians, Inc. and Specialty Bakers LLC credit facilities state that the revolvers are structurally junior to the term loans in the respective capital structures. Thus, the unrealized appreciation (depreciation) on the loan tranches of these facilities has been allocated accordingly.
|
(14)
|
TransTrade Operators, Inc. is the successor entity to Trans-Trade, Inc. and was formed as part of the restructuring process.
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||||
Control Investments (3)
|
|
|
|
|
|
|
|
|
||||
Coll Materials Group LLC (9)(12)
|
|
Environmental & facilities services
|
|
|
|
|
|
|
||||
Second Lien Term Loan A, 12% cash due 11/1/2014
|
|
|
|
$7,372
|
|
$
|
7,096
|
|
|
$
|
1,238
|
|
Second Lien Term Loan B, 14% PIK due 11/1/2014
|
|
|
|
2,040
|
|
2,000
|
|
|
1,999
|
|
||
50% Membership interest in CD Holdco, LLC
|
|
|
|
|
|
3,127
|
|
|
—
|
|
||
|
|
|
|
|
|
12,223
|
|
|
3,237
|
|
||
Statewide Holdings, Inc. (formerly Traffic Control and Safety Corp.)
|
|
Construction and Engineering
|
|
|
|
|
|
|
||||
First Lien Term Loan A, LIBOR+8.5% (1.25% floor) cash due 8/10/2015
|
|
|
|
15,000
|
|
14,981
|
|
|
15,023
|
|
||
First Lien Term Loan B, 12% cash 3% PIK due 8/10/2015
|
|
|
|
14,059
|
|
14,042
|
|
|
14,068
|
|
||
First Lien Revolver, LIBOR+8.5% (1.25% floor) cash due 8/10/2015 (10)
|
|
|
|
|
|
(6)
|
|
|
—
|
|
||
LC Facility, 8.5% cash due 8/10/2015 (10)
|
|
|
|
|
|
(6)
|
|
|
—
|
|
||
746,114 Series A Preferred Units
|
|
|
|
|
|
12,007
|
|
|
14,377
|
|
||
746,114 Common Stock Units
|
|
|
|
|
|
5,316
|
|
|
6,535
|
|
||
|
|
|
|
|
|
46,334
|
|
|
50,003
|
|
||
Total Control Investments (5.9% of net assets)
|
|
|
|
|
|
$
|
58,557
|
|
|
$
|
53,240
|
|
Affiliate Investments (4)
|
|
|
|
|
|
|
|
|
||||
Caregiver Services, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||||
1,080,399 shares of Series A Preferred Stock
|
|
|
|
|
|
$
|
1,080
|
|
|
$
|
2,924
|
|
|
|
|
|
|
|
1,080
|
|
|
2,924
|
|
||
Ambath/Rebath Holdings, Inc. (9)
|
|
Home improvement retail
|
|
|
|
|
|
|
||||
First Lien Term Loan A, LIBOR+7% (3% floor) cash due 12/30/2014
|
|
|
|
$4,293
|
|
4,290
|
|
|
4,268
|
|
||
First Lien Term Loan B, 12.5% cash 2.5% PIK due 12/30/2014
|
|
|
|
24,134
|
|
24,126
|
|
|
23,995
|
|
||
4,668,788 shares of Preferred Stock
|
|
|
|
|
|
—
|
|
|
—
|
|
||
|
|
|
|
|
|
28,416
|
|
|
28,263
|
|
||
Total Affiliate Investments (3.5% of net assets)
|
|
|
|
|
|
$
|
29,496
|
|
|
$
|
31,187
|
|
Non-Control/Non-Affiliate Investments (7)
|
|
|
|
|
|
|
|
|
||||
TBA Global, LLC
|
|
Advertising
|
|
|
|
|
|
|
||||
53,994 Senior Preferred Shares
|
|
|
|
|
|
$
|
216
|
|
|
—
|
|
|
191,977 Shares A Shares
|
|
|
|
|
|
192
|
|
|
—
|
|
||
|
|
|
|
|
|
408
|
|
|
—
|
|
||
Fitness Edge, LLC
|
|
Leisure Facilities
|
|
|
|
|
|
|
||||
1,000 Common Units (6)
|
|
|
|
|
|
43
|
|
|
200
|
|
||
|
|
|
|
|
|
43
|
|
|
200
|
|
||
Capital Equipment Group, Inc. (9)
|
|
Industrial machinery
|
|
|
|
|
|
|
||||
Second Lien Term Loan, 12% cash 2.75% PIK due 7/10/2013
|
|
|
|
$10,489
|
|
10,430
|
|
|
10,577
|
|
||
33,786 shares of Common Stock
|
|
|
|
|
|
345
|
|
|
568
|
|
||
|
|
|
|
|
|
10,775
|
|
|
11,145
|
|
||
Rail Acquisition Corp.
|
|
Electronic manufacturing services
|
|
|
|
|
|
|
||||
First Lien Revolver, 7.85% cash due 9/1/2013
|
|
|
|
3,835
|
|
3,835
|
|
|
3,835
|
|
||
|
|
|
|
|
|
3,835
|
|
|
3,835
|
|
||
Western Emulsions, Inc.
|
|
Construction materials
|
|
|
|
|
|
|
||||
Second Lien Term Loan, 12.5% cash 2.5% PIK due 6/30/2014
|
|
|
|
7,020
|
|
6,951
|
|
|
7,200
|
|
||
|
|
|
|
|
|
6,951
|
|
|
7,200
|
|
||
Storyteller Theaters Corporation
|
|
Movies & entertainment
|
|
|
|
|
|
|
||||
1,692 shares of Common Stock
|
|
|
|
|
|
—
|
|
|
62
|
|
||
20,000 shares of Preferred Stock
|
|
|
|
|
|
200
|
|
|
200
|
|
||
|
|
|
|
|
|
200
|
|
|
262
|
|
||
HealthDrive Corporation (9)
|
|
Healthcare services
|
|
|
|
|
|
|
||||
First Lien Term Loan A, 10% cash due 7/17/2013
|
|
|
|
4,601
|
|
4,511
|
|
|
4,697
|
|
||
First Lien Term Loan B, 12% cash 1% PIK due 7/17/2013
|
|
|
|
10,387
|
|
10,357
|
|
|
10,473
|
|
||
First Lien Revolver, 12% cash due 7/17/2013
|
|
|
|
1,250
|
|
1,247
|
|
|
1,268
|
|
||
|
|
|
|
|
|
16,115
|
|
|
16,438
|
|
||
idX Corporation
|
|
Distributors
|
|
|
|
|
|
|
||||
Second Lien Term Loan, 12.5% cash 2% PIK due 7/1/2014
|
|
|
|
19,283
|
|
19,115
|
|
|
20,153
|
|
||
|
|
|
|
|
|
19,115
|
|
|
20,153
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
Cenegenics, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
||
414,419 Common Units (6)
|
|
|
|
|
|
598
|
|
|
1,394
|
|
|
|
|
|
|
|
598
|
|
|
1394
|
|
Trans-Trade Brokers, Inc.
|
|
Air freight & logistics
|
|
|
|
|
|
|
||
First Lien Term Loan A, 13% cash 2.5% PIK due 9/10/2014
|
|
|
|
12,845
|
|
12,700
|
|
|
12,738
|
|
First Lien Term Loan B, 12% cash due 9/10/2014
|
|
|
|
6,226
|
|
6,203
|
|
|
3,193
|
|
|
|
|
|
|
|
18,903
|
|
|
15,931
|
|
Riverlake Equity Partners II, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
1.78% limited partnership interest (13)
|
|
|
|
|
|
240
|
|
|
240
|
|
|
|
|
|
|
|
240
|
|
|
240
|
|
Riverside Fund IV, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.34% limited partnership interest (6)(13)
|
|
|
|
|
|
677
|
|
|
677
|
|
|
|
|
|
|
|
677
|
|
|
677
|
|
Tegra Medical, LLC (9)
|
|
Healthcare equipment
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (3% floor) cash due 12/31/2014
|
|
|
|
19,581
|
|
19,402
|
|
|
19,604
|
|
First Lien Term Loan B, 12% cash 2% PIK due 12/31/2014
|
|
|
|
23,190
|
|
22,997
|
|
|
23,052
|
|
First Lien Term Loan C, 30% PIK due 12/31/2014
|
|
|
|
1,111
|
|
1,111
|
|
|
1,083
|
|
First Lien Revolver, LIBOR+7% (3% floor) cash due 12/31/2014
|
|
|
|
2,500
|
|
2,465
|
|
|
2,483
|
|
|
|
|
|
|
|
45,975
|
|
|
46,222
|
|
Psilos Group Partners IV, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
2.35% limited partnership interest (11)(13)
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
Mansell Group, Inc.
|
|
Advertising
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (3% floor) cash due 4/30/2015
|
|
|
|
9,467
|
|
9,362
|
|
|
9,659
|
|
First Lien Term Loan B, LIBOR+9% (3% floor) cash 1.5% PIK due 4/30/2015
|
|
|
|
9,282
|
|
9,181
|
|
|
9,464
|
|
First Lien Revolver, LIBOR+6% (3% floor) cash due 4/30/2015 (10)
|
|
|
|
|
|
(21)
|
|
|
—
|
|
|
|
|
|
|
|
18,522
|
|
|
19,123
|
|
NDSSI Holdings, LLC (9)
|
|
Electronic equipment & instruments
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+9.75% (3% floor) cash 1% PIK due 12/31/2012
|
|
|
|
21,864
|
|
21,774
|
|
|
21,809
|
|
First Lien Term Loan B, LIBOR+9.75% (3% floor) cash 3.75% PIK due 12/31/2012
|
|
|
|
8,231
|
|
8,231
|
|
|
8,281
|
|
First Lien Revolver, LIBOR+7% (3% floor) cash due 12/31/2012
|
|
|
|
3,500
|
|
3,487
|
|
|
3,504
|
|
2,000 Series D Preferred Units
|
|
|
|
|
|
2,671
|
|
|
2,671
|
|
|
|
|
|
|
|
36,163
|
|
|
36,265
|
|
Eagle Hospital Physicians, Inc. (14)
|
|
Healthcare services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+8.75% (3% floor) cash due 8/11/2015
|
|
|
|
24,256
|
|
23,890
|
|
|
24,184
|
|
First Lien Revolver, LIBOR+5.75% (3% floor) cash due 8/11/2015
|
|
|
|
1,100
|
|
1,068
|
|
|
1,060
|
|
|
|
|
|
|
|
24,958
|
|
|
25,244
|
|
Enhanced Recovery Company, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7% (2% floor) cash due 8/13/2015
|
|
|
|
10,764
|
|
10,597
|
|
|
10,804
|
|
First Lien Term Loan B, LIBOR+10% (2% floor) cash 1% PIK due 8/13/2015
|
|
|
|
11,080
|
|
10,935
|
|
|
11,098
|
|
First Lien Revolver, LIBOR+7% (2% floor) cash due 8/13/2015 (10)
|
|
|
|
|
|
(53)
|
|
|
—
|
|
|
|
|
|
|
|
21,479
|
|
|
21,902
|
|
Specialty Bakers LLC (14)
|
|
Food distributors
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+8.5% cash due 9/15/2015
|
|
|
|
4,301
|
|
4,103
|
|
|
4,277
|
|
First Lien Term Loan B, LIBOR+11% (2.5% floor) cash due 9/15/2015
|
|
|
|
11,000
|
|
10,826
|
|
|
10,888
|
|
First Lien Revolver, LIBOR+8.5% cash due 9/15/2015
|
|
|
|
3,250
|
|
3,187
|
|
|
3,236
|
|
|
|
|
|
|
|
18,116
|
|
|
18,401
|
|
Welocalize, Inc.
|
|
Internet software & services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+8% (2% floor) cash due 11/19/2015
|
|
|
|
20,553
|
|
20,297
|
|
|
21,037
|
|
First Lien Term Loan B, LIBOR+9% (2% floor) 1.25% PIK due 11/19/2015
|
|
|
|
24,048
|
|
23,755
|
|
|
24,669
|
|
First Lien Revolver, LIBOR+7% (2% floor) cash due 11/19/2015 (10)
|
|
|
|
|
|
(155)
|
|
|
—
|
|
3,393,060 Common Units in RPWL Holdings, LLC
|
|
|
|
|
|
3,393
|
|
|
6,278
|
|
|
|
|
|
|
|
47,290
|
|
|
51,984
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
|
Miche Bag, LLC
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
|
First Lien Term Loan A, LIBOR+9% (3% floor) cash due 12/7/2013
|
|
|
|
8,008
|
|
7,854
|
|
8,039
|
|
First Lien Term Loan B, LIBOR+10% (3% floor) 3% PIK due 12/7/2015
|
|
|
|
17,964
|
|
16,108
|
|
17,818
|
|
First Lien Revolver, LIBOR+7% (3% floor) cash due 12/7/2015
|
|
|
|
1,500
|
|
1,420
|
|
1,513
|
|
10,371 Preferred Equity units in Miche Holdings, LLC
|
|
|
|
|
|
1,037
|
|
878
|
|
146,289 Series D Common Equity units in Miche Holdings, LLC
|
|
|
|
|
|
1,463
|
|
—
|
|
|
|
|
|
|
|
27,882
|
|
28,248
|
|
Bunker Hill Capital II (QP), LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
0.51% limited partnership interest(13)
|
|
|
|
|
|
66
|
|
66
|
|
|
|
|
|
|
|
66
|
|
66
|
|
Advanced Pain Management Holdings
|
|
Healthcare services
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+5% (1.75% floor) cash due 12/22/2015
|
|
|
|
7,271
|
|
7,177
|
|
7,402
|
|
First Lien Revolver, LIBOR+5% (1.75% floor) cash due 12/22/2015 (10)
|
|
|
|
|
|
(4)
|
|
—
|
|
|
|
|
|
|
|
7,173
|
|
7,402
|
|
Drugtest, Inc. (formerly DISA, Inc.)
|
|
Human resources & employment services
|
|
|
|
|
|
|
|
First Lien Term Loan A LIBOR+7.5% (0.75% floor) cash due 12/30/2015
|
|
|
|
11,215
|
|
11,066
|
|
11,445
|
|
First Lien Term Loan B, LIBOR+10% (1% floor) 1.5% PIK due 12/30/2015
|
|
|
|
8,524
|
|
8,424
|
|
8,751
|
|
First Lien Revolver, LIBOR+6% (1% floor) cash due 12/30/2015 (10)
|
|
|
|
|
|
(49)
|
|
—
|
|
|
|
|
|
|
|
19,441
|
|
20,196
|
|
Saddleback Fence and Vinyl Products, Inc. (9)
|
|
Building products
|
|
|
|
|
|
|
|
First Lien Term Loan, 8% cash due 11/30/2013
|
|
|
|
648
|
|
648
|
|
648
|
|
First Lien Revolver, 8% cash due 11/30/2012
|
|
|
|
100
|
|
100
|
|
102
|
|
|
|
|
|
|
|
748
|
|
750
|
|
Physicians Pharmacy Alliance, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+9% cash 1.5% PIK due 1/4/2016
|
|
|
|
13,653
|
|
13,419
|
|
13,654
|
|
First Lien Revolver, LIBOR+6% cash due 1/4/2016 (10)
|
|
|
|
|
|
(28)
|
|
—
|
|
|
|
|
|
|
|
13,391
|
|
13,654
|
|
Cardon Healthcare Network, LLC (9)
|
|
Diversified support services
|
|
|
|
|
|
|
|
First Lien Term Loan A, LIBOR+10% (1.75% floor) cash due 1/24/2017
|
|
|
|
10,395
|
|
10,239
|
|
10,601
|
|
First Lien Term Loan B, LIBOR+9% (1.75% floor) cash due 1/24/2017
|
|
|
|
21,719
|
|
21,521
|
|
22,016
|
|
First Lien Revolver, LIBOR+6.5% (1.75% floor) cash due 1/24/2017 (10)
|
|
|
|
|
|
(37)
|
|
—
|
|
65,903 Class A Units (6)
|
|
|
|
|
|
250
|
|
456
|
|
|
|
|
|
|
|
31,973
|
|
33,073
|
|
U.S. Retirement Partners, Inc.
|
|
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+9.5% (2% floor) cash due 1/6/2016
|
|
Diversified financial services
|
|
32,350
|
|
31,991
|
|
32,767
|
|
|
|
|
|
|
|
31,991
|
|
32,767
|
|
Phoenix Brands Merger Sub LLC (9)
|
|
Household products
|
|
|
|
|
|
|
|
Senior Term Loan, LIBOR+5% (1.5% floor) cash due 1/31/2016
|
|
|
|
6,804
|
|
6,671
|
|
6,803
|
|
Subordinated Term Loan, 10% cash 3.875% PIK due 2/1/2017
|
|
|
|
21,194
|
|
20,821
|
|
20,630
|
|
Senior Revolver, LIBOR+5% (1.5% floor) cash due 1/31/2016
|
|
|
|
2,357
|
|
2,245
|
|
2,447
|
|
|
|
|
|
|
|
29,737
|
|
29,880
|
|
U.S. Collections, Inc.
|
|
Diversified support services
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+5.25% (1.75% floor) cash due 3/31/2016
|
|
|
|
9,885
|
|
9,772
|
|
9,871
|
|
|
|
|
|
|
|
9,772
|
|
9,871
|
|
CCCG, LLC (9)
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+8% (1.75% floor) cash 1% PIK due 7/29/2015
|
|
|
|
34,748
|
|
34,111
|
|
35,280
|
|
|
|
|
|
|
|
34,111
|
|
35,280
|
|
Maverick Healthcare Group, LLC
|
|
Healthcare equipment
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+9% (1.75% floor) cash due 12/31/2016
|
|
|
|
24,563
|
|
24,121
|
|
24,859
|
|
|
|
|
|
|
|
24,121
|
|
24,859
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
|
Refac Optical Group
|
|
Specialty stores
|
|
|
|
|
|
|
|
First Lien Term Loan A, LIBOR+7.5% cash due 3/23/2016
|
|
|
|
12,431
|
|
12,191
|
|
12,530
|
|
First Lien Term Loan B, LIBOR+8.5% cash 1.75% PIK due 3/23/2016
|
|
|
|
20,322
|
|
19,939
|
|
20,565
|
|
First Lien Revolver, LIBOR+7.5% cash due 3/23/2016 (10)
|
|
|
|
|
|
(96)
|
|
—
|
|
1,000 Shares of Common Stock in Refac Holdings, Inc.
|
|
|
|
|
|
1
|
|
—
|
|
1,000 Shares of Preferred Stock in Refac Holdings, Inc.
|
|
|
|
|
|
999
|
|
1,011
|
|
|
|
|
|
|
|
33,034
|
|
34,106
|
|
Securus Technologies, Inc. (9)
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
|
Second Lien Term Loan, LIBOR+8.25% (1.75% floor) cash due 5/31/2018
|
|
|
|
22,500
|
|
22,119
|
|
22,952
|
|
|
|
|
|
|
|
22,119
|
|
22,952
|
|
Gundle/SLT Environmental, Inc.
