x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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46-1339639
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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 S. Wacker Drive, Suite 2500
Chicago, Illinois
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60606
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.01 par value per share
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OFS
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The Nasdaq Global Select Market
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6.375% Notes due 2025
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OFSSL
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The Nasdaq Global Select Market
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6.50% Notes due 2025
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OFSSZ
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The Nasdaq Global Select Market
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5.95% Notes due 2026
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OFSSI
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The Nasdaq Global Select Market
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Large accelerated filer
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¨
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Accelerated filer
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x
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Page
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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Item 16.
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1940 Act
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Investment Company Act of 1940, as amended
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Administration Agreement
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Administration Agreement between the Company and OFS Services dated November 7, 2012
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Advisers Act
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Investment Advisers Act of 1940, as amended
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Annual Distribution Requirement
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Distributions to our stockholders, for each taxable year, of at least 90% of our ICTI
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ASC
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Accounting Standards Codification, as issued by the FASB
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ASC Topic 820
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ASC Topic 820, "Fair Value Measurements and Disclosures"
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ASC Topic 946
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ASC Topic 946, "Financial Services-Investment Companies"
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ASU
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Accounting Standards Updates, as issued by the FASB
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BDC
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Business Development Company under the 1940 Act
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BLA
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Business Loan Agreement, as amended, with Pacific Western Bank, as lender, which provides the Company with a senior secured revolving credit facility
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BNP Facility
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Revolving credit and security agreement by and among OFSCC-FS, the lenders from time to time parties thereto, BNP Paribas, as administrative agent, OFSCC-FS Holdings, LLC, a wholly owned subsidiary of the Company, as equityholder, the Company, as servicer, Citibank, N.A., as collateral agent and Virtus Group, LP, as collateral administrator, which provides for borrowings in an aggregate principal amount up to $150,000,000
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Board
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The Company's board of directors
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CLO
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Collateralized loan obligation
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Code
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Internal Revenue Code of 1986, as amended
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Company
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OFS Capital Corporation and its consolidated subsidiaries
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Direct Investment
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A debt or equity investment in a portfolio company. Direct investments exclude Structured Finance Notes
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DRIP
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Distribution reinvestment plan
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EBITDA
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Earnings before interest, taxes, depreciation, and amortization
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Exchange Act
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Securities Exchange Act of 1934, as amended
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FASB
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Financial Accounting Standards Board
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FDIC
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Federal Deposit Insurance Corporation
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GAAP
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Accounting principles generally accepted in the United States
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HPCI
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Hancock Park Corporate Income, Inc., a Maryland corporation and non-traded BDC for whom OFS Advisor serves as investment adviser
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ICTI
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Investment company taxable income, which is generally net ordinary income plus net short-term capital gains in excess of net long-term capital losses
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Indicative Prices
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Market quotations, prices from pricing services or bids from brokers or dealers
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Investment Advisory Agreement
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Investment Advisory and Management Agreement between the Company and OFS Advisor dated November 7, 2012
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IPO
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Initial Public Offering
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LIBOR
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London Interbank Offered Rate
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Net Loan Fees
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The cumulative amount of fees, such as discounts, premiums and amendment fees that are deferred and recognized as income over the life of the loan.
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NBIB
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Non-binding indicative bid
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OCCI
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OFS Credit Company, Inc., a Delaware corporation and a non-diversified, closed-end management investment company for whom OFS Advisor serves as investment adviser
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Offering
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Follow-on public offering of 3,625,000 shares of our common stock in April 2017
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OFS Advisor
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OFS Capital Management, LLC, a wholly owned subsidiary of OFSAM and registered investment advisor under the Advisers Act
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OFSC
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Orchard First Source Capital, Inc., a wholly owned subsidiary of OFSAM
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OFS Services
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OFS Capital Services, LLC, a wholly owned subsidiary of OFSAM and affiliate of OFS Advisor
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OFSAM
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Orchard First Source Asset Management, LLC, a full-service provider of capital and leveraged finance solutions to U.S. corporations
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OFSCC-FS
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OFSCC-FS, LLC, an indirect wholly owned subsidiary of the Company
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OFSCC-MB
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OFSCC-MB, LLC, a wholly owned subsidiary taxed under subchapter C of the Code and generally holds the equity investments of the Company that are taxed as pass-through entities.
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Parent
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OFS Capital Corporation
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PIK
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Payment-in-kind, non-cash interest or dividends payable as an addition to the loan or equity security producing the income.
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Prime Rate
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United States Prime interest rate
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PWB Credit Facility
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Senior secured revolving credit facility between the Company and Pacific Western Bank, as lender
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RIC
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Regulated investment company under the Code
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SBA
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U.S. Small Business Administration
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SBCAA
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Small Business Credit Availability Act
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SBIC
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A fund licensed under the SBA small business investment company program
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SBIC Acquisition
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The Company's acquisition of the remaining ownership interests in SBIC I LP and OFS SBIC I GP, LLC on December 4, 2013
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SBIC Act
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Small Business Investment Act of 1958, as amended
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SBIC I LP
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OFS SBIC I, LP, a wholly owned SBIC subsidiary of the Company
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SEC
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U.S. Securities and Exchange Commission
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Securities Act
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Securities Act of 1933, as amended
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Stock Repurchase Program
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The open market stock repurchase program for shares of the Company’s common stock under Rule 10b-18 of the Exchange Act
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Structured Finance Notes
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CLO subordinated debt positions. CLO subordinated debt positions are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses
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The Order
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An exemptive relief order from the SEC to permit us to co-invest in portfolio companies with certain funds managed by OFS Advisor in a manner consistent with our investment objectives, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors, subject to compliance with certain conditions.
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Transaction Price
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The cost of an arm's length transaction occurring in the same security
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Unsecured Notes
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The combination of the Unsecured Notes Due April 2025, the Unsecured Notes Due October 2025 and the Unsecured Notes Due October 2026
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Unsecured Notes Due April 2025
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The Company's $50.0 million aggregate principal amount of 6.375% notes due April 30, 2025
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Unsecured Notes Due October 2025
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The Company's $46.0 million aggregate principal amount of 6.5% notes due October 30, 2025
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Unsecured Notes Due October 2026
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The Company's $54.3 million aggregate principal amount of 5.95% notes due October 31, 2026
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•
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number of employees between 150 and 2,000;
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revenues between $15 million and $300 million;
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annual EBITDA between $3 million and $50 million;
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generally, private companies owned by private equity firms or owners/operators;
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enterprise value between $10 million and $500 million;
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effective and experienced management teams;
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defensible market share;
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solid historical financial performance, including a steady stream of cash flow;
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high degree of recurring revenue;
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diversity of customers, markets, products and geography; and
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differentiated products or services.
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selecting investments that we believe have a very low probability of loss;
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requiring a total return on our investments (including both interest and potential equity appreciation) that we believe will compensate us appropriately for credit risk; and
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negotiating covenants in connection with our investments that afford our portfolio companies as much flexibility in managing their businesses as possible, consistent with the preservation of our capital. Such restrictions may include affirmative and negative covenants, default penalties, lien protection, change of control provisions and board rights, including either observation or rights to a seat on the board of directors under some circumstances.
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determines the composition of our portfolio, the nature and timing of the changes to our portfolio and the manner of implementing such changes;
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assists us in determining what securities we purchase, retain or sell;
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identifies, evaluates and negotiates the structure of the investments we make (including performing due diligence on our prospective portfolio companies); and
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executes, closes, services and monitors the investments we make.
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no incentive fee in any calendar quarter in which the pre-incentive fee net investment income does not exceed the hurdle rate;
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100% of our pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 2.5% in any calendar quarter. We refer to this portion of our pre-incentive fee net investment income (which exceeds the hurdle rate but is less than 2.5%) as the “catch-up” provision. The catch-up is meant to provide OFS Advisor with 20.0% of the pre-incentive fee net investment income as if a hurdle rate did not apply if this pre-incentive fee net investment income exceeds 2.5% in any calendar quarter; and
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20.0% of the amount of our pre-incentive fee net investment income, if any, that exceeds 2.5% in any calendar quarter.
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Hurdle rate(1) = 2.0%
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Management fee(2) = 0.44%
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Other estimated expenses (legal, accounting, custodian, transfer agent, etc.)(3) = 0.20%
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Investment income (including interest, dividends, fees, etc.) = 1.25%
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Pre-incentive fee net investment income (investment income – (management fee + other expenses)) = 0.61%
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Investment income (including interest, dividends, fees, etc.) = 2.80%
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Pre-incentive fee net investment income (investment income – (management fee + other expenses)) = 2.16%
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Incentive Fee
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=
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100% × “Catch-Up” + the greater of 0% AND (20% × (pre-incentive fee net investment income – 2.5%))
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=
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(100% ×(2.16% – 2.0%)) + 0%
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=
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100% × 0.16%
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=
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0.16%
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Investment income (including interest, dividends, fees, etc.) = 3.50%
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Pre-incentive fee net investment income (investment income – (management fee + other expenses)) = 2.86%
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Incentive Fee
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=
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100% × “Catch-Up” + the greater of 0% AND (20% × (pre-incentive fee net investment income – 2.5%))
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=
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(100% × (2.5% – 2.0%)) + (20% × (2.86% – 2.5%))
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=
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0.5% + (20% × 0.36%)
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=
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0.5% + 0.07%
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=
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0.57%
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•
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Year 1: $20 million investment made in Company A (“Investment A”), and $30 million investment made in Company B (“Investment B”)
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Year 2: Investment A is sold for $50 million and fair market value (“FMV”) of Investment B determined to be $32 million
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Year 3: FMV of Investment B determined to be $25 million
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Year 4: Investment B sold for $31 million
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Year 1: None (no sales transactions)
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Year 2: $6 million (20% multiplied by $30 million realized capital gains on sale of Investment A)
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Year 3: None; $5 million (20% multiplied by $30 million cumulative realized capital gains less $5 million cumulative unrealized capital depreciation) less $6 million (Capital Gains Fee paid in Year 2)
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Year 4: $200,000; $6.2 million (20% multiplied by $31 million cumulative realized capital gains) less $6 million (Capital Gains Fee paid in Year 2)
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Year 1: $20 million investment made in Company A (“Investment A”), $30 million investment made in Company B (“Investment B”) and $25 million investment made in Company C (“Investment C”)
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Year 2: Investment A sold for $50 million, FMV of Investment B determined to be $25 million and FMV of Investment C determined to be $25 million
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Year 3: FMV of Investment B determined to be $27 million and Investment C sold for $30 million
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Year 4: FMV of Investment B determined to be $35 million
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Year 5: Investment B sold for $20 million
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Year 1: None (no sales transactions)
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Year 2: $5 million (20% multiplied by $30 million realized capital gains on Investment A less $5 million unrealized capital depreciation on Investment B)
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Year 3: $1.4 million; $6.4 million (20% multiplied by $32 million ($35 million cumulative realized capital gains on Investment A and Investment C less $3 million cumulative unrealized capital depreciation on Investment B)) less $5 million (Capital Gains Fee paid in Year 2)
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Year 4: $0.6 million; $7 million (20% multiplied by $35 million (cumulative realized capital gains on Investment A and Investment C)) less $6.4 million (cumulative Capital Gains Fee paid in all prior years)
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Year 5: None; $5 million (20% multiplied by $25 million ($35 million cumulative realized capital gains on Investments A and C less $10 million realized capital losses on Investment B)) less $7 million (cumulative Capital Gains Fee paid in all prior years))
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•
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the nature, quality and extent of the advisory and other services to be provided to us by OFS Advisor;
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the fee structures of comparable externally managed BDCs that engage in similar investing activities;
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our projected operating expenses and expense ratio compared to BDCs with similar investment objectives;
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any existing and potential sources of indirect income to OFS Advisor from its relationship with us and the profitability of that relationship, including through the Investment Advisory Agreement;
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information about the services to be performed and the personnel performing such services under the Investment Advisory Agreement; and
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the organizational capability and financial condition of OFS Advisor and its affiliates.
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(a)
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Securities purchased in transactions not involving any public offering from the issuer of such securities, which issuer (subject to certain limited exceptions) is an eligible portfolio company, or from any person who is, or has been during the preceding 13 months, an affiliated person of an eligible portfolio company, or from any other person, subject to such rules as may be prescribed by the SEC. An eligible portfolio company is defined in the 1940 Act as any issuer that:
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is organized under the laws of, and has its principal place of business in, the United States;
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is not an investment company (other than a small business investment company wholly-owned by the BDC) or a company that would be an investment company but for certain exclusions under the 1940 Act; and
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satisfies either of the following:
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◦
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does not have any class of securities listed on a national securities exchange or has any class of securities listed on a national securities exchange subject to a $250 million market capitalization maximum; or
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◦
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is controlled by a BDC or a group of companies including a BDC, the BDC actually exercises a controlling influence over the management or policies of the eligible portfolio company, and, as a result, the BDC has an affiliated person who is a director of the eligible portfolio company;
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(b)
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Securities of any eligible portfolio company which we control;
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(c)
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Securities purchased in a private transaction from a U.S. issuer that is not an investment company or from an affiliated person of the issuer, or in transactions incident to such a private transaction, if the issuer is in bankruptcy and subject to reorganization or if the issuer, immediately prior to the purchase of its securities, was unable to meet its obligations as they came due without material assistance other than conventional lending or financing arrangements;
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(d)
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Securities of an eligible portfolio company purchased from any person in a private transaction if there is no ready market for such securities and we already own 60% of the outstanding equity of the eligible portfolio company;
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(e)
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Securities received in exchange for or distributed on or with respect to securities described above, or pursuant to the exercise of warrants or rights relating to such securities; and
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(f)
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Cash, cash equivalents, U.S. government securities or high-quality debt securities that mature in one year or less from the date of investment.
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maintain our qualification as a RIC; and
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satisfy the Annual Distribution Requirement;
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continue to qualify as a BDC under the 1940 Act at all times during each taxable year;
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derive in each taxable year at least 90% of our gross income from dividends, interest, certain payments with respect to loans of stock and securities, gains from the sale or other disposition of stock, securities, or foreign currencies and other income (including but not limited to gains from options, futures or forward contracts) derived with respect to our business of investing in such stock, securities or currencies, and net income derived from interests in “qualified publicly traded partnerships,” as such term is defined in the Code (the "90% Income Test"); and
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diversify our holdings so that at the end of each quarter of the taxable year:
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at least 50% of the value of our assets consists of cash, cash equivalents, U.S. government securities, securities of other RICs, and other securities, with such other securities limited, in respect of any one issuer, to an amount not greater than 5% of the value of our assets and 10% of the outstanding voting securities of such issuer; and
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no more than 25% of the value of our assets is invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that we control (as determined under applicable tax rules) and that are engaged in the same, similar or related trades or businesses or of one or more qualified publicly traded partnerships (the “Diversification Tests”).
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investment guidelines and/or restrictions, if any, set forth in the applicable organizational, offering or similar documents for the investment vehicles;
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the status of tax restrictions and tests and other regulatory restrictions and tests;
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risk and return profile of the investment vehicles;
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suitability/priority of a particular investment for the investment vehicles;
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if applicable, the targeted position size of the investment for the investment vehicles
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level of available cash for investment with respect to the investment vehicles;
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total amount of funds committed to the investment vehicles; and
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the age of the investment vehicles and the remaining term of their respective investment periods, if any.
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Item 1A.
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Risk Factors
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The higher interest or dividend rates of PIK instruments reflect the payment deferral and increased risk associated with these instruments, and PIK instruments often represent a significantly higher risk than non-PIK instruments.
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Even if the accounting conditions for income accrual are met, the borrower could still default when our actual collection is supposed to occur at the maturity of the obligation.
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PIK instruments may have unreliable valuations because their continuing accruals require continuing judgments about the collectability of the deferred payments and the value of any associated collateral. PIK income may also create uncertainty about the source of our cash distributions.
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For accounting purposes, any cash distributions to stockholders representing PIK income are not treated as coming from paid-in capital, even though the cash to pay them comes from the offering proceeds. As a result, despite the fact that a distribution representing PIK income could be paid out of amounts invested by our stockholders, the 1940 Act does not require that stockholders be given notice of this fact by reporting it as a return of capital.
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PIK interest or dividends have the effect of generating investment income at a compounding rate, thereby further increasing the incentive fees payable to OFS Advisor. Similarly, all things being equal, the deferral associated with PIK interest or dividends also decreases the investment principal-to-value ratio at a compounding rate.
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Assumed Return on Our Portfolio (Net of Expenses)
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(10)%
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(5)%
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—%
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5%
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10%
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Corresponding return to common stockholder (1)
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(41.9)%
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(26.4)%
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(10.9)%
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4.6%
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20.1%
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•
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investment guidelines and/or restrictions, if any, set forth in the applicable organizational, offering or similar documents for the investment vehicles;
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the status of tax restrictions and tests and other regulatory restrictions and tests;
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risk and return profile of the investment vehicles;
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suitability/priority of a particular investment for the investment vehicles;
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if applicable, the targeted position size of the investment for the investment vehicles
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level of available cash for investment with respect to the investment vehicles;
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total amount of funds committed to the investment vehicles; and
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the age of the investment vehicles and the remaining term of their respective investment periods, if any.
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a comparison of the portfolio company’s securities to publicly traded securities;
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the enterprise value of a portfolio company;
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the nature and realizable value of any collateral;
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the portfolio company’s ability to make payments and its earnings and discounted cash flow;
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the markets in which the portfolio company does business; and
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changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made in the future and other relevant factors.
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increase or maintain in whole or in part our position as a creditor or equity ownership percentage in a portfolio company;
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exercise warrants, options or convertible securities that were acquired in the original or subsequent financing; or
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preserve or enhance the value of our investment.
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the ability to cause the commencement of enforcement proceedings against the collateral;
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the ability to control the conduct of such proceedings;
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the approval of amendments to collateral documents;
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releases of liens on the collateral; and
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waivers of past defaults under collateral documents.
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significant volatility in the market price and trading volume of securities of BDCs or other companies in our sector, which is not necessarily related to the operating performance of these companies;
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exclusion of our common stock from certain market indices, such as the Russell 2000 Financial Services Index, which could reduce the ability of certain investment funds to own our common stock and put short-term selling pressure on our common stock;
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changes in regulatory policies or tax guidelines, particularly with respect to RICs, SBICs or BDCs;
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loss of RIC or BDC status;
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failure of SBIC I LP to maintain its status as an SBIC;
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our origination activity, including the pace of, and competition for, new investment opportunities;
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our ability to incur additional leverage pursuant to the SBCAA and the impact of such leverage on our net investment income and results of operations;
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changes or perceived changes in earnings or variations in operating results;
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changes or perceived changes in the value of our portfolio of investments;
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changes in accounting guidelines governing valuation of our investments;
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any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;
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the inability to secure additional debt or equity capital;
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potential future sales of common stock or debt securities convertible into or exchangeable or exercisable for our common stock or the conversion of such securities;
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departure of OFS Advisor’s, OFSC’s or any of their affiliates’ key personnel;
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operating performance of companies comparable to us;
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general economic trends and other external factors; and
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loss of a major funding source.
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issue securities or otherwise incur additional indebtedness or other obligations, including (1) any indebtedness or other obligations that would be equal in right of payment to the Unsecured Notes, (2) any indebtedness or other obligations that would be secured and therefore rank effectively senior in right of payment to the Unsecured Notes to the extent of the values of the assets securing such debt, (3) indebtedness of ours that is guaranteed by one or more of our subsidiaries and which therefore is structurally senior to the Unsecured Notes and (4) securities, indebtedness or obligations issued or incurred by our subsidiaries that would be senior to our equity interests in those entities and therefore rank structurally senior to the Unsecured Notes with respect to the assets of our subsidiaries, in each case other than an incurrence of indebtedness or other obligation that would cause a violation of Section 18(a)(1)(A) as modified by such provisions of Section 61(a) of the 1940 Act as may be applicable to us from time to time or any successor provisions, whether or not we continue to be subject to such provisions of the 1940 Act, but giving effect, in each case, to any exemptive relief granted to us by the SEC. Currently, these provisions generally prohibit us from making additional borrowings, including through the issuance of additional debt or the sale of additional debt securities, unless our asset coverage, as defined in the 1940 Act, equals at least 200% (or 150% on and after May 3, 2019) after such borrowings.
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•
|
pay dividends on, or purchase or redeem or make any payments in respect of, capital stock or other securities ranking junior in right of payment to the Unsecured Notes, including subordinated indebtedness, in each case other than dividends, purchases, redemptions or payments that would cause our asset coverage to fall below the threshold specified in Section 18(a)(1)(B) as modified by such provisions of Section 61(a) of the 1940 Act as may be applicable to us from time to time or any successor provisions, giving effect to (i) any exemptive relief granted to us by the SEC and (ii) no-action relief granted by the SEC to another BDC (or to us if we determine to seek such similar no-action or other relief) permitting the BDC to declare any cash dividend or distribution notwithstanding the prohibition contained in Section 18(a)(1)(B) as modified by such provisions of Section 61(a) of the 1940 Act as may be applicable to us from time to time in order to maintain the BDC’s status as a RIC under Subchapter M of the Code. These provisions generally prohibit us from declaring any cash dividend or distribution upon any class of our capital stock, or purchasing any such capital stock if our asset coverage, as defined in the 1940 Act, is below 200% (or 150% on and after May 3, 2019) at the time of the declaration of the dividend or distribution or the purchase and after deducting the amount of such dividend, distribution or purchase;
|
•
|
sell assets (other than certain limited restrictions on our ability to consolidate, merge or sell all or substantially all of our assets);
|
•
|
enter into transactions with affiliates;
|
•
|
create liens (including liens on the shares of our subsidiaries) or enter into sale and leaseback transactions;
|
•
|
make investments; or
|
•
|
create restrictions on the payment of dividends or other amounts to us from our subsidiaries.
|
Item 1B.
|
Unresolved Staff Comments
|
Item 2.
|
Properties
|
Item 3.
|
Legal Proceedings
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
|
NAV Per Share(1)
|
|
Price Range
|
|
Premium (Discount) of High Sales Price to NAV
|
|
Premium (Discount) of Low Sales Price to NAV
|
|
Cash Distribution per Share(2)
|
|
||||||||||||
Period
|
|
|
High
|
|
Low
|
|
|
|
|
||||||||||||||
Fiscal 2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
First Quarter(3)
|
|
*
|
|
$11.97
|
|
$10.04
|
|
*
|
|
*
|
|
$
|
0.34
|
|
|
||||||||
Fiscal 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fourth Quarter
|
|
$
|
12.46
|
|
|
$
|
12.01
|
|
|
$
|
10.99
|
|
|
-3.6
|
%
|
|
-11.8
|
%
|
|
$
|
0.34
|
|
|
Third Quarter
|
|
$
|
12.74
|
|
|
$
|
12.27
|
|
|
$
|
10.98
|
|
|
-3.7
|
%
|
|
-13.8
|
%
|
|
$
|
0.34
|
|
|
Second Quarter
|
|
$
|
12.95
|
|
|
$
|
12.80
|
|
|
$
|
11.85
|
|
|
-1.2
|
%
|
|
-8.5
|
%
|
|
$
|
0.34
|
|
|
First Quarter
|
|
$
|
13.04
|
|
|
$
|
12.52
|
|
|
$
|
10.77
|
|
|
-4.0
|
%
|
|
-17.4
|
%
|
|
$
|
0.34
|
|
|
Fiscal 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fourth Quarter
|
|
$
|
13.10
|
|
|
$
|
11.95
|
|
|
$
|
9.89
|
|
|
-8.8
|
%
|
|
-24.5
|
%
|
|
$
|
0.34
|
|
|
Third Quarter
|
|
$
|
13.75
|
|
|
$
|
12.70
|
|
|
$
|
11.48
|
|
|
-7.6
|
%
|
|
-16.5
|
%
|
|
$
|
0.34
|
|
|
Second Quarter
|
|
$
|
13.70
|
|
|
$
|
12.20
|
|
|
$
|
10.65
|
|
|
-10.9
|
%
|
|
-22.3
|
%
|
|
$
|
0.34
|
|
|
First Quarter
|
|
$
|
13.68
|
|
|
$
|
12.50
|
|
|
$
|
10.98
|
|
|
-8.6
|
%
|
|
-19.7
|
%
|
|
$
|
0.71
|
|
(4)
|
(1)
|
Net asset value per share is determined as of the last day in the relevant quarter and therefore may not reflect the net asset value per share on the date of the high and low sales prices. The net asset values shown are based on outstanding shares at the end of each period.
|
(2)
|
The return of capital portion of these distributions for the years ended December 31, 2019 and 2018 were $-0- and $-0-, respectively.
|
(3)
|
Period from January 1, 2020 through March 8, 2020.
|
(4)
|
Includes a special dividend of $0.37 per share representing undistributed net long-term capital gains realized by the Company in 2017.
|
Period
|
|
Total Number of Shares Purchased
|
|
Average Price Paid Per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet be Purchased Under the Plans or Programs
|
||||||
May 22, 2018 through December 31, 2018
|
|
300
|
|
|
$
|
10.29
|
|
|
300
|
|
|
$
|
9,997
|
|
January 1, 2019 through December 31, 2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Total
|
|
300
|
|
|
$
|
10.29
|
|
|
300
|
|
|
$
|
9,997
|
|
|
December 31, 2014
|
December 31, 2015
|
December 31, 2016
|
December 31, 2017
|
December 31, 2018
|
December 31, 2019
|
||||||
OFS Capital Corporation
|
100.0
|
|
109.7
|
|
146.0
|
|
139.6
|
|
143.8
|
|
170.1
|
|
S&P 500
|
100.0
|
|
101.4
|
|
113.5
|
|
138.3
|
|
132.2
|
|
173.9
|
|
SNL U.S. RICs
|
100.0
|
|
96.7
|
|
119.6
|
|
122.1
|
|
118.1
|
|
152.3
|
|
Russell 1000
|
100.0
|
|
100.9
|
|
113.1
|
|
137.6
|
|
131.0
|
|
172.2
|
|
Stockholder transaction expenses:
|
|
|
||
Sales load borne by us (as a percentage of offering price)
|
—
|
%
|
(1)
|
|
Offering expenses borne by us (as a percentage of offering price)
|
—
|
%
|
(1)
|
|
Dividend reinvestment plan fees (per sales transaction fee)
|
|
$15.00
|
|
(2)
|
Total Stockholder transaction expenses (as a percentage of offering price)
|
—
|
%
|
(1)
|
|
|
|
|
||
Annual expenses (as a percentage of net assets attributable to common stock)(9):
|
|
|
||
Base management fees payable under the Investment Advisory Agreement
|
5.38
|
%
|
(3)
|
|
Incentive fees payable under the Investment Advisory Agreement
|
2.73
|
%
|
(4)
|
|
Interest payments on borrowed funds
|
10.91
|
%
|
(5)
|
|
Other expenses
|
2.76
|
%
|
(6)
|
|
Total annual expenses
|
21.78
|
%
|
|
|
Base management fee reduction
|
(0.08
|
)%
|
(8)
|
|
Total annual expenses, net of fee waiver
|
21.70
|
%
|
(7)
|
(1)
|
The amounts set forth in this table do not reflect the impact of any sales load, sales commission or other offering expenses borne by the Company and its stockholders. If applicable, the prospectus or prospectus supplement relating to an offering of our common stock will disclose the offering price and the estimated offering expenses and total stockholder transaction expenses borne by the Company and its common stockholders as a percentage of the offering price. In the event that shares of our common stock are sold to or through underwriters, the applicable prospectus or prospectus supplement will also disclose the applicable sales load.
|
(2)
|
The expenses of the dividend reinvestment plan are included in “other expenses.” The plan administrator’s fees will be paid by us. There will be no brokerage charges or other charges to stockholders who participate in the plan except that, if a participant elects by written notice to the plan administrator to have the plan administrator sell part or all of the shares held by the plan administrator in the participant’s account and remit the proceeds to the participant, the plan administrator is authorized to deduct a $15.00 transaction fee plus a $0.10 per share brokerage commission from the proceeds.
|
(3)
|
Our base management fee is 1.75% of the average value of our total assets (other than cash and cash equivalents, and the intangible asset and goodwill resulting from the SBIC Acquisitions; but including assets purchased with borrowed amounts, and including assets owned by any consolidated entity). This item represents projected base management fees for the the next twelve month assuming no additional leverage is incurred. We increased our leverage to a level below a 200% asset coverage ratio, as permitted under the SBCAA. As discussed in footnote (8), below, OFS Advisor agreed to reduce a portion of its base management fee on certain assets associated with the increase in leverage; the base management fees of 5.38% presented in the table above does not reflect the effect of the base management fee reduction on certain assets. See “Management and Other Agreements — Investment Advisory Agreement”.
|
(4)
|
The Part One incentive fee was estimated based on our projected results of operations for the next twelve months including the anticipated impact of additional assets purchased with the added leverage discussed in footnote (5) and assumed yields thereon, and the effects of the expected base management fee waiver discussed in footnote (3). The Part Two incentive fee will be accrued, but not necessarily become payable, if, on a cumulative basis, the sum of net realized capital gains and losses plus net unrealized appreciation and depreciation is positive. Net realized gains and losses result from sales transactions and no such transactions are currently contemplated by OFS Advisor; and unrealized capital gains or losses result from fluctuations in the fair value of our investments, which vary substantially from period to period and cannot be reasonably predicted. Accordingly, the Part Two fee in the table above is -0-%.
|
•
|
The first ("Part One"), payable quarterly in arrears, equals 20.0% of our pre-incentive fee net investment income initially calculated based on values at the closing of this offering (including income that is accrued but not yet received in cash), subject to a 2.0% quarterly (8.0% annualized) hurdle rate and a “catch-up” provision measured as of the end of each calendar quarter. Under this provision, in any calendar quarter, OFS Advisor receives no incentive fee until our
|
•
|
The second part ("Part Two"), payable annually in arrears, equals 20.0% of our realized capital gains on a cumulative basis, if any (or upon the termination of the Investment Advisory Agreement, as of the termination date), computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees. The incentive fee is determined on a consolidated basis. We accrue the Part Two incentive fee if, on a cumulative basis, the sum of net realized capital gains and losses plus net unrealized appreciation and depreciation is positive. See “Management and Other Agreements — Investment Advisory Agreement.”