|
|
Environmental & facilities services
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+5.5% (1.5% floor) cash due 5/27/2016
|
|
|
|
8,880
|
|
8,803
|
|
8,939
|
|
|
|
|
|
|
|
8,803
|
|
8,939
|
|
Titan Fitness, LLC
|
|
Leisure facilities
|
|
|
|
|
|
|
|
First Lien Term Loan A, LIBOR+8.75% (1.25% floor) cash due 6/30/2016
|
|
|
|
14,906
|
|
14,779
|
|
14,969
|
|
First Lien Term Loan B, LIBOR+10.75% (1.25% floor) cash 1.5% PIK due 6/30/2016
|
|
|
|
11,722
|
|
11,626
|
|
11,919
|
|
First Lien Term Loan C, 18% PIK due 6/30/2016
|
|
|
|
3,254
|
|
3,232
|
|
3,271
|
|
First Lien Revolver, LIBOR+8.75% (1.25% floor) cash due 6/30/2016 (10)
|
|
|
|
|
|
(29)
|
|
—
|
|
|
|
|
|
|
|
29,608
|
|
30,159
|
|
Baird Capital Partners V, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
0.40% limited partnership interest (13)
|
|
|
|
|
|
487
|
|
487
|
|
|
|
|
|
|
|
487
|
|
487
|
|
Charter Brokerage, LLC (9)
|
|
Oil & gas equipment services
|
|
|
|
|
|
|
|
Senior Term Loan, LIBOR+6.5% (1.5% floor) cash due 7/13/2016
|
|
|
|
16,150
|
|
16,019
|
|
16,408
|
|
Subordinated Term Loan, 11.75% cash 2% PIK due 7/13/2017
|
|
|
|
10,246
|
|
10,171
|
|
10,399
|
|
Senior Revolver, LIBOR+6.5% (1.5% floor) cash due 7/13/2016 (10)
|
|
|
|
|
|
(55)
|
|
—
|
|
|
|
|
|
|
|
26,135
|
|
26,807
|
|
Stackpole Powertrain International ULC
|
|
Auto parts & equipment
|
|
|
|
|
|
|
|
1,000 Common Units (13)
|
|
|
|
|
|
1,000
|
|
1,550
|
|
|
|
|
|
|
|
1,000
|
|
1,550
|
|
Discovery Practice Management, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
|
First Lien Term Loan A, LIBOR+7.5% cash due 8/8/2016
|
|
|
|
6,417
|
|
6,350
|
|
6,451
|
|
First Lien Term Loan B, 12% cash 3% PIK due 8/8/2016
|
|
|
|
6,441
|
|
6,380
|
|
6,602
|
|
First Lien Revolver, LIBOR+7% cash due 8/8/2016
|
|
|
|
400
|
|
370
|
|
452
|
|
|
|
|
|
|
|
13,100
|
|
13,505
|
|
CTM Group, Inc.
|
|
Leisure products
|
|
|
|
|
|
|
|
Subordinated Term Loan A, 11% cash 2% PIK due 2/10/2017
|
|
|
|
10,746
|
|
10,654
|
|
10,750
|
|
Subordinated Term Loan B, 18.4% PIK due 2/10/2017
|
|
|
|
3,807
|
|
3,780
|
|
3,916
|
|
|
|
|
|
|
|
14,434
|
|
14,666
|
|
Bojangles
|
|
Restaurants
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+6.5% (1.5% floor) cash due 8/17/2017
|
|
|
|
5,385
|
|
5,291
|
|
5,386
|
|
|
|
|
|
|
|
5,291
|
|
5,386
|
|
Milestone Partners IV, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
|
1.36% limited partnership interest (13)
|
|
|
|
|
|
657
|
|
657
|
|
|
|
|
|
|
|
657
|
|
657
|
|
Insight Pharmaceuticals LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
|
First Lien Term Loan, LIBOR+6% (1.5% floor) cash due 8/25/2016
|
|
|
|
9,900
|
|
9,839
|
|
9,901
|
|
Second Lien Term Loan, LIBOR+11.75% (1.5% floor) cash due 8/25/2017
|
|
|
|
17,500
|
|
17,363
|
|
17,502
|
|
|
|
|
|
|
|
27,202
|
|
27,403
|
|
National Spine and Pain Centers, LLC
|
|
Healthcare services
|
|
|
|
|
|
|
|
Subordinated Term Loan, 11% cash 1.6% PIK due 9/27/2017
|
|
|
|
27,049
|
|
26,824
|
|
27,407
|
|
300,700.98 Class A Units (6)
|
|
|
|
|
|
301
|
|
247
|
|
|
|
|
|
|
|
27,125
|
|
27,654
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
RCPDirect, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.91% limited partnership interest (6)(13)
|
|
|
|
|
|
385
|
|
|
385
|
|
|
|
|
|
|
|
385
|
|
|
385
|
|
The MedTech Group, Inc.
|
|
Healthcare equipment
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.5% (1.5% floor)cash due 9/7/2016
|
|
|
|
12,805
|
|
12,713
|
|
|
13,003
|
|
|
|
|
|
|
|
12,713
|
|
|
13,003
|
|
Digi-Star Acquisition Holdings, Inc.
|
|
Industrial machinery
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12% cash 1.5% PIK due 11/18/2017
|
|
|
|
10,133
|
|
10,027
|
|
|
10,290
|
|
225 Class A Preferred Units
|
|
|
|
|
|
225
|
|
|
241
|
|
2,500 Class A Common Units
|
|
|
|
|
|
25
|
|
|
74
|
|
|
|
|
|
|
|
10,277
|
|
|
10,605
|
|
CPASS Acquisition Company
|
|
Internet software & services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+9% (1.5% floor) cash 1% PIK due 11/21/2016
|
|
|
|
4,856
|
|
4,772
|
|
|
4,969
|
|
First Lien Revolver, LIBOR+9% (1.5% floor) cash due 11/21/2016 (10)
|
|
|
|
|
|
(16
|
)
|
|
—
|
|
|
|
|
|
|
|
4,756
|
|
|
4,969
|
|
Genoa Healthcare Holdings, LLC
|
|
Pharmaceuticals
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12% cash 2% PIK due 6/1/2017
|
|
|
|
12,712
|
|
12,606
|
|
|
12,926
|
|
500,000 Preferred units
|
|
|
|
|
|
475
|
|
|
516
|
|
500,000 Class A Common Units
|
|
|
|
|
|
25
|
|
|
155
|
|
|
|
|
|
|
|
13,106
|
|
|
13,597
|
|
SolutionSet, Inc. (9)
|
|
Advertising
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+6% (1% floor) cash due 12/21/2016
|
|
|
|
8,522
|
|
8,441
|
|
|
8,561
|
|
|
|
|
|
|
|
8,441
|
|
|
8,561
|
|
Slate Pharmaceuticals Acquisition Corp.
|
|
Healthcare services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12% cash 1.5% PIK due 12/29/2017
|
|
|
|
20,231
|
|
20,059
|
|
|
20,882
|
|
|
|
|
|
|
|
20,059
|
|
|
20,882
|
|
ACON Equity Partners III, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.31% limited partnership interest (13)
|
|
|
|
|
|
247
|
|
|
247
|
|
|
|
|
|
|
|
247
|
|
|
247
|
|
Blue Coat Systems, Inc.
|
|
Internet software & services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+6% (1.5% floor) cash due 2/15/2018
|
|
|
|
14,906
|
|
14,770
|
|
|
15,060
|
|
Second Lien Term Loan, LIBOR+10% (1.5% floor) cash due 8/15/2018
|
|
|
|
7,000
|
|
6,937
|
|
|
7,208
|
|
|
|
|
|
|
|
21,707
|
|
|
22,268
|
|
CRGT, Inc.
|
|
IT consulting & other services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 12.5% cash 3% PIK due 3/9/2018
|
|
|
|
25,939
|
|
25,709
|
|
|
26,476
|
|
|
|
|
|
|
|
25,709
|
|
|
26,476
|
|
Riverside Fund V, LP
|
|
Multi-sector holdings
|
|
|
|
|
|
|
||
0.48% limited partnership interest (11)(13)
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
World 50, Inc.
|
|
Research & consulting services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+6.25% (1.5% floor) cash due 3/30/2017
|
|
|
|
8,638
|
|
8,514
|
|
|
8,667
|
|
First Lien Term Loan B, 12.5% cash due 3/30/2017
|
|
|
|
5,500
|
|
5,425
|
|
|
5,522
|
|
First Lien Revolver, LIBOR+6.25% (1.5% floor) cash due 3/30/2017 (10)
|
|
|
|
|
|
(54
|
)
|
|
—
|
|
|
|
|
|
|
|
13,885
|
|
|
14,189
|
|
Huddle House, Inc.
|
|
Restaurants
|
|
|
|
|
|
|
||
Subordinated Term Loan, 11% cash 1.6% PIK due 3/30/2018
|
|
|
|
13,964
|
|
13,839
|
|
|
14,082
|
|
|
|
|
|
|
|
13,839
|
|
|
14,082
|
|
Nixon, Inc.
|
|
Apparel, accessories & luxury goods
|
|
|
|
|
|
|
||
First Lien Term Loan, 8.75% cash 2.75% PIK due 4/16/2018
|
|
|
|
10,128
|
|
10,036
|
|
|
10,164
|
|
|
|
|
|
|
|
10,036
|
|
|
10,164
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||
JTC Education, Inc.
|
|
Education services
|
|
|
|
|
|
|
||
Subordinated Term Loan, 13% cash due 11/1/2017
|
|
|
|
11,500
|
|
11,394
|
|
|
11,573
|
|
17,391 Shares of Series A-1 Preferred Stock
|
|
|
|
|
|
313
|
|
|
290
|
|
17,391 Shares of Common Stock
|
|
|
|
|
|
187
|
|
|
—
|
|
|
|
|
|
|
|
11,894
|
|
|
11,863
|
|
BMC Acquisition, Inc.
|
|
Diversified financial services
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.5% (1% floor) cash due 5/1/2017
|
|
|
|
5,685
|
|
5,646
|
|
|
5,668
|
|
Senior Revolver, LIBOR+5% (1% floor) cash due 5/1/2017
|
|
|
|
350
|
|
341
|
|
|
396
|
|
500 Series A Preferred Shares
|
|
|
|
|
|
499
|
|
|
456
|
|
50,000 Common Shares
|
|
|
|
|
|
1
|
|
|
—
|
|
|
|
|
|
|
|
6,487
|
|
|
6,520
|
|
Ansira Partners, Inc.
|
|
Advertising
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+5.5% (1.5% floor) cash due 5/4/2017
|
|
|
|
12,243
|
|
12,158
|
|
|
12,320
|
|
First Lien Revolver, LIBOR+5.5% (1.5% floor) cash due 5/4/2017 (10)
|
|
|
|
|
|
(8
|
)
|
|
—
|
|
250 Preferred Units & 250 Class A Common Units of Ansira Holdings, LLC
|
|
|
|
|
|
250
|
|
|
227
|
|
|
|
|
|
|
|
12,400
|
|
|
12,547
|
|
MX USA, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+10.5% (1.25% floor) cash due 10/31/2017
|
|
|
|
22,000
|
|
21,815
|
|
|
22,336
|
|
|
|
|
|
|
|
21,815
|
|
|
22,336
|
|
PLATO, Inc.
|
|
Education services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+6% (1.5% floor) cash due 5/17/2018
|
|
|
|
14,812
|
|
14,812
|
|
|
14,804
|
|
Second Lien Term Loan, LIBOR+9.75% (1.5% floor) cash due 5/17/2019
|
|
|
|
17,000
|
|
17,000
|
|
|
17,093
|
|
|
|
|
|
|
|
31,812
|
|
|
31,897
|
|
I Drive Safely, LLC
|
|
Education services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+8.5% (1.5% floor) cash due 5/25/2017
|
|
|
|
27,000
|
|
27,007
|
|
|
27,352
|
|
First Lien Revolver, LIBOR+6.5% (1.5% floor) cash due 5/25/2017
|
|
|
|
|
|
1
|
|
|
—
|
|
75,000 Class A Common Units of IDS Investments, LLC
|
|
|
|
|
|
750
|
|
|
591
|
|
|
|
|
|
|
|
27,758
|
|
|
27,943
|
|
ConvergeOne Holdings Corp.
|
|
Integrated telecommunication services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+7% (1.5% floor) cash due 6/8/2017
|
|
|
|
9,875
|
|
9,875
|
|
|
9,940
|
|
|
|
|
|
|
|
9,875
|
|
|
9,940
|
|
Yeti Acquisition, LLC
|
|
Leisure products
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+8% (1.25% floor) cash due 6/15/2017
|
|
|
|
27,650
|
|
27,622
|
|
|
28,036
|
|
First Lien Term Loan B, LIBOR+11.25% (1.25% floor) cash 1% PIK due 6/15/2017
|
|
|
|
12,000
|
|
11,988
|
|
|
12,275
|
|
First Lien Revolver, LIBOR+8% (1.25% floor) cash due 6/15/2017 (10)
|
|
|
|
|
|
(10
|
)
|
|
—
|
|
1,500 Common Stock Units of Yeti Holdings, Inc.
|
|
|
|
|
|
1,500
|
|
|
1,500
|
|
|
|
|
|
|
|
41,100
|
|
|
41,811
|
|
Specialized Education Services, Inc.
|
|
Education services
|
|
|
|
|
|
|
||
Senior Term Loan, LIBOR+5.5% (1.5% floor) cash due 6/28/2017
|
|
|
|
10,000
|
|
10,000
|
|
|
10,026
|
|
Subordinated Term Loan, 11% cash 1.5% PIK due 6/28/2018
|
|
|
|
17,569
|
|
17,569
|
|
|
17,597
|
|
|
|
|
|
|
|
27,569
|
|
|
27,623
|
|
InvestRx Corporation
|
|
Diversified support services
|
|
|
|
|
|
|
||
First Lien Term Loan A, LIBOR+7.75% (1.25% floor) cash due 7/2/2017
|
|
|
|
24,805
|
|
24,786
|
|
|
24,805
|
|
First Lien Term Loan B, LIBOR+9.75% (1.25% floor) cash 1% PIK due 7/2/2017
|
|
|
|
18,370
|
|
18,356
|
|
|
18,370
|
|
First Lien Delayed Draw Term Loan, LIBOR+8.25% (1.25% floor) cash due 7/2/2014
|
|
|
|
|
|
—
|
|
|
—
|
|
First Lien Revolver, LIBOR+7.75% (1.25% floor) cash due 7/2/2017 (10)
|
|
|
|
|
|
(5
|
)
|
|
—
|
|
|
|
|
|
|
|
43,137
|
|
|
43,175
|
|
eResearch Technology, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||
First Lien Term Loan, LIBOR+6.5% (1.5% floor) cash due 5/2/2018
|
|
|
|
13,500
|
|
13,500
|
|
|
13,500
|
|
|
|
|
|
|
|
13,500
|
|
|
13,500
|
|
Connolly, LLC
|
|
Diversified support services
|
|
|
|
|
|
|
||
Second Lien Term Loan, LIBOR+9.25% (1.25% floor) cash due 7/15/2019
|
|
|
|
5,000
|
|
5,000
|
|
|
5,000
|
|
|
|
|
|
|
|
5,000
|
|
|
5,000
|
|
Portfolio Company/Type of Investment (1)(2)(5)
|
|
Industry
|
|
Principal (8)
|
|
Cost
|
|
Fair Value
|
||||
PC Helps Support, LLC
|
|
IT consulting & other services
|
|
|
|
|
|
|
||||
Subordinated Term Loan, 12% cash 1.5% PIK due 9/5/2018
|
|
|
|
18,520
|
|
18,520
|
|
|
18,520
|
|
||
675 Series A Preferred Units of PCH Support Holdings, Inc.
|
|
|
|
|
|
675
|
|
|
675
|
|
||
7,500 Class A Common Stock Units of PCH Support Holdings, Inc.
|
|
|
|
|
|
75
|
|
|
75
|
|
||
|
|
|
|
|
|
19,270
|
|
|
19,270
|
|
||
Ikaria Acquisition, Inc.
|
|
Healthcare services
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+6.5% (1.25% floor) cash due 9/25/2017
|
|
|
|
10,000
|
|
10,000
|
|
|
10,000
|
|
||
|
|
|
|
|
|
10,000
|
|
|
10,000
|
|
||
Olson + Co., Inc.
|
|
Advertising
|
|
|
|
|
|
|
||||
First Lien Term Loan, LIBOR+5.5% (1.5% floor) cash due 9/30/2017
|
|
|
|
13,895
|
|
13,895
|
|
|
13,895
|
|
||
First Lien Revolver, LIBOR+5.5% (1.5% floor) cash due 9/30/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
||
|
|
|
|
|
|
13,895
|
|
|
13,895
|
|
||
Total Non-Control/Non-Affiliate Investments (133.2% of net assets)
|
|
|
|
|
|
$
|
1,180,436
|
|
|
$
|
1,203,681
|
|
Total Portfolio Investments (142.6% of net assets)
|
|
|
|
|
|
$
|
1,268,489
|
|
|
$
|
1,288,108
|
|
(3)
|
Control Investments are defined by the 1940 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 are defined by the 1940 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 defined by the 1940 Act as investments that are neither Control Investments nor Affiliate Investments.
|
(8)
|
Principal includes accumulated PIK interest and is net of repayments.
|
Portfolio Company
|
|
Effective date
|
|
Cash interest
|
|
PIK interest
|
|
Reason
|
SolutionSet, Inc.
|
|
September 13, 2012
|
|
– 0.5% on Term Loan
|
|
|
|
Tier pricing per loan agreement
|
Securus Technologies Holdings, Inc.
|
|
June 6, 2012
|
|
+ 0.75% on Term Loan
|
|
|
|
Per loan amendment
|
Charter Brokerage, LLC
|
|
May 9, 2012
|
|
– 0.5% on Senior Term
Loan & Revolver
|
|
|
|
Tier pricing per loan agreement
|
Coll Materials Group LLC
|
|
July 1, 2012
|
|
– 12.0% on Term Loan A
|
|
+ 15.0% on Term Loan A
|
|
Per loan amendment
|
HealthDrive Corporation
|
|
April 1, 2012
|
|
+ 2.0% on Term Loan A
|
|
|
|
Tier pricing per loan agreement
|
Ambath/Rebath Holdings, Inc.
|
|
April 1, 2012
|
|
– 2.0% on Term Loan A
– 4.5% on Term Loan B
|
|
+ 2.0% on Term Loan A
4.5% on Term Loan B
|
|
Per loan amendment
|
Cardon Healthcare Network, LLC
|
|
April 1, 2012
|
|
– 2.25% on Term Loan A
– 1.25% on Term Loan B
|
|
|
|
Tier pricing per loan agreement
|
Tegra Medical, LLC
|
|
January 1, 2012
|
|
|
|
+ 0.5% on Term Loan B
|
|
Per loan amendment
|
NDSSI Holdings, LLC
|
|
December 31, 2011
|
|
|
|
– 1.0% on Term Loan A
|
|
Per loan amendment
|
Phoenix Brands Merger Sub LLC
|
|
December 22, 2011
|
|
+ 0.75% on Subordinated
Term Loan
+ 0.5% on Senior Term
Loan & Revolver
|
|
|
|
Per loan amendment
|
CCCG, LLC
|
|
November 15, 2011
|
|
+ 0.5% on Term Loan
|
|
|
|
Per loan amendment
|
Saddleback Fence and Vinyl Products, Inc.
|
|
October 31, 2011
|
|
+ 4.0% on Revolver
|
|
|
|
Per loan amendment
|
Eagle Hospital Physicians, Inc.
|
|
July 1, 2011
|
|
– 0.25% on Term Loan
& Revolver
|
|
|
|
Per loan amendment
|
Capital Equipment Group, Inc.
|
|
July 1, 2010
|
|
– 2.0% on Term Loan
|
|
– 0.75% on Term Loan
|
|
Per waiver agreement
|
(10)
|
Investment has undrawn commitments and a negative cost basis as a result of unamortized fees. Unamortized fees are classified as unearned income which reduces cost basis.
|
(11)
|
Represents an unfunded commitment to fund limited partnership interest.
|
(12)
|
Investment was on PIK non-accrual status as of
September 30, 2012
.
|
(13)
|
Investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act.
|
(14)
|
The loan agreements for the Eagle Hospital Physicians, Inc. and Specialty Bakers LLC credit facilities state that the revolvers are structurally junior to the term loans in the respective capital structures. Thus, the unrealized appreciation (depreciation) on the loan tranches of these facilities has been allocated accordingly.