|
(5)
|
The borrowing costs included in the table above are based on our December 31, 2019 balance sheet (which could be subject to change) at a level equivalent to a debt-to-equity ratio of up to 2.16x (equivalent to $2.16 of debt outstanding for each $1 of equity) which is also equivalent to having an asset coverage ratio of 180% (which excludes the SBA debentures as a result of exemptive relief granted to us by the SEC) as permitted under the SBCAA, and assuming a weighted average interest rate for total outstanding debt of 5.06%.
|
(6)
|
Includes our overhead expenses, including payments under the Administration Agreement based on our allocable portion of overhead and other expenses incurred by OFS Services. See “Management and Other Agreements — Administration Agreement.”
|
(7)
|
Our stockholders indirectly bear the expenses of underlying funds or other investment vehicles that would be investment companies under section 3(a) of the 1940 Act but for the exceptions to that definition provided for in sections 3(c)(1) and 3(c)(7) of the 1940 Act (“Acquired Funds”) in which we invest. We do not currently invest in underlying funds or other investment companies and therefore do not expect to incur any acquired fund fees and expenses. The indirect expenses that will be associated with our Structured Finance Note investments are not included in the fee table presentation, but if such expenses were included in the fee table presentation then our total annual expenses would have been 21.75%.
|
(8)
|
OFS Advisor agreed to reduce a portion of its base management fee by reducing the portion of such fee from 1.75% to 1.00% on the average total assets at the end of the two most recently completed quarters on assets held by the Company through OFSCC-FS, LLC, an indirect wholly owned subsidiary of the Company. The base management fee reduction will be renewable on an annual basis and the amount of the base management fee reduction with respect to the OFSCC-FS Assets shall not be subject to recoupment by OFS Advisor.
|
(9)
|
Estimated.
|
|
1 Year
|
|
3 Years
|
|
5 Years
|
|
10 Years
|
You would pay the following expenses on a $1,000 investment, assuming a 5.0% annual return
|
$163
|
|
$421
|
|
$610
|
|
$888
|
(dollar amounts in thousands, except per unit data)
Class and Year
|
|
Total Amount Outstanding Excluding Treasury Securities(1)
|
|
Asset Coverage Per Unit (2)
|
|
Involuntary Liquidating Preference Per Unit (3)
|
|
Average Market Value Per Unit (4)
|
|||||
BNP Facility
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
$
|
56,450
|
|
|
$
|
6,659
|
|
|
—
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|||||
5.95% Notes due 2026
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
$
|
54,325
|
|
|
$
|
6,920
|
|
|
—
|
|
|
24.75
|
|
|
|
|
|
|
|
|
|
|||||
6.50% Notes due 2025
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
48,525
|
|
|
$
|
7,747
|
|
|
—
|
|
|
25.29
|
|
December 31, 2018
|
|
48,525
|
|
|
$
|
5,817
|
|
|
—
|
|
|
24.43
|
|
|
|
|
|
|
|
|
|
|
|||||
6.375% Notes due 2025
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
$
|
50,000
|
|
|
$
|
7,519
|
|
|
—
|
|
|
25.30
|
December 31, 2018
|
|
$
|
50,000
|
|
|
$
|
5,645
|
|
|
—
|
|
|
24.84
|
|
|
|
|
|
|
|
|
|
|||||
PWB Credit Facility
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2018
|
|
$
|
12,000
|
|
|
$
|
23,521
|
|
|
—
|
|
|
N/A
|
December 31, 2017
|
|
$
|
17,600
|
|
|
$
|
11,540
|
|
|
—
|
|
|
N/A
|
December 31, 2016
|
|
$
|
9,500
|
|
|
$
|
15,821
|
|
|
—
|
|
|
N/A
|
December 31, 2015
|
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|||||
WM Credit Facility(6)
|
|
|
|
|
|
|
|
|
|||||
December 31, 2014
|
|
$
|
72,612
|
|
|
$
|
2,847
|
|
|
—
|
|
|
N/A
|
December 31, 2013
|
|
$
|
108,955
|
|
|
$
|
2,256
|
|
|
—
|
|
|
N/A
|
December 31, 2012
|
|
$
|
99,224
|
|
|
$
|
2,429
|
|
|
—
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|||||
SBA debentures (SBIC I LP)(5)
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
$
|
149,880
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2018
|
|
$
|
149,880
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2017
|
|
$
|
149,880
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2016
|
|
$
|
149,880
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2015
|
|
$
|
149,880
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2014
|
|
$
|
127,295
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2013
|
|
$
|
26,000
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2012
|
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
(dollar amounts in thousands, except per unit data)
Class and Year
|
|
Total Amount Outstanding Excluding Treasury Securities(1)
|
|
Asset Coverage Per Unit (2)
|
|
Involuntary Liquidating Preference Per Unit (3)
|
|
Average Market Value Per Unit (4)
|
|||||
Total Senior Securities(7)
|
|
|
|
|
|
|
|
|
|||||
December 31, 2019
|
|
$
|
359,180
|
|
|
$
|
1,796
|
|
|
—
|
|
|
N/A
|
December 31, 2018
|
|
$
|
260,405
|
|
|
$
|
2,554
|
|
|
—
|
|
|
N/A
|
December 31, 2017
|
|
$
|
167,480
|
|
|
$
|
11,540
|
|
|
—
|
|
|
N/A
|
December 31, 2016
|
|
$
|
159,380
|
|
|
$
|
15,821
|
|
|
—
|
|
|
N/A
|
December 31, 2015
|
|
$
|
149,880
|
|
|
$
|
—
|
|
|
—
|
|
|
N/A
|
December 31, 2014
|
|
$
|
199,907
|
|
|
$
|
2,847
|
|
|
—
|
|
|
N/A
|
December 31, 2013
|
|
$
|
134,955
|
|
|
$
|
2,256
|
|
|
—
|
|
|
N/A
|
December 31, 2012
|
|
$
|
99,224
|
|
|
$
|
2,429
|
|
|
—
|
|
|
N/A
|
(1)
|
Total amount of each class of senior securities outstanding at the end of the period presented.
|
(2)
|
The asset coverage ratio for a class of senior securities representing indebtedness is calculated as our consolidated total assets, less all liabilities and indebtedness not represented by senior securities, divided by the class of senior securities representing indebtedness. This asset coverage ratio is multiplied by $1,000 to determine the “Asset Coverage Per Unit.”
|
(3)
|
The amount to which such class of senior security would be entitled upon the involuntary liquidation of the issuer in preference to any security junior to it. The “ — ” indicates information which the SEC expressly does not require to be disclosed for certain types of senior securities.
|
(4)
|
Average market value per unit for our unsecured notes represents the average of the daily closing prices as reported on the Nasdaq Market during the period presented. Not applicable to our PWB Credit Facility, BNP Facility, WM Credit Facility or SBA debentures because these senior securities are not registered for public trading.
|
(5)
|
The SBA debentures are not subject to the asset coverage requirements of the 1940 Act as a result of exemptive relief granted to us by the SEC.
|
(6)
|
The secured revolving line of credit with Wells Fargo Bank, N.A., as lender and OFS Capital WM, LLC, a previous wholly owned investment company subsidiary of the Company, as borrower (the "WM Credit Facility") was terminated on May 25, 2015.
|
Item 6.
|
Selected Consolidated Financial Data
|
|
For the Years Ended December 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Investment income
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest income
|
$
|
48,902
|
|
|
$
|
38,607
|
|
|
$
|
28,124
|
|
|
$
|
26,400
|
|
|
$
|
27,764
|
|
PIK interest income
|
926
|
|
|
1,193
|
|
|
1,508
|
|
|
1,194
|
|
|
1,206
|
|
|||||
Dividend income
|
502
|
|
|
315
|
|
|
482
|
|
|
475
|
|
|
245
|
|
|||||
Preferred equity PIK dividend income
|
899
|
|
|
906
|
|
|
1,399
|
|
|
1,433
|
|
|
1,116
|
|
|||||
Fee income
|
1,292
|
|
|
1,813
|
|
|
1,913
|
|
|
1,592
|
|
|
1,933
|
|
|||||
Total investment income
|
52,521
|
|
|
42,834
|
|
|
33,426
|
|
|
31,094
|
|
|
32,264
|
|
|||||
Expenses
|
|
|
|
|
|
|
|
|
|
||||||||||
Management fees
|
8,271
|
|
|
6,335
|
|
|
4,999
|
|
|
4,516
|
|
|
5,225
|
|
|||||
Incentive fees, net of waiver
|
4,760
|
|
|
4,387
|
|
|
2,962
|
|
|
3,333
|
|
|
2,627
|
|
|||||
Other expenses
|
20,439
|
|
|
13,727
|
|
|
9,588
|
|
|
9,100
|
|
|
11,001
|
|
|||||
Total expenses, net
|
33,470
|
|
|
24,449
|
|
|
17,549
|
|
|
16,949
|
|
|
18,853
|
|
|||||
Net investment income
|
19,098
|
|
|
18,385
|
|
|
15,877
|
|
|
14,145
|
|
|
13,411
|
|
|||||
Net realized gain (loss) on investments
|
(3,900
|
)
|
|
(4,779
|
)
|
|
6,833
|
|
|
2,404
|
|
|
(1,562
|
)
|
|||||
Net unrealized appreciation (depreciation) on investments
|
(5,645
|
)
|
|
(4,034
|
)
|
|
(14,800
|
)
|
|
(2,721
|
)
|
|
6,382
|
|
|||||
Net increase in net assets resulting from operations
|
9,553
|
|
|
9,572
|
|
|
7,910
|
|
|
13,828
|
|
|
18,231
|
|
|||||
Per share data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net asset value
|
$
|
12.46
|
|
|
$
|
13.10
|
|
|
$
|
14.12
|
|
|
$
|
14.82
|
|
|
$
|
14.76
|
|
Net investment income
|
1.43
|
|
|
1.38
|
|
|
1.28
|
|
|
1.46
|
|
|
1.39
|
|
|||||
Net realized gain (loss) on investments
|
(0.29
|
)
|
|
(0.36
|
)
|
|
0.55
|
|
|
0.25
|
|
|
(0.17
|
)
|
|||||
Net unrealized appreciation (depreciation) on investments
|
(0.42
|
)
|
|
(0.30
|
)
|
|
(1.19
|
)
|
|
(0.29
|
)
|
|
0.66
|
|
|||||
Net increase in net assets resulting from operations
|
0.71
|
|
|
0.72
|
|
|
0.64
|
|
|
1.43
|
|
|
1.89
|
|
|||||
Distributions declared (1)
|
1.36
|
|
|
1.73
|
|
|
1.36
|
|
|
1.36
|
|
|
1.36
|
|
|||||
Total return based on market value (7)
|
18.3
|
%
|
|
3.5
|
%
|
|
(4.7
|
)%
|
|
32.3
|
%
|
|
9.0
|
%
|
|||||
Balance sheet data at period end:
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments, at fair value
|
$
|
516,931
|
|
|
$
|
396,797
|
|
|
$
|
277,499
|
|
|
$
|
281,627
|
|
|
$
|
257,296
|
|
Cash and cash equivalents
|
13,447
|
|
|
38,172
|
|
|
72,952
|
|
|
17,659
|
|
|
32,714
|
|
|||||
Other assets
|
7,810
|
|
|
6,452
|
|
|
7,327
|
|
|
5,744
|
|
|
4,666 (2)
|
|
|||||
Total assets
|
538,188
|
|
|
441,421
|
|
|
357,778
|
|
|
305,030
|
|
|
294,676 (2)
|
|
|||||
Debt
|
352,478
|
|
|
254,826
|
|
|
164,823
|
|
|
156,343
|
|
|
146,460 (2)
|
|
|||||
Total liabilities
|
371,561
|
|
|
266,398
|
|
|
169,442
|
|
|
161,252
|
|
|
151,664 (2)
|
|
|||||
Total net assets
|
166,627
|
|
|
175,023
|
|
|
188,336
|
|
|
143,778
|
|
|
143,012
|
|
|||||
Other data (unaudited):
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average yield on performing debt and Structured Finance Note investments (3) (6)
|
10.40
|
%
|
|
11.50
|
%
|
|
12.11
|
%
|
|
12.08
|
%
|
|
11.89
|
%
|
|||||
Weighted average yield on total debt and Structured Finance Note investments (4) (6)
|
9.94
|
%
|
|
11.12
|
%
|
|
11.59
|
%
|
|
11.72
|
%
|
|
11.84
|
%
|
|||||
Weighted average yield on total investments (5) (6)
|
9.59
|
%
|
|
10.49
|
%
|
|
10.35
|
%
|
|
10.88
|
%
|
|
10.79
|
%
|
|||||
Number of portfolio companies at end of year
|
85
|
|
|
50
|
|
|
37
|
|
|
41
|
|
|
39
|
|
(1)
|
The return of capital portion of these distributions for the years ended December 31, 2019, 2018, 2017, 2016, and 2015, was $0, $0, $0, $0.09, and $0.23, respectively.
|
(2)
|
On January 1, 2016, we adopted ASU 2015-03 which requires that debt issuance costs related to a recognized debt liability to be presented on the balance sheet as a direct deduction from the carrying amount of the debt liability rather than as an asset. Adoption of ASU 2015-03 requires the changes to be applied retrospectively.
|
(3)
|
The weighted average yield on our performing debt and Structured Finance Note investments is computed as (a) the sum of (i) the annual stated accruing interest on our debt investments plus the annualized accretion of Net Loan Fees; and (ii) the annual effective yield on Structured Finance Notes divided by (b) amortized cost of our debt and Structured Finance Note investments, excluding debt investments in non-accrual status as of the balance sheet date.
|
(4)
|
The weighted average yield on our total debt and Structured Finance Note investments is computed as (a) the sum of (i) the annual stated accruing interest on our debt investments plus the annualized accretion of Net Loan Fees and (ii) plus the annual effective yield on Structured Finance Notes divided by (b) amortized cost of our debt and Structured Finance Note investments, including debt investments in non-accrual status as of the balance sheet date.
|
(5)
|
The weighted average yield on total investments is computed as (a) the sum of (i) the annual stated accruing interest on our debt investments plus the annualized accretion of Net Loan Fees, (ii) the effective yield on our performing preferred equity investments, and (iii) the annual effective yield on Structured Finance Notes, divided by (b) amortized cost of our total investment portfolio, including debt investments in non-accrual status as of the balance sheet date.
|
(6)
|
The weighted average yield of our investments is not the same as a return on investment for our stockholders but, rather, the gross investment income from our investment portfolio before the payment of all of our fees and expenses. There can be no assurance that the weighted average yield will remain at its current level.
|
(7)
|
Calculation is ending market value less beginning market value, adjusting for distributions reinvested at prices based on the Company’s dividend reinvestment plan for the respective distributions.
|
•
|
our ability and experience operating a BDC or an SBIC, or maintaining our tax treatment as a RIC under Subchapter M of the Code;
|
•
|
our dependence on key personnel;
|
•
|
our ability to maintain or develop referral relationships;
|
•
|
our ability to replicate historical results;
|
•
|
the ability of OFS Advisor to identify, invest in and monitor companies that meet our investment criteria;
|
•
|
actual and potential conflicts of interest with OFS Advisor and other affiliates of OFSAM;
|
•
|
constraint on investment due to access to material nonpublic information;
|
•
|
restrictions on our ability to enter into transactions with our affiliates;
|
•
|
our ability to comply with SBA regulations and requirements;
|
•
|
the use of borrowed money to finance a portion of our investments;
|
•
|
our ability to incur additional leverage pursuant to the SBCAA and the impact of such leverage on our net investment income and results of operations;
|
•
|
competition for investment opportunities;
|
•
|
our plans to focus on lower-yielding, first lien senior secured loans to larger borrowers and the impact on our risk profile;
|
•
|
the percentage of investments that will bear interest on a floating rate or fixed rate basis;
|
•
|
the ability of SBIC I LP to make distributions enabling us to meet RIC requirements;
|
•
|
plans by SBIC I LP to repay its outstanding SBA debentures;
|
•
|
our ability to raise debt or equity capital as a BDC;
|
•
|
the timing, form and amount of any distributions from our portfolio companies;
|
•
|
the impact of a protracted decline in the liquidity of credit markets on our business;
|
•
|
the general economy and its impact on the industries in which we invest;
|
•
|
uncertain valuations of our portfolio investments; and
|
•
|
the effect of new or modified laws or regulations governing our operations.
|
•
|
a determination as to whether the amendment is
|
◦
|
of such significance to deem it the consummation of the initial investment transaction and the acquisition of new Instruments (i.e., a "significant modification"), or
|
◦
|
a modification of those Instruments to be recognized over their remaining lives, and
|
•
|
an additional allocation of consideration among newly acquired Instruments.
|
|
|
Fair Value at December 31, 2019
|
|
Range of Fair Value
|
||||||||
Investment Type
|
|
|
Low-end
|
|
High-end
|
|||||||
Debt investments:
|
|
|
|
|
|
|
|
|
|
|||
Senior Secured
|
|
$
|
375,265
|
|
|
$
|
370,126
|
|
|
$
|
380,219
|
|
Senior Secured (valued at Transaction Price)
|
|
33,459
|
|
|
33,459
|
|
|
33,459
|
|
|||
Subordinated
|
|
43,090
|
|
|
42,352
|
|
|
43,830
|
|
|||
|
|
|
|
|
|
|
||||||
Investments:
|
|
|
|
|
|
|
||||||
Structured Finance Notes
|
|
21,610
|
|
|
20,783
|
|
|
22,437
|
|
|||
|
|
|
|
|
|
|
||||||
Equity investments:
|
|
|
|
|
|
|
||||||
Preferred equity
|
|
17,729
|
|
|
16,595
|
|
|
20,202
|
|
|||
Common equity and warrants
|
|
24,278
|
|
|
19,869
|
|
|
27,645
|
|
|||
Common equity and warrants (valued at Transaction Price)
|
|
1,500
|
|
|
1,500
|
|
|
1,500
|
|
|||
|
|
$
|
516,931
|
|
|
$
|
504,684
|
|
|
$
|
529,292
|
|
•
|
The Investment Advisory Agreement with OFS Advisor to manage our operating and investment activities. Under the Investment Advisory Agreement we have agreed to pay OFS Advisor an annual base management fee based on the average value of our total assets (other than cash and cash equivalents but including assets purchased with borrowed amounts and including assets owned by any consolidated entity) as well as an incentive fee based on our investment performance. See “Item 1—Management and Other Agreements” and “Item 8–Financial Statements and Supplementary Data–Note 3.”
|
•
|
The Administration Agreement with OFS Services, an affiliate of OFS Advisor, to provide us with the office facilities and administrative services necessary to conduct our operations. See “Item 1–Management and Other Agreements” and “Item 8–Financial Statements and Supplementary Data–Note 3.”
|
•
|
A license agreement with OFSAM, the parent company of OFS Advisor, under which OFSAM has agreed to grant us a non-exclusive, royalty-free license to use the name “OFS.” Under this agreement, we have a right to use the “OFS” name for so long as OFS Advisor or one of its affiliates remains our investment adviser. Other than with
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
Senior secured debt investments (1)
|
$
|
421,970
|
|
|
$
|
408,724
|
|
|
$
|
325,873
|
|
|
$
|
319,017
|
|
Subordinated debt investments
|
56,731
|
|
|
43,091
|
|
|
56,212
|
|
|
44,540
|
|
||||
Preferred equity
|
21,925
|
|
|
17,729
|
|
|
19,620
|
|
|
14,613
|
|
||||
Common equity and warrants
|
14,919
|
|
|
25,777
|
|
|
11,606
|
|
|
18,627
|
|
||||
Total
|
$
|
515,545
|
|
|
$
|
495,321
|
|
|
$
|
413,311
|
|
|
$
|
396,797
|
|
Total number of portfolio companies
|
85
|
|
|
85
|
|
|
50
|
|
|
50
|
|
(1)
|
Includes debt investments in which we have entered into a contractual arrangement with co‑lenders whereby, subject to certain conditions, we have agreed to receive our principal payments after the repayment of certain co-lenders pursuant to a payment waterfall. The aggregate amortized cost and fair value of these investments was $65,300 and $65,337 at December 31, 2019, respectively, and $68,207 and $67,480, at December 31, 2018, respectively.
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
OFS Capital Corporation (Parent)
|
$
|
181,980
|
|
|
$
|
169,230
|
|
|
$
|
185,999
|
|
|
$
|
178,772
|
|
SBIC LP
|
256,858
|
|
|
246,371
|
|
|
221,559
|
|
|
212,675
|
|
||||
OFSCC-FS
|
88,458
|
|
|
88,936
|
|
|
—
|
|
|
—
|
|
||||
OFSCC-MB
|
11,375
|
|
|
12,394
|
|
|
5,753
|
|
|
5,350
|
|
||||
Total investments
|
$
|
538,671
|
|
|
$
|
516,931
|
|
|
$
|
413,311
|
|
|
$
|
396,797
|
|
|
Amortized Cost
|
|
Fair Value
|
||||||||||||||||||||||||
|
December 31, 2019
|
|
December 31, 2018
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
Up to $4,000
|
$
|
77,809
|
|
|
16.3
|
%
|
|
$
|
24,785
|
|
|
6.4
|
%
|
|
$
|
75,033
|
|
|
16.6
|
%
|
|
$
|
25,117
|
|
|
6.9
|
%
|
$4,001 to $7,000
|
71,558
|
|
|
14.9
|
|
|
66,756
|
|
|
17.5
|
|
|
68,806
|
|
|
15.2
|
|
|
60,151
|
|
|
16.5
|
|
||||
$7,001 to $10,000
|
95,567
|
|
|
20.0
|
|
|
92,389
|
|
|
24.2
|
|
|
77,978
|
|
|
17.3
|
|
|
92,687
|
|
|
25.5
|
|
||||
$10,001 to $13,000
|
54,273
|
|
|
11.3
|
|
|
44,527
|
|
|
11.7
|
|
|
53,903
|
|
|
11.9
|
|
|
34,032
|
|
|
9.4
|
|
||||
Greater than $13,000
|
179,494
|
|
|
37.5
|
|
|
153,628
|
|
|
40.2
|
|
|
176,095
|
|
|
39.0
|
|
|
151,570
|
|
|
41.7
|
|
||||
Total
|
$
|
478,701
|
|
|
100.0
|
%
|
|
$
|
382,085
|
|
|
100.0
|
%
|
|
$
|
451,815
|
|
|
100.0
|
%
|
|
$
|
363,557
|
|
|
100.0
|
%
|
|
|
December 31,
|
|||||||||||||||||||
|
|
2019
|
|
2018
|
|||||||||||||||||
Weighted Average Yield - Performing Debt Investments (1)
|
|
Senior Secured Debt
|
|
Subordinated Debt
|
|
Structured Finance Notes
|
|
Total
|
|
Senior Secured Debt
|
|
Subordinated Debt
|
|
Total
|
|||||||
Less than 8%
|
|
20.1
|
%
|
|
—
|
%
|
|
—
|
%
|
|
17.3
|
%
|
|
0.7
|
%
|
|
—
|
%
|
|
0.7
|
%
|
8% – 10%
|
|
21.5
|
|
|
—
|
|
|
—
|
|
|
18.5
|
|
|
22.5
|
|
|
—
|
|
|
19.8
|
|
10% – 12%
|
|
48.8
|
|
|
8.6
|
|
|
—
|
|
|
42.7
|
|
|
42.9
|
|
|
26.9
|
|
|
41.0
|
|
12% – 14%
|
|
8.4
|
|
|
38.3
|
|
|
25.1
|
|
|
12.0
|
|
|
29.5
|
|
|
56.5
|
|
|
32.7
|
|
Greater than 14%
|
|
1.2
|
|
|
53.1
|
|
|
74.9
|
|
|
9.5
|
|
|
4.4
|
|
|
16.6
|
|
|
5.8
|
|
Total
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Weighted average yield – performing debt and Structured Finance Note investments (1)
|
|
9.80
|
%
|
|
13.52
|
%
|
|
15.13
|
%
|
|
10.40
|
%
|
|
11.33
|
%
|
|
12.74
|
%
|
|
11.50
|
%
|
Weighted average yield – total debt and Structured Finance Note investments (2)
|
|
9.57
|
%
|
|
10.57
|
%
|
|
15.13
|
%
|
|
9.94
|
%
|
|
11.33
|
%
|
|
9.93
|
%
|
|
11.12
|
%
|
(2)
|
The weighted average yield on our total debt and Structured Finance Note investments is computed as (a) the sum of (i) the annual stated accruing interest on debt investments plus the annualized accretion of Net Loan Fees and (ii) plus the annual effective yield on Structured Finance Notes divided by (b) the sum of the amortized cost of our debt and Structured Finance Note investments, in each case, including debt investments in non-accrual status as of the balance sheet date.
|
|
Year Ended December 31, 2019
|
|
Year Ended December 31, 2018
|
||||||||||||
|
Debt
Investments
|
|
Equity
Investments
|
|
Debt
Investments
|
|
Equity
Investments
|
||||||||
Investments in new portfolio companies
|
$
|
141.6
|
|
|
$
|
5.6
|
|
|
$
|
196.4
|
|
|
$
|
4.7
|
|
Investments in existing portfolio companies:
|
|
|
|
|
|
|
|
|
|||||||
Follow-on investments
|
42.0
|
|
|
—
|
|
|
63.6
|
|
|
1.3
|
|
||||
Delayed draw funding
|
9.6
|
|
|
—
|
|
|
6.2
|
|
|
—
|
|
||||
Total investments in existing portfolio companies
|
51.6
|
|
|
—
|
|
|
69.8
|
|
|
1.3
|
|
||||
Total investments in new and existing portfolio companies
|
$
|
193.2
|
|
|
$
|
5.6
|
|
|
$
|
266.2
|
|
|
$
|
6.0
|
|
Number of new portfolio company investments
|
45
|
|
|
3
|
|
|
28
|
|
|
4
|
|
||||
Number of existing portfolio company investments
|
29
|
|
|
—
|
|
|
20
|
|
|
4
|
|
||||
Proceeds/distributions from principal payments/equity investments
|
$
|
60.9
|
|
|
$
|
—
|
|
|
$
|
100.7
|
|
|
$
|
—
|
|
Proceeds from investments sold or redeemed
|
34.8
|
|
|
0.2
|
|
|
39.1
|
|
|
8.3
|
|
||||
Total proceeds from principal payments, equity distributions and investments sold
|
$
|
95.7
|
|
|
$
|
0.2
|
|
|
$
|
139.8
|
|
|
$
|
8.3
|
|
|
|
As of December 31,
|
||||||||||||
|
|
2019
|
|
2018
|
||||||||||
Risk Category
|
|
Debt
Investments, at
Fair Value
|
|
% of Debt
Investments
|
|
Debt
Investments, at
Fair Value
|
|
% of Debt
Investments
|
||||||
1 (Low Risk)
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
2 (Below Average Risk)
|
|
17,953
|
|
|
4.0
|
|
|
3,788
|
|
|
1.0
|
|
||
3 (Average)
|
|
387,654
|
|
|
85.8
|
|
|
329,635
|
|
|
90.7
|
|
||
4 (Special Mention)
|
|
45,546
|
|
|
10.1
|
|
|
29,284
|
|
|
8.1
|
|
||
5 (Substandard)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
6 (Doubtful)
|
|
662
|
|
|
0.1
|
|
|
850
|
|
|
0.2
|
|
||
7 (Loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
|
|
$
|
451,815
|
|
|
100.0
|
%
|
|
$
|
363,557
|
|
|
100.0
|
%
|
•
|
the cost of calculating our net asset value, including the cost of any third-party valuation services;
|
•
|
the cost of effecting sales and repurchases of shares of our common stock and other securities;
|
•
|
fees payable to third parties relating to making investments, including out-of-pocket fees and expenses associated with performing due diligence and reviews of prospective investments;
|
•
|
transfer agent and custodial fees;
|
•
|
out-of-pocket fees and expenses associated with marketing efforts;
|
•
|
federal and state registration fees and any stock exchange listing fees;
|
•
|
U.S. federal, state and local taxes;
|
•
|
independent directors’ fees and expenses;
|
•
|
brokerage commissions;
|
•
|
fidelity bond, directors’ and officers’ liability insurance and other insurance premiums;
|
•
|
direct costs, such as printing, mailing and long-distance telephone;
|
•
|
fees and expenses associated with independent audits and outside legal costs;
|
•
|
costs associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal and state securities laws; and
|
•
|
other expenses incurred by either OFS Services or us in connection with administering our business.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Investment income
|
|
|
|
|
|
|
|
|
|||
Interest income:
|
|
|
|
|
|
|
|
|
|||
Cash interest income
|
$
|
47,510
|
|
|
$
|
36,068
|
|
|
$
|
26,444
|
|
Net Loan Fee amortization
|
1,245
|
|
|
2,288
|
|
|
1,450
|
|
|||
Other interest income
|
147
|
|
|
251
|
|
|
230
|
|
|||
Total interest income
|
48,902
|
|
|
38,607
|
|
|
28,124
|
|
|||
PIK income:
|
|
|
|
|
|
||||||
PIK interest income
|
927
|
|
|
1,193
|
|
|
1,508
|
|
|||
Preferred equity PIK dividends
|
898
|
|
|
906
|
|
|
1,399
|
|
|||
Total PIK income
|
1,825
|
|
|
2,099
|
|
|
2,907
|
|
|||
Dividend income:
|
|
|
|
|
|
|
|
|
|||
Preferred equity cash dividends
|
—
|
|
|
—
|
|
|
165
|
|
|||
Common equity dividends
|
502
|
|
|
315
|
|
|
317
|
|
|||
Total dividend income
|
502
|
|
|
315
|
|
|
482
|
|
|||
Fee income:
|
|
|
|
|
|
|
|
||||
Management, valuation, and syndication
|
773
|
|
|
922
|
|
|
163
|
|
|||
Prepayment, structuring, and other fees
|
519
|
|
|
891
|
|
|
1,750
|
|
|||
Total fee income
|
1,292
|
|
|
1,813
|
|
|
1,913
|
|
|||
Total investment income
|
52,521
|
|
|
42,834
|
|
|
33,426
|
|
|||
Total expenses, net
|
33,423
|
|
|
24,449
|
|
|
17,549
|
|
|||
Net investment income
|
19,098
|
|
|
18,385
|
|
|
15,877
|
|
|||
Net loss on investments
|
(9,545
|
)
|
|
(8,813
|
)
|
|
(7,967
|
)
|
|||
Net increase in net assets resulting from operations
|
$
|
9,553
|
|
|
$
|
9,572
|
|
|
$
|
7,910
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Interest and PIK interest income:
|
|
|
|
|
|
||||||
Senior secured debt investments
|
$
|
41,300
|
|
|
$
|
32,127
|
|
|
$
|
21,785
|
|
Subordinated debt investments
|
5,667
|
|
|
7,673
|
|
|
7,847
|
|
|||
Structured Finance Notes
|
2,861
|
|
|
—
|
|
|
—
|
|
|||
Total interest and PIK interest income
|
$
|
49,828
|
|
|
$
|
39,800
|
|
|
$
|
29,632
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(Amounts in thousands)
|
||||||||||
Interest expense
|
$
|
15,829
|
|
|
$
|
9,232
|
|
|
$
|
5,813
|
|
Management fees
|
8,271
|
|
|
6,335
|
|
|
4,999
|
|
|||
Incentive fee, net of waiver
|
4,760
|
|
|
4,387
|
|
|
2,962
|
|
|||
Professional fees
|
1,814
|
|
|
1,245
|
|
|
1,115
|
|
|||
Administration fee
|
1,747
|
|
|
1,601
|
|
|
1,314
|
|
|||
General and administrative expenses
|
1,002
|
|
|
1,649
|
|
|
1,346
|
|
|||
Total expenses, net of waiver
|
$
|
33,423
|
|
|
$
|
24,449
|
|
|
$
|
17,549
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(Amounts in thousands)
|
||||||||||
Senior secured debt
|
$
|
(9,809
|
)
|
|
$
|
(9,020
|
)
|
|
$
|
(4,441
|
)
|
Subordinated debt
|
(1,968
|
)
|
|
(3,308
|
)
|
|
(8,667
|
)
|
|||
Preferred equity
|
(89
|
)
|
|
(1,993
|
)
|
|
5,373
|
|
|||
Common equity and warrants
|
3,837
|
|
|
5,508
|
|
|
(232
|
)
|
|||
Structured Finance Notes
|
(1,516
|
)
|
|
—
|
|
|
—
|
|
|||
Net loss on investments
|
$
|
(9,545
|
)
|
|
$
|
(8,813
|
)
|
|
$
|
(7,967
|
)
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash from net investment income
|
$
|
20,333
|
|
|
$
|
18,782
|
|
|
$
|
11,451
|
|
Net (purchases and originations) repayments of portfolio investments
|
(121,969
|
)
|
|
(119,870
|
)
|
|
(778
|
)
|
|||
Net cash provided by (used in) operating activities
|
(101,636
|
)
|
|
(101,088
|
)
|
|
10,673
|
|
|||
Proceeds from common stock offering, net of expenses
|
—
|
|
|
—
|
|
|
53,423
|
|
|||
Proceeds from issuance of the Unsecured Notes, net of discounts
|
52,270
|
|
|
95,446
|
|
|
—
|
|
|||
Distributions paid to stockholders
|
(17,949
|
)
|
|
(22,895
|
)
|
|
(16,700
|
)
|
|||
Net borrowings (repayments) under revolving line of credits
|
44,450
|
|
|
(5,600
|
)
|
|
8,100
|
|
|||
Payment of debt issuance costs and other financing costs
|
(1,860
|
)
|
|
(643
|
)
|
|
(203
|
)
|
|||
Net cash provided by financing activities
|
76,911
|
|
|
66,308
|
|
|
44,620
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
$
|
(24,725
|
)
|
|
$
|
(34,780
|
)
|
|
$
|
55,293
|
|
|
Maximum Availability
|
|
Floor Rate
|
|
Interest Rate
|
|
Unused Fee
|
|
Maturity Date
|
||||
PWB Credit Facility
|
$
|
100,000
|
|
|
5.25
|
%
|
|
Prime + 0.25%
|
|
0.50
|
%
|
|
February 28, 2021
|
|
Principal
|
|
Unused Commitment
|
|
Effective Interest Rate(1)
|
|
Maturity
|
|
2019 Interest Expense(2)
|
||||||
BNP Facility
|
$
|
56,450
|
|
|
$
|
93,550
|
|
|
4.72%
|
|
June 20, 2024
|
|
$
|
905
|
|
Unsecured Notes
|
Principal
|
|
Stated Interest Rate (1)
|
|
Effective Interest Rate (2)
|
|
Maturity (3)
|
|
2019 Interest Expense (4)
|
||||||
Unsecured Notes Due April 2025
|
$
|
50,000
|
|
|
6.375
|
%
|
|
6.88
|
%
|
|
4/30/2025
|
|
$
|
3,444
|
|
Unsecured Notes Due October 2025
|
48,525
|
|
|
6.50
|
%
|
|
7.01
|
%
|
|
10/31/2025
|
|
3,483
|
|
||
Unsecured Notes Due October 2026
|
54,325
|
|
|
5.95
|
%
|
|
6.49
|
%
|
|
10/31/2026
|
|
723
|
|
||
Total
|
$
|
152,850
|
|
|
|
|
|
|
|
|
|
|
$
|
7,650
|
|
(1)
|
The weighted-average fixed cash interest rate on the Unsecured Notes as of December 31, 2019 was 6.26%.
|
(2)
|
The effective interest rate on the Unsecured Notes includes deferred debt issuance cost amortization.
|
(3)
|
The Unsecured Notes Due April 2025 may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after April 30, 2020. The Unsecured Notes Due October 2025 may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after October 31, 2020. The Unsecured Notes Due October 2026 may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after October 31, 2021.
|
(4)
|
Interest expense includes deferred issuance costs amortization of $0.6 million for the year ended December 31, 2019.
|
Year ended
|
|
Average Dollar Borrowings
|
|
Weighted Average Interest Rate
|
|||
December 31, 2019
|
|
$
|
307,826
|
|
|
4.99
|
%
|
December 31, 2018
|
|
206,936
|
|
|
4.37
|
|
|
December 31, 2017
|
|
158,368
|
|
|
3.55
|
|
|
Principal and Interest Payments due by period (2)
|
||||||||||||||||||
Contractual Obligations (1)
|
Total
|
|
Less than 1
year
|
|
1-3 years
|
|
3-5 years
|
|
After
5 years
|
||||||||||
PWB Credit Facility (3)
|
$
|
496
|
|
|
$
|
425
|
|
|
$
|
71
|
|
|
$
|
—
|
|
|
$
|
—
|
|
BNP Facility
|
61,502
|
|
|
2,021
|
|
|
2,021
|
|
|
57,460
|
|
|
—
|
|
|||||
SBA Debentures(4)
|
174,101
|
|
|
4,774
|
|
|
23,522
|
|
|
55,642
|
|
|
90,163
|
|
|||||
Unsecured Notes
|
191,189
|
|
|
9,574
|
|
|
9,574
|
|
|
9,574
|
|
|
162,467
|
|
|||||
Total
|
$
|
427,288
|
|
|
$
|
16,794
|
|
|
$
|
35,188
|
|
|
$
|
122,676
|
|
|
$
|
252,630
|
|
(1)
|
Excludes commitments to extend credit to our portfolio companies.
|
(2)
|
The PWB Credit Facility is scheduled to mature on February 28, 2021. The BNP Facility is scheduled to mature on June 20, 2024. The SBA debentures are scheduled to mature between September 2022 and 2025. The Unsecured Notes are scheduled to mature between April 2025 and October 2026.
|
(3)
|
Contractual interest is based on LIBOR at December 31, 2019 and assumes no interim additional borrowings or repayments under the credit facilities between December 31, 2019 and maturity.
|
(4)
|
SBIC I LP intends, over time, to repay its outstanding SBA debentures prior to the scheduled maturity date of its debentures. SBIC I LP does not expect to make new investments, other than follow-on investments.
|
Item 7A.
|
Quantitative and Qualitative Disclosures about Market Risk
|
Basis point increase
|
|
Interest income
|
|
Interest expense
|
|
Net increase
(decrease) |
||||||
50
|
|
$
|
1,875
|
|
|
$
|
(287
|
)
|
|
$
|
1,588
|
|
100
|
|
3,941
|
|
|
(573
|
)
|
|
3,368
|
|
|||
150
|
|
6,007
|
|
|
(859
|
)
|
|
5,148
|
|
|||
200
|
|
8,073
|
|
|
(1,145
|
)
|
|
6,928
|
|
|||
250
|
|
10,139
|
|
|
(1,431
|
)
|
|
8,708
|
|
Basis point decrease
|
|
Interest income
|
|
Interest expense (1)
|
|
Net increase
(decrease) |
||||||
50
|
|
$
|
(2,064
|
)
|
|
$
|
286
|
|
|
$
|
(1,778
|
)
|
100
|
|
(3,433
|
)
|
|
572
|
|
|
(2,861
|
)
|
|||
150
|
|
(3,833
|
)
|
|
858
|
|
|
(2,975
|
)
|
|||
200
|
|
(4,096
|
)
|
|
1,091
|
|
|
(3,005
|
)
|
|||
250
|
|
(4,096
|
)
|
|
1,091
|
|
|
(3,005
|
)
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Assets
|
|
|
|
|
|
||
Investments, at fair value
|
|
|
|
|
|
||
Non-control/non-affiliate investments (amortized cost of $396,201 and $312,223, respectively)
|
$
|
372,535
|
|
|
$
|
297,749
|
|
Affiliate investments (amortized cost of $131,950 and $90,751, respectively)
|
135,679
|
|
|
89,103
|
|
||
Control investment (amortized cost of $10,520 and $10,337, respectively)
|
8,717
|
|
|
9,945
|
|
||
Total investments at fair value (amortized cost of $538,671 and $413,311, respectively)
|
516,931
|
|
|
396,797
|
|
||
Cash and cash equivalents
|
13,447
|
|
|
38,172
|
|
||
Interest receivable
|
3,349
|
|
|
2,787
|
|
||
Prepaid expenses and other assets
|
4,461
|
|
|
3,665
|
|
||
Total assets
|
$
|
538,188
|
|
|
$
|
441,421
|
|
|
|
|
|
|
|
||
Liabilities
|
|
|
|
|
|
||
Revolving line of credits
|
$
|
56,450
|
|
|
$
|
12,000
|
|
SBA debentures (net of deferred debt issuance costs of $1,904 and 2,280, respectively)
|
147,976
|
|
|
147,600
|
|
||
Unsecured notes (net of discounts and deferred debt issuance costs of $4,798 and $3,299, respectively)
|
148,052
|
|
|
95,226
|
|
||
Interest payable
|
3,505
|
|
|
2,791
|
|
||
Payable to investment adviser and affiliates (Note 3)
|
4,106
|
|
|
3,700
|
|
||
Payable for investments purchased
|
10,264
|
|
|
4,151
|
|
||
Accrued professional fees
|
621
|
|
|
637
|
|
||
Other liabilities
|
587
|
|
|
293
|
|
||
Total liabilities
|
$
|
371,561
|
|
|
$
|
266,398
|
|
|
|
|
|
|
|
||
Commitments and contingencies (Note 6)
|
|
|
|
|
|
||
|
|
|
|
|
|
||
Net Assets
|
|
|
|
|
|
||
Preferred stock, par value of $0.01 per share, 2,000,000 shares authorized, 0 shares issued and outstanding as of December 31, 2019 and December 31, 2018, respectively
|
$
|
—
|
|
|
$
|
—
|
|
Common stock, par value of $0.01 per share, 100,000,000 shares authorized, 13,376,836 and 13,357,337 shares issued and outstanding as of December 31, 2019 and December 31, 2018, respectively
|
134
|
|
|
134
|
|
||
Paid-in capital in excess of par
|
187,305
|
|
|
187,540
|
|
||
Total distributable earnings (accumulated losses)
|
(20,812
|
)
|
|
(12,651
|
)
|
||
Total net assets
|
$
|
166,627
|
|
|
$
|
175,023
|
|
|
|
|
|
|
|
||
Total liabilities and net assets
|
$
|
538,188
|
|
|
$
|
441,421
|
|
|
|
|
|
|
|
||
Number of shares outstanding
|
13,376,836
|
|
|
13,357,337
|
|
||
Net asset value per share
|
$
|
12.46
|
|
|
$
|
13.10
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Investment income
|
|
|
|
|
|
|
|
|
|||
Interest income:
|
|
|
|
|
|
|
|
|
|||
Non-control/non-affiliate investments
|
$
|
37,535
|
|
|
$
|
27,547
|
|
|
$
|
20,078
|
|
Affiliate investments
|
10,364
|
|
|
10,055
|
|
|
6,506
|
|
|||
Control investment
|
1,003
|
|
|
1,005
|
|
|
1,540
|
|
|||
Total interest income
|
48,902
|
|
|
38,607
|
|
|
28,124
|
|
|||
Payment-in-kind interest and dividend income:
|
|
|
|
|
|
|
|
|
|||
Non-control/non-affiliate investments
|
399
|
|
|
668
|
|
|
1,400
|
|
|||
Affiliate investments
|
1,257
|
|
|
1,321
|
|
|
1,375
|
|
|||
Control investment
|
169
|
|
|
110
|
|
|
132
|
|
|||
Total payment-in-kind interest and dividend income:
|
1,825
|
|
|
2,099
|
|
|
2,907
|
|
|||
Dividend income:
|
|
|
|
|
|
|
|
||||
Non-control/non-affiliate investments
|
—
|
|
|
—
|
|
|
50
|
|
|||
Affiliate investments
|
413
|
|
|
130
|
|
|
140
|
|
|||
Control investment
|
89
|
|
|
185
|
|
|
292
|
|
|||
Total dividend income
|
502
|
|
|
315
|
|
|
482
|
|
|||
Fee income:
|
|
|
|
|
|
|
|
||||
Non-control/non-affiliate investments
|
1,029
|
|
|
987
|
|
|
1,086
|
|
|||
Affiliate investments
|
221
|
|
|
760
|
|
|
675
|
|
|||
Control investment
|
42
|
|
|
66
|
|
|
152
|
|
|||
Total fee income
|
1,292
|
|
|
1,813
|
|
|
1,913
|
|
|||
Total investment income
|
52,521
|
|
|
42,834
|
|
|
33,426
|
|
|||
|
|
|
|
|
|
|
|
|
|||
Expenses
|
|
|
|
|
|
|
|
|
|||
Interest and financing expense
|
15,829
|
|
|
9,232
|
|
|
5,813
|
|
|||
Management fees
|
8,271
|
|
|
6,335
|
|
|
4,999
|
|
|||
Incentive fees
|
4,760
|
|
|
4,409
|
|
|
2,962
|
|
|||
Professional fees
|
1,814
|
|
|
1,245
|
|
|
1,115
|
|
|||
Administration fees
|
1,747
|
|
|
1,601
|
|
|
1,314
|
|
|||
Other expenses
|
1,002
|
|
|
1,649
|
|
|
1,346
|
|
|||
Total expenses before incentive fee waiver
|
33,423
|
|
|
24,471
|
|
|
17,549
|
|
|||
Incentive fee waiver (see Note 3)
|
—
|
|
|
(22
|
)
|
|
—
|
|
|||
Total expenses, net of incentive fee waiver
|
33,423
|
|
|
24,449
|
|
|
17,549
|
|
|||
Net investment income
|
19,098
|
|
|
18,385
|
|
|
15,877
|
|
|||
|
|
|
|
|
|
|
|
|
|||
Net realized and unrealized gain (loss) on investments
|
|
|
|
|
|
|
|
|
|||
Net realized loss on non-control/non-affiliate investments
|
(3,900
|
)
|
|
(4,966
|
)
|
|
(3,248
|
)
|
|||
Net realized gain on affiliate investments
|
—
|
|
|
187
|
|
|
10,081
|
|
|||
Net unrealized depreciation on non-control/non-affiliate investments
|
(9,610
|
)
|
|
(2,484
|
)
|
|
(9,715
|
)
|
|||
Net unrealized appreciation (depreciation) on affiliate investments
|
5,376
|
|
|
(803
|
)
|
|
(5,088
|
)
|
|||
Net unrealized appreciation (depreciation) on control investment
|
(1,411
|
)
|
|
(747
|
)
|
|
3
|
|
|||
Net loss on investments
|
(9,545
|
)
|
|
(8,813
|
)
|
|
(7,967
|
)
|
|||
|
|
|
|
|
|
|
|
|
|||
Net increase in net assets resulting from operations
|
$
|
9,553
|
|
|
$
|
9,572
|
|
|
$
|
7,910
|
|
|
|
|
|
|
|
|
|
|
|||
Net investment income per common share - basic and diluted
|
$
|
1.43
|
|
|
$
|
1.38
|
|
|
$
|
1.28
|
|
Net increase in net assets resulting from operations per common share - basic and diluted
|
$
|
0.71
|
|
|
$
|
0.72
|
|
|
$
|
0.64
|
|
Distributions declared per common share
|
$
|
1.36
|
|
|
$
|
1.73
|
|
|
$
|
1.36
|
|
Basic and diluted weighted average shares outstanding
|
13,364,244
|
|
|
13,348,203
|
|
|
12,403,706
|
|
|
Preferred Stock
|
|
Common Stock
|
|
|
|
|
|
|
||||||||||||||||
|
Number of shares
|
|
Par value
|
|
Number of shares
|
|
Par value
|
|
Paid-in capital in excess of par
|
|
Total distributable earnings (accumulated losses)
|
|
Total net assets
|
||||||||||||
Balances at January 1, 2017
|
—
|
|
|
$
|
—
|
|
|
9,700,297
|
|
|
$
|
97
|
|
|
$
|
134,300
|
|
|
$
|
9,381
|
|
|
$
|
143,778
|
|
Net increase in net assets resulting from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,877
|
|
|
15,877
|
|
|||||
Net realized gain on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,833
|
|
|
6,833
|
|
|||||
Unrealized depreciation on investments, net of deferred taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,800
|
)
|
|
(14,800
|
)
|
|||||
Tax reclassifications of permanent differences
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(409
|
)
|
|
409
|
|
|
—
|
|
|||||
Distributions to stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common stock issued from reinvestment of stockholder distributions
|
—
|
|
|
—
|
|
|
14,920
|
|
|
—
|
|
|
195
|
|
|
—
|
|
|
195
|
|
|||||
Common stock issued from public offering
|
—
|
|
|
—
|
|
|
3,625,000
|
|
|
36
|
|
|
53,312
|
|
|
—
|
|
|
53,348
|
|
|||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,895
|
)
|
|
(16,895
|
)
|
|||||
Net increase (decrease) for the year ended December 31, 2017
|
—
|
|
|
—
|
|
|
3,639,920
|
|
|
36
|
|
|
53,098
|
|
|
(8,576
|
)
|
|
44,558
|
|
|||||
Balances at December 31, 2017
|
—
|
|
|
$
|
—
|
|
|
13,340,217
|
|
|
$
|
133
|
|
|
$
|
187,398
|
|
|
$
|
805
|
|
|
$
|
188,336
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net increase in net assets resulting from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,385
|
|
|
18,385
|
|
|||||
Net realized losses on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,779
|
)
|
|
(4,779
|
)
|
|||||
Unrealized depreciation on investments, net of deferred taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,034
|
)
|
|
(4,034
|
)
|
|||||
Tax reclassifications of permanent differences
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(62
|
)
|
|
62
|
|
|
—
|
|
|||||
Distributions to stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common stock issued from reinvestment of stockholder distributions, net of repurchases
|
—
|
|
|
—
|
|
|
17,420
|
|
|
1
|
|
|
204
|
|
|
—
|
|
|
205
|
|
|||||
Repurchase of common stock
|
—
|
|
|
—
|
|
|
(300
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23,090
|
)
|
|
(23,090
|
)
|
|||||
Net increase (decrease) for the year ended December 31, 2018
|
—
|
|
|
—
|
|
|
17,120
|
|
|
1
|
|
|
142
|
|
|
(13,456
|
)
|
|
(13,313
|
)
|
|||||
Balances at December 31, 2018
|
—
|
|
|
$
|
—
|
|
|
13,357,337
|
|
|
$
|
134
|
|
|
$
|
187,540
|
|
|
$
|
(12,651
|
)
|
|
$
|
175,023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net increase in net assets resulting from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net investment income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19,098
|
|
|
19,098
|
|
|||||
Net realized losses on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,900
|
)
|
|
(3,900
|
)
|
|||||
Unrealized depreciation on investments, net of deferred taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,645
|
)
|
|
(5,645
|
)
|
|||||
Tax reclassifications of permanent differences
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(462
|
)
|
|
462
|
|
|
—
|
|
|||||
Distributions to stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock
|
|
Common Stock
|
|
|
|
|
|
|
||||||||||||||||
|
Number of shares
|
|
Par value
|
|
Number of shares
|
|
Par value
|
|
Paid-in capital in excess of par
|
|
Total distributable earnings (accumulated losses)
|
|
Total net assets
|
||||||||||||
Common stock issued from reinvestment of stockholder distributions
|
—
|
|
|
—
|
|
|
19,499
|
|
|
—
|
|
|
227
|
|
|
—
|
|
|
227
|
|
|||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,176
|
)
|
|
(18,176
|
)
|
|||||
Net increase (decrease) for the year ended December 31, 2019
|
—
|
|
|
—
|
|
|
19,499
|
|
|
—
|
|
|
(235
|
)
|
|
(8,161
|
)
|
|
(8,396
|
)
|
|||||
Balances at December 31, 2019
|
—
|
|
|
$
|
—
|
|
|
13,376,836
|
|
|
$
|
134
|
|
|
$
|
187,305
|
|
|
$
|
(20,812
|
)
|
|
$
|
166,627
|
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash flows from operating activities
|
|
|
|
|
|
||||||
Net increase in net assets resulting from operations
|
$
|
9,553
|
|
|
$
|
9,572
|
|
|
$
|
7,910
|
|
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:
|
|
|
|
|
|
|
|
|
|||
Net realized (gain) loss on investments
|
3,900
|
|
|
4,779
|
|
|
(6,833
|
)
|
|||
Net change in unrealized depreciation on investments
|
5,645
|
|
|
4,034
|
|
|
14,800
|
|
|||
Amortization of net loan fees
|
(1,424
|
)
|
|
(2,288
|
)
|
|
(1,450
|
)
|
|||
Amendment fees collected
|
177
|
|
|
161
|
|
|
175
|
|
|||
Payment-in-kind interest and dividend income
|
(1,825
|
)
|
|
(2,099
|
)
|
|
(2,907
|
)
|
|||
Accretion of interest income on structured finance notes
|
(2,861
|
)
|
|
—
|
|
|
—
|
|
|||
Amortization and write-off of debt issuance costs
|
1,332
|
|
|
781
|
|
|
553
|
|
|||
Amortization of intangible asset
|
195
|
|
|
195
|
|
|
195
|
|
|||
Purchase and origination of portfolio investments
|
(222,173
|
)
|
|
(272,155
|
)
|
|
(142,900
|
)
|
|||
Proceeds from principal payments on portfolio investments
|
60,883
|
|
|
100,699
|
|
|
105,078
|
|
|||
Proceeds from sale or redemption of portfolio investments
|
35,033
|
|
|
47,435
|
|
|
37,044
|
|
|||
Distributions received from portfolio investments
|
3,076
|
|
|
—
|
|
|
—
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|||
Interest receivable
|
(562
|
)
|
|
(53
|
)
|
|
(964
|
)
|
|||
Interest payable
|
714
|
|
|
1,195
|
|
|
(3
|
)
|
|||
Payable to investment adviser and affiliates
|
406
|
|
|
1,237
|
|
|
(91
|
)
|
|||
Payable for investments purchased
|
6,113
|
|
|
4,151
|
|
|
—
|
|
|||
Other assets and liabilities
|
182
|
|
|
1,268
|
|
|
66
|
|
|||
Net cash provided by (used in) operating activities
|
(101,636
|
)
|
|
(101,088
|
)
|
|
10,673
|
|
|||
Cash flows from financing activities
|
|
|
|
|
|
||||||
Proceeds from common stock offering, net of expenses
|
—
|
|
|
—
|
|
|
53,423
|
|
|||
Payment of common stock offering costs
|
—
|
|
|
—
|
|
|
(72
|
)
|
|||
Proceeds from unsecured notes offerings, net of discounts
|
52,270
|
|
|
95,446
|
|
|
—
|
|
|||
Distributions paid to stockholders
|
(17,949
|
)
|
|
(22,895
|
)
|
|
(16,700
|
)
|
|||
Borrowings under revolving line of credit
|
151,975
|
|
|
96,500
|
|
|
44,700
|
|
|||
Repayments under revolving line of credit
|
(107,525
|
)
|
|
(102,100
|
)
|
|
(36,600
|
)
|
|||
Payment of deferred financing costs and other financing costs
|
(1,860
|
)
|
|
(643
|
)
|
|
(131
|
)
|
|||
Net cash provided by financing activities
|
76,911
|
|
|
66,308
|
|
|
44,620
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
(24,725
|
)
|
|
(34,780
|
)
|
|
55,293
|
|
|||
Cash and cash equivalents — beginning of year
|
38,172
|
|
|
72,952
|
|
|
17,659
|
|
|||
Cash and cash equivalents — end of year
|
$
|
13,447
|
|
|
$
|
38,172
|
|
|
$
|
72,952
|
|
Supplemental Disclosure of Cash Flow Information:
|
|
|
|
|
|
||||||
Cash paid during the period for interest
|
$
|
13,754
|
|
|
$
|
7,256
|
|
|
$
|
5,263
|
|
Reinvestment of stockholder distributions
|
227
|
|
|
195
|
|
|
196
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Acrisure, LLC (14) (15) (19)
|
|
Insurance Agencies and Brokerages
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.19%
|
|
(L +4.25%)
|
|
10/29/2019
|
|
11/15/2023
|
|
$
|
1,995
|
|
|
$
|
1,971
|
|
|
$
|
2,004
|
|
|
1.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
AHP Health Partners (14) (15) (19)
|
|
General Medical and Surgical Hospitals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.30%
|
|
(L +4.50%)
|
|
6/27/2019
|
|
6/30/2025
|
|
2,607
|
|
|
2,612
|
|
|
2,632
|
|
|
1.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Albertson's Holdings LLC (14) (15) (19)
|
|
Supermarkets and Other Grocery (except Convenience) Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.55%
|
|
(L +2.75%)
|
|
6/24/2019
|
|
11/17/2025
|
|
1,082
|
|
|
1,081
|
|
|
1,094
|
|
|
0.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
All Star Auto Lights, Inc. (4)
|
|
Motor Vehicle Parts (Used) Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.24%
|
|
(L +7.50%)
|
|
12/19/2019
|
|
8/20/2024
|
|
13,250
|
|
|
13,119
|
|
|
13,119
|
|
|
7.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
American Bath Group, LLC (14) (15) (19)
|
|
Plastics Plumbing Fixture Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.05%
|
|
(L +4.25%)
|
|
6/24/2019
|
|
9/30/2023
|
|
1,489
|
|
|
1,484
|
|
|
1,498
|
|
|
0.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
AppLovin Corporation (14) (15) (19)
|
|
Advertising Agencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.30%
|
|
(L +3.50%)
|
|
6/24/2019
|
|
8/15/2025
|
|
1,985
|
|
|
1,987
|
|
|
2,001
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Asurion, LLC (14) (15) (19)
|
|
Communication Equipment Repair and Maintenance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.80%
|
|
(L +3.00%)
|
|
6/24/2019
|
|
11/3/2024
|
|
1,985
|
|
|
1,985
|
|
|
1,998
|
|
|
1.2
|
|
|||
Senior Secured Loan
|
|
|
|
4.80%
|
|
(L +3.00%)
|
|
7/24/2019
|
|
11/3/2023
|
|
995
|
|
|
997
|
|
|
1,002
|
|
|
0.6
|
|
|||
Senior Secured Loan
|
|
|
|
8.30%
|
|
(L +6.50%)
|
|
11/19/2019
|
|
8/24/2025
|
|
1,500
|
|
|
1,511
|
|
|
1,511
|
|
|
0.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
4,480
|
|
|
4,493
|
|
|
4,511
|
|
|
2.7
|
|
|||
Athenahealth, Inc. (14) (15) (19)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.40%
|
|
(L +4.50%)
|
|
6/24/2019
|
|
2/11/2026
|
|
1,985
|
|
|
1,990
|
|
|
1,998
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Bass Pro Group, LLC (14) (15) (19)
|
|
Sporting Goods Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.80%
|
|
(L +5.00%)
|
|
6/24/2019
|
|
9/25/2024
|
|
1,985
|
|
|
1,921
|
|
|
1,983
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
BayMark Health Services, Inc.