|
Date
|
|
Transaction
|
|
Shares
|
|
Offering price
|
|
Gross proceeds
|
|||
June 17, 2008
|
|
Initial public offering
|
|
10,000,000
|
|
$
|
14.12
|
|
|
$
|
141.2 million
|
July 21, 2009
|
|
Follow-on public offering (including underwriters’ exercise of over-allotment option)
|
|
9,487,500
|
|
9.25
|
|
|
|
87.8 million
|
|
September 25, 2009
|
|
Follow-on public offering (including underwriters’ exercise of over-allotment option)
|
|
5,520,000
|
|
10.50
|
|
|
|
58.0 million
|
|
January 27, 2010
|
|
Follow-on public offering
|
|
7,000,000
|
|
11.20
|
|
|
|
78.4 million
|
|
February 25, 2010
|
|
Underwriters’ partial exercise of over-allotment option
|
|
300,500
|
|
11.20
|
|
|
|
3.4 million
|
|
June 21, 2010
|
|
Follow-on public offering (including underwriters’ exercise of over-allotment option)
|
|
9,200,000
|
|
11.50
|
|
|
|
105.8 million
|
|
December 2010
|
|
At-the-Market offering
|
|
429,110
|
|
11.87
|
|
(1)
|
|
5.1 million
|
|
February 4, 2011
|
|
Follow-on public offering (including underwriters’ exercise of over-allotment option)
|
|
11,500,000
|
|
12.65
|
|
|
|
145.5 million
|
|
June 24, 2011
|
|
Follow-on public offering (including underwriters’ partial exercise of over-allotment option)
|
|
5,558,469
|
|
11.72
|
|
|
|
65.1 million
|
|
January 26, 2012
|
|
Follow-on public offering
|
|
10,000,000
|
|
10.07
|
|
|
|
100.7 million
|
|
September 14, 2012
|
|
Follow-on public offering (including underwriters’ partial exercise of over-allotment option)
|
|
8,451,486
|
|
10.79
|
|
|
|
91.2 million
|
|
December 7, 2012
|
|
Follow-on public offering
|
|
14,000,000
|
|
10.68
|
|
|
|
149.5 million
|
|
December 14, 2012
|
|
Underwriters’ partial exercise of over-allotment option
|
|
725,000
|
|
10.68
|
|
|
|
7.7 million
|
|
April 15, 2013
|
|
Follow-on public offering
|
|
13,500,000
|
|
10.85
|
|
|
|
146.5 million
|
|
April 26, 2013
|
|
Underwriters’ partial exercise of over-allotment option
|
|
935,253
|
|
10.85
|
|
|
|
10.1 million
|
Rate Fix Date
|
|
Debenture
Amount
|
|
Fixed
Interest
Rate
|
|
SBA
Annual
Charge
|
|
||||
September 2010
|
|
$
|
73,000
|
|
|
3.215
|
%
|
|
0.285
|
%
|
|
March 2011
|
|
65,300
|
|
|
4.084
|
|
|
0.285
|
|
|
|
September 2011
|
|
11,700
|
|
|
2.877
|
|
|
0.285
|
|
|
|
•
|
|
Level 1 — Unadjusted, quoted prices in active markets for identical assets or liabilities at 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 the Company’s finance department;
|
•
|
Separately, independent valuation firms are engaged by the Board of Directors to prepare preliminary valuations on a selected basis and submit the reports to the Company;
|
•
|
The finance department compares and contrasts its preliminary valuations to the preliminary valuations of the independent valuation firms;
|
•
|
The finance department prepares a valuation report for the Audit Committee of the Board of Directors;
|
•
|
The Audit Committee of the Board of Directors is apprised of the preliminary valuations of the independent valuation firms;
|
•
|
The Audit Committee of the Board of Directors reviews the preliminary valuations, and the finance department responds and supplements the preliminary valuations to reflect any comments provided by the Audit Committee;
|
•
|
The Audit Committee of the Board of Directors makes a recommendation to the 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 in good faith.
|
|
June 30, 2013
|
|
September 30, 2012
|
|
||||||||||||
|
Cost
|
|
Fair Value
|
|
Cost
|
|
Fair Value
|
|
||||||||
Investments in debt securities
|
$
|
1,706,821
|
|
|
$
|
1,713,260
|
|
|
$
|
1,226,489
|
|
|
$
|
1,241,197
|
|
|
Investments in equity securities
|
69,258
|
|
|
88,841
|
|
|
42,000
|
|
|
46,911
|
|
|
||||
Total
|
$
|
1,776,079
|
|
|
$
|
1,802,101
|
|
|
$
|
1,268,489
|
|
|
$
|
1,288,108
|
|
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
|
||||||||||
|
Fair Value
|
|
% of
Debt Portfolio
|
|
|
Fair Value
|
|
% of
Debt Portfolio
|
|
|
||||||
Fixed rate debt securities
|
$
|
517,961
|
|
|
30.23
|
%
|
|
|
$
|
371,325
|
|
|
29.92
|
%
|
|
|
Floating rate debt securities
|
1,195,299
|
|
|
69.77
|
%
|
|
|
869,872
|
|
|
70.08
|
%
|
|
|
||
Total
|
$
|
1,713,260
|
|
|
100.00
|
%
|
|
|
$
|
1,241,197
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||||||||
Investments in debt securities (first lien)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,166,199
|
|
|
$
|
1,166,199
|
|
|
Investments in debt securities (second lien)
|
—
|
|
|
—
|
|
|
252,679
|
|
|
252,679
|
|
|
||||
Investments in debt securities (subordinated)
|
—
|
|
|
—
|
|
|
294,382
|
|
|
294,382
|
|
|
||||
Investments in equity securities (preferred)
|
—
|
|
|
—
|
|
|
27,097
|
|
|
27,097
|
|
|
||||
Investments in equity securities (common)
|
—
|
|
|
—
|
|
|
61,744
|
|
|
61,744
|
|
|
||||
Total investments at fair value
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,802,101
|
|
|
$
|
1,802,101
|
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||||||||
Investments in debt securities (first lien)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
902,492
|
|
|
$
|
902,492
|
|
|
Investments in debt securities (second lien)
|
—
|
|
|
—
|
|
|
133,258
|
|
|
133,258
|
|
|
||||
Investments in debt securities (subordinated)
|
—
|
|
|
—
|
|
|
205,447
|
|
|
205,447
|
|
|
||||
Investments in equity securities (preferred)
|
—
|
|
|
—
|
|
|
24,240
|
|
|
24,240
|
|
|
||||
Investments in equity securities (common)
|
—
|
|
|
—
|
|
|
22,671
|
|
|
22,671
|
|
|
||||
Total investments at fair value
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,288,108
|
|
|
$
|
1,288,108
|
|
|
|
First Lien
Debt
|
|
Second
Lien Debt
|
|
Subordinated
Debt
|
|
Preferred
Equity
|
|
Common
Equity
|
|
Total
|
||||||||||||
Fair value as of March 31, 2013
|
$
|
1,113,770
|
|
|
$
|
260,783
|
|
|
$
|
311,341
|
|
|
$
|
24,575
|
|
|
$
|
38,426
|
|
|
$
|
1,748,895
|
|
New investments & net revolver activity
|
185,864
|
|
|
22,000
|
|
|
17,250
|
|
|
3,033
|
|
|
21,998
|
|
|
250,145
|
|
||||||
Redemptions/repayments
|
(135,577
|
)
|
|
(30,433
|
)
|
|
(35,016
|
)
|
|
(111
|
)
|
|
—
|
|
|
(201,137
|
)
|
||||||
Net accrual of PIK interest income
|
1,630
|
|
|
169
|
|
|
969
|
|
|
382
|
|
|
—
|
|
|
3,150
|
|
||||||
Accretion of original issue discount
|
162
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
164
|
|
||||||
Net change in unearned income
|
1,494
|
|
|
212
|
|
|
341
|
|
|
—
|
|
|
—
|
|
|
2,047
|
|
||||||
Net unrealized appreciation (depreciation)
|
3,452
|
|
|
7,613
|
|
|
(1,669
|
)
|
|
(782
|
)
|
|
4,448
|
|
|
13,062
|
|
||||||
Unrealized adjustments due to deal exits
|
(4,596
|
)
|
|
(7,667
|
)
|
|
1,166
|
|
|
—
|
|
|
(3,128
|
)
|
|
(14,225
|
)
|
||||||
Transfer into (out of) Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value as of June 30, 2013
|
$
|
1,166,199
|
|
|
$
|
252,679
|
|
|
$
|
294,382
|
|
|
$
|
27,097
|
|
|
$
|
61,744
|
|
|
$
|
1,802,101
|
|
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2013 and reported within net unrealized appreciation (depreciation) on investments in the Consolidated Statement of Operations for the three months ended June 30, 2013
|
$
|
(1,144
|
)
|
|
$
|
(54
|
)
|
|
$
|
(503
|
)
|
|
$
|
(782
|
)
|
|
$
|
1,320
|
|
|
$
|
(1,163
|
)
|
|
|
First Lien
Debt
|
|
Second
Lien Debt
|
|
Subordinated
Debt
|
|
Preferred
Equity
|
|
Common
Equity
|
|
Total
|
||||||||||||
Fair value as of March 31, 2012
|
|
$
|
736,192
|
|
|
$
|
122,261
|
|
|
$
|
171,208
|
|
|
$
|
7,801
|
|
|
$
|
18,761
|
|
|
$
|
1,056,223
|
|
New investments & net revolver activity
|
|
141,260
|
|
|
30,000
|
|
|
29,000
|
|
|
500
|
|
|
2,747
|
|
|
203,507
|
|
||||||
Redemptions/repayments
|
|
(47,885
|
)
|
|
(18,507
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(66,392
|
)
|
||||||
Net accrual of PIK interest income
|
|
1,254
|
|
|
(1,552
|
)
|
|
1,091
|
|
|
184
|
|
|
—
|
|
|
977
|
|
||||||
Accretion of original issue discount
|
|
248
|
|
|
205
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
453
|
|
||||||
Net change in unearned income
|
|
1,587
|
|
|
44
|
|
|
(25
|
)
|
|
—
|
|
|
—
|
|
|
1,606
|
|
||||||
Net unrealized appreciation
|
|
(1,871
|
)
|
|
(215
|
)
|
|
2,221
|
|
|
748
|
|
|
(704
|
)
|
|
179
|
|
||||||
Unrealized adjustments due to deal exits
|
|
1,062
|
|
|
482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,544
|
|
||||||
Transfer into (out of) Level 3
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value as of June 30, 2012
|
|
$
|
831,847
|
|
|
$
|
132,718
|
|
|
$
|
203,495
|
|
|
$
|
9,233
|
|
|
$
|
20,804
|
|
|
$
|
1,198,097
|
|
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2012 and reported within net unrealized appreciation (depreciation) on investments in the Consolidated Statement of Operations for the three months ended June 30, 2012
|
|
$
|
(809
|
)
|
|
$
|
267
|
|
|
$
|
2,221
|
|
|
$
|
748
|
|
|
$
|
(704
|
)
|
|
$
|
1,723
|
|
|
First Lien
Debt
|
|
Second
Lien Debt
|
|
Subordinated
Debt
|
|
Preferred
Equity
|
|
Common
Equity
|
|
Total
|
||||||||||||
Fair value as of September 30, 2012
|
$
|
902,492
|
|
|
$
|
133,258
|
|
|
$
|
205,447
|
|
|
$
|
24,240
|
|
|
$
|
22,671
|
|
|
$
|
1,288,108
|
|
New investments & net revolver activity
|
602,775
|
|
|
230,400
|
|
|
119,093
|
|
|
5,705
|
|
|
27,703
|
|
|
985,676
|
|
||||||
Redemptions/repayments
|
(332,244
|
)
|
|
(108,547
|
)
|
|
(35,016
|
)
|
|
(2,422
|
)
|
|
—
|
|
|
(478,229
|
)
|
||||||
Net accrual of PIK interest income
|
4,036
|
|
|
(970
|
)
|
|
3,542
|
|
|
(289
|
)
|
|
—
|
|
|
6,319
|
|
||||||
Accretion of original issue discount
|
437
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
448
|
|
||||||
Net change in unearned income
|
3,812
|
|
|
960
|
|
|
512
|
|
|
—
|
|
|
—
|
|
|
5,284
|
|
||||||
Net unrealized appreciation (depreciation)
|
(12,665
|
)
|
|
4,756
|
|
|
(361
|
)
|
|
(17
|
)
|
|
14,689
|
|
|
6,402
|
|
||||||
Unrealized adjustments due to deal exits
|
(2,444
|
)
|
|
(7,189
|
)
|
|
1,165
|
|
|
(120
|
)
|
|
(3,319
|
)
|
|
(11,907
|
)
|
||||||
Transfer into (out of) Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value as of June 30, 2013
|
$
|
1,166,199
|
|
|
$
|
252,679
|
|
|
$
|
294,382
|
|
|
$
|
27,097
|
|
|
$
|
61,744
|
|
|
$
|
1,802,101
|
|
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2013 and reported within net unrealized appreciation (depreciation) on investments in the Consolidated Statement of Operations for the nine months ended June 30, 2013
|
$
|
(15,109
|
)
|
|
$
|
(2,433
|
)
|
|
$
|
804
|
|
|
$
|
(137
|
)
|
|
$
|
11,370
|
|
|
$
|
(5,505
|
)
|
|
First Lien
Debt
|
|
Second
Lien Debt
|
|
Subordinated
Debt
|
|
Preferred
Equity
|
|
Common
Equity
|
|
Total
|
||||||||||||
Fair value as of September 30, 2011
|
$
|
875,092
|
|
|
$
|
143,383
|
|
|
$
|
81,233
|
|
|
$
|
7,167
|
|
|
$
|
12,962
|
|
|
$
|
1,119,837
|
|
New investments & net revolver activity
|
244,079
|
|
|
37,000
|
|
|
118,516
|
|
|
1,200
|
|
|
7,059
|
|
|
407,854
|
|
||||||
Redemptions/repayments
|
(289,426
|
)
|
|
(41,994
|
)
|
|
—
|
|
|
(713
|
)
|
|
(9
|
)
|
|
(332,142
|
)
|
||||||
Net accrual of PIK interest income
|
2,798
|
|
|
(904
|
)
|
|
2,814
|
|
|
517
|
|
|
—
|
|
|
5,225
|
|
||||||
Accretion of original issue discount
|
1,043
|
|
|
324
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,367
|
|
||||||
Net change in unearned income
|
5,012
|
|
|
1,130
|
|
|
(919
|
)
|
|
—
|
|
|
—
|
|
|
5,223
|
|
||||||
Net unrealized appreciation (depreciation)
|
(22
|
)
|
|
10,008
|
|
|
1,851
|
|
|
1,180
|
|
|
1,043
|
|
|
14,060
|
|
||||||
Unrealized adjustments due to deal exits
|
(6,729
|
)
|
|
(16,229
|
)
|
|
—
|
|
|
(118
|
)
|
|
(251
|
)
|
|
(23,327
|
)
|
||||||
Transfer into (out of) Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value as of June 30, 2012
|
$
|
831,847
|
|
|
$
|
132,718
|
|
|
$
|
203,495
|
|
|
$
|
9,233
|
|
|
$
|
20,804
|
|
|
$
|
1,198,097
|
|
Net unrealized appreciation (depreciation) relating to Level 3 assets still held at June 30, 2012 and reported within net unrealized appreciation (depreciation) on investments in the Consolidated Statement of Operations for the nine months ended June 30, 2012
|
$
|
(6,751
|
)
|
|
$
|
(6,221
|
)
|
|
$
|
1,851
|
|
|
$
|
1,062
|
|
|
$
|
792
|
|
|
$
|
(9,267
|
)
|
Asset
|
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
Range
|
|
|
Weighted
Average
|
|
|||||||
First lien debt
|
|
$
|
1,147,620
|
|
|
Bond yield approach
|
|
Capital structure premium
|
|
(a)
|
0.0
|
%
|
-
|
1.0%
|
|
|
0.2
|
%
|
|
|
|
|
|
|
|
Tranche specific risk premium/(discount)
|
|
(a)
|
(4.00
|
)%
|
-
|
26.3%
|
|
|
2.2
|
%
|
|
||
|
|
|
|
|
|
Size premium
|
|
(a)
|
0.5
|
%
|
-
|
2.0%
|
|
|
1.3
|
%
|
|
||
|
|
|
|
|
|
Industry premium/(discount)
|
|
(a)
|
(1.50
|
)%
|
-
|
3.0%
|
|
|
0.5
|
%
|
|
||
|
|
18,579
|
|
|
Market approach
|
|
EBITDA multiple
|
|
(b)
|
7.7x
|
|
-
|
16.0x
|
|
|
8.2x
|
|
|
|
Second lien & subordinated debt
|
|
531,502
|
|
|
Bond yield approach
|
|
Capital structure premium
|
|
(a)
|
2.0
|
%
|
-
|
2.0%
|
|
|
2.0
|
%
|
|
|
|
|
|
|
|
|
Tranche specific risk premium/(discount)
|
|
(a)
|
(1.00
|
)%
|
-
|
11.0%
|
|
|
3.5
|
%
|
|
||
|
|
|
|
|
|
Size premium
|
|
(a)
|
0.5
|
%
|
-
|
2.0%
|
|
|
0.8
|
%
|
|
||
|
|
|
|
|
|
Industry premium/(discount)
|
|
(a)
|
(1.50
|
)%
|
-
|
1.7%
|
|
|
0.2
|
%
|
|
||
|
|
15,559
|
|
|
Broker quotations
|
|
Non-binding indicative price
|
|
|
99.5
|
%
|
-
|
103.0%
|
|
|
100.6
|
%
|
|
|
Preferred & common equity
|
|
88,841
|
|
|
Market and income approach
|
|
Weighted average cost of capital
|
|
|
11.0
|
%
|
-
|
29.0%
|
|
|
13.2
|
%
|
|
|
|
|
|
|
|
|
Company specific risk premium
|
|
(a)
|
1.0
|
%
|
-
|
15.0%
|
|
|
1.5
|
%
|
|
||
|
|
|
|
|
|
Revenue growth rate
|
|
|
2.6
|
%
|
-
|
81.9%
|
|
|
11.6
|
%
|
|
||
|
|
|
|
|
|
EBITDA multiple
|
|
(b)
|
3.7x
|
|
-
|
12.1x
|
|
|
5.6x
|
|
|
||
Total
|
|
$
|
1,802,101
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset
|
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
Range
|
|
|
Weighted
Average
|
|
|||||||
First lien debt
|
|
$
|
895,464
|
|
|
Bond yield approach
|
|
Capital structure premium
|
|
(a)
|
0.0
|
%
|
-
|
1.0%
|
|
|
0.3
|
%
|
|
|
|
|
|
|
|
Tranche specific risk premium/(discount)
|
|
(a)
|
(4.00
|
)%
|
-
|
25.5%
|
|
|
2.1
|
%
|
|
||
|
|
|
|
|
|
Size premium
|
|
(a)
|
0.5
|
%
|
-
|
2.0%
|
|
|
1.3
|
%
|
|
||
|
|
|
|
|
|
Industry premium/(discount)
|
|
(a)
|
(1.50
|
)%
|
-
|
4.7%
|
|
|
0.1
|
%
|
|
||
|
|
7,028
|
|
|
Market approach
|
|
EBITDA multiple
|
|
(b)
|
6.2x
|
|
-
|
6.2x
|
|
|
6.2x
|
|
|
|
Second lien & subordinated debt
|
|
337,467
|
|
|
Bond yield approach
|
|
Capital structure premium
|
|
(a)
|
2.0
|
%
|
-
|
2.0%
|
|
|
2.0
|
%
|
|
|
|
|
|
|
|
|
Tranche specific risk premium
|
|
(a)
|
0.80
|
%
|
-
|
7.8%
|
|
|
3.1
|
%
|
|
||
|
|
|
|
|
|
Size premium
|
|
(a)
|
0.5
|
%
|
-
|
2.0%
|
|
|
0.8
|
%
|
|
||
|
|
|
|
|
|
Industry premium/(discount)
|
|
(a)
|
(1.40
|
)%
|
-
|
1.1%
|
|
|
(0.1
|
)%
|
|
||
|
|
1,238
|
|
|
Market and income approach
|
|
Weighted average cost of capital
|
|
|
33.00
|
%
|
-
|
33.0%
|
|
|
33.0
|
%
|
|
|
|
|
|
|
|
|
Company specific risk premium
|
|
(a)
|
24.00
|
%
|
|
24.0%
|
|
|
24.0
|
%
|
|
||
|
|
|
|
|
|
Revenue growth rate
|
|
|
15.5
|
%
|
|
15.5%
|
|
|
15.5
|
%
|
|
||
Preferred & common equity
|
|
46,911
|
|
|
Market and income approach
|
|
Weighted average cost of capital
|
|
|
13.0
|
%
|
-
|
33.0%
|
|
|
19.1
|
%
|
|
|
|
|
|
|
|
|
Company specific risk premium
|
|
(a)
|
1.0
|
%
|
-
|
24.0%
|
|
|
4.0
|
%
|
|
||
|
|
|
|
|
|
Revenue growth rate
|
|
|
1.9
|
%
|
-
|
44.5%
|
|
|
11.0
|
%
|
|
||
|
|
|
|
|
|
EBITDA multiple
|
|
(b)
|
4.8x
|
|
-
|
9.7x
|
|
|
7.5x
|
|
|
||
Total
|
|
$
|
1,288,108
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying
Value
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Credit facilities payable
|
$
|
216,000
|
|
|
$
|
216,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
216,000
|
|
SBA debentures payable
|
181,750
|
|
|
159,143
|
|
|
—
|
|
|
—
|
|
|
$
|
159,143
|
|
||||
Unsecured convertible notes payable
|
115,000
|
|
|
121,325
|
|
|
—
|
|
|
—
|
|
|
$
|
121,325
|
|
||||
Unsecured notes payable
|
161,250
|
|
|
156,188
|
|
|
—
|
|
|
156,188
|
|
|
—
|
|
|||||
Total
|
$
|
674,000
|
|
|
$
|
652,656
|
|
|
$
|
—
|
|
|
$
|
156,188
|
|
|
$
|
496,468
|
|
|
June 30, 2013
|
|
September 30, 2012
|
||||
Drugtest, Inc.
|
$
|
20,000
|
|
|
$
|
4,000
|
|
Deltek, Inc.
|
10,000
|
|
|
—
|
|
||
RP Crown Parent, LLC
|
10,000
|
|
|
—
|
|
||
Pingora MSR Opportunity Fund I, LP (limited partnership interest)
|
9,891
|
|
|
—
|
|
||
Yeti Acquisition, LLC
|
7,500
|
|
|
7,500
|
|
||
ISG Services, LLC
|
6,000
|
|
|
—
|
|
||
Refac Optical Group
|
5,500
|
|
|
5,500
|
|
||
I Drive Safely, LLC
|
5,000
|
|
|
5,000
|
|
||
Titan Fitness, LLC
|
5,000
|
|
|
3,500
|
|
||
First American Payment Systems, LP
|
5,000
|
|
|
—
|
|
||
Teaching Strategies, LLC
|
5,000
|
|
|
—
|
|
||
Adventure Interactive, Corp.
|
5,000
|
|
|
—
|
|
||
Enhanced Recovery Company, LLC
|
4,000
|
|
|
4,000
|
|
||
World 50, Inc.
|
4,000
|
|
|
4,000
|
|
||
InvestRx Corporation
|
3,700
|
|
|
5,000
|
|
||
Phoenix Brands Merger Sub LLC
|
3,429
|
|
|
4,071
|
|
||
2Checkout.com, Inc.
|
2,850
|
|
|
—
|
|
||
Reliance Communications, LLC
|
2,750
|
|
|
—
|
|
||
CPASS Acquisition Company
|
2,500
|
|
|
1,000
|
|
||
Charter Brokerage, LLC
|
2,400
|
|
|
7,353
|
|
||
Olson + Co., Inc.
|
2,105
|
|
|
2,105
|
|
||
Mansell Group, Inc.
|
2,000
|
|
|
2,000
|
|
||
Physicians Pharmacy Alliance, Inc.
|
2,000
|
|
|
2,000
|
|
||
Beecken Petty O'Keefe Fund IV, LP (limited partnership interest)
|
2,000
|
|
|
—
|
|
||
Chicago Growth Partners III, LP (limited partnership interest)
|
2,000
|
|
|
—
|
|
||
Riverside Fund V, LP (limited partnership interest)
|
1,751
|
|
|
2,000
|
|
||
Sterling Capital Partners IV, LP (limited partnership interest)
|
1,619
|
|
|
—
|
|
||
Miche Bag, LLC
|
1,518
|
|
|
3,500
|
|
||
Tegra Medical, LLC
|
1,500
|
|
|
1,500
|
|
||
Milestone Partners IV, LP (limited partnership interest)
|
1,414
|
|
|
1,343
|
|
||
BMC Acquisition, Inc.
|
1,215
|
|
|
900
|
|
||
Ansira Partners, Inc.
|
1,190
|
|
|
1,190
|
|
||
Psilos Group Partners IV, LP (limited partnership interest)
|
1,000
|
|
|
1,000
|
|
||
Genoa Healthcare Holdings, LLC
|
1,000
|
|
|
—
|
|
||
Discovery Practice Management, Inc.
|
900
|
|
|
2,600
|
|
||
Garretson Firm Resolution Group, Inc.
|
844
|
|
|
—
|
|
||
Bunker Hill Capital II (QP), LP (limited partnership interest)
|
786
|
|
|
934
|
|
||
ACON Equity Partners III, LP (limited partnership interest)
|
768
|
|
|
753
|
|
||
Riverlake Equity Partners II, LP (limited partnership interest)
|
638
|
|
|
760
|
|
||
HealthDrive Corporation
|
621
|
|
|
750
|
|
||
RCP Direct, LP (limited partnership interest)
|
524
|
|
|
615
|
|
||
Baird Capital Partners V, LP (limited partnership interest)
|
351
|
|
|
513
|
|
||
Riverside Fund IV, LP (limited partnership interest)
|
269
|
|
|
323
|
|
||
Welocalize, Inc.
|
—
|
|
|
10,000
|
|
||
Traffic Solutions Holdings, Inc.
|
—
|
|
|
5,000
|
|
||
Rail Acquisition Corp.
|
—
|
|
|
6,165
|
|
||
Cardon Healthcare Network, LLC
|
—
|
|
|
3,000
|
|
||
Eagle Hospital Physicians, Inc.
|
—
|
|
|
1,400
|
|
||
Specialty Bakers, LLC
|
—
|
|
|
750
|
|
||
Advanced Pain Management Holdings, Inc.
|
—
|
|
|
400
|
|
||
Saddleback Fence and Vinyl Products, Inc.
|
—
|
|
|
100
|
|
||
Total
|
$
|
147,533
|
|
|
$
|
102,525
|
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
||||||||||
Cost:
|
|
|
|
|
|
|
|
|
|
||||||
First lien debt
|
$
|
1,165,141
|
|
|
65.60
|
%
|
|
|
$
|
888,690
|
|
|
70.06
|
%
|
|
Second lien debt
|
250,412
|
|
|
14.10
|
|
|
|
135,828
|
|
|
10.71
|
|
|
||
Subordinated debt
|
291,268
|
|
|
16.40
|
|
|
|
201,971
|
|
|
15.92
|
|
|
||
Purchased equity
|
60,952
|
|
|
3.43
|
|
|
|
34,516
|
|
|
2.72
|
|
|
||
Equity grants
|
4,316
|
|
|
0.24
|
|
|
|
4,724
|
|
|
0.37
|
|
|
||
Limited partnership interests
|
3,990
|
|
|
0.23
|
|
|
|
2,760
|
|
|
0.22
|
|
|
||
Total
|
$
|
1,776,079
|
|
|
100.00
|
%
|
|
|
$
|
1,268,489
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Fair Value:
|
|
|
|
|
|
|
|
|
|
||||||
First lien debt
|
$
|
1,166,199
|
|
|
64.71
|
%
|
|
|
$
|
902,492
|
|
|
70.06
|
%
|
|
Second lien debt
|
252,679
|
|
|
14.02
|
|
|
|
133,258
|
|
|
10.35
|
|
|
||
Subordinated debt
|
294,382
|
|
|
16.34
|
|
|
|
205,447
|
|
|
15.95
|
|
|
||
Purchased equity
|
79,150
|
|
|
4.39
|
|
|
|
38,600
|
|
|
3.00
|
|
|
||
Equity grants
|
5,638
|
|
|
0.31
|
|
|
|
5,551
|
|
|
0.43
|
|
|
||
Limited partnership interests
|
4,053
|
|
|
0.23
|
|
|
|
2,760
|
|
|
0.21
|
|
|
||
Total
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
$
|
1,288,108
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
||||||||||
Cost:
|
|
|
|
|
|
|
|
|
|
||||||
Northeast U.S.
|
$
|
677,960
|
|
|
38.17
|
%
|
|
|
$
|
440,689
|
|
|
34.74
|
%
|
|
Southeast U.S.
|
360,366
|
|
|
20.29
|
|
|
|
230,667
|
|
|
18.18
|
|
|
||
Midwest U.S.
|
303,986
|
|
|
17.12
|
|
|
|
251,751
|
|
|
19.85
|
|
|
||
Southwest U.S.
|
262,320
|
|
|
14.77
|
|
|
|
206,522
|
|
|
16.28
|
|
|
||
West U.S.
|
170,447
|
|
|
9.60
|
|
|
|
137,860
|
|
|
10.87
|
|
|
||
Canada
|
1,000
|
|
|
0.05
|
|
|
|
1,000
|
|
|
0.08
|
|
|
||
Total
|
$
|
1,776,079
|
|
|
100.00
|
%
|
|
|
$
|
1,268,489
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Fair Value:
|
|
|
|
|
|
|
|
|
|
||||||
Northeast U.S.
|
$
|
686,299
|
|
|
38.08
|
%
|
|
|
$
|
442,111
|
|
|
34.32
|
%
|
|
Southeast U.S.
|
358,836
|
|
|
19.91
|
|
|
|
236,808
|
|
|
18.38
|
|
|
||
Midwest U.S.
|
306,199
|
|
|
16.99
|
|
|
|
254,509
|
|
|
19.76
|
|
|
||
Southwest U.S.
|
266,310
|
|
|
14.78
|
|
|
|
212,939
|
|
|
16.53
|
|
|
||
West U.S.
|
181,442
|
|
|
10.07
|
|
|
|
140,191
|
|
|
10.88
|
|
|
||
Canada
|
3,015
|
|
|
0.17
|
|
|
|
1,550
|
|
|
0.13
|
|
|
||
Total
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
$
|
1,288,108
|
|
|
100.00
|
%
|
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
||||||||||
Cost:
|
|
|
|
|
|
|
|
|
|
||||||
Healthcare services
|
$
|
228,756
|
|
|
12.88
|
|
%
|
|
$
|
168,914
|
|
|
13.32
|
|
%
|
Diversified support services
|
213,591
|
|
|
12.03
|
|
|
|
111,362
|
|
|
8.78
|
|
|
||
Education services
|
173,613
|
|
|
9.78
|
|
|
|
99,033
|
|
|
7.81
|
|
|
||
Advertising
|
155,995
|
|
|
8.78
|
|
|
|
53,665
|
|
|
4.23
|
|
|
||
Specialized finance
|
122,885
|
|
|
6.92
|
|
|
|
—
|
|
|
—
|
|
|
||
Internet software & services
|
96,871
|
|
|
5.45
|
|
|
|
73,753
|
|
|
5.81
|
|
|
||
Healthcare equipment
|
90,430
|
|
|
5.09
|
|
|
|
82,808
|
|
|
6.53
|
|
|
||
IT consulting & other services
|
80,821
|
|
|
4.55
|
|
|
|
44,979
|
|
|
3.55
|
|
|
||
Oil & gas equipment services
|
77,189
|
|
|
4.35
|
|
|
|
60,245
|
|
|
4.75
|
|
|
||
Human resources & employment services
|
65,329
|
|
|
3.68
|
|
|
|
19,441
|
|
|
1.53
|
|
|
||
Leisure products
|
53,181
|
|
|
2.99
|
|
|
|
55,534
|
|
|
4.38
|
|
|
||
Pharmaceuticals
|
51,519
|
|
|
2.90
|
|
|
|
40,309
|
|
|
3.18
|
|
|
||
Leisure facilities
|
42,907
|
|
|
2.42
|
|
|
|
29,651
|
|
|
2.34
|
|
|
||
Apparel, accessories & luxury goods
|
36,727
|
|
|
2.07
|
|
|
|
37,919
|
|
|
2.99
|
|
|
||
Auto parts & equipment
|
32,905
|
|
|
1.85
|
|
|
|
1,000
|
|
|
0.08
|
|
|
||
Construction & engineering
|
32,060
|
|
|
1.81
|
|
|
|
46,334
|
|
|
3.65
|
|
|
||
Specialty stores
|
30,988
|
|
|
1.74
|
|
|
|
33,034
|
|
|
2.60
|
|
|
||
Household products
|
29,553
|
|
|
1.66
|
|
|
|
29,738
|
|
|
2.34
|
|
|
||
Home improvement retail
|
29,484
|
|
|
1.66
|
|
|
|
28,415
|
|
|
2.24
|
|
|
||
Data processing & outsources services
|
23,225
|
|
|
1.31
|
|
|
|
—
|
|
|
—
|
|
|
||
Research & consulting services
|
17,683
|
|
|
1.00
|
|
|
|
13,885
|
|
|
1.09
|
|
|
||
Food distributors
|
17,282
|
|
|
0.97
|
|
|
|
18,115
|
|
|
1.43
|
|
|
||
Industrial machinery
|
16,804
|
|
|
0.95
|
|
|
|
21,052
|
|
|
1.66
|
|
|
||
Air freight & logistics
|
16,589
|
|
|
0.93
|
|
|
|
18,903
|
|
|
1.49
|
|
|
||
Security & alarm services
|
13,084
|
|
|
0.74
|
|
|
|
—
|
|
|
—
|
|
|
||
Environmental & facilities services
|
8,773
|
|
|
0.49
|
|
|
|
21,027
|
|
|
1.66
|
|
|
||
Construction materials
|
7,115
|
|
|
0.40
|
|
|
|
6,951
|
|
|
0.55
|
|
|
||
Diversified financial services
|
5,906
|
|
|
0.33
|
|
|
|
38,479
|
|
|
3.03
|
|
|
||
Multi-sector holdings
|
3,881
|
|
|
0.21
|
|
|
|
2,758
|
|
|
0.21
|
|
|
||
Building products
|
735
|
|
|
0.04
|
|
|
|
748
|
|
|
0.06
|
|
|
||
Thrift & mortgage finance
|
109
|
|
|
0.01
|
|
|
|
—
|
|
|
—
|
|
|
||
Movies & entertainment
|
89
|
|
|
0.01
|
|
|
|
200
|
|
|
0.02
|
|
|
||
Electronic equipment & instruments
|
—
|
|
|
—
|
|
|
|
36,163
|
|
|
2.85
|
|
|
||
Integrated telecommunication services
|
—
|
|
|
—
|
|
|
|
31,994
|
|
|
2.52
|
|
|
||
Restaurants
|
—
|
|
|
—
|
|
|
|
19,130
|
|
|
1.51
|
|
|
||
Distributors
|
—
|
|
|
—
|
|
|
|
19,115
|
|
|
1.51
|
|
|
||
Electronic manufacturing services
|
—
|
|
|
—
|
|
|
|
3,835
|
|
|
0.30
|
|
|
||
Total
|
$
|
1,776,079
|
|
|
100.00
|
|
%
|
|
$
|
1,268,489
|
|
|
100.00
|
|
%
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
||||||||||
Fair Value:
|
|
|
|
|
|
|
|
|
|
||||||
Healthcare services
|
$
|
226,914
|
|
|
12.59
|
|
%
|
|
$
|
174,933
|
|
|
13.58
|
|
%
|
Diversified support services
|
214,802
|
|
|
11.92
|
|
|
|
113,021
|
|
|
8.77
|
|
|
||
Education services
|
174,914
|
|
|
9.71
|
|
|
|
99,327
|
|
|
7.71
|
|
|
||
Advertising
|
156,511
|
|
|
8.68
|
|
|
|
54,125
|
|
|
4.20
|
|
|
||
Specialized finance
|
122,885
|
|
|
6.82
|
|
|
|
—
|
|
|
—
|
|
|
||
Internet software & services
|
102,098
|
|
|
5.67
|
|
|
|
79,220
|
|
|
6.15
|
|
|
||
Healthcare equipment
|
91,358
|
|
|
5.07
|
|
|
|
84,084
|
|
|
6.53
|
|
|
||
IT consulting & other services
|
82,081
|
|
|
4.55
|
|
|
|
45,746
|
|
|
3.55
|
|
|
||
Oil & gas equipment services
|
78,745
|
|
|
4.37
|
|
|
|
62,087
|
|
|
4.82
|
|
|
||
Human resources & employment services
|
65,498
|
|
|
3.63
|
|
|
|
20,196
|
|
|
1.57
|
|
|
||
Leisure products
|
55,898
|
|
|
3.10
|
|
|
|
56,477
|
|
|
4.38
|
|
|
||
Pharmaceuticals
|
52,870
|
|
|
2.93
|
|
|
|
41,000
|
|
|
3.18
|
|
|
||
Leisure facilities
|
43,343
|
|
|
2.41
|
|
|
|
30,359
|
|
|
2.36
|
|
|
||
Construction & engineering
|
41,368
|
|
|
2.30
|
|
|
|
50,003
|
|
|
3.88
|
|
|
||
Apparel, accessories & luxury goods
|
36,539
|
|
|
2.03
|
|
|
|
38,413
|
|
|
2.98
|
|
|
||
Auto parts & equipment
|
35,090
|
|
|
1.95
|
|
|
|
1,550
|
|
|
0.12
|
|
|
||
Specialty stores
|
31,392
|
|
|
1.74
|
|
|
|
34,106
|
|
|
2.65
|
|
|
||
Household products
|
29,331
|
|
|
1.63
|
|
|
|
29,880
|
|
|
2.32
|
|
|
||
Home improvement retail
|
29,315
|
|
|
1.63
|
|
|
|
28,263
|
|
|
2.19
|
|
|
||
Data processing & outsources services
|
23,225
|
|
|
1.29
|
|
|
|
—
|
|
|
—
|
|
|
||
Research & consulting services
|
18,008
|
|
|
1.00
|
|
|
|
14,189
|
|
|
1.10
|
|
|
||
Industrial machinery
|
17,956
|
|
|
1.00
|
|
|
|
21,750
|
|
|
1.69
|
|
|
||
Air freight & logistics
|
16,115
|
|
|
0.89
|
|
|
|
15,931
|
|
|
1.24
|
|
|
||
Food distributors
|
15,815
|
|
|
0.88
|
|
|
|
18,400
|
|
|
1.43
|
|
|
||
Security & alarm services
|
13,088
|
|
|
0.73
|
|
|
|
—
|
|
|
—
|
|
|
||
Environmental & facilities services
|
8,832
|
|
|
0.49
|
|
|
|
12,175
|
|
|
0.95
|
|
|
||
Construction materials
|
7,281
|
|
|
0.40
|
|
|
|
7,200
|
|
|
0.56
|
|
|
||
Diversified financial services
|
5,894
|
|
|
0.33
|
|
|
|
39,288
|
|
|
3.05
|
|
|
||
Multi-sector holdings
|
3,944
|
|
|
0.20
|
|
|
|
2,760
|
|
|
0.22
|
|
|
||
Building products
|
732
|
|
|
0.04
|
|
|
|
750
|
|
|
0.06
|
|
|
||
Movies & entertainment
|
150
|
|
|
0.01
|
|
|
|
262
|
|
|
0.02
|
|
|
||
Thrift & mortgage finance
|
109
|
|
|
0.01
|
|
|
|
—
|
|
|
—
|
|
|
||
Electronic equipment & instruments
|
—
|
|
|
—
|
|
|
|
36,265
|
|
|
2.82
|
|
|
||
Integrated telecommunication services
|
—
|
|
|
—
|
|
|
|
32,892
|
|
|
2.55
|
|
|
||
Distributors
|
—
|
|
|
—
|
|
|
|
20,153
|
|
|
1.56
|
|
|
||
Restaurants
|
—
|
|
|
—
|
|
|
|
19,468
|
|
|
1.51
|
|
|
||
Electronic manufacturing services
|
—
|
|
|
—
|
|
|
|
3,835
|
|
|
0.30
|
|
|
||
Total
|
$
|
1,802,101
|
|
|
100.00
|
|
%
|
|
$
|
1,288,108
|
|
|
100.00
|
|
%
|
|
|
Three months
ended June 30, 2013 |
|
Three months
ended June 30, 2012 |
|
Nine months
ended June 30, 2013 |
|
Nine months
ended June 30, 2012 |
||||||||
Earnings per common share — basic:
|
|
|
|
|
|
|
|
|
||||||||
Net increase in net assets resulting from operations
|
|
$
|
26,006
|
|
|
$
|
22,089
|
|
|
$
|
75,684
|
|
|
$
|
52,329
|
|
Weighted average common shares outstanding — basic
|
|
118,271
|
|
|
82,421
|
|
|
106,353
|
|
|
78,089
|
|
||||
Earnings per common share — basic
|
|
$
|
0.22
|
|
|
$
|
0.27
|
|
|
$
|
0.71
|
|
|
$
|
0.67
|
|
Earnings per common share — diluted:
|
|
|
|
|
|
|
|
|
||||||||
Net increase in net assets resulting from operations, before adjustments
|
|
$
|
26,006
|
|
|
$
|
22,089
|
|
|
$
|
75,684
|
|
|
$
|
52,329
|
|
Adjustments for interest on convertible notes, base management fees, incentive fees and gain on extinguishment of convertible notes
|
|
1,365
|
|
|
1,205
|
|
|
2,714
|
|
|
3,113
|
|
||||
Net increase in net assets resulting from operations, as adjusted
|
|
27,371
|
|
|
23,294
|
|
|
78,398
|
|
|
55,442
|
|
||||
Weighted average common shares outstanding — basic
|
|
118,271
|
|
|
82,421
|
|
|
106,353
|
|
|
78,089
|
|
||||
Adjustments for dilutive effect of convertible notes
|
|
7,790
|
|
|
7,858
|
|
|
7,790
|
|
|
8,236
|
|
||||
Weighted average common shares outstanding — diluted
|
|
126,061
|
|
|
90,279
|
|
|
114,143
|
|
|
86,325
|
|
||||
Earnings per common share — diluted
|
|
$
|
0.22
|
|
|
$
|
0.26
|
|
|
$
|
0.69
|
|
|
$
|
0.64
|
|
Date Declared
|
|
Record
Date
|
|
Payment
Date
|
|
Amount
per Share
|
|
Cash
Distribution
|
|
DRIP Shares
Issued
|
|
|
DRIP Shares
Value
|
||||
November 10, 2011
|
|
January 13, 2012
|
|
January 31, 2012
|
|
$
|
0.0958
|
|
|
$
|
6.6 million
|
|
29,902
|
(1)
|
|
$
|
0.3 million
|
November 10, 2011
|
|
February 15, 2012
|
|
February 29, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
45,071
|