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.21%
|
|
(L +8.25%)
|
|
3/22/2018
|
|
3/1/2025
|
|
$
|
4,000
|
|
|
$
|
3,970
|
|
|
$
|
4,000
|
|
|
2.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Blackhawk Network Holdings, Inc. (14) (15) (19)
|
|
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.80%
|
|
(L +3.00%)
|
|
10/30/2019
|
|
6/15/2025
|
|
1,995
|
|
|
1,982
|
|
|
1,999
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
BrightSpring Health Services (14) (15) (19)
|
|
Residential Intellectual and Developmental Disability Facilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.21%
|
|
(L +4.50%)
|
|
6/24/2019
|
|
3/5/2026
|
|
2,985
|
|
|
2,991
|
|
|
3,006
|
|
|
1.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Brookfield WEC Holdings Inc. (14) (15) (19)
|
|
Business to Business Electronic Markets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.67%
|
|
(L +3.00%)
|
|
7/25/2019
|
|
8/1/2025
|
|
1,990
|
|
|
2,000
|
|
|
2,000
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Carolina Lubes, Inc.
|
|
Automotive Oil Change and Lubrication Shops
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (4) (8)
|
|
|
|
9.83%
|
|
(L +7.73%)
|
|
8/23/2017
|
|
8/23/2022
|
|
20,268
|
|
|
20,172
|
|
|
20,466
|
|
|
12.3
|
|
|||
Senior Secured Loan (Revolver) (5)
|
|
|
|
0.25% (18)
|
|
(L +7.25%)
|
|
8/23/2017
|
|
8/23/2022
|
|
—
|
|
|
(8
|
)
|
|
(8
|
)
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
20,268
|
|
|
20,164
|
|
|
20,458
|
|
|
12.3
|
|
|||
Charter NEX US, Inc. (14) (15) (19)
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.30%
|
|
(L +3.50%)
|
|
10/30/2019
|
|
5/16/2024
|
|
2,000
|
|
|
1,985
|
|
|
1,985
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CHG Healthcare Services, Inc. (15) (19)
|
|
All Other Outpatient Care Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.80%
|
|
(L +3.00%)
|
|
7/24/2019
|
|
6/7/2023
|
|
1,999
|
|
|
2,001
|
|
|
2,015
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Cirrus Medical Staffing, Inc. (4)
|
|
Temporary Help Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.19%
|
|
(L +8.25%)
|
|
3/5/2018
|
|
10/19/2022
|
|
12,564
|
|
|
12,458
|
|
|
12,358
|
|
|
7.4
|
|
|||
Senior Secured Loan (Revolver)
|
|
|
|
10.19%
|
|
(L +8.25%)
|
|
3/5/2018
|
|
10/19/2022
|
|
1,408
|
|
|
1,408
|
|
|
1,384
|
|
|
0.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
13,972
|
|
|
13,866
|
|
|
13,742
|
|
|
8.2
|
|
|||
Community Intervention Services, Inc. (4) (6) (10) (11)
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
7.00% cash / 6.00% PIK
|
|
N/A
|
|
7/16/2015
|
|
1/16/2021
|
|
9,624
|
|
|
7,639
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Confie Seguros Holdings II Co. (14)
|
|
Insurance Agencies and Brokerages
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.41%
|
|
(L +8.50%)
|
|
7/7/2015
|
|
11/1/2025
|
|
$
|
9,678
|
|
|
$
|
9,515
|
|
|
$
|
9,382
|
|
|
5.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Connect U.S. Finco LLC (14) (15) (19)
|
|
Taxi Service
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.29%
|
|
(L +4.50%)
|
|
11/20/2019
|
|
12/11/2026
|
|
2,000
|
|
|
1,990
|
|
|
1,990
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Constellis Holdings, LLC (6)
|
|
Other Justice, Public Order, and Safety Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.93%
|
|
(L +9.00%)
|
|
4/28/2017
|
|
4/21/2025
|
|
9,950
|
|
|
9,846
|
|
|
407
|
|
|
0.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Convergint Technologies Holdings, LLC
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
8.55%
|
|
(L +6.75%)
|
|
9/28/2018
|
|
2/2/2026
|
|
3,481
|
|
|
3,430
|
|
|
3,424
|
|
|
2.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Curium BidCo S.A R.L. (14) (15) (19)
|
|
Pharmaceutical and Medicine Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.94%
|
|
(L +4.00%)
|
|
10/29/2019
|
|
7/1/2026
|
|
848
|
|
|
853
|
|
|
853
|
|
|
0.5
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Davis Vision, Inc.
|
|
Direct Health and Medical Insurance Carriers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
8.55%
|
|
(L +6.75%)
|
|
10/31/2019
|
|
12/1/2025
|
|
405
|
|
|
395
|
|
|
405
|
|
|
0.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dexko Global Inc. (14) (15) (19)
|
|
Motor Vehicle Body Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.30%
|
|
(L +3.50%)
|
|
10/30/2019
|
|
7/24/2024
|
|
1,995
|
|
|
1,970
|
|
|
1,997
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Diamond Sports Group, LLC (14) (15) (19)
|
|
Television Broadcasting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.03%
|
|
(L +3.25%)
|
|
11/19/2019
|
|
8/24/2026
|
|
1,995
|
|
|
1,997
|
|
|
1,997
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
DuPage Medical Group (15) (19)
|
|
Offices of Physicians, Mental Health Specialists
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
8.80%
|
|
(L +7.00%)
|
|
8/22/2017
|
|
8/15/2025
|
|
10,098
|
|
|
10,170
|
|
|
10,098
|
|
|
6.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Eblens Holdings, Inc.
|
|
Shoe Store
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan (11)
|
|
|
|
12.00% cash / 1.00% PIK
|
|
|
|
7/13/2017
|
|
1/13/2023
|
|
9,010
|
|
|
8,962
|
|
|
9,025
|
|
|
5.4
|
|
|||
Common Equity (71,250 Class A units) (10)
|
|
|
|
|
|
|
|
7/13/2017
|
|
|
|
|
|
713
|
|
|
892
|
|
|
0.5
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
9,010
|
|
|
9,675
|
|
|
9,917
|
|
|
5.9
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Endo International PLC (14) (15) (19)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.06%
|
|
(L +4.25%)
|
|
6/24/2019
|
|
4/29/2024
|
|
$
|
1,985
|
|
|
$
|
1,897
|
|
|
$
|
1,906
|
|
|
1.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Envocore Holding, LLC (FKA LRI Holding, LLC) (4)
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.00% cash / 5.00% PIK
|
|
(L +6.00%)
|
|
6/30/2017
|
|
6/30/2022
|
|
16,367
|
|
|
16,207
|
|
|
14,639
|
|
|
8.8
|
|
|||
Preferred Equity (238,095 Series B units) (10)
|
|
|
|
|
|
|
|
6/30/2017
|
|
|
|
|
|
300
|
|
|
—
|
|
|
—
|
|
||||
Preferred Equity (13,315 Series C units) (10)
|
|
|
|
|
|
|
|
8/13/2018
|
|
|
|
|
|
13
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
16,367
|
|
|
16,520
|
|
|
14,639
|
|
|
8.8
|
|
|||
Excelin Home Health, LLC
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.50%
|
|
(L +9.50%)
|
|
10/25/2018
|
|
4/25/2024
|
|
4,250
|
|
|
4,183
|
|
|
4,070
|
|
|
2.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Explorer Holdings, Inc. (14) (15) (19)
|
|
Testing Laboratories
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.60%
|
|
(L +3.75%)
|
|
6/25/2019
|
|
5/2/2023
|
|
1,985
|
|
|
1,987
|
|
|
2,004
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Garda World Security (14) (15) (19)
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.66%
|
|
(L +4.75%)
|
|
10/24/2019
|
|
10/30/2026
|
|
1,667
|
|
|
1,634
|
|
|
1,680
|
|
|
1.0
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
GGC Aerospace Topco L.P.
|
|
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.65%
|
|
(L +8.75%)
|
|
12/29/2017
|
|
9/8/2024
|
|
5,000
|
|
|
4,912
|
|
|
4,084
|
|
|
2.5
|
|
|||
Common Equity (368,852 Class A units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
450
|
|
|
124
|
|
|
0.1
|
|
||||
Common Equity (40,984 Class B units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
50
|
|
|
5
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
5,000
|
|
|
5,412
|
|
|
4,213
|
|
|
2.6
|
|
|||
Hyland Software, Inc.
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (14) (15) (19)
|
|
|
|
5.30%
|
|
(L +3.50%)
|
|
10/24/2018
|
|
7/1/2024
|
|
1,660
|
|
|
1,655
|
|
|
1,672
|
|
|
1.0
|
|
|||
Senior Secured Loan
|
|
|
|
8.80%
|
|
(L +7.00%)
|
|
10/24/2018
|
|
7/7/2025
|
|
2,601
|
|
|
2,614
|
|
|
2,617
|
|
|
1.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
4,261
|
|
|
4,269
|
|
|
4,289
|
|
|
2.6
|
|
|||
Inergex Holdings, LLC
|
|
Other Computer Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
8.94%
|
|
(L +7.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
16,590
|
|
|
16,389
|
|
|
16,489
|
|
|
9.9
|
|
|||
Senior Secured Loan (Revolver) (5) (18)
|
|
|
|
6.05%
|
|
(L +7.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
1,875
|
|
|
1,853
|
|
|
1,864
|
|
|
1.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
18,465
|
|
|
18,242
|
|
|
18,353
|
|
|
11.0
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Institutional Shareholder Services, Inc.
|
|
Administrative Management and General Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.44%
|
|
(L +8.50%)
|
|
3/4/2019
|
|
3/5/2027
|
|
$
|
6,244
|
|
|
$
|
6,075
|
|
|
$
|
6,098
|
|
|
3.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Intouch Midco Inc. (15) (19)
|
|
All Other Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.05%
|
|
(L +4.25%)
|
|
12/20/2019
|
|
8/24/2025
|
|
1,995
|
|
|
1,925
|
|
|
1,925
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Kindred Healthcare, Inc. (FKA Kindred at Home) (14) (15) (19)
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.56%
|
|
(L +3.75%)
|
|
6/25/2019
|
|
7/2/2025
|
|
2,985
|
|
|
2,998
|
|
|
3,004
|
|
|
1.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
McAfee, LLC (14) (15) (19)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.55%
|
|
(L +3.75%)
|
|
6/25/2019
|
|
9/30/2024
|
|
1,985
|
|
|
1,987
|
|
|
1,996
|
|
|
1.2
|
|
|||
Senior Secured Loan
|
|
|
|
10.30%
|
|
(L +8.50%)
|
|
11/15/2019
|
|
9/29/2025
|
|
2,000
|
|
|
2,002
|
|
|
2,018
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
3,985
|
|
|
3,989
|
|
|
4,014
|
|
|
2.4
|
|
|||
Micro Holding Corp (14) (15) (19)
|
|
Internet Publishing and Broadcasting and Web Search Portals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.55%
|
|
(L +3.75%)
|
|
6/25/2019
|
|
9/13/2024
|
|
1,985
|
|
|
1,969
|
|
|
1,991
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Milrose Consultants, LLC (4) (8)
|
|
Administrative Management and General Management Consulting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
8.14%
|
|
(L +6.20%)
|
|
7/16/2019
|
|
7/16/2025
|
|
11,500
|
|
|
11,420
|
|
|
11,394
|
|
|
6.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
My Alarm Center, LLC (4) (10) (13)
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (1,485 Class A units), 8% PIK
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
1,571
|
|
|
984
|
|
|
0.6
|
|
||||
Preferred Equity (1,198 Class B units)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
1,198
|
|
|
—
|
|
|
—
|
|
||||
Preferred Equity (335 Class Z units) 25% PIK
|
|
|
|
|
|
|
|
9/12/2018
|
|
|
|
|
|
325
|
|
|
1,136
|
|
|
0.7
|
|
||||
Common Equity (64,149 units)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,094
|
|
|
2,120
|
|
|
1.3
|
|
||||
Online Tech Stores, LLC (4)
|
|
Stationery and Office Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
10.50% cash / 3.00% PIK
|
|
N/A
|
|
2/1/2018
|
|
8/1/2023
|
|
16,323
|
|
|
16,113
|
|
|
14,559
|
|
|
8.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
OnSite Care, PLLC (4) (8)
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.09%
|
|
(L +7.78%)
|
|
8/10/2018
|
|
8/10/2023
|
|
9,541
|
|
|
9,446
|
|
|
9,162
|
|
|
5.5
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Panther BF Aggregator 2 LP (14) (15) (19)
|
|
Other Commercial and Service Industry Machinery Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.30%
|
|
(L +3.50%)
|
|
11/19/2019
|
|
4/30/2026
|
|
$
|
1,995
|
|
|
$
|
1,978
|
|
|
$
|
2,006
|
|
|
1.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Parfums Holding Company, Inc.
|
|
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (14) (15) (19)
|
|
|
|
6.16%
|
|
(L +4.25%)
|
|
6/25/2019
|
|
6/30/2024
|
|
87
|
|
|
87
|
|
|
87
|
|
|
0.1
|
|
|||
Senior Secured Loan
|
|
|
|
10.70%
|
|
(L +8.75%)
|
|
11/16/2017
|
|
6/30/2025
|
|
6,320
|
|
|
6,332
|
|
|
6,276
|
|
|
3.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
6,407
|
|
|
6,419
|
|
|
6,363
|
|
|
3.9
|
|
|||
Pelican Products, Inc.
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.49%
|
|
(L +7.75%)
|
|
9/24/2018
|
|
5/1/2026
|
|
6,055
|
|
|
6,059
|
|
|
5,969
|
|
|
3.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Performance Team LLC (4)
|
|
General Warehousing and Storage
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.80%
|
|
(L +10.00%)
|
|
5/24/2018
|
|
11/24/2023
|
|
13,889
|
|
|
13,790
|
|
|
14,165
|
|
|
8.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PM Acquisition LLC
|
|
All Other General Merchandise Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.50% cash / 2.50% PIK
|
|
N/A
|
|
9/30/2017
|
|
10/29/2021
|
|
4,963
|
|
|
4,903
|
|
|
4,800
|
|
|
2.9
|
|
|||
Common Equity (499 units) (10) (13)
|
|
|
|
|
|
|
|
9/30/2017
|
|
|
|
|
|
499
|
|
|
220
|
|
|
0.1
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
4,963
|
|
|
5,402
|
|
|
5,020
|
|
|
3.0
|
|
|||
Quest Software US Holdings Inc. (14) (15) (19)
|
|
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.18%
|
|
(L +4.25%)
|
|
6/25/2019
|
|
5/16/2025
|
|
1,990
|
|
|
1,973
|
|
|
1,978
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Refinitiv (14) (15) (19)
|
|
Public Finance Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.05%
|
|
(L +4.25%)
|
|
6/24/2019
|
|
10/1/2025
|
|
1,987
|
|
|
1,941
|
|
|
2,007
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Resource Label Group, LLC
|
|
Commercial Printing (except Screen and Books)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.60%
|
|
(L +8.50%)
|
|
6/7/2017
|
|
11/26/2023
|
|
4,821
|
|
|
4,777
|
|
|
4,591
|
|
|
2.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Restaurant Technologies, Inc. (15) (19)
|
|
Other Grocery and Related Products Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.05%
|
|
(L +3.25%)
|
|
8/8/2019
|
|
10/1/2025
|
|
1,990
|
|
|
1,994
|
|
|
2,003
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Rocket Software, Inc. (15) (19)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.05%
|
|
(L +4.25%)
|
|
11/20/2018
|
|
11/28/2025
|
|
$
|
665
|
|
|
$
|
663
|
|
|
$
|
649
|
|
|
0.4
|
%
|
Senior Secured Loan
|
|
|
|
10.05%
|
|
(L +8.25%)
|
|
11/20/2018
|
|
11/28/2026
|
|
6,275
|
|
|
6,167
|
|
|
6,094
|
|
|
3.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
6,940
|
|
|
6,830
|
|
|
6,743
|
|
|
4.1
|
|
|||
RPLF Holdings, LLC (10) (13)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Common Equity (254,110 Class A units)
|
|
|
|
|
|
|
|
1/17/2018
|
|
|
|
|
|
254
|
|
|
186
|
|
|
0.1
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Sentry Centers Holdings, LLC (10) (13)
|
|
Other Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Common Equity (5,000 Series C units)
|
|
|
|
|
|
|
|
3/31/2014
|
|
|
|
—
|
|
|
500
|
|
|
1,490
|
|
|
0.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Southern Technical Institute, LLC (4) (6) (10)
|
|
Colleges, Universities, and Professional Schools
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
6.00% PIK
|
|
N/A
|
|
6/27/2018
|
|
12/31/2021
|
|
1,611
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other
|
|
|
|
|
|
|
|
6/27/2018
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
1,611
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Spring Education Group, Inc. (F/K/A SSH Group Holdings, Inc.)
|
|
Child Day Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.19%
|
|
(L +4.25%)
|
|
7/26/2018
|
|
7/30/2025
|
|
972
|
|
|
970
|
|
|
978
|
|
|
0.6
|
|
|||
Senior Secured Loan
|
|
|
|
10.19%
|
|
(L +8.25%)
|
|
7/26/2018
|
|
7/30/2026
|
|
7,216
|
|
|
7,157
|
|
|
7,288
|
|
|
4.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
8,188
|
|
|
8,127
|
|
|
8,266
|
|
|
5.0
|
|
|||
Sprint Communications, Inc. (14) (15) (19)
|
|
Wired Telecommunications Carriers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.81%
|
|
(L +3.00%)
|
|
6/24/2019
|
|
2/2/2024
|
|
1,985
|
|
|
1,972
|
|
|
1,980
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SSJA Bariatric Management LLC (15) (19)
|
|
Offices of Physicians, Mental Health Specialists
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.94%
|
|
(L +5.00%)
|
|
8/26/2019
|
|
8/26/2024
|
|
9,975
|
|
|
9,883
|
|
|
9,861
|
|
|
5.9
|
|
|||
Senior Secured Loan (Revolver) (5)
|
|
|
|
0.50% (18)
|
|
(L +5.00%)
|
|
8/26/2019
|
|
8/26/2024
|
|
—
|
|
|
(6
|
)
|
|
(14
|
)
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
9,975
|
|
|
9,877
|
|
|
9,847
|
|
|
5.9
|
|
|||
Stancor, L.P. (4) (10)
|
|
Pump and Pumping Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (1,250,000 Class A units), 8% PIK
|
|
|
|
|
|
|
|
8/19/2014
|
|
|
|
—
|
|
|
1,501
|
|
|
1,607
|
|
|
1.0
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Staples, Inc. (14) (15) (19)
|
|
Business to Business Electronic Markets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.69%
|
|
(L +5.00%)
|
|
6/24/2019
|
|
4/16/2026
|
|
1,990
|
|
|
1,920
|
|
|
1,960
|
|
|
1.1
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
STS Operating, Inc.
|
|
Industrial Machinery and Equipment Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (14) (15) (19)
|
|
|
|
6.05%
|
|
(L +4.25%)
|
|
5/16/2018
|
|
12/11/2024
|
|
$
|
632
|
|
|
$
|
631
|
|
|
$
|
632
|
|
|
0.4
|
%
|
Senior Secured Loan
|
|
|
|
9.80%
|
|
(L +8.00%)
|
|
5/15/2018
|
|
4/30/2026
|
|
9,073
|
|
|
9,070
|
|
|
9,030
|
|
|
5.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
9,705
|
|
|
9,701
|
|
|
9,662
|
|
|
5.8
|
|
|||
Sunshine Luxembourg VII SARL (14) (15) (19)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.19%
|
|
(L +4.25%)
|
|
11/20/2019
|
|
9/25/2026
|
|
2,000
|
|
|
2,010
|
|
|
2,021
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Tank Holding Corp. (14) (15) (19)
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.41%
|
|
(L +4.00%)
|
|
6/24/2019
|
|
3/26/2026
|
|
1,995
|
|
|
2,002
|
|
|
2,005
|
|
|
1.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Escape Game, LLC (4)
|
|
Other amusement and recreation industries
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
8.80%
|
|
(L +7.00%)
|
|
7/18/2019
|
|
3/31/2020
|
|
4,667
|
|
|
4,642
|
|
|
4,648
|
|
|
2.8
|
|
|||
Senior Secured Loan
|
|
|
|
10.55%
|
|
(L +8.75%)
|
|
12/22/2017
|
|
12/22/2022
|
|
7,000
|
|
|
6,969
|
|
|
6,972
|
|
|
4.2
|
|
|||
Senior Secured Loan
|
|
|
|
10.55%
|
|
(L +8.75%)
|
|
7/20/2018
|
|
12/22/2022
|
|
7,000
|
|
|
7,000
|
|
|
6,972
|
|
|
4.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
18,667
|
|
|
18,611
|
|
|
18,592
|
|
|
11.2
|
|
|||
Truck Hero, Inc. (15) (19)
|
|
Truck Trailer Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.05%
|
|
(L +8.25%)
|
|
5/30/2017
|
|
4/21/2025
|
|
7,014
|
|
|
6,990
|
|
|
6,690
|
|
|
4.0
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
United Biologics Holdings, LLC (4) (10)
|
|
Medical Laboratories
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (151,787 units)
|
|
|
|
|
|
|
|
4/16/2013
|
|
|
|
—
|
|
|
9
|
|
|
15
|
|
|
—
|
|
|||
Warrants (29,374 units)
|
|
|
|
|
|
|
|
7/26/2012
|
|
3/05/2022 (12)
|
|
—
|
|
|
82
|
|
|
7
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
91
|
|
|
22
|
|
|
—
|
|
|||
U.S. Anesthesia Partners (14) (15) (19)
|
|
Freestanding Ambulatory Surgical and Emergency Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
4.80%
|
|
(L +3.00%)
|
|
6/24/2019
|
|
6/23/2024
|
|
2,980
|
|
|
2,950
|
|
|
2,976
|
|
|
1.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Verifone Intermediate Holdings, Inc. (14) (15) (19)
|
|
Other Commercial and Service Industry Machinery Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
5.90%
|
|
(L +4.00%)
|
|
6/24/2019
|
|
8/20/2025
|
|
258
|
|
|
252
|
|
|
256
|
|
|
0.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Wastebuilt Environmental Solutions, LLC (4)
|
|
Industrial Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.69%
|
|
(L +8.75%)
|
|
10/11/2018
|
|
10/11/2024
|
|
7,000
|
|
|
6,883
|
|
|
6,584
|
|
|
4.0
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Debt and Equity Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
372,094
|
|
|
$
|
373,074
|
|
|
$
|
350,925
|
|
|
210.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Structured Finance Note Investments (7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dryden 76 CLO, Ltd.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Notes
|
|
|
|
15.37% (9)
|
|
|
|
9/27/2019
|
|
10/20/2032 (17)
|
|
2,750
|
|
|
2,491
|
|
|
2,509
|
|
|
1.5
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Elevation CLO 2017-7, Ltd.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Notes
|
|
|
|
15.71% (9)
|
|
|
|
2/6/2019
|
|
7/15/2030 (17)
|
|
10,000
|
|
|
7,485
|
|
|
6,559
|
|
|
3.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Flatiron CLO 18, Ltd.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Notes
|
|
|
|
16.68% (9)
|
|
|
|
1/2/2019
|
|
4/17/2031 (17)
|
|
9,680
|
|
|
7,355
|
|
|
7,345
|
|
|
4.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
THL Credit Wind River 2019‐3 CLO Ltd.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Notes
|
|
|
|
12.33% (9)
|
|
|
|
4/5/2019
|
|
4/15/2031 (17)
|
|
7,000
|
|
|
5,796
|
|
|
5,197
|
|
|
3.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Structured Finance Note Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
29,430
|
|
|
$
|
23,127
|
|
|
$
|
21,610
|
|
|
12.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Total Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
401,524
|
|
|
$
|
396,201
|
|
|
$
|
372,535
|
|
|
223.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
3rd Rock Gaming Holdings, LLC
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.44% cash / 1.00% PIK
|
|
(L +7.50%)
|
|
3/13/2018
|
|
3/12/2023
|
|
21,373
|
|
|
21,176
|
|
|
20,099
|
|
|
12.1
|
|
|||
Common Equity (2,547,250 units) (10) (13)
|
|
|
|
|
|
|
|
3/13/2018
|
|
|
|
—
|
|
|
2,547
|
|
|
1,044
|
|
|
0.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
21,373
|
|
|
23,723
|
|
|
21,143
|
|
|
12.7
|
|
|||
Chemical Resources Holdings, Inc.
|
|
Custom Compounding of Purchased Resins
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (4)(8)
|
|
|
|
9.82%
|
|
(L +7.89%)
|
|
1/25/2019
|
|
1/25/2024
|
|
13,743
|
|
|
13,592
|
|
|
13,746
|
|
|
8.2
|
|
|||
Common Equity (1,832 Class A shares) (10) (13)
|
|
|
|
|
|
|
|
1/25/2019
|
|
|
|
|
|
1,813
|
|
|
2,662
|
|
|
1.6
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
13,743
|
|
|
15,405
|
|
|
16,408
|
|
|
9.8
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
Contract Datascan Holdings, Inc. (4)
|
|
Office Machinery and Equipment Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
12.00%
|
|
N/A
|
|
8/5/2015
|
|
2/5/2021
|
|
$
|
8,000
|
|
|
$
|
7,995
|
|
|
$
|
8,000
|
|
|
4.8
|
%
|
Preferred Equity (3,061 Series A shares) 10% PIK (10)
|
|
|
|
|
|
|
|
8/5/2015
|
|
|
|
|
|
5,599
|
|
|
5,671
|
|
|
3.4
|
|
||||
Common Equity (11,273 shares) (10)
|
|
|
|
|
|
|
|
6/28/2016
|
|
|
|
|
|
104
|
|
|
671
|
|
|
0.4
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
8,000
|
|
|
13,698
|
|
|
14,342
|
|
|
8.6
|
|
|||
DRS Imaging Services, LLC
|
|
Data Processing, Hosting, and Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (4) (8)
|
|
|
|
11.21%
|
|
(L +9.27%)
|
|
3/8/2018
|
|
11/20/2023
|
|
10,741
|
|
|
10,670
|
|
|
10,569
|
|
|
6.3
|
|
|||
Common Equity (1,135 units) (10) (13)
|
|
|
|
|
|
|
|
3/8/2018
|
|
|
|
|
|
1,135
|
|
|
1,331
|
|
|
0.8
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
10,741
|
|
|
11,805
|
|
|
11,900
|
|
|
7.1
|
|
|||
Master Cutlery, LLC (4) (6) (10)
|
|
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan (11)
|
|
|
|
13.00%
|
|
N/A
|
|
4/17/2015
|
|
4/17/2020
|
|
5,947
|
|
|
4,764
|
|
|
255
|
|
|
0.2
|
|
|||
Preferred Equity (3,723 Series A units), 8% PIK
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
—
|
|
|
3,483
|
|
|
—
|
|
|
—
|
|
|||
Common Equity (15,564 units)
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
5,947
|
|
|
8,247
|
|
|
255
|
|
|
0.2
|
|
|||
NeoSystems Corp. (4) (10)
|
|
Other Accounting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (521,962 convertible shares) 10% PIK
|
|
|
|
|
|
|
|
8/14/2014
|
|
|
|
—
|
|
|
1,698
|
|
|
2,250
|
|
|
1.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Pfanstiehl Holdings, Inc. (4)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
10.50%
|
|
N/A
|
|
1/1/2014
|
|
9/29/2022
|
|
3,788
|
|
|
3,807
|
|
|
3,788
|
|
|
2.3
|
|
|||
Common Equity (400 Class A shares)
|
|
|
|
|
|
|
|
1/1/2014
|
|
|
|
—
|
|
|
217
|
|
|
11,979
|
|
|
7.2
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
3,788
|
|
|
4,024
|
|
|
15,767
|
|
|
9.5
|
|
|||
Professional Pipe Holdings, LLC
|
|
Plumbing, Heating, and Air-Conditioning Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.55% cash / 1.50% PIK
|
|
(L +9.27%)
|
|
3/23/2018
|
|
3/23/2023
|
|
7,099
|
|
|
7,008
|
|
|
7,170
|
|
|
4.3
|
|
|||
Common Equity (1,414 Class A units) (10)
|
|
|
|
|
|
|
|
3/23/2018
|
|
|
|
—
|
|
|
1,414
|
|
|
2,413
|
|
|
1.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
7,099
|
|
|
8,422
|
|
|
9,583
|
|
|
5.7
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2) |
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount |
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets |
|||||||
TalentSmart Holdings, LLC
|
|
Professional and Management Development Training
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (4)
|
|
|
|
8.50%
|
|
(L +6.75%)
|
|
10/11/2019
|
|
10/11/2024
|
|
$
|
10,000
|
|
|
$
|
9,833
|
|
|
$
|
9,833
|
|
|
5.9
|
%
|
Senior Secured Loan (Revolver) (5) (18)
|
|
|
|
8.50%
|
|
(L +6.75%)
|
|
10/11/2019
|
|
10/11/2024
|
|
250
|
|
|
242
|
|
|
242
|
|
|
0.1
|
|
|||
Common Equity (1,500 Class A shares) (10) (13)
|
|
|
|
|
|
|
|
10/11/2019
|
|
|
|
—
|
|
|
1,500
|
|
|
1,500
|
|
|
0.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
10,250
|
|
|
11,575
|
|
|
11,575
|
|
|
6.9
|
|
|||
TRS Services, LLC (4) (11)
|
|
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.55% cash / 1.00% PIK
|
|
(L +8.75%)
|
|
12/10/2014
|
|
3/16/2020
|
|
14,624
|
|
|
14,615
|
|
|
14,623
|
|
|
8.8
|
|
|||
Preferred Equity (329,266 Class AA units), 15% PIK (10)
|
|
|
|
|
|
|
|
6/30/2016
|
|
|
|
—
|
|
|
545
|
|
|
547
|
|
|
0.3
|
|
|||
Preferred Equity (3,000,000 Class A units), 11% PIK (10)
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
—
|
|
|
3,374
|
|
|
3,095
|
|
|
1.9
|
|
|||
Common Equity (3,000,000 units) (10)
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
—
|
|
|
572
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
14,624
|
|
|
19,106
|
|
|
18,265
|
|
|
11.0
|
|
|||
TTG Healthcare, LLC
|
|
Diagnostic Imaging Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (4)
|
|
|
|
10.71%
|
|
(L +9.00%)
|
|
3/1/2019
|
|
3/1/2024
|
|
12,103
|
|
|
11,938
|
|
|
11,767
|
|
|
7.1
|
|
|||
Preferred Equity ( 2,309 Class B units) (10) (13)
|
|
|
|
|
|
|
|
3/1/2019
|
|
|
|
|
|
2,309
|
|
|
2,424
|
|
|
1.5
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
12,103
|
|
|
14,247
|
|
|
14,191
|
|
|
8.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
107,668
|
|
|
$
|
131,950
|
|
|
$
|
135,679
|
|
|
81.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
MTE Holding Corp. (4)
|
|
Travel Trailer and Camper Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan (to Mirage Trailers, LLC, a controlled, consolidated subsidiary of MTE Holding Corp.)
|
|
|
|
10.26% cash / 4.50% PIK
|
|
(L +8.50%)
|
|
11/25/2015
|
|
11/25/2020
|
|
7,464
|
|
|
7,451
|
|
|
7,464
|
|
|
4.5
|
|
|||
Common Equity (554 shares)
|
|
|
|
|
|
|
|
11/25/2015
|
|
|
|
—
|
|
|
3,069
|
|
|
1,253
|
|
|
0.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
7,464
|
|
|
10,520
|
|
|
8,717
|
|
|
5.3
|
|
|||
Total Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
$
|
7,464
|
|
|
$
|
10,520
|
|
|
$
|
8,717
|
|
|
5.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
516,656
|
|
|
$
|
538,671
|
|
|
$
|
516,931
|
|
|
310.4
|
%
|
(1)
|
Equity ownership may be held in shares or units of companies affiliated with the portfolio company. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
|
(2)
|
Substantially all of the investments that bear interest at a variable rate are indexed to LIBOR (L), generally between 1.7% and 2.1% at December 31, 2019, and reset monthly, quarterly, or semi-annually. Variable-rate loans with an aggregate cost of $420,410 include LIBOR reference rate floor provisions of generally 1% to 2%; at December 31, 2019, the reference rate on all such instruments was above the stated floors. For each investment, the Company has provided the spread over the reference rate and current interest rate in effect at December 31, 2019. Unless otherwise noted, all investments with a stated PIK rate require interest payments with the issuance of additional securities as payment of the entire PIK provision.
|
(3)
|
Unless otherwise noted with footnote 14, fair value was determined using significant unobservable inputs for all of the Company's investments and are considered Level 3 under GAAP. See Note 5 for further details.
|
(4)
|
Investments (or portion thereof) held by SBIC I LP. These assets (or a portion thereof) are held to support the SBA debentures and can not be pledged under any debt obligation of the Company.
|
(5)
|
Subject to unfunded commitments. See Note 6 for further details.
|
(6)
|
Investment was on non-accrual status as of December 31, 2019, meaning the Company has ceased recognition of all or a portion of income on the investment. See Note 4 for further details.
|
(7)
|
Structured Finance Notes are considered CLO subordinated debt positions. CLO subordinated debt positions are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses.
|
(8)
|
The Company has entered into a contractual arrangement with co‑lenders whereby, subject to certain conditions, it has agreed to receive its payment after the repayment of certain co‑lenders pursuant to a payment waterfall. The table below provides additional details as of December 31, 2019:
|
Portfolio Company
|
Reported Interest Rate
|
|
Interest Rate per Credit Agreement
|
|
Additional Interest per Annum
|
Carolina Lubes, Inc.
|
9.83%
|
|
9.35%
|
|
0.48%
|
Chemical Resources Holdings, Inc.
|
9.82%
|
|
7.93%
|
|
1.89%
|
DRS Imaging Services, LLC
|
11.21%
|
|
9.94%
|
|
1.27%
|
Milrose Consultants, LLC
|
8.14%
|
|
7.44%
|
|
0.70%
|
OnSite Care, PLLC
|
9.49%
|
|
7.96%
|
|
1.53%
|
(9)
|
The rate disclosed is an estimated effective yield based upon the current projection of the amount and timing of distributions in addition to the estimated amount and timing of terminal principal payments. Effective yields for the Company's Structured Finance Note investments are monitored and evaluated at each reporting date. The estimated yield and investment cost may ultimately not be realized.
|
(10)
|
Non-income producing.
|
Portfolio Company
|
|
Investment Type
|
|
Range of PIK
Option
|
|
Range of Cash
Option
|
|
Maximum PIK
Rate Allowed
|
Community Intervention Services, Inc.
|
|
Subordinated Loan
|
|
0% or 6.00%
|
|
13.00% or 7.00%
|
|
6.00%
|
Eblens Holdings, Inc.
|
|
Subordinated Loan
|
|
0% or 1.00%
|
|
13.00% or 12.00%
|
|
1.00%
|
Master Cutlery, LLC
|
|
Senior Secured Loan
|
|
0% to 13.00%
|
|
13.00% to 0%
|
|
13.00%
|
TRS Services, LLC
|
|
Senior Secured Loan
|
|
0% or 1.00%
|
|
12.65% or 1.00%
|
|
1.00%
|
(12)
|
Represents expiration date of the warrants.
|
(13)
|
All or portion of investment held by OFSCC-MB.
|
(14)
|
Fair value was determined by reference to observable inputs other than quoted prices in active markets and are considered Level 2 under GAAP. See Note 5 for further details.
|
(15)
|
Investments (or portion thereof) held by OFSCC-FS. These assets are pledged as collateral of the BNP Credit Facility and can not be pledged under any other debt obligation of the Company.
|
(16)
|
Amortized cost reflects accretion of effective yield less any cash distributions received or entitled to be received from CLO Structured Finance Note investments.
|
(17)
|
Maturity represents the contractual maturity date of the structured finance notes. Expected maturity and cash flows, not contractual maturity and cash flows, were utilized in deriving the effective yield of the investments.
|
(18)
|
Commitment fee on undrawn funds.