|
|
|
0.4 million
|
|
November 10, 2011
|
|
March 15, 2012
|
|
March 30, 2012
|
|
0.0958
|
|
|
|
7.5 million
|
|
41,807
|
(1)
|
|
|
0.4 million
|
|
February 7, 2012
|
|
April 13, 2012
|
|
April 30, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
48,328
|
(1)
|
|
|
0.5 million
|
|
February 7, 2012
|
|
May 15, 2012
|
|
May 31, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
47,877
|
(1)
|
|
|
0.5 million
|
|
February 7, 2012
|
|
June 15, 2012
|
|
June 29, 2012
|
|
0.0958
|
|
|
|
7.5 million
|
|
41,499
|
|
|
|
0.4 million
|
|
May 7, 2012
|
|
July 13, 2012
|
|
July 31, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
49,217
|
|
|
|
0.5 million
|
|
May 7, 2012
|
|
August 15, 2012
|
|
August 31, 2012
|
|
0.0958
|
|
|
|
7.5 million
|
|
41,359
|
|
|
|
0.4 million
|
|
May 7, 2012
|
|
September 14, 2012
|
|
September 28, 2012
|
|
0.0958
|
|
|
|
8.3 million
|
|
43,952
|
|
|
|
0.5 million
|
|
August 6, 2012
|
|
October 15, 2012
|
|
October 31, 2012
|
|
0.0958
|
|
|
|
8.2 million
|
|
51,754
|
|
|
|
0.5 million
|
|
August 6, 2012
|
|
November 15, 2012
|
|
November 30, 2012
|
|
0.0958
|
|
|
|
8.2 million
|
|
53,335
|
|
|
|
0.5 million
|
|
August 6, 2012
|
|
December 14, 2012
|
|
December 28, 2012
|
|
0.0958
|
|
|
|
9.5 million
|
|
64,680
|
|
|
|
0.6 million
|
|
August 6, 2012
|
|
January 15, 2013
|
|
January 31, 2013
|
|
0.0958
|
|
|
|
9.5 million
|
|
61,782
|
|
|
|
0.6 million
|
|
August 6, 2012
|
|
February 15, 2013
|
|
February 28, 2013
|
|
0.0958
|
|
|
|
9.1 million
|
|
103,356
|
|
|
|
1.0 million
|
|
January 14, 2013
|
|
March 15, 2013
|
|
March 29, 2013
|
|
0.0958
|
|
|
|
9.1 million
|
|
100,802
|
|
|
|
1.1 million
|
|
January 14, 2013
|
|
April 15, 2013
|
|
April 30, 2013
|
|
0.0958
|
|
|
|
10.3 million
|
|
111,167
|
|
|
|
1.2 million
|
|
January 14, 2013
|
|
May 15, 2013
|
|
May 31, 2013
|
|
0.0958
|
|
|
|
10.3 million
|
|
127,152
|
|
|
|
1.3 million
|
|
May 6, 2013
|
|
June 14, 2013
|
|
June 28, 2013
|
|
0.0958
|
|
|
|
10.5 million
|
|
112,821
|
|
|
|
1.1 million
|
|
Nine months
ended June 30, 2013 |
|
Nine months
ended June 30, 2012 |
||||
PIK balance at beginning of period
|
$
|
18,431
|
|
|
$
|
22,672
|
|
Gross PIK interest accrued
|
12,556
|
|
|
12,306
|
|
||
PIK income reserves(1)
|
(745
|
)
|
|
(2,074
|
)
|
||
PIK interest received in cash
|
(5,492
|
)
|
|
(5,007
|
)
|
||
Loan exits and other PIK adjustments
|
(2,769
|
)
|
|
—
|
|
||
PIK balance at end of period
|
$
|
21,981
|
|
|
$
|
27,897
|
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
|
June 30, 2012
|
|
||||||||||||||||||||||||||||||||||||||||
|
Cost
|
|
% of Portfolio
|
|
|
Fair
Value
|
|
% of Portfolio
|
|
|
Cost
|
|
% of Portfolio
|
|
|
Fair
Value
|
|
|
% of Portfolio
|
|
|
Cost
|
|
% of Portfolio
|
|
|
Fair
Value
|
|
% of Portfolio
|
|
||||||||||||||||||
Accrual
|
$
|
1,776,079
|
|
|
100.00
|
%
|
|
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
$
|
1,256,265
|
|
|
99.04
|
%
|
|
|
$
|
1,284,872
|
|
|
|
99.75
|
%
|
|
|
$
|
1,168,495
|
|
|
95.75
|
%
|
|
|
$
|
1,181,490
|
|
|
98.61
|
%
|
|
PIK non-accrual
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
12,224
|
|
|
0.96
|
|
|
|
3,236
|
|
|
|
0.25
|
|
|
|
15,637
|
|
|
1.28
|
|
|
|
3,454
|
|
|
0.29
|
|
|
||||||
Cash non-accrual(1)
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
36,260
|
|
|
2.97
|
|
|
|
13,153
|
|
|
1.10
|
|
|
||||||
Total
|
$
|
1,776,079
|
|
|
100.00
|
%
|
|
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
$
|
1,268,489
|
|
|
100.00
|
%
|
|
|
$
|
1,288,108
|
|
|
|
100.00
|
%
|
|
|
$
|
1,220,392
|
|
|
100.00
|
%
|
|
|
$
|
1,198,097
|
|
|
100.00
|
%
|
|
|
June 30, 2013
|
|
September 30, 2012
|
|
June 30, 2012
|
|||
Coll Materials Group LLC (1)
|
—
|
|
|
PIK non-accrual
|
|
|
—
|
|
Lighting by Gregory, LLC (1)
|
—
|
|
|
—
|
|
|
Cash non-accrual
|
|
Repechage Investments Limited (1)
|
—
|
|
|
—
|
|
|
Cash non-accrual
|
|
Rail Acquisition Corp. (1)
|
—
|
|
|
—
|
|
|
PIK non-accrual
|
|
Traffic Control & Safety Corp. – Second Lien and Subordinated Debt (1)
|
—
|
|
|
—
|
|
|
Cash non-accrual
|
|
|
|
Three months
ended June 30, 2013 |
|
|
Three months
ended June 30, 2012 |
|
|
Nine months
ended June 30, 2013 |
|
|
Nine months
ended June 30, 2012 |
|
|||||||
Cash interest income
|
|
$
|
(721)
|
|
(1)
|
|
$
|
524
|
|
|
|
$
|
288
|
|
|
|
$
|
2,681
|
|
PIK interest income
|
|
|
130
|
|
|
|
|
1,033
|
|
|
|
|
745
|
|
|
|
|
3,078
|
|
OID income
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
95
|
|
Total
|
|
$
|
(591)
|
|
|
|
$
|
1,557
|
|
|
|
$
|
1,033
|
|
|
|
$
|
5,854
|
|
|
|
Three months
ended June 30, 2013 |
|
Nine months
ended June 30, 2013 |
|
||||
Net increase in net assets resulting from operations
|
|
$
|
26,006
|
|
|
$
|
75,684
|
|
|
Net change in unrealized appreciation
|
|
|
(13,062
|
)
|
|
|
(6,402
|
)
|
|
Book/tax difference due to deferred loan fees
|
|
|
(4,738
|
)
|
|
|
(9,560
|
)
|
|
Book/tax difference due to organizational and deferred offering costs
|
|
|
(22
|
)
|
|
|
(65
|
)
|
|
Book/tax difference due to interest income on certain loans
|
|
|
(721
|
)
|
|
|
424
|
|
|
Book/tax difference due to capital losses not recognized
|
|
|
17,450
|
|
|
|
16,971
|
|
|
Other book/tax differences
|
|
|
(577
|
)
|
|
|
(2,011
|
)
|
|
Taxable/Distributable Income (1)
|
|
$
|
24,336
|
|
|
$
|
75,041
|
|
|
Distribution Type
|
|
Date Declared
|
|
|
Record Date
|
|
|
Payment Date
|
|
|
Amount Per Share
|
|
||||
Quarterly
|
|
|
5/1/2008
|
|
|
|
5/19/2008
|
|
|
|
6/3/2008
|
|
|
$
|
0.30
|
|
Quarterly
|
|
|
8/6/2008
|
|
|
|
9/10/2008
|
|
|
|
9/26/2008
|
|
|
|
0.31
|
|
Quarterly
|
|
|
12/9/2008
|
|
|
|
12/19/2008
|
|
|
|
12/29/2008
|
|
|
|
0.32
|
|
Quarterly
|
|
|
12/9/2008
|
|
|
|
12/30/2008
|
|
|
|
1/29/2009
|
|
|
|
0.33
|
|
Special
|
|
|
12/18/2008
|
|
|
|
12/30/2008
|
|
|
|
1/29/2009
|
|
|
|
0.05
|
|
Quarterly
|
|
|
4/14/2009
|
|
|
|
5/26/2009
|
|
|
|
6/25/2009
|
|
|
|
0.25
|
|
Quarterly
|
|
|
8/3/2009
|
|
|
|
9/8/2009
|
|
|
|
9/25/2009
|
|
|
|
0.25
|
|
Quarterly
|
|
|
11/12/2009
|
|
|
|
12/10/2009
|
|
|
|
12/29/2009
|
|
|
|
0.27
|
|
Quarterly
|
|
|
1/12/2010
|
|
|
|
3/3/2010
|
|
|
|
3/30/2010
|
|
|
|
0.30
|
|
Quarterly
|
|
|
5/3/2010
|
|
|
|
5/20/2010
|
|
|
|
6/30/2010
|
|
|
|
0.32
|
|
Quarterly
|
|
|
8/2/2010
|
|
|
|
9/1/2010
|
|
|
|
9/29/2010
|
|
|
|
0.10
|
|
Monthly
|
|
|
8/2/2010
|
|
|
|
10/6/2010
|
|
|
|
10/27/2010
|
|
|
|
0.10
|
|
Monthly
|
|
|
8/2/2010
|
|
|
|
11/3/2010
|
|
|
|
11/24/2010
|
|
|
|
0.11
|
|
Monthly
|
|
|
8/2/2010
|
|
|
|
12/1/2010
|
|
|
|
12/29/2010
|
|
|
|
0.11
|
|
Monthly
|
|
|
11/30/2010
|
|
|
|
1/4/2011
|
|
|
|
1/31/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
11/30/2010
|
|
|
|
2/1/2011
|
|
|
|
2/28/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
11/30/2010
|
|
|
|
3/1/2011
|
|
|
|
3/31/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
1/30/2011
|
|
|
|
4/1/2011
|
|
|
|
4/29/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
1/30/2011
|
|
|
|
5/2/2011
|
|
|
|
5/31/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
1/30/2011
|
|
|
|
6/1/2011
|
|
|
|
6/30/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
5/2/2011
|
|
|
|
7/1/2011
|
|
|
|
7/29/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
5/2/2011
|
|
|
|
8/1/2011
|
|
|
|
8/31/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
5/2/2011
|
|
|
|
9/1/2011
|
|
|
|
9/30/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
8/1/2011
|
|
|
|
10/14/2011
|
|
|
|
10/31/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
8/1/2011
|
|
|
|
11/15/2011
|
|
|
|
11/30/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
8/1/2011
|
|
|
|
12/13/2011
|
|
|
|
12/23/2011
|
|
|
|
0.1066
|
|
Monthly
|
|
|
11/10/2011
|
|
|
|
1/13/2012
|
|
|
|
1/31/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
11/10/2011
|
|
|
|
2/15/2012
|
|
|
|
2/29/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
11/10/2011
|
|
|
|
3/15/2012
|
|
|
|
3/30/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
2/7/2012
|
|
|
|
4/13/2012
|
|
|
|
4/30/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
2/7/2012
|
|
|
|
5/15/2012
|
|
|
|
5/31/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
2/7/2012
|
|
|
|
6/15/2012
|
|
|
|
6/29/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
5/7/2012
|
|
|
|
7/13/2012
|
|
|
|
7/31/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
5/7/2012
|
|
|
|
8/15/2012
|
|
|
|
8/31/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
5/7/2012
|
|
|
|
9/14/2012
|
|
|
|
9/28/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
8/6/2012
|
|
|
|
10/15/2012
|
|
|
|
10/31/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
8/6/2012
|
|
|
|
11/15/2012
|
|
|
|
11/30/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
8/6/2012
|
|
|
|
12/14/2012
|
|
|
|
12/28/2012
|
|
|
|
0.0958
|
|
Monthly
|
|
|
8/6/2012
|
|
|
|
1/15/2013
|
|
|
|
1/31/2013
|
|
|
|
0.0958
|
|
Monthly
|
|
|
8/6/2012
|
|
|
|
2/15/2013
|
|
|
|
2/28/2013
|
|
|
|
0.0958
|
|
Monthly
|
|
|
1/14/2013
|
|
|
|
3/15/2013
|
|
|
|
3/29/2013
|
|
|
|
0.0958
|
|
Monthly
|
|
|
1/14/2013
|
|
|
|
4/15/2013
|
|
|
|
4/30/2013
|
|
|
|
0.0958
|
|
Monthly
|
|
|
1/14/2013
|
|
|
|
5/15/2013
|
|
|
|
5/31/2013
|
|
|
|
0.0958
|
|
Monthly
|
|
|
5/6/2013
|
|
|
|
6/14/2013
|
|
|
|
6/28/2013
|
|
|
|
0.0958
|
|
•
|
In October 2012, the Company received a cash payment of $4.2 million from Rail Acquisition Corp. in full satisfaction of all obligations related to the revolving loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In October 2012, the Company received a cash payment of $5.4 million from Bojangles in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In October 2012, the Company received a cash payment of $21.9 million from Blue Coat Systems, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In October 2012, the Company received a cash payment of $9.9 million from Insight Pharmaceuticals LLC in full satisfaction of all obligations related to the first lien loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In November 2012, the Company received a cash payment of $8.5 million from SolutionSet, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In January 2013, the Company received a cash payment of $30.2 million from NDSSI Holdings, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction. The Company also received an additional $3.0 million in connection with the sale of its preferred equity investment (including accumulated PIK of $0.9 million), realizing a gain of $0.1 million;
|
•
|
In January 2013, the Company received a cash payment of $44.6 million from Welocalize, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In February 2013, the Company received a cash payment of $14.6 million from Edmentum, Inc. in full satisfaction of all obligations under the first lien loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In February 2013, the Company received a cash payment of $7.1 million from Advanced Pain Management Holdings, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2013, the Company received a cash payment of $10.0 million from eResearch Technology, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2013, the Company received a cash payment of $15.0 million from AdVenture Interactive, Corp. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2013, the Company received a cash payment of $19.5 million from idX Corporation in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on the transaction;
|
•
|
In April 2013, the Company realized a loss in the amount of $11.2 million after the senior-most creditors foreclosed on the assets of Coll Materials Group, LLC. The Company maintains a $1.0 million receivable related to a financial guarantee related to the transaction;
|
•
|
In April 2013, the Company received a cash payment of $14.1 million from Huddle House, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In April 2013, the Company received a cash payment of $20.4 million from Slate Pharmaceuticals Acquisition Corp. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In April 2013, the Company received a cash payment of $12.5 million from Securus Technologies Holdings, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, the Company received a cash payment of $9.6 million from ConvergeOne Holdings Corp. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, the Company received a cash payment of $30.9 million from CompuCom Systems, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, the Company received a cash payment of $31.1 million from Cardon Healthcare Network, LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, the Company restructured its investment in Trans-Trade Brokers, Inc. As part of the restructuring, the Company exchanged cash and its debt and equity securities for debt and equity securities in the restructured entity, TransTrade Operators, Inc., and recorded a realized loss in the amount of $6.1 million on this transaction;
|
•
|
In June 2013, the Company received a cash payment of $33.6 million from U.S. Retirement Partners, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In June 2013, the Company received a cash payment of $14.6 million from Traffic Solutions Holdings, Inc. in full satisfaction of all obligations related to the Term Loan A and Revolver under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction; and
|
•
|
During the nine months ended
June 30, 2013
, the Company received cash payments of $54.0 million in connection with partial sales of debt investments in the open market and recorded a net realized gain of $0.5 million.