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
BayMark Health Services
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.60%
|
|
(L +8.25%)
|
|
3/22/2018
|
|
3/1/2025
|
|
$
|
4,000
|
|
|
$
|
3,964
|
|
|
$
|
3,933
|
|
|
2.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Brookfield WEC Holdings Inc.,
|
|
Business to Business Electronic Markets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.27%
|
|
(L +6.75%)
|
|
12/6/2018
|
|
8/3/2026
|
|
1,959
|
|
|
1,959
|
|
|
1,914
|
|
|
1.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Carolina Lubes, Inc. (4)
|
|
Automotive Oil Change and Lubrication Shops
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (8)
|
|
|
|
10.24%
|
|
(L +7.82%)
|
|
8/23/2017
|
|
8/23/2022
|
|
20,840
|
|
|
20,705
|
|
|
20,839
|
|
|
11.9
|
|
|||
Senior Secured Loan (Revolver) (7)
|
|
|
|
9.65%
|
|
(L +7.25%)
|
|
8/23/2017
|
|
8/23/2022
|
|
—
|
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
20,840
|
|
|
20,694
|
|
|
20,839
|
|
|
11.9
|
|
|||
Cirrus Medical Staffing, Inc. (4)
|
|
Temporary Help Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.05%
|
|
(L +8.25%)
|
|
3/5/2018
|
|
10/19/2022
|
|
12,926
|
|
|
12,779
|
|
|
12,732
|
|
|
7.3
|
|
|||
Senior Secured Loan (Revolver) (7)
|
|
|
|
11.05%
|
|
(L +8.25%)
|
|
3/5/2018
|
|
10/19/2022
|
|
1,280
|
|
|
1,280
|
|
|
1,261
|
|
|
0.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
14,206
|
|
|
14,059
|
|
|
13,993
|
|
|
8.0
|
|
|||
Community Intervention Services, Inc. (4) (6) (10) (11)
|
|
Outpatient Mental Health and Substance Abuse Centers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
7.0% cash / 6.0% PIK
|
|
N/A
|
|
7/16/2015
|
|
1/16/2021
|
|
9,060
|
|
|
7,639
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Confie Seguros Holdings II Co.
|
|
Insurance Agencies and Brokerages
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.24%
|
|
(L +8.50%)
|
|
7/7/2015
|
|
11/1/2025
|
|
9,678
|
|
|
9,489
|
|
|
9,290
|
|
|
5.3
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Constellis Holdings, LLC
|
|
Other Justice, Public Order, and Safety Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.52%
|
|
(L +9.00%)
|
|
4/28/2017
|
|
4/21/2025
|
|
9,950
|
|
|
9,832
|
|
|
9,437
|
|
|
5.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Convergint Technologies Holdings, LLC
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.27%
|
|
(L +6.75%)
|
|
9/28/2018
|
|
2/2/2026
|
|
3,481
|
|
|
3,422
|
|
|
3,327
|
|
|
1.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Davis Vision, Inc.
|
|
Direct Health and Medical Insurance Carriers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.28%
|
|
(L +6.75%)
|
|
7/17/2018
|
|
12/1/2025
|
|
5,854
|
|
|
5,700
|
|
|
5,570
|
|
|
3.2
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
DuPage Medical Group
|
|
Offices of Physicians, Mental Health Specialists
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.50%
|
|
(L +7.00%)
|
|
8/22/2017
|
|
8/15/2025
|
|
$
|
10,098
|
|
|
$
|
10,185
|
|
|
$
|
9,771
|
|
|
5.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Eblens Holdings, Inc.
|
|
Shoe Store
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan (11)
|
|
|
|
12.0% cash / 1.00% PIK
|
|
N/A
|
|
7/13/2017
|
|
1/13/2023
|
|
8,920
|
|
|
8,855
|
|
|
8,821
|
|
|
5
|
|
|||
Common Equity (71,250 Class A units) (10)
|
|
|
|
|
|
|
|
7/13/2017
|
|
|
|
|
|
713
|
|
|
722
|
|
|
0.4
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
8,920
|
|
|
9,568
|
|
|
9,543
|
|
|
5.4
|
|
|||
Elgin Fasteners Group
|
|
Bolt, Nut, Screw, Rivet, and Washer Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.30%
|
|
(L +6.50%)
|
|
10/31/2011
|
|
8/27/2018
|
|
3,645
|
|
|
3,645
|
|
|
3,509
|
|
|
2.0
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Envocore Holding, LLC (FKA LRI Holding, LLC) (4)
|
|
Electrical Contractors and Other Wiring Installation Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
12.05%
|
|
(L +9.25%)
|
|
6/30/2017
|
|
6/30/2022
|
|
17,344
|
|
|
17,212
|
|
|
16,821
|
|
|
9.6
|
|
|||
Preferred Equity (238,095 Series B units) (10)
|
|
|
|
|
|
|
|
6/30/2017
|
|
|
|
|
|
300
|
|
|
300
|
|
|
0.2
|
|
||||
Preferred Equity (13,315 Series C units) (10)
|
|
|
|
|
|
|
|
8/13/2018
|
|
|
|
|
|
13
|
|
|
13
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
17,344
|
|
|
17,525
|
|
|
17,134
|
|
|
9.8
|
|
|||
Excelin Home Health, LLC
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
12.31%
|
|
(L +9.50%)
|
|
10/25/2018
|
|
4/25/2024
|
|
4,250
|
|
|
4,168
|
|
|
4,168
|
|
|
2.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
GGC Aerospace Topco L.P.
|
|
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.49%
|
|
(L +8.75%)
|
|
12/29/2017
|
|
9/8/2024
|
|
5,000
|
|
|
4,894
|
|
|
4,033
|
|
|
2.3
|
|
|||
Common Equity (368,852 Class A units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
450
|
|
|
104
|
|
|
0.1
|
|
||||
Common Equity (40,984 Class B units) (10)
|
|
|
|
|
|
|
|
12/29/2017
|
|
|
|
|
|
50
|
|
|
4
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
5,000
|
|
|
5,394
|
|
|
4,141
|
|
|
2.4
|
|
|||
GOBP Holdings, Inc.
|
|
Supermarkets and Other Grocery (except Convenience) Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.05%
|
|
(L +7.25%)
|
|
10/17/2018
|
|
10/22/2026
|
|
1,400
|
|
|
1,386
|
|
|
1,349
|
|
|
0.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Hyland Software, Inc.
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.02%
|
|
(L +3.50%)
|
|
10/24/2018
|
|
7/1/2024
|
|
173
|
|
|
173
|
|
|
166
|
|
|
0.1
|
|
|||
Senior Secured Loan
|
|
|
|
9.52%
|
|
(L +7.00%)
|
|
10/24/2018
|
|
7/7/2025
|
|
2,601
|
|
|
2,620
|
|
|
2,534
|
|
|
1.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
2,774
|
|
|
2,793
|
|
|
2,700
|
|
|
1.5
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
Inergex Holdings
|
|
Other Computer Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.39%
|
|
(L +7.00%)
|
|
10/1/2018
|
|
10/1/2024
|
|
$
|
13,092
|
|
|
$
|
12,904
|
|
|
$
|
12,904
|
|
|
7.4
|
%
|
Senior Secured Loan (Revolver) (7)
|
|
|
|
0.50%
|
|
|
|
10/1/2018
|
|
10/1/2024
|
|
—
|
|
|
(27
|
)
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
13,092
|
|
|
12,877
|
|
|
12,904
|
|
|
7.4
|
|
|||
JBR Clinical Research, Inc. (4) (8)
|
|
Research and Development in the Social Sciences and Humanities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.10%
|
|
(L +6.71%)
|
|
8/2/2018
|
|
8/2/2023
|
|
29,943
|
|
|
29,693
|
|
|
29,016
|
|
|
16.5
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
MAI Holdings, Inc. (4)
|
|
Printing Machinery and Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.50%
|
|
N/A
|
|
6/21/2018
|
|
6/1/2023
|
|
5,000
|
|
|
5,000
|
|
|
4,841
|
|
|
2.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
My Alarm Center, LLC (4) (10) (13)
|
|
Security Systems Services (except Locksmiths)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (1,485 Class A units), 8% PIK
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
1,571
|
|
|
1,536
|
|
|
0.9
|
|
||||
Preferred Equity (1,198 Class B units)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
1,198
|
|
|
—
|
|
|
—
|
|
||||
Preferred Equity (335 Class Z units) 25% PIK
|
|
|
|
|
|
|
|
9/12/2018
|
|
|
|
|
|
325
|
|
|
1,038
|
|
|
0.6
|
|
||||
Common Equity (64,149 units)
|
|
|
|
|
|
|
|
7/14/2017
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,094
|
|
|
2,574
|
|
|
1.5
|
|
||||
Online Tech Stores, LLC (4)
|
|
Stationery and Office Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
10.50% cash / 1.0% PIK
|
|
N/A
|
|
2/1/2018
|
|
8/1/2023
|
|
16,150
|
|
|
15,882
|
|
|
15,785
|
|
|
8.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
OnSite Care, PLLC (4) (8)
|
|
Home Health Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.22%
|
|
(L +7.85%)
|
|
8/10/2018
|
|
8/10/2023
|
|
7,100
|
|
|
7,035
|
|
|
7,008
|
|
|
4.0
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Parfums Holding Company, Inc.
|
|
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.56%
|
|
(L +8.75%)
|
|
11/16/2017
|
|
6/30/2025
|
|
6,320
|
|
|
6,334
|
|
|
6,292
|
|
|
3.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Pelican Products, Inc.
|
|
Unlaminated Plastics Profile Shape Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.13%
|
|
(L +7.75%)
|
|
9/24/2018
|
|
5/1/2026
|
|
6,055
|
|
|
6,060
|
|
|
5,901
|
|
|
3.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Performance Team LLC (4)
|
|
General Warehousing and Storage
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
12.52%
|
|
(L +10.00%)
|
|
5/24/2018
|
|
11/24/2023
|
|
20,300
|
|
|
20,118
|
|
|
20,647
|
|
|
11.7
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
PM Acquisition LLC
|
|
All Other General Merchandise Stores
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.50% cash / 2.50% PIK
|
|
N/A
|
|
9/30/2017
|
|
10/29/2021
|
|
$
|
5,512
|
|
|
$
|
5,431
|
|
|
$
|
5,217
|
|
|
3.0
|
%
|
Common Equity (499 units) (10) (13)
|
|
|
|
|
|
|
|
9/30/2017
|
|
|
|
|
|
499
|
|
|
137
|
|
|
0.1
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
5,512
|
|
|
5,930
|
|
|
5,354
|
|
|
3.1
|
|
|||
Resource Label Group, LLC
|
|
Commercial Printing (except Screen and Books)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.90%
|
|
(L +8.50%)
|
|
6/7/2017
|
|
11/26/2023
|
|
4,821
|
|
|
4,767
|
|
|
4,772
|
|
|
2.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Rocket Software, Inc.
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.77%
|
|
(L +4.25%)
|
|
11/20/2018
|
|
11/19/2025
|
|
670
|
|
|
667
|
|
|
645
|
|
|
0.4
|
|
|||
Senior Secured Loan
|
|
|
|
10.77%
|
|
(L +8.25%)
|
|
11/20/2018
|
|
11/19/2026
|
|
5,187
|
|
|
5,136
|
|
|
5,046
|
|
|
2.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
5,857
|
|
|
5,803
|
|
|
5,691
|
|
|
3.3
|
|
|||
RPLF Holdings, LLC (10) (13)
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Common Equity (254,110 Class A units)
|
|
|
|
|
|
|
|
1/17/2018
|
|
|
|
|
|
254
|
|
|
291
|
|
|
0.2
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Sentry Centers Holdings, LLC
|
|
Other Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (14)
|
|
|
|
13.50%
|
|
(L +11.50%)
|
|
1/25/2016
|
|
7/24/2020
|
|
8,855
|
|
|
8,802
|
|
|
8,753
|
|
|
5.0
|
|
|||
Common Equity (5,000 Series C units) (10) (13)
|
|
|
|
|
|
|
|
3/31/2014
|
|
|
|
—
|
|
|
500
|
|
|
983
|
|
|
0.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
8,855
|
|
|
9,302
|
|
|
9,736
|
|
|
5.6
|
|
|||
Southern Technical Institute, LLC (4) (6) (10)
|
|
Colleges, Universities, and Professional Schools
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
6.00% PIK
|
|
N/A
|
|
6/27/2018
|
|
12/31/2021
|
|
1,517
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other
|
|
|
|
|
|
|
|
6/27/2018
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
1,517
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
SSH Group Holdings, Inc.
|
|
Child Day Care Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.77%
|
|
(L +4.25%)
|
|
7/26/2018
|
|
7/30/2025
|
|
982
|
|
|
979
|
|
|
920
|
|
|
0.5
|
|
|||
Senior Secured Loan
|
|
|
|
10.77%
|
|
(L +8.25%)
|
|
7/26/2018
|
|
7/30/2026
|
|
7,216
|
|
|
7,147
|
|
|
6,839
|
|
|
3.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
8,198
|
|
|
8,126
|
|
|
7,759
|
|
|
4.4
|
|
|||
Stancor, L.P. (4) (10)
|
|
Pump and Pumping Equipment Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (1,250,000 Class A units), 8% PIK
|
|
|
|
|
|
|
|
8/19/2014
|
|
|
|
—
|
|
|
1,501
|
|
|
1,416
|
|
|
0.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
STS Operating, Inc.
|
|
Industrial Machinery and Equipment Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
6.77%
|
|
(L +4.25%)
|
|
5/16/2018
|
|
12/11/2024
|
|
$
|
638
|
|
|
$
|
637
|
|
|
$
|
602
|
|
|
0.3
|
%
|
Senior Secured Loan
|
|
|
|
10.52%
|
|
(L +8.00%)
|
|
5/15/2018
|
|
4/30/2026
|
|
9,073
|
|
|
9,069
|
|
|
8,484
|
|
|
4.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
9,711
|
|
|
9,706
|
|
|
9,086
|
|
|
5.1
|
|
|||
The Escape Game, LLC (4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
Other amusement and recreation industries
|
|
11.27%
|
|
(L +8.75%)
|
|
12/22/2017
|
|
12/22/2022
|
|
7,000
|
|
|
6,958
|
|
|
6,855
|
|
|
3.9
|
|
|||
Senior Secured Loan (Delayed Draw) (7)
|
|
|
|
11.22%
|
|
(L +8.75%)
|
|
7/20/2018
|
|
12/22/2022
|
|
3,733
|
|
|
3,733
|
|
|
3,656
|
|
|
2.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
10,733
|
|
|
10,691
|
|
|
10,511
|
|
|
6.0
|
|
|||
Truck Hero, Inc.
|
|
Truck Trailer Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.76%
|
|
(L +8.25%)
|
|
5/30/2017
|
|
4/21/2025
|
|
7,014
|
|
|
6,977
|
|
|
6,808
|
|
|
3.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
United Biologics Holdings, LLC (4) (10)
|
|
Medical Laboratories
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (151,787 units)
|
|
|
|
|
|
|
|
7/26/2012
|
|
|
|
—
|
|
|
9
|
|
|
20
|
|
|
—
|
|
|||
Warrants (29,374 units)
|
|
|
|
|
|
|
|
7/26/2012
|
|
3/5/2022
|
|
—
|
|
|
82
|
|
|
25
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
91
|
|
|
45
|
|
|
—
|
|
|||
Wand Intermediate I LP
|
|
Automotive Body, Paint, and Interior Repair and Maintenance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
9.84%
|
|
(L +7.25%)
|
|
5/14/2018
|
|
9/19/2022
|
|
3,770
|
|
|
3,802
|
|
|
3,747
|
|
|
2.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Wastebuilt Environmental Solutions, LLC
|
|
Industrial Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.27%
|
|
(L +8.75%)
|
|
10/11/2018
|
|
10/11/2024
|
|
7,000
|
|
|
6,858
|
|
|
6,858
|
|
|
3.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
900
|
|
|
89
|
|
|
0.1
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Non-control/Non-affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
309,407
|
|
|
312,223
|
|
|
297,749
|
|
|
169.9
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
3rd Rock Gaming Holdings, LLC
|
|
Software Publishers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
10.30%
|
|
(L +7.50%)
|
|
3/13/2018
|
|
3/12/2023
|
|
21,626
|
|
|
21,353
|
|
|
20,023
|
|
|
11.4
|
|
|||
Common Equity (2,547,250 units) (10) (13)
|
|
|
|
|
|
|
|
3/13/2018
|
|
|
|
—
|
|
|
2,547
|
|
|
1,073
|
|
|
0.6
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
21,626
|
|
|
23,900
|
|
|
21,096
|
|
|
12.0
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
Contract Datascan Holdings, Inc. (4)
|
|
Office Machinery and Equipment Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
11.50%
|
|
N/A
|
|
8/5/2015
|
|
2/5/2021
|
|
$
|
8,000
|
|
|
$
|
7,990
|
|
|
$
|
8,000
|
|
|
4.6
|
%
|
Preferred Equity (3,061 Series A shares), 10% PIK
|
|
|
|
|
|
|
|
8/5/2015
|
|
|
|
—
|
|
|
4,944
|
|
|
6,652
|
|
|
3.8
|
|
|||
Common Equity (11,273 shares) (10)
|
|
|
|
|
|
|
|
6/28/2016
|
|
|
|
—
|
|
|
104
|
|
|
2,313
|
|
|
1.3
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
8,000
|
|
|
13,038
|
|
|
16,965
|
|
|
9.7
|
|
|||
DRS Imaging Services, LLC
|
|
Data Processing, Hosting, and Related Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan (4) (8)
|
|
|
|
12.23%
|
|
(L +9.42%)
|
|
3/8/2018
|
|
11/20/2023
|
|
10,864
|
|
|
10,774
|
|
|
10,617
|
|
|
6.1
|
|
|||
Common Equity (1,135 units) (10) (13)
|
|
|
|
|
|
|
|
3/8/2018
|
|
|
|
—
|
|
|
1,135
|
|
|
1,197
|
|
|
0.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
10,864
|
|
|
11,909
|
|
|
11,814
|
|
|
6.8
|
|
|||
Master Cutlery, LLC (4) (6) (10)
|
|
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan (11)
|
|
|
|
13.00% PIK
|
|
N/A
|
|
4/17/2015
|
|
4/17/2020
|
|
5,229
|
|
|
4,764
|
|
|
850
|
|
|
0.5
|
|
|||
Preferred Equity (3,723 Series A units), 8% PIK
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
—
|
|
|
3,483
|
|
|
—
|
|
|
—
|
|
|||
Common Equity (15,564 units)
|
|
|
|
|
|
|
|
4/17/2015
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
5,229
|
|
|
8,247
|
|
|
850
|
|
|
0.5
|
|
|||
NeoSystems Corp. (4) (10)
|
|
Other Accounting Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Preferred Equity (521,962 convertible shares), 10% PIK
|
|
|
|
|
|
|
|
8/14/2014
|
|
|
|
—
|
|
|
1,537
|
|
|
2,250
|
|
|
1.3
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Pfanstiehl Holdings, Inc. (4)
|
|
Pharmaceutical Preparation Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan
|
|
|
|
10.50%
|
|
N/A
|
|
1/1/2014
|
|
9/29/2022
|
|
3,788
|
|
|
3,814
|
|
|
3,788
|
|
|
2.2
|
|
|||
Common Equity (400 Class A shares)
|
|
|
|
|
|
|
|
1/1/2014
|
|
|
|
—
|
|
|
217
|
|
|
8,360
|
|
|
4.8
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
3,788
|
|
|
4,031
|
|
|
12,148
|
|
|
7.0
|
|
|||
Professional Pipe Holdings, LLC
|
|
Plumbing, Heating, and Air-Conditioning Contractors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
12.77%
|
|
(L +10.25%)
|
|
3/23/2018
|
|
3/23/2023
|
|
7,779
|
|
|
7,647
|
|
|
7,466
|
|
|
4.3
|
|
|||
Common Equity (1,414 Class A units) (10)
|
|
|
|
|
|
|
|
3/23/2018
|
|
|
|
—
|
|
|
1,414
|
|
|
769
|
|
|
0.4
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
7,779
|
|
|
9,061
|
|
|
8,235
|
|
|
4.7
|
|
Portfolio Company (1)
Investment Type |
|
Industry
|
|
Interest Rate (2)
|
|
Spread Above
Index (2)
|
|
Initial Acquisition Date
|
|
Maturity
|
|
Principal
Amount
|
|
Amortized Cost
|
|
Fair Value (3)
|
|
Percent of
Net Assets
|
|||||||
TRS Services, LLC (4) (11)
|
|
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Senior Secured Loan
|
|
|
|
11.27% cash / 1.0% PIK
|
|
(L +8.75%)
|
|
12/10/2014
|
|
12/10/2019
|
|
$
|
14,681
|
|
|
$
|
14,617
|
|
|
$
|
14,446
|
|
|
8.3
|
%
|
Preferred Equity (329,266 Class AA units), 15% PIK
|
|
|
|
|
|
|
|
6/30/2016
|
|
|
|
—
|
|
|
465
|
|
|
473
|
|
|
0.3
|
|
|||
Preferred Equity (3,000,000 Class A units), 11% PIK (10)
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
—
|
|
|
3,374
|
|
|
826
|
|
|
0.5
|
|
|||
Common Equity (3,000,000 units) (10)
|
|
|
|
|
|
|
|
12/10/2014
|
|
|
|
—
|
|
|
572
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
14,681
|
|
|
19,028
|
|
|
15,745
|
|
|
9.1
|
|
|||
Total Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
71,967
|
|
|
90,751
|
|
|
89,103
|
|
|
51.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
MTE Holding Corp. (4)
|
|
Travel Trailer and Camper Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subordinated Loan (to Mirage Trailers, LLC, a controlled, consolidated subsidiary of MTE Holding Corp.)
|
|
|
|
14.00% cash / 1.50% PIK
|
|
(L +11.50%)
|
|
11/25/2015
|
|
11/25/2020
|
|
7,296
|
|
|
7,268
|
|
|
7,296
|
|
|
4.2
|
|
|||
Common Equity (554 shares)
|
|
|
|
|
|
|
|
11/25/2015
|
|
|
|
—
|
|
|
3,069
|
|
|
2,649
|
|
|
1.5
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
7,296
|
|
|
10,337
|
|
|
9,945
|
|
|
5.7
|
|
|||
Total Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
7,296
|
|
|
10,337
|
|
|
9,945
|
|
|
5.7
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Investments
|
|
|
|
|
|
|
|
|
|
|
|
$
|
388,670
|
|
|
$
|
413,311
|
|
|
$
|
396,797
|
|
|
226.7
|
%
|
(1)
|
Equity ownership may be held in shares or units of companies affiliated with the portfolio company. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
|
(2)
|
Substantially all of the investments that bear interest at a variable rate are indexed to LIBOR (L), and reset monthly, quarterly, or semi-annually. Variable-rate loans with an aggregate cost of $420,410 include LIBOR reference rate floor provisions of generally 1% to 2%. At December 31, 2019, the reference rate on all such instruments was above the stated floors. For each investment, the Company has provided the spread over the reference rate and current interest rate in effect at December 31, 2019. Unless otherwise noted, all investments with a stated PIK rate require interest payments with the issuance of additional securities as payment of the entire PIK provision.
|
(3)
|
Fair value was determined using significant unobservable inputs for all of the Company's investments. See Note 5 for further details.
|
(4)
|
Investments (or portion thereof) held by SBIC I LP. All other investments pledged as collateral under the PWB Credit Facility.
|
(5)
|
Elgin Fasteners Group became contractually due on August 27, 2018. The lending group entered into a forbearance agreement to extend the maturity through September 26, 2019. The investment shall continue to accrue interest as the borrower has continued to make interest and amortization payments.
|
(6)
|
Investment was on non-accrual status as of December 31, 2019, meaning the Company has ceased recognizing all or a portion of income on the investment. See Note 5 for further details.
|
(7)
|
Subject to unfunded commitments. See Note 6 for further details.
|
(8)
|
The Company has entered into a contractual arrangement with co‑lenders whereby, subject to certain conditions, it has agreed to receive its principal payment after the repayment of certain co‑lenders pursuant to a payment waterfall. The table below provides additional details as of December 31, 2018:
|
Portfolio Company
|
Reported Interest Rate
|
|
Interest Rate per Credit Agreement
|
|
Additional Interest per Annum
|
Carolina Lubes, Inc.
|
10.24%
|
|
9.65%
|
|
0.59%
|
DRS Imaging Services, LLC
|
12.23%
|
|
10.80%
|
|
1.43%
|
JBR Clinical Research, Inc.
|
9.10%
|
|
8.64%
|
|
0.46%
|
OnSite Care, PLLC
|
10.22%
|
|
8.60%
|
|
1.62%
|
(9)
|
Reserved.
|
(10)
|
Non-income producing.
|
Portfolio Company
|
|
Investment Type
|
|
Range of PIK
Option
|
|
Range of Cash
Option
|
|
Maximum PIK
Rate Allowed
|
Community Intervention Services, Inc.
|
|
Subordinated Loan
|
|
0% or 6.00%
|
|
13.00% or 7.00%
|
|
6.00%
|
Eblens Holdings, Inc.
|
|
Subordinated Loan
|
|
0% or 1.00%
|
|
14.00% or 12.00%
|
|
1.50%
|
Master Cutlery, LLC
|
|
Senior Secured Loan
|
|
0% to 13.00%
|
|
13.00% to 0%
|
|
13.00%
|
TRS Services, LLC
|
|
Senior Secured Loan
|
|
0% or 1.00%
|
|
11.25% or 1.00%
|
|
1.00%
|
(12)
|
Represents expiration date of the warrants.
|
(13)
|
All or portion of investment held by a wholly owned subsidiary subject to corporate income tax. See Note 8 for further details.
|
(14)
|
Maximum interest rate allowable under the terms of this investment is 13.50%
|
|
|
|
|
|
Standard
|
|
Description
|
|
Period of Adoption
|
|
Effect of Adoption on the Financial Statements
|
Standards that were adopted
|
|
|
|
|
|
|
ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
|
|
Removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill.
|
|
Fourth Quarter 2019 prospectively
|
|
No material impact to the Company's consolidated financial statements.
|
ASU 2017-08, Premium Amortization on Purchased Callable Debt Securities
|
|
Shortens the amortization period for certain purchased callable debt securities held at a premium to the earliest call date. Securities held at a discount are to continue to be amortized to maturity.
|
|
Fourth Quarter 2019 prospectively
|
|
No material impact to the Company's consolidated financial statements.
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
||||||||||||
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
||||||||
Senior secured debt investments
|
$
|
421,970
|
|
|
78.3
|
%
|
|
253.2
|
%
|
|
$
|
408,724
|
|
|
79.1
|
%
|
|
245.3
|
%
|
Subordinated debt investments
|
56,731
|
|
|
10.5
|
|
|
34.0
|
|
|
43,091
|
|
|
8.3
|
|
|
25.9
|
|
||
Preferred equity
|
21,925
|
|
|
4.1
|
|
|
13.2
|
|
|
17,729
|
|
|
3.4
|
|
|
10.6
|
|
||
Common equity and warrants
|
14,919
|
|
|
2.8
|
|
|
9.0
|
|
|
25,777
|
|
|
5.0
|
|
|
15.5
|
|
||
Total debt and equity investments
|
515,545
|
|
|
95.7
|
%
|
|
309.4
|
%
|
|
495,321
|
|
|
95.8
|
%
|
|
297.3
|
%
|
||
Structured Finance Notes
|
23,126
|
|
|
4.3
|
|
|
14.0
|
|
|
21,610
|
|
|
4.2
|
|
|
12.9
|
|
||
Total
|
$
|
538,671
|
|
|
100.0
|
%
|
|
323.4
|
%
|
|
$
|
516,931
|
|
|
100.0
|
%
|
|
310.2
|
%
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
||||||||||||
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
||||||||
Administrative and Support and Waste Management and Remediation Services
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Security Systems Services (except Locksmiths)
|
|
$
|
8,158
|
|
|
1.6
|
%
|
|
4.9
|
%
|
|
$
|
7,224
|
|
|
1.5
|
%
|
|
4.3
|
%
|
Temporary Help Services
|
|
13,866
|
|
|
2.7
|
|
|
8.3
|
|
|
13,742
|
|
|
2.8
|
|
|
8.2
|
|
||
Arts, Entertainment, and Recreation
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other Amusement and Recreation Industries
|
|
18,611
|
|
|
3.6
|
|
|
11.2
|
|
|
18,592
|
|
|
3.8
|
|
|
11.2
|
|
||
Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Electrical Contractors and Other Wiring Installation Contractors
|
|
16,520
|
|
|
3.2
|
|
|
9.9
|
|
|
14,639
|
|
|
3.0
|
|
|
8.8
|
|
||
Plumbing, Heating, and Air-Conditioning Contractors
|
|
8,422
|
|
|
1.6
|
|
|
5.1
|
|
|
9,583
|
|
|
1.9
|
|
|
5.8
|
|
||
Education Services
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Colleges, Universities, and Professional Schools
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Professional and Management Development Training
|
|
11,574
|
|
|
2.2
|
|
|
6.9
|
|
|
11,575
|
|
|
2.3
|
|
|
6.9
|
|
||
Finance and Insurance
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Direct Health and Medical Insurance Carriers
|
|
395
|
|
|
0.1
|
|
|
0.2
|
|
|
405
|
|
|
0.1
|
|
|
0.2
|
|
||
Insurance Agencies and Brokerages
|
|
11,487
|
|
|
2.2
|
|
|
6.9
|
|
|
11,386
|
|
|
2.3
|
|
|
6.8
|
|
||
Health Care and Social Assistance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
All Other Outpatient Care Centers
|
|
2,001
|
|
|
0.4
|
|
|
1.2
|
|
|
2,015
|
|
|
0.4
|
|
|
1.2
|
|
||
Child Day Care Services
|
|
8,126
|
|
|
1.6
|
|
|
4.9
|
|
|
8,266
|
|
|
1.7
|
|
|
5.0
|
|
||
Diagnostic Imaging Centers
|
|
14,247
|
|
|
2.8
|
|
|
8.6
|
|
|
14,191
|
|
|
2.9
|
|
|
8.5
|
|
||
Freestanding Ambulatory Surgical and Emergency Centers
|
|
2,950
|
|
|
0.6
|
|
|
1.8
|
|
|
2,976
|
|
|
0.6
|
|
|
1.8
|
|
||
General Medical and Surgical Hospitals
|
|
2,612
|
|
|
0.5
|
|
|
1.6
|
|
|
2,632
|
|
|
0.5
|
|
|
1.6
|
|
||
Home Health Care Services
|
|
16,627
|
|
|
3.2
|
|
|
10.0
|
|
|
16,236
|
|
|
3.3
|
|
|
9.7
|
|
||
Medical Laboratories
|
|
91
|
|
|
—
|
|
|
0.1
|
|
|
22
|
|
|
—
|
|
|
—
|
|
||
Offices of Physicians, Mental Health Specialists
|
|
20,047
|
|
|
3.9
|
|
|
12.0
|
|
|
19,945
|
|
|
4.0
|
|
|
12.0
|
|
||
Outpatient Mental Health and Substance Abuse Centers
|
|
11,609
|
|
|
2.3
|
|
|
7.0
|
|
|
4,000
|
|
|
0.8
|
|
|
2.4
|
|
||
Residential Intellectual and Developmental Disability Facilities
|
|
2,991
|
|
|
0.6
|
|
|
1.8
|
|
|
3,006
|
|
|
0.6
|
|
|
1.8
|
|
||
Information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
||||||||||||
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
||||||||
Data Processing, Hosting, and Related Services
|
|
11,805
|
|
|
2.3
|
|
|
7.1
|
|
|
11,900
|
|
|
2.4
|
|
|
7.1
|
|
||
Internet Publishing and Broadcasting and Web Search Portals
|
|
1,969
|
|
|
0.4
|
|
|
1.2
|
|
|
1,992
|
|
|
0.4
|
|
|
1.2
|
|
||
Software Publishers
|
|
41,054
|
|
|
8.0
|
|
|
24.5
|
|
|
38,373
|
|
|
7.7
|
|
|
22.9
|
|
||
Television Broadcasting
|
|
1,997
|
|
|
0.4
|
|
|
1.2
|
|
|
1,997
|
|
|
0.4
|
|
|
1.1
|
|
||
Wired Telecommunications Carriers
|
|
1,972
|
|
|
0.4
|
|
|
1.2
|
|
|
1,980
|
|
|
0.4
|
|
|
1.2
|
|
||
Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Commercial Printing (except Screen and Books)
|
|
4,778
|
|
|
0.9
|
|
|
2.9
|
|
|
4,591
|
|
|
0.9
|
|
|
2.8
|
|
||
Custom Compounding of Purchased Resins
|
|
15,405
|
|
|
3.0
|
|
|
9.2
|
|
|
16,408
|
|
|
3.3
|
|
|
9.8
|
|
||
Motor Vehicle Body Manufacturing
|
|
1,970
|
|
|
0.4
|
|
|
1.2
|
|
|
1,997
|
|
|
0.4
|
|
|
1.2
|
|
||
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
5,412
|
|
|
1.0
|
|
|
3.2
|
|
|
4,213
|
|
|
0.9
|
|
|
2.5
|
|
||
Other Commercial and Service Industry Machinery Manufacturing
|
|
2,229
|
|
|
0.4
|
|
|
1.3
|
|
|
2,262
|
|
|
0.5
|
|
|
1.4
|
|
||
Pharmaceutical and Medicine Manufacturing
|
|
853
|
|
|
0.2
|
|
|
0.5
|
|
|
853
|
|
|
0.2
|
|
|
0.5
|
|
||
Pharmaceutical Preparation Manufacturing
|
|
7,931
|
|
|
1.5
|
|
|
4.8
|
|
|
19,694
|
|
|
4.0
|
|
|
11.8
|
|
||
Plastics Plumbing Fixture Manufacturing
|
|
1,484
|
|
|
0.3
|
|
|
0.9
|
|
|
1,498
|
|
|
0.3
|
|
|
0.9
|
|
||
Pump and Pumping Equipment Manufacturing
|
|
1,501
|
|
|
0.3
|
|
|
0.9
|
|
|
1,607
|
|
|
0.3
|
|
|
1.0
|
|
||
Travel Trailer and Camper Manufacturing
|
|
10,520
|
|
|
2.0
|
|
|
6.3
|
|
|
8,717
|
|
|
1.7
|
|
|
5.2
|
|
||
Truck Trailer Manufacturing
|
|
6,990
|
|
|
1.4
|
|
|
4.2
|
|
|
6,690
|
|
|
1.4
|
|
|
4.0
|
|
||
Unlaminated Plastics Profile Shape Manufacturing
|
|
10,046
|
|
|
1.9
|
|
|
6.0
|
|
|
9,959
|
|
|
2.0
|
|
|
6.0
|
|
||
Other Services (except Public Administration)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Automotive Oil Change and Lubrication Shops
|
|
20,165
|
|
|
3.9
|
|
|
12.1
|
|
|
20,458
|
|
|
4.0
|
|
|
12.3
|
|
||
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
19,106
|
|
|
3.7
|
|
|
11.5
|
|
|
18,265
|
|
|
3.7
|
|
|
11.0
|
|
||
Communication Equipment Repair and Maintenance
|
|
4,493
|
|
|
0.9
|
|
|
2.7
|
|
|
4,512
|
|
|
0.9
|
|
|
2.7
|
|
||
Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Administrative Management and General Management Consulting Services
|
|
17,496
|
|
|
3.4
|
|
|
10.5
|
|
|
17,492
|
|
|
3.5
|
|
|
10.5
|
|
||
Advertising Agencies
|
|
1,987
|
|
|
0.4
|
|
|
1.2
|
|
|
2,001
|
|
|
0.4
|
|
|
1.2
|
|
||
All Other Professional, Scientific, and Technical Services
|
|
1,925
|
|
|
0.4
|
|
|
1.2
|
|
|
1,925
|
|
|
0.4
|
|
|
1.2
|
|
||
Other Accounting Services
|
|
1,698
|
|
|
0.3
|
|
|
1.0
|
|
|
2,250
|
|
|
0.5
|
|
|
1.4
|
|
||
Other Computer Related Services
|
|
18,242
|
|
|
3.5
|
|
|
10.9
|
|
|
18,353
|
|
|
3.7
|
|
|
11.0
|
|
||
Other Professional, Scientific, and Technical Services
|
|
500
|
|
|
0.1
|
|
|
0.3
|
|
|
1,490
|
|
|
0.3
|
|
|
0.9
|
|
||
Testing Laboratories
|
|
1,987
|
|
|
0.4
|
|
|
1.2
|
|
|
2,004
|
|
|
0.4
|
|
|
1.2
|
|
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
||||||||||||
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
||||||||
Public Administration
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Other Justice, Public Order, and Safety Activities
|
|
9,846
|
|
|
1.9
|
|
|
5.9
|
|
|
407
|
|
|
0.1
|
|
|
0.2
|
|
||
Public Finance Activities
|
|
1,941
|
|
|
0.4
|
|
|
1.2
|
|
|
2,007
|
|
|
0.4
|
|
|
1.2
|
|
||
Real Estate and Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Office Machinery and Equipment Rental and Leasing
|
|
13,698
|
|
|
2.7
|
|
|
8.2
|
|
|
14,342
|
|
|
2.9
|
|
|
8.6
|
|
||
Retail Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
6,419
|
|
|
1.2
|
|
|
3.9
|
|
|
6,363
|
|
|
1.3
|
|
|
3.8
|
|
||
Shoe Store
|
|
9,675
|
|
|
1.8
|
|
|
5.8
|
|
|
9,917
|
|
|
2.0
|
|
|
6.0
|
|
||
Sporting Goods Stores
|
|
1,921
|
|
|
0.4
|
|
|
1.2
|
|
|
1,983
|
|
|
0.4
|
|
|
1.2
|
|
||
Supermarkets and Other Grocery (except Convenience) Stores
|
|
1,081
|
|
|
0.2
|
|
|
0.6
|
|
|
1,094
|
|
|
0.2
|
|
|
0.7
|
|
||
All Other General Merchandise Stores
|
|
5,402
|
|
|
1.0
|
|
|
3.2
|
|
|
5,020
|
|
|
1.0
|
|
|
3.0
|
|
||
Transportation and Warehousing
|
|
|
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
||
General Warehousing and Storage
|
|
13,790
|
|
|
2.7
|
|
|
8.3
|
|
|
14,165
|
|
|
2.9
|
|
|
8.5
|
|
||
Taxi Service
|
|
1,990
|
|
|
0.4
|
|
|
1.2
|
|
|
1,990
|
|
|
0.4
|
|
|
1.2
|
|
||
Wholesale Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Business to Business Electronic Markets
|
|
3,920
|
|
|
0.8
|
|
|
2.4
|
|
|
3,960
|
|
|
0.8
|
|
|
2.4
|
|
||
Computer and Computer Peripheral Equipment and Software Merchant Wholesalers
|
|
3,955
|
|
|
0.8
|
|
|
2.4
|
|
|
3,976
|
|
|
0.8
|
|
|
2.4
|
|
||
Industrial Machinery and Equipment Merchant Wholesalers
|
|
9,700
|
|
|
1.9
|
|
|
5.8
|
|
|
9,662
|
|
|
2.0
|
|
|
5.8
|
|
||
Industrial Supplies Merchant Wholesalers
|
|
6,883
|
|
|
1.3
|
|
|
4.1
|
|
|
6,584
|
|
|
1.3
|
|
|
4.0
|
|
||
Motor Vehicle Parts (Used) Merchant Wholesalers
|
|
13,119
|
|
|
2.5
|
|
|
7.9
|
|
|
13,119
|
|
|
2.6
|
|
|
7.9
|
|
||
Other Grocery and Related Products Merchant Wholesalers
|
|
1,995
|
|
|
0.4
|
|
|
1.2
|
|
|
2,003
|
|
|
0.4
|
|
|
1.2
|
|
||
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
8,247
|
|
|
1.6
|
|
|
4.9
|
|
|
255
|
|
|
0.1
|
|
|
0.2
|
|
||
Stationery and Office Supplies Merchant Wholesalers
|
|
16,113
|
|
|
3.1
|
|
|
9.7
|
|
|
14,559
|
|
|
2.9
|
|
|
8.7
|
|
||
Total debt and equity investments
|
|
$
|
515,545
|
|
|
100.0
|
%
|
|
309.4
|
%
|
|
$
|
495,321
|
|
|
100.0
|
%
|
|
297.3
|
%
|
Structured Finance Notes
|
|
23,126
|
|
|
—
|
|
|
14.0
|
%
|
|
21,610
|
|
|
—
|
|
|
12.9
|
%
|
||
Total investments
|
|
$
|
538,671
|
|
|
100.0
|
%
|
|
323.4
|
%
|
|
$
|
516,931
|
|
|
100.0
|
%
|
|
310.2
|
%
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
||||||||||||
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
||||||||
Senior secured debt investments
|
$
|
325,873
|
|
|
78.8
|
%
|
|
186.2
|
%
|
|
$
|
319,017
|
|
|
80.4
|
%
|
|
182.3
|
%
|
Subordinated debt investments
|
56,212
|
|
|
13.6
|
%
|
|
32.1
|
|
|
44,540
|
|
|
11.2
|
%
|
|
25.4
|
|
||
Preferred equity
|
19,620
|
|
|
4.7
|
%
|
|
11.2
|
|
|
14,613
|
|
|
3.7
|
%
|
|
8.4
|
|
||
Common equity and warrants
|
11,606
|
|
|
2.8
|
%
|
|
6.6
|
|
|
18,627
|
|
|
4.7
|
%
|
|
10.6
|
|
||
Total
|
$
|
413,311
|
|
|
100.0
|
%
|
|
236.1
|
%
|
|
$
|
396,797
|
|
|
100.0
|
%
|
|
226.7
|
%
|
|
|
|
|
Percentage of Total
|
|
|
|
Percentage of Total
|
||||||||||||
|
|
Amortized Cost
|
|
Amortized Cost
|
|
Net Assets
|
|
Fair Value
|
|
Fair Value
|
|
Net Assets
|
||||||||
Administrative and Support and Waste Management and Remediation Services
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Security Systems Services (except Locksmiths)
|
|
$
|
6,516
|
|
|
1.6
|
%
|
|
3.7
|
%
|
|
$
|
5,901
|
|
|
1.5
|
%
|
|
3.4
|
%
|
Temporary Help Services
|
|
14,059
|
|
|
3.4
|
|
|
8.0
|
|
|
13,993
|
|
|
3.5
|
|
|
8.0
|
|
||
Arts, Entertainment, and Recreation
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other Amusement and Recreation Industries
|
|
10,691
|
|
|
2.6
|
|
|
6.1
|
|
|
10,511
|
|
|
2.6
|
|
|
6.0
|
|
||
Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Electrical Contractors and Other Wiring Installation Contractors
|
|
17,525
|
|
|
4.2
|
|
|
10.0
|
|
|
17,134
|
|
|
4.3
|
|
|
9.8
|
|
||
Plumbing, Heating, and Air-Conditioning Contractors
|
|
9,061
|
|
|
2.2
|
|
|
5.2
|
|
|
8,235
|
|
|
2.1
|
|
|
4.7
|
|
||
Education Services
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Colleges, Universities, and Professional Schools
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Finance and Insurance
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Direct Health and Medical Insurance Carriers
|
|
5,700
|
|
|
1.4
|
|
|
3.3
|
|
|
5,570
|
|
|
1.4
|
|
|
3.2
|
|
|
Insurance Agencies and Brokerages
|
|
9,489
|
|
|
2.3
|
|
|
5.4
|
|
|
9,290
|
|
|
2.3
|
|
|
5.3
|
|
||
Health Care and Social Assistance
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Child Day Care Services
|
|
8,126
|
|
|
2.0
|
|
|
4.6
|
|
|
7,759
|
|
|
2.0
|
|
|
4.4
|
|
||
Home Health Care Services
|
|
11,203
|
|
|
2.7
|
|
|
6.4
|
|
|
11,176
|
|
|
2.8
|
|
|
6.4
|
|
||
Medical Laboratories
|
|
91
|
|
|
—
|
|
|
0.1
|
|
|
45
|
|
|
—
|
|
|
—
|
|
||
Offices of Physicians, Mental Health Specialists
|
|
10,185
|
|
|
2.5
|
|
|
5.8
|
|
|
9,771
|
|
|
2.5
|
|
|
5.6
|
|
||
Outpatient Mental Health and Substance Abuse Centers
|
|
11,603
|
|
|
2.8
|
|
|
6.6
|
|
|
3,933
|
|
|
1.0
|
|
|
2.2
|
|
||
Information
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Data Processing, Hosting, and Related Services
|
|
11,909
|
|
|
2.9
|
|
|
6.8
|
|
|
11,814
|
|
|
3.0
|
|
|
6.7
|
|
||
Software Publishers
|
|
32,750
|
|
|
7.9
|
|
|
18.6
|
|
|
29,778
|
|
|
7.5
|
|
|
16.9
|
|
||
Manufacturing
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Bolt, Nut, Screw, Rivet, and Washer Manufacturing
|
|
3,645
|
|
|
0.9
|
|
|
2.1
|
|
|
3,509
|
|
|
0.9
|
|
|
2.0
|
|
||
Commercial Printing (except Screen and Books)
|
|
4,767
|
|
|
1.2
|
|
|
2.7
|
|
|
4,772
|
|
|
1.2
|
|
|
2.7
|
|
||
Other Aircraft Parts and Auxiliary Equipment Manufacturing
|
|
5,394
|
|
|
1.3
|
|
|
3.1
|
|
|
4,141
|
|
|
1.0
|
|
|
2.4
|
|
||
Pharmaceutical Preparation Manufacturing
|
|
4,031
|
|
|
1.0
|
|
|
2.3
|
|
|
12,148
|
|
|
3.1
|
|
|
6.9
|
|
||
Printing Machinery and Equipment Manufacturing
|
|
5,000
|
|
|
1.2
|
|
|
2.9
|
|
|
4,841
|
|
|
1.2
|
|
|
2.8
|
|
||
Pump and Pumping Equipment Manufacturing
|
|
1,501
|
|
|
0.4
|
|
|
0.9
|
|
|
1,416
|
|
|
0.4
|
|
|
0.8
|
|
||
Travel Trailer and Camper Manufacturing
|
|
10,337
|
|
|
2.5
|
|
|
5.9
|
|
|
9,945
|
|
|
2.5
|
|
|
5.7
|
|
||
Truck Trailer Manufacturing
|
|
6,977
|
|
|
1.7
|
|
|
4.0
|
|
|
6,808
|
|
|
1.7
|
|
|
3.9
|
|
||
Unlaminated Plastics Profile Shape Manufacturing
|
|
6,060
|
|
|
1.5
|
|
|
3.5
|
|
|
5,901
|
|
|
1.5
|
|
|
3.4
|
|
||
Other Services (except Public Administration)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Automotive Body, Paint, and Interior Repair and Maintenance
|
|
3,802
|
|
|
0.9
|
|
|
2.2
|
|
|
3,747
|
|
|
0.9
|
|
|
2.1
|
|
||
Automotive Oil Change and Lubrication Shops
|
|
20,694
|
|
|
5.0
|
|
|
11.8
|
|
|
20,839
|
|
|
5.3
|
|
|
11.9
|
|
||
Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance
|
|
19,028
|
|
|
4.6
|
|
|
10.9
|
|
|
15,745
|
|
|
4.0
|
|
|
9.0
|
|
||
Professional, Scientific, and Technical Services
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other Accounting Services
|
|
1,537
|
|
|
0.4
|
|
|
0.9
|
|
|
2,250
|
|
|
0.6
|
|
|
1.3
|
|
||
Other Computer Related Services
|
|
12,877
|
|
|
3.1
|
|
|
7.4
|
|
|
12,904
|
|
|
3.3
|
|
|
7.4
|
|
||
Other Professional, Scientific, and Technical Services
|
|
9,302
|
|
|
2.3
|
|
|
5.3
|
|
|
9,736
|
|
|
2.5
|
|
|
5.6
|
|
||
Research and Development in the Social Sciences and Humanities
|
|
29,693
|
|
|
7.2
|
|
|
17.0
|
|
|
29,016
|
|
|
7.3
|
|
|
16.5
|
|
||
Public Administration
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other Justice, Public Order, and Safety Activities
|
|
9,832
|
|
|
2.4
|
|
|
5.6
|
|
|
9,437
|
|
|
2.4
|
|
|
5.4
|
|
|
Real Estate and Rental and Leasing
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Home Health Equipment Rental
|
|
900
|
|
|
0.2
|
|
|
0.5
|
|
|
89
|
|
|
—
|
|
|
0.1
|
|
||
Office Machinery and Equipment Rental and Leasing
|
|
13,038
|
|
|
3.2
|
|
|
7.4
|
|
|
16,965
|
|
|
4.3
|
|
|
9.7
|
|
||
Retail Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cosmetics, Beauty Supplies, and Perfume Stores
|
|
6,334
|
|
|
1.5
|
|
|
3.6
|
|
|
6,292
|
|
|
1.6
|
|
|
3.6
|
|
||
Shoe Store
|
|
9,568
|
|
|
2.2
|
|
|
5.5
|
|
|
9,543
|
|
|
2.4
|
|
|
5.5
|
|
||
Supermarkets and Other Grocery (except Convenience) Stores
|
|
1,386
|
|
|
0.3
|
|
|
0.8
|
|
|
1,349
|
|
|
0.3
|
|
|
0.8
|
|
||
All Other General Merchandise Stores
|
|
5,930
|
|
|
1.4
|
|
|
3.4
|
|
|
5,354
|
|
|
1.2
|
|
|
3.1
|
|
||
Transportation and Warehousing
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
General Warehousing and Storage
|
|
20,118
|
|
|
4.9
|
|
|
11.5
|
|
|
20,647
|
|
|
5.2
|
|
|
11.8
|
|
||
Wholesale Trade
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Business to Business Electronic Markets
|
|
1,959
|
|
|
0.5
|
|
|
1.1
|
|
|
1,914
|
|
|
0.5
|
|
|
1.1
|
|
||
Industrial Machinery and Equipment Merchant Wholesalers
|
|
9,706
|
|
|
2.3
|
|
|
5.5
|
|
|
9,086
|
|
|
2.3
|
|
|
5.2
|
|
||
Industrial Supplies Merchant Wholesalers
|
|
6,858
|
|
|
1.7
|
|
|
3.9
|
|
|
6,858
|
|
|
1.7
|
|
|
3.9
|
|
||
Sporting and Recreational Goods and Supplies Merchant Wholesalers
|
|
8,247
|
|
|
2.0
|
|
|
4.7
|
|
|
850
|
|
|
0.2
|
|
|
0.5
|
|
||
Stationery and Office Supplies Merchant Wholesalers
|
|
15,882
|
|
|
3.7
|
|
|
9.1
|
|
|
15,785
|
|
|
4.0
|
|
|
9.0
|
|
||
|
|
$
|
413,311
|
|
|
100.0
|
%
|
|
236.1
|
%
|
|
$
|
396,797
|
|
|
100.0
|
%
|
|
226.7
|
%
|
|
|
|
December 31
|
||||||
Balance Sheet:
|
|
2019
|
|
2018
|
||||
Current assets
|
|
$
|
4,619
|
|
|
$
|
5,900
|
|
Noncurrent assets
|
|
19,802
|
|
|
25,103
|
|
||
Total assets
|
|
$
|
24,421
|
|
|
$
|
31,003
|
|
Current liabilities
|
|
$
|
19,586
|
|
|
$
|
979
|
|
Noncurrent liabilities
|
|
—
|
|
|
19,886
|
|
||
Total liabilities
|
|
19,586
|
|
|
20,865
|
|
||
Non-controlling interest
|
|
78
|
|
|
4,526
|
|
||
Controlling interest
|
|
4,757
|
|
|
5,612
|
|
||
Total equity
|
|
$
|
4,835
|
|
|
$
|
10,138
|
|
|
|
Year Ended December 31
|
||||||||||
Summary of Operations:
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net Sales
|
|
$
|
25,268
|
|
|
$
|
29,902
|
|
|
$
|
31,614
|
|
Gross Profit
|
|
6,278
|
|
|
3,216
|
|
|
9,857
|
|
|||
Net income (loss)
|
|
(4,985
|
)
|
|
(597
|
)
|
|
2,106
|
|
|||
Net income (loss) attributable to MTE Holding Corp.