|
•
|
In November 2011, the Company recorded a realized loss in the amount of $18.1 million as a result of a Delaware bankruptcy court judge ruling which confirmed a Chapter 11 plan of reorganization that provided no recovery on the Company’s investment in Premier Trailer Leasing, Inc.;
|
•
|
In November 2011, the Company received a cash payment of $20.2 million from IZI Medical Products, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and the Company received an additional $1.3 million proceeds from its equity investment, realizing a gain of $0.8 million;
|
•
|
In December 2011, the Company received a cash payment of $23.0 million from ADAPCO, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In December 2011, the Company received a cash payment of $2.0 million from Best Vinyl Fence & Deck, LLC in full satisfaction of all obligations related to the Term Loan A under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In December 2011, the Company received a cash payment of $9.2 million from Actient Pharmaceuticals LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In December 2011, the Company sold $4.0 million of its $10.0 million debt investment in Bojangles and no realized gain or loss was recorded on this transaction;
|
•
|
In December 2011, the Company sold $2.0 million of its $11.5 million debt investment in US Collections, Inc. and no realized gain or loss was recorded on this transaction;
|
•
|
In January 2012, the Company received a cash payment of $18.5 million from IOS Acquisitions, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In February 2012, the Company received a cash payment of $2.1 million from O'Currance, Inc. The debt investment was exited below par and the Company recorded a realized loss in the amount of $10.7 million on this transaction;
|
•
|
In February 2012, the Company received a cash payment of $25.0 million from Ernest Health, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, the Company received a cash payment of $47.7 million from CRGT, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, the Company received a cash payment of $24.5 million from Epic Acquisition, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, the Company received a cash payment of $48.8 million from Dominion Diagnostics, LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, the Company received a cash payment of $5.0 million from Genoa Healthcare Holdings, LLC in full satisfaction of all obligations under the senior loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2012, the Company received a cash payment of $28.9 million from JTC Education, Inc. in full satisfaction of all obligations under the first lien loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2012, the Company received a cash payment of $6.1 million from Fitness Edge, LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction; and
|
•
|
In June 2012, the Company received a cash payment of $20.2 million from Caregiver Services, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction.
|
•
|
No incentive fee is payable to the Investment Adviser in any fiscal quarter in which the Company’s Pre-Incentive Fee Net Investment Income does not exceed the hurdle rate of 2% (the “preferred return” or “hurdle”);
|
•
|
100% of the Company's Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than or equal to 2.5% in any fiscal quarter (10% annualized) is payable to the Investment Adviser. The Company refers to this portion of its Pre-Incentive Fee Net Investment Income (which exceeds the hurdle rate but is less than or equal to 2.5%) as the “catch-up.” The “catch-up” provision is
|
•
|
20% of the amount of the Company's Pre-Incentive Fee Net Investment Income, if any, that exceeds 2.5% in any fiscal quarter (10% annualized) is payable to the Investment Adviser once the hurdle is reached and the catch-up is achieved (20% of all Pre-Incentive Fee Net Investment Income thereafter is allocated to the Investment Adviser).
|
|
|
Three months
ended June 30, 2013 |
|
Three months
ended June 30, 2012 |
|
Nine months
ended June 30, 2013 |
|
Nine months
ended June 30, 2012 |
||||||||
Net asset value at beginning of period
|
|
$
|
9.90
|
|
|
$
|
9.87
|
|
|
$
|
9.92
|
|
|
$
|
10.07
|
|
Net investment income
|
|
0.26
|
|
|
0.27
|
|
|
0.81
|
|
|
0.84
|
|
||||
Net unrealized appreciation on investments
|
|
0.11
|
|
|
—
|
|
|
0.06
|
|
|
0.18
|
|
||||
Net realized loss on investments
|
|
(0.15
|
)
|
|
—
|
|
|
(0.16
|
)
|
|
(0.35
|
)
|
||||
Distributions paid
|
|
(0.29
|
)
|
|
(0.29
|
)
|
|
(0.87
|
)
|
|
(0.89
|
)
|
||||
Issuance of common stock
|
|
0.07
|
|
|
—
|
|
|
0.14
|
|
|
—
|
|
||||
Net asset value at end of period
|
|
$
|
9.90
|
|
|
$
|
9.85
|
|
|
$
|
9.90
|
|
|
$
|
9.85
|
|
Per share market value at beginning of period
|
|
$
|
11.02
|
|
|
$
|
9.76
|
|
|
$
|
10.98
|
|
|
$
|
9.32
|
|
Per share market value at end of period
|
|
$
|
10.45
|
|
|
$
|
9.98
|
|
|
$
|
10.45
|
|
|
$
|
9.98
|
|
Total return(1)
|
|
(2.45
|
)%
|
|
5.29
|
%
|
|
3.52
|
%
|
|
17.28
|
%
|
||||
Common shares outstanding at beginning of period
|
|
106,209
|
|
|
82,421
|
|
|
91,048
|
|
|
72,376
|
|
||||
Common shares outstanding at end of period
|
|
120,996
|
|
|
82,462
|
|
|
120,996
|
|
|
82,462
|
|
||||
Net assets at beginning of period
|
|
$
|
1,050,961
|
|
|
$
|
813,322
|
|
|
$
|
903,570
|
|
|
$
|
728,627
|
|
Net assets at end of period
|
|
$
|
1,197,268
|
|
|
$
|
812,071
|
|
|
$
|
1,197,268
|
|
|
$
|
812,071
|
|
Average net assets(2)
|
|
$
|
1,180,475
|
|
|
$
|
816,609
|
|
|
$
|
1,058,174
|
|
|
$
|
777,094
|
|
Ratio of net investment income to average net assets(3)
|
|
10.33
|
%
|
|
10.76
|
%
|
|
10.90
|
%
|
|
11.26
|
%
|
||||
Ratio of total expenses to average net assets(4)
|
|
9.66
|
%
|
|
9.49
|
%
|
|
9.96
|
%
|
|
10.02
|
%
|
||||
Ratio of portfolio turnover to average investments at fair value
|
|
9.57
|
%
|
|
5.22
|
%
|
|
25.63
|
%
|
|
25.13
|
%
|
||||
Weighted average outstanding debt(5)
|
|
$
|
621,178
|
|
|
$
|
371,346
|
|
|
$
|
558,850
|
|
|
$
|
409,254
|
|
Average debt per share
|
|
$
|
5.25
|
|
|
$
|
4.51
|
|
|
$
|
5.25
|
|
|
$
|
5.24
|
|
(1)
|
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 dividend reinvestment plan. Total return is not annualized during interim periods.
|
(2)
|
Calculated based upon the weighted average net assets for the period.
|
(3)
|
Interim periods are annualized.
|
(4)
|
Interim periods are annualized except for the effect of voluntary fee waivers. The ratio of total expenses to average net assets excluding voluntary fee waivers would be 9.74% and 10.18%, respectively, for the three and nine months ended June 30, 2013.
|
(5)
|
Calculated based upon the weighted average of loans payable for the period.
|
•
|
our future operating results and dividend projections;
|
•
|
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;
|
•
|
the adequacy of our cash resources and working capital; and
|
•
|
the timing of cash flows, if any, from the operations of our portfolio companies.
|
•
|
changes in the economy and the financial markets;
|
•
|
risks associated with possible disruption in our operations or the economy generally due to terrorism or natural disasters;
|
•
|
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, SBICs or RICs; and
|
•
|
other considerations that may be disclosed from time to time in our publicly disseminated documents and filings.
|
•
|
The quarterly valuation process begins with each portfolio company or investment being initially valued by our finance department;
|
•
|
Preliminary valuations are then reviewed and discussed with principals of the investment adviser;
|
•
|
Separately, independent valuation firms are engaged by our Board of Directors to prepare preliminary valuations on a selected basis and submit the reports to us;
|
•
|
Our finance department compares and contrasts its preliminary valuations to the preliminary valuations of the independent valuation firms;
|
•
|
Our finance department prepares a valuation report for the Audit Committee of our Board of Directors;
|
•
|
The Audit Committee of our Board of Directors is apprised of the preliminary valuations of the independent valuation firms;
|
•
|
The Audit Committee of our Board of Directors reviews the preliminary valuations, and our finance department responds and supplements the preliminary valuations to reflect any comments provided by the Audit Committee;
|
•
|
The Audit Committee of our Board of Directors makes a recommendation to the Board of Directors regarding the fair value of the investments in our portfolio; and
|
•
|
Our Board of Directors discusses the valuations and determines the fair value of each investment in our portfolio in good faith.
|
|
June 30,
2013 |
|
September 30,
2012 |
||
Cost:
|
|
|
|
||
First lien debt
|
65.60
|
%
|
|
70.06
|
%
|
Second lien debt
|
14.10
|
|
|
10.71
|
|
Subordinated debt
|
16.40
|
|
|
15.92
|
|
Purchased equity
|
3.43
|
|
|
2.72
|
|
Equity grants
|
0.24
|
|
|
0.37
|
|
Limited partnership interests
|
0.23
|
|
|
0.22
|
|
Total
|
100.00
|
%
|
|
100.00
|
%
|
|
|
|
|
||
|
June 30,
2013 |
|
September 30,
2012 |
||
Fair value:
|
|
|
|
||
First lien debt
|
64.71
|
%
|
|
70.06
|
%
|
Second lien debt
|
14.02
|
|
|
10.35
|
|
Subordinated debt
|
16.34
|
|
|
15.95
|
|
Purchased equity
|
4.39
|
|
|
3.00
|
|
Equity grants
|
0.31
|
|
|
0.43
|
|
Limited partnership interests
|
0.23
|
|
|
0.21
|
|
Total
|
100.00
|
%
|
|
100.00
|
%
|
|
June 30,
2013 |
|
September 30,
2012 |
|
||
Cost:
|
|
|
|
|
||
Healthcare services
|
12.88
|
|
%
|
13.32
|
|
%
|
Diversified support services
|
12.03
|
|
|
8.78
|
|
|
Education services
|
9.78
|
|
|
7.81
|
|
|
Advertising
|
8.78
|
|
|
4.23
|
|
|
Specialized finance
|
6.92
|
|
|
—
|
|
|
Internet software & services
|
5.45
|
|
|
5.81
|
|
|
Healthcare equipment
|
5.09
|
|
|
6.53
|
|
|
IT consulting & other services
|
4.55
|
|
|
3.55
|
|
|
Oil & gas equipment services
|
4.35
|
|
|
4.75
|
|
|
Human resources & employment services
|
3.68
|
|
|
1.53
|
|
|
Leisure products
|
2.99
|
|
|
4.38
|
|
|
Pharmaceuticals
|
2.90
|
|
|
3.18
|
|
|
Leisure facilities
|
2.42
|
|
|
2.34
|
|
|
Apparel, accessories & luxury goods
|
2.07
|
|
|
2.99
|
|
|
Auto parts & equipment
|
1.85
|
|
|
0.08
|
|
|
Construction & engineering
|
1.81
|
|
|
3.65
|
|
|
Specialty stores
|
1.74
|
|
|
2.60
|
|
|
Household products
|
1.66
|
|
|
2.34
|
|
|
Home improvement retail
|
1.66
|
|
|
2.24
|
|
|
Data processing & outsources services
|
1.31
|
|
|
—
|
|
|
Research & consulting services
|
1.00
|
|
|
1.09
|
|
|
Food distributors
|
0.97
|
|
|
1.43
|
|
|
Industrial machinery
|
0.95
|
|
|
1.66
|
|
|
Air freight & logistics
|
0.93
|
|
|
1.49
|
|
|
Security & alarm services
|
0.74
|
|
|
—
|
|
|
Environmental & facilities services
|
0.49
|
|
|
1.66
|
|
|
Construction materials
|
0.40
|
|
|
0.55
|
|
|
Diversified financial services
|
0.33
|
|
|
3.03
|
|
|
Multi-sector holdings
|
0.21
|
|
|
0.21
|
|
|
Building products
|
0.04
|
|
|
0.06
|
|
|
Thrift & mortgage finance
|
0.01
|
|
|
—
|
|
|
Movies & entertainment
|
0.01
|
|
|
0.02
|
|
|
Electronic equipment & instruments
|
—
|
|
|
2.85
|
|
|
Integrated telecommunication services
|
—
|
|
|
2.52
|
|
|
Restaurants
|
—
|
|
|
1.51
|
|
|
Distributors
|
—
|
|
|
1.51
|
|
|
Electronic manufacturing services
|
—
|
|
|
0.30
|
|
|
Total
|
100.00
|
|
%
|
100.00
|
|
%
|
|
|
|
|
|
|
June 30,
2013 |
|
September 30,
2012 |
|
||
Fair Value:
|
|
|
|
|
||
Healthcare services
|
12.59
|
|
%
|
13.58
|
|
%
|
Diversified support services
|
11.92
|
|
|
8.77
|
|
|
Education services
|
9.71
|
|
|
7.71
|
|
|
Advertising
|
8.68
|
|
|
4.20
|
|
|
Specialized finance
|
6.82
|
|
|
—
|
|
|
Internet software & services
|
5.67
|
|
|
6.15
|
|
|
Healthcare equipment
|
5.07
|
|
|
6.53
|
|
|
IT consulting & other services
|
4.55
|
|
|
3.55
|
|
|
Oil & gas equipment services
|
4.37
|
|
|
4.82
|
|
|
Human resources & employment services
|
3.63
|
|
|
1.57
|
|
|
Leisure products
|
3.10
|
|
|
4.38
|
|
|
Pharmaceuticals
|
2.93
|
|
|
3.18
|
|
|
Leisure facilities
|
2.41
|
|
|
2.36
|
|
|
Construction & engineering
|
2.30
|
|
|
3.88
|
|
|
Apparel, accessories & luxury goods
|
2.03
|
|
|
2.98
|
|
|
Auto parts & equipment
|
1.95
|
|
|
0.12
|
|
|
Specialty stores
|
1.74
|
|
|
2.65
|
|
|
Household products
|
1.63
|
|
|
2.32
|
|
|
Home improvement retail
|
1.63
|
|
|
2.19
|
|
|
Data processing & outsources services
|
1.29
|
|
|
—
|
|
|
Research & consulting services
|
1.00
|
|
|
1.10
|
|
|
Industrial machinery
|
1.00
|
|
|
1.69
|
|
|
Air freight & logistics
|
0.89
|
|
|
1.24
|
|
|
Food distributors
|
0.88
|
|
|
1.43
|
|
|
Security & alarm services
|
0.73
|
|
|
—
|
|
|
Environmental & facilities services
|
0.49
|
|
|
0.95
|
|
|
Construction materials
|
0.40
|
|
|
0.56
|
|
|
Diversified financial services
|
0.33
|
|
|
3.05
|
|
|
Multi-sector holdings
|
0.20
|
|
|
0.22
|
|
|
Building products
|
0.04
|
|
|
0.06
|
|
|
Movies & entertainment
|
0.01
|
|
|
0.02
|
|
|
Thrift & mortgage finance
|
0.01
|
|
|
—
|
|
|
Electronic equipment & instruments
|
—
|
|
|
2.82
|
|
|
Integrated telecommunication services
|
—
|
|
|
2.55
|
|
|
Distributors
|
—
|
|
|
1.56
|
|
|
Restaurants
|
—
|
|
|
1.51
|
|
|
Electronic manufacturing services
|
—
|
|
|
0.30
|
|
|
Total
|
100.00
|
|
%
|
100.00
|
|
%
|
•
|
Investment Ranking 1 is used for investments that are performing above expectations and/or a capital gain is expected.
|
•
|
Investment Ranking 2 is used for investments that are performing substantially within our expectations, and whose risks remain neutral or favorable compared to the potential risks at the time of the original investment. All new investments are initially ranked 2.
|
•
|
Investment Ranking 3 is used for investments that are performing below our expectations and that require closer monitoring, but where we expect no loss of investment return (interest and/or dividends) or principal. Companies with a ranking of 3 may be out of compliance with financial covenants.
|
•
|
Investment Ranking 4 is used for investments that are performing below our expectations and whose risks have increased materially since the original investment. We expect some loss of investment return, but no loss of principal.
|
•
|
Investment Ranking 5 is used for investments that are performing substantially below our expectations and whose risks have increased substantially since the original investment. Investments with a ranking of 5 are those for which some loss of principal is expected.
|
|
June 30, 2013
|
|
September 30, 2012
|
|
|||||||||||||||||
Investment Ranking
|
Fair Value
|
|
% of Portfolio
|
|
|
Leverage Ratio
|
|
Fair Value
|
|
|
% of Portfolio
|
|
|
Leverage Ratio
|
|
||||||
1
|
$
|
269,474
|
|
|
14.95
|
%
|
|
|
3.90
|
|
$
|
68,685
|
|
|
|
5.33
|
%
|
|
|
2.72
|
|
2
|
1,499,220
|
|
|
83.19
|
|
|
|
4.51
|
|
1,212,993
|
|
|
|
94.17
|
|
|
|
3.96
|
|
||
3
|
33,407
|
|
|
1.86
|
|
|
|
NM
|
(1)
|
3,193
|
|
|
|
0.25
|
|
|
|
NM
|
(1)
|
||
4
|
—
|
|
|
—
|
|
|
|
—
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
||
5
|
—
|
|
|
—
|
|
|
|
—
|
|
3,237
|
|
|
|
0.25
|
|
|
|
NM
|
(1)
|
||
Total
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
4.41
|
|
$
|
1,288,108
|
|
|
|
100.00
|
%
|
|
|
3.89
|
|
(1)
|
Due to operating performance, this ratio is not measurable.
|
|
June 30, 2013
|
|
|
September 30, 2012
|
|
|
June 30, 2012
|
|
||||||||||||||||||||||||||||||||||||||||
|
Cost
|
|
% of Portfolio
|
|
|
Fair
Value |
|
% of Portfolio
|
|
|
Cost
|
|
% of Portfolio
|
|
|
Fair
Value |
|
|
% of Portfolio
|
|
|
Cost
|
|
% of Portfolio
|
|
|
Fair
Value |
|
% of Portfolio
|
|
||||||||||||||||||
Accrual
|
$
|
1,776,079
|
|
|
100.00
|
%
|
|
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
$
|
1,256,265
|
|
|
99.04
|
%
|
|
|
$
|
1,284,872
|
|
|
|
99.75
|
%
|
|
|
$
|
1,168,495
|
|
|
95.75
|
%
|
|
|
$
|
1,181,490
|
|
|
98.61
|
%
|
|
PIK non-accrual
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
12,224
|
|
|
0.96
|
|
|
|
3,236
|
|
|
|
0.25
|
|
|
|
15,637
|
|
|
1.28
|
|
|
|
3,454
|
|
|
0.29
|
|
|
||||||
Cash non-accrual(1)
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
36,260
|
|
|
2.97
|
|
|
|
13,153
|
|
|
1.10
|
|
|
||||||
Total
|
$
|
1,776,079
|
|
|
100.00
|
%
|
|
|
$
|
1,802,101
|
|
|
100.00
|
%
|
|
|
$
|
1,268,489
|
|
|
100.00
|
%
|
|
|
$
|
1,288,108
|
|
|
|
100.00
|
%
|
|
|
$
|
1,220,392
|
|
|
100.00
|
%
|
|
|
$
|
1,198,097
|
|
|
100.00
|
%
|
|
(1)
|
Cash non-accrual status is inclusive of PIK and other noncash income, where applicable.
|
|
June 30, 2013
|
|
September 30, 2012
|
|
June 30, 2012
|
|||
Coll Materials Group LLC (1)
|
—
|
|
|
PIK non-accrual
|
|
|
—
|
|
Lighting by Gregory, LLC (1)
|
—
|
|
|
—
|
|
|
Cash non-accrual
|
|
Repechage Investments Limited (1)
|
—
|
|
|
—
|
|
|
Cash non-accrual
|
|
Rail Acquisition Corp. (1)
|
—
|
|
|
—
|
|
|
PIK non-accrual
|
|
Traffic Control & Safety Corp. – Second Lien and Subordinated Debt (1)
|
—
|
|
|
—
|
|
|
Cash non-accrual
|
|
(1)
|
We no longer hold this investment as of
June 30, 2013
.