|
|
(766
|
)
|
|
191
|
|
|
1,594
|
|
|
|
Security
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Fair Value at December 31, 2019
|
||||||||
Debt investments
|
|
$
|
—
|
|
|
$
|
74,666
|
|
|
$
|
377,149
|
|
|
$
|
451,815
|
|
Equity investments
|
|
—
|
|
|
—
|
|
|
43,506
|
|
|
43,506
|
|
||||
Structured Finance Notes
|
|
—
|
|
|
—
|
|
|
21,610
|
|
|
21,610
|
|
||||
|
|
$
|
—
|
|
|
$
|
74,666
|
|
|
$
|
442,265
|
|
|
$
|
516,931
|
|
Security
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Fair Value at December 31, 2018
|
||||||||
Debt investments
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
363,557
|
|
|
$
|
363,557
|
|
Equity investments
|
|
—
|
|
|
—
|
|
|
33,240
|
|
|
33,240
|
|
||||
Structured Finance Notes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
396,797
|
|
|
$
|
396,797
|
|
|
|
Fair Value at December 31, 2019
|
|
Valuation technique
|
|
Unobservable inputs
|
|
Range
(Weighted average) |
||
Debt investments:
|
|
|
|
|
|
|
|
|
|
Senior secured
|
$
|
295,835
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
5.64% - 17.42% (11.17%)
|
Senior secured
|
15,031
|
|
|
Market approach
|
|
EBITDA multiples
|
|
8.09x - 13.22x (13.08x)
|
|
Senior secured
|
23,193
|
|
|
Market approach
|
|
Transaction Price
|
|
|
|
Subordinated
|
35,371
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
6.38% - 18.86% (14.32%)
|
|
Subordinated
|
7,464
|
|
|
Market approach
|
|
EBITDA multiples
|
|
4.75x - 6.35x (6.35x)
|
|
Subordinated
|
255
|
|
|
Market approach
|
|
Revenue multiple
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Finance Notes:
|
|
|
|
|
|
|
|
|
|
Subordinated Notes(2)
|
21,610
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
14.50% - 19.50% (17.16%)
|
|
|
|
|
|
|
|
Constant default rate(1)
|
|
1.26% - 1.40% (1.33%)
|
|
|
|
|
|
|
|
Recovery rate
|
|
69.30% - 70.00% (69.70%)
|
|
|
|
|
|
|
|
|
|
|
|
Equity investments:
|
|
|
|
|
|
|
|
|
|
Preferred equity
|
13,185
|
|
|
Market approach
|
|
EBITDA multiples
|
|
6.25x - 13.22x (4.96x)
|
|
Preferred equity
|
2,424
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.23x - 9.58x (9.58x)
|
|
Preferred equity
|
2,120
|
|
|
Market approach
|
|
Recurring monthly revenue
|
|
40.00x - 40.00x (40.00x)
|
|
Common equity and warrants
|
22,788
|
|
|
Market approach
|
|
EBITDA multiples
|
|
4.50x - 13.22x (13.03x)
|
|
Common equity and warrants
|
1,489
|
|
|
Market approach
|
|
Revenue multiples
|
|
0.23x - 7.00x (7.00x)
|
|
Common equity and warrants
|
1,500
|
|
|
Transaction Price
|
|
|
|
|
|
|
$
|
442,265
|
|
|
|
|
|
|
|
|
|
Fair Value at December 31, 2018 (1)
|
|
Valuation technique
|
|
Unobservable inputs
|
|
Range
(Weighted average) |
||
Debt investments:
|
|
|
|
|
|
|
|
||
Senior secured
|
$
|
295,087
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
6.94% - 19.70% (12.49%)
|
Senior secured
|
23,930
|
|
|
Market approach
|
|
Transaction Price
|
|
|
|
Subordinated
|
36,394
|
|
|
Discounted cash flow
|
|
Discount rates
|
|
7.16% - 15.40% (7.21%)
|
|
Subordinated
|
8,146
|
|
|
Market approach
|
|
EBITDA multiples
|
|
3.50x - 7.65x (5.10x)
|
|
|
|
|
|
|
|
|
|
||
Equity investments
|
|
|
|
|
|
|
|
||
Preferred equity
|
12,039
|
|
|
Market approach
|
|
EBITDA multiples
|
|
4.50x - 8.50x (7.42x)
|
|
Preferred equity
|
2,574
|
|
|
Market approach
|
|
Reoccurring Monthly Revenue
|
|
38.0x - 42.0x (40.0x)
|
|
Common equity and warrants
|
18,627
|
|
|
Market approach
|
|
EBITDA multiples
|
|
3.50x - 11.00x (8.68x)
|
|
|
$
|
396,797
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2019
|
||||||||||||||||||||||
|
Senior
Secured Debt
Investments
|
|
Subordinated
Debt
Investments
|
|
Preferred Equity
|
|
Common Equity and Warrants
|
|
Structured Finance Notes
|
|
Total
|
||||||||||||
Level 3 assets, January 1, 2019
|
$
|
319,017
|
|
|
$
|
44,540
|
|
|
$
|
14,613
|
|
|
$
|
18,627
|
|
|
$
|
—
|
|
|
$
|
396,797
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net realized loss on investments
|
(3,000
|
)
|
|
—
|
|
|
(900
|
)
|
|
—
|
|
|
—
|
|
|
(3,900
|
)
|
||||||
Net change in unrealized appreciation (depreciation) on investments
|
(8,405
|
)
|
|
(1,968
|
)
|
|
811
|
|
|
3,837
|
|
|
(1,516
|
)
|
|
(7,242
|
)
|
||||||
Amortization of net loan origination fees
|
1,278
|
|
|
86
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,364
|
|
||||||
Accretion of interest income on Structured Finance Notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,861
|
|
|
2,861
|
|
||||||
Capitalized PIK interest, dividends, and fees
|
489
|
|
|
432
|
|
|
896
|
|
|
—
|
|
|
—
|
|
|
1,817
|
|
||||||
Purchase and origination of portfolio investments
|
122,184
|
|
|
—
|
|
|
2,309
|
|
|
3,313
|
|
|
23,341
|
|
|
151,147
|
|
||||||
Proceeds from principal payments on portfolio investments
|
(57,150
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(57,150
|
)
|
||||||
Sale and redemption of portfolio investments
|
(38,033
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(38,033
|
)
|
||||||
Proceeds from distributions received from portfolio investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,076
|
)
|
|
(3,076
|
)
|
||||||
Transfers out of Level 3
|
(2,321
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,321
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Level 3 assets, December 31, 2019
|
$
|
334,059
|
|
|
$
|
43,090
|
|
|
$
|
17,729
|
|
|
$
|
25,777
|
|
|
$
|
21,610
|
|
|
$
|
442,264
|
|
|
|
Year Ended December 31, 2018
|
||||||||||||||||||
|
Senior
Secured Debt
Investments
|
|
Subordinated
Debt
Investments
|
|
Preferred Equity
|
|
Common Equity and Warrants
|
|
Total
|
||||||||||
Level 3 assets, January 1, 2018
|
$
|
195,112
|
|
|
$
|
51,198
|
|
|
$
|
19,200
|
|
|
$
|
11,989
|
|
|
$
|
277,499
|
|
Net realized gain on investments
|
(3,076
|
)
|
|
(3,469
|
)
|
|
(1,889
|
)
|
|
3,655
|
|
|
(4,779
|
)
|
|||||
Net unrealized appreciation (depreciation) on investments
|
(5,944
|
)
|
|
161
|
|
|
(104
|
)
|
|
1,853
|
|
|
(4,034
|
)
|
|||||
Amortization of Net Loan Fees
|
2,076
|
|
|
212
|
|
|
—
|
|
|
—
|
|
|
2,288
|
|
|||||
Capitalized PIK interest and dividends
|
388
|
|
|
668
|
|
|
907
|
|
|
—
|
|
|
1,963
|
|
|||||
Amendment fees
|
(159
|
)
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(161
|
)
|
|||||
Purchase and origination of portfolio investments
|
245,278
|
|
|
20,930
|
|
|
338
|
|
|
5,609
|
|
|
272,155
|
|
|||||
Proceeds from principal payments on portfolio investments
|
(75,541
|
)
|
|
(25,158
|
)
|
|
—
|
|
|
—
|
|
|
(100,699
|
)
|
|||||
Sale and redemption of portfolio investments
|
(39,117
|
)
|
|
—
|
|
|
(3,339
|
)
|
|
(4,979
|
)
|
|
(47,435
|
)
|
|||||
Reclassification between preferred equity and common equity and warrants
|
—
|
|
|
—
|
|
|
(500
|
)
|
|
500
|
|
|
—
|
|
|||||
Level 3 assets, December 31, 2018
|
$
|
319,017
|
|
|
$
|
44,540
|
|
|
$
|
14,613
|
|
|
$
|
18,627
|
|
|
$
|
396,797
|
|
|
Year Ended December 31,
|
|||||
|
2019
|
2018
|
||||
Senior secured debt investments
|
$
|
(7,793
|
)
|
$
|
(6,738
|
)
|
Subordinated debt investments
|
(1,968
|
)
|
138
|
|
||
Preferred equity
|
—
|
|
(2,172
|
)
|
||
Common equity and warrants
|
3,837
|
|
2,573
|
|
||
Structured Finance Notes
|
(1,516
|
)
|
—
|
|
||
Net unrealized depreciation on investments held
|
$
|
(7,440
|
)
|
$
|
(6,199
|
)
|
|
|
December 31, 2019
|
||||||||||||||
Description
|
Level 1
|
|
Level 2
|
|
Level 3 (1)
|
|
Total
|
||||||||
PWB Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
BNP Facility
|
—
|
|
|
—
|
|
|
56,450
|
|
|
56,450
|
|
||||
OFS Capital Corporation 6.375% Notes due 2025
|
50,600
|
|
|
—
|
|
|
—
|
|
|
50,600
|
|
||||
OFS Capital Corporation 6.5% Notes due 2025
|
49,282
|
|
|
—
|
|
|
—
|
|
|
49,282
|
|
||||
OFS Capital Corporation 5.95% Notes due 2026
|
54,282
|
|
|
—
|
|
|
—
|
|
|
54,282
|
|
||||
SBA-guaranteed debentures
|
—
|
|
|
—
|
|
|
155,562
|
|
|
155,562
|
|
||||
Total debt, at fair value
|
$
|
154,164
|
|
|
$
|
—
|
|
|
$
|
212,012
|
|
|
$
|
366,176
|
|
|
December 31, 2018
|
||||||||||||||
Description
|
Level 1
|
|
Level 2
|
|
Level 3 (1)
|
|
Total
|
||||||||
PWB Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12,000
|
|
|
$
|
12,000
|
|
OFS Capital Corporation 6.375% Notes due 2025
|
48,500
|
|
|
—
|
|
|
—
|
|
|
48,500
|
|
||||
OFS Capital Corporation 6.5% Notes due 2025
|
46,603
|
|
|
—
|
|
|
—
|
|
|
46,603
|
|
||||
SBA-guaranteed debentures
|
—
|
|
|
—
|
|
|
147,956
|
|
|
147,956
|
|
||||
Total debt, at fair value
|
$
|
95,103
|
|
|
$
|
—
|
|
|
$
|
159,956
|
|
|
$
|
255,059
|
|
|
As of December 31, 2019
|
|
As of December 31, 2018
|
||||||||||||
Description
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
PWB Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12,000
|
|
|
$
|
12,000
|
|
BNP Facility
|
56,450
|
|
|
56,450
|
|
|
—
|
|
|
—
|
|
||||
OFS Capital Corporation 6.375% Notes due 2025
|
48,634
|
|
|
50,600
|
|
|
48,377
|
|
|
48,500
|
|
||||
OFS Capital Corporation 6.5% Notes due 2025
|
47,093
|
|
|
49,282
|
|
|
46,849
|
|
|
46,603
|
|
||||
OFS Capital Corporation 5.95% Notes due 2026
|
52,325
|
|
|
54,282
|
|
|
—
|
|
|
—
|
|
||||
SBA-guaranteed debentures
|
147,976
|
|
|
155,562
|
|
|
147,600
|
|
|
147,956
|
|
||||
Total debt, at fair value
|
$
|
352,478
|
|
|
$
|
366,176
|
|
|
$
|
254,826
|
|
|
$
|
255,059
|
|
Name of Portfolio Company
|
|
Investment Type
|
|
Amount
|
||
Carolina Lubes, Inc.
|
|
Senior Secured Loan (Revolver)
|
|
$
|
2,920
|
|
Inergex Holdings
|
|
Senior Secured Loan (Revolver)
|
|
937
|
|
|
SSJA Bariactric Management LLC
|
|
Senior Secured Loan (Revolver)
|
|
667
|
|
|
TalentSmart Holdings, LLC
|
|
Senior Secured Loan (Revolver)
|
|
250
|
|
|
|
|
|
|
$
|
4,774
|
|
|
|
Unsecured Notes
|
Principal
|
|
Unamortized Discount and Issuance Costs
|
|
Stated Interest Rate (1)
|
|
Effective Interest Rate (2)
|
|
Maturity (3)
|
|
2019 Interest Expense (4)
|
||||||||
Unsecured Notes Due April 2025
|
$
|
50,000
|
|
|
$
|
1,366
|
|
|
6.375
|
%
|
|
6.88
|
%
|
|
4/30/2025
|
|
$
|
3,444
|
|
Unsecured Notes Due October 2025
|
48,525
|
|
|
1,432
|
|
|
6.50
|
%
|
|
7.01
|
%
|
|
10/31/2025
|
|
3,483
|
|
|||
Unsecured Notes Due October 2026
|
54,325
|
|
|
2,000
|
|
|
5.95
|
%
|
|
6.49
|
%
|
|
10/31/2026
|
|
723
|
|
|||
Total
|
$
|
152,850
|
|
|
$
|
4,798
|
|
|
|
|
|
|
|
|
|
|
$
|
7,650
|
|
|
Year ended
|
|
Average Dollar Borrowings
|
|
Weighted Average Interest Rate
|
|||
December 31, 2019
|
|
$
|
307,826
|
|
|
4.99
|
%
|
December 31, 2018
|
|
206,936
|
|
|
4.37
|
|
|
December 31, 2017
|
|
158,368
|
|
|
3.55
|
|
|
|
Principal Due by Year
|
||||||||||||||||||||||||||
Debt liabilities(1)
|
Total
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
||||||||||||||
PWB Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
BNP Facility
|
56,450
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56,450
|
|
|
—
|
|
|||||||
SBA Debentures(2)
|
149,880
|
|
|
—
|
|
|
—
|
|
|
14,000
|
|
|
7,000
|
|
|
40,375
|
|
|
88,505
|
|
|||||||
Unsecured Notes
|
152,850
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
152,850
|
|
|||||||
Total
|
$
|
359,180
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,000
|
|
|
$
|
7,000
|
|
|
$
|
96,825
|
|
|
$
|
241,355
|
|
(1)
|
The PWB Credit Facility is scheduled to mature on February 28, 2021. The BNP Facility is scheduled to mature on June 20, 2024. The SBA debentures are scheduled to mature between September 2022 and 2025. The Unsecured Notes are scheduled to mature between April 2025 and October 2026.
|
(2)
|
SBIC I LP intends, over time, to repay outstanding SBA debentures prior to the scheduled maturity date of its debentures. See footnote 13 for additional information.
|
|
Years Ended December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Ordinary taxable income
|
$
|
18,176
|
|
|
$
|
18,053
|
|
|
$
|
14,158
|
|
Long-term capital gain
|
—
|
|
|
5,036
|
|
|
2,738
|
|
|||
Total distributions to stockholders
|
$
|
18,176
|
|
|
$
|
23,089
|
|
|
$
|
16,896
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Ordinary income
|
$
|
2,578
|
|
|
$
|
3,712
|
|
Net long-term capital loss carryforward – non-expiring
|
(8,578
|
)
|
|
(5,176
|
)
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Tax-basis amortized cost of investments
|
$
|
531,781
|
|
|
$
|
408,715
|
|
Tax-basis gross unrealized appreciation on investments
|
24,326
|
|
|
18,426
|
|
||
Tax-basis gross unrealized depreciation on investments
|
(39,176
|
)
|
|
(30,344
|
)
|
||
Tax-basis net unrealized depreciation on investments
|
(14,850
|
)
|
|
(11,918
|
)
|
||
Fair value of investments
|
$
|
516,931
|
|
|
$
|
396,797
|
|
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Total deferred tax assets
|
$
|
442
|
|
|
$
|
310
|
|
Total deferred tax liabilities
|
(838
|
)
|
|
(225
|
)
|
||
Valuation allowance on net deferred tax assets
|
—
|
|
|
(85
|
)
|
|
|
Years Ended December 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Per share operating performance:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Net asset value per share at beginning of year
|
$
|
13.10
|
|
|
$
|
14.12
|
|
|
$
|
14.82
|
|
|
$
|
14.76
|
|
|
$
|
14.24
|
|
Net investment income(10)
|
1.43
|
|
|
1.38
|
|
|
1.28
|
|
|
1.46
|
|
|
1.39
|
|
|||||
Net realized gain (loss) on non-control/non-affiliate investments(10)
|
(0.29
|
)
|
|
(0.37
|
)
|
|
(0.26
|
)
|
|
0.25
|
|
|
(0.31
|
)
|
|||||
Net realized gain on affiliate investments(10)
|
—
|
|
|
0.01
|
|
|
0.81
|
|
|
—
|
|
|
0.14
|
|
|||||
Net unrealized appreciation (depreciation) on non-control/non-affiliate investments(10)
|
(0.72
|
)
|
|
(0.19
|
)
|
|
(0.78
|
)
|
|
(0.69
|
)
|
|
0.53
|
|
|||||
Net unrealized appreciation (depreciation) on affiliate investments(10)
|
0.40
|
|
|
(0.06
|
)
|
|
(0.41
|
)
|
|
0.33
|
|
|
0.13
|
|
|||||
Net unrealized appreciation (depreciation) on control investment(10)
|
(0.10
|
)
|
|
(0.06
|
)
|
|
—
|
|
|
0.07
|
|
|
—
|
|
|||||
Total from investment operations
|
0.72
|
|
|
0.71
|
|
|
0.64
|
|
|
1.42
|
|
|
1.88
|
|
|||||
Distributions
|
(1.36
|
)
|
|
(1.73
|
)
|
|
(1.36
|
)
|
|
(1.36
|
)
|
|
(1.36
|
)
|
|||||
Issuance of common stock (5)
|
—
|
|
|
—
|
|
|
(0.03
|
)
|
|
—
|
|
|
—
|
|
|||||
Other (6)
|
—
|
|
|
—
|
|
|
0.05
|
|
|
—
|
|
|
—
|
|
|||||
Net asset value per share at end of year
|
$
|
12.46
|
|
|
$
|
13.10
|
|
|
$
|
14.12
|
|
|
$
|
14.82
|
|
|
$
|
14.76
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Per share market value, end of period
|
$
|
11.17
|
|
|
$
|
10.60
|
|
|
$
|
11.90
|
|
|
$
|
13.76
|
|
|
$
|
11.48
|
|
Total return based on market value (1)
|
18.3
|
%
|
|
3.5
|
%
|
|
(4.7
|
)%
|
|
32.3
|
%
|
|
9.0
|
%
|
|||||
Total return based on net asset value (2)
|
6.7
|
%
|
|
7.8
|
%
|
|
5.0
|
%
|
|
10.9
|
%
|
|
16.0
|
%
|
|||||
Shares outstanding at end of period
|
13,376,836
|
|
|
13,357,337
|
|
|
13,340,217
|
|
|
9,700,297
|
|
|
9,691,170
|
|
|||||
Weighted average shares outstanding
|
13,364,244
|
|
|
13,348,203
|
|
|
12,403,706
|
|
|
9,693,801
|
|
|
9,670,153
|
|
|||||
Ratio/Supplemental Data (in thousands except ratios)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Average net asset value (3)
|
$
|
171,889
|
|
|
$
|
182,468
|
|
|
$
|
171,631
|
|
|
$
|
142,818
|
|
|
$
|
140,002
|
|
Net asset value at end of year
|
$
|
166,627
|
|
|
$
|
175,023
|
|
|
$
|
188,336
|
|
|
$
|
143,778
|
|
|
$
|
143,012
|
|
Net investment income
|
$
|
19,098
|
|
|
$
|
18,385
|
|
|
$
|
15,877
|
|
|
$
|
14,145
|
|
|
$
|
13,411
|
|
Ratio of total expenses, net to average net assets (8)
|
19.4
|
%
|
|
13.4
|
%
|
|
10.2
|
%
|
|
11.9
|
%
|
|
13.5
|
%
|
|||||
Ratio of net investment income to average net assets (9)
|
11.1
|
%
|
|
10.5
|
%
|
|
8.4
|
%
|
|
9.8
|
%
|
|
9.6
|
%
|
|||||
Portfolio turnover (7)
|
21.2
|
%
|
|
41.9
|
%
|
|
50.4
|
%
|
|
18.1
|
%
|
|
44.6
|
%
|
(1)
|
Calculated as ending market value less beginning market value, adjusted for distributions reinvested at prices based on the Company’s dividend reinvestment plan for the respective distributions.
|
(2)
|
Calculated as ending net asset value less beginning net asset value, adjusting for distributions reinvested at the Company’s dividend reinvestment plan for the respective distributions.
|
(3)
|
Based on the average of the net asset value at the beginning of the indicated period and the end of each calendar quarter within the period indicated.
|
(4)
|
Reserved.
|
(5)
|
The issuance of common stock on a per share basis reflects the incremental net asset value change as a result of the Offering.
|
(6)
|
Represents the impact of different share amounts used in calculating per share data as a result of calculating certain per share data based on a weighted average shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.
|
(7)
|
Portfolio turnover rate is calculated using the lesser of year-to-date sales and principal payments or year-to-date purchases over the average of the invested assets at fair value at the beginning of the indicated period and the end of each calendar quarter within the period indicated.
|
(8)
|
Ratio of total expenses before incentive fee waiver to average net assets was 13.4% for the year ended December 31, 2018.
|
(9)
|
Ratio of net investment income before incentive fee waiver to average net assets was 10.5% for the year ended December 31, 2018.
|
(10)
|
Calculated on the average share method.
|
|
Date Declared
|
|
Record Date
|
|
Payment Date
|
|
Amount
Per Share
|
|
Cash
Distribution
|
|
DRIP Shares
Issued
|
|
DRIP Shares
Value
|
|||||||
Year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
March 9, 2017
|
|
March 17, 2017
|
|
March 31, 2017
|
|
$
|
0.34
|
|
|
$
|
3,257
|
|
|
2,919
|
|
|
$
|
41
|
|
May 2, 2017
|
|
June 16, 2017
|
|
June 30, 2017
|
|
0.34
|
|
|
4,483
|
|
|
3,439
|
|
|
49
|
|
|||
August 1, 2017
|
|
September 15, 2017
|
|
September 29, 2017
|
|
0.34
|
|
|
4,491
|
|
|
3,196
|
|
|
42
|
|
|||
October 31, 2017
|
|
December 15, 2017
|
|
December 29, 2917
|
|
0.34
|
|
|
4,469
|
|
|
5,366
|
|
|
64
|
|
|||
|
|
|
|
|
|
$
|
1.36
|
|
|
$
|
16,700
|
|
|
14,920
|
|
|
$
|
196
|
|
Year ended December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
February 12, 2018 (1)
|
|
March 22, 2018
|
|
March 29, 2018
|
|
$
|
0.37
|
|
|
$
|
4,886
|
|
|
4,459
|
|
|
$
|
50
|
|
February 27, 2018
|
|
March 22, 2018
|
|
March 29, 2018
|
|
0.34
|
|
|
4,490
|
|
|
4,098
|
|
|
46
|
|
|||
May 1, 2018
|
|
June 22, 2018
|
|
June 29, 2018
|
|
0.34
|
|
|
4,518
|
|
|
1,684
|
|
|
20
|
|
|||
August 3, 2018
|
|
September 14, 2018
|
|
September 28, 2018
|
|
0.34
|
|
|
4,511
|
|
|
2,366
|
|
|
28
|
|
|||
October 30, 2018
|
|
December 17, 2018
|
|
December 31, 2018
|
|
0.34
|
|
|
4,489
|
|
|
4,813
|
|
|
51
|
|
|||
|
|
|
|
|
|
$
|
1.73
|
|
|
$
|
22,894
|
|
|
17,420
|
|
|
$
|
195
|
|
Year ended December 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
March 5, 2019
|
|
March 22, 2019
|
|
March 29, 2019
|
|
$
|
0.34
|
|
|
$
|
4,497
|
|
|
3,797
|
|
|
$
|
45
|
|
April 30, 2019
|
|
June 21, 2019
|
|
June 28, 2019
|
|
0.34
|
|
|
4,479
|
|
|
5,327
|
|
|
64
|
|
|||
July 30, 2019
|
|
September 23, 2019
|
|
September 30, 2019
|
|
0.34
|
|
|
4,487
|
|
|
4,990
|
|
|
58
|
|
|||
November 6, 2019
|
|
December 24, 2019
|
|
December 31, 2019
|
|
0.34
|
|
|
4,486
|
|
|
5,385
|
|
|
60
|
|
|||
|
|
|
|
|
|
$
|
1.36
|
|
|
$
|
17,949
|
|
|
19,499
|
|
|
$
|
227
|
|
For the Year Ended
|
|
DRIP Shares Value
|
|
Total Distribution Declared
|
|
DRIP Shares Issued
|
|
Average Value Per Share
|
||||||
December 31, 2019
|
|
227
|
|
|
$
|
18,176
|
|
|
19,500
|
|
|
$
|
11.62
|
|
December 31, 2018
|
|
195
|
|
|
23,089
|
|
|
17,420
|
|
|
11.16
|
|
||
December 31, 2017
|
|
196
|
|
|
16,896
|
|
|
14,920
|
|
|
13.18
|
|
|
Period
|
|
Total Number of Shares Purchased
|
|
Average Price Paid Per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet be Purchased Under the Plans or Programs
|
||||||
May 22, 2018 through December 31, 2018
|
|
300
|
|
|
$
|
10.29
|
|
|
300
|
|
|
$
|
9,997
|
|
January 1, 2019 through December 31, 2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Total
|
|
300
|
|
|
10.29
|
|
|
300
|
|
|
9,997
|
|
|
Three Months Ended
|
||||||||||||||
|
December 31,
2019
|
|
September 30,
2019
|
|
June 30,
2019
|
|
March 31,
2019
|
||||||||
Total investment income
|
$
|
13,418
|
|
|
$
|
13,858
|
|
|
$
|
12,900
|
|
|
$
|
12,345
|
|
Net investment income
|
4,557
|
|
|
4,853
|
|
|
4,860
|
|
|
4,828
|
|
||||
Net loss on investments
|
(3,851
|
)
|
|
(3,091
|
)
|
|
(1,507
|
)
|
|
(1,096
|
)
|
||||
Net increase in net assets resulting from operations
|
706
|
|
|
1,762
|
|
|
3,353
|
|
|
3,732
|
|
||||
Net investment income per share – basic and diluted (1)
|
$
|
0.34
|
|
|
$
|
0.36
|
|
|
$
|
0.36
|
|
|
$
|
0.36
|
|
Net increase in net assets resulting from operations per share – basic and diluted (1)
|
$
|
0.05
|
|
|
$
|
0.13
|
|
|
$
|
0.25
|
|
|
$
|
0.28
|
|
Net asset value per share (2)
|
$
|
12.46
|
|
|
$
|
12.74
|
|
|
$
|
12.95
|
|
|
$
|
13.04
|
|
|
Three Months Ended
|
||||||||||||||
|
December 31,
2018
|
|
September 30,
2018
|
|
June 30,
2018
|
|
March 31,
2018
|
||||||||
Total investment income
|
$
|
12,571
|
|
|
$
|
10,982
|
|
|
$
|
10,278
|
|
|
$
|
9,003
|
|
Net investment income
|
5,321
|
|
|
4,690
|
|
|
4,558
|
|
|
3,816
|
|
||||
Net gain (loss) on investments
|
(9,416
|
)
|
|
489
|
|
|
437
|
|
|
(323
|
)
|
||||
Net increase (decrease) in net assets resulting from operations
|
(4,095
|
)
|
|
5,179
|
|
|
4,995
|
|
|
3,493
|
|
||||
Net investment income per share – basic and diluted (1)
|
$
|
0.40
|
|
|
$
|
0.35
|
|
|
$
|
0.34
|
|
|
$
|
0.29
|
|
Net increase (decrease) in net assets resulting from operations per share – basic and diluted (1)
|
$
|
(0.30
|
)
|
|
$
|
0.39
|
|
|
$
|
0.37
|
|
|
$
|
0.26
|
|
Net asset value per share (2)
|
$
|
13.10
|
|
|
$
|
13.75
|
|
|
$
|
13.70
|
|
|
$
|
13.67
|
|
(1)
|
Based on weighted average shares outstanding for the respective period.
|
|
(2)
|
Based on shares outstanding at the end of the respective period.
|
|
|
|
|
|
Year Ended December 31, 2019
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/ (depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2018, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
December 31, 2019, Fair Value (5)
|
||||||||||||||||||||
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
MTE Holding Corp.
|
|
Subordinated Loan
|
|
$
|
—
|
|
|
$
|
(15
|
)
|
|
$
|
1,172
|
|
|
$
|
—
|
|
|
$
|
42
|
|
|
$
|
1,214
|
|
|
$
|
7,296
|
|
|
$
|
183
|
|
|
$
|
(15
|
)
|
|
$
|
7,464
|
|
|
|
Common Equity
|
|
—
|
|
|
(1,396
|
)
|
|
—
|
|
|
89
|
|
|
—
|
|
|
89
|
|
|
2,649
|
|
|
—
|
|
|
(1,396
|
)
|
|
1,253
|
|
||||||||||
|
|
|
|
—
|
|
|
(1,411
|
)
|
|
1,172
|
|
|
89
|
|
|
42
|
|
|
1,303
|
|
|
9,945
|
|
|
183
|
|
|
(1,411
|
)
|
|
8,717
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Total Control Investment
|
|
|
|
—
|
|
|
(1,411
|
)
|
|
1,172
|
|
|
89
|
|
|
42
|
|
|
1,303
|
|
|
9,945
|
|
|
183
|
|
|
(1,411
|
)
|
|
8,717
|
|
||||||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
3rd Rock Gaming Holdings, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
253
|
|
|
2,360
|
|
|
—
|
|
|
—
|
|
|
2,360
|
|
|
20,023
|
|
|
451
|
|
|
(375
|
)
|
|
20,099
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
(29
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,073
|
|
|
—
|
|
|
(29
|
)
|
|
1,044
|
|
||||||||||
|
|
|
|
—
|
|
|
224
|
|
|
2,360
|
|
|
—
|
|
|
—
|
|
|
2,360
|
|
|
21,096
|
|
|
451
|
|
|
(404
|
)
|
|
21,143
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Chemical Resources Holdings, Inc.
|
|
Senior Secured Loan
|
|
—
|
|
|
154
|
|
|
1,395
|
|
|
—
|
|
|
204
|
|
|
1,599
|
|
|
—
|
|
|
13,932
|
|
|
(186
|
)
|
|
13,746
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
849
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,662
|
|
|
—
|
|
|
2,662
|
|
||||||||||
|
|
|
|
—
|
|
|
1,003
|
|
|
1,395
|
|
|
—
|
|
|
204
|
|
|
1,599
|
|
|
—
|
|
|
16,594
|
|
|
(186
|
)
|
|
16,408
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Contract Datascan Holdings, Inc.
|
|
Subordinated Loan
|
|
—
|
|
|
(5
|
)
|
|
931
|
|
|
—
|
|
|
—
|
|
|
931
|
|
|
8,000
|
|
|
5
|
|
|
(5
|
)
|
|
8,000
|
|
||||||||||
|
|
Preferred Equity(7)
|
|
—
|
|
|
(1,636
|
)
|
|
656
|
|
|
—
|
|
|
—
|
|
|
656
|
|
|
6,652
|
|
|
656
|
|
|
(1,637
|
)
|
|
5,671
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
(1,642
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,313
|
|
|
—
|
|
|
(1,642
|
)
|
|
671
|
|
||||||||||
|
|
|
|
—
|
|
|
(3,283
|
)
|
|
1,587
|
|
|
—
|
|
|
—
|
|
|
1,587
|
|
|
16,965
|
|
|
661
|
|
|
(3,284
|
)
|
|
14,342
|
|
|
|
|
|
|
Year Ended December 31, 2019
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/ (depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2018, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
December 31, 2019, Fair Value (5)
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
DRS Imaging Services, LLC
|
|
Senior Secured Loan
|
|
$
|
—
|
|
|
$
|
56
|
|
|
$
|
1,317
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,317
|
|
|
$
|
10,617
|
|
|
$
|
75
|
|
|
$
|
(123
|
)
|
|
$
|
10,569
|
|
|
|
Common Equity(6)
|
|
—
|
|
|
134
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,197
|
|
|
134
|
|
|
—
|
|
|
1,331
|
|
||||||||||
|
|
|
|
—
|
|
|
190
|
|
|
1,317
|
|
|
—
|
|
|
—
|
|
|
1,317
|
|
|
11,814
|
|
|
209
|
|
|
(123
|
)
|
|
11,900
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Master Cutlery, LLC
|
|
Subordinated Loan (6)
|
|
—
|
|
|
(595
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
850
|
|
|
718
|
|
|
(1,313
|
)
|
|
255
|
|
||||||||||
|
|
Preferred Equity(6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
|
|
—
|
|
|
(595
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
850
|
|
|
718
|
|
|
(1,313
|
)
|
|
255
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
NeoSystems Corp.
|
|
Preferred Stock(7)
|
|
—
|
|
|
(161
|
)
|
|
162
|
|
|
—
|
|
|
—
|
|
|
162
|
|
|
2,250
|
|
|
162
|
|
|
(162
|
)
|
|
2,250
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Pfanstiehl Holdings, Inc.
|
|
Subordinated Loan
|
|
—
|
|
|
7
|
|
|
390
|
|
|
—
|
|
|
—
|
|
|
390
|
|
|
3,788
|
|
|
8
|
|
|
(8
|
)
|
|
3,788
|
|
||||||||||
|
|
Common Equity
|
|
—
|
|
|
3,619
|
|
|
—
|
|
|
413
|
|
|
—
|
|
|
413
|
|
|
8,360
|
|
|
3,619
|
|
|
—
|
|
|
11,979
|
|
||||||||||
|
|
|
|
—
|
|
|
3,626
|
|
|
390
|
|
|
413
|
|
|
—
|
|
|
803
|
|
|
12,148
|
|
|
3,627
|
|
|
(8
|
)
|
|
15,767
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Professional Pipe Holdings, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
343
|
|
|
999
|
|
|
—
|
|
|
—
|
|
|
999
|
|
|
7,466
|
|
|
470
|
|
|
(766
|
)
|
|
7,170
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
1,644
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
769
|
|
|
1,644
|
|
|
—
|
|
|
2,413
|
|
||||||||||
|
|
|
|
—
|
|
|
1,987
|
|
|
999
|
|
|
—
|
|
|
—
|
|
|
999
|
|
|
8,235
|
|
|
2,114
|
|
|
(766
|
)
|
|
9,583
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2019
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/ (depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2018, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
December 31, 2019, Fair Value (5)
|
||||||||||||||||||||
TalentSmart Holdings, LLC
|
|
Senior Secured Loan
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
203
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
203
|
|
|
$
|
—
|
|
|
$
|
10,008
|
|
|
$
|
(175
|
)
|
|
$
|
9,833
|
|
|
|
Senior Secured Loan (Revolver)
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
251
|
|
|
(9
|
)
|
|
242
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,500
|
|
|
—
|
|
|
1,500
|
|
||||||||||
|
|
|
|
—
|
|
|
—
|
|
|
207
|
|
|
—
|
|
|
—
|
|
|
207
|
|
|
—
|
|
|
11,759
|
|
|
(184
|
)
|
|
11,575
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
TRS Services, Inc.
|
|
Senior Secured Loan
|
|
—
|
|
|
179
|
|
|
1,842
|
|
|
—
|
|
|
6
|
|
|
1,848
|
|
|
14,446
|
|
|
14,995
|
|
|
(14,818
|
)
|
|
14,623
|
|
||||||||||
|
|
Preferred Equity (Class AA units)(7)
|
|
—
|
|
|
(6
|
)
|
|
80
|
|
|
—
|
|
|
—
|
|
|
80
|
|
|
473
|
|
|
80
|
|
|
(6
|
)
|
|
547
|
|
||||||||||
|
|
Preferred Equity (Class A units)(6)
|
|
—
|
|
|
2,269
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
826
|
|
|
2,269
|
|
|
—
|
|
|
3,095
|
|
||||||||||
|
|
Common Equity(6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
|
|
—
|
|
|
2,442
|
|
|
1,922
|
|
|
—
|
|
|
6
|
|
|
1,928
|
|
|
15,745
|
|
|
17,344
|
|
|
(14,824
|
)
|
|
18,265
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
TTG Healthcare, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
(171
|
)
|
|
1,282
|
|
|
—
|
|
|
11
|
|
|
1,293
|
|
|
—
|
|
|
14,951
|
|
|
(3,184
|
)
|
|
11,767
|
|
||||||||||
|
|
Preferred Equity(6)
|
|
—
|
|
|
115
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
2,424
|
|
|
—
|
|
|
2,424
|
|
|||||||||||||
|
|
|
|
—
|
|
|
(56
|
)
|
|
1,282
|
|
|
—
|
|
|
11
|
|
|
1,293
|
|
|
—
|
|
|
17,375
|
|
|
(3,184
|
)
|
|
14,191
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Total Affiliate Investments
|
|
|
|
—
|
|
|
5,376
|
|
|
11,621
|
|
|
413
|
|
|
221
|
|
|
12,255
|
|
|
89,103
|
|
|
71,014
|
|
|
(24,438
|
)
|
|
135,679
|
|
||||||||||
Total Control and Affiliate Investments
|
|
|
|
—
|
|
|
$
|
3,965
|
|
|
$
|
12,793
|
|
|
$
|
502
|
|
|
$
|
263
|
|
|
$
|
13,558
|
|
|
$
|
99,048
|
|
|
$
|
71,197
|
|
|
$
|
(25,850
|
)
|
|
$
|
144,396
|
|
(1)
|
Principal balance of debt investments and ownership detail for equity investments are shown in the consolidated schedule of investments. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
|
(2)
|
Represents the total amount of interest, fees or dividends included in 2019 income for the portion of the year ended December 31, 2019, that an investment was included in Control or Affiliate Investment categories, respectively.
|
|
(3)
|
Gross additions include increases in cost basis resulting from a new portfolio investment, PIK interest, fees and dividends, accretion of OID, and net increases in unrealized net appreciation or decreases in net unrealized depreciation.
|
(4)
|
Gross reductions include decreases in the cost basis of investments resulting from principal repayments and sales, if any, and net decreases in net unrealized appreciation or net increases in net unrealized depreciation.
|
(5)
|
Fair value was determined using significant unobservable inputs. See Note 5 for further details.
|
(6)
|
Non-income producing.
|
(7)
|
Dividends credited to income include dividends contractually earned but not declared.
|
|
|
|
|
Year ended December 31, 2018
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/ (depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2017, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
December 31, 2018, Fair Value (5)
|
||||||||||||||||||||
Control Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
MTE Holding Corp.
|
|
Subordinated Secured Loan
|
|
$
|
—
|
|
|
$
|
54
|
|
|
$
|
1,115
|
|
|
$
|
—
|
|
|
$
|
66
|
|
|
$
|
1,181
|
|
|
$
|
7,118
|
|
|
$
|
177
|
|
|
$
|
—
|
|
|
$
|
7,296
|
|
|
|
Common Equity
|
|
—
|
|
|
(801
|
)
|
|
—
|
|
|
185
|
|
|
—
|
|
|
185
|
|
|
3,450
|
|
|
—
|
|
|
(801
|
)
|
|
2,649
|
|
||||||||||
|
|
|
|
—
|
|
|
(747
|
)
|
|
1,115
|
|
|
185
|
|
|
66
|
|
|
1,366
|
|
|
10,568
|
|
|
177
|
|
|
(801
|
)
|
|
9,945
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Total Control Investment
|
|
|
|
|
|
(747
|
)
|
|
1,115
|
|
|
185
|
|
|
66
|
|
|
1,366
|
|
|
10,568
|
|
|
177
|
|
|
(801
|
)
|
|
9,945
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Affiliate Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
3rd Rock Gaming Holdings, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
(1,330
|
)
|
|
1,777
|
|
|
—
|
|
|
—
|
|
|
1,777
|
|
|
—
|
|
|
21,750
|
|
|
(1,727
|
)
|
|
20,023
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
(1,474
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,560
|
|
|
(1,487
|
)
|
|
1,073
|
|
||||||||||
|
|
|
|
—
|
|
|
(2,804
|
)
|
|
1,777
|
|
|
—
|
|
|
—
|
|
|
1,777
|
|
|
—
|
|
|
24,310
|
|
|
(3,214
|
)
|
|
21,096
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
All Metals Holding, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
(471
|
)
|
|
2,748
|
|
|
—
|
|
|
588
|
|
|
3,336
|
|
|
12,759
|
|
|
7,230
|
|
|
(19,989
|
)
|
|
—
|
|
||||||||||
|
|
Common Equity (6)
|
|
4,118
|
|
|
(1,220
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,785
|
|
|
258
|
|
|
(2,043
|
)
|
|
—
|
|
||||||||||
|
|
|
|
4,118
|
|
|
(1,691
|
)
|
|
2,748
|
|
|
—
|
|
|
588
|
|
|
3,336
|
|
|
14,544
|
|
|
7,488
|
|
|
(22,032
|
)
|
|
—
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2018
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/ (depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2017, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
December 31, 2018, Fair Value (5)
|
||||||||||||||||||||
Contract Datascan Holdings, Inc.
|
|
Subordinated Loan
|
|
—
|
|
|
(5
|
)
|
|
950
|
|
|
—
|
|
|
—
|
|
|
950
|
|
|
8,000
|
|
|
6
|
|
|
(6
|
)
|
|
8,000
|
|
||||||||||
|
|
Preferred Equity A (7)
|
|
—
|
|
|
91
|
|
|
597
|
|
|
—
|
|
|
—
|
|
|
597
|
|
|
5,964
|
|
|
688
|
|
|
—
|
|
|
6,652
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
2,053
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
260
|
|
|
2,053
|
|
|
—
|
|
|
2,313
|
|
||||||||||
|
|
|
|
—
|
|
|
2,139
|
|
|
1,547
|
|
|
—
|
|
|
—
|
|
|
1,547
|
|
|
14,224
|
|
|
2,747
|
|
|
(6
|
)
|
|
16,965
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
DRS Imaging Services, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
(157
|
)
|
|
659
|
|
|
—
|
|
|
163
|
|
|
822
|
|
|
—
|
|
|
10,802
|
|
|
(185
|
)
|
|
10,617
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
62
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,197
|
|
|
—
|
|
|
1,197
|
|
||||||||||
|
|
|
|
—
|
|
|
(95
|
)
|
|
659
|
|
|
—
|
|
|
163
|
|
|
822
|
|
|
—
|
|
|
11,999
|
|
|
(185
|
)
|
|
11,814
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Jobson Healthcare Information (8)
|
|
Senior Secured Loan
|
|
(3,477
|
)
|
|
2,331
|
|
|
905
|
|
|
—
|
|
|
—
|
|
|
905
|
|
|
12,910
|
|
|
2,751
|
|
|
(15,661
|
)
|
|
—
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
Warrants (6)
|
|
(454
|
)
|
|
454
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
454
|
|
|
(454
|
)
|
|
—
|
|
||||||||||
|
|
|
|
(3,931
|
)
|
|
2,785
|
|
|
905
|
|
|
—
|
|
|
—
|
|
|
905
|
|
|
12,910
|
|
|
3,205
|
|
|
(16,115
|
)
|
|
—
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Master Cutlery, LLC
|
|
Subordinated Loan
|
|
—
|
|
|
(2,095
|
)
|
|
156
|
|
|
—
|
|
|
—
|
|
|
156
|
|
|
2,873
|
|
|
117
|
|
|
(2,140
|
)
|
|
850
|
|
||||||||||
|
|
Preferred Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
|
|
—
|
|
|
(2,095
|
)
|
|
156
|
|
|
—
|
|
|
—
|
|
|
156
|
|
|
2,873
|
|
|
117
|
|
|
(2,140
|
)
|
|
850
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
NeoSystems Corp.
|
|
Subordinated Loan
|
|
—
|
|
|
(7
|
)
|
|
283
|
|
|
—
|
|
|
—
|
|
|
283
|
|
|
2,143
|
|
|
47
|
|
|
(2,190
|
)
|
|
—
|
|
||||||||||
|
|
Preferred Stock (7)
|
|
—
|
|
|
(145
|
)
|
|
146
|
|
|
—
|
|
|
—
|
|
|
146
|
|
|
2,248
|
|
|
147
|
|
|
(145
|
)
|
|
2,250
|
|
||||||||||
|
|
|
|
—
|
|
|
(152
|
)
|
|
429
|
|
|
—
|
|
|
—
|
|
|
429
|
|
|
4,391
|
|
|
194
|
|
|
(2,335
|
)
|
|
2,250
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2018
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Name of Portfolio Company
|
|
Investment Type (1)
|
|
Net Realized Gain (Loss)
|
|
Net change in unrealized appreciation/ (depreciation)
|
|
Interest & PIK Interest
|
|
Dividends
|
|
Fees
|
|
Total Income (2)
|
|
December 31, 2017, Fair Value
|
|
Gross
Additions (3)
|
|
Gross
Reductions (4)
|
|
December 31, 2018, Fair Value (5)
|
||||||||||||||||||||
Pfanstiehl Holdings, Inc.
|
|
Subordinated Loan
|
|
—
|
|
|
42
|
|
|
392
|
|
|
—
|
|
|
—
|
|
|
392
|
|
|
3,755
|
|
|
42
|
|
|
(9
|
)
|
|
3,788
|
|
||||||||||
|
|
Common Equity
|
|
—
|
|
|
3,605
|
|
|
—
|
|
|
130
|
|
|
—
|
|
|
130
|
|
|
4,755
|
|
|
3,605
|
|
|
—
|
|
|
8,360
|
|
||||||||||
|
|
|
|
—
|
|
|
3,647
|
|
|
392
|
|
|
130
|
|
|
—
|
|
|
522
|
|
|
8,510
|
|
|
3,647
|
|
|
(9
|
)
|
|
12,148
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Professional Pipe Holdings, LLC
|
|
Senior Secured Loan
|
|
—
|
|
|
(181
|
)
|
|
845
|
|
|
—
|
|
|
—
|
|
|
845
|
|
|
—
|
|
|
8,355
|
|
|
(889
|
)
|
|
7,466
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
(645
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,414
|
|
|
(645
|
)
|
|
769
|
|
||||||||||
|
|
|
|
—
|
|
|
(826
|
)
|
|
845
|
|
|
—
|
|
|
—
|
|
|
845
|
|
|
—
|
|
|
9,769
|
|
|
(1,534
|
)
|
|
8,235
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
TRS Services, Inc.
|
|
Senior Secured Loan
|
|
—
|
|
|
(307
|
)
|
|
1,856
|
|
|
—
|
|
|
9
|
|
|
1,865
|
|
|
9,466
|
|
|
7,942
|
|
|
(2,962
|
)
|
|
14,446
|
|
||||||||||
|
|
Preferred Equity (Class AA units) (7)
|
|
—
|
|
|
—
|
|
|
62
|
|
|
—
|
|
|
—
|
|
|
62
|
|
|
409
|
|
|
64
|
|
|
—
|
|
|
473
|
|
||||||||||
|
|
Preferred Equity (Class A units) (6)
|
|
—
|
|
|
(1,404
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,230
|
|
|
—
|
|
|
(1,404
|
)
|
|
826
|
|
||||||||||
|
|
Common Equity (6)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
|
|
|
—
|
|
|
(1,711
|
)
|
|
1,918
|
|
|
—
|
|
|
9
|
|
|
1,927
|
|
|
12,105
|
|
|
8,006
|
|
|
(4,366
|
)
|
|
15,745
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Total Affiliate Investments
|
|
|
|
187
|
|
|
(803
|
)
|
|
11,376
|
|
|
130
|
|
|
760
|
|
|
12,266
|
|
|
69,557
|
|
|
71,482
|
|
|
(51,936
|
)
|
|
89,103
|
|
||||||||||
Total Control and Affiliate Investments
|
|
|
|
$
|
187
|
|
|
$
|
(1,550
|
)
|
|
$
|
12,491
|
|
|
$
|
315
|
|
|
$
|
826
|
|
|
$
|
13,632
|
|
|
$
|
80,125
|
|
|
$
|
71,659
|
|
|
$
|
(52,737
|
)
|
|
$
|
99,048
|
|
(1)
|
Principal balance of debt investments and ownership detail for equity investments are shown in the consolidated schedule of investments. The Company's investments are generally classified as "restricted securities" as such term is defined under Regulation S-X Rule 6-03(f) or Securities Act Rule 144.
|
(2)
|
Represents the total amount of interest, fees or dividends included in 2018 income for the portion of the year ended December 31, 2018, that an investment was included in Control or Affiliate Investment categories, respectively.
|
(3)
|
Gross additions include increases in cost basis resulting from a new portfolio investment, PIK interest, fees and dividends, accretion of OID, and net increases in unrealized net appreciation or decreases in net unrealized depreciation.
|
|
(4)
|
Gross reductions include decreases in the cost basis of investments resulting from principal repayments and sales, if any, and net decreases in net unrealized appreciation or net increases in net unrealized depreciation.
|
(5)
|
Fair value was determined using significant unobservable inputs. See Note 5 for further details.
|
(6)
|
Non-income producing.
|
(7)
|
Dividends credited to income include dividends contractually earned but not declared.
|
(8)
|
Jobson became an affiliate investment effective December 31, 2017, due to an increase in voting ownership interest.
|
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
Item 9A.
|
Controls and Procedures
|
Item 9B.
|
Other Information
|
Item 10.
|
Directors, Executive Officers and Corporate Governance
|
Item 11.
|
Executive Compensation
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
|
|
|
Incorporated by Reference
|
|
|
Exhibit
Number
|
|
Description
|
Form and SEC File No.
|
Filing Date with SEC
|
Filed with this 10-K
|
3.1
|
|
N-2 (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
3.2
|
|
10-K (814-00813)
|
March 26, 2013
|
|
|
|
|
|
|
|
|
3.3
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
4.1
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
4.2
|
|
N-2 (333-200376)
|
November 19, 2014
|
|
|
|
|
|
|
|
|
4.3
|
|
N-2/A (333-200376)
|
December 16, 2014
|
|
|
|
|
|
|
|
|
4.4
|
|
N-2/A (333-200376)
|
December 16, 2014
|
|
|
|
|
|
|
|
|
4.5
|
|
N-2/A (333-200376)
|
December 16, 2014
|
|
|
|
|
|
|
|
|
4.6
|
|
N-2/A (333-200376)
|
December 16, 2014
|
|
|
|
|
|
|
|
|
4.7
|
|
POS EX (333-217302)
|
April 16, 2018
|
|
|
|
|
|
|
|
|
4.8
|
|
POS EX (333-217302)
|
April 16, 2018
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
Exhibit
Number
|
|
Description
|
Form and SEC File No.
|
Filing Date with SEC
|
Filed with this 10-K
|
4.9
|
|
POS EX (333-222419)
|
October 16, 2018
|
|
|
|
|
|
|
|
|
4.10
|
|
POS EX (333-222419)
|
October 16, 2018
|
|
|
|
|
|
|
|
|
4.11
|
|
POS EX
|
October 15, 2019
|
|
|
|
|
|
|
|
|
4.12
|
|
POS EX
|
October 15, 2019
|
|
|
|
|
|
|
|
|
4.13
|
|
|
|
*
|
|
|
|
|
|
|
|
10.1
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
10.2
|
|
10-Q (814-00813)
|
November 7, 2014
|
|
|
|
|
|
|
|
|
10.3
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
10.4
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
10.5
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
10.6
|
|
N-2/A (333-166363)
|
March 18, 2011
|
|
|
|
|
|
|
|
|
10.7
|
|
N-2/A (333-166363)
|
July 24, 2012
|
|
|
|
|
|
|
|
|
10.9
|
|
10-K (814-00813)
|
March 12, 2018
|
|
|
|
|
|
|
|
|
10.10
|
|
10-Q (814-00813)
|
November 6, 2015
|
|
|
|
|
|
|
|
|
10.11
|
|
10-K (814-00813)
|
March 12, 2018
|
|
|
|
|
|
|
|
|
10.13
|
|
Form 8-K
(333-00813)
|
April 15, 2019
|
|
|
|
|
|
|
|
|
10.14
|
|
Form 8-K
(333-00813)
|
April 15, 2019
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
Exhibit
Number
|
|
Description
|
Form and SEC File No.
|
Filing Date with SEC
|
Filed with this 10-K
|
10.15
|
|
Form 8-K
(333-00813)
|
April 15, 2019
|
|
|
|
|
|
|
|
|
10.16
|
|
Form 8-K
(333-00813)
|
April 15, 2019
|
|
|
|
|
|
|
|
|
10.17
|
|
Form 8-K
(814-00813)
|
June 24, 2019
|
|
|
|
|
|
|
|
|
10.18
|
|
Form 8-K
(814-00813)
|
June 24, 2019
|
|
|
|
|
|
|
|
|
10.19
|
|
Form 8-K
(814-00813)
|
June 24, 2019
|
|
|
|
|
|
|
|
|
10.2
|
|
Form 8-K
(814-00813)
|
June 24, 2019
|
|
|
|
|
|
|
|
|
11.1
|
|
Computation of Per Share Earnings
|
|
|
+
|
|
|
|
|
|
|
14.1
|
|
10-K (814-00813)
|
March 15, 2019
|
|
|
|
|
|
|
|
|
21.1
|
|
|
|
*
|
|
|
|
|
|
|
|
31.1
|
|
|
|
*
|
|
|
|
|
|
|
|
31.2
|
|
|
|
*
|
|
|
|
|
|
|
|
32.1
|
|
|
|
†
|
|
|
|
|
|
|
|
32.2
|
|
|
|
†
|
|
|
|
|
|
|
|
99.1
|
|
|
|
*
|
|
|
|
|
|
|
|
99.2
|
|
|
|
*
|
*
|
Filed herewith.
|
+
|
Included in the notes to the financial statements contained in this report
|
†
|
Furnished herewith
|
Item 16.
|
Form 10-K Summary
|
|
OFS Capital Corporation
|
|
|
Date: March 13, 2020
|
/s/ Bilal Rashid
|
|
Bilal Rashid
Chief Executive Officer and Chairman of the Board of Directors
|
Date: March 13, 2020
|
/s/ Bilal Rashid
|
|
Bilal Rashid, Chief Executive Officer and Chairman of the Board of Directors (Principal Executive Officer)
|
|
|
Date: March 13, 2020
|
/s/ Marc Abrams
|
|
Marc Abrams, Director
|
|
|
Date: March 13, 2020
|
/s/ Robert J. Cresci
|
|
Robert J. Cresci, Director
|
|
|
Date: March 13, 2020
|
/s/ Elaine E. Healy
|
|
Elaine E. Healy, Director
|
|
|
Date: March 13, 2020
|
/s/ Jeffrey A. Cerny
|
|
Jeffrey A. Cerny, Chief Financial Officer, Treasurer (Principal Financial Officer) and Director
|
|
|
Date: March 13, 2020
|
/s/ Jeffery S. Owen
|
|
Jeffery S. Owen, Chief Accounting Officer (Principal Accounting Officer)
|
A.
|
Common Stock, $0.01 par value per share
|
B.
|
Debt Securities
|
–
|
6.375% Notes due 2025
|
–
|
6.50% Notes due 2025
|
–
|
5.95% Notes due 2026
|
•
|
an investor cannot cause the debt securities to be registered in his or her name and cannot obtain certificates for his or her interest in the debt securities, except in the special situations we describe below;
|
•
|
an investor will be an indirect holder and must look to his or her own bank or broker for payments on the debt securities and protection of his or her legal rights relating to the debt securities;
|
•
|
an investor may not be able to sell interests in the debt securities to some insurance companies and other institutions that are required by law to own their securities in non-book-entry form;
|
•
|
an investor may not be able to pledge his or her interest in a global security in circumstances where certificates representing the debt securities must be delivered to the lender or other beneficiary of the pledge in order for the pledge to be effective;
|
•
|
the depositary’s policies, which may change from time to time, will govern payments, transfers, exchanges and other matters relating to an investor’s interest in a global security. We and the trustee have no responsibility for any aspect of the depositary’s actions or for its records of ownership interests in a global security. We and the trustee also do not supervise the depositary in any way;
|
•
|
if we redeem less than all the debt securities of a particular series being redeemed, DTC’s practice is to determine by lot the amount to be redeemed from each of its participants holding that series;
|
•
|
an investor is required to give notice of exercise of any option to elect repayment of its debt securities, through its participant, to the applicable trustee and to deliver the related debt securities by causing its participant to transfer its interest in those debt securities, on DTC’s records, to the applicable trustee;
|
•
|
DTC requires that those who purchase and sell interests in a global security deposited in its book-entry system use immediately available funds; your broker or bank may also require you to use immediately available funds when purchasing or selling interests in a global security; and
|
•
|
financial institutions that participate in the depositary’s book-entry system, and through which an investor holds its interest in a global security, may also have their own policies affecting payments, notices and other matters relating to the debt securities; there may be more than one financial intermediary in the chain of ownership for an investor; we do not monitor and are not responsible for the actions of any of those intermediaries.
|
•
|
we do not pay the principal of, or any premium on, any of the Notes on the due dates, and do not cure this default within five days;
|
•
|
we do not pay interest on the Notes when due, and such default is not cured within 30 days;
|
•
|
we do not deposit any sinking fund payment in respect of the Notes on the due date, and do not cure this default within five days;
|
•
|
we remain in breach of a covenant in respect of the Notes for 60 days after we receive a written notice of default stating we are in breach. The notice must be sent by either the trustee or holders of at least 25% of the principal amount of the respective series of Notes;
|
•
|
we file for bankruptcy or certain other events of bankruptcy, insolvency or reorganization occur and remain undischarged or unstayed for a period of 60 days;
|
•
|
on the last business day of each of 24 consecutive calendar months, we have an asset coverage of less than 100%; and
|
•
|
any other Event of Default in respect of the Notes as described in the applicable prospectus supplement occurs.
|
•
|
the holder must give your trustee written notice that an Event of Default has occurred and remains uncured;
|
•
|
the holders of at least 25% in principal amount of all outstanding debt securities of the relevant series must make a written request that the trustee take action because of the default and must offer reasonable indemnity to the trustee against the cost and other liabilities of taking that action;
|
•
|
the trustee must not have taken action for 60 days after receipt of the above notice and offer of indemnity; and
|
•
|
the holders of a majority in principal amount of the debt securities must not have given the trustee a direction inconsistent with the above notice during that 60 day period.
|
•
|
the payment of principal, any premium or interest; or
|
•
|
in respect of a covenant that cannot be modified or amended without the consent of each holder.
|
•
|
where we merge out of existence or sell our assets, the resulting entity must agree to be legally responsible for our obligations under the debt securities;
|
•
|
immediately after giving effect to such transaction, no Default or Event of Default shall have happened and be continuing;
|
•
|
under the Indentures, no merger or sale of assets may be made if as a result any of our property or assets or any property or assets of one of our subsidiaries, if any, would become subject to any mortgage, lien or other encumbrance unless either (a) the mortgage, lien or other encumbrance could be created pursuant to the limitation on liens covenant in the Indentures without equally and ratably securing the Indenture Securities or (b) the Indenture Securities are secured equally and ratably with or prior to the debt secured by the mortgage, lien or other encumbrance;
|
•
|
we must deliver certain certificates and documents to the trustee; and
|
•
|
we must satisfy any other requirements specified in the applicable prospectus supplement relating to a particular series of the Notes.
|
•
|
change the stated maturity of the principal of or interest on a debt security;
|
•
|
reduce any amounts due on a debt security;
|
•
|
reduce the amount of principal payable upon acceleration of the maturity of a security following a default;
|
•
|
adversely affect any right of repayment at the holder’s option;
|
•
|
change the place (except as otherwise described in the applicable prospectus or prospectus supplement) or currency of payment on a debt security;
|
•
|
impair your right to sue for payment;
|
•
|
adversely affect any right to convert or exchange a debt security in accordance with its terms;
|
•
|
modify the subordination provisions in the Indentures in a manner that is adverse to holders of the debt securities;
|
•
|
reduce the percentage of holders of debt securities whose consent is needed to modify or amend the Indentures;
|
•
|
reduce the percentage of holders of debt securities whose consent is needed to waive compliance with certain provisions of the Indentures or to waive certain defaults;
|
•
|
modify any other aspect of the provisions of the Indentures dealing with supplemental indentures, modification and waiver of past defaults, changes to the quorum or voting requirements or the waiver of certain covenants; and
|
•
|
change any obligation we have to pay additional amounts.
|
•
|
if the change affects only one series of debt securities, it must be approved by the holders of a majority in principal amount of that series; and
|
•
|
if the change affects more than one series of debt securities issued under the same indenture, it must be approved by the holders of a majority in principal amount of all of the series affected by the change, with all affected series voting together as one class for this purpose.
|
•
|
for original issue discount securities, we will use the principal amount that would be due and payable on the voting date if the maturity of these debt securities were accelerated to that date because of a default;
|
•
|
for debt securities whose principal amount is not known (for example, because it is based on an index), we will use a special rule for that debt security described in the prospectus supplement; and
|
•
|
for debt securities denominated in one or more foreign currencies, we will use the U.S. dollar equivalent.
|
▪
|
if the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates;
|
▪
|
we must deliver to the trustee a legal opinion of our counsel confirming that, under current U.S. federal income tax law, we may make the above deposit without causing you to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity; and
|
▪
|
we must deliver to the trustee a legal opinion of our counsel stating that the above deposit does not require registration by us under the 1940 Act, as amended, and a legal opinion and officers’ certificate stating that all conditions precedent to covenant defeasance have been complied with.
|
•
|
if the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and United States government or United States government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates;
|
•
|
we must deliver to the trustee a legal opinion confirming that there has been a change in current U.S. federal tax law or an IRS ruling that allows us to make the above deposit without causing you to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity. Under current U.S. federal tax law, the deposit and our legal release from the debt securities would be treated as though we paid you your share of the cash and notes or bonds at the time the cash and notes or bonds were deposited in trust in exchange for your debt securities and you would recognize gain or loss on the debt securities at the time of the deposit; and
|
•
|
we must deliver to the trustee a legal opinion of our counsel stating that the above deposit does not require registration by us under the 1940 Act, as amended, and a legal opinion and officers’ certificate stating that all conditions precedent to defeasance have been complied with.
|
•
|
our indebtedness (including indebtedness of others guaranteed by us), whenever created, incurred, assumed or guaranteed, for money borrowed (other than Indenture Securities issued under the Indentures and denominated as subordinated debt securities), unless in the instrument creating or evidencing the same or under which the same is outstanding it is provided that this indebtedness is not senior or prior in right of payment to the subordinated debt securities; and
|
•
|
renewals, extensions, modifications and refinancings of any of this indebtedness.
|
By:
|
/s/ Bilal Rashid
|
|
|
Bilal Rashid
|
|
|
Chief Executive Officer
|
|
By:
|
/s/ Jeffrey A. Cerny
|
|
|
Jeffrey A. Cerny
|
|
|
Chief Financial Officer
|
|
|
|
/s/ Bilal Rashid
|
|
Name:
|
Bilal Rashid
|
|
Date:
|
March 13, 2020
|
|
|
/s/ Jeffrey A. Cerny
|
|
Name:
|
Jeffrey A. Cerny
|
|
Date:
|
March 13, 2020
|