|
|
|
Three months
ended June 30, 2013 |
|
|
Three months
ended June 30, 2012 |
|
|
Nine months
ended June 30, 2013 |
|
|
Nine months
ended June 30, 2012 |
|
|||||||
Cash interest income
|
|
$
|
(721)
|
|
(1)
|
|
$
|
524
|
|
|
|
$
|
288
|
|
|
|
$
|
2,681
|
|
PIK interest income
|
|
|
130
|
|
|
|
|
1,033
|
|
|
|
|
745
|
|
|
|
|
3,078
|
|
OID income
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
95
|
|
Total
|
|
$
|
(591)
|
|
|
|
$
|
1,557
|
|
|
|
$
|
1,033
|
|
|
|
$
|
5,854
|
|
•
|
Base management fee, which was attributable to a
50.4%
increase in the fair value of the investment portfolio due to an increase in net investment fundings in the year-over-year period;
|
•
|
Incentive fee, which was attributable to a
37.8%
increase in pre-incentive fee net investment income for the year-over-year period; and
|
•
|
Interest expense, which was attributable to a
67.3%
increase in weighted average debt outstanding for the year-over-year period.
|
•
|
Base management fee, which was attributable to the increase in the fair value of the investment portfolio discussed above;
|
•
|
Incentive fee, which was attributable to a
30.6%
increase in pre-incentive fee net investment income for the year-over-year period; and
|
•
|
Interest expense, which was attributable to a
36.6%
increase in weighted average debt outstanding for the year-over-year period.
|
•
|
In October 2012, we received a cash payment of $4.2 million from Rail Acquisition Corp. in full satisfaction of all obligations related to the revolving loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In October 2012, we received a cash payment of $5.4 million from Bojangles in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In October 2012, we received a cash payment of $21.9 million from Blue Coat Systems, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In October 2012, we received a cash payment of $9.9 million from Insight Pharmaceuticals LLC in full satisfaction of all obligations related to the first lien loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In November 2012, we received a cash payment of $8.5 million from SolutionSet, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In January 2013, we received a cash payment of $30.2 million from NDSSI Holdings, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction. We also received an additional $3.0 million in connection with the sale of its preferred equity investment (including accumulated PIK of $0.9 million), realizing a gain of $0.1 million;
|
•
|
In January 2013, we received a cash payment of $44.6 million from Welocalize, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In February 2013, we received a cash payment of $14.6 million from Edmentum, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In February 2013, we received a cash payment of $7.1 million from Advanced Pain Management Holdings, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2013, we received a cash payment of $10.0 million from eResearch Technology, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2013, we received a cash payment of $15.0 million from AdVenture Interactive, Corp. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2013, we received a cash payment of $19.5 million from idX Corporation in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In April 2013, we realized a loss in the amount of $11.2 million after the senior-most creditors foreclosed on the assets of Coll Materials Group, LLC. We maintain a $1.0 million receivable related to a financial guarantee related to the transaction;
|
•
|
In April 2013, we received a cash payment of $14.1 million from Huddle House, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In April 2013, we received a cash payment of $20.4 million from Slate Pharmaceuticals Acquisition Corp. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In April 2013, we received a cash payment of $12.5 million from Securus Technologies Holdings, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, we received a cash payment of $9.6 million from ConvergeOne Holdings Corp. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, we received a cash payment of $30.9 million from CompuCom Systems, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, we received a cash payment of $31.1 million from Cardon Healthcare Network, LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2013, we restructured our investment in Trans-Trade Brokers, Inc. As part of the restructuring, we exchanged cash and its debt and equity securities for debt and equity securities in the restructured entity, TransTrade Operators, Inc. and recorded a realized loss in the amount of $6.1 million on this transaction;
|
•
|
In June 2013, we received a cash payment of $33.6 million from U.S. Retirement Partners, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In June 2013, we received a cash payment of $14.6 million from Traffic Solutions Holdings, Inc. in full satisfaction of all obligations related to the Term Loan A and Revolver under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction; and
|
•
|
During the nine months ended
June 30, 2013
, we received cash payments of $54.0 million in connection with partial sales of debt investments in the open market and recorded a net realized gain of $0.5 million.
|
•
|
In November 2011, we recorded a realized loss in the amount of $18.1 million as a result of a Delaware bankruptcy court judge ruling which confirmed a Chapter 11 plan of reorganization that provided no recovery on our investment in Premier Trailer Leasing, Inc.;
|
•
|
In November 2011, we received a cash payment of $20.2 million from IZI Medical Products, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and we received an additional $1.3 million proceeds from our equity investment, realizing a gain of $0.8 million;
|
•
|
In December 2011, we received a cash payment of $23.0 million from ADAPCO, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In December 2011, we received a cash payment of $2.0 million from Best Vinyl Fence & Deck, LLC in full satisfaction of all obligations related to the Term Loan A under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In December 2011, we received a cash payment of $9.2 million from Actient Pharmaceuticals LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In January 2012, we received a cash payment of $18.5 million from IOS Acquisitions, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (including associated fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In February 2012, we received a cash payment of $2.1 million from O'Currance, Inc. The debt investment was exited below par and the Company recorded a realized loss in the amount of $10.7 million on this transaction;
|
•
|
In February 2012, we received a cash payment of $25.0 million from Ernest Health, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (including associated fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, we received a cash payment of $47.7 million from CRGT, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (including associated fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, we received a cash payment of $24.5 million from Epic Acquisition, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (including associated fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, we received a cash payment of $48.8 million from Dominion Diagnostics, LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (including associated fees) and no realized gain or loss was recorded on this transaction;
|
•
|
In March 2012, we received a cash payment of $5.0 million from Genoa Healthcare Holdings, LLC in full satisfaction of all obligations under the senior loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2012, we received a cash payment of $28.9 million from JTC Education, Inc. in full satisfaction of all obligations under the first lien loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction;
|
•
|
In May 2012, we received a cash payment of $6.1 million from Fitness Edge, LLC in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par and no realized gain or loss was recorded on this transaction; and
|
•
|
In June 2012, we received a cash payment of $20.2 million from Caregiver Services, Inc. in full satisfaction of all obligations under the loan agreement. The debt investment was exited at par (plus additional fees) and no realized gain or loss was recorded on this transaction.
|
Date Declared
|
|
Record
Date
|
|
Payment Date
|
|
Amount per
Share
|
|
Cash
Distribution
|
|
DRIP Shares
Issued
|
|
|
DRIP Shares
Value
|
|||||
November 10, 2011
|
|
January 13, 2012
|
|
January 31, 2012
|
|
$
|
0.0958
|
|
|
$
|
6.6 million
|
|
29,902
|
|
(1)
|
|
$
|
0.3 million
|
November 10, 2011
|
|
February 15, 2012
|
|
February 29, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
45,071
|
|
|
|
|
0.4 million
|
|
November 10, 2011
|
|
March 15, 2012
|
|
March 30, 2012
|
|
0.0958
|
|
|
|
7.5 million
|
|
41,807
|
|
(1)
|
|
|
0.4 million
|
|
February 7, 2012
|
|
April 13, 2012
|
|
April 30, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
48,328
|
|
(1)
|
|
|
0.5 million
|
|
February 7, 2012
|
|
May 15, 2012
|
|
May 31, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
47,877
|
|
(1)
|
|
|
0.5 million
|
|
February 7, 2012
|
|
June 15, 2012
|
|
June 29, 2012
|
|
0.0958
|
|
|
|
7.5 million
|
|
41,499
|
|
|
|
|
0.4 million
|
|
May 7, 2012
|
|
July 13, 2012
|
|
July 31, 2012
|
|
0.0958
|
|
|
|
7.4 million
|
|
49,217
|
|
|
|
|
0.5 million
|
|
May 7, 2012
|
|
August 15, 2012
|
|
August 31, 2012
|
|
0.0958
|
|
|
|
7.5 million
|
|
41,359
|
|
|
|
|
0.4 million
|
|
May 7, 2012
|
|
September 14, 2012
|
|
September 28, 2012
|
|
0.0958
|
|
|
|
8.3 million
|
|
43,952
|
|
|
|
|
0.5 million
|
|
August 6, 2012
|
|
October 15, 2012
|
|
October 31, 2012
|
|
0.0958
|
|
|
|
8.2 million
|
|
51,754
|
|
|
|
|
0.5 million
|
|
August 6, 2012
|
|
November 15, 2012
|
|
November 30, 2012
|
|
0.0958
|
|
|
|
8.2 million
|
|
53,335
|
|
|
|
|
0.5 million
|
|
August 6, 2012
|
|
December 14, 2012
|
|
December 28, 2012
|
|
0.0958
|
|
|
|
9.5 million
|
|
64,680
|
|
|
|
|
0.6 million
|
|
August 6, 2012
|
|
January 15, 2013
|
|
January 31, 2013
|
|
0.0958
|
|
|
|
9.5 million
|
|
61,782
|
|
|
|
|
0.6 million
|
|
August 6, 2012
|
|
February 15, 2013
|
|
February 28, 2013
|
|
0.0958
|
|
|
|
9.1 million
|
|
103,356
|
|
|
|
|
1.0 million
|
|
January 14, 2013
|
|
March 15, 2013
|
|
March 29, 2013
|
|
0.0958
|
|
|
|
9.1 million
|
|
100,802
|
|
|
|
|
1.1 million
|
|
January 14, 2013
|
|
April 15, 2013
|
|
April 30, 2013
|
|
0.0958
|
|
|
|
10.3 million
|
|
111,167
|
|
|
|
|
1.2 million
|
|
January 14, 2013
|
|
May 15, 2013
|
|
May 31, 2013
|
|
0.0958
|
|
|
|
10.3 million
|
|
127,152
|
|
|
|
|
1.3 million
|
|
May 6, 2013
|
|
June 14, 2013
|
|
June 28, 2013
|
|
0.0958
|
|
|
|
10.5 million
|
|
112,821
|
|
|
|
|
1.1 million
|
|
May 6, 2013
|
|
July 15, 2013
|
|
July 31, 2013
|
|
0.0958
|
|
|
|
10.2 million
|
|
130,944
|
|
|
|
|
1.3 million
|
|
May 6, 2013
|
|
August 15, 2013
|
|
August 30, 2013
|
|
0.0958
|
|
|
|
|
|
|
|
|
|
|
Date
|
|
Transaction
|
|
Shares
|
|
Public Offering Price
|
|
|
Gross Proceeds
|
|||
December 2010
|
|
At-the-market offering
|
|
429,110
|
|
$
|
11.87
|
|
(1)
|
|
$
|
5.1 million
|
February 4, 2011
|
|
Public offering(2)
|
|
11,500,000
|
|
12.65
|
|
|
|
|
145.5 million
|
|
June 24, 2011
|
|
Public offering(3)
|
|
5,558,469
|
|
11.72
|
|
|
|
|
65.1 million
|
|
January 26, 2012
|
|
Public offering
|
|
10,000,000
|
|
10.07
|
|
|
|
|
100.7 million
|
|
September 14, 2012
|
|
Public offering(3)
|
|
8,451,486
|
|
10.79
|
|
|
|
|
91.2 million
|
|
December 2012
|
|
Public offering(3)
|
|
14,725,000
|
|
10.68
|
|
|
|
|
157.3 million
|
|
April 2013
|
|
Public offering(3)
|
|
14,435,253
|
|
10.85
|
|
|
|
|
156.5 million
|
Rate Fix Date
|
|
Debenture
Amount
|
|
Fixed
Interest
Rate
|
|
|
SBA
Annual
Charge
|
|
||
September 2010
|
|
$
|
73,000
|
|
|
3.215
|
%
|
|
0.285
|
%
|
March 2011
|
|
65,300
|
|
|
4.084
|
%
|
|
0.285
|
%
|
|
September 2011
|
|
11,700
|
|
|
2.877
|
%
|
|
0.285
|
%
|
Facility
|
|
Financial Covenant
|
|
Description
|
|
Target Value
|
|
Reported Value (1)
|
Wells Fargo facility
|
|
Minimum shareholders’ equity (inclusive of affiliates)
|
|
Net assets shall not be less than $510 million plus 50% of the aggregate net proceeds of all sales of equity interests after February 25, 2011
|
|
$712 million
|
|
$1,051 million
|
|
|
Minimum shareholders’ equity (exclusive of affiliates)
|
|
Net assets exclusive of affiliates other than Funding shall not be less than $250 million
|
|
$250 million
|
|
$754 million
|
|
|
Asset coverage ratio
|
|
Asset coverage ratio shall not be less than 2.00:1
|
|
2.00:1
|
|
2.86:1
|
ING facility
|
|
Minimum shareholders’ equity
|
|
Net assets shall not be less than the greater of (a) 40% of total assets; and (b) $675 million plus 50% of the aggregate net proceeds of all sales of equity interests after November 30, 2012
|
|
$751 million
|
|
$1,051 million
|
|
|
Asset coverage ratio
|
|
Asset coverage ratio shall not be less than 2.10:1
|
|
2.10:1
|
|
2.86:1
|
|
|
Interest coverage ratio
|
|
Interest coverage ratio shall not be less than 2.50:1
|
|
2.50:1
|
|
3.68:1
|
Facility
|
|
Date
|
|
Transaction
|
|
Total
Facility
Amount
|
|
Upfront
Fee Paid
|
|
Total Facility
Availability
|
|
|
Amount
Drawn
|
|
Remaining
Availability
|
|
Interest Rate
|
|||||||
Wells Fargo facility
|
|
11/16/2009
|
|
Entered into credit facility
|
|
$
|
50 million
|
|
$
|
0.8 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 4.00%
|
|
|
|
5/26/2010
|
|
Expanded credit facility
|
|
|
100 million
|
|
|
0.9 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 3.50%
|
|
|
|
2/28/2011
|
|
Amended credit facility
|
|
|
100 million
|
|
|
0.4 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 3.00%
|
|
|
|
11/30/2011
|
|
Amended credit facility
|
|
|
100 million
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 2.75%
|
|
|
|
4/23/2012
|
|
Amended credit facility
|
|
|
150 million
|
|
|
1.2 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 2.75%
|
|
|
|
6/20/2013
|
|
Amended credit facility
|
|
|
150 million
|
|
|
—
|
|
|
$
|
64 million
|
(1)
|
|
$
|
60 million
|
|
|
$
|
4 million
|
|
LIBOR (5) + 2.50%
|
ING facility
|
|
5/27/2010
|
|
Entered into credit facility
|
|
|
90 million
|
|
|
0.8 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 3.50%
|
|
|
|
2/22/2011
|
|
Expanded credit facility
|
|
|
215 million
|
|
|
1.6 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 3.50%
|
|
|
|
7/8/2011
|
|
Expanded credit facility
|
|
|
230 million
|
|
|
0.4 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 3.00%/3.25% (2)
|
|
|
|
2/29/2012
|
|
Amended credit facility
|
|
|
230 million
|
|
|
1.5 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 3.00%/3.25% (2)
|
|
|
|
11/30/2012
|
|
Amended credit facility
|
|
|
385 million
|
|
|
2.2 million
|
|
|
|
|
|
|
|
|
|
|
|
|
LIBOR + 2.75% (3)
|
|
|
|
1/7/2013
|
|
Expanded credit facility
|
|
|
445 million
|
|
|
0.3 million
|
|
|
|
445 million
|
|
|
|
156 million
|
|
|
|
289 million
|
|
LIBOR (6) + 2.75% (3)
|
SBA
|
|
2/16/2010
|
|
Received capital commitment
|
|
|
75 million
|
|
|
2.6 million
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9/21/2010
|
|
Received capital commitment
|
|
|
150 million
|
|
|
2.6 million
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7/23/2012
|
|
Received capital commitment
|
|
|
225 million
|
|
|
1.5 million
|
|
|
|
225 million
|
|
|
|
182 million
|
|
|
|
43 million
|
|
3.355% (4)
|
Sumitomo facility
|
|
9/16/2011
|
|
Entered into credit facility
|
|
|
200 million
|
|
|
2.5 million
|
|
|
|
79 million
|
(1)
|
|
|
—
|
|
|
|
79 million
|
|
LIBOR (5) + 2.25%
|
(1)
|
Availability to increase upon our decision to further collateralize the facility.
|
(2)
|
LIBOR plus 3.0% when the facility is drawn more than 35%. Otherwise, LIBOR plus 3.25%.
|
(3)
|
Assuming we maintain our current credit rating.
|
(4)
|
Weighted average interest rate of 3.355% (excludes the SBA annual charge).
|
(5)
|
1-month
|
(6)
|
1-, 2-, 3- or 6-month, at our option.
|
|
June 30, 2013
|
|
September 30, 2012
|
||||
Drugtest, Inc.
|
$
|
20,000
|
|
|
$
|
4,000
|
|
Deltek, Inc.
|
10,000
|
|
|
—
|
|
||
RP Crown Parent, LLC
|
10,000
|
|
|
—
|
|
||
Pingora MSR Opportunity Fund I, LP (limited partnership interest)
|
9,891
|
|
|
—
|
|
||
Yeti Acquisition, LLC
|
7,500
|
|
|
7,500
|
|
||
ISG Services, LLC
|
6,000
|
|
|
—
|
|
||
Refac Optical Group
|
5,500
|
|
|
5,500
|
|
||
I Drive Safely, LLC
|
5,000
|
|
|
5,000
|
|
||
Titan Fitness, LLC
|
5,000
|
|
|
3,500
|
|
||
First American Payment Systems, LP
|
5,000
|
|
|
—
|
|
||
Teaching Strategies, LLC
|
5,000
|
|
|
—
|
|
||
Adventure Interactive, Corp.
|
5,000
|
|
|
—
|
|
||
Enhanced Recovery Company, LLC
|
4,000
|
|
|
4,000
|
|
||
World 50, Inc.
|
4,000
|
|
|
4,000
|
|
||
InvestRx Corporation
|
3,700
|
|
|
5,000
|
|
||
Phoenix Brands Merger Sub LLC
|
3,429
|
|
|
4,071
|
|
||
2Checkout.com, Inc.
|
2,850
|
|
|
—
|
|
||
Reliance Communications, LLC
|
2,750
|
|
|
—
|
|
||
CPASS Acquisition Company
|
2,500
|
|
|
1,000
|
|
||
Charter Brokerage, LLC
|
2,400
|
|
|
7,353
|
|
||
Olson + Co., Inc.
|
2,105
|
|
|
2,105
|
|
||
Mansell Group, Inc.
|
2,000
|
|
|
2,000
|
|
||
Physicians Pharmacy Alliance, Inc.
|
2,000
|
|
|
2,000
|
|
||
Beecken Petty O'Keefe Fund IV, LP (limited partnership interest)
|
2,000
|
|
|
—
|
|
||
Chicago Growth Partners III, LP (limited partnership interest)
|
2,000
|
|
|
—
|
|
||
Riverside Fund V, LP (limited partnership interest)
|
1,751
|
|
|
2,000
|
|
||
Sterling Capital Partners IV, LP (limited partnership interest)
|
1,619
|
|
|
—
|
|
||
Miche Bag, LLC
|
1,518
|
|
|
3,500
|
|
||
Tegra Medical, LLC
|
1,500
|
|
|
1,500
|
|
||
Milestone Partners IV, LP (limited partnership interest)
|
1,414
|
|
|
1,343
|
|
||
BMC Acquisition, Inc.
|
1,215
|
|
|
900
|
|
||
Ansira Partners, Inc.
|
1,190
|
|
|
1,190
|
|
||
Psilos Group Partners IV, LP (limited partnership interest)
|
1,000
|
|
|
1,000
|
|
||
Genoa Healthcare Holdings, LLC
|
1,000
|
|
|
—
|
|
||
Discovery Practice Management, Inc.
|
900
|
|
|
2,600
|
|
||
Garretson Firm Resolution Group, Inc.
|
844
|
|
|
—
|
|
||
Bunker Hill Capital II (QP), LP (limited partnership interest)
|
786
|
|
|
934
|
|
||
ACON Equity Partners III, LP (limited partnership interest)
|
768
|
|
|
753
|
|
||
Riverlake Equity Partners II, LP (limited partnership interest)
|
638
|
|
|
760
|
|
||
HealthDrive Corporation
|
621
|
|
|
750
|
|
||
RCP Direct, LP (limited partnership interest)
|
524
|
|
|
615
|
|
||
Baird Capital Partners V, LP (limited partnership interest)
|
351
|
|
|
513
|
|
||
Riverside Fund IV, LP (limited partnership interest)
|
269
|
|
|
323
|
|
||
Welocalize, Inc.
|
—
|
|
|
10,000
|
|
||
Traffic Solutions Holdings, Inc.
|
—
|
|
|
5,000
|
|
||
Rail Acquisition Corp.
|
—
|
|
|
6,165
|
|
||
Cardon Healthcare Network, LLC
|
—
|
|
|
3,000
|
|
||
Eagle Hospital Physicians, Inc.
|
—
|
|
|
1,400
|
|
||
Specialty Bakers, LLC
|
—
|
|
|
750
|
|
||
Advanced Pain Management Holdings, Inc.
|
—
|
|
|
400
|
|
||
Saddleback Fence and Vinyl Products, Inc.
|
—
|
|
|
100
|
|
||
Total
|
$
|
147,533
|
|
|
$
|
102,525
|
|
|
|
|
|
|
|
|
|
||||||||
|
Debt Outstanding as of
September 30, 2012
|
|
Debt Outstanding as of
June 30, 2013
|
|
Weighted average debt
outstanding for the nine months ended
June 30, 2013
|
|
Maximum debt outstanding
for the nine months ended
June 30, 2013
|
||||||||
SBA debentures
|
$
|
150,000
|
|
|
$
|
181,750
|
|
|
$
|
173,090
|
|
|
$
|
181,750
|
|
Wells Fargo facility
|
60,251
|
|
|
60,000
|
|
|
51,467
|
|
|
114,713
|
|
||||
ING facility
|
141,000
|
|
|
156,000
|
|
|
115,513
|
|
|
185,000
|
|
||||
Sumitomo facility
|
—
|
|
|
—
|
|
|
6,789
|
|
|
82,339
|
|
||||
Convertible Notes
|
115,000
|
|
|
115,000
|
|
|
115,000
|
|
|
115,000
|
|
||||
2024 Notes
|
—
|
|
|
75,000
|
|
|
70,055
|
|
|
75,000
|
|
||||
2028 Notes
|
—
|
|
|
86,250
|
|
|
26,936
|
|
|
86,250
|
|
||||
Total debt
|
$
|
466,251
|
|
|
$
|
674,000
|
|
|
$
|
558,850
|
|
|
$
|
771,750
|
|
|
Payments due by period as of June 30, 2013
|
||||||||||||||||||
|
Total
|
|
< 1 year
|
|
1-3 years
|
|
3-5 years
|
|
> 5 years
|
||||||||||
SBA debentures
|
$
|
181,750
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
181,750
|
|
Interest due on SBA debentures
|
55,125
|
|
|
6,708
|
|
|
13,578
|
|
|
13,559
|
|
|
21,280
|
|
|||||
Wells Fargo facility
|
60,000
|
|
|
—
|
|
|
60,000
|
|
|
—
|
|
|
—
|
|
|||||
Interest due on Wells Fargo facility
|
4,562
|
|
|
1,617
|
|
|
2,945
|
|
|
—
|
|
|
—
|
|
|||||
ING facility
|
156,000
|
|
|
—
|
|
|
—
|
|
|
156,000
|
|
|
—
|
|
|||||
Interest due on ING facility
|
16,015
|
|
|
4,680
|
|
|
9,360
|
|
|
1,975
|
|
|
—
|
|
|||||
Sumitomo facility
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Interest due on Sumitomo facility
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Convertible Notes
|
115,000
|
|
|
—
|
|
|
115,000
|
|
|
—
|
|
|
—
|
|
|||||
Interest due on Convertible Notes
|
17,037
|
|
|
6,181
|
|
|
10,856
|
|
|
—
|
|
|
—
|
|
|||||
2024 Notes
|
75,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,000
|
|
|||||
Interest due on 2024 Notes
|
49,978
|
|
|
4,406
|
|
|
8,813
|
|
|
8,813
|
|
|
27,946
|
|
|||||
2028 Notes
|
86,250
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
86,250
|
|
|||||
Interest due on 2028 Notes
|
78,417
|
|
|
5,283
|
|
|
10,566
|
|
|
10,566
|
|
|
52,002
|
|
|||||
Total
|
$
|
895,134
|
|
|
$
|
28,875
|
|
|
$
|
231,118
|
|
|
$
|
190,913
|
|
|
$
|
444,228
|
|
•
|
$0.0958 per share, payable on September 30, 2013 to stockholders of record on September 13, 2013;
|
•
|
$0.0958 per share, payable on October 31, 2013 to stockholders of record on October 15, 2013; and
|
•
|
$0.0958 per share, payable on November 29, 2013 to stockholders of record on November 15, 2013.
|
•
|
increase the size of the facility to $480 million from $445 million;
|
•
|
reduce the pricing by 50 basis points to LIBOR plus 2.25% per annum, with no LIBOR floor;
|
•
|
extend the period during which we may make and reinvest borrowings through August 6, 2017;
|
•
|
extend the maturity date to August 6, 2018 from November 30, 2016; and
|
•
|
increase the accordion feature to $800 million from $600 million, allowing for potential future expansion.
|
|
June 30, 2013
|
|
September 30, 2012
|
|
||||||||
|
Fair Value
|
|
% of Floating
Rate Portfolio
|
|
Fair Value
|
|
% of Floating
Rate Portfolio
|
|
||||
Under 1%
|
$
|
94,572
|
|
|
7.91
|
%
|
$
|
72,609
|
|
|
8.35
|
%
|
1% to under 2%
|
976,743
|
|
|
81.72
|
|
554,315
|
|
|
63.72
|
|
||
2% to under 3%
|
40,502
|
|
|
3.39
|
|
111,262
|
|
|
12.79
|
|
||
3% to under 4%
|
83,482
|
|
|
6.98
|
|
131,686
|
|
|
15.14
|
|
||
Total
|
$
|
1,195,299
|
|
|
100.00
|
%
|
$
|
869,872
|
|
|
100.00
|
%
|
Basis point increase( 1)
|
|
Interest
income
|
|
Interest
expense
|
|
Net increase
(decrease)
|
||||||
500
|
|
$
|
43,700
|
|
|
$
|
(10,800
|
)
|
|
$
|
32,900
|
|
400
|
|
31,700
|
|
|
(8,600
|
)
|
|
23,100
|
|
|||
300
|
|
19,800
|
|
|
(6,500
|
)
|
|
13,300
|
|
|||
200
|
|
8,400
|
|
|
(4,300
|
)
|
|
4,100
|
|
|||
100
|
|
600
|
|
|
(2,200
|
)
|
|
(1,600
|
)
|
(1)
|
A decline in interest rates would not have a material impact on our Consolidated Financial Statements.
|
|
June 30, 2013
|
|
September 30, 2012
|
||||||||||||
|
Interest Bearing
Cash and Investments
|
|
Borrowings
|
|
Interest Bearing
Cash and Investments
|
|
Borrowings
|
||||||||
Money market rate
|
$
|
59,618
|
|
|
$
|
—
|
|
|
$
|
74,393
|
|
|
$
|
—
|
|
Prime rate
|
3,783
|
|
|
—
|
|
|
6,832
|
|
|
60,000
|
|
||||
LIBOR
|
|
|
|
|
|
|
|
||||||||
1-month
|
30,587
|
|
|
216,000
|
|
|
32,753
|
|
|
141,251
|
|
||||
3-month
|
1,165,239
|
|
|
—
|
|
|
822,867
|
|
|
—
|
|
||||
Fixed rate
|
515,618
|
|
|
458,000
|
|
|
377,522
|
|
|
265,000
|
|
||||
Total
|
$
|
1,774,845
|
|
|
$
|
674,000
|
|
|
$
|
1,314,367
|
|
|
$
|
466,251
|
|
•
|
increase the size of the facility to $480 million from $445 million;
|
•
|
reduce the pricing by 50 basis points to LIBOR plus 2.25% per annum, with no LIBOR floor;
|
•
|
extend the period during which we may make and reinvest borrowings through August 6, 2017;
|
•
|
extend the maturity date to August 6, 2018 from November 30, 2016; and
|
•
|
increase the accordion feature to $800 million from $600 million, allowing for potential future expansion.
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
|
|
10.1
|
|
Amendment No. 6 to the Amended and Restated Loan and Servicing Agreement among Fifth Street Finance Corp., Fifth Street Funding, LLC, Wells Fargo Securities, LLC and Wells Fargo Bank, N.A., dated as of June 20, 2013 (Incorporated by reference to Exhibit 10.1 filed with Fifth Street Finance Corp.’s Form 8-K (File No. 001-33901) filed on June 24, 2013).
|
|
|
|
10.2*
|
|
Amendment No. 5 to Amended and Restated Senior Secured Revolving Credit Agreement among Fifth Street Finance Corp., FSFC Holdings, Inc., Fifth Street Fund of Funds LLC, ING Capital LLC, and the lenders party thereto, dated as of August 6, 2013.
|
|
|
|
10.3*
|
|
Incremental Assumption Agreement among Fifth Street Finance Corp., FSFC Holdings, Inc., Fifth Street Fund of Funds LLC, ING Capital LLC and Deutsche Bank Trust Company Americas, dated as of April 15, 2013.
|
|
|
|
31.1*
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
|
|
|
|
31.2*
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
|
|
|
|
32.1*
|
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
|
|
|
|
32.2*
|
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
|
*
|
Filed herewith
|
|
|
|
|
FIFTH STREET FINANCE CORP.
|
|
Date: August 7, 2013
|
|
|
|
By:
|
/s/ Leonard M. Tannenbaum
|
|
|
Leonard M. Tannenbaum
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
Date: August 7, 2013
|
By:
|
/s/ Alexander C. Frank
|
|
|
Alexander C. Frank
|
|
|
Chief Financial Officer
|
Exhibit
Number
|
|
Description of Exhibit
|
|
|
|
10.1
|
|
Amendment No. 6 to the Amended and Restated Loan and Servicing Agreement among Fifth Street Finance Corp., Fifth Street Funding, LLC, Wells Fargo Securities, LLC and Wells Fargo Bank, N.A., dated as of June 20, 2013 (Incorporated by reference to Exhibit 10.1 filed with Fifth Street Finance Corp.’s Form 8-K (File No. 001-33901) filed on June 24, 2013).
|
|
|
|
10.2*
|
|
Amendment No. 5 to Amended and Restated Senior Secured Revolving Credit Agreement among Fifth Street Finance Corp., FSFC Holdings, Inc., Fifth Street Fund of Funds LLC, ING Capital LLC, and the lenders party thereto, dated as of August 6, 2013.
|
|
|
|
10.3*
|
|
Incremental Assumption Agreement among Fifth Street Finance Corp., FSFC Holdings, Inc., Fifth Street Fund of Funds LLC, ING Capital LLC and Deutsche Bank Trust Company Americas, dated as of April 15, 2013.
|
|
|
|
31.1*
|
|
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
|
|
|
|
31.2*
|
|
Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
|
|
|
|
32.1*
|
|
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
|
|
|
|
32.2*
|
|
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
|
*
|
Filed herewith
|
SECTION I
|
AMENDMENT AND PREPAYMENT
|
SECTION 1.01.
|
Defined Terms 1
|
SECTION 1.02.
|
Classification of Loans and Borrowings
29
31
|
SECTION 1.03.
|
Terms Generally
29
31
|
SECTION 1.04.
|
Accounting Terms; GAAP
30
31
|
SECTION 2.01.
|
The Commitments
30
32
|
SECTION 2.02.
|
Loans and Borrowings
31
32
|
SECTION 2.03.
|
Requests for Borrowings
31
33
|
SECTION 2.04.
|
Letters of Credit
32
34
|
SECTION 2.05.
|
Funding of Borrowings
37
38
|
SECTION 2.06.
|
Interest Elections
37
39
|
SECTION 2.07.
|
Termination, Reduction or Increase of the Commitments
38
40
|
SECTION 2.08.
|
Repayment of Loans; Evidence of Debt
41
43
|
SECTION 2.09.
|
Prepayment of Loans
42
44
|
SECTION 2.10.
|
Fees
44
46
|
SECTION 2.11.
|
Interest
45
47
|
SECTION 2.12.
|
Alternate Rate of Interest
46
48
|
SECTION 2.13.
|
Increased Costs
46
47
|
SECTION 2.14.
|
Break Funding Payments
47
49
|
SECTION 2.15.
|
Taxes
48
50
|
SECTION 2.16.
|
Payments Generally; Pro Rata Treatment: Sharing of Set-offs
51
53
|
SECTION 2.17.
|
Defaulting Lenders
53
55
|
SECTION 2.18.
|
Mitigation Obligations; Replacement of Lenders
55
57
|
SECTION 3.01.
|
Organization; Powers
56
58
|
SECTION 3.02.
|
Authorization; Enforceability
56
58
|
SECTION 3.03.
|
Governmental Approvals; No Conflicts
56
57
|
SECTION 3.04.
|
Financial Condition; No Material Adverse Effect
57
59
|
SECTION 3.05.
|
Litigation
57
59
|
SECTION 3.06.
|
Compliance with Laws and Agreements
57
59
|
SECTION 3.07.
|
Taxes
57
59
|
SECTION 3.08.
|
ERISA
58
59
|
SECTION 3.09.
|
Disclosure
58
59
|
SECTION 3.10.
|
Investment Company Act; Margin Regulations
58
59
|
SECTION 3.11.
|
Material Agreements and Liens
59
61
|
SECTION 3.12.
|
Subsidiaries and Investments
59
61
|
SECTION 3.13.
|
Properties
59
62
|
SECTION 3.14.
|
Solvency
60
62
|
SECTION 3.15.
|
Affiliate Agreements
60
62
|
SECTION 3.16.
|
Structured Subsidiaries
60
62
|
SECTION 4.01.
|
Restatement Effective Date
60
62
|
SECTION 4.02.
|
Each Credit Event
62
63
|
SECTION 5.01.
|
Financial Statements and Other Information
63
65
|
SECTION 5.02.
|
Notices of Material Events
65
66
|
SECTION 5.03.
|
Existence; Conduct of Business
66
68
|
SECTION 5.04.
|
Payment of Obligations
66
68
|
SECTION 5.05.
|
Maintenance of Properties; Insurance
66
68
|
SECTION 5.06.
|
Books and Records; Inspection and Audit Rights
66
69
|
SECTION 5.07.
|
Compliance with Laws and Agreements
67
69
|
SECTION 5.08.
|
Certain Obligations Respecting Subsidiaries; Further Assurances
67
69
|
SECTION 5.09.
|
Use of Proceeds
70
72
|
SECTION 5.10.
|
Status of RIC and BDC
70
73
|
SECTION 5.11.
|
Investment Policies
71
73
|
SECTION 5.12.
|
Portfolio Valuation and Diversification Etc.; Risk Factor Ratings
71
73
|
SECTION 5.13.
|
Calculation of Borrowing Base
73
79
|
SECTION 6.01.
|
Indebtedness
80
88
|
SECTION 6.02.
|
Liens
82
90
|
SECTION 6.03.
|
Fundamental Changes
82
91
|
SECTION 6.04.
|
Investments
84
92
|
SECTION 6.05.
|
Restricted Payments
85
93
|
SECTION 6.06.
|
Certain Restrictions on Subsidiaries
85
94
|
SECTION 6.07.
|
Certain Financial Covenants
86
94
|
SECTION 6.08.
|
Transactions with Affiliates
86
94
|
SECTION 6.09.
|
Lines of Business
86
95
|
SECTION 6.10.
|
No Further Negative Pledge
87
95
|
SECTION 6.11.
|
Modifications of Indebtedness and Affiliate Agreements
87
96
|
SECTION 6.12.
|
Payments of Longer-Term Indebtedness
88
96
|
SECTION 6.13.
|
Modification of Investment Policies and Proprietary Rating System
88
96
|
SECTION 6.14.
|
SBIC Guarantee
88
96
|
SECTION 8.01.
|
Appointment of the Administrative Agent
92
100
|
SECTION 8.02.
|
Capacity as Lender
92
100
|
SECTION 8.03.
|
Limitation of Duties; Exculpation
92
100
|
SECTION 8.04.
|
Reliance
93
101
|
SECTION 8.05.
|
Sub-Agents
93
101
|
SECTION 8.06.
|
Resignation; Successor Administrative Agent
93
101
|
SECTION 8.07.
|
Reliance by Lenders
94
102
|
SECTION 8.08.
|
Modifications to Loan Documents
94
102
|
SECTION 9.01.
|
Notices; Electronic Communications
94
102
|
SECTION 9.02.
|
Waivers; Amendments
96
104
|
SECTION 9.03.
|
Expenses; Indemnity; Damage Waiver
98
106
|
SECTION 9.04.
|
Successors and Assigns
100
108
|
SECTION 9.05.
|
Survival
104
113
|
SECTION 9.06.
|
Counterparts; Integration; Effectiveness; Electronic Execution
104
113
|
SECTION 9.07.
|
Severability
105
113
|
SECTION 9.08.
|
Right of Setoff
105
114
|
SECTION 9.09.
|
Governing Law; Jurisdiction; Etc
105
114
|
SECTION 9.10.
|
WAIVER OF JURY TRIAL
106
114
|
SECTION 9.11.
|
Judgment Currency
106
115
|
SECTION 9.12.
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Headings
107
115
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SECTION 9.13.
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Treatment of Certain Information; Confidentiality
107
115
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SECTION 9.14.
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USA PATRIOT Act
108
116
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SECTION 9.15.
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Termination
108
117
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SECTION 9.16.
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Reallocation of Commitments
108
117
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SECTION 9.17.
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Amendment and Restatement
109
117
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SECTION 9.18.
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No Fiduciary Duty
109
118
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SCHEDULE 1.01(a)
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- Approved Dealers and Approved Pricing Services
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SCHEDULE 1.01(b)
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- Commitments
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SCHEDULE 1.01(c) -
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Risk Factors
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SCHEDULE 1.01(d)-
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Proprietary Ratings System
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SCHEDULE 3.11(a)
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- Material Agreements
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SCHEDULE 3.11(b)
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- Liens
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SCHEDULE 3.12(a)
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- Subsidiaries
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SCHEDULE 3.12(b)
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- Investments
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SCHEDULE 3.15
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- Affiliate Agreements
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SCHEDULE 6.08
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- Transactions with Affiliates
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EXHIBIT A
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- Form of Assignment and Assumption
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EXHIBIT B
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- Form of Borrowing Base Certificate
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EXHIBIT C
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- Form of Promissory Note
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EXHIBIT D
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- Form of Amendment and Reaffirmation of Guarantee and Security Agreement
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Eligible Portfolio Investment
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Quoted
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Unquoted
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Cash and Cash Equivalents
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100%
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n.a.
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Short-Term U.S. Government Securities
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100%
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n.a.
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Long-Term U.S. Government Securities
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95%
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n.a.
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Performing First Lien Credit Facility Loans
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85%
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75%
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Performing Last Out Loans
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75%
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65%
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Performing Second Lien Credit Facility Loans
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70%
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60%
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Performing High Yield Securities
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65%
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55%
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Performing Mezzanine Investments and Performing Covenant-Lite Loans
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60%
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50%
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Performing PIK Obligation
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50%
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40%
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Performing Underperforming Investments
Non-Performing Portfolio Investments
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40%
0%
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30%
0%
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By:
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Name: Title: |
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By:
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/s/ Leonard M. Tannenbaum
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Leonard M. Tannenbaum
Chief Executive Officer
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By:
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/s/ Alexander C. Frank
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Alexander C. Frank
Chief Financial Officer
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/s/ Leonard M. Tannenbaum
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Name: Leonard M. Tannenbaum
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Date: August 7, 2013
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/s/ Alexander C. Frank
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Name: Alexander C. Frank
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Date: August 7, 2013
